Schedule of issuance of preferred stock |
The following table summarizes information related to the issuance of Legacy Adagio’s preferred stock as of June 30, 2024 (Predecessor) (in thousands, except share data): | | | | | | | | | | | | | | | | Preferred Stock Class | | Number of Shares Authorized | | Shares Issued and Outstanding | | Carrying Value (1) | | Conversion Price Per Share | | Number of Common Stock Equivalent Shares | | Liquidation Preference | Series A | | 270,856 | | 270,856 | | $ | 2,500 | | $ | 9.23 | | 270,856 | | $ | 2,500 | Series B | | 815,730 | | 815,730 | | | 10,626 | | | 13.04 | | 815,730 | | | 10,637 | Series C | | 981,596 | | 981,596 | | | 15,988 | | | 16.30 | | 981,596 | | | 16,000 | Series D | | 992,064 | | 992,064 | | | 19,990 | | | 20.16 | | 992,064 | | | 20,000 | Series E | | 1,879,700 | | 1,671,798 | | | 37,679 | | | 22.61 | | 1,671,798 | | | 37,799 | | | 4,939,946 | | 4,732,044 | | $ | 86,783 | | | | | 4,732,044 | | $ | 86,936 |
(1)The carrying value reflects the gross proceeds received from the sale of the preferred stock less issuance costs.
|
Schedule of summarizes the number of shares of common stock outstanding |
| | | | | Number of Shares | Contribution from PIPE Financing for cash | | 3,287,018 | Conversion of ARYA convertible promissory notes | | 355,100 | Conversion of ARYA Class A ordinary shares and Class B ordinary shares | | 2,089,000 | Conversion of Class A ordinary shares subject to redemption | | 123,520 | Shares issued in purchase consideration | | 6,771,769 | Additional shares issued and reclassification of Class A ordinary shares subject to non-redemption agreements and open market subscription agreements | | 761,229 | Total | | 13,387,636 |
|
Schedule of Company's reserved common stock for further issuance |
| | | | | | | | Successor | | Successor | | | | June 30, 2025 | | December 31, 2024 | | Base Warrants | | 7,528,727 | | 7,528,727 | | Convertible Securities Notes | | 3,231,327 | | 3,231,327 | | Convert Warrants | | 1,500,000 | | 1,500,000 | | Company’s common stock issuable upon the exercise of outstanding options Legacy Adagio’s equity plans that were assumed in the Business Combination | | 7,587 | | 7,587 | | Common stock reserved for future issuance under the 2024 Equity Incentive Plan | | 6,197,737 | | 4,472,592 | | Common stock reserved for future issuance under the 2024 Key Employee Equity Incentive Plan | | 3,354,444 | | 3,354,444 | | Common stock reserved for future issuance under the 2024 Employee Stock Purchase Plan | | 441,293 | | 441,293 | | Common stock reserved for future issuance | | 22,261,115 | | 20,535,970 | |
|