v3.26.1
Convertible Line of Credit – Related Party and Supplemental Convertible Lines of Credit – Related Party
 6 Months Ended
Jun. 30, 2026
Line of Credit [Member]  
Convertible Line of Credit – Related Party and Supplemental Convertible Lines of Credit – Related Party [Abstract]  
Convertible Line of Credit – Related Party and Supplemental Convertible Lines of Credit – Related Party
9. Convertible Line of Credit – Related Party and Supplemental Convertible Lines of Credit – Related Party
 
On July 25, 2022, the Company and Richard E. Uihlein (the “Lender”) entered into a Line of Credit Letter Agreement (the “Credit Agreement”), pursuant to which the Lender shall provide the Company a line of credit of up to $60.0 million (the “Line of Credit”) to finance the Company’s working capital needs. The Company may draw upon the Line of Credit through July 31, 2024.
 
Each advance made pursuant to the Credit Agreement shall be evidenced by an unsecured, convertible promissory note (individually, a “Promissory Note,” and collectively, the “Promissory Notes”), and bear interest at the Applicable Federal Rate for short term loans, plus two (2%) percent. Principal and interest on the Promissory Notes were originally due on or before January 31, 2026, however, the maturity date was extended to September 30, 2026 in connection with a new line of credit dated July 8, 2025. Due to the extension of the maturity date for all lines of credit, the remaining amortization expense of the warrants issued with each draw was adjusted prospectively from July 8, 2025 through September 30, 2026. In connection with another new line of credit dated December 31, 2025, the maturity date for all lines of credit was extended to June 30, 2027. Only with the consent of the Lender, may the Promissory Notes be prepaid, in whole or in part, at any time without premium or penalty, but with interest on the amount or amounts prepaid.
 
At the election of Lender, the principal and accrued interest on Promissory Note(s) may be converted into the number of shares of the Company’s Common Stock equal to the amount of principal and accrued interest on such Promissory Note divided by the price equal to the closing price of the Common Stock on the date of such Promissory Note, but in no event less than $3.00 per share.
 
In connection with the Credit Agreement, the Company agreed to issue the Lender warrants to purchase up to an aggregate of 1,700,000 shares of the Company’s common stock, par value $0.001 per share (collectively, the “Warrants”). Upon execution of the Credit Agreement, the Company issued the Lender a Warrant to purchase up to 500,000 shares of Company’s Common Stock at an exercise price of $5.00 per share, which Warrant is exercisable upon issuance. Further, pursuant to the Credit Agreement, the Company shall issue to the Lender additional Warrants to purchase up to the remaining 1,200,000 shares of the Company’s common stock, ratably, upon borrowings under the Credit Agreement, with exercise prices equal to 150% of the closing price of the Company’s common Stock on the date of the Promissory Note evidencing such draw, but in no event more than $10.00 per share nor less than $3.00 per share. The Warrants expire on July 31, 2029.
On March 29, 2024, the Company and Richard E. Uihlein (the “Lender”) entered into a Supplemental Line of Credit Letter Agreement (the “Supplemental Credit Agreement”), pursuant to which the Lender shall provide the Company a line of credit of up to $10.0 million (the “Supplemental Line of Credit”) to finance the Company’s working capital needs. The Company may draw upon the Supplemental Line of Credit through March 31, 2025.
 
Each advance made pursuant to the Supplemental Credit Agreement shall be evidenced by an unsecured, convertible promissory note (individually, a “Promissory Note,” and collectively, the “Promissory Notes”), and bear interest at the Applicable Federal Rate for short term loans, plus two (2%) percent. Principal and interest on the Promissory Notes are due on or before January 31, 2026, which was extended through June 30, 2027 in connection with the December 2025 agreement. Only with the consent of the Lender, may the Promissory Notes be prepaid, in whole or in part, at any time without premium or penalty, but with interest on the amount or amounts prepaid.
 
At the election of Lender, the principal and accrued interest on Promissory Note(s) may be converted into the number of shares of the Company’s Common Stock equal to the amount of principal and accrued interest on such Promissory Note divided by the price equal to the closing price of the Common Stock on the date of such Promissory Note, but in no event less than $3.00 per share.
 
In connection with the Supplemental Credit Agreement, the Company agreed to issue the Lender warrants to purchase up to an aggregate of 200,000 shares of the Company’s common stock, par value $0.001 per share (collectively, the “Warrants”). The Company shall issue to the Lender Warrants ratably, upon borrowings under the Supplemental Line of Credit, with exercise prices equal to 150% of the closing price of the Company’s common Stock on the date of the Promissory Note evidencing such draw, but in no event more than $10.00 per share nor less than $3.00 per share. The Warrants expire on July 31, 2029.
On November 14, 2024, the Company and Richard E. Uihlein (the “Lender”) entered into an additional Supplemental Line of Credit Letter Agreement (the “November 2024 Supplemental Credit Agreement”), pursuant to which the Lender shall provide the Company a line of credit of up to $6.0 million (the “November 2024 Supplemental Line of Credit”) to finance the Company’s working capital needs. The Company may draw upon the November 2024 Supplemental Line of Credit, as amended, through May 31, 2025. On April 30, 2025, The Company executed a $6 million promissory note under the November 2024 Supplemental Line of Credit.
 
