XML 30 R17.htm IDEA: XBRL DOCUMENT
v3.23.1

Capital Stock | 12 Months Ended
--- | ---
Dec. 31, 2022
Equity [Abstract] |
Capital Stock | Capital Stock Common Stock Subsequent to the end of the year, on January 3, 2023, the Company effected a 1-for-15 reverse stock split of its Common Stock. All Common Stock share information (including treasury share information) in our Consolidated Financial Statements and in the following capital stock discussion and tables are shown as adjusted for this stock split retrospectively for all periods represented herein. The Company’s common stock, par value $0.0001 per share (the “Common Stock”), is listed on the Nasdaq Capital Market (“Nasdaq”). As of December 31, 2022 we had 150,000,000 shares of our $0.0001 par value Common Stock authorized, with 2,070,861 and 2,063,308 shares issued and outstanding, respectively. The following table provides a summary of Common Stock activity for the years ended December 31, 2022 and 2021 (in thousands):
Issued Shares as of December 31, 2020 |  | 533 |
Issuances from Private Placements |  | 267 |
Issuances from Preferred Stock Conversions |  | 1,257 |
Issuances related to vested restricted units |  | 13 |
Issuance of shares for services |  | 1 |
Issued Shares as of December 31, 2021 |  | 2,071 |
Less Treasury Shares: |  | 8 |
Outstanding Shares as of December 31, 2021 |  | 2,063 |
Issued Shares as of December 31, 2022 |  | 2,071 |
Less Treasury Shares: |  | 8 |
Outstanding Shares as of December 31, 2022 |  | 2,063 |
During the year ended and December 31, 2021, 1,257,000 shares of the Company’s Common stock were issued in relation to preferred stock conversions, and 13,000 shares were issued upon the vesting of restricted stock units, respectively. See Note 11 - Preferred Stock and Note 12 - Stock Based Compensation for further information. Issuance for Professional Service Fees On January 21, 2021, the Company issued 1,000 shares of Common Stock as payment for services, with a fair value equal to $100,000, related to a financial advisory agreement entered into on January 15, 2021. During the year ended December 31, 2021, the Company recorded stock-based professional services expense of $390,000 relating to the issuance of the shares above, which is included as a component of general and administrative expense in the accompanying consolidated Statements of Operations. Issuance Pursuant to Equity Financing On June 30, 2021, the Company closed on a concurrent public offering of 267,000 shares of Common Stock, Series A Warrants to purchase 66,667 shares of the Company’s Common Stock at an exercise price of $60.00 per share, and private placement of Series B Warrants to purchase 200,000 shares of common stock at an exercise price of $66.00 per share for gross proceeds of $12,400,000. Issuance costs for this transaction were $896,000, resulting in net proceeds of $11,504,000. Warrants On June 30, 2021, the Company issued Series A Warrants to purchase up to 66,667 shares of Common Stock, and Series B Warrants to purchase up to 200,000 shares of Common Stock, pursuant to a securities purchase agreement with certain accredited investors. The Series A Warrants had an original term of 6 months and are initially exercisable at $60.00 per share. The Series B Warrants have a term of 3 years, commencing six months and one day from the date of issuance, and are initially exercisable at $66.00 per share. All of the warrants are subject to cashless exercise if, at the time of exercise, the Warrant Shares are not subject to an effective resale registration statement. The Warrants are also subject to adjustment in the event of (i) stock splits and dividends, (ii) subsequent rights offerings, (iii) pro-rata distributions, and (iv) certain fundamental transactions, including but not limited to the sale of the Company, business combinations, and reorganizations. The Warrants do not have any price protection or price reset provisions with respect to future issuances of securities. The fair value of the Series A and B Warrants was recorded to additional paid-in capital during the year ended December 31, 2021. As of December 31, 2022, no warrants had been exercised. On December 31, 2021, the Company agreed with all the holders of Series A Warrants to amend the terms of the Series A Warrants to extend the Termination Date from January 4, 2022 to January 4, 2023. All other terms of the Series A Warrants will remain in full force and effect. The modification resulted in an incremental value adjustment, and deemed dividend, of $37,000, which was recorded to additional paid in capital on December 31, 2022. On January 3, 2023, the Company agreed with all the holders of Series A Warrants to amend the terms of the Series A Warrants to extend the Termination Date from January 4, 2023 to January 4, 2024. All other terms of the Series A Warrants will remain in full force and effect. Warrants outstanding as of December 31, 2022 are as follows:
Issue Date |  | Warrants Issued |  | Exercise Price |  | Expiration Date
October 21, 2020 |  | 34,767 |  |  | $ | 61.20 |  |  | April 22, 2023
December 6, 2020 |  | 41,667 |  |  | 82.35 |  |  | June 7, 2023
June 30, 2021 - Series A* |  | 66,667 |  |  | 60.00 |  |  | January 4, 2024
June 30, 2021 - Series B |  | 200,000 |  |  | 66.00 |  |  | June 28, 2024
|  | 343,101 |  |  |  |  |
*The Series A warrant’ expiration date has been updated to reflect the extension described above that occurred on January 3, 2023.
Warrant activity for the years ended December 31, 2022 and 2021 is presented below:
|  | Outstanding
|  | Number of Warrants |  | Weighted Average Exercise Price
Warrants outstanding and exercisable, December 31, 2020 |  | 76,434 |  |  | $ | 72.75 |
Granted |  | 266,667 |  |  | 64.50 |
Warrants outstanding and exercisable, December 31, 2021 |  | 343,101 |  |  | 66.34 |
Warrants outstanding and exercisable, December 31, 2022 |  | 343,101 |  |  | $ | 66.34 |
Treasury Shares The Company maintains Treasury Stock for the Common Stock shares bought back by the Company when they withhold shares to cover taxes on stock compensation transactions. There were no treasury stock transactions during the years ended December 31, 2022 and 2021, and the treasury shares outstanding were 7,553 as of December 31, 2022 and 2021.

X
- References No definition available. + Details
Name: | us-gaap_EquityAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for shareholders' equity comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income. Includes, but is not limited to, balances of common stock, preferred stock, additional paid-in capital, other capital and retained earnings, accumulated balance for each classification of other comprehensive income and amount of comprehensive income. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI https://asc.fasb.org/topic&trid=2208762 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 13 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 13 -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644 Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 14 -Subparagraph (c) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 14 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.3-04) -URI https://asc.fasb.org/extlink&oid=120397183&loc=d3e187085-122770 Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 18 -Subparagraph (d) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644 Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 13 -Subparagraph (g) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644 Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 18 -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644 Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 13 -Subparagraph (h) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644 Reference 11: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 14 -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496171-112644 Reference 12: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 18 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496189-112644 Reference 13: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 16 -Subparagraph (b) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496180-112644 Reference 14: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -SubTopic 10 -Section 50 -Paragraph 13 -Subparagraph (i) -URI https://asc.fasb.org/extlink&oid=126973232&loc=SL123496158-112644 Reference 15: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 235 -SubTopic 10 -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(e)(1)) -URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690 Reference 16: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 815 -SubTopic 40 -Section 50 -Paragraph 6 -Subparagraph (a) -URI https://asc.fasb.org/extlink&oid=126731327&loc=SL126733271-114008 + Details
Name: | us-gaap_StockholdersEquityNoteDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration