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Subsequent Events
9 Months Ended
Sep. 30, 2024
Subsequent Events [Abstract]  
Subsequent Events

11. Subsequent Events

 

The Company has evaluated subsequent events through November 12, 2024, the date on which these financial statements were issued.

 

On October 3, 2024, our board of directors approved a two-for-one (2:1) stock split of our issued and outstanding Common Stock. No fractional shares were issued as a result of the stock split; any fractional share resulting from the stock split was rounded up to the next whole share. As a result of the stock split, proportionate adjustments were made to the per share exercise price and/or the number of shares issuable upon the exercise or vesting of all stock options, restricted stock units and warrants issued by us and outstanding immediately prior to the effective time of the stock split, which resulted in a proportionate decrease in the number of shares of our Common Stock reserved for issuance upon exercise or vesting of such stock options, restricted stock units and warrants and a proportionate increase in the exercise price of all such stock options, restricted stock units and warrants. In addition, the number of shares reserved for issuance under our equity compensation plans were decreased proportionately. All share and per share amounts of Common Stock have been retroactively adjusted to reflect the Common Stock split.

 

On October 1, 2024, we received a cost share grant from the Department of Defense (DOD) BioMADE initiative to help fund next steps toward cell-free biomanufacturing of isobutanol in the amount of approximately $1,000,000 against our own required expenses of an equal amount. The BioMADE initiative of the DOD is to support United States bioindustrial manufacturing innovations and workforce development.

 

On November 11, 2024, the Company signed a firm commitment underwriting agreement (“Underwriting Agreement”) with MDB Capital (“IPO”) to sell at the initial closing on November 13, 2024, an aggregate of 1,875,000 shares of Common Stock, for gross proceeds of $15,000,000 and net proceeds after expenses of approximately $14,321,686. In addition, the Company issued 93,750 warrants to the underwriter and its assignees to purchase up to 93,750 shares of Common Stock, until November 8, 2029, at an exercise price of $10.00 per share. The holders of the warrants have been provided with both demand and piggy-back registration rights for up to five and seven years, respectively, and the warrants have typical representations, warranties and anti-dilution rights. The offering proceeds will be invested in short-term investments, such as bank deposits and United States government securities, until needed for the uses described in the offering prospectus, one of which uses is repayment to its parent company, MDB Capital Holdings, LLC, of an intercompany payable a totaling $4,393,022, as of November 12, 2024, representing $4,045,000 in principal, $99,902 in interest at the rate of 5% per annum and $248,120 in other related party incurred costs. The payable balance consists of advanced amounts related to audit fees, executive services, and intercompany loans used for operations.

 

In a private placement ( “Concurrent Private Offering”) completed concurrently with the completion of the IPO, the Company sold to accredited investors an aggregate of 93,750 warrants to purchase up to 93,750 shares of Common Stock (the “Private Warrants”). The Private Warrants were sold at a purchase price of $0.125. The Private Warrants will have an exercise price of $8.00 per share, will be exercisable beginning six months after issuance, and will expire five years from the date of issuance. The Private Warrants also provide for cashless exercise. The holders of the Private Warrants have been granted registration rights for the underlying shares of Common Stock. The gross proceeds from the Concurrent Private Offering were approximately $11,719, and if the Private Warrants are fully exercised, for cash, the Company will receive up to $750,000.

 

On November 12, 2024, the Company gave instruction to issue an aggregate of 125,001 shares of Common Stock on the conversion of the simple agreements for future equity (SAFEs) issued on July 3, 2023, to MDB Capital Holdings LLC and Paul Opgenorth, which provided funding of $800,000. The SAFEs converted by their terms on the sale of the shares of Common Stock in the IPO.