Quarterly report pursuant to Section 13 or 15(d)

Stockholders??? Equity

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Stockholders’ Equity
 6 Months Ended
Jun. 30, 2024
Equity [Abstract]  
Stockholders’ Equity

Note 10 – Stockholders’ Equity

 

Common Stock

 

For the six months ended June 30, 2024, the Company sold 33,551,638 shares of its common stock. On April 5, 2024, the Company closed a registered direct offering of 33,333,334 shares of its common stock and warrants to purchase up to an aggregate of 33,333,334 additional shares of common stock, at a combined purchase price of $0.30 per share and accompanying warrant. The Company generated gross proceeds of $10,000 and net proceeds of $9,190, after deducting underwriting discounts and commissions and other offering expenses. In addition, in February, the Company sold 218,304 shares of its common stock under the ATM with BTIG, LLC generating net proceeds of $54.

 

The Company did not sell any shares of its common stock during the six months ended June 30, 2023.

 

Warrants

 

As of June 30, 2024, the Company had outstanding warrants to purchase 33,333,334 shares of the Company’s common stock at an exercise price of $0.35 per share.

 

The warrants are exercisable six months after issuance date, April 5, 2024, and have a five-year term. Once exercisable, the warrants may be exercised at any time in whole or in part upon payment of the applicable exercise price until expiration of the Warrants. No fractional shares will be issued upon the exercise of the Warrants. The exercise price and the number of warrant shares purchasable upon the exercise of the warrants are subject to adjustment upon the occurrence of certain events, which may include stock dividends, stock splits, combination and reclassifications of the Company capital stock or other similar changes to the equity structure of the Company. The warrants do not have a redemption feature. They may be exercised on a cashless basis at the holder’s option and are classified as equity instruments.

 

The following table summarizes the changes in warrants outstanding for the six months ended June 30, 2024:

 

    Shares  
Outstanding at December 31, 2023     -  
Issued     33,333,334  
Exercised     -  
Tendered     -  
Expired     -  
Outstanding at June 30, 2024     33,333,334  

 

 

Basic and diluted net loss per common share

 

Net loss per share information is determined using the two-class method, which includes the weighted-average number of shares of common stock outstanding during the period and other securities.

 

Under the two-class method, basic net loss per share attributable to common stockholders is computed by dividing the net income attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share attributable to common stockholders is computed using the more dilutive of (1) the two-class method or (2) the if-converted method.

 

During the three and six months ended June 30, 2024 and 2023, diluted loss per common share is the same as basic loss per common share because, as the Company incurred a net loss during each period presented, the potentially dilutive securities from the assumed exercise of all outstanding stock options and warrants, would have an anti-dilutive effect. The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share because including them would have been anti-dilutive as of June 30, 2024 and 2023:

 

    As of June 30,  
    2024     2023  
Stock options     46,031,560       34,544,470  
Warrants     33,333,334       —  
Total     79,364,894       34,544,470