|9 Months Ended|
Sep. 30, 2022
NOTE 16. SUBSEQUENT EVENTS
The Company has evaluated subsequent events for recognition and disclosure through November 14, 2022, which is the date the condensed consolidated financial statements were available to be issued, and has determined the following are material subsequent events that require recognition or disclosure in the accompanying condensed consolidated financial statements.
The Company entered into a PIPE Offering on September 28, 2022 pursuant to a Securities Purchase Agreement and Registration Rights Agreement with institutional investors issuing 1,925,677 Non-Prefunded Units and 2,128,378 Prefunded Units at a purchase price of $1.48 per unit, with each Non-Prefunded Unit and Prefunded Unit consisting of one common share and one non-tradeable warrant at a price of $1.35. Pursuant to the Underwriting Agreement of the Underwritten Public Offering completed on May 18, 2022, the Common Warrants and Underwriter Warrants each to purchase one share of common stock for an exercise price of $4.25 contain an adjustment provision whereby upon a Dilutive Issuance (as defined in the Underwriting Agreement) when the dilutive the exercise price is lower than the exercise price of the public offering, the exercise price shall be reduced to either the lower amount not to be adjusted lower than an exercise price of $2.125. Subsequent to September 30, 2022 and as of November 14, 2022, the Company has received net proceeds of approximately $3,550,000 from the exercise of approximately 1,670,000 public offering Common Warrants.
On November 4, 2022, the Board of Directors approved a Unanimous Written Consent Resolution to reprice 305,000 stock options granted under the Company’s 2019 Equity Incentive Plan at 110% for employees and 100% for Board members of the November 4, 2022 closing stock price. At this time of the filing of this Form 10Q the Company had not assessed the accounting treatment or impact for the repriced values.
The entire disclosure for significant events or transactions that occurred after the balance sheet date through the date the financial statements were issued or the date the financial statements were available to be issued. Examples include: the sale of a capital stock issue, purchase of a business, settlement of litigation, catastrophic loss, significant foreign exchange rate changes, loans to insiders or affiliates, and transactions not in the ordinary course of business.
Reference 1: http://www.xbrl.org/2003/role/disclosureRef