| Schedule of Restatements for Previously Issued Financial Statements |
The Company has not filed, and does not intend to file, amendments to the previously filed Quarterly Reports on Form 10-Q for the quarters ended March 31, 2024, June 30, 2024 and September 30, 2024, but instead is restating its unaudited interim condensed consolidated financial statements in this 10-K. The corrections to (i) the year ended December 31, 2023 presented in this 10-K and (ii) the quarters ended March 31, 2024, June 30, 2024 and September 30, 2024 to be presented in the Company's upcoming Form 10-Qs to be filed during 2025 are as follows: Consolidated Balance Sheets
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As of December 31, 2023 |
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|
|
|
Originally Reported |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
|
LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT |
|
|
|
|
|
|
|
|
|
|
Accrued expenses |
|
$ |
2,750,305 |
|
|
$ |
(250,648 |
) |
|
$ |
2,499,657 |
|
|
Total current liabilities |
|
$ |
10,028,688 |
|
|
$ |
(250,648 |
) |
|
$ |
9,778,040 |
|
|
Convertible notes payable |
|
$ |
6,713,241 |
|
|
$ |
254,710 |
|
|
$ |
6,967,951 |
|
|
Total liabilities |
|
$ |
19,217,817 |
|
|
$ |
4,062 |
|
|
$ |
19,221,879 |
|
|
Stockholders’ Deficit |
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|
|
|
|
|
|
|
|
|
Accumulated deficit |
|
$ |
(97,286,789 |
) |
|
$ |
(4,062 |
) |
|
$ |
(97,290,851 |
) |
|
Total Stockholders’ Deficit |
|
$ |
(32,541,859 |
) |
|
$ |
(4,062 |
) |
|
$ |
(32,545,921 |
) |
|
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|
|
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|
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|
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|
|
|
|
|
|
As of March 31, 2024 |
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|
|
|
Originally Reported |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
|
LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT |
|
|
|
|
|
|
|
|
|
|
Accrued expenses |
|
$ |
3,248,847 |
|
|
$ |
(246,202 |
) |
|
$ |
3,002,645 |
|
|
Total current liabilities |
|
$ |
12,441,326 |
|
|
$ |
(246,202 |
) |
|
$ |
12,195,124 |
|
|
Convertible notes payable |
|
$ |
6,713,241 |
|
|
$ |
254,710 |
|
|
$ |
6,967,951 |
|
|
Total liabilities |
|
$ |
21,509,495 |
|
|
$ |
8,507 |
|
|
$ |
21,518,002 |
|
|
Stockholders’ Deficit |
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|
|
|
|
|
|
|
|
|
Accumulated deficit |
|
$ |
(102,987,442 |
) |
|
$ |
(4,445 |
) |
|
$ |
(102,991,887 |
) |
|
Total Stockholders’ Deficit |
|
$ |
(37,430,270 |
) |
|
$ |
(4,445 |
) |
|
$ |
(37,434,715 |
) |
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As of June 30, 2024 |
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|
|
|
Originally Reported |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
|
LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT |
|
|
|
|
|
|
|
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|
|
Accrued expenses |
|
$ |
4,316,645 |
|
|
$ |
(246,332 |
) |
|
$ |
4,070,313 |
|
|
Total current liabilities |
|
$ |
13,502,361 |
|
|
$ |
(246,332 |
) |
|
$ |
13,256,029 |
|
|
Convertible notes payable |
|
$ |
5,385,147 |
|
|
$ |
204,321 |
|
|
$ |
5,589,468 |
|
|
Total liabilities |
|
$ |
19,339,515 |
|
|
$ |
(42,011 |
) |
|
$ |
19,297,504 |
|
|
Stockholders’ Deficit |
|
|
|
|
|
|
|
|
|
|
Accumulated deficit |
|
$ |
(115,674,830 |
) |
|
$ |
48,505 |
|
|
$ |
(115,626,325 |
) |
|
Total Stockholders’ Deficit |
|
$ |
(34,841,521 |
) |
|
$ |
48,505 |
|
|
$ |
(34,793,016 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
As of September 30, 2024 |
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|
|
|
Originally Reported |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
