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EQUITY
 6 Months Ended
Dec. 31, 2022
Equity [Abstract]  
EQUITY

NOTE 8. EQUITY

 

Initial Public Offering (“IPO”)

 

On July 1, 2021, the Company completed an IPO of common stock on the Nasdaq under the symbol “VRAR”, at a price of $7.00 per share.

 

The Company sold approximately 1.91 million shares of common stock and realized net proceeds (after underwriting, professional fees and listing expenses) of $11.82 million.

 

In connection with the IPO, and for services rendered, the underwriter was issued a warrant to purchase 87,500 shares of common stock at $7.00 per share. The warrant could not be exercised prior to December 30, 2021 and expires in June 2026. The warrant was valued at approximately $0.52 million based on the Black-Scholes options pricing model method with the following assumptions: 5 year expected term, 129% expected volatility, 0.87% risk-free rate and 0% expected dividend yield.

 

In conjunction with the IPO, outstanding convertible promissory notes totaling approximately $1.43 million were satisfied in full through the issuance of 324,150 shares of common stock. A loss of approximately $0.28 million was recorded on this conversion at the time of the IPO.

 

Securities Purchase Agreement (“SPA”)

 

In November 2021, the Company sold $15.0 million worth of its common stock and warrants to certain institutional investors in a private placement pursuant to a SPA. The Company realized net proceeds (after underwriting, professional fees and listing expenses) of $13.58 million.

 

Under the terms of the SPA, the Company sold 1.50 million shares of its common stock and warrants to purchase 0.75 million shares of common stock. The purchase price for one share of common stock and half a corresponding warrant was $10.00. The warrants have an exercise price of $14.63 per share. Warrants to purchase 0.56 million shares can be exercised immediately and expire five years from the date of the SPA. Warrants to purchase 0.19 million shares were not exercisable prior to May 2, 2022 and expire five years after. The warrants are valued at approximately $8.80 million based on the Black-Scholes options pricing model method with the following assumptions: 5 year expected term, 146% expected volatility, 1.22% risk-free rate and 0% expected dividend yield.

 

Common Stock Issued

 

Common stock issued for Acquisitions and Technology Purchase

 

During the six months ended December 31, 2022, the Company issued approximately: 714,000 shares of common stock, valued at $2.85 million, as consideration for the acquisition of BLI (see Note 4); 214,000 shares of common stock, valued at $0.73 million as consideration for the acquisition of PulpoAR; and 71,000 shares of common stock, valued at $0.33 million, per the assignment agreement with inciteVR.

 

During the six months ended December 31, 2021 the Company issued approximately 111,000 shares of common stock, valued at $1.05 million, as consideration for the acquisition of AUGGD and XR Terra. In addition, the Company issued approximately 277,000 shares of common stock, valued at $4.0 million, as consideration for the acquisition of S5D.

 

 

THE GLIMPSE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

DECEMBER 31, 2022 AND 2021

 

Common stock issued for contingent acquisition obligations

 

During the six months ended December 31, 2022 the Company issued approximately 107,000 shares of common stock, with a fair value of approximately $0.32 million, to satisfy a contingent acquisition obligation of approximately $0.57 million less the repayment of a secured promissory note of $0.25 million (see Note 10), related to the acquisition of AUGGD (see Note 11). In addition, the Company issued approximately 36,000 shares of common stock, valued at $0.20 million, for the achievement of a revenue performance milestone by XR Terra.

 

During the six months ended December 31, 2021 the Company issued 395,000 shares of common stock to satisfy pre-IPO legacy acquisition obligations of $0.79 million.

 

Common stock issued for Exercise of Stock Options

 

During the six months ended December 31, 2022 and 2021, the Company issued approximately 27,000 and 357,000 shares of common stock in cash and cashless transactions, respectively, upon exercise of the respective option grants and realized cash proceeds of approximately $0.04 million and $0.61 million, respectively.

