Equity [Text Block] | 7. Stockholders Equity Convertible Preferred Stock As of September 30, 2024 and December 31, 2023, the Company’s certificate of incorporation, as amended and restated, authorizes the Company to issue up to 5,000,000 shares of convertible preferred stock with $0.001 par value per share. As of September 30, 2024 and December 31, 2023, 30,229 and 62,881 shares, respectively, were issued and outstanding. Series A Preferred Stock Exchange On March 5, 2024, the Company entered into the A-1 Securities Purchase Agreement with CRG to exchange all 60,876 outstanding shares of Series A preferred stock for 10,000 shares of Series A-1 preferred stock. Consequently, there are no The exchange was accounted for as a capital transaction constituting an extinguishment of the Series A preferred stock through the issuance of Series A-1 preferred stock with no net impact to stockholders’ deficit. At the time of the exchange, the Series A preferred stock had approximately $1.9 million excess fair value in comparison to the Series A-1 preferred stock. The difference in fair value is treated as an adjustment to net loss applicable to common stockholders for the purpose of calculating earnings per share, see Note 2 for details. Series A-1 Convertible Preferred Stock Each share of Series A-1 preferred stock has a stated value of $1,000 per share and is convertible into 273 shares of the Company’s common stock at $3.664 per share. The Series A-1 preferred stock is convertible into a total of 2,729,257 shares of common stock subject to certain limitations contained in the A-1 Securities Purchase Agreement. Shares of Series A-1 preferred stock cannot be converted into common stock to the extent the applicable holder would beneficially own in excess of 9.99% of the Company’s outstanding voting power and in no case will the beneficial ownership limitation exceed 19.99% of the Company’s outstanding voting power, unless approved by the Company's stockholders in accordance with Nasdaq Listing Rule 5635(b).The Series A-1 preferred stock has no liquidation preference, no voting rights and ranks junior to shares of the Company’s Series E Preferred Stock, Series F Preferred Stock, Series G Preferred Stock and Series H Preferred Stock in terms of repayment and certain other rights. The Series A-1 preferred stock is immediately convertible at the option of the holder, has no stated maturity, and does not pay regularly stated dividends or interest. As of September 30, 2024, 10,000 shares of Series A-1 preferred stock were outstanding. Series B Convertible Preferred Stock The Series B preferred stock has a liquidation preference of $0.001 per share, full ratchet price based anti-dilution protection, has no voting rights and is subject to certain ownership limitations. The Series B preferred stock is immediately convertible at the option of the holder, has no stated maturity, and does not pay regularly stated dividends or interest. As of September 30, 2024 and December 31, 2023, 85 shares of Series B preferred stock remained outstanding, which are currently convertible into shares of the Company’s common stock at $1.66 per share. Series E Convertible Preferred Stock Each share of Series E preferred stock has a stated value of $1,000 per share and is convertible into 93 shares of the Company’s common stock at a conversion price of $10.725 per share. The Series E preferred stock is convertible into a total of 178,560 shares of common stock subject to certain limitations contained in the Series E Purchase Agreement. Shares of Series E preferred stock cannot be converted into common stock to the extent the applicable holder would beneficially own in excess of 9.99% of the Company’s outstanding voting power and in no case will the beneficial ownership limitation exceed 19.99% of the Company’s outstanding voting power, unless approved by the Company's stockholders in accordance with Nasdaq Listing Rule 5635(b). The holders of Series E preferred stock are entitled to receive annual accruing dividends at a rate of 8%, payable in additional shares of Series E preferred stock or cash, at the Company’s option. The shares of Series E preferred stock have full voting rights, on an as-converted basis, subject to certain limitations. The Series E preferred stock rank junior to Series H preferred stock and are senior to all other classes and series of the Company’s equity in terms of repayment and certain other rights. The Series E preferred stock accrued additional dividends of less than $0.1 million and $0.1 million during the three and nine months ended September 30, 2024, respectively, which were recognized as a reduction to additional paid-in capital in the statement of stockholders’ equity (deficit). As of September 30, 2024 and December 