Quarterly report pursuant to Section 13 or 15(d)

Stockholders??? Deficit

v3.24.0.1
Stockholders’ Deficit
 3 Months Ended
Dec. 31, 2023
Equity [Abstract]  
Stockholders’ Deficit

6. Stockholders’ Deficit

 

On October 26, 2023, the Company closed a public offering of common stock and certain warrants through Chardan Capital Markets, LLC and Ladenburg Thalmann & Co. Inc. as underwriters, for net proceeds of $3.9 million through the issuance and sale of 1,306,250 shares of its common stock and, to certain investors, pre-funded warrants to purchase 1,537,500 shares of common stock, and accompanying common warrants to purchase up to an aggregate of 5,687,500 shares of its common stock. Each share of common stock and pre-funded warrant to purchase one share of common stock was sold together with a common warrant to purchase two shares of common stock. The public offering price of each share of common stock and accompanying common warrant was $1.60 and the public offering price of each pre-funded warrant and accompanying common warrant was $1.5999. The common warrants are immediately exercisable at a price of $1.60 per share of common stock, expire five years from the date of issuance and contain an alternative cashless exercise provision. The pre-funded warrants are immediately exercisable at any time, until exercised in full, at a price of $0.0001 per share of common stock. In addition, warrants to purchase 85,312 shares of common stock were issued to the underwriters as compensation for their services related to the offering. These common stock warrants have an exercise price of $2.00 per share and expire five years from the date of issuance.

 

The Company entered into an At-the-Market Sales Agreement with BTIG, LLC (“BTIG”) on August 15, 2022 (the “2022 Sales Agreement”). Pursuant to the 2022 Sales Agreement, the Company could offer and sell, from time to time, through BTIG, as sales agent and/or principal, shares of its common stock having an aggregate offering price of up to $25.0 million, subject to certain limitations on the amount of common stock that may be offered and sold by the Company set forth in the 2022 Sales Agreement. Due to the offering limitations applicable to the Company, the Company filed prospectus supplements for the sale of shares of its common stock for an aggregate offering price of up to $7.8 million pursuant to the 2022 Sales Agreement. During the three months ended December 31, 2022, the Company sold 109,841 shares of common stock pursuant to the 2022 Sales Agreement for gross proceeds of $4.8 million and net proceeds of $4.5 million. There are no registered shares remaining to be sold under the 2022 Sales Agreement.

 

 

Sonnet BioTherapeutics Holdings, Inc.

Notes to Unaudited Interim Consolidated Financial Statements

 

Common stock warrants

 

As of December 31, 2023, the following equity-classified warrants and related terms were outstanding:

 

    Warrants Outstanding     Exercise Price     Expiration Date
Common stock warrants August 2021     112,429     $ 261.80     August 24, 2026
Underwriter warrants August 2021     2,287     $ 327.25     August 19, 2026
Chanticleer warrants     57     $ 18,018.00 - 28,028.00     April 30, 2027 - December 17, 2028
Series C warrants     18,391     $ 982.52     October 16, 2025
Series 3 warrants     12,548     $ 89.628     August 15, 2027
Common stock warrants February 2023     271,883     $ 23.76     February 10, 2028
Underwriter warrants February 2023     15,466     $ 29.70     February 8, 2028
Common stock private placement warrants June 2023     227,272     $ 14.8478     December 30, 2026
Placement agent warrants June 2023     6,818     $ 14.8478     December 30, 2026
Common stock warrants October 2023     5,687,500     $ 1.60     October 27, 2028
Pre-funded warrants October 2023     1,537,500     $ 0.0001     —
Underwriter warrants October 2023     85,312     $ 2.00     October 24, 2028
Total     7,977,463              

 

During the three months ended December 31, 2023, 28,724 of warrants were net share settled, resulting in the issuance of 14,362 shares of common stock, and 34,458 of warrants were abandoned by the warrant holder.

 

During the three months ended December 31, 2022, 137 of warrants were net share settled, resulting in the issuance of 137 shares of common stock, and 242 of warrants expired.