v3.23.2
Summary of Significant Accounting Policies (Tables)
 3 Months Ended 12 Months Ended
Mar. 31, 2023
Dec. 31, 2022
Accounting Policies [Abstract]    
Schedule of Anti-dilutive Securities Excluded from Calculation of Diluted Net Loss Per Share

The following table sets forth the outstanding potentially dilutive securities that have been excluded from the calculation of diluted net loss per share because to do so would be anti-dilutive:

FinancialDesignationPredecessorAndSuccessorFixedList  2023   2022 
   Successor   Predecessor 
   For the Three   For the Three 
   Months Ended   Months Ended 
   March 31,   March 31, 
   2023   2022 
Predecessor warrants [1]   -    2,154,352 
Successor warrants [1] [5]   8,628,695    - 
Predecessor options   -    9,947,968 
Successor options   2,106,235    - 
Successor Series A Convertible Preferred Stock   863,500(3)   - 
Successor Series B Convertible Preferred Stock   506,264(4)   - 
Predecessor convertible notes payable [2]   -    3,726,571 
Total potentially dilutive shares   12,104,694    15,828,891 

 

[1]As part of the InflamaCORE, LLC license agreement, warrants to purchase 600,000 Predecessor or 119,125 Successor shares of common stock are to be issued upon the satisfaction of certain milestones and, accordingly, are not included in the amount currently reported. See Note 7 - Commitments and Contingencies - License Agreements for details.

 

[2]The Company’s convertible notes payable have embedded conversion options that result in the automatic issuance of common stock upon the consummation of certain qualifying transactions. The conversion price is a function of the implied common stock price associated with the qualifying transaction. For the purpose of disclosing the potentially dilutive securities in the table above, we used the number of shares of common stock issuable if a qualifying transaction occurred with an implied common stock price equal to the fair value of the common stock of $3.00 per share as of March 31, 2022.

 

[3]Does not include an additional 3,454,000 shares if the Successor Series A Convertible Preferred Stock conversion price resets to its floor price of $2.00 per share.

 

[4]Does not include an additional 216,970 shares if the Successor Series B Convertible Preferred Stock conversion price resets to its floor price of $7.00 per share.

 

[5]Does not include an additional 4,101,625 shares if the Successor Series A warrant exercise price resets to its floor price of $2.00 per share.

The following table sets forth the outstanding potentially dilutive securities that have been excluded from the calculation of diluted net loss per share because to do so would be anti-dilutive:

 

FinancialDesignationPredecessorAndSuccessorFixedList  December 31, 2022   December 12, 2022   December 31, 2021 
   Successor   Predecessor 
   December 31, 2022   December 12, 2022   December 31, 2021 
Predecessor warrants [1]   -    8,560,561    2,154,351 
Successor warrants [1] [5]   8,628,695    -    - 
Predecessor options   -    10,039,348    8,755,179 
Successor options   1,993,235    -    - 
Predecessor Series A Convertible Preferred Stock   -    6,406,210    - 
Successor Series A Convertible Preferred Stock   863,500(3)   -    - 
Successor Series B Convertible Preferred Stock   506,264(4)   -    - 
Predecessor convertible notes payable [2]   -    -    3,400,187 
Total potentially dilutive shares   11,991,694    25,006,119    14,309,717 

 

[1] As part of the InflamaCORE, LLC license agreement, warrants to purchase 600,000 Predecessor or 119,125 Successor shares of common stock are to be issued upon the satisfaction of certain milestones and, accordingly, are not included in the amount currently reported.
   
[2] The Company’s convertible notes payable have embedded conversion options that result in the automatic issuance of common stock upon the consummation of certain qualifying transactions. The conversion price is a function of the implied common stock price associated with the qualifying transaction. For the purpose of disclosing the potentially dilutive securities in the table above, we used the number of shares of common stock issuable if a qualifying transaction occurred with an implied common stock price equal to the fair value of the common stock of $3.25 per share as of December 31, 2021.
   
[3] Does not include an additional 3,454,000 shares if the Successor Series A Convertible Preferred Stock conversion price resets to its floor price.
   
[4] Does not include an additional 216,970 shares if the Successor Series B Convertible Preferred Stock conversion price resets to its floor price.
   
[5] Does not include an additional 3,454,000 shares if the Successor Series A warrant exercise price resets to its floor price.