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Common Stock Warrants
 9 Months Ended
Sep. 30, 2021
Common Stock Warrants Disclosure [Abstract]  
Common Stock Warrants

10. Common Stock Warrants

 

As of September 30, 2021, outstanding warrants to purchase shares of Common Stock consisted of the following:

 

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                   

 

As of December 31, 2020, outstanding warrants to purchase shares of Common Stock consisted of the following:

 

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.