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Common Stock Warrants (Tables) | 9 Months Ended
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Sep. 30, 2021
Common Stock Warrants Disclosure [Abstract] |
Schedule of outstanding warrants to purchase shares of common stock |
Date Exercisable |  | Number of Shares Issuable |  |  | Exercise Price |  |  | Exercisable for |  | Classification |  |  | Expiration |
June 2021 |  |  | 117,500 | (1) |  | $ | 0.01 |  |  | Common Stock |  |  | Equity |  |  |  | December 2021 |
December 2020 |  |  | 2,407,500 | (2) |  | $ | 11.50 |  |  | Common Stock |  |  | Equity |  |  |  | December 2025 |
December 2020 |  |  | 24,583 | (3) |  | $ | 11.50 |  |  | Common Stock |  |  | Equity |  |  |  | December 2025 |
December 2020 |  |  | 1,929,111 | (4) |  | $ | 1.97 |  |  | Common Stock |  |  | Equity |  |  |  | April 2023 |
May 2021 |  |  | 115,851 | (5)(6) |  | $ | 8.63 |  |  | Common Stock |  |  | Liability |  |  |  | May 2026 |
Total |  |  | 4,594,545 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Date Exercisable |  | Number of Shares Issuable |  |  | Exercise Price |  |  | Exercisable for |  | Classification |  |  | Expiration |
June 2021 |  |  | 1,119,750 | (1) |  | $ | 0.01 |  |  | Common Stock |  |  | Equity |  |  |  | December 2021 |
December 2020 |  |  | 2,407,500 | (2) |  | $ | 11.50 |  |  | Common Stock |  |  | Equity |  |  |  | December 2025 |
December 2020 |  |  | 110,000 | (3) |  | $ | 11.50 |  |  | Common Stock |  |  | Equity |  |  |  | December 2025 |
December 2020 |  |  | 1,929,111 | (4) |  | $ | 1.97 |  |  | Common Stock |  |  | Equity |  |  |  | April 2023 |
Total |  |  | 5,566,361 |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
(1) | Consisted of 1,119,750 shares of Common Stock underlying 2,239,500 December 2020 PIPE Warrants issued on December 30, 2020, in connection with the December 2020 PIPE (see Note 18). A holder of the December 2020 PIPE Warrants may not exercise the warrant if the holder, together with its affiliates, would beneficially own more than 9.99% of the number of shares of the Company’s Common Stock outstanding immediately after giving effect to such exercise. As of September 30, 2021, 2,004,500 December 2020 PIPE Warrants were exercised into 1,002,250 shares of Common Stock. The outstanding balance as of September 30, 2021 consists of 117,500 shares of Common Stock underlying 235,000 December 2020 PIPE Warrants. As of December 31, 2020, none of the warrants had been exercised.
(2) | Consists of 2,407,500 shares of Common Stock underlying 4,815,000 warrants issued in connection with Tottenham’s initial public offering. The Company may redeem the outstanding warrants, in whole and not in part, at a price of $0.01 per warrant if, and only if, the last sales price of the Company’s Common Stock equals or exceeds $16.50 per share for any 20 trading days within a 30-trading day period ending three business days before the Company sends the notice of redemption. As of September 30, 2021, and December 31, 2020, none of the warrants had been exercised.
(3) | Consisted of 110,000 shares of Common Stock underlying 220,000 warrants issued as part of the Chardan Unit Purchase Option (see Note 3). On July 15, 2021 the Chardan Unit Purchase Option was net exercised, resulting in the issuance of 54,083 shares of Common Stock and 49,166 warrants to purchase one-half of one share of Common Stock, or 24,583 shares of Common Stock. As of September 30, 2021, none of the warrants had been exercised. As of December 31, 2020, the Chardan Unit Purchase Option had not been exercised.
(4) | Consists of 1,929,111 shares of Common Stock underlying 1,929,111 warrants originally issued by Clene Nanomedicine as Series A and Series D Preferred Stock Warrants (see Note 9). As of September 30, 2021, and December 31, 2020, none of the warrants had been exercised.
(5) | Consists of 115,851 shares of Common Stock underlying 115,851 Avenue Warrants issued pursuant to Tranche 1 of the 2021 Avenue Loan at an exercise price equal to the lower of (i) $8.63 (which is equal to the five-day VWAP per share, determined as of the end of trading on the last trading day prior to execution of the loan agreement), or (ii) the Next Round Price. (see Note 8). As of September 30, 2021, the Avenue Warrant had not been exercised.
(6) | Pursuant to the 2021 Avenue Loan, an additional estimated 86,679 shares of Common Stock underlying warrants are issuable pursuant to our draw of Tranche 2 between January 1, 2022 and June 30, 2022 (see Note 8). In accordance with ASC 815, we recognized these warrants at the inception of the 2021 Avenue Loan and classified them as a warrant liability and the fair value and issuable shares will be remeasured at each reporting period (see Note 16). As of September 30, 2021, the warrants are not issued or outstanding.

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- Definition Tabular disclosure of warrants or rights issued. Warrants and rights outstanding are derivative securities that give the holder the right to purchase securities (usually equity) from the issuer at a specific price within a certain time frame. Warrants are often included in a new debt issue to entice investors by a higher return potential. The main difference between warrants and call options is that warrants are issued and guaranteed by the company, whereas options are exchange instruments and are not issued by the company. Also, the lifetime of a warrant is often measured in years, while the lifetime of a typical option is measured in months. Disclose the title of issue of securities called for by warrants and rights outstanding, the aggregate amount of securities called for by warrants and rights outstanding, the date from which the warrants or rights are exercisable, and the price at which the warrant or right is exercisable. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -SubTopic 10 -Section 50 -Paragraph 1 -Subparagraph (a) -URI http://asc.fasb.org/extlink&oid=120381028&loc=d3e5047-113901 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 50 -Section S99 -Paragraph 1 -URI http://asc.fasb.org/extlink&oid=6784392&loc=d3e188667-122775 + Details
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