STOCKHOLDERS' DEFICIT (Tables)
|
3 Months Ended |
Mar. 31, 2021 |
|---|
| Schedule of Fair Value Based upon Assumptions |
The fair value as of March 31, 2021, and December 31, 2020 was based upon following assumptions:
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March 31, 2021
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December 31, 2020
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Principal outstanding (South Korean won)
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KRW 30 billion
|
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|
KRW 30 billion
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Stock price
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KRW 5,020
|
|
|
KRW 6,060
|
|
|
Expected life (in years)
|
|
|
9.55
|
|
|
|
9.79
|
|
|
Selected yield
|
|
|
9.50
|
%
|
|
|
10.50
|
%
|
|
Expected volatility (Telcon common stock)
|
|
|
84.50
|
%
|
|
|
85.80
|
%
|
|
Risk-free interest rate (South Korea government bond)
|
|
|
2.02
|
%
|
|
|
1.72
|
%
|
|
Expected dividend yield
|
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|
0.00
|
%
|
|
|
0.00
|
%
|
|
Conversion price
|
|
KRW 5,023
|
|
|
KRW 6,028
|
|
|
| Summary of outstanding warrants |
A summary of outstanding warrants as of March 31, 2021 and December 31, 2020 is presented below:
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March 31, 2021
|
|
|
December 31, 2020
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|
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Warrants outstanding, beginning of period
|
|
|
8,439,480
|
|
|
|
4,931,099
|
|
|
Granted
|
|
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—
|
|
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3,625,000
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|
|
Exercised
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|
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—
|
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|
|
—
|
|
|
Cancelled, forfeited or expired
|
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—
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(116,619
|
)
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|
Warrants outstanding, end of period
|
|
|
8,439,480
|
|
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|
8,439,480
|
|
A summary of outstanding warrants by year issued and exercise price as of March 31, 2021 is presented below:
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Outstanding
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Exercisable
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Year issued and Exercise Price
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Number of
Warrants
Issued
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Weighted-Average
Remaining
Contractual
Life (Years)
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|
Weighted-Average
Exercise
Price
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Total
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Weighted-Average
Exercise
Price
|
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|
Prior to January 1, 2020
|
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|
|
|
|
|
|
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|
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|
|
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$1.54-$36.24
|
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4,814,480
|
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|
1.54
|
|
|
$
|
8.89
|
|
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|
4,814,480
|
|
|
$
|
8.89
|
|
|
Prior to Jan 1, 2020 Total
|
|
|
|
4,814,480
|
|
|
|
|
|
|
|
|
|
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|
4,814,480
|
|
|
|
|
|
|
At December 31, 2020
|
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$
|
2.05
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1,250,000
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4.21
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$
|
2.05
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|
|
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—
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—
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$
|
1.54
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2,375,000
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|
4.45
|
|
|
$
|
1.54
|
|
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|
2,375,000
|
|
|
$
|
1.54
|
|
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2020 Total
|
|
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|
3,625,000
|
|
|
|
|
|
|
|
|
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2,375,000
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At March 31, 2021
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|
|
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$
|
—
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—
|
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—
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|
$
|
—
|
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—
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$
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—
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Grand Total
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8,439,480
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Grand Total
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7,189,480
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| Summary of stock option activity |
A summary of outstanding stock options as of March 31, 2021 and December 31, 2020 is presented below.
