Annual report [Section 13 and 15(d), not S-K Item 405]

Equity Warrants Classified as Derivative Liabilities

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Equity Warrants Classified as Derivative Liabilities
12 Months Ended
Dec. 31, 2024
Equity [Abstract]  
Equity Warrants Classified as Derivative Liabilities
15. Equity Warrants Classified as Derivative Liabilities
Warrant Issuances
In March 2023, the Company completed the closing of a private placement whereby the Company issued warrants to purchase up to 2.1 million shares of Class A common stock.
The purchase price of each share and associated warrants was $17.61. Including the issuance of Company’s Class A common stock, the aggregate gross proceeds to the Company from the private placement were $29.4 million, before deducting the placement agent fees and other offering expenses payable by the Company. The Company uses the net proceeds from the private placement for general corporate purposes, including working capital.
The warrants have an exercise price of $17.61 per share of Class A common stock, and are exercisable until September 8, 2028. The March 2023 Private Placement Warrants provide that a holder of warrants will not have the right to exercise any portion of its warrants if such holder, together with its affiliates, would beneficially own in excess of 4.99% of the number of shares of common stock outstanding immediately after giving effect to such exercise; provided, however, that each holder may increase or decrease the beneficial ownership limitation by giving notice to the Company; but not to any percentage in excess of 9.99%.
The Company incurred transaction costs which consisted of legal fees, accounting fees, placement agent fees, and other third-party costs directly related to the March 2023 private placement. The transaction costs of $0.9 million related to the 2023 Private Placement Warrants were included in other income (expense), net in the consolidated statements of operations and comprehensive loss for the year ended December 31, 2023.
The Company also has outstanding warrants, which includes public warrants exercisable for 2.0 million shares and Private Placement Warrants exercisable for 1.0 million shares (certain of which are subject to the achievement of trading price targets), issued by Osprey, the Company's predecessor company, in 2019 in connection with its initial public offering as a special purpose acquisition company.
Warrant Valuation
Equity warrants that are classified as derivative liabilities must be measured at fair value upon issuance and re-valued at the end of each reporting period through expiration and are included in derivative liabilities in the Company's consolidated balance sheets. Any change in fair value between the respective reporting dates is recognized as an unrealized gain or loss in the accompanying consolidated statements of operations and comprehensive loss (see Note 22). The Company's derivative liabilities were made up of only equity warrants and the Sponsor Shares as of December 31, 2024 and 2023.
The following table is a summary of the number of shares of the Company’s Class A common stock issuable upon exercise of warrants at December 31, 2024:
Number of Shares Exercise Price Redemption Price Expiration Date Classification Loss in Value for the Year Ended December 31, 2024 Fair Value as of December 31, 2024
(in thousands) (in thousands)
Public Warrants 1,977  $ 92.00  $ 144.00  9/9/2026 Liability $ 933  $ 1,728 
Private Placement Warrants - Issued October 2019 520  92.00  144.00  9/9/2026 Liability 68  484 
Private Placement Warrants - Issued October 2019 520  160.00  144.00  9/9/2026 Liability 62  229 
Private Placement Warrants - Issued March 2023 2,050  17.61  N/A 9/8/2028 Liability 1,353  13,820 
In addition, the Company has 221 thousand Class A common stock warrants outstanding which have an exercise price of $0.88 and expiration dates from June 27, 2028 to October 31, 2029. These warrants are equity classified and were included in additional paid-in capital in the Company’s consolidated balance sheets.