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Common Stock and Preferred Stock
 12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Common Stock and Preferred Stock

13. Common Stock and Preferred Stock

 

Common Stock

 

As of December 31, 2024, and December 31, 2023, the Company has authorized the issuance of up to 250,000,000 shares of common stock, respectively, at a par value $0.0001 per share.

 

As of December 31, 2024, and December 31, 2023 there were 1,384,801 and 738,295 shares of Common Stock issued and outstanding, respectively. No cash dividends have been declared or paid as of December 31, 2024.

 

Holders of the Common Stock are entitled to one vote per share, and to receive dividends, on and if declared by the board of directors and, upon liquidation or dissolution, are entitled to receive all assets available for distribution, subordinate to the rights, preferences, and privileges of any outstanding preferred shares (if any) with respect to dividends and in connection with liquidation, winding up and dissolution of the Company. The holders have no preemptive or other subscription rights.

 

Preferred Stock

 

As of December 31, 2024, the Company has authorized the issuance of up to 1,000,000 shares of Conduit Pharmaceuticals, Inc. preferred stock (the “Preferred Stock”). As of December 31, 2024, and December 31, 2023, no preferred shares were issued and outstanding.

 

At-the-Market Offering

 

On October 23, 2024, the Company entered into the Sales Agreement with A.G.P. relating to shares of the Company’s Common Stock. In accordance with the terms of the Sales Agreement, the Company may offer and sell shares of our Common Stock having an aggregate offering price of up to $3.6 million from time to time through A.G.P., acting as our sales agent or principal.

 

The compensation to A.G.P. for sales of common stock sold pursuant to the Sales Agreement will be equal to 3.0% of the gross proceeds of any shares of common stock sold under the sales agreement.

 

During the year ended December 31, 2024, the Company sold 323,273 shares of Common Stock under the Sales Agreement and generated $3.3 million in net proceeds after paying fees to A.G.P. and other issuance costs of $0.2 million. See Note 20 for information on the issuances and increases to the aggregate offering price subsequent to December 31, 2024.