Quarterly report pursuant to Section 13 or 15(d)

Common Stock, Preferred Stock and Convertible Preferred Stock

v3.21.2
Common Stock, Preferred Stock and Convertible Preferred Stock
6 Months Ended
Jun. 30, 2021
Stockholders' Equity Note [Abstract]  
Common Stock, Preferred Stock and Convertible Preferred Stock

8. Common Stock, Preferred Stock and Convertible Preferred Stock

 

Common Stock

 

The Company is authorized to issue 500,000,000 shares of common stock with a par value of $0.0001 per share. Each share of common stock entitles the holder to one vote on all matters submitted to a vote of the Company’s stockholders. Subject to preferences that may apply to any outstanding preferred stock, holders of common stock are entitled to receive ratably any dividends that the Company’s board of directors may declare out of funds legally available for that purpose on a non-cumulative basis. No dividends had been declared through June 30, 2021.

 

In connection with the Merger, as discussed in Note 1, the Company issued 2,166,667 shares of common stock to the former shareholders of Malo Holdings Corporation. The Company paid $0.6 million to several unaccredited investors of Private Augmedix in lieu of issuing shares. As of June 30, 2021, the Company accrued $7,000 for remaining payments to be made to unaccredited investors in lieu of issuing shares.

 

Common Stock Warrants

 

At June 30, 2021, the Company had the following warrants outstanding to acquire shares of its common stock:

 

Expiration Date  

Shares of

common

stock

issuance upon

exercise of

warrants

    Exercise
Price Per
Warrant
 
June 11, 2025     234     $ 96.24  
November 13, 2025     218,078     $ 3.00  
July 28, 2027     91     $ 106.17  
August 28, 2028     1,052     $ 39.76  
September 2, 2029     2,767,836     $ 2.88  
Earlier of March 24, 2031 and the third anniversary of the Company’s listing on Nasdaq     346,500     $ 3.00  
      3,333,791          

 

Preferred Stock

 

The Company is authorized to issue 10,000,000 shares of preferred stock with a par value of $0.0001 per share. The Company’s board of directors are authorized, subject to limitations prescribed by Delaware law, to issue preferred stock in one or more series, to establish from time to time the number of shares to be included in each series, and to fix the designation, powers, preferences, and rights of the shares of each series. As of June 30, 2021 there were no shares of preferred stock issued or outstanding.

 

Convertible Preferred Stock

 

In February 2020, Private Augmedix raised $0.5 million in cash proceeds through issuance of 173,752 shares of Series B to certain existing shareholders and warrants to purchase up to 57,338 shares of Series B at a price of $2.88 per share, are immediately exercisable and expire in September 2029. The proceeds were first allocated to the warrant liability based on an initial fair value of $0.1 million with a corresponding amount recorded as a reduction in the carrying amount of the Series B. Private Augmedix incurred issuance costs of $4,000, which were recorded as a reduction of the proceeds.

 

In connection with the Merger, as discussed in Note 1, the Company issued 14,804,274 shares of its common stock to holders of convertible preferred stock of Private Augmedix. No convertible preferred securities were outstanding as of June 30, 2021 and December 31, 2020.

  

Series B Convertible Preferred Stock Warrants

 

In August 2019, in connection with amending its Sub Agreement (Note 7), the Company issued a warrant to purchase 580,383 shares of Series B. In September and October 2019, in connection with the Series B financing and the conversion of convertible promissory notes, the Company issued warrants to purchase 2,130,115 shares of Series B. In February 2020, in connection with the Series B financing, the Company issued warrants to purchase 57,338 shares of Series B. The warrants were classified as liabilities and subject to re-remeasurement at each balance sheet date. At the Effective Time of the Merger, the warrants to purchase shares of Series B were converted to warrants to purchase 2,767,836 shares of common stock at a price of $2.88 per share, are immediately exercisable and expire in September 2029. Upon completing the exchange, the warrants were eligible for equity classification and no longer subject to re-measurement.