Quarterly report pursuant to Section 13 or 15(d)

STOCKHOLDERS??? EQUITY

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STOCKHOLDERS’ EQUITY
 3 Months Ended
Mar. 31, 2023
Equity [Abstract]  
STOCKHOLDERS’ EQUITY

13. STOCKHOLDERS’ EQUITY

 

Common Stock

 

On February 2, 2023, the Company issued 51,305 shares of common stock upon the cashless exercise of 134,730 warrants at exercise prices ranging from $2.40 and $3.82.

 

On February 10, 2023, the Company sold 591,000 shares of common stock and warrants to purchase 147,750 shares at an exercise price of $1.00 for aggregate proceeds of $591,000. The warrants are immediately exercisable and expire two years from the date of issuance.

 

During the three months ended March 31, 2023, the Company sold an aggregate of 364,430 shares of the Company’s common stock for gross proceeds of $480,670 less placement agent fees of $39,261 pursuant to a Common Stock Purchase Agreement (the “New ELOC”).

 

See Note 9 – Convertible Debt Obligations for additional details regarding common shares issued during the three months ended March 31, 2023.

 

 

GAUCHO GROUP HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Accumulated Other Comprehensive Loss

 

For three months ended March 31, 2023 and 2022, the Company recorded a loss of $(39,799) and a gain of $263,406, respectively, of foreign currency translation adjustments as accumulated other comprehensive income, primarily related to fluctuations in the Argentine peso to United States dollar exchange rates (see Note 2 – Summary of Significant Accounting Policies, Highly Inflationary Status in Argentina).

 

Warrants

 

A summary of warrant activity during the three months ended March 31, 2023 is presented below:

    Number of Warrants     Weighted Average Exercise Price     Weighted Average Remaining Life in Years     Intrinsic Value  
                         
Outstanding, January 1, 2023     1,299,135     $ 5.77                         
Issued     3,674,849       1.31                  
Exercised     (134,730 )     3.36                  
Expired     -       -                  
Canceled     -       -                  
Outstanding, March 31, 2023     4,839,254     $ 2.15       2.3     $ -  
                                 
Exercisable, March 31, 2023     4,839,254     $ 2.15       2.3     $ -  

 

See Note 9 – Convertible Debt Obligations and Note 13 – Stockholder’s Equity (Common Stock) for additional details regarding warrants issued during the three months ended March 31, 2023.

 

A summary of outstanding and exercisable warrants as of March 31, 2023 is presented below:

 

Warrants Outstanding     Warrants Exercisable  
Exercise Price     Exercisable Into   Outstanding Number of Warrants     Weighted Average Remaining Life in Years     Exercisable Number of Warrants  
                         
$ 1.00     Common Stock     404,064       1.8       404,064  
$ 1.34     Common Stock     3,377,099       2.9       3,377,099  
$ 3.82     Common Stock     454,588       0.4       454,588  
$ 6.00     Common Stock     602,225       0.7       602,225  
$ 90.00     Common Stock     1,278       2.9       1,278  
        Total     4,839,254       2.3       4,839,254  

 

 

GAUCHO GROUP HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

 

Restricted Stock Units

 

A summary of RSU activity during the three months ended March 31, 2023 is presented below:

SCHEDULE OF RESTRICTED STOCK UNITS AND WEIGHTED AVERAGE GRANT DATE FAIR VALUES

          Weighted Average  
    Number of     Grant Date Value  
    RSUs     Per Share  
RSUs non-vested January 1, 2023     511,500     $ 1.16  
Granted     10,000       1.31  
Vested     (3,890 )     1.31  
RSUs non-vested March 31, 2023     517,610     $ 1.16  

 

On January 23, 2023, the Company granted 10,000 restricted stock units (“RSUs”) to certain employees and advisors for their service, of which 3,890 RSUs vested on the grant date and 3,055 RSUs will vest on each of the next two anniversaries of the date of the grant.

 

During the three months ended March 31, 2023 and 2022, the Company recorded stock-based compensation expense of $79,422 and $0, respectively, related to the amortization of RSUs.

 

Stock Options

 

No stock options were granted during the three months ended March 31, 2023 or the three months ended March 31, 2022. The following table presents information related to GGH stock options outstanding as of March 31, 2023:

          Weighted     Weighted        
          Average     Average        
    Number of     Exercise     Remaining     Intrinsic  
    Options     Price     Term (Yrs)     Value  
                         
Outstanding, January 1, 2023     40,612       85.35                       
Granted     -       -                  
Exercised     -       -                  
Expired     (5,806 )     138.60                  
Forfeited     -       -                  
Outstanding, March 31, 2023     34,806     $ 76.47       1.4     $ -  
                                 
Exercisable, March 31, 2023     29,698     $ 75.78       1.2     $ -  

 

During the three months ended March 31, 2023 and 2022, the Company recorded stock-based compensation expense of $38,834 and $72,700, respectively, related to stock options for the purchase of GGH common stock, and recorded stock-based compensation expense of $0 and $10,354, respectively, related to options for the purchase of GGI common stock. Stock-based compensation expense is reflected in general and administrative expenses (classified in the same manner as the grantees’ wage compensation) in the accompanying condensed consolidated statements of operations. As of March 31, 2023, there was $130,753 of unrecognized stock-based compensation expense related to stock option grants that will be amortized over a weighted average period of 1.3 years.

 

 

GAUCHO GROUP HOLDINGS, INC. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)