Equity Instruments (Tables)
|
12 Months Ended |
Dec. 31, 2023 |
Equity [Abstract] |
|
Schedule of Shares of Common Stock Reserved for Issuance |
Shares of common stock reserved for issuance on an “as if converted” basis were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
2023 |
|
2022 |
|
(share data) |
Common stock warrants |
50,945,000 |
|
|
13,145,000 |
|
Shares available for future grant under 2021 Equity Incentive Plan |
16,041,013 |
|
|
20,861,294 |
|
Reserved for At-the-Market offering |
2,825,941 |
|
|
— |
|
Reserved for employee stock purchase plan |
7,371,214 |
|
|
5,495,601 |
|
Total shares of common stock reserved
|
77,183,168
|
|
|
39,501,895
|
|
|
Schedule of Warrants for Shares of Stock |
Warrants for shares of common stock consisted of the following:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2023 |
|
Issue Date |
|
Expiration Date |
|
Number of Warrants |
|
Exercise Price per warrant |
|
Fair Value on Issue Date per warrant |
|
Fair Value on December 31, 2023 |
|
|
Private Placement Warrants - Common Stock |
12/02/2020 |
|
09/29/2026 |
|
4,450,000 |
|
|
$11.50 |
|
$2.00 |
|
$ |
127 |
|
2022 Private Warrant - Common Stock |
07/25/2022 |
|
07/24/2034 |
|
70,000 |
|
|
$2.56 |
|
$2.43 |
|
$ |
23 |
|
Public Warrants - Common Stock |
12/02/2020 |
|
09/29/2026 |
|
8,625,000 |
|
|
$11.50 |
|
$3.30 |
|
$ |
258 |
|
RDO Warrants - Common Stock |
12/29/2023 |
|
12/29/2028 |
|
36,000,000 |
|
|
$0.57 |
|
$0.30 |
|
$ |
10,891 |
|
Placement Agent Warrants - Common Stock |
12/29/2023 |
|
12/29/2028 |
|
1,800,000 |
|
|
$0.62 |
|
$0.30 |
|
$ |
536 |
|
|
|
|
|
|
50,945,000 |
|
|
|
|
|
|
$ |
11,835 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2022 |
|
Issue Date |
|
Expiration Date |
|
Number of Warrants |
|
Exercise Price per warrant |
|
Fair Value on Issue Date per warrant |
|
Fair Value on December 31, 2022 |
|
|
Private Placement Warrants - Common Stock |
12/02/2020 |
|
09/29/2026 |
|
4,450,000 |
|
|
$11.50 |
|
$2.00 |
|
$ |
888 |
|
2022 Private Warrant - Common Stock |
07/25/2022 |
|
07/24/2034 |
|
70,000 |
|
|
$2.56 |
|
$2.43 |
|
$ |
109 |
|
Public Warrants - Common Stock |
12/02/2020 |
|
09/29/2026 |
|
8,625,000 |
|
|
$11.50 |
|
$3.30 |
|
$ |
1,748 |
|
|
|
|
|
|
13,145,000 |
|
|
|
|
|
|
$ |
2,745 |
|
|
Warrant Liability Rollforward |
The liability for warrants on common stock carried at fair value was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
2023 |
|
2022 |
|
|
|
(In thousands) |
Beginning Balance |
$ |
2,745 |
|
|
$ |
21,705 |
|
|
|
Issuance of common stock warrant in connection with financing |
11,428 |
|
|
170 |
|
|
|
Loss on fair value of warrants |
(2,338) |
|
|
(19,130) |
|
|
|
Ending Balance |
$ |
11,835 |
|
|
$ |
2,745 |
|
|
|
|
Fair Value Assumptions |
The fair value assumptions used in the Monte Carlo simulation model for the recurring valuation of the private placement common stock warrant liability were as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2023 |
|
As of December 31, 2022 |
Current stock price |
$0.40 |
|
$1.79 |
Expected volatility |
105.0% |
|
68.0% |
Risk-free interest rate |
4.1% |
|
4.1% |
Dividend yield |
—% |
|
—% |
Expected term (in years) |
2.75 |
|
3.75 |
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2023 |
As of December 31, 2022 |
Current stock price |
$0.40 |
$1.79 |
Expected volatility |
108.3% |
86.9% |
Risk-free interest rate |
3.8% - 3.9%
|
3.9% |
Dividend rate |
—% |
—% |
Expected Term (years) |
5 - 10.57 |
11.57 |
Assumptions used in the fair value of the contingent earnout liabilities are described below.
|
|
|
|
|
|
|
|
|
|
|
|
|
As of December 31, 2023 |
|
As of December 31, 2022 |
Current stock price |
$0.40 |
|
$1.79 |
Expected volatility |
105.0% |
|
89.9% |
Risk-free interest rate |
4.1% |
|
4.1% |
Dividend yield |
—% |
|
—% |
Expected Term (years) |
2.75 |
|
3.75 |
|
Rollforward of Contingent Earnout Liabilities |
The rollforward for the contingent earnout liabilities was as follows:
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, |
|
2023 |
|
2022 |
|
(In thousands) |
Beginning Balance |
$ |
17,414 |
|
|
$ |
111,487 |
|
Change in fair value of contingent earnout liabilities |
(15,958) |
|
|
(94,073) |
|
Ending Balance |
$ |
1,456 |
|
|
$ |
17,414 |
|
|