XML 120 R106.htm IDEA: XBRL DOCUMENT v3.22.1
Subsequent Events (Details) - USD ($)
$ / shares in Units, $ in Thousands
 1 Months Ended 12 Months Ended
Mar. 14, 2022
Jan. 25, 2022
Dec. 31, 2021
Subsequent Events (Details) [Line Items]      
Warrant is exercisable share (in Shares)     1
Common Stock price per share (in Dollars per share)     $ 0.001
Purchase price per share (in Dollars per share)     $ 6,900
Gross proceeds (in Dollars)     $ 27,300
Society acquisition consisted description     The aggregate consideration for the Lab Society Acquisition consisted of: (a) $4.0 million in cash, subject to certain adjustments for working capital, cash and indebtedness of Lab Society at closing; (b) 425,611 shares of the Company’s common stock (the “Buyer Shares”); and (c) the Earn-out Consideration (as defined below), to the extent earned. 
Buyer shares issuable (in Shares)     127,682
Merger agreement includes descrption     The Merger Agreement includes customary post-closing adjustments, representations and warranties and covenants of the parties. The Owners may become entitled to additional consideration with a value of up to $3.5 million based on the eligible net revenues achieved by the Lab Society business during the fiscal years ending December 31, 2022 and December 31, 2023, of which 50% will be payable in cash and the remaining 50% will be payable by issuing shares of the Company’s common stock. 
Aggregate principal amount (in Dollars)     $ 779
Preferred stock percentage 30.00%    
Common Stock [Member]      
Subsequent Events (Details) [Line Items]      
Price per share (in Dollars per share)     $ 7.48
Subsequent Event [Member]      
Subsequent Events (Details) [Line Items]      
Purchase agreement description   the Company entered into a Securities Purchase Agreement (the “Securities Agreement”) with an institutional investor and other accredited investors for the sale by the Company of (i) 2,450,350 shares (the “Shares”) of the Company’s common stock, par value $0.001 per share (the “Common Stock”), (ii) pre-funded warrants (the “Pre-Funded Warrants”) to purchase up to an aggregate of 1,570,644 shares of Common Stock and (iii) warrants to purchase up to an aggregate of 3,015,745 shares of Common Stock (the “Common Warrants” and, collectively with the Pre-Funded Warrants, the “Warrants”), in a private placement offering. The combined purchase price for one share of Common Stock (or one Pre-Funded Warrant) and accompanying fraction of a Common Warrant was $6.80.  
Forecast [Member]      
Subsequent Events (Details) [Line Items]      
Payment rate 4.00%    
Stated interest rate 6.75%    
Interest rate 107.00%    
Subsequent event description (i) restrict the Company and its subsidiaries from incurring any additional indebtedness or suffering any liens, subject to specified exceptions, (ii) restrict the ability of the Company and its subsidiaries from making certain investments, subject to specified exceptions, (iii) restrict the declaration of any dividends or other distributions, subject to specified exceptions, (iv) require the Company to maintain specified earnings and adjusted EBITDA targets, and (v) require the Company to maintain minimum amounts of cash on hand. If an event of default under the Note occurs, the Investor can elect to redeem the Note for cash equal to 115% of the then-outstanding principal amount of the Note (or such lesser principal amount accelerated by the Investor), plus accrued and unpaid interest, including default interest, which accrues at a rate per annum equal to 15% from the date of a default or event of default.    
Forecast [Member] | Common Stock [Member]      
Subsequent Events (Details) [Line Items]      
Interest rate 4.99%    
Percentage of common stock 65.00%    
Forecast [Member] | Warrant [Member]      
Subsequent Events (Details) [Line Items]      
Aggregate principal amount (in Dollars) $ 35,000    
Interest rate 4.99%    
Securities Purchase Agreement [Member] | Forecast [Member]      
Subsequent Events (Details) [Line Items]      
Price per share (in Dollars per share) $ 0.001    
Investor expenses (in Dollars) $ 65,000    
Aggregate principal amount (in Dollars) $ 65,000    
Aggregate shares (in Shares) 6,881,108    
Payment rate 8.75%    
Stated interest rate 106.75%    
Subsequent event description Each Warrant to be issued in the initial closing will have an exercise price of $6.75 per share, subject to adjustment for stock splits, reverse stock splits, stock dividends and similar transactions, will be immediately exercisable, has a term of five and one-half years from the date of issuance and will be exercisable on a cash basis, unless there is not an effective registration statement covering the resale of the shares issuable upon exercise of the Warrant (the “Warrant Shares”), in which case the Warrant shall also be exercisable on a cashless exercise basis at the Investor’s election. The Securities Purchase Agreement requires the Company to file resale registration statements with respect to the Warrant Shares as soon as practicable and in any event within 45 days following the initial closing and any subsequent closings.     
Investor [Member] | Forecast [Member]      
Subsequent Events (Details) [Line Items]      
Interest rate 9.99%