Annual report pursuant to Section 13 and 15(d)

Warrants and Derivatives (Tables)

v3.24.1
Warrants and Derivatives (Tables)
12 Months Ended
Dec. 31, 2023
Disclosure of Warrants and Derivatives [Abstract]  
Schedule of Fair Value of Liability Classified Warrants And Derivatives Recorded In Warrant Liabilities

The fair values of liability-classified warrants and derivatives recorded in warrant and derivative liabilities on the consolidated balance sheets as of the presented periods were as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31,

 

(in thousands, except share and per share amounts)

 

Number of Issuable Shares as of
December 31, 2023

 

 

Issuance

 

Maturity

 

Exercise/Conversion Price

 

 

2023

 

 

2022

 

Public Warrants

 

 

19,221,960

 

 

March 2021

 

March 2027

 

$

11.50

 

 

$

1,346

 

 

$

1,922

 

Private Placement Warrants

 

 

78,000

 

 

March 2021

 

March 2027

 

 

11.50

 

 

 

5

 

 

 

8

 

FP Combination Warrants

 

 

8,291,704

 

 

March 2022

 

March 2027

 

 

10.00

 

 

 

21,476

 

 

 

18,573

 

2027 Warrants

 

 

17,253,279

 

 

October 2022

 

October 2027

 

 

2.898

 

 

 

9,842

 

 

 

13,707

 

Conversion Option Derivative

 

 

38,733,878

 

 

October 2022

 

October 2027

 

 

2.898

 

 

 

1,793

 

 

 

5,740

 

Warrant and derivative liabilities

 

 

83,578,821

 

 

 

 

 

 

 

 

 

$

34,462

 

 

$

39,950

 

Schedule of Liability-Classified Warrants and Derivatives

The changes in fair value of liability-classified warrants and derivatives during the periods presented were as follows:

(in thousands)

 

Current Warrant
and Derivative
Liabilities

 

 

Warrant and Derivative
Liabilities

 

 

Total

 

Balance as of December 31, 2021

 

$

68,518

 

 

$

5,631

 

 

$

74,149

 

Initial recognition from Tailwind Two Merger

 

 

-

 

 

 

13,124

 

 

 

13,124

 

Initial recognition as discount on debt

 

 

-

 

 

 

59,487

 

 

 

59,487

 

Change in fair value of warrant and derivative liabilities

 

 

13,342

 

 

 

(56,642

)

 

 

(43,300

)

Reclassification of current warrant and derivative liabilities to warrant and derivative liabilities

 

 

(25,966

)

 

 

25,966

 

 

 

-

 

Reclassification of liability-classified warrants and derivatives to equity-classified

 

 

(11,007

)

 

 

-

 

 

 

(11,007

)

Net settlement of liability-classified warrants into common stock

 

 

-

 

 

 

(7,616

)

 

 

(7,616

)

Issuance of contingently issuable shares

 

 

(44,887

)

 

 

-

 

 

 

(44,887

)

Balance as of December 31, 2022

 

$

-

 

 

$

39,950

 

 

$

39,950

 

Change in fair value of warrant and derivative liabilities

 

 

-

 

 

 

(5,488

)

 

 

(5,488

)

Balance as of December 31, 2023

 

$

-

 

 

$

34,462

 

 

$

34,462

 

Schedule of Equity Classified Warrants and Derivatives

As of December 31, 2023, the Company’s equity-classified warrants and derivatives were comprised of the following:

(in thousands, except share and per share amounts)

 

Number of Issuable Shares

 

 

Issuance

 

Maturity

 

Exercise Price

 

Combination Warrants

 

 

2,763,902

 

 

March 2022

 

March 2027

 

$

10.00

 

RDO Warrants

 

 

29,000,000

 

 

May 2023

 

November 2028

 

 

1.43

 

Placement Agent Warrants

 

 

2,030,000

 

 

May 2023

 

May 2028

 

 

1.60

 

CMPO Warrants

 

 

23,214,290

 

 

September 2023

 

September 2028

 

 

1.50

 

CMPO Placement Agent Warrants

 

 

1,625,000

 

 

September 2023

 

September 2028

 

 

1.75

 

Total equity-classified warrants and derivatives

 

 

58,633,192