alpha-En (ALPE) 10-Q 10 Aug 18 2018 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Aug. 08, 2018
Document And Entity Information
Entity Registrant Name	alpha-En Corp
Entity Central Index Key	1,023,298
Document Type	10-Q
Document Period End Date	Jun. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		37,563,174
Trading Symbol	ALPE
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,018

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Current assets
Cash	$ 1,089	$ 562
Prepaid expenses	79
Restricted cash	15	15
Total current assets	1,183	577
Long-term deposit	35	35
Property and equipment, net	697	501
Total assets	1,915	1,113
Current liabilities
Accounts payable and accrued expenses	723	1,103
Advances from related parties	36	308
Current portion of deferred rent	8
Total current liabilities	767	1,411
Deferred rent	111
Total liabilities	878	1,411
Preferred stock par value $0.01: 5,000,000 shares authorized; 4,005 shares and 1,935 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively; aggregate liquidation preference of $4,005 and $1,935 as of June 30, 2018 and December 31, 2017, respectively	4,005	1,935
COMMITMENTS AND CONTINGENCIES
Stockholders' deficit:
Common stock value	383	334
Additional paid-in capital	19,748	18,482
Treasury stock at cost: 714,750 shares as of June 30, 2018 and December 31, 2017	(69)	(69)
Accumulated deficit	(23,030)	(20,276)
Stockholders' deficit attributed to alpha-En Corporation stockholders	(2,968)	(1,529)
Non-controlling interest		(704)
Total stockholders' deficit	(2,968)	(2,233)
TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT AND TEMPORARY EQUITY	1,915	1,113
Common Class B [Member]
Stockholders' deficit:
Common stock value

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Preferred stock, par or stated value per share	$ 0.01	$ 0.01
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	4,005	1,935
Preferred stock, shares outstanding	4,005	1,935
Preferred stock, liquidation preference	$ 4,005	$ 1,935
Common stock, par or stated value per share	$ 0.01	$ 0.01
Common stock, shares authorized	57,000,000	57,000,000
Common stock, shares, issued	38,277,924	33,350,506
Common stock, shares, outstanding	37,563,174	32,635,756
Treasury stock, shares	714,750	714,750
Common Class B [Member]
Common stock, par or stated value per share
Common stock, shares authorized	1,000,000	1,000,000
Common stock, shares, issued
Common stock, shares, outstanding

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Operating expenses
General and administrative	$ 1,389	$ 517	$ 2,183	$ 1,437
Legal and professional fees	120	85	261	255
Research and development (includes stock based compensation of $227 and $(217) for the three and six months ended June 30, 2018, and $57 and $540 for the three and six months ended June 30, 2017, respectively. See Note 7)	739	99	465	620
Total operating expenses	2,248	701	2,909	2,312
Net loss	(2,248)	(701)	(2,909)	(2,312)
Less: net loss attributable to non-controlling interest	(126)	(34)	(155)	(125)
Net loss attributable to controlling interest	(2,122)	(667)	(2,754)	(2,187)
Less: Dividends accrued on preferred stock	(98)	(22)	(175)	(22)
Less: Deemed dividend on Series A preferred stock		(649)	(687)	(649)
Less: Deemed dividend - beneficial conversion feature on preferred stock		(807)	(956)	(807)
Net loss attributable to alpha-En Corporation common stockholders	$ (2,220)	$ (2,145)	$ (4,572)	$ (3,665)
Net loss per share attributable to alpha-En Corporation common stockholders
Basic and diluted	$ (0.06)	$ (0.06)	$ (0.13)	$ (0.11)
Weighted average shares outstanding:
Basic and diluted	35,080,677	33,282,089	34,229,156	33,282,089

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Stock based compensation	$ 1,174	$ 188	$ 1,092	$ 1,065
Research and Development Expense [Member]
Stock based compensation	$ 227	$ 57	$ (217)	$ 540

