Liquidated Damages Payable

9 Months Ended

Sep. 30, 2022

Liquidated Damages Payable

Liquidated Damages Payable

7. Liquidated Damages Payable

Liquidated damages were recorded as a result of the following: (i) certain registration rights agreements provide for damages if the Company does not register certain shares of the Company’s common stock within the requisite time frame (the “Registration Rights Damages”); and (ii) certain securities purchase agreements provide for damages if the Company does not maintain its periodic filings with the SEC within the requisite time frame (the “Public Information Failure Damages”).

Obligations with respect to the liquidated damages payable are summarized as follows:

	As of September 30, 2022
	Registration Rights Damages		Public Information Failure Damages		Accrued Interest		Balance
MDB common stock to be issued (1)	$	15	$	-	$	-	$	15
Series H convertible preferred stock		618		626		533		1,777
Convertible debentures		-		704		258		962
Series J convertible preferred stock		932		932		467		2,331
Series K convertible preferred stock		191		478		82		751
Total	$	1,756	$	2,740	$	1,340	$	5,836

	As of December 31, 2021
	Registration Rights Damages		Public Information Failure Damages		Accrued Interest		Balance
MDB common stock to be issued (1)	$	15	$	-	$	-	$	15
Series H convertible preferred stock		1,164		1,172		792		3,128
Convertible debentures		-		873		242		1,115
Series I convertible preferred stock		1,386		1,386		613		3,385
Series J convertible preferred stock		1,560		1,560		490		3,610
Series K convertible preferred stock		180		722		50		952
Total	$	4,305	$	5,713	$	2,187	$	12,205

(1) Consists of shares of common stock issuable to MDB Capital Group, LLC (“MDB”).

During the three and nine months ended September 30, 2022, the Company recorded liquidated damages of $339 and $639 (including accrued interest of $143 and $300), respectively. During the three and nine months ended September 30, 2022, liquidated damages of $197 were recorded as a result of the Registration Rights Damages resulting from not registering Series K convertible preferred stock (the “Series K Preferred Stock”) timely. Further details as of the date these condensed consolidated financial statements were issued are provided under the heading Liquidated Damages in Note 17.

As of September 30, 2022, the short-term and long-term liquidated damages payable were $5,836 and $0, respectively. The Company will continue to accrue interest on the liquidated damages balance at 1.0% per month based on the balance outstanding as of September 30, 2022 until paid. There is no scheduled date when the unpaid liquidated damages become due.

As of December 31, 2021, the short-term and long-term liquidated damages payable were $5,197 and $7,008, respectively. The long-term portion was converted into shares of the Company’s common stock on January 24, 2022, as further described below.

On January 24, 2022, the Company entered into several stock purchase agreements with several investors, where the Company was liable to for liquidated damages, pursuant to which the Company issued an aggregate of 505,671 shares of its common stock at a price equal to $13.86 per share (determined based on the volume-weighted average price of the Company’s common stock at the close of trading on the ninety (60) previous trading days), to the investors in lieu of an aggregate of $7,008 owed in liquidated damages. In connection with the stock purchase agreements, the Company filed a registration statement covering the resale of the 505,671 shares of the Company’s common stock. The Company recorded $6,685 in connection with the issuance of shares of the Company’s common stock and recognized a gain of $323 on the settlement of the liquidated damages, which was recorded within additional paid-in capital on the condensed consolidated statement of stockholders’ deficiency.