Quarterly report pursuant to Section 13 or 15(d)

Restatement of Previously Issued Financial Statements

v3.22.0.1
Restatement of Previously Issued Financial Statements
9 Months Ended
Sep. 30, 2021
Restatement Of Previously Issued Financial Statements [Abstract]  
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

2. RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS

 

Prior to the Closing, the Company had recorded both the subordinated convertible notes and the stock warrants at fair value as liabilities on the Company’s condensed consolidated balance sheets, and any changes in fair value of the subordinated convertible notes and the stock warrants were recorded in the Company’s condensed consolidated statements of operations as a component of operating expenses. At the Closing, upon the conversion of the subordinated convertible notes into, and exercise of the stock warrants for, equity, the Company reclassified these liabilities to equity based on the June 30, 2021 fair value measurement of the subordinated convertible debt and the stock warrants. The Company’s management, in consultation with its advisors, has determined that the subordinated convertible notes and the stock warrants should have been marked to fair value as of the Closing, with the related change in fair value recorded in operating expenses before the liabilities were reclassified to equity.

 

In addition, the denominator of the diluted net income per share calculation for the three months ended September 30, 2021 did not include the impact of dilutive securities. The Company’s management, in consultation with its advisors, has determined that the calculation of diluted net income per share included within the condensed consolidated statement of operations for the three months ended September 30, 2021 should have included the impact of dilutive securities.

 

The impact of the restatement on the Company’s financial statements is reflected in the following tables:

 

Condensed Consolidated Balance Sheet as of September 30, 2021   As
Previously Reported
    Adjustment     As Restated  
Additional paid-in capital   $ 671,906     $ 4,362     $ 676,268  
Accumulated deficit   $ (429,855 )   $ (4,362 )   $ (434,217 )

 

Condensed Consolidated Statement of Operations for the Three Months Ended September 30, 2021   As
Previously
Reported
    Adjustment     As Restated  
    (amounts in thousands except share and per share amounts)  
Change in fair value of warrant liability   $ (6,551 )   $ 12,046     $ 5,495  
Change in fair value of subordinated convertible notes   $
-
    $ (7,684 )   $ (7,684 )
Total operating expenses   $ 64,504     $ 4,362     $ 68,866  
Net loss before income taxes   $ (20,284 )   $ (4,362 )   $ (24,646 )
Net loss   $ (20,283 )   $ (4,362 )   $ (24,645 )
Net income attributable to common shareholders   $ 28,663     $ (4,362 )   $ 23,401  
Net income per share, basic   $ 0.46     $ (0.07 )   $ 0.39  
Net income per share, diluted   $ 0.46     $ (0.33 )   $ 0.13  
Weighted average shares used in computing net loss per share, diluted     62,314,396       156,799,692       219,114,088  

  

Condensed Consolidated Statement of Operations for the Nine Months Ended September 30, 2021   As
Previously
Reported
  Adjustment   As Restated
    (amounts in thousands except per share amounts)
Change in fair value of warrant liability   $ 42,239     $ 12,046     $ 54,285  
Change in fair value of subordinated convertible notes   $ 49,561     $ (7,684 )   $ 41,877  
Total operating expenses   $ 248,386     $ 4,362     $ 252,748  
Net loss before income taxes   $ (132,837 )   $ (4,362 )   $ (137,199 )
Net loss   $ (132,878 )   $ (4,362 )   $ (137,240 )
Net income attributable to common shareholders   $ (99,514 )   $ (4,362 )   $ (103,876 )
Net income per share, basic and diluted   $ (1.87 )   $ (0.09 )   $ (1.96 )

 

Condensed Consolidated Statement of Cash Flows for the Nine Months Ended September 30, 2021   As
Previously
Reported
    Adjustment     As Restated  
Net loss   $ (132,878 )   $ (4,362 )   $ (137,240 )
Change in fair value of warrants   $ 42,239     $ 12,046     $ 54,285  
Change in fair value of subordinated convertible notes   $ 49,561     $ (7,684 )   $ 41,877  
Issuance of common stock related to convertible debt   $ 100,311     $ (7,684 )   $ 92,627  
Issuance of common stock related to warrants exercised   $ 73,456     $ 12,046     $ 85,502