Each advance made pursuant to the November 2024 Supplemental Credit Agreement shall be evidenced by an unsecured, convertible promissory note (individually, a “Promissory Note,” and collectively, the “Promissory Notes”), and bear interest at the Applicable Federal Rate for short term loans, plus two (2%) percent. Principal and interest on the Promissory Notes are due on or before March 31, 2026, which was extended to June 30, 2027 as part of the December 2025 agreement. Only with the consent of the Lender, may the Promissory Notes be prepaid, in whole or in part, at any time without premium or penalty, but with interest on the amount or amounts prepaid.
 
At the election of Lender, the principal and accrued interest on Promissory Note(s) may be converted into the number of shares of the Company’s Common Stock equal to the amount of principal and accrued interest on such Promissory Note divided by the price equal to the closing price of the Common Stock on the date of such Promissory Note, but in no event less than $3.00 per share.
 
In connection with the November 2024 Supplemental Credit Agreement, the Company agreed to issue the Lender warrants to purchase up to an aggregate of 120,000 shares of the Company’s common stock, par value $0.001 per share (collectively, the “Warrants”). The Company shall issue to the Lender Warrants ratably, upon borrowings under the November 2024 Supplemental Line of Credit, with exercise prices equal to 150% of the closing price of the Company’s common Stock on the date of the Promissory Note evidencing such draw, but in no event more than $10.00 per share nor less than $3.00 per share. The Warrants expire on July 31, 2029.
 
On March 31, 2025, the Company and Richard E. Uihlein (the “Lender”) entered into a Supplemental Line of Credit Letter Agreement (the “March 2025 Supplemental Credit Agreement”), pursuant to which the Lender shall provide the Company a line of credit of up to $5.0 million (the “March 2025 Supplemental Line of Credit”) to finance the Company’s working capital needs. The Company may draw upon the March 2025 Supplemental Line of Credit through September 30, 2025.
 
Each advance made pursuant to the March 2025 Supplemental Credit Agreement shall be evidenced by an unsecured, convertible promissory note (individually, a “Promissory Note,” and collectively, the “Promissory Notes”), and bear interest at the Applicable Federal Rate for short term loans, plus two (2%) percent. Principal and interest on the Promissory Notes are due on or before March 31, 2026, which was extended to June 30, 2027 as part of the December 2025 agreement. Only with the consent of the Lender, may the Promissory Notes be prepaid, in whole or in part, at any time without premium or penalty, but with interest on the amount or amounts prepaid.
 
At the election of Lender, the principal and accrued interest on Promissory Note(s) may be converted into the number of shares of the Company’s Common Stock equal to the amount of principal and accrued interest on such Promissory Note divided by the price equal to the closing price of the Common Stock on the date of such Promissory Note, but in no event less than $3.00 per share.
 
In connection with the March 2025 Supplemental Credit Agreement, the Company agreed to issue the Lender warrants to purchase up to an aggregate of 100,000 shares of the Company’s common stock, par value $0.001 per share (collectively, the “Warrants”). The Company shall issue to the Lender Warrants ratably, upon borrowings under the March 2025 Supplemental Line of Credit, with exercise prices equal to 150% of the closing price of the Company’s common Stock on the date of the Promissory Note evidencing such draw, but in no event more than $10.00 per share nor less than $3.00 per share. The Warrants expire on July 31, 2029.
 
On July 8, 2025, the Company and Richard E. Uihlein (the “Lender”) entered into a Supplemental Line of Credit Letter Agreement (the “July 2025 Supplemental Credit Agreement”), pursuant to which the Lender shall provide the Company a line of credit of up to $10.0 million (the “July 2025 Supplemental Line of Credit”) to finance the Company’s working capital needs. The Company may draw upon the July 2025 Supplemental Line of Credit through April 30, 2026. Additionally, in connection with the July 2025 Supplemental Credit Agreement, the maturity dates of the Convertible Notes Payable – Related Party and all borrowings under the Convertible Lines of Credit –Related Party were extended to September 30, 2026, and further adjusted to June 30, 2027 in connection with the extension of maturity in December 2025.
Each advance made pursuant to the July 2025 Supplemental Credit Agreement shall be evidenced by an unsecured, convertible promissory note (individually, a “Promissory Note,” and collectively, the “Promissory Notes”), and bear interest at the Applicable Federal Rate for short term loans, plus two (2%) percent. Principal and interest on the Promissory Notes are due on or before June 30, 2027. Only with the consent of the Lender, may the Promissory Notes be prepaid, in whole or in part, at any time without premium or penalty, but with interest on the amount or amounts prepaid. At the election of Lender, the principal and accrued interest on Promissory Note(s) may be converted into the number of shares of the Company’s Common Stock equal to the amount of principal and accrued interest on such Promissory Note divided by the price equal to the closing price of the Common Stock on the date of such Promissory Note, but in no event less than $3.00 per share.
 