Condensed Consolidated Stateme6

Condensed Consolidated Statement of Stockholders' Deficit (Unaudited) - 6 months ended Jun. 30, 2018 - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-In Capital [Member]	Treasury Stock [Member]	Accumulated Deficit [Member]	Noncontrolling Interest [Member]	Total
Balance at Dec. 31, 2017	$ 334	$ 18,482	$ (69)	$ (20,276)	$ (704)	$ (2,233)
Balance, shares at Dec. 31, 2017	33,350,506		714,750
Stock based compensation		1,092				1,092
Stock based compensation, Shares
Shares issued for acquiring ownership of subsidiary	$ 30	(889)			859
Shares issued for acquiring ownership of subsidiary, shares	3,018,190
Issuance of common stock for cash in a private placement	$ 9	991				1,000
Issuance of common stock for cash in a private placement, shares	867,768
Preferred stock converted to common stock		55				55
Preferred stock converted to common stock, shares	31,460
Options exercised for cash		2				2
Options exercised for cash, shares	10,000
Warrants exercised for cash	$ 10	190				200
Warrants exercised for cash, shares	1,000,000
Issuance of warrants to purchase common stock associated with preferred stock offering		687				687
Deemed dividend on Series A preferred stock		(687)				(687)
Beneficial conversion feature of Series A preferred stock		956				956
Deemed dividends related to beneficial conversion feature of Series A preferred stock		(956)				(956)
Accrued Series A dividends		(175)				(175)
Net loss				(2,754)	(155)	(2,909)
Balance at Jun. 30, 2018	$ 383	$ 19,748	$ (69)	$ (23,030)		$ (2,968)
Balance, shares at Jun. 30, 2018	38,277,924		714,750

Condensed Consolidated Stateme7

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash flows from operating activities
Net loss	$ (2,909)	$ (2,312)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	51	17
Stock-based compensation	1,092	1,065
Warrant issued for services		249
Changes in operating assets and liabilities of business, net of acquisitions:
Prepaid expenses	(79)	69
Accounts payable and accrued expenses	(450)	(91)
Deferred rent	119
Net cash used in operating activities	(2,176)	(1,003)
Cash flows from investing activities
Purchase of fixed assets	(177)	(19)
Net cash used in investing activities	(177)	(19)
Cash flows from financing activities
Proceeds from issuance of preferred stock and warrants	1,700	1,670
Proceeds from issuance of common stock in a private placement	1,000
Options exercised for cash	2
Warrants exercised for cash	200
Advances from related parties		150
Repayments of advances from related parties	(22)	(42)
Net cash provided by financing activities	2,880	1,778
Net increase in cash	527	756
Cash and restricted cash at beginning of period	562	442
Cash and restricted cash at end of period	1,089	1,198
Non cash financing and investing activities:
Beneficial conversion feature of Series A preferred stock	956	807
Deemed dividends related to beneficial conversion feature of Series A preferred stock	(956)	(807)
Issuance of warrants in preferred stock offering	687	649
Deemed dividend on Series A preferred stock	(687)	(649)
Accrued Series A dividends	(175)	(22)
Conversion of advances from related parties to preferred stock	250	150
Preferred stock converted to common stock	55
Purchase of fixed assets in accounts payable	70
Forgiveness of the lease payments	$ 104

Organization and Operations

Organization and Operations	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Operations	Note 1 - Organization and Operations alpha-En Corporation (together with its subsidiaries, the “Company”) was incorporated in Delaware on March 7, 1997. Since 2008, the focus of the Company’s business has been developing new technologies for manufacturing highly pure lithium metal, a raw material for use in lightweight, high energy density batteries, in an environmentally friendly manner for commercial purposes. In 2013, the Company invented a new process for the production of highly pure lithium metal and associated products at room temperature. The Company subsequently broadened its focus to develop products and processes derived from the Company’s new core proprietary technology, including battery components and compounds of lithium. Ownership of Subsidiary In September 2014, alpha-En Corporation formed Clean Lithium Corporation (“CLC”) under the laws of New York State as a wholly owned subsidiary with a nominal share capital of $100,000. From 2014 to 2016, the Company sold 9.05% or 905,000 of CLC’s shares to minority equity holder. Effective as of June 14, 2018, the Company completed the purchase all of the outstanding shares of CLC such that CLC became a wholly-owned subsidiary of the Company and was immediately thereafter merged with and into the Company, with the Company surviving. In connection with this transaction, the former minority equity holder of CLC prior to the merger received an aggregate total of 3,018,190 shares of common stock of the Company. The Company recorded the acquisition of CLC as a capital transaction. Amended and Restated Certificate of Incorporation On March 29, 2017 the Board of Directors of the Company and a subset of the Company’s stockholders representing in excess of 75% of the Company’s currently issued and outstanding voting stock approved of the amendment and restatement of the Company’s Certificate of Incorporation (the “Restated Certificate”) to make certain corporate governance updates and to increase the authorized capital stock of the Company to 60,000,000 shares, of which 57,000,000 are shares of Common Stock, par value $0.01 per share, 1,000,000 are shares of Class B Common Stock, par value $0.01 per share and 2,000,000 are shares of preferred stock, par value $0.01 per share. The Company filed a definitive information statement on Schedule 14C with the Securities and Exchange Commission on June 1, 2017 describing the changes in the Restated Certificate. The Restated Certificate was filed with the Secretary of State for the State of Delaware and became effective on June 30, 2017. On February 8, 2018 the Company filed with the Secretary of State of the State of Delaware an amended and restated certificate of incorporation increasing the authorized number of preferred shares designated as series A preferred from 2,000 to 5,000.

