Akerna Corp. Quarterly report pursuant to Section 13 or 15(d)

Preferred Stock, Par or Stated Value Per Share | $ / shares

$ 0.0001

Special voting preferred stock, description

18,094

reverse stock split of the outstanding shares of Common Stock by a ratio of 20 for 1

Preferred stock, liquidation preference (in dollars per share) | $ / shares

$ 1

Exchangable shares, issued

904

Exchangeable shares, outstanding

291,192

Purchase price per unit (in dollars per share) | $ / shares

$ 3.518

Exchange ratio of converted warrants upon conversion

$ 4.6

Description of unit offering

(i) 29,382,861 units consisting of 1,469,143 shares of Common Stock together with Common Stock warrants (the “Common Warrants”) to purchase up to 1,469,143 shares of Common Stock (together, the “Units”) and (ii) 14,095,400 pre-funded units, consisting of 14,095,400 pre-funded warrants (“Pre-funded Warrants”) to purchase 704,770 shares of Common Stock, together with Common Warrants to purchase up to 704,770 shares of Common Stock (together, the “Pre-funded Units”). The Units were sold at a public offering price of $0.23 per unit and the Pre-funded Units were sold at a public offering price of $0.2299 per pre-funded unit.

Underwriting Agreement, Description

(i) an increase to Common Stock of $217 representing the issuance of 1,469,143 shares of Common Stock attributable to the Units and the issuance of 704,770 shares of Common Stock from the exercise of the Pre-funded Warrants<span>, both at their par value of $0.0001 per share </span>and (ii) an increase to Additional Paid-In Capital of $9.2 million for the amounts received over par value less the underwriting discounts and commissions and related expenses <span style="color: #000000; font-family: 'times new roman', times; font-size: 13.3333px; font-style: normal; font-variant-ligatures: normal; font-variant-caps: normal; font-weight: 400; letter-spacing: normal; orphans: 2; text-align: justify; text-indent: 48px; text-transform: none; white-space: normal; widows: 2; word-spacing: 0px; -webkit-text-stroke-width: 0px; text-decoration-thickness: initial; text-decoration-style: initial; text-decoration-color: initial; float: none; display: inline !important;">including legal and other professional fees</span>.

Net proceeds | $

$ 9,200,000

Convertible Notes (at fair value) | $

$ 7,000,000

Warrants outstanding

45,652,174

Common warrants shares

43,478,261

Aggregate value of exchangeable shares | $

$ 138,419

Outstanding exchanged for shares

14,560

Effective date

Jun. 29, 2022

Convertible Redeemable Preferred Stock [Member]

59,747,574

Convertible redeemable preferred stock, description

The holders of all of the Convertible Redeemable Preferred Stock redeemed their shares for cash at 105% of the stated value, or $10.50 per share, of such shares on November 9, 2022. Accordingly, we directed the escrow agent to pay $5.25 million on November 10, 2022 to the holders from the escrow account established upon the date of the Convertible Redeemable Preferred Stock offering.

Series B Preferred Stock [Member]

3,294,580

Preferred stock, shares issued

100,000

Preferred Stock, Par or Stated Value Per Share | $ / shares

$ 0.0001

Series A Preferred Stock [Member]

Preferred stock, shares issued

400,000

Preferred Stock, Par or Stated Value Per Share | $ / shares

$ 0.0001

ATM Program [Member]

Aggregate purchase price | $

Sale of common stock

118,629

90,809

$ 20

$ 2,700,000

$ 800,000

$ 25,000,000

Sale of stock, description

(the “2022 ATM Program”) from time to time through AGP as the sales agent for which they will receive a commission of 3.0% of the gross proceeds. The 2022 ATM Program is currently limited to $3.5 million due to certain restrictions imposed by the registration statement underlying the offering (the “Baby Shelf Limitation”). Under the Baby Shelf Limitation, we may not offer Common Stock under the registration statement with a value of more than one-third of the aggregate market value of our Common Stock held by non-affiliates in any twelve-month period, so long as the aggregate market value of our Common Stock held by non-affiliates is less than $75.0 million.

Public Warrant [Member]

290,690

Private Warrant [Member]

$ 230

Mtech [Member]

Mtech [Member] | Public Warrant [Member] | Over-Allotment Option [Member]

Number of shares issued

287,500

Mtech [Member] | Public Warrant [Member] | IPO [Member]

Shares sold

37,500

Purchase price per unit (in dollars per share) | $ / shares

$ 200

Mtech [Member] | Private Warrant [Member] | Private Placement [Member]

230

Purchase price per unit (in dollars per share) | $ / shares

$ 200

Shares sold

12,187

Pre-Funded Warrants [Member]

$ 230

$ 0.002

Underwriter Warrants [Member]

14,095,400

108,696

^[1]

$ 4.6

Underwriter Warrants [Member] | IPO [Member]

^[1]

2,173,913

Underwriter Warrants [Member] | Minimum [Member]

$ 3.518

Underwriter warrants to purchase

108,696

Common Warrant [Member]

Sale of common stock

2,282,609

^[1]

$ 4.6

Common warrants shares

2,173,913

Subsequent Event [Member]

^[1]

43,478,261

Subsequent Event [Member] | Convertible Redeemable Preferred Stock [Member]

Sale of common stock

2,282,609

Shares sold

402,345

Gross purchase price | $

$ 900,000

Convertible redeemable preferred stock, description

(the “Series B Preferred Stock”, and together with the Series A Preferred Stock, the “Convertible Redeemable Preferred Stock”), at an offering price of $9.50 per share, representing a 5% original issue discount to the stated value of $10.00 per share, for gross proceeds of approximately $4.75 million in the aggregate, before the deduction of the fees and offering expenses of our financial advisor. The aggregate net proceeds (after deducting the fees and expenses of our financial advisor) together with the additional amount to provide for the 105% redemption premium on the Convertible Redeemable Preferred Stock was deposited in an account with an escrow agent. The shares of the Convertible Redeemable Preferred Stock are convertible, at a conversion price of $0.25 per share (subject in certain circumstances to adjustments), into shares of our Common Stock, at the option of the holders and, in certain circumstances, by the Company.

Warrant [Member]

Underwriting Agreement, Description

We granted the Underwriter a 45-day option from the effective date of the 2022 Unit Offering to purchase from us (i) additional shares of Common Stock and/or (ii) Common Warrants and/or (iii) Pre-Funded Warrants, in any combination thereof solely to cover over-allotments

Warrants outstanding

Common Stock [Member]