Note 17 - Subsequent Events

The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the consolidated financial statements were issued. Based upon this review, other than as described below, the Company did not identify any subsequent events that would have required adjustment or disclosure in the consolidated financial statements.

Amendment to Promissory Notes

During January 2024, the secured promissory notes (the “Notes”), discussed further at Note 10, were amended to extend the maturity date of the Notes from December 31, 2023 to the earlier of (i) December 31, 2024, or (ii) the closing of the next sale or series of related sales by the Company of its equity securities from which the Company receives gross proceeds of not less than $3.0 million, excluding proceeds from the warrants held by the Lenders and the Company’s existing at the market equity facility with Craig-Hallum Capital Group LLC. As consideration for the Final Lender’s entry into the Amendment, the Company (i) reduced the exercise price on the outstanding warrants issued to the lenders in April 2023 from $7.701 per split-adjusted share to $2.75 per split-adjusted share and (ii) agreed to issue shares of Class A common stock as payment in full for interest accrued on the Notes held through December 31, 2023 (at a value of $2.75 per share). The Company issued an aggregate of 53,559 shares of Class A common stock (at a value of $2.75 per share) to certain electing lenders as payment in full for interest accrued through December 31, 2023 on the Notes held by the lenders. The value of the accrued interest satisfied by the payment of 53,559 shares of Class A common stock to the electing lenders was $147,288.

Amendment to Invoice Purchase and Security Agreement

During March 2024, the PSA, discussed further at Note 9, was amended to extend the initial term twenty four (24) months after the date of the amendment, followed by automatic annual renewal terms unless the subsidiaries or the Lender provide written notice pursuant to the PSA prior to the end of any term.

Termination of At the Market Offering Agreement

During March 2024, the Company provided notice to Craig-Hallum Capital Group LLC that it was terminating the At the Market Offering Agreement dated June 30, 2023 between the Company and Craig-Hallum Capital Group LLC.