Going Concern and Liquidity

Going Concern and Liquidity	6 Months Ended
	Jun. 30, 2018
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Going Concern and Liquidity	Note 2 - Going Concern and Liquidity The Company’s condensed consolidated financial statements have been prepared assuming that it will continue as a going concern, which contemplates continuity of operations, realization of assets, and liquidation of liabilities in the normal course of business. As reflected in the condensed consolidated financial statements, the Company had an accumulated deficit of approximately $23.0 million at June 30, 2018, a net loss of approximately $2.9 million and approximately $2.2 million net cash used in operating activities for the six months ended June 30, 2018. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The Company is attempting to further develop the intellectual property associated with its technology; broaden its patent portfolio; scale up its production of various products; and begin generating revenue; however, the Company’s cash position is not sufficient to support its daily operations for the foreseeable future. The ability of the Company to continue as a going concern is dependent upon its ability to raise additional funds by way of a public or private offering and its ability to further develop its technology and generate sufficient revenue. While the Company believes in the viability of its technology and in its ability to raise additional funds by way of a public or private offering, there can be no assurances to that effect. The condensed consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might be necessary should the Company be unable to continue as a going concern.

Significant and Critical Accoun

Significant and Critical Accounting Policies and Practices	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Significant and Critical Accounting Policies and Practices	Note 3 - Significant and Critical Accounting Policies and Practices Basis of Presentation and Principles of Consolidation On June 14, 2018 the Company completed the purchase all of the outstanding shares of CLC such that CLC became a wholly-owned subsidiary of the Company and was immediately thereafter merged with and into the Company, with the Company surviving. Accordingly, as of June 14, 2018 the Company no longer has any subsidiaries consolidated in these financial statements. For the year ended December 31, 2017 and through June 14, 2018, the accompanying condensed consolidated financial statements include the accounts of the Company’s subsidiaries. For consolidated entities where the Company owns less than 100% of the subsidiary, the Company records net loss attributable to non-controlling interests in its condensed consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties. The condensed consolidated balance at December 31, 2017 was derived from audited annual financial statements but do not contain all of the footnote disclosures from the annual financial statements. The unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments (consisting of normal recurring adjustments unless otherwise indicated) which, in the opinion of management, are necessary for a fair presentation of the results for the interim periods presented. Certain information in footnote disclosures normally included in the financial statements prepared in conformity with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the SEC rules and regulations for interim reporting. The financial results for the periods presented may not be indicative of the full year’s results. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the fiscal year ended December 31, 2017 included in the Company’s Annual Report on Form 10-K filed on April 2, 2018. The Company’s unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated. Use of Estimates The Company’s consolidated condensed financial statements include certain amounts that are based on management’s best estimates and judgments. The Company’s significant estimates include, but are not limited to, useful lives assigned to long-lived assets, fair value used in estimating the value of warrants, stock-based compensation, accrued expenses and provisions for income taxes. Due to the uncertainty inherent in such estimates, actual results may differ from these estimates. Cash As of June 30, 2018 and December 31, 2017, substantially all of the Company’s cash was held by major financial institutions and the balance at certain times may exceed the maximum amount insured by the Federal Deposits Insurance Corporation. However, the Company has not experienced losses on these accounts and management believes that the Company is not exposed to significant risks on such accounts. Property and Equipment Lab equipment, leasehold improvements and office equipment are recorded at cost and depreciated using the straight-line method over the estimated useful life of each asset, generally three to seven years. Impairment of Long-Lived Assets The Company reviews long-lived assets, including property and equipment, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends, and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset over its fair value. There were no indicators of impairment for long-lived assets during the six months ended June 30, 2018. Fair Value of Preferred Stock The fair value of Preferred stock was estimated based upon equivalent common shares that Preferred Stock could have been converted into at the closing price on the purchase date. Convertible Financial Instruments The Company bifurcates conversion options from their host instruments and accounts for them as free standing derivative financial instruments if certain criteria are met. