Redeemable Convertible Preferred Stock and Stockholders' Equity

12 Months Ended

Dec. 31, 2021

Redeemable Convertible Preferred Stock and Stockholders' Equity [Abstract]

Redeemable Convertible Preferred Stock and Stockholders' Equity

(8) Redeemable Convertible Preferred Stock and Stockholders’ Equity

The Company’s Board of Directors approved in January 2017 the Tenth Amended and Restated Certificate of Incorporation authorizing the Company to issue for all classes of stock 169,000,000 shares at $0.001 par value per share, of which 95,853,558 shares were designated Common Stock and 73,146,442 shares were designated Preferred Stock.

In May 2021, Amendment No 1 of the Tenth Amended and Restated Certificate of Incorporation was filed with the Secretary of Delaware where each nine shares of common stock issued and outstanding were automatically converted into one share of common stock (reverse stock split); thus, the Company effected a 1-for-9 reverse stock split of its common stock. The par value and the authorized shares of the common stock were not adjusted as a result of the reverse stock split. The reverse stock split resulted in an adjustment to the convertible preferred stock conversion price to reflect a proportional decrease in the number of shares of common stock to be issued upon conversion. The accompanying financial statements and notes to the financial statements give retroactive effect to the reverse stock split for all periods presented.

In June 2021, the Company issued 2,650,000 shares of common stock in connection with the Company’s IPO of its common stock at $13.00 per share. Net proceeds to the Company, after deducting underwriting discounts, commissions, and legal expenses, was $31,613,500. Offering costs incurred by the company were $2,016,143, which include legal expenses incurred and paid by our underwriters of $425,000. Immediately prior to the closing of the IPO, all our shares of our convertible Series A preferred stock and our redeemable convertible Series B and Series C preferred stock automatically converted into 8,116,343 shares of common stock.

The Company filed an Eleventh Amended and Restated Certificate of Incorporation (the “Amended and Restated Certificate”) with the Secretary of State of the State of Delaware in connection with the completion of the IPO on June 22, 2021. The Amended and Restated Certificate amends and restates the Company’s existing certificate of incorporation in its entirety to, among other things: (i) authorize 200,000,000 shares of common stock; (ii) eliminate all references to the previously-existing series of preferred stock (Series A, B and C); and (iii) authorize 10,000,000 shares of undesignated preferred stock that may be issued from time to time by the Board in one or more series.

(a) Common Stock

The holders of the common stock shall have the exclusive right to vote for the election of directors and on all other matters requiring stockholder action, each outstanding share entitling the holder thereof to one vote on each matter properly submitted to the stockholders of the Company for their vote; provided, however, that, except as otherwise required by law, holders of common stock, as such, shall not be entitled to vote on any amendment to the Amended and Restated Certificate (or on any amendment to a certificate of designations of any series of preferred stock) that alters or changes the powers, preferences, rights or other terms of one or more outstanding series of preferred stock if the holders of such affected series of preferred stock are entitled to vote, either separately or together with the holders of one or more other such series, on such amendment pursuant to this Amended and Restated Certificate (or pursuant to a certificate of designations of any series of preferred stock).

Dividends may be declared and paid or set apart for payment upon the common stock out of any assets or funds of the Company legally available for the payment of dividends, but only when and as declared by the Board of Directors or any authorized committee thereof.

In the event of our liquidation or dissolution, the holders of common stock are entitled to receive proportionately our net assets available for distribution to stockholders after the payment of all debts and other liabilities and subject to the prior rights of any outstanding preferred stock. Holders of common stock have no preemptive, subscription, redemption, or conversion rights.

(b) Convertible Preferred Stock

As of December 31, 2020, the Convertible Preferred Stock consisted of the following:

	Shares authorized		Issued and outstanding
Series A Preferred:
Series A-1 Convertible Preferred		4,580,000		4,580,000
Series A-2 Preferred		1,342,509		1,342,509
Series A-3 Preferred		1,060,697		1,060,697
Series A-4 Preferred		2,242,403		2,242,403
Series A-5 Preferred (formerly, Preferred Stock B-1)		3,000,000		3,000,000
Series A-6 Preferred (formerly, Preferred Stock C-1)		2,800,000		2,800,000
Series A-7 Preferred (formerly, Preferred Stock D-1)		2,285,000		2,185,000
Total		17,310,609		17,210,609

In June 2021, the 17,210,609 shares of convertible preferred stock outstanding were automatically converted into 1,912,332 shares of common stock after taking into account the 1-for-9 reverse stock split.

As of December 31, 2021, no shares of convertible preferred stock have been issued and/or outstanding, and no dividends have been declared or paid since inception.

(c) Redeemable Convertible Preferred Stock

As of December 31, 2020, the Redeemable Convertible Preferred Stock consisted of the following:

	Shares authorized		Issued and outstanding		Original Issuance Price		Initial Carrying Value		Redeemption Value
Series B Preferred		13,344,349		13,344,349	$	0.8055	$	10,748,873	$	10,748,873
Series C Preferred		42,491,484		42,491,484		1.0495		44,594,813		44,594,813
Total		55,835,833		55,835,833				55,343,686		55,343,686

In June 2021, the 55,835,833 shares of redeemable convertible preferred stock outstanding were automatically converted into 6,204,011 shares of common stock after taking into account the 1-for-9 reverse stock split.

As of December 31, 2021, no shares of redeemable convertible preferred stock have been issued and/or outstanding, and no dividends have been declared or paid since inception.

(d) Preferred Stock

Under the terms of our Amended and Restated Certificate, the Company’s Board of Directors is authorized to direct the Company to issue shares of preferred stock in one or more series without stockholder approval. Our Board of Directors has the discretion to determine the rights, preferences, privileges and restrictions, including voting rights, dividend rights, conversion rights, redemption privileges and liquidation preferences, of each series of preferred stock.

The purpose of authorizing our Board of Directors to issue preferred stock and determine its rights and preferences is to eliminate delays associated with a stockholder vote on specific issuances. The issuance of preferred stock, while providing flexibility in connection with possible acquisitions, future financings, and other corporate purposes, could have the effect of making it more difficult for a third-party to acquire, or could discourage a third-party from seeking to acquire, a majority of our outstanding voting stock. As of December 31, 2021, no shares of preferred stock are outstanding.

(e) Dividends

As of December 31, 2021, no dividends have been declared or paid since inception.

As of December 31, 2021, the Company had 11,804,165 shares of common stock outstanding,