Quarterly report pursuant to Section 13 or 15(d)

Warrants and Derivatives

v3.24.1.1.u2
Warrants and Derivatives
3 Months Ended
Mar. 31, 2024
Disclosure of Warrants and Derivatives [Abstract]  
Warrants and Derivatives

Note 6 Warrants and Derivatives

 

Warrants and derivatives consist of freestanding financial instruments and embedded derivatives requiring bifurcation issued in connection with the Company’s debt and equity financing transactions. The Company does not have any derivatives designated as hedging instruments.

 

The Company evaluates whether each warrant or derivative represents a liability-classified financial instrument within the scope of ASC 480, Distinguishing Liabilities from Equity, or either a liability-classified or equity-classified financial instrument within the scope of ASC 815, Derivatives and Hedging.

 

Warrants and derivatives classified as liabilities are recognized at fair value in the condensed consolidated balance sheets and are remeasured at fair value as of each reporting period with changes in fair value recorded in the condensed consolidated statements of operations and comprehensive loss. Warrants and derivatives classified as equity are recognized at fair value, or relative fair value if issued with other financial instruments, in additional paid-in capital in the condensed consolidated balance sheets and are not subsequently remeasured.

 

Liability-classified Warrants and Derivatives

 

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

 

(in thousands, except share and per share amounts)

 

Number of Issuable Shares as of
March 31, 2024

 

 

Issuance

 

Maturity

 

Exercise/Conversion Price

 

 

March 31, 2024

 

 

December 31, 2023

 

Public Warrants

 

 

19,221,960

 

 

March 2021

 

March 2027

 

$

11.50

 

 

$

3,076

 

 

$

1,346

 

Private Placement Warrants

 

 

78,000

 

 

March 2021

 

March 2027

 

 

11.50

 

 

 

12

 

 

 

5

 

FP Combination Warrants

 

 

8,291,704

 

 

March 2022

 

March 2027

 

 

10.00

 

 

 

-

 

 

 

21,476

 

2027 Warrants

 

 

17,253,279

 

 

October 2022

 

October 2027

 

 

2.898

 

 

 

11,465

 

 

 

9,842

 

Conversion Option Derivative

 

 

39,696,788

 

 

October 2022

 

October 2027

 

 

2.898

 

 

 

2,730

 

 

 

1,793

 

Warrant and derivative liabilities

 

 

84,541,731

 

 

 

 

 

 

 

 

 

$

17,283

 

 

$

34,462

 

During the three months ended March 31, 2024, the Company received notice from the holders of the FP Combination Warrants of their intent to exercise their right to redeem the FP Combination Warrants for $25 million in cash on March 25, 2025. Accordingly, the Company reclassified the fair value of the FP Combination Warrants as of March 31, 2024 from warrant and derivative liabilities to accrued expenses and other current liabilities on the condensed consolidated balance sheets.

The changes in liability-classified warrants and derivatives included in accrued expenses and other current liabilities on the condensed consolidated balance sheets during the three months ended March 31, 2024 were as follows:

(in thousands)

 

Current Warrant
and Derivative
Liabilities

 

 

Warrant and Derivative
Liabilities

 

 

Total

 

Balance as of December 31, 2023

 

$

-

 

 

$

34,462

 

 

$

34,462

 

Change in fair value of warrant and derivative liabilities

 

 

-

 

 

 

5,043

 

 

 

5,043

 

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

 

 

22,222

 

 

 

(22,222

)

 

 

-

 

Balance as of March 31, 2024

 

$

22,222

 

 

$

17,283

 

 

$

39,505

 

There were no significant changes in the Company’s liability-classified warrants and derivatives during the three months ended March 31, 2023, except for changes in fair value.

Equity-classified Warrants and Derivatives

As of March 31, 2024, 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

 

 

 

 

 

 

 

 

There were no significant changes to the Company’s equity-classified warrants and derivatives during the three months ended March 31, 2024 and 2023.