In conjunction with the Business Combination, all common and preferred shares that were in existence for the Predecessor were settled and longer outstanding subsequent to

 

 

The Company’s amended and restated certificate of incorporation authorizes the issuance of shares of common stock, par value and shares of preferred stock, par value  Immediately following of the Business Combination, there were:

 

 

The Company’s Series A Preferred Stock does pay dividends and will be convertible into shares of the Company’s common stock at a ratio (subject to customary adjustments) at any time following The Company has the right to elect to redeem all or a portion of the Series A Preferred Stock at its election after for cash at a redemption price equal to the amount of the principal investment plus an additional cumulative amount that will accrue at an annual rate of thereon. In addition, if the volume weighted average price of shares of the Company’s common stock equals or exceeds for consecutive days, then the Company will have the right to require the holder of the Series A Preferred Stock to convert its Series A Preferred Stock into Company common stock, at a ratio of (subject to customary adjustments).

 

The Company applies the accounting standards for distinguishing liabilities from equity when determining the classification and measurement of its preferred stock. Conditionally redeemable preferred shares (including preferred shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events solely within the Predecessor’s control) are classified as temporary equity. The Company has performed an analysis of the redemption features contained within the preferred stock and has determined that embedded features other than the change in control feature identified and evaluated have been determined to be solely within the control of the issuer. ASR requires equity instruments with redemption features that are solely within the control of the issuer to be classified outside of permanent equity, often referred to as classification in “temporary equity”. The Company has presented such amounts outside of temporary equity commensurate with the aforementioned guidance.

 

 

Pursuant to the Predecessor’s articles of incorporation, as amended, the Predecessor was authorized to issue shares of par value common stock and shares of par value preferred stock.

 

As of the Predecessor had shares of common stock issued and outstanding and preferred shares issued and outstanding. The preferred shares had a liquidation preference of million.