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. An exception to this rule is when the host instrument is deemed to be conventional, as that term is described under applicable GAAP. When the Company has determined that the embedded conversion options should not be bifurcated from their host instruments, discounts are recorded for the intrinsic value of conversion options embedded in the instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the transaction and the effective conversion price embedded in the instrument. Deemed dividends are also recorded for the intrinsic value of conversion options embedded in preferred shares based upon the differences between the fair value of the underlying common stock at the commitment date of the transaction and the effective conversion price embedded in the preferred shares. Research and Development Research and development costs are expensed as incurred. Advance payments for goods and services that will be used in future research and development activities are expensed when the activity has been performed or when the goods have been received rather than when the payment is made. Upfront and milestone payments due to third parties that perform research and development services on the Company’s behalf will be expensed as services are rendered or when the milestone is achieved. Research and development costs primarily consist of personnel related expenses, including salaries, benefits, travel, and other related expenses, stock-based compensation, payments made to third parties for license and milestone costs related to in-licensed products and technology, payments made to third party contract research organizations, consultants, the cost of acquiring and manufacturing research trial materials, and costs associated with regulatory filings, laboratory costs and other supplies. In accordance with ASC 730-10-25-1, Research and Development During the six months ended June 30, 2018, in addition to ongoing efforts at one major research university, the Company entered into additional contracts with a national research lab and another major research university for additional work related to development and scale-up of the Company’s processes. The Company also commenced research and development efforts at the Company’s Yonkers lab facility. These initiatives resulted in an increase in prepaid expenses of $79,000 as of June 30, 2018 and the Company expects to record the benefits from these research initiatives through the 3rd quarter of 2018. Contingencies The Company records accruals for contingencies and legal proceedings expected to be incurred in connection with a loss contingency when it is probable that a liability has been incurred and the amount can be reasonably estimated. If a loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed. Stock-Based Compensation The Company expenses stock-based compensation to employees over the requisite service period based on the estimated grant-date fair value of the awards. For stock-based compensation awards to non-employees, the Company remeasures the fair value of the non-employee awards at each reporting period prior to vesting and finally at the vesting date of the award. Changes in the estimated fair value of these non-employee awards are recognized as compensation expense in the period of change. The Company estimates the fair value of stock options grants using the Black-Scholes option pricing model and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax effects attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, and operating loss and tax credit carryforwards. The Company establishes a valuation allowance if it is more likely than not that the deferred tax assets will not be recovered based on an evaluation of objective verifiable evidence. For tax positions that are more likely than not of being sustained upon audit, the Company recognizes the largest amount of the benefit that is greater than 50% likely of being realized. For tax positions that are not more likely than not of being sustained upon audit, the Company does not recognize any portion of the benefit. Loss Per Share Basic loss per share of common stock is computed by dividing net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted loss per share excludes the potential impact of common stock options, convertible preferred stock and outstanding common stock purchase warrants because their effect would be anti-dilutive. Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at June 30, 2018 and 2017 are as follows: As of June 30, 2018 2017 Warrants to purchase common stock 4,719,292 4,681,875 Options to purchase common stock 15,824,000 5,030,000 Preferred stock convertible into common stock 2,290,860 - Total 22,834,152 9,711,875 Non-Controlling Interests Non-controlling interests in consolidated entities represent the component of equity in consolidated entities held by third parties. Any change in ownership of a subsidiary while the controlling financial interest is retained is accounted for as an equity transaction between the controlling and non-controlling interests. Recent Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standard Updates (“ASUs”). ASUs not discussed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated balance sheets or statements of operations. In June 2018, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Updates (the “ASU”) 2018-07, “Improvements to Nonemployee Share-Based Payment Accounting”, which simplifies the accounting for share-based payments granted to nonemployees for goods and services. Under the ASU, most of the guidance on such payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. The changes take effect for public companies for fiscal years starting after December 15, 2018, including interim periods within that fiscal year. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. The Company expects that the adoption of this ASU would not have a material impact on the Company’s consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments

