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Warrants
6 Months Ended
Jun. 30, 2025
Warrants and Rights Note Disclosure [Abstract]  
Warrants

12. Warrants

The following is a schedule of changes in warrants issued and outstanding from December 31, 2024 to June 30, 2025:

 

 

 

Outstanding as of

 

 

 

 

 

 

 

 

Outstanding as of

 

 

 

 

December 31, 2024

 

 

Issued

 

 

Exercised

 

 

June 30, 2025

 

 

November 2023 Bridge Warrants

 

 

 

 

 

 

 

 

 

 

 

 

 

February 2024 Warrants

 

 

75

 

 

 

 

 

 

 

 

 

75

 

 

Woodway February 2024 Warrants

 

 

20

 

 

 

 

 

 

 

 

 

20

 

 

Registered Direct Placement Agent Warrants

 

 

11

 

 

 

 

 

 

 

 

 

11

 

 

Registered Direct Offering Warrants

 

 

142

 

 

 

 

 

 

 

 

 

142

 

 

Best Efforts Offering A-1 Warrants

 

 

2,837

 

 

 

 

 

 

 

 

 

2,837

 

 

Best Efforts Offering A-2 Warrants

 

 

2,837

 

 

 

 

 

 

 

 

 

2,837

 

 

Best Efforts Placement Agent Warrants

 

 

213

 

 

 

 

 

 

 

 

 

213

 

 

January 2025 Warrants

 

 

 

 

 

67,427

 

 

 

 

 

 

67,427

 

 

January 2025 Class A Incremental Warrants

 

 

 

 

 

269,710

 

 

 

(82,988

)

 

 

186,722

 

 

January 2025 Class B Incremental Warrants

 

 

 

 

 

414,938

 

 

 

 

 

 

414,938

 

 

March 2025 Warrants

 

 

 

 

 

82,988

 

 

 

 

 

 

82,988

 

 

Woodway May 2025 Warrants

 

 

 

 

 

40,000

 

 

 

 

 

 

40,000

 

 

Total Warrants

 

 

6,135

 

 

 

875,063

 

 

 

(82,988

)

 

 

798,210

 

 

The warrants are classified as other long-term liabilities within the condensed consolidated balance sheets and are carried at fair value, with changes in fair value recorded in earnings.

 

November 2023 Bridge Warrants

In connection with the November Bridge Notes issued in November 2023, the Company entered into a warrant agreement whereby the holders are eligible to receive warrants based on the occurrence of future events as defined in the agreement. No warrants have been issued as of June 30, 2025.

 

February 2024 Warrants

On February 1, 2024, the Company issued an aggregate 75 warrants to purchase shares of common stock to an accredited investor in conjunction with the issuance of its $6.0 million February 2024 Note. The Warrants are exercisable for 38 shares of Common Stock, at a price of $50,000.00 per share (“Warrant 1”) and $70,000.00 per share (“Warrant 2” and, together with Warrant 1, the “Warrants”) (the “Exercise Prices”). The Warrants may be exercised during the period commencing February 1, 2024 and ending on February 1, 2034. The Exercise Prices are subject to voluntary adjustments and adjustments upon subdivision or combinations of shares of Common Stock.

Woodway February 2024 Warrants

On February 20, 2024, the Company issued 20 warrants in connection with an Exclusive Distribution Agreement with WOODWAY USA, INC ("Woodway"). Each warrant has a strike price of $50,000.00 per share. The warrants may be exercised during the period commencing February 20, 2024 and ending February 20, 2034.

Registered Direct Placement Agent Warrants

On May 8, 2024, the Company entered into an engagement agreement with H.C. Wainwright & Co., LLC (the "Placement Agent"), pursuant to which the Placement Agent agreed to act as the exclusive placement agent in connection with the Registered Offering. The Company has agreed to issue the Placement Agent or its designees as compensation in connection with the Offering, warrants to purchase up to an aggregate of 11 shares of Common Stock (equal to 7.5% of the aggregate number of Shares sold in the Registered Offering) and will have a term of five years from the commencement of sales in the Registered Offering and an exercise price of $8,800.00 per share.

