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Subsequent Events
9 Months Ended
Sep. 30, 2022
Subsequent Events  
Subsequent Events

16. Subsequent Events

Equity Offering

On October 6, 2022, the Company completed an “at-the-market” equity offering, pursuant to its universal shelf registration statement filed with the SEC on April 29, 2020. As a result of the offering, the Company issued and sold 4,622,772 shares of its Class A common stock, resulting in approximately $14.1 million of proceeds, net of commissions and offering costs.

Pledge Agreement

On November 6, 2022, the Company entered into the Pledge Agreement with an affiliate of Joseph N. Sanberg, pursuant to which the Sanberg affiliate (i) guaranteed the Outstanding Obligated Amount and (ii) granted the Company security interests in the Pledged Shares in order to secure its obligation to pay the Outstanding Obligated Amount. If the Outstanding Obligated Amount remains unpaid after November 30, 2022, or if the Sanberg affiliate breaches the Pledge Agreement prior to that date, the Company is permitted to exercise remedies in respect to the Pledged Shares.

As the Pledged Shares represent security interests in companies that are privately held, there is no public trading market for the Pledged Shares. As a result, the value of the Pledged Shares could have been less than the Outstanding Obligated Amount, and, if the Company seeks to foreclose upon the Pledged Shares to satisfy the Sanberg affiliate’s obligation to pay the Outstanding Obligated Amount, the proceeds of any private sale of the Pledged Shares, to the extent any such private sale is permissible and effected subject to regulatory and contractual limitations that may apply, may be less than could have been obtained from a sale in a public trading market and may be less than the Outstanding Obligated Amount.

The Company is filing a UCC-1 Financing Statement to perfect its security interests in the Pledged Shares. As with any perfection of a security interest in pledged shares through the filing of a UCC-1 Financing Statement, such perfection may be subject to perfection of other security interests held by other secured parties, if any, in the pledged shares, achieved by possession or control of the pledged shares and thus may be superior to the security interests granted to the Company. The Company also intends to perfect its security interests in the Pledged Shares through possession of certificated securities which the Sanberg affiliate has committed to deliver to the Company no later than 15 days following the date of the Pledge Agreement.