Property and Equipment

Property and Equipment	6 Months Ended
	Jun. 30, 2018
Property, Plant and Equipment [Abstract]
Property and Equipment	Note 4 - Property and Equipment The components of property and equipment as of June 30, 2018 and December 31, 2017, at cost are (dollars in thousands): Useful Life (Years) June 30, 2018 December 31, 2017 Lab equipment 3 $ 415 $ 173 Office furniture and equipment 3 31 31 Leasehold improvement 7 379 374 Gross property and equipment 825 578 Less: Accumulated depreciation and amortization (128 ) (77 ) Property and equipment, net $ 697 $ 501 The Company’s depreciation and amortization expense for the three and six months ended June 30, 2018 was $27,000 and $51,000, and $12,000 and $17,000 for the three and six months ended June 30, 2017, respectively.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2018
Related Party Transactions [Abstract]
Related Party Transactions	Note 5 - Related Party Transactions Advances from Stockholders From time to time, stockholders of the Company advances funds to the Company for working capital purposes. Those advances are unsecured, non-interest bearing and due on demand. As of June 30, 2018 and December 31, 2017, the outstanding amounts of the advances from related parties was approximately $36,000 and $308,000, respectively. During the six months ended June 30, 2018, the Company repaid $15,000 in advances to Jerome Feldman and $7,000 to Steven Fludder and $250,000 was converted into preferred stock. See Note 6 for more details on advances converted to preferred stock. Employment Agreement with Chief Executive Officer On November 11, 2017, the Company appointed Sam Pitroda to serve as the Company’s new Chief Executive Officer. Since that time, Mr. Pitroda has served as CEO without an employment agreement. The Company and Mr. Pitroda are in discussions to finalize the terms of the employment agreement, although there can be no assurances that an agreement will be reached. On May 31, 2018, the board of directors approved to grant Mr. Pitroda of an option to purchase 7,000,000 shares of the Company’s common stock at an exercise price of $2.08 per share. The option expires seven years from the option grant date. The stock subject to the option will vest upon the earlier to occur of (1) the five-year anniversary of the option grant date or (2) the achievement of certain stock price and volume milestones, which are as follows: For 20 consecutive business Total option shares that become vested on Common stock price days, with average daily satisfaction closes at or above volumn in excess of of conditions $ 3.00 20,000 2,000,000 (28.5%) $ 6.00 40,000 4,000,000 (51.7%) $ 11.00 60,000 7,000,000 (100.0%) The total fair value of this option award on the grant date was approximately $7.6 million. The fair value of the option award was determined using the Black-Scholes model with the following assumptions: risk free interest rate – 2.7%, volatility – 78.0%, expected term – 4 years and dividends– N/A. The Company will amortize the option over its service period of 4.09 years which was derived from a Monte Carlo simulation. Stock-based compensation expense for this option recognized in the three and six months ended June 30, 2018 was $155,000. On September 1 2017, Steven Fludder, former CEO, resigned from the Company. On June 22, 2018, the Company vested 150,000 stock options that would have been forfeited. The Company recorded additional stock compensation expense of $210,000 during the three months ended June 30, 2018 related to this stock option modification.

