In the course of preparing the Company’s Condensed Consolidated Financial Statements as of and for the three and six months ended June 30, 2024, the Company determined that a correction was necessary with respect to the Company’s reporting and recording of the fair value of the Common Warrants and the Subsequent Closing Warrants, issuable by the

Company in the Second and Third Closing contingent upon the satisfaction or waiver of certain specified conditions set forth therein (such correction, the “Restatement”; see Note 9).

The Company has historically reported the Common Warrants and Subsequent Closing Warrants as equity instruments, because (i) of the respective holders’ ability to settle the Common Warrants and Subsequent Closing Warrants by issuance of a fixed number of shares of common stock or Pre-funded Warrants and (ii) the Common Warrants and Subsequent Closing Warrants contain a fixed exercise price and contain no cash settlement obligation. However, in the course of preparing the Company’s Condensed Consolidated Financial Statements as of and for the three and six months ended June 30, 2024, management of the Company concluded that the Common Warrants and the Subsequent Closing Warrants do not meet the conditions to be classified as equity instruments under ASC 815-40, “Derivatives and Hedging — Contracts in Entity’s Own Equity,” and must instead be recorded as liabilities on the Company’s balance sheet at their fair value and remeasured at fair value for each subsequent reporting period, with the initial fair value and fair value of financial instruments issued in excess of proceeds and any change in fair value recorded in the condensed consolidated statements of operations and comprehensive income as a gain or loss.

Management prepared a quantitative and qualitative analysis of the errors in accordance with the U.S. SEC Staff's Accounting Bulletin Nos. 99 and 108, Materiality, and concluded the impact of the errors are material to the Company's previously reported interim unaudited condensed consolidated financial statements for the three months ended March 31, 2024. As a result, the Company has restated its Condensed Consolidated Balance Sheet, Condensed Consolidated Statement of Operations and Comprehensive Loss, Condensed Consolidated Statement of Stockholders' Equity (Deficit), and Condensed Consolidated Statement of Cash Flows as of and for the three months ended March 31, 2024. The Restatement includes adjustments to Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds, Warrant liabilities and Accumulated Deficit.

The impact of the correction of the misstatements is summarized below (in thousands):


	As of March 31, 2024
Corrected Condensed Consolidated Balance Sheets (Unaudited)	As Previously Reported			Restatement Impact			As Restated
Warrant liabilities		—			89,547			89,547
Total liabilities		5,999			89,547			95,546
Common stock		25			—			25
Additional paid-in capital		328,280			—			328,280
Accumulated deficit		(253,486	)		(89,547	)		(343,033	)
Total Stockholders' Equity (Deficit)	$	74,819		$	(89,547	)	$	(14,728	)


	Three Months Ended March 31, 2024
Corrected Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited)	As Previously Reported			Restatement Impact			As Restated
Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds		—			(13,336	)		(13,336	)
Net loss and comprehensive loss	$	(10,295	)	$	(13,336	)	$	(23,631	)
Net loss per share, basic and diluted	$	(0.34	)	$	(0.45	)	$	(0.79	)


	Three Months Ended March 31, 2024
	Accumulated Deficit									Total Stockholders' Equity (Deficit)
Corrected Condensed Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited)	As Previously Reported			Restatement Impact			As Restated			As Previously Reported			Restatement Impact			As Restated
Balance as of December 31, 2023	$	(243,191	)	$	(76,211	)	$	(319,402	)	$	83,419		$	(76,211	)	$	7,208
Issuance of common stock in connection with exercise of pre-funded warrants		—			—			—			1			—			1
Stock-based compensation		—			—			—			1,694			—			1,694
Net loss and comprehensive loss		(10,295	)		(13,336	)		(23,631	)		(10,295	)		(13,336	)		(23,631	)
Balance as of March 31, 2024 (As Restated)	$	(253,486	)	$	(89,547	)	$	(343,033	)	$	74,819		$	(89,547	)	$	(14,728	)


	Three Months Ended March 31, 2024
Corrected Condensed Consolidated Statements of Cash Flows (Unaudited)	As Previously Reported			Restatement Impact			As Restated
Net loss	$	(10,295	)	$	(13,336	)	$	(23,631	)
Change in fair value of warrant liabilities and fair value of financial instruments issued in excess of proceeds		—			13,336			13,336
Net cash used in operating activities	$	(8,741	)	$	-		$	(8,741	)