v3.26.1
Common Stock Warrants
3 Months Ended
Mar. 31, 2026
Common Stock Warrants  
Common Stock Warrants

7)    Common Stock Warrants

The following is a summary of warrants for the three months ended March 31, 2026:

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Aggregate

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Intrinsic

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Weighted-Average

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Remaining

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Value ($ in

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Number of Warrants

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Exercise Price

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Contractual Term

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thousands)

Warrants outstanding and exercisable – December 31, 2025

 

140,824,982

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$

0.27

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2.7

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$

—

Warrants issued in 2026

 

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—

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—

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—

Warrants exercised 2026

 

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—

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—

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—

Warrants expired in 2026

 

(36,198)

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0.49

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—

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—

Warrants outstanding and exercisable – March 31, 2026

 

140,788,784

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$

0.27

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2.5

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$

—

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On February 17, 2025, the Company issued a total of 1,042,000 Pre-Funded Warrants to purchase one share of Common Stock per Pre-Funded Warrant, 1,600,000 Series A Warrants to purchase 0.25 share of Common Stock per Series A Warrant, and 1,600,000 Series B Warrants to purchase one share of Common Stock per Series B Warrant in connection with the Public Offering. The Series A Warrants are exchangeable in the ratio of four Series A Warrants for one share of Common Stock.

The Company assessed the Pre-Funded Warrants and Series A Warrants under ASC 480 and ASC 815 and determined that the Pre-Funded and Series A Warrants met the requirements to be classified in stockholders’ equity. The Company assessed the Series B Warrants under ASC 480 and ASC 815 and determined that the Series B Warrants will be classified as liabilities as they do not meet the requirements to be considered indexed to the Company’s own stock, due to the potential change in the settlement amount of the Series B Warrants upon an alternative cashless exercise election.

The Company utilized a scenario-based option pricing model to calculate the value of the Series B Warrants issued during the year ended December 31, 2025. The fair value of the Series B Warrants of $18.9 million was estimated at the date of issuance using the following inputs and assumptions: the issuance date closing stock price of $3.95, the number of Series B Warrants issued totaling 1,600,000, and a 100% probability of the investors’ election for alternative cashless exercise at a ratio of Common Stock per Series B Warrant of 3:1 upon receipt of the Warrant Stockholder Approval. The Warrant Stockholder Approval was obtained on April 10, 2025.

During the three months ended March 31, 2025, the Company recorded a gain of approximately $10.6 million related to the change in fair value of the warrant liability which is recorded in other income (expense) on the consolidated statement of operations. The fair value of the remaining outstanding Series B Warrants of approximately $1,000 was estimated at December 31, 2025 utilizing a scenario-based option pricing model using the following inputs and assumptions: the valuation date stock price of $0.02, the number of Series B Warrants outstanding as of the valuation date totaling 36,198, and a 100% probability of the investors’ election for alternative cashless exercise at a ratio of Common Stock per Series B Warrant of 3:1 after receipt of the Warrant Stockholder Approval. As of March 31, 2026, there were no Series B Warrants outstanding as they had all expired.