Temporary Equity

Temporary Equity	6 Months Ended
	Jun. 30, 2018
Temporary Equity [Abstract]
Temporary Equity	Note 6 - Temporary Equity The following table summarizes the Company’s Series A Preferred Stock activities for the six months ended June 30, 2018 (dollars in thousands): Series A Preferred Stock Shares Amount Total temporary equity as of December 31, 2017 1,935 $ 1,935 Sale of Series A preferred stock 1,700 1,700 Conversion of advances into preferred stock 250 250 Preferred stock converted to common stock (55 ) (55 ) Beneficial conversion feature of Series A preferred stock - (956 ) Deemed dividends related to beneficial conversion feature of Series A preferred stock - 956 Accrued Series A dividends 175 175 Deemed dividend on Series A preferred stock - 687 Fair Value of common stock warrant issued with Series A preferred stock - (687 ) Total temporary equity as of June 30, 2018 4,005 $ 4,005 On February 8, 2018, the Company entered into a preferred stock purchase agreement (“Stock Purchase Agreement”) with several accredited and institutional investors, pursuant to which the Company agreed to issue and sell in a private placement 1,950 shares of Series A Preferred Stock, as well as 975,000 warrants to purchase the Company’s common stock, at a purchase price of $1,000 per share, for total gross proceeds of $1.95 million (including previous advances from related parties). The warrants have a 5-year term and an exercise price of $2.00. Steven M. Payne converted $100,000, Jerome I. Feldman converted $50,000 and Jim Kilman through KielStrand Capital LLC converted $100,000 advances into preferred stock. Sam Pitroda through Pitroda Group LLC invested $500,000 and the Company issued 500 Series A Preferred Stock and 250,000 warrants on the same terms as other accredited and institutional investors. The Series A Preferred is entitled to accrue cumulative dividends at a rate equal to 10.0% simple interest per annum on the original issue price of $1,000 per share (the “Original Issue Price”). Accrued dividends will be payable quarterly based on a 365-day year and may be paid in cash or in additional shares of Series A Preferred. Each share of Series A Preferred is convertible into 572 shares of Common Stock, subject to customary increases or decreases for stock splits, stock dividends recapitalizations and the like, and may be converted to Common Stock at any time after issuance at the option of a holder. The Company will have the right, at the Company’s option, to redeem all or a portion of the shares of Series A Preferred Stock at any time or times after the one year anniversary of the Issuance Date of such Series A Preferred Stock, at a price per share (the “Redemption Price”) equal to the sum of the following (without duplication): (a) the Original Issue Price, plus (b) any accrued but unpaid Dividends. Upon any liquidation, dissolution or winding up of the Company, liquidation of the Company’s assets will be made in the following order of priority: (a) first, payment or provision for payment of debts and other liabilities; (b) second, payment to the holders of Series A Preferred an amount with respect to each share of Series A Preferred equal to the Original Issue Price, plus any accrued but unpaid Dividends thereon; and (c) third, payment to the holders of Common Stock. Except as required by applicable law or as set forth herein, the holders of shares of Series A Preferred Stock will vote together with the holders of shares of Common Stock and not as a separate class. Each share of Series A Preferred Stock will have a number of votes equal to the number of shares of Common Stock then issuable upon conversion of such share of Series A Preferred Stock. The Series A Preferred Stock is being classified as temporary equity because it has redemption features that are outside of the Company’s control upon certain triggering events, such as a deemed liquidation event. A “Deemed Liquidation Event” is defined in the Company’s Amended and Restated Certificate of Incorporation as a merger that results in a change in control or the sale of substantially all the assets of the Company. In the case of a Deemed Liquidation Event, the assets of the Company will be paid in order of liquidation preference to the holders of preferred and common stock. Because certain holders of the Series A Preferred Stock constitute a majority of the Company’s Board of Directors, a potential Deemed Liquidation Event is considered to be outside the control of the Company along with the call provision that can be exercised in one year, resulting in classification of the Series A Preferred Stock as temporary equity. The Company has determined that the warrants should be accounted as a component of stockholders’ equity. On the issuance date, the Company estimated the fair value of the warrants at $1.2 million using the Black-Scholes option pricing model using the following primary assumptions: contractual term of 5.0 years, volatility rate of 74.8%, risk-free interest rate of 2.57% and expected dividend rate of 0%. Based on the warrant’s relative fair value to the fair value of the Series A Preferred, approximately $687,000 of the $1.2 million of aggregate fair value was allocated to the warrants, creating a corresponding preferred stock discount in the same amount. Due to the reduction of allocated proceeds to Series A Preferred, the effective conversion price was approximately $1.13 per share creating a beneficial conversion feature of $956,000 which reduced the carrying value of the Series A Preferred. Since the conversion option of the Series A Preferred was immediately exercisable, the beneficial conversion feature was immediately accreted to preferred dividends, resulting in an increase in the carrying value of the Series A Preferred. During six months ended June 30, 2018, there were 55 shares of preferred stock converted into 31,460 shares of common stock. As of June 30, 2018, the dividends accrued and outstanding were $285,000 and reflected in carrying value of temporary equity.