 

Common stock issued to Vendors

 

During the six months ended December 31, 2021, the Company issued approximately 13,000 shares of common stock, to various vendors for services performed and recorded share-based compensation of approximately $0.15 million.

 

Employee Stock-Based Compensation

 

The Company’s 2016 Equity Incentive Plan (the “Plan”), as amended, has approximately 10.6 million common shares reserved for issuance. As of December 31, 2022, there were approximately 5.0 million shares available for issuance under the Plan.

 

The Company recognizes compensation expense relating to awards ratably over the requisite period, which is generally the vesting period.

 

Stock options have been recorded at their fair value. The Black-Scholes option-pricing model assumptions used to value the issuance of stock options under the Plan, are noted in the following table:

 

   2022   2021   2022   2021 
   For the Three Months Ended
December 31,		   For the Six Months Ended
December 31,		 
   2022   2021   2022   2021 
Weighted average expected terms (in years)   6.0    5.6    6.0    5.5 
Weighted average expected volatility   100.7%   229.3%   101.2%   171.4%
Weighted average risk-free interest rate   3.8%   1.2%   3.1%   1.0%
Expected dividend yield   0.0%   0.0%   0.0%   0.0%

 

The grant date fair value, for options granted during the six months ended December 31, 2022 and 2021 was approximately $1.57 million and $1.29 million, respectively.

 

 

THE GLIMPSE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

DECEMBER 31, 2022 AND 2021

 

The following is a summary of the Company’s stock option activity for the six months ended December 31, 2022 and 2021:

 

       Weighted Average     
           Remaining     
       Exercise   Contractual   Intrinsic 
   Options   Price   Term (Yrs)   Value 
Outstanding at July 1, 2022   4,484,616   $4.68    7.0   $2,404,249 
Options Granted   414,077    7.00    9.7    - 
Options Exercised   (77,853)   3.87    6.5    94,715 
Options Forfeited / Cancelled   (194,594)   7.95    8.8    20,074 
Outstanding at December 31, 2022   4,626,246   $4.75    6.6   $912,271 
Exercisable at December 31, 2022   3,507,922   $3.64    5.8   $912,271 

 

       Weighted Average     
           Remaining     
       Exercise   Contractual   Intrinsic 
   Options   Price   Term (Yrs)   Value 
Outstanding at July 1, 2021   4,740,910   $3.40    8.5   $7,893,467 
Options Granted   158,907    8.59    9.8    714,854 
Options Exercised   (751,925)   2.62    7.8    (7,775,919)
Options Forfeited / Cancelled   (173,190)   4.42    8.9    (1,479,671)
Outstanding at December 31, 2021   3,974,702   $3.71    8.6   $24,522,730 
Exercisable at December 31, 2021   3,784,856   $3.52    8.5   $23,983,666 

 

The intrinsic value of stock options at December 31, 2022 and 2021 was computed using a fair market value of the common stock of $3.03/share and $9.86/share, respectively.

 

The Company’s stock option-based expense for the three and six months ended December 31, 2022 and 2021 consisted of the following:

SCHEDULE OF STOCK OPTION-BASED EXPENSE   

   2022   2021   2022   2021 
   For the Three Months Ended   For the Six Months Ended 
   December 31,   December 31, 
   2022   2021   2022   2021 
Stock option-based expense :                    
Research and development expenses  $383,617   $257,911   $771,057   $605,508 
General and administrative expenses   34,774    57,929    89,048    124,572 
Sales and marketing expenses   133,621    112,847    320,281    240,839 
Cost of goods sold   61    21,394    755    44,158 
Board option expense   146,783    89,686    293,567    178,305 
Total  $698,856   $539,767   $1,474,708   $1,193,382 

 

At December 31, 2022 total unrecognized compensation expense to employees, board members and vendors related to stock options was approximately $7.44 million, and is expected to be recognized over a weighted average period of 2.18 years.

 

 

THE GLIMPSE GROUP, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

DECEMBER 31, 2022 AND 2021