Registered Direct Offering Warrants

Pursuant to the securities purchase agreement, in a concurrent private placement (together with the Registered Offering, the “Offering”), the Company has also agreed to issue to the Investors unregistered warrants to purchase up to an aggregate of 142 shares of Common Stock, which represent 100% of the shares of Common Stock to be issued and sold in the Registered Offering. The Warrants have an exercise price of $7,040.00 per share, and will expire on the five and one-half (5.5) year anniversary from the Stockholder Approval Date on May 31, 2024.

Best Efforts Offering A-1 and A-2 Warrants

On July 1, 2024, the Company issued Series A-1 warrants to purchase up to an aggregate of 2,837 shares of common stock and Series A-2 warrants to purchase up to an aggregate of 2,837 shares of common stock. The public offering price for each Share and accompanying Warrants was $1,410.00 (which is the last reported sale price of the Common Stock on The Nasdaq Capital Market on June 28, 2024). Each Warrant has an exercise price of $1,410.00 per share and is exercisable beginning on the effective date of stockholder approval on August 30, 2024. The Series A-1 Warrant will expire on the five-year anniversary of the initial issuance date. The Series A-2 Warrant will expire on the eighteen-month anniversary of the initial issuance date.

Best Efforts Placement Agent Warrants

The Company entered into an engagement agreement with H.C. Wainwright & Co., LLC (the "Placement Agent"), pursuant to which the Placement Agent agreed to act as the exclusive placement agent in connection with the Best Efforts Offering. The Company has agreed to issue the Placement Agent or its designees as compensation in connection with the Offering, warrants to purchase up to an aggregate of 213 shares of Common Stock (equal to 7.5% of the aggregate number of Shares sold in the Best Efforts Offering) and will have a term of five years from the commencement of sales in the Best Efforts Offering and an exercise price of $1,763.00 per share.

January 2025 Warrants

On January 28, 2025, the Company issued warrants to purchase 67,427 shares of common stock. The warrants are exercisable for shares of common stock at a price of $9.457 per share. The warrants may be exercised during the period commencing January 28, 2025 and ending January 28, 2032. The warrant exercise price is subject to customary adjustments for stock dividends, stock splits, issuances of additional shares of common stock.

January 2025 Class A Incremental Warrants

On January 28, 2025, the Company issued 269,710 Class A incremental warrants to purchase senior secured convertible notes in the aggregate principal amount of $13.0 million. On March 11, 2025 the Investor elected to exercise 82,988 Class A Incremental Warrants to purchase Class A Incremental Notes of $4.0 million. The Incremental Warrants are exercisable during the period commencing January 28, 2025 and ending on the two year anniversary of the effectiveness of the Registration Statement at an exercise price of equal to 90% of the principal amount of the Incremental Notes issued to such purchaser, subject to customary adjustments for stock dividends, stock splits, issuances of additional shares of Common Stock and the like. The Incremental Warrants contain call options that allow the Company to repurchase the incremental warrants if certain conditions are present.

January 2025 Class B Incremental Warrants

On January 28, 2025, the Company issued 414,938 Class B incremental warrants to purchase senior secured convertible notes in the aggregate principal amount of $20.0 million. The Incremental Warrants are exercisable during the period commencing January 28, 2025 and ending on the two year anniversary of the effectiveness of the Registration Statement at an exercise price of equal to 90% of the principal amount of the Incremental Notes issued to such purchaser, subject to customary adjustments for stock dividends, stock splits, issuances of additional shares of Common Stock and the like. The Incremental Warrants contain call options that allow the Company to repurchase the incremental warrants if certain conditions are present.

March 2025 Warrants

On March 11, 2025, the Company issued warrants to purchase 82,988 shares of common stock. The warrants are exercisable for shares of common stock at a price of $9.457 per share. The warrants may be exercised during the period commencing January 28, 2025 and ending January 28, 2032. The warrant exercise price is subject to customary adjustments for stock dividends, stock splits, issuances of additional shares of common stock.

Woodway May 2025 Warrants

On May 21, 2025, the Company issued warrants to purchase 40,000 shares of common stock. The warrants are exercisable for shares of common stock at a price of $12.50 per share. The warrants may be exercised during the period commencing May 21, 2025 and ending May 21, 2035.