Stockholders' (Deficit) Equity

Stockholders' (Deficit) Equity	6 Months Ended
	Jun. 30, 2018
Equity [Abstract]
Stockholders' (Deficit) Equity	Note 7 - Stockholders’ (Deficit) Equity Common Stock During the six months ended June 30 2018, the Company entered into a private placement offering with an investor and issued 826,446 shares of its common stock for $1.0 million. In addition, the Company granted this investor the non-exclusive rights to distribute its product in China for a period of two years. In connection with this private placement, the Company issued 41,322 shares of common stock to an investor as a finder’s fee. Stock Options The fair value of the Company’s common stock was based upon the publicly quoted price on the date that the final approval of the awards was obtained. The Company does not expect to pay dividends in the foreseeable future so therefore the expected dividend yield is 0%. The expected term for stock options granted with service conditions represents the average period the stock options are expected to remain outstanding and is based on the expected term calculated using the approach prescribed by the Securities and Exchange Commission’s Staff Accounting Bulletin for “plain vanilla” options. The expected term for stock options granted with performance and/or market conditions represents the period estimated by management by which the performance conditions will be met. The Company obtained the risk-free interest rate from publicly available data published by the Federal Reserve. The Company uses a methodology in estimating its volatility percentage from a computation that was based on a comparison of average volatility rates of similar companies to a computation based on the standard deviation of the Company’s own underlying stock price’s daily logarithmic returns. The grant date fair value of stock options granted during the six months ended June 30, 2018 and 2017 was $8.0 million and $611,000, respectively. The fair value of options granted during the six months ended June 30, 2018 and 2017 were estimated using the following weighted-average assumptions: For the Six Months Ended June 30, 2018 2017 Exercise price $ 2.07 $ 1.10 Expected stock price volatility 78 % 79 % Risk-free rate of interest 2.67 % 1.49 % Term (years) 4.0 3.0 A summary of option activity under the Company’s employee stock option plan for the six months ended June 30, 2018 is presented below: Number of Shares Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of December 31, 2017 5,669,000 $ 1.48 $ 7,793,000 4.3 Employee options granted 7,260,000 2.07 - 6.8 Expired (250,000 ) 0.10 443,000 - Outstanding as of June 30, 2018 12,679,000 $ 1.84 $ 2,103,000 5.6 Options vested and expected to vest as of June 30, 2018 12,679,000 $ 1.84 $ 2,103,000 5.6 Options vested and exercisable as of June 30, 2018 2,761,500 $ 1.35 $ 1,559,000 4.0 Estimated future stock-based compensation expense relating to unvested employee stock options is approximately $8.8 million as of June 30, 2018 and will be amortized over 4.3 years. A summary of activity of options granted to non-employees for the six months ended June 30, 2018 is presented below: Number of Shares Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of December 31, 2017 3,205,000 $ 0.40 $ 7,847,000 2.4 Non-employee options granted 100,000 1.78 12,000 3.3 Exercised (10,000 ) 0.20 22,000 - Expired (150,000 ) 0.10 266,000 - Outstanding as of June 30, 2018 3,145,000 $ 0.46 $ 4,484,000 2.1 Options vested and expected to vest as of June 30, 2018 3,145,000 $ 0.46 $ 4,484,000 2.1 Options vested and exercisable as of June 30, 2018 2,382,500 $ 0.50 $ 3,308,000 2.1 Warrants A summary of the status of the Company’s outstanding warrants as of June 30, 2018 and changes during the six months then ended is presented below: Number of Warrants Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of December 31, 2017 4,744,292 $ 1.24 $ 7,884,000 3.6 Issued 975,000 2.00 - 4.6 Exercised (1,000,000 ) 0.20 1,680,000 - Outstanding as of June 30, 2018 4,719,292 $ 1.62 $ 2,200,000 3.6 Warrants exercisable as of June 30, 2018 4,469,292 $ 1.64 $ 2,063,000 3.5 Stock-based Compensation Expense Stock-based compensation expense for the six months ended June 30, 2018 and 2017 was comprised of the following (dollars in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Employee stock option awards $ 896 $ 118 $ 1,388 $ 355 Non-employee option awards 278 70 (296 ) 710 Total compensation expense $ 1,174 $ 188 $ 1,092 $ 1,065

