Annual report [Section 13 and 15(d), not S-K Item 405]

Subsequent Events

v3.25.1
Subsequent Events
12 Months Ended
Dec. 31, 2024
Subsequent Events [Abstract]  
Subsequent Events

10. SUBSEQUENT EVENTS

 

Issuance of Options

 

From January 1 to March 21, 2025, the Company issued 456,545 options at a weighted exercise price of $1.41 to employees and consultants.

 

At-The-Market Offering with H.C. Wainwright

 

Since January 1, 2025, the Company has sold 666,323 shares of Common Stock at an average price of $2.28 per share, resulting in aggregate gross proceeds of approximately $1,521,092, for which it paid Wainwright approximately $45,633 in commissions, resulting in net proceeds to the Company of approximately $1,475,458. The Company anticipates that the at-the-market offering will continue throughout the next reporting period.

 

Private Placement

 

On February 24, 2025, we issued and sold 1,810,000 shares of our Common Stock and warrants to purchase 1,810,000 shares of our Common Stock in a private placement to certain accredited investors and to our participating directors pursuant to securities purchase agreements dated February 18, 2025 at a price of $1.50 per share, for which we received gross proceeds of approximately $2.72 million. The warrants are exercisable at a price per Share of $1.87, which price represents the greater of the book or market value of the stock on the date the purchase agreement was executed, are exercisable commencing one-year following issuance and have a term of six years from the initial issuance date. The securities sold to our directors participating in the February 24, 2025 private placement were issued pursuant to the MAIA 2021 Plan.

 

On March 3, 2025, we issued and sold 952,633, shares of our Common Stock and warrants to purchase 952,633 shares of our Common Stock in a private placement to certain accredited investors and to our participating directors pursuant to securities purchase agreements dated February 24, 2025 at a price of $1.50 per share, for which we received gross proceeds of approximately $1.43 million. The warrants are exercisable at a price per Share of $1.85, which price represents the greater of the book or market value of the stock on the date the purchase agreement was executed, are exercisable commencing one-year following issuance and have a term of six years from the initial issuance date.

 

Related Party Participation in Private Placement

The following Company directors participated in the aforementioned February 24, 2025 private placement as follows: (i) Stan Smith purchased 50,000 shares of Common Stock and warrants to purchase up to 50,000 shares of Common Stock for an aggregate purchase price of approximately $75,000; and (ii) Ramiro Guerrero purchased 73,333 shares of Common Stock and warrants to purchase up to 73,333 shares of Common Stock for an aggregate purchase price of approximately $110,000. In addition, FGMK Business Holdings, LLC, a 5% stockholder purchased 1,350,000 shares of Common Stock and warrants to purchase up to 1,350,000 shares of the Company’s Common Stock for an aggregate purchase price of approximately $2.025 million.

 

The following Company directors participated in the aforementioned March 3, 2025 private placement as follows: (i) Stan Smith purchased 25,000 shares of Common Stock and warrants to purchase up to 25,000 shares of Common Stock for an aggregate purchase price of approximately $37,500; (ii) Ramiro Guerrero purchased 33,333 shares of Common Stock and warrants to purchase up to 33,333 shares of Common Stock for an aggregate purchase price of approximately $50,000.

 

These subsequent events may have a material impact on the Company’s financial position, results of operations, and cash flows in future periods, and they are disclosed here for informational purposes. Investors should consider the potential impact of these events on their assessments of the Company’s financial condition and performance.