Quarterly report pursuant to Section 13 or 15(d)

WARRANTS

v3.21.2
WARRANTS
9 Months Ended
Sep. 30, 2021
WARRANTS  
WARRANTS

NOTE 12 – WARRANTS

Marpai Health Warrants

On January 17, 2020, Marpai Health issued warrants to an investor to purchase up to 364,465 common shares at an exercise price of $1.43 per share. The warrants were issued in connection with a certain convertible note. Marpai Health estimated the fair value of the warrants to be $213,828 based on a Black-Scholes option pricing model and recorded it as debt discount which amortizes to interest expense over the period of the loan and as additional paid-in capital. The warrants expire and are no longer exercisable at the fifth anniversary of the date the warrants were issued.

The following assumptions were used when calculating the issuance date fair value:

Exercise price of the warrants

    

$

1.43

Contractual life of the warrants

 

5

years

Current value of the underlying common stock

$

2.13

Expected volatility

 

35.04

%

Expected dividend yield

 

0.00

%

Risk-free interest rate

 

1.693

%

In February 2021, Marpai Health granted warrants at a purchase price of $0.05 per share to several founders of Marpai Health to purchase up to 926,349 shares of common stock at an exercise price of $7.90 per share. The warrants expire and are no longer exercisable at the fifth anniversary of the date the warrants were issued. The warrants were purchased for a cash payment of $50,833, which was reflected in additional paid-in capital when the proceeds were received.

On April 1, 2021, as part of the Acquisition, Marpai Health’s outstanding warrants in the amount of 1,290,814 shares were automatically converted into warrants to purchase Marpai common stock at the same exercise price and terms they were initially granted by Marpai Health.

Marpai Warrants

In April 2021, Marpai granted five year warrants at a purchase price of $0.05 per share to a consultant of the Company to purchase up to 45,558 shares of common stock at an exercise price of $7.90 per share. The warrants were purchased for a cash payment of $2,500, which was reflected in additional paid-in capital when the proceeds were received.

In July 2021, Marpai issued warrants to a related party to purchase up to 225,000 common shares at an exercise price of $4 per share in connection with a short-term promissory note (see Note 11). Marpai Health estimated the fair value of the warrants to be $0 based on a Black-Scholes option pricing model and as such, no debt discount was recorded. The warrants expire and are no longer exercisable on December 31, 2021.

The following assumptions were used when calculating the issuance date fair value:

Exercise price of the warrants

    

$

9

Contractual life of the warrants

 

0.42

years

Current value of the underlying common stock

$

2.58

Expected volatility

 

40.08

%

Expected dividend yield

 

0.00

%

Risk-free interest rate

 

0.060

%

NOTE 12 – WARRANTS (CONTINUED)

The table below summarizes the Company’s warrant activities:

Number of 

Common 

Exercise Price 

Weighted 

Shares 

Range Per

Average 

    

Warrants

    

 Share

    

Exercise Price

Balance at January 1, 2021

 

364,466

$

1.43

$

1.43

Granted

 

1,196,907

 

4.00 to 7.90

 

7.17

Forfeited

 

 

 

Exercised

 

 

 

Balance at September 30, 2021

 

1,561,373

$

1.43 to 7.90

$

5.83

Balance at January 1, 2020

 

$

$

Granted

 

364,466

 

1.43

 

1.43

Forfeited

 

 

 

Exercised

 

 

 

Balance at September 30, 2020

 

364,466

$

1.43

$

1.43