In connection with the July 2025 Supplemental Credit Agreement, the Company agreed to issue the Lender warrants to purchase up to an aggregate of 200,000 shares of the Company’s common stock, par value $0.001 per share (collectively, the “Warrants”). The Company shall issue to the Lender Warrants ratably, upon borrowings under the July 2025 Supplemental Line of Credit, with exercise prices equal to 150% of the closing price of the Company’s common Stock on the date of the Promissory Note.
 
On December 19, 2025, the Company and Richard E. Uihlein (the “Lender”) entered into a Supplemental Line of Credit Letter Agreement (the “December 2025 Supplemental Credit Agreement”), pursuant to which the Lender shall provide the Company a line of credit of up to $10.0 million (the “December 2025 Supplemental Line of Credit”) to finance the Company’s working capital needs. The Company may draw upon the December 2025 Supplemental Line of Credit through January 31, 2027.
 
Each advance made pursuant to the December 2025 Supplemental Credit Agreement shall be evidenced by an unsecured, convertible promissory note (individually, a “Promissory Note,” and collectively, the “Promissory Notes”), and bear interest at the Applicable Federal Rate for short term loans, plus two (2%) percent. Principal and interest on the Promissory Notes are due on or before June 30, 2027. Only with the consent of the Lender, may the Promissory Notes be prepaid, in whole or in part, at any time without premium or penalty, but with interest on the amount or amounts prepaid. At the election of Lender, the principal and accrued interest on Promissory Note(s) may be converted into the number of shares of the Company’s Common Stock equal to the amount of principal and accrued interest on such Promissory Note divided by the price equal to the closing price of the Common Stock on the date of such Promissory Note, but in no event less than $4.38 per share.
 
In connection with the December 2025 Supplemental Credit Agreement, the Company agreed to issue the Lender warrants to purchase up to an aggregate of 200,000 shares of the Company’s common stock, par value $0.001 per share (collectively, the “Warrants”). The Company shall issue to the Lender Warrants ratably, upon borrowings under the July 2025 Supplemental Line of Credit, with exercise prices equal to 150% of the closing price of the Company’s common Stock on the date of the Promissory Note.
 
The fair value of warrants that vest in the future based on borrowings will be computed when those borrowings occur and amortized over the remaining period through June 30, 2027.
 
Credit Facility Terms
               
Facility
Agreement
Date
  
Commitment
   
Draw
Period
 
Current
Maturity
(after Dec.
2025
extension)
Conversion
Floor Price
 
Warrants
Authorized
 
Warrant
Expiration
Original Line of Credit
July 25, 2022
 $60.0M   Through July 31, 2024   June 30, 2027
$3.00/share
 
1,700,000 shares
  July 31, 2029
Supplemental LOC (2024)
March 29, 2024
 $10.0M   Through March 31, 2025   June 30, 2027
$3.00/share
 
200,000 shares
  July 31, 2029
November 2024 Supplemental LOC
November 14, 2024
 $6.0M   Through May 31, 2025 (as amended)   June 30, 2027
$3.00/share
 
120,000 shares
  July 31, 2029
March 2025 Supplemental LOC
March 31, 2025
 $5.0M   Through September 30, 2025   June 30, 2027
$3.00/share
 
100,000 shares
  July 31, 2029
July 2025 Supplemental LOC
July 8, 2025
 $10.0M   Through April 30, 2026   June 30, 2027
$3.00/share
 
200,000 shares
  Not stated
December 2025 Supplemental LOC
December 19, 2025
 $10.0M   Through January 31, 2027   June 30, 2027
$4.38/share
 
200,000 shares
  Not stated
All maturity dates were originally Jan 31, 2026 (or later for newer facilities), extended to Sept 30, 2026 under the July 2025 agreement, and then further extended to June 30, 2027 under the December 2025 agreement. The December 2025 Supplemental LOC had not yet been drawn upon as of June 30, 2026.
 