31, 2023, 1,920 shares of Series E preferred stock were outstanding. Series F Convertible Preferred Stock On March 4, 2024, in connection with the Purchase Agreement (see Note 1), the Company issued 7,224 shares of Series F Preferred Stock, at a purchase price per share of $1,000. Each share of Series F preferred stock is convertible into 273 shares of the Company’s common stock at a conversion price of $3.664 per share. The Series F preferred stock is convertible into a total of 1,972,152 shares of common stock subject to certain limitations contained in the Purchase Agreement. Shares of Series F preferred stock cannot be converted into common stock to the extent the applicable holder would beneficially own in excess of 49.9% of the Company’s outstanding voting power. The holders of Series F preferred stock are entitled to receive annual accruing dividends at a rate of 5% until the third anniversary of their issuance and 8% thereafter. The dividends are payable in additional shares of Series F preferred stock or cash, at the Company’s option through the third anniversary of their issuance, and at the holder’s option thereafter. The shares of Series F preferred stock have full voting rights, on an as-converted basis, subject to certain limitations. The Series F preferred stock ranks junior to Series H preferred stock, pari passu with Series E preferred stock and are senior to all other classes and series of the Company’s equity in terms of repayment and certain other rights. The Series F preferred stock accrued additional dividends of $0.1 million and $0.2 million during the three and nine months ended September 30, 2024, respectively, which were recognized as a reduction to additional paid-in capital in the statement of stockholders’ deficit. As of September 30, 2024, 7,224 shares of Series F preferred stock were outstanding. Series H Convertible Preferred Stock On May 16, 2024, in connection with the Series H Purchase Agreement (see Note 4), the Company issued 11,000 shares of Series H Preferred Stock, at a purchase price per share of $1,000. Each share of Series H preferred stock is convertible into 259 shares of the Company’s common stock at a conversion price of $3.86 per share. The Series H preferred stock is convertible into a total of 2,849,000 shares of common stock subject to certain limitations contained in the Purchase Agreement. Shares of Series H preferred stock cannot be converted into common stock to the extent the applicable holder would beneficially own in excess of 9.99% of the Company’s outstanding voting power and in no case will such beneficial ownership limitation exceed 19.99%, unless approved by the Company's stockholders in accordance with Nasdaq Listing Rule 5635(b). The holders of Series H preferred stock are entitled to receive annual accruing dividends at a rate of 8%, payable in additional shares of Series E preferred stock or cash, at the Company’s option. The shares of Series H preferred stock have full voting rights, on an as-converted basis, subject to certain limitations. The Series H preferred stock rank senior to all other classes and series of the Company’s equity in terms of repayment and certain other rights. The Series H preferred stock accrued additional dividends of $0.2 million and $0.3 million during the three and nine months ended September 30, 2024, which were recognized as a reduction to additional paid-in capital in the statement of stockholders’ deficit. As of September 30, 2024, 11,000 shares of Series H preferred stock were outstanding. Common Stock As of September 30, 2024, the Company’s certificate of incorporation, as amended and restated, authorizes the Company to issue up to 100,000,000 shares of common stock with $0.001 par value per share, of which 2,783,891 shares were issued and outstanding. March 2024 Offering On March 5, 2024, in connection with the Purchase Agreement (see Note 1), the Company issued 75,327 shares of common stock at a purchase price per share of $3.664. June 2024 Offering On June 17, 2024, in connection with the June 2024 Offering (see Note 1), the Company issued 330,000 shares of common stock at a purchase price per share of $1.66. Common Stock Warrants As of September 30, 2024, the Company had outstanding warrants to purchase common stock as follows: Total Outstanding and Exercisable Underlying Shares of Common Stock Exercise Price per Share Expiration Date Series 1 Warrants issued in the February 2018 Series B financing 8,979,000 2,993 $ 6,000.00 February 2025 Series 2 Warrants issued in the February 2018 Series B financing 8,709,500 2,903 $ 6,000.00 February 2025 Placement agent warrants issued in the January 2022 financing 1,330,000 4,433 $ 150.00 January 2027 Warrants issued in the January 2022 financing 16,150,000 53,833 $ 144.00 July 2027 Series A Preferred Investment Options issued in August 2022 financing 2,853,883 190,259 $ 22.53 February 2028 Placement agent Preferred Investment Options issued in the August 2022 financing 171,233 11,416 $ 32.85 August 2027 Advisor Warrants issued in the March 2024 financing 40,938 40,938 $ 3.664 March 2029 Pre-Funded Warrants issued in the June 2024 financing 2,417,000 2,417,000 $ 0.001 n/a Series A-1 Warrants issued in the June 2024 financing 3,614,457 3,614,457 $ 1.66 See note (1) Series A-2 Warrants issued in the June 2024 financing 3,614,457 3,614,457 $ 1.66 See note (2) Series A-3 Warrants issued in the June 2024 financing 3,614,457 3,614,457 $ 1.66 See note (3) Placement Agent Warrants issued in the June 2024 financing 216,867 216,867 $ 2.075 June 2029 Total as of September 30, 2024 51,711,792 13,784,013 (1) The Series A-1 Warrants expire on the earlier of August 12, 2029 and 60 days following the public announcement by the Company of the Company receiving FDA clearance of second image-guided coronary device with a therapeutic indication other than diagnostic imaging or coronary CTO crossing. (2) Series A-2 Warrants expire on the earlier of August 12, 2026 and 60 days following the date of the public announcement by the Company of the occurrence of the Company receiving 510(k) clearance of image-guided Coronary CTO crossing device. (3) The Series A-3 Warrants expire on the earlier of May 12, 2025 and 60 days following the date of the public announcement by the Company of the occurrence of the Company receiving FDA approval of image-guided Coronary CTO IDE application. During the three months ended September 30, 2024, a total of 867,457 Pre-Funded Warrants were exercised resulting in the issuance of an aggregate of 867,457 shares of common stock. After giving effect to these aforementioned exercises, 2,417,000 Pre-Funded Warrants remained outstanding. On October 3, 2024, holders of Pre-Funded Warrants opted to exercise a total of 306,000 shares of their warrants into common stock leaving 2,111,000 remaining. In accordance with their terms, the 2,853,833 Series B Preferred Investment Options, exercisable for 190,259 shares of common stock at an exercise price of $22.53 per share, expired on August 8, 2024. As of December 31, 2023, the Company had outstanding warrants to purchase common stock as follows: Total Outstanding and Exercisable Underlying Shares of Common Stock Exercise Price per Share Expiration Date Series 1 Warrants issued in the February 2018 Series B financing 8,979,000 2,993 $ 6,000.00 February 2025 Series 2 Warrants issued in the February 2018 Series B financing 8,709,500 2,903 $ 6,000.00 February 2025 Placement agent warrants issued in the January 2022 financing 1,330,000 4,433 $ 150.00 January 2027 Warrants issued in the January 2022 financing 16,150,000 53,833 $ 144.00 July 2027 Series A Preferred Investment Options issued in August 2022 financing 2,853,883 190,259 $ 22.53 February 2028 Series B Preferred Investment Options issued in August 2022 financing 2,853,883 190,259 $ 22.53 August 2024 Placement agent Preferred Investment Options issued in the August 2022 financing 171,233 11,416 $ 32.85 August 2027 Total as of December 31, 2023 41,047,499 456,096 March 2024 Private Placement On March 7, 2024, in connection with the closing of the Strategic Partnership and Private Placement, the Company issued Advisor Warrants at an exercise price of $3.664 per share which were immediately exercisable. The Advisor Warrants will expire five The exercise price and the number of shares of common stock issuable upon exercise of each Advisor Warrant are subject to appropriate adjustments in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the common stock. In addition, in certain circumstances, upon a fundamental transaction, a holder of Advisor Warrants will be entitled to receive, upon exercise, the kind and amount of securities, cash or other property that such holder would have received had they exercised the Advisor Warrants prior to the fundamental transaction. The Advisor Warrants can be exercised at the option of the holders at any time after they become exercisable provided that shares cannot be exercised into common stock if the applicable holder would beneficially own in excess of 4.99% of the Company’s outstanding common stock immediately after giving effect to the exercise. A holder of the Advisor Warrants may, upon notice to the Company, increase or decrease such beneficial ownership limitation, but not in excess of 9.99%. June 2024 Offering On June 13, 2024, the Company entered into a securities purchase agreement with two institutional investors resulting in the issuance of among other things, Pre-Funded Warrants in lieu of common stock to purchase up to an