Annual report pursuant to Section 13 and 15(d)

Stockholders' Equity and Capitalization

v3.23.1
Stockholders' Equity and Capitalization
12 Months Ended
Dec. 31, 2022
Equity [Abstract]  
Stockholders’ Equity and Capitalization Stockholders’ Equity and Capitalization
The Company reserved shares of common stock, on an as-if converted basis, for issuance as follows:
Year Ended
December 31,
2022 2021
Options issued and outstanding 42,995,062 35,405,000
Awards available for grant under the 2014 Plan 42,274,757 14,132,929
Restricted stock unit awards issued and outstanding 2,666,667 4,000,000
Unreleased restricted stock awards issued to a service provider —  150,000
Common stock underlying the Amended Credit Agreement 4,660,471 5,393,684
Warrants issued and outstanding 197,134,632 154,458,892
289,731,589 213,540,505

Increase to Authorized Shares of Capital Stock
On February 5, 2021, the Company increased its authorized shares of common and preferred stock to 5,000,000,000 and 50,000,000, respectively.
Common Stock
July 2021 Inducement and September 2021 Financing
On July 21, 2021, the Company entered into an Inducement Offer to Exercise Common Stock Purchase Warrants (the “July 2021 Inducement”) with certain institutional investors and H.C. Wainwright & Co., LLC ("Wainwright") acting as the placement agent. As a result, on July 26, 2021, the investors exercised 21,166,667 warrants at their original exercise price of $0.06, for gross proceeds of $1,270,000. In exchange, the Company granted 21,166,667 new warrants with substantially the same terms and an exercise price of $0.15 per share (Notes 5).
On September 27, 2021, the Company entered into a Securities Purchase Agreement with certain institutional investors for the issuance and sale of securities, with Wainwright acting as the placement agent, pursuant to which the Company sold 58,111,112 shares of common stock and 19,666,667 pre-funded warrants, and issued 77,777,779 common stock warrants, in a registered public offering which closed on September 29, 2021 (the “September 2021 Financing”). The common stock and pre-funded warrants were sold at a price per share of $0.09 and $0.0899, respectively, for gross aggregate proceeds of $6,998,034. The common stock warrants and pre-funded warrants have an exercise price of $0.09 and $0.0001, respectively. The common stock warrants have a term of five years, and the pre-funded warrants are exercisable until all the pre-funded warrants have been exercised in full (Note 5).
In connection with the July 2021 Inducement and September 2021 Financing, the Company incurred cash issuance costs of $935,260, for net proceeds of $6,062,774. Additionally, the Company issued warrants to purchase 6,926,112 shares of common stock to the placement agent, which represent 7% of the total shares of common stock and pre-funded warrants sold in the offering and 7% of the Inducement Warrants issued (Note 5).
Warrant Exercises
During the year ended December 31, 2022, 19,666,667 pre-funded warrants with an intrinsic value of $1,178,033 were exercised in exchange for 19,666,667 shares of common stock for proceeds of $1,967. As of December 31, 2022 all of the pre-funded warrants from the September 2021 Financing have been exercised.
During the year ended December 31, 2021, 11,800,000 pre-funded warrants with an intrinsic value of $460,200 were exercised in exchange for 11,800,000 shares of common stock for gross proceeds of $11,800. As of December 31, 2021 all of the pre-funded warrants from the August 2020 Financing have been exercised.
During the year ended December 31, 2021, 116,666,668 of the 2020 common stock warrants, including the warrants that were exercised in connection with the July 2021 Inducement discussed above, with an intrinsic value of $8,764,967 were exercised in exchange for 116,666,668 shares of common stock for gross proceeds of $6,999,999.
Common Stock Issuance
On March 2, 2022, the Company released 150,000 shares of common stock to a service provider (Note 8).
On November 10, 2022, the Company issued 416,270,514 shares of common stock to EHT shareholders at a 1.95 conversion rate as consideration in the Acquisition (Note 3).
Restricted Stock Units Released
On December 15, 2022, the Company released 1,333,333 restricted stock units that had vested to executives of the Company (Note 8).