Annual report pursuant to Section 13 and 15(d)

Consolidated Statements of Stockholders' Equity (Deficit)

v3.20.4
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($)
$ in Thousands
Total
Common Stock
Additional Paid-in Capital
Treasury Stock
Accumulated Other Comprehensive Income (Loss)
Accumulated Deficit
Beginning balance at Dec. 31, 2018 [1] $ 4,926 $ 1 $ 10,186   $ 31 $ (5,292)
Beginning balance, shares at Dec. 31, 2018 [1]   10,687,106        
Business Combination [2] (40,374) $ 1 (10,186)     (30,189)
Business Combination, shares [2]   9,290,007        
Change in forward share purchase agreement liability 567   567      
Stock-based compensation 1,576   1,576      
Net loss (5,512)         (5,512)
Other comprehensive loss 43       43  
Ending balance at Dec. 31, 2019 (38,774) $ 2 2,143   74 (40,993)
Ending balance, shares at Dec. 31, 2019   19,977,113        
Common stock repurchased in connection with forward share purchase agreements     30,431 $ (30,431)    
Common stock repurchased in connection with forward share purchase agreements, shares   (2,798,058)   2,798,058    
Change in forward share purchase agreement liability 1,668   1,668      
Warrants exchange for Common Stock, shares   850,500        
Stock-based compensation (RSUs) 19,813   19,813      
Stock-based compensation (RSUs), shares   1,152,210        
Proceeds from issuance of common stock in public offering, net of issuance costs 36,152 $ 1 36,151      
Proceeds from issuance of common stock in public offering, net of issuance costs, shares   8,762,694        
Common stock issued to sellers (Earn-out 2019), shares   1,763,633        
Common stock issued to settle a payable [3],[4] 3,422   3,422      
Common stock issued to settle a payable, shares [3],[4]   580,595        
Net loss (26,810)         (26,810)
Other comprehensive loss (2,900)       (2,900)  
Ending balance at Dec. 31, 2020 $ (7,429) $ 3 $ 93,628 $ (30,431) $ (2,826) $ (67,803)
Ending balance, shares at Dec. 31, 2020   30,288,687   2,798,058    
[1]

Amounts as of December 31, 2018 and before that date differ from those published in prior year consolidated financial statements as they were retrospectively adjusted as a result of the accounting for the Business Combination (as defined below in the notes). Specifically, the number of common shares outstanding during periods before the Business Combination are computed on the basis of the number of common shares of Kaleyra S.p.A. (accounting acquiror) during those periods multiplied by the exchange ratio established in the stock purchase agreement. Common stock and additional paid-in capital were adjusted accordingly.

[2]

Refer to “Note 5” for further details.

[3]

On March 6, 2020, the Company issued to Northland Securities Inc. (“Northland”), 140,000 shares of the Company’s common stock as a partial settlement of the amounts owned to Northland for financial advisory services provided by Northland to Kaleyra S.p.A. in connection with the previously consummated Business Combination.

[4]

On May 1, 2020, the Company issued to Cowen Investments II LLC (“Cowen”) and Chardan Capital Markets, LLC (“Chardan”) an aggregate of 440,595 shares of the Company’s common stock (“Settlement Shares”), consisting of 374,506 Settlement Shares issued to Cowen, and 66,089 Settlement Shares issued to Chardan, as a partial settlement of the amounts owed to Cowen and Chardan for financial advisory services provided by Cowen and Chardan to Kaleyra S.p.A. in connection with the previously consummated Business Combination.