Subsequent Events |
12 Months Ended |
|---|---|
Dec. 31, 2022 | |
| Subsequent Events [Abstract] | |
| Subsequent Events | Subsequent Events Sciences Warrant Exercise and Conversion of Amended Credit Agreement
Effective February 16, 2023, Company and Sciences entered into the MTA. Sciences is the largest stockholder of the Company, with beneficial ownership of 17.44% of the Company's outstanding common stock following the transactions described below.
Under the MTA, Sciences agreed to exercise 16,641,486 warrants to purchase common stock of the Company (the "MTA Warrants"). Under the MTA, the parties agreed that the aggregate exercise price for the MTA Warrants of $282,905 was to be paid through a reduction in the debt owed by the Company to Sciences (the "Credit Consideration") under that certain Amended Credit Agreement. On February 22, 2023, the Company issued 16,641,486 shares of common stock to Sciences in connection with the exercise of the MTA Warrants.
Pursuant to the terms of the MTA, after the application of the Credit Consideration to the amounts owed under the Amended Credit Agreement, Sciences agreed to convert the remaining balance of $1,597,236 owed by the Company to Sciences under the Amended Credit Agreement into 41,379,164 shares of common stock of the Company at a conversion price of $0.0386, in accordance with an amendment to the Amended Credit Agreement set forth in the MTA.
Following the issuance of shares described above, the Amended Credit Agreement was terminated in its entirety per the terms of the MTA. Additionally, under the MTA, Sciences agreed to use its best efforts to transfer all of the common stock of the Company held by Sciences to its shareholders on a pro-rata basis at or immediately prior to the Company's listing to a nationally recognized stock exchange, subject to compliance with applicable securities laws.
Termination of Related Party Contractor
On February 9, 2023, the Company terminated the consulting agreement with Mr. Jim Heppell. The second tranche of stock options issued to Mr. Heppell were cancelled upon the closing of the Verdélite SPA.
Divestiture of VDL
On February 9, 2023, EHT, and C3 entered into a second amendment to the Verdélite SPA whereby the parties amended the Verdélite SPA to allow for the first installment payment to be paid through a promissory note (the "Promissory Note").
On February 9, 2023, the parties closed the transactions contemplated by the Verdélite SPA and on February 10, 2023, the Promissory Note was paid off in its entirety and the Company received a closing payment of $5,547,000. Upon the divestiture of the VDL, C3 and VDL are not considered related parties to the Company. Refer to Note 3 for additional information on the Verdélite SPA, including the payment terms of the remaining installments.
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