Annual report pursuant to Section 13 and 15(d)

Warrants

v3.23.1
Warrants
 12 Months Ended
Dec. 31, 2022
Warrants and Rights Note Disclosure [Abstract]  
Warrants Warrants
In February 2019, in connection with the 2019 Term Loan Advance, the Company issued a warrant to SVB for the purchase of 28,338 shares of common stock at an exercise price of $0.24 per share (the “2019 SVB common stock warrant”). The 2019 SVB common stock warrant was immediately exercisable and expires in February 2029. The warrant was classified as an equity instrument and recorded at its fair value of less than $0.1 million on the date of issuance through additional paid-in-capital. In connection with the closing of the Merger, all of the outstanding 2019 SVB common stock warrants were converted into shares of the Company’s common stock.
In March 2020, in connection with the 2020 Term Loan Advance, the Company issued a warrant to SVB for the purchase of 279,974 shares of common stock at an exercise price of $0.40 per share (the “2020 SVB common stock warrant”). The 2020 SVB common stock warrant was immediately exercisable and expires in March 2030. The warrant was classified as an equity instrument and recorded at its fair value of less than $0.1 million on the date of issuance through additional paid-in-capital. In connection with the closing of the Merger, all of the outstanding 2020 SVB common stock warrants were converted into shares of the Company’s common stock.
In December 2020, in connection with the JPM Term Loan, the Company issued a warrant to JPM for the purchase of 377,837 shares of common stock at an exercise price of $0.42 per share (the “2020 JPM common stock warrant”). The 2020 JPM common stock warrant was immediately exercisable and expires in December 2030. The warrant was classified as an equity instrument and recorded at its fair value of $0.1 million on the date of issuance through additional paid-in-capital. In connection with the closing of the Merger, all of the outstanding 2020 JPM common stock warrants were converted into shares of the Company’s common stock.
In January 2021, the Company granted the Finback Common Stock Warrants. Upon the closing of the Merger, the vested Finback Common Stock Warrants automatically converted into 131,713 shares of the Company’s common stock. As of December 31, 2022, none of the vested Finback Common Stock Warrants were exercised.
In connection with the closing of the Merger, the Company assumed the Public Warrants for the purchase of 14,325,000 shares of common stock at an exercise price of $11.50. The Public Warrants are immediately exercisable and expire in July 2026. The Public Warrants are classified as a liability and recorded at its fair value of $23.6 million on the date of the closing of the Merger with an offset to additional paid-in-capital and are subsequently remeasured to fair value
at each reporting date based on the publicly available trading price. The change in fair value of the public warrant liability of $4.9 million was recognized for the year ended December 31, 2022 as a component of other income (expense), net in the consolidated statements of operations and comprehensive loss.
As of December 31, 2022 and 2021, warrants to purchase the following classes of Preferred Stock and common stock outstanding consisted of the following in the tables below. The warrants outstanding as of December 31, 2021 have been updated to reflect the vested Finback Common Stock Warrants automatically converted to the Company's common stock upon the closing of the Merger:
December 31, 2022
Issuance Date Contractual
Term
(in years)		 Underlying Equity
Instrument		 Balance Sheet
Classification		 Shares Issuable
Upon Exercise
of Warrant		 Weighted
Average
Exercise Price
January 13, 2021 10 Common stock Equity 2,421,200  $ 0.42 
July 16, 2021 5 Common stock Liability 14,324,994  $ 11.50 
16,746,194 
December 31, 2021
Issuance Date Contractual
Term
(in years)		 Underlying Equity
Instrument		 Balance Sheet
Classification		 Shares Issuable
Upon Exercise
of Warrant		 Weighted
Average
Exercise Price
January 13, 2021 10 Common stock Equity 2,421,200  $ 0.42 
July 16, 2021 5 Common stock Liability 14,324,994  $ 11.50 
16,746,194