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March 31, 2021
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December 31, 2020
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Number of
Options
|
|
|
Weighted‑
Average
Exercise
Price
|
|
|
Number of
Options
|
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|
Weighted‑
Average
Exercise
Price
|
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|
Options outstanding, beginning of period
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7,110,025
|
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|
$
|
4.63
|
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7,245,350
|
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$
|
4.68
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Granted or deemed granted
|
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|
—
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—
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90,000
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$
|
2.05
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Exercised
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—
|
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—
|
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|
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—
|
|
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—
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Cancelled, forfeited and expired
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(23,102
|
)
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$
|
4.16
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(225,325
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)
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$
|
5.08
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Options outstanding, end of period
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7,086,923
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$
|
4.63
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7,110,025
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$
|
4.63
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Options exercisable, end of period
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6,719,323
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$
|
4.60
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6,986,268
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$
|
4.47
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Options available for future grant
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2,325,577
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2,302,475
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| Senior Secured Convertible Debentures [Member] |
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| Schedule of Fair Value Based upon Assumptions |
The fair value as of agreement date and the anti-dilution adjustment dates was based upon following assumptions:
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March 2, 2021 (Anti-dilution adjustment date)
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February 28, 2020 (Anti-dilution adjustment date)
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February 21, 2020 (Amendment date)
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Exercise price
|
|
$
|
1.54
|
|
|
$
|
2.00
|
|
|
$
|
3.00
|
|
|
Common stock fair value
|
|
$
|
1.52
|
|
|
$
|
1.60
|
|
|
$
|
1.89
|
|
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Volatility
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|
101.00%-120.00%
|
|
|
|
93.00
|
%
|
|
|
92.00
|
%
|
|
Risk-free rate
|
|
0.21%-0.58%
|
|
|
|
0.86
|
%
|
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|
1.29
|
%
|
|
Expected life (in years)
|
|
2.64-4.56
|
|
|
|
3.54
|
|
|
|
3.56
|
|
|
| Convertible Promissory Note [Member] |
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| Schedule of fair value of conversion feature liabilities |
The following table presents the fair value and the change in fair value of the warrants as of March 31, 2021 and December 31, 2020 (in thousands):
|
Warrant liability—Wealth Threshold
|
|
March 31, 2021
|
|
|
December 31, 2020
|
|
|
Balance, beginning of period
|
|
$
|
988
|
|
|
$
|
—
|
|
|
Fair value at issuance date
|
|
|
—
|
|
|
|
1,425
|
|
|
Change in fair value included in the statement of comprehensive income (loss)
|
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|
475
|
|
|
|
(437
|
)
|
|
Balance, end of period
|
|
$
|
1,463
|
|
|
$
|
988
|
|
|
| Schedule of Fair Value Based upon Assumptions |
The fair value of the warrant derivative liability was determined using the Black-Scholes Merton model and was based upon following assumptions:
|
|
|
March 31, 2021
|
|
|
December 31, 2020
|
|
|
Exercise price
|
|
$
|
2.05
|
|
|
$
|
2.05
|
|
|
Stock price
|
|
$
|
1.71
|
|
|
$
|
1.68
|
|
|
Risk‑free interest rate
|
|
|
0.70
|
%
|
|
|
0.31
|
%
|
|
Expected volatility (peer group)
|
|
|
103.00
|
%
|
|
|
101.00
|
%
|
|
Expected life (in years)
|
|
|
4.21
|
|
|
|
4.46
|
|
|
Expected dividend yield
|
|
—
|
|
|
—
|
|
|
Number outstanding
|
|
|
1,250,000
|
|
|
|
1,250,000
|
|
|
| GPB Debt Holdings II, LLC [Member] |
|
| Schedule of fair value of conversion feature liabilities |
The following table presents the change in fair value of the GPB Warrant as of March 31, 2021 and December 31, 2020 (in thousands):
|
|
|
Three Months Ended
|
|
|
Year Ended
|
|
|
Warrant Liability—GPB
|
|
March 31, 2021
|
|
|
December 31, 2020
|
|
|
Balance, beginning of period
|
|
$
|
83
|
|
|
$
|
38
|
|
|
Change in fair value included in the statement of comprehensive (income) loss
|
|
|
54
|
|
|
|
45
|
|
|
Balance, end of period
|
|
$
|
137
|
|
|
$
|
83
|
|
|
| Schedule of Fair Value Based upon Assumptions |
The fair value as of March 31, 2021 and December 31, 2020 set forth in the table above was based on upon following assumptions:
|
|
|
March 31, 2021
|
|
|
December 31, 2020
|
|
|
Adjusted exercise price
|
|
$
|
10.28
|
|
|
$
|
10.28
|
|
|
Common stock fair value
|
|
$
|
1.71
|
|
|
$
|
1.23
|
|
|
Risk‑free interest rate
|
|
|
0.21
|
%
|
|
|
0.15
|
%
|
|
Volatility
|
|
|
125.00
|
%
|
|
|
120.00
|
%
|
|
Time until expiration (in years)
|
|
|
2.25
|
|
|
|
2.50
|
|
|
Expected dividend yield
|
|
—
|
|
|
—
|
|
|
Number outstanding
|
|
|
252,802
|
|
|
|
252,802
|
|
|