|
LIABILITIES, CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS’ DEFICIT |
|
|
|
|
|
|
|
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|
|
Accrued expenses |
|
$ |
4,443,179 |
|
|
$ |
(244,997 |
) |
|
$ |
4,198,182 |
|
|
Total current liabilities |
|
$ |
15,672,672 |
|
|
$ |
(244,997 |
) |
|
$ |
15,427,675 |
|
|
Convertible notes payable |
|
$ |
4,511,880 |
|
|
$ |
171,188 |
|
|
$ |
4,683,068 |
|
|
Total liabilities |
|
$ |
20,266,885 |
|
|
$ |
(73,809 |
) |
|
$ |
20,193,076 |
|
|
Stockholders’ Deficit |
|
|
|
|
|
|
|
|
|
|
Accumulated deficit |
|
$ |
(120,052,352 |
) |
|
$ |
31,797 |
|
|
$ |
(120,020,555 |
) |
|
Total Stockholders’ Deficit |
|
$ |
(36,343,647 |
) |
|
$ |
31,797 |
|
|
$ |
(36,311,850 |
) |
|
Consolidated Statements of Operations
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Year Ended December 31, 2023 |
|
|
|
Originally Reported |
|
|
Junior Note Deferred Financing Cost Restatement Adjustment |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
General and administrative |
|
$ |
11,223,449 |
|
|
$ |
(105,924 |
) |
|
$ |
- |
|
|
$ |
11,117,525 |
|
Interest expense |
|
$ |
754,549 |
|
|
$ |
105,924 |
|
|
$ |
4,062 |
|
|
$ |
864,535 |
|
Loss before provision for income taxes |
|
$ |
(20,706,384 |
) |
|
$ |
- |
|
|
$ |
(4,062 |
) |
|
$ |
(20,710,446 |
) |
Net loss and comprehensive loss |
|
$ |
(20,706,384 |
) |
|
$ |
- |
|
|
$ |
(4,062 |
) |
|
$ |
(20,710,446 |
) |
Net loss per common share, basic and diluted |
|
$ |
(0.63 |
) |
|
$ |
- |
|
|
$ |
- |
|
|
$ |
(0.63 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2024 |
|
|
|
Originally Reported |
|
|
Junior Note Deferred Financing Cost Restatement Adjustment |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
General and administrative |
|
$ |
2,889,345 |
|
|
$ |
(236,550 |
) |
|
$ |
- |
|
|
$ |
2,652,795 |
|
Interest expense |
|
$ |
950,867 |
|
|
$ |
236,550 |
|
|
$ |
4,445 |
|
|
$ |
1,191,862 |
|
Loss before provision for income taxes |
|
$ |
(5,700,653 |
) |
|
$ |
- |
|
|
$ |
(4,445 |
) |
|
$ |
(5,705,098 |
) |
Net loss and comprehensive loss |
|
$ |
(5,700,653 |
) |
|
$ |
- |
|
|
$ |
(4,445 |
) |
|
$ |
(5,705,098 |
) |
Net loss per common share, basic and diluted |
|
$ |
(0.15 |
) |
|
$ |
- |
|
|
$ |
- |
|
|
$ |
(0.15 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended June 30, 2024 |
|
|
|
Originally Reported |
|
|
Junior Note Deferred Financing Cost Restatement Adjustment |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
General and administrative |
|
$ |
2,111,018 |
|
|
$ |
(170,570 |
) |
|
$ |
- |
|
|
$ |
1,940,448 |
|
Interest expense |
|
$ |
941,614 |
|
|
$ |
170,570 |
|
|
$ |
3,769 |
|
|
$ |
1,115,953 |
|
Loss on extinguishment of debt |
|
$ |
10,346,108 |
|
|
$ |
- |
|
|
$ |
(52,274 |
) |
|
$ |
10,293,834 |
|
Loss before provision for income taxes |
|
$ |
(12,687,388 |
) |
|
$ |
- |
|
|
$ |
48,505 |
|
|
$ |
(12,638,883 |
) |
Net loss and comprehensive loss |
|
$ |
(12,687,388 |
) |
|
$ |
- |
|
|
$ |
48,505 |
|
|
$ |
(12,638,883 |
) |
Net loss per common share, basic and diluted |
|
$ |
(7.60 |
) |
|
$ |
- |
|
|
$ |
0.03 |
|
|
$ |
(7.57 |
) |
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, 2024 |
|
|
|
Originally Reported |
|
|
Junior Note Deferred Financing Cost Restatement Adjustment |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
General and administrative |
|
$ |
5,000,363 |
|
|
$ |
(407,120 |
) |
|
$ |
- |
|
|
$ |
4,593,243 |
|
Interest expense |
|
$ |
1,892,481 |
|
|
$ |
407,120 |
|
|
$ |
8,214 |
|
|
$ |
2,307,815 |
|
Loss on extinguishment of debt |
|
$ |
10,346,108 |
|
|
$ |
- |
|
|
$ |
(52,274 |
) |
|
$ |
10,293,834 |
|
Loss before provision for income taxes |
|
$ |
(18,388,041 |
) |
|
$ |
- |
|
|
$ |
44,060 |
|
|
$ |
(18,343,981 |
) |
