v3.26.1
Warrants
6 Months Ended
Jun. 30, 2026
Warrants  
Warrants

Note 12 – Warrants

 

The Company accounts for issued warrants either as a liability or equity in accordance with ASC 480-10 or ASC 815-40. Under ASC 480-10, warrants are considered a liability if they are mandatorily redeemable and they require settlement in cash, other assets, or a variable number of shares. If warrants do not meet liability classification under ASC 480-10, the Company considers the requirements of ASC 815-40 to determine whether the warrants should be classified as a liability or as equity. Under ASC 815-40, contracts that may require settlement for cash are liabilities, regardless of the probability of the occurrence of the triggering event. Liability-classified warrants are measured at fair value on the issuance date and at the end of each reporting period. Any change in the fair value of the warrants after the issuance date is recorded in the consolidated statements of operations as a gain or loss. If warrants do not require liability classification under ASC 815-40, in order to conclude warrants should be classified as equity, the Company assesses whether the warrants are indexed to its common stock and whether the warrants are classified as equity under ASC 815-40 or other applicable GAAP standard. Equity-classified warrants are accounted for at fair value on the issuance date with no changes in fair value recognized after the issuance date.

 

In 2022, 2023, 2024, 2025, and 2026, the Company completed seven (7) financing events, and in connection therewith, it issued warrants as follows:

Schedule of warrants issued with financing                
Issuance Date/Type   Number     Exercise Price     Expiry Date
Feb 17, 2022 (“Tradeable Warrants”)*     206     $ 44,400.00     February 2027
Mar 14, 2022 (“2022 Pre-Funded Warrants”)     185     $ 20.00     Unlimited
Mar 14, 2022 (“Investor Warrants”)     181     $ 44,400.00     March 2027
Apr 28, 2022 (“April Warrants”)     487     $ 75,200.00     April 2027
May 16, 2023 (“May Pre-Funded Warrants”)     176     $ 20.00     Unlimited
May 16, 2023 (“May Investor Warrants”)     596     $ 11,800.00     November 2028
Feb 15, 2024 (“2024 Pre-Funded Warrants”)     2,250     $ 20.00     Unlimited
Feb 15, 2024 (“Series A Warrants”)     399 **   $ 42,000.00 **   August 2026
Feb 15, 2024 (“Series B Warrants”)     798 **   $ 47,600.00 **   February 2029
Apr 3, 2025 (“2025 Pre-Funded Warrants”)     26,000     $ 0.01     Unlimited
May 19, 2026 (“Series C Warrants”)     2,400,000 **   $ 5.00 **   May 2031
May 19, 2026 (“2026 Pre-Funded Warrants”)     84,000     $ 0.0001     Unlimited

* These warrants trade on Nasdaq under the symbol SBFMW.
** Subject to adjustment.

 

On February 11, 2024, the Company redeemed all of the April Warrants and all of the May Investor Warrants for an aggregate purchase price of $3,139,651.

 

As of June 30, 2026, all of the pre-funded warrants, a total of 157 Tradeable Warrants, 141 Investor Warrants, all of the Series A Warrants, 86,937 Series B Warrants (as adjusted), and 382,230 Series C Warrants were exercised resulting in aggregate net proceeds of $20,856,176 received by the Company.

 

The Company’s outstanding warrants as of June 30, 2026 consisted of the following:

Schedule of warrants outstanding                
Type   Number     Exercise Price     Expiry Date
Tradeable Warrants     49     $ 2,200.00     February 2027
Investor Warrants     40     $ 40,000.00     March 2027
Series B Warrants     12,980,583 *   $ 2.3949 *   February 2029
Series C Warrants     2,017,770 **   $ 5.00**     May 2031

* As adjusted and subject to further adjustments.
** The Series C Warrants adjusted to 4,035,540 warrants with an exercise price of $2.50 per share on July 6, 2026, twenty (20) days following the mailing of the Company’s related 14C to the shareholders of record.