XML 35 R25.htm IDEA: XBRL DOCUMENT v3.24.2.u1
Subsequent Events
6 Months Ended
Jun. 30, 2024
Subsequent Events [Abstract]  
Subsequent Events Subsequent Events
Forward Purchase Contract Amendments
On July 12, 2024, the Company and an FPA Investor entered into an amendment to the Private Placement Agreements for cash proceeds to the Company of $0.2 million, pursuant to which (i) the Amended Prepayment Shortfall was increased by $0.2 million, and (ii) the quantity of Bonus Shares was increased by 200,000.
On July 28, 2024, the Company and an FPA Investor entered into an amendment to the Private Placement Agreements for cash proceeds to the Company of $0.5 million, pursuant to which (i) the Measurement Period was extended to December 31, 2024, (ii) the Amended Reset Price was lowered, (iii) the quantity of Bonus Shares was increased by 500,000, and (iv) the Company was granted the right to payment of a portion of the Amended Prepayment Shortfall.
On July 29, 2024, the Company and an FPA Investor entered into an amendment to the Private Placement Agreements for cash proceeds to the Company of $0.5 million, pursuant to which the Amended Prepayment Shortfall was increased by $0.2 million.
On September 6, 2024, the Company and an FPA Investor entered into an amendment to the Private Placement Agreements for cash proceeds to the Company of $0.3 million, pursuant to which (i) the Amended Prepayment Shortfall was increased by $0.3 million, and (ii) the quantity of Bonus Shares was increased by 250,000.
Related Party Loans
During July 2024, the Company received less than $0.1 million in proceeds from related party loans ("July 2024 Related Party Loans").

Short Term Bridge Loans
During July 2024, the Company received $0.1 million in proceeds from short term bridge loans ("July 2024 Short Term Bridge Loans").
Q3 Letter Agreements
On August 7, 2024, the Company entered into additional Letter Agreements ("Q3 Letter Agreements"). In connection with the Q3 Letter Agreements, (i) the counterparties agreed to not exercise certain previously exercisable repayment rights that became exercisable following the Company's receipt of cash proceeds exceeding $5.0 million, (ii) the Company paid an additional $0.1 million to the counterparties that was not treated as a reduction of principal or interest, and (ii) the Company granted the counterparties certain tranche rights which expire on August 7, 2026 ("Additional Tranche Rights"). The Additional Tranche Rights permit the counterparty at their election, to purchase 2024 Convertible Notes in an aggregate principal amount of up to $2.8 million, which will be issued together with up to 2,750,000 and 2,083,333 Convertible 2024 Note Warrants and Consideration Shares, respectively.
2024 Convertible Notes
On August 12, 2024, the Company received total proceeds of $2.5 million in exchange for a 2024 Convertible Note with a principal amount of $2.8 million, 2,750,000 Convertible 2024 Note Warrants, and 2,083,333 Consideration Shares.

On August 26, 2024 the Company received total proceeds of $0.3 million in exchange for a note with terms substantially the same as the 2024 Convertible Notes and agreed to issue additional Convertible 2024 Note Warrants and Consideration Shares subject to shareholder approval.
Repayments
During July and August 2024, the Company repaid $0.3 million of liabilities consisting of certain July 2024 Related Party Loans, July 2024 Short Term Bridge Loans, and amounts related to the 2024 Convertible Notes.