Net loss and comprehensive loss |
|
$ |
(18,388,041 |
) |
|
$ |
- |
|
|
$ |
44,060 |
|
|
$ |
(18,343,981 |
) |
Net loss per common share, basic and diluted |
|
$ |
(14.18 |
) |
|
$ |
- |
|
|
$ |
0.03 |
|
|
$ |
(14.15 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended September 30, 2024 |
|
|
|
Originally Reported |
|
|
Junior Note Deferred Financing Cost Restatement Adjustment |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
General and administrative |
|
$ |
1,941,085 |
|
|
$ |
(144,311 |
) |
|
$ |
- |
|
|
$ |
1,796,774 |
|
Interest expense |
|
$ |
929,046 |
|
|
$ |
144,311 |
|
|
$ |
3,250 |
|
|
$ |
1,076,607 |
|
Loss on extinguishment of debt |
|
$ |
1,339,017 |
|
|
$ |
- |
|
|
$ |
(35,048 |
) |
|
$ |
1,303,969 |
|
Loss before provision for income taxes |
|
$ |
(4,377,522 |
) |
|
$ |
- |
|
|
$ |
31,797 |
|
|
$ |
(4,345,725 |
) |
Net loss and comprehensive loss |
|
$ |
(4,377,522 |
) |
|
$ |
- |
|
|
$ |
31,797 |
|
|
$ |
(4,345,725 |
) |
Net loss per common share, basic and diluted |
|
$ |
(1.12 |
) |
|
$ |
- |
|
|
$ |
0.01 |
|
|
$ |
(1.11 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2024 |
|
|
|
Originally Reported |
|
|
Junior Note Deferred Financing Cost Restatement Adjustment |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
General and administrative |
|
$ |
6,941,448 |
|
|
$ |
(551,431 |
) |
|
$ |
- |
|
|
$ |
6,390,017 |
|
Interest expense |
|
$ |
2,821,527 |
|
|
$ |
551,431 |
|
|
$ |
11,464 |
|
|
$ |
3,384,422 |
|
Loss on extinguishment of debt |
|
$ |
11,685,125 |
|
|
$ |
- |
|
|
$ |
(87,322 |
) |
|
$ |
11,597,803 |
|
Loss before provision for income taxes |
|
$ |
(22,765,563 |
) |
|
$ |
- |
|
|
$ |
75,857 |
|
|
$ |
(22,689,706 |
) |
Net loss and comprehensive loss |
|
$ |
(22,765,563 |
) |
|
$ |
- |
|
|
$ |
75,857 |
|
|
$ |
(22,689,706 |
) |
Net loss per common share, basic and diluted |
|
$ |
(10.45 |
) |
|
$ |
- |
|
|
$ |
0.03 |
|
|
$ |
(10.41 |
) |
Consolidated Statements of Cash Flows
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Year Ended December 31, 2023 |
|
|
|
|
Originally Reported |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
|
Net Loss |
|
$ |
(20,706,384 |
) |
|
$ |
(4,062 |
) |
|
$ |
(20,710,446 |
) |
|
Changes in operating assets and liabilities: Accrued expenses |
|
$ |
111,939 |
|
|
$ |
4,062 |
|
|
$ |
116,001 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended March 31, 2024 |
|
|
|
|
Originally Reported |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
|
Net Loss |
|
$ |
(5,700,653 |
) |
|
$ |
(4,445 |
) |
|
$ |
(5,705,098 |
) |
|
Changes in operating assets and liabilities: Accrued expenses |
|
$ |
520,042 |
|
|
$ |
4,445 |
|
|
$ |
524,487 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Six Months Ended June 30, 2024 |
|
|
|
|
Originally Reported |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
|
Net Loss |
|
$ |
(18,388,041 |
) |
|
$ |
44,060 |
|
|
$ |
(18,343,981 |
) |
|
Adjustments to reconcile net loss to net cash used in operating activities: Loss on extinguishment of debt |
|
$ |
10,346,108 |
|
|
$ |
(52,274 |
) |
|
$ |
10,293,834 |
|
|
Changes in operating assets and liabilities: Accrued expenses |
|
$ |
1,693,890 |
|
|
$ |
8,214 |
|
|
$ |
1,702,104 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Nine Months Ended September 30, 2024 |
|
|
|
|
Originally Reported |
|
|
Senior Convertible Notes Restatement Adjustment |
|
|
As
Restated |
|
|
Net Loss |
|
$ |
(22,765,563 |
) |
|
$ |
75,857 |
|
|
$ |
(22,689,706 |
) |
|
Adjustments to reconcile net loss to net cash used in operating activities: Loss on extinguishment of debt |
|
$ |
11,685,125 |
|
|
$ |
(87,322 |
) |
|
$ |
11,597,803 |
|
|
Changes in operating assets and liabilities: Accrued expenses |
|
$ |
1,964,723 |
|
|
$ |
11,464 |
|
|
$ |
1,976,187 |
|
|
|