XML 43 R29.htm IDEA: XBRL DOCUMENT v3.25.1
Subsequent Events
12 Months Ended
Dec. 31, 2024
Subsequent Events [Abstract]  
Subsequent Events

20. Subsequent Events

 

Reverse Stock Split

 

On January 24, 2025, the Company effected the Reverse Stock Split, pursuant to which every 100 shares of the Company’s common stock issued or outstanding were automatically reclassified into one new share of common stock, subject to the treatment of fractional shares as previously described, without any action on the part of the holders. For a description of the Reverse Stock Split, refer to Note 1 above.

 

Nirland Notes Repayment

 

On February 7, 2025, the Company fully repaid its outstanding October 2024 Nirland Note to Nirland Limited in the principal amount of $600,000. This payment settled all obligations under the October 2024 Nirland Note.

 

With respect to the August 2024 Nirland Note, the Lender converted approximately $1.7 million of the original principal amount of $2,650,000 under into shares of common stock of the Company. Of the $1.7 million of original principal that was converted into shares of common stock of the Company, $0.1 million was converted on December 12, 2024, while the remaining $1.6 million was converted between January 13, 2025 and February 10, 2025. On February 13, 2025, the Company paid the remaining outstanding portion of the August 2024 Nirland Note, approximately $0.9 million, and, accordingly, satisfied all of its obligations in all respects to Nirland. As a result of satisfying its obligations under the August 2024 Nirland Note, all of the Company’s assets are once again free and clear of any liens, security interests or encumbrances.

 

March 2023 Convertible Note Repayment

 

On March 13, 2025, the Company fully repaid its outstanding March 2023 Convertible Note. The Company notes that the note holder agreed on March 6, 2025 to reduce the principal from $0.8 million to $0.7 million. This payment settled all obligations under the March 2023 Convertible Note. The March 2023 Convertible Note Repayment was considered to be in default until payment on March 13, 2025.

 

Nasdaq Stock Market Correspondence and Subsequent Nasdaq Capital Market Listing

 

On February 11, 2025, the Company presented its plan of compliance to The Nasdaq Stock Market LLC Hearing Panel (the “Panel”) and requested an extension of time to achieve compliance with Nasdaq Listing Rules, the Minimum Bid Price (“Bid Price”), Market Value of Publicly Held Shares (“MVPHS”) and Market Value of Listed Securities (“MVLS”) rules, respectively.

 

On March 5, 2025, the Company received a written notification from the Panel confirming it has granted the Company such an extension for the Company to regain compliance with the MVPHS and MVLS rules, provided that the Company, (i) on or before March 12, 2025, files an application to transfer to the Nasdaq Capital Market, which application was submitted on March 7, 2025, and (ii) on or before March 31, 2025, demonstrates compliance with all Nasdaq listing rules, which it intends to do. Additionally, the Company was also notified in the Notice that as of February 26, 2025, it had regained compliance with the Bid Price rule. The Company notes that there is no assurance that the Company can maintain ongoing compliance with the Bid Price Rule. The Company expects to submit its compliance document with respect to the MVPHS and MVLS rules which will be subject to review by the Panel. The Panel, may, in its discretion, request additional information before determining that the Company has complied with the terms of the exception. There can be no assurances that the Panel’s decision will agree with the Company’s compliance document.

 

Common Stock Issuances in Relation to the Sales Agreement

 

The Company increased the aggregate offering price under the Sales Agreement to up to $4,835,433, $8,183,156, $13,450,017, $17,816,270, and $23,922,782 on January 15, 2025, February 6, 2025, February 10, 2025, February 19, 2025, and March 10, respectively. From January 22, 2025 through the issuance of the Company’s consolidated financial statements, the Company sold 4,345,913 shares of the Company’s Common Stock through the Sales Agreement. The Company received proceeds of $8.1 million, net of commissions payable to A.G.P. of $0.2 million. As of the financial statement filing date, the Company has $12.0 million available under the Sales Agreement.