aggregate of 3,284,457 shares of common stock of which 2,417,000 remain outstanding as of September 2024. The Pre-Funded Warrants have an exercise price of $0.001 per share, are immediately exercisable, and have no expiration date. On October 3, 2024, holders of Pre-Funded Warrants opted to exercise a total of 306,000 of their warrants into common stock leaving 2,111,000 remaining. In addition, the Company issued to the investors in the Offering (i) Series A-1 Warrants to purchase up to an aggregate of 3,614,457 shares of common stock, (ii) Series A-2 Warrants to purchase up to an aggregate of 3,614,457 shares of common stock, and (iii) Series A-3 Warrants to purchase up to an aggregate of 3,614,457 shares of common stock. Each share of common stock or Pre-Funded Warrant was sold together with one one one one one one The Series A-1 Warrants expire on the earlier of August 12, 2029 and 60 days following the public announcement by the Company of the Company receiving FDA clearance of second image-guided coronary device with a therapeutic indication other than diagnostic imaging or coronary CTO crossing. The Series A-2 Warrants expire on the earlier of August 12, 2026 and 60 days following the date of the public announcement by the Company of the occurrence of the Company receiving 510(k) clearance of image-guided Coronary CTO crossing device. The Series A-3 Warrants expire on May 12, 2025 and 60 days following the date of the public announcement by the Company of the occurrence of the Company receiving FDA approval of image-guided Coronary CTO IDE application. In connection with the Offering, the Company also issued to the placement agent Placement Agent or its designees Placement Agent Warrants to purchase up to an aggregate of 216,867 shares of common stock. The Placement Agent Warrants have substantially the same terms as the warrants issued and sold in the Offering, except that the Placement Agent Warrants have an exercise price of $2.075 per share and expire on June 13, 2029. The exercise price and the number of shares of common stock issuable upon exercise of each Pre-Funded Warrants, Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, and Placement Agent Warrants are subject to appropriate adjustments in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the common stock. In addition, in certain circumstances, upon a fundamental transaction, a holder of Pre-Funded Warrants, Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, and Placement Agent Warrants will be entitled to receive, upon exercise, the kind and amount of securities, cash or other property that such holder would have received had they exercised the Pre-Funded Warrants, Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, and Placement Agent Warrants immediately prior to the fundamental transaction. The Pre-Funded Warrants, Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, and Placement Agent Warrants can be exercised at the option of the holders at any time after they become exercisable provided that shares of the Pre-Funded Warrants, Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, and Placement Agent Warrants cannot be exercised into common stock if the applicable holder would beneficially own in excess of 4.99% (or, upon election by such holder prior to the issuance of any shares of Pre-Funded Warrants, Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, and Placement Agent Warrants, 9.99%) of the Company’s outstanding common stock immediately after giving effect to the exercise. A holder of the Pre-Funded Warrants, Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, and Placement Agent Warrants may, upon notice to the Company, increase or decrease such beneficial ownership limitation, but not in excess of 9.99%. In the event of a fundamental transaction in which the holders of our voting securities immediately prior to such fundamental transaction will not, following such fundamental transaction, directly or indirectly own more than 50% of the voting securities of the surviving entity or successor entity, and in which the Company is not the successor entity or does not continue as a reporting issuer under the Exchange Act, then, at the request of the holder, the Company or the successor entity shall purchase the unexercised portion of the Pre-Funded Warrants, Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, and Placement Agent Warrants from the holder by paying to the holder an amount, in cash, equal to the fair value of the remaining unexercised portion of the Pre-Funded Warrants, Series A-1 Warrants, Series A-2 Warrants, Series A-3 Warrants, and Placement Agent Warrants on the date of such fundamental transaction, subject to certain limitations in the event of a fundamental transaction not within our control. |