Promissory Note Draws
                       
Draw
Date
Facility
  
Principal
    
Stated Rate
(AFR + 2%)
 
Effective
Rate
  
Conversion
Price
    
Accrued
Interest June 30, 2026
    
Accrued Interest
December 31, 2025
 
Dec 19, 2022
Original LOC
 $10.0M   6.46%
~7.1%
 $3.00   $2,556,000   $2,158,000 
Mar 31, 2023
Original LOC
 $10.0M   6.41%
~7.1%
 $3.00   $2,309,000   $1,922,000 
Jun 30, 2023
Original LOC
 $10.0M   6.34%
~7.1%
 $3.00   $2,089,000   $1,713,000 
Dec 29, 2023
Original LOC
 $10.0M   7.13%
~7.5%
 $3.00   $1,950,000   $1,532,000 
Mar 29, 2024
Original LOC
 $10.0M   6.62%
~7.1%
 $3.00   $1,606,000   $1,229,000 
Jun 28, 2024
Original LOC
 $10.0M   7.01%
~7.4%
 $3.00   $1,505,000   $1,110,000 
Sep 30, 2024
Supplemental LOC (2024)
 $10.0M   6.48%
~6.4%
 $3.00   $1,197,000   $841,000 
Apr 30, 2025
Nov 2024 Supplemental LOC
 $6.0M   6.13%
~6.4%
 $3.00   $441,000   $248,000 
Jun 30, 2025
Mar 2025 Supplemental LOC
 $5.0M   5.93%
~6.4%
 $3.00   $305,000   $150,000 
Dec 31, 2025
Jul 2025 Supplemental LOC
 $10.0M   5.6%
~5.9%
 $4.05   $283,000     —  
 
Warrants Issued
                          
Issuance
Date
Related Draw
  
Shares
    
Exercise
Price
    
Grant-Date Fair
Value
    
Expected
Life
    
Volatility
    
Risk-Free
Rate
 
Jul 25, 2022
At closing (Original LOC)
  500,000   $5.00   $738,000    7.00yrs   92%   3.19%
Dec 19, 2022
Original LOC draw
  200,000   $3.00   $160,780    7.00yrs   91%   4.06%
Mar 31, 2023
Original LOC draw
  200,000   $3.26   $296,680    6.33yrs   88%   3.94%
Jun 30, 2023
Original LOC draw
  200,000   $3.00   $179,920    6.08yrs   85%   3.59%
Dec 29, 2023
Original LOC draw
  200,000   $3.00   $193,745    5.70yrs   79%   4.49%
Mar 29, 2024
Original LOC draw
  200,000   $3.59   $277,389    5.33yrs   75%   4.19%
Jun 28, 2024
Original LOC draw
  200,000   $3.39   $260,000    5.03yrs   77%   4.29%
Sep 30, 2024
Supplemental LOC (2024) draw
  200,000   $4.13   $307,780    4.83yrs   78%   3.58%
Apr 30, 2025
Nov 2024 Supplemental LOC draw
  120,000   $3.00   $80,040    4.25yrs   84%   3.65%
Jun 30, 2025
Mar 2025 Supplemental LOC draw
  100,000   $3.00   $132,000    4.08yrs   86%   3.75%
Dec 31, 2025
Jul 2025 Supplemental LOC draw
  200,000   $4.05   $454,000    3.58yrs   92%   3.55%
All valuations assume zero dividends. Warrants for unfunded future borrowings will be valued when the related borrowings occur.
 
Related Amortization Expense (recorded as interest expense)
 
             
    Six Months Ended
    June 30,
Warrant Tranche
Amortization Period (current)
  
2026
    
2025
 
Jul 2022 closing warrants (deferred financing cost)
Jul 25, 2022 – Jun 30, 2027
 $24,000   $104,000 
Dec 2022 draw warrants
Dec 19, 2022 – Jun 30, 2027
 $6,000   $26,000 
Mar 2023 draw warrants
Mar 31, 2023 – Jun 30, 2027
 $12,000   $52,000 
Jun 2023 draw warrants
Jun 30, 2023 – Jun 30, 2027
 $8,000   $35,000 
Dec 2023 draw warrants
Dec 29, 2023 – Jun 30, 2027
 $11,000   $47,000 
Mar 2024 draw warrants
Mar 29, 2024 – Jun 30, 2027
 $17,000   $76,000 
Jun 2024 draw warrants
Jun 28, 2024 – Jun 30, 2027
 $19,000   $82,000 
Sep 2024 draw warrants
Oct 1, 2024 – Jun 30, 2027
 $27,000   $116,000 
Apr 2025 draw warrants
Apr 30, 2025 – Jun 30, 2027
 $12,000   $19,000 
Jun 2025 draw warrants
Jun 30, 2025 – Jun 30, 2027
 $26,000     —  
Dec 2025 draw warrants
Dec 31, 2025 – Jun 30, 2027
 $151,000     —  
Total
   $313,000   $557,000