Significant and Critical Acco15

Significant and Critical Accounting Policies and Practices (Policies)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation On June 14, 2018 the Company completed the purchase all of the outstanding shares of CLC such that CLC became a wholly-owned subsidiary of the Company and was immediately thereafter merged with and into the Company, with the Company surviving. Accordingly, as of June 14, 2018 the Company no longer has any subsidiaries consolidated in these financial statements. For the year ended December 31, 2017 and through June 14, 2018, the accompanying condensed consolidated financial statements include the accounts of the Company’s subsidiaries. For consolidated entities where the Company owns less than 100% of the subsidiary, the Company records net loss attributable to non-controlling interests in its condensed consolidated statements of operations equal to the percentage of the economic or ownership interest retained in such entities by the respective non-controlling parties. The condensed consolidated balance at December 31, 2017 was derived from audited annual financial statements but do not contain all of the footnote disclosures from the annual financial statements. The unaudited condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) and reflect all adjustments (consisting of normal recurring adjustments unless otherwise indicated) which, in the opinion of management, are necessary for a fair presentation of the results for the interim periods presented. Certain information in footnote disclosures normally included in the financial statements prepared in conformity with accounting principles generally accepted in the United States of America have been condensed or omitted pursuant to the SEC rules and regulations for interim reporting. The financial results for the periods presented may not be indicative of the full year’s results. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the fiscal year ended December 31, 2017 included in the Company’s Annual Report on Form 10-K filed on April 2, 2018. The Company’s unaudited condensed consolidated financial statements include the accounts of the Company and its subsidiaries. All intercompany balances and transactions have been eliminated.
Use of Estimates	Use of Estimates The Company’s consolidated condensed financial statements include certain amounts that are based on management’s best estimates and judgments. The Company’s significant estimates include, but are not limited to, useful lives assigned to long-lived assets, fair value used in estimating the value of warrants, stock-based compensation, accrued expenses and provisions for income taxes. Due to the uncertainty inherent in such estimates, actual results may differ from these estimates.
Cash	Cash As of June 30, 2018 and December 31, 2017, substantially all of the Company’s cash was held by major financial institutions and the balance at certain times may exceed the maximum amount insured by the Federal Deposits Insurance Corporation. However, the Company has not experienced losses on these accounts and management believes that the Company is not exposed to significant risks on such accounts.
Property and Equipment	Property and Equipment Lab equipment, leasehold improvements and office equipment are recorded at cost and depreciated using the straight-line method over the estimated useful life of each asset, generally three to seven years.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company reviews long-lived assets, including property and equipment, for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. Factors that the Company considers in deciding when to perform an impairment review include significant underperformance of the business in relation to expectations, significant negative industry or economic trends, and significant changes or planned changes in the use of the assets. If an impairment review is performed to evaluate a long-lived asset for recoverability, the Company compares forecasts of undiscounted cash flows expected to result from the use and eventual disposition of the long-lived asset to its carrying value. An impairment loss would be recognized when estimated undiscounted future cash flows expected to result from the use of an asset are less than its carrying amount. The impairment loss would be based on the excess of the carrying value of the impaired asset over its fair value. There were no indicators of impairment for long-lived assets during the six months ended June 30, 2018.
Fair Value of Preferred Stock	Fair Value of Preferred Stock The fair value of Preferred stock was estimated based upon equivalent common shares that Preferred Stock could have been converted into at the closing price on the purchase date.
Convertible Financial Instruments	Convertible Financial Instruments The Company bifurcates conversion options from their host instruments and accounts for them as free standing derivative financial instruments if certain criteria are met. The criteria include circumstances in which (a) the economic characteristics and risks of the embedded derivative instrument are not clearly and closely related to the economic characteristics and risks of the host contract, (b) the hybrid instrument that embodies both the embedded derivative instrument and the host contract is not re-measured at fair value under otherwise applicable generally accepted accounting principles with changes in fair value reported in earnings as they occur and (c) a separate instrument with the same terms as the embedded derivative instrument would be considered a derivative instrument. An exception to this rule is when the host instrument is deemed to be conventional, as that term is described under applicable GAAP. When the Company has determined that the embedded conversion options should not be bifurcated from their host instruments, discounts are recorded for the intrinsic value of conversion options embedded in the instruments based upon the differences between the fair value of the underlying common stock at the commitment date of the transaction and the effective conversion price embedded in the instrument. Deemed dividends are also recorded for the intrinsic value of conversion options embedded in preferred shares based upon the differences between the fair value of the underlying common stock at the commitment date of the transaction and the effective conversion price embedded in the preferred shares.
Research and Development	Research and Development Research and development costs are expensed as incurred. Advance payments for goods and services that will be used in future research and development activities are expensed when the activity has been performed or when the goods have been received rather than when the payment is made. Upfront and milestone payments due to third parties that perform research and development services on the Company’s behalf will be expensed as services are rendered or when the milestone is achieved. Research and development costs primarily consist of personnel related expenses, including salaries, benefits, travel, and other related expenses, stock-based compensation, payments made to third parties for license and milestone costs related to in-licensed products and technology, payments made to third party contract research organizations, consultants, the cost of acquiring and manufacturing research trial materials, and costs associated with regulatory filings, laboratory costs and other supplies. In accordance with ASC 730-10-25-1, Research and Development During the six months ended June 30, 2018, in addition to ongoing efforts at one major research university, the Company entered into additional contracts with a national research lab and another major research university for additional work related to development and scale-up of the Company’s processes. The Company also commenced research and development efforts at the Company’s Yonkers lab facility. These initiatives resulted in an increase in prepaid expenses of $79,000 as of June 30, 2018 and the Company expects to record the benefits from these research initiatives through the 3rd quarter of 2018.
Contingencies	Contingencies The Company records accruals for contingencies and legal proceedings expected to be incurred in connection with a loss contingency when it is probable that a liability has been incurred and the amount can be reasonably estimated. If a loss contingency is not probable but is reasonably possible, or is probable but cannot be estimated, the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed.
Stock-Based Compensation	Stock-Based Compensation The Company expenses stock-based compensation to employees over the requisite service period based on the estimated grant-date fair value of the awards. For stock-based compensation awards to non-employees, the Company remeasures the fair value of the non-employee awards at each reporting period prior to vesting and finally at the vesting date of the award. Changes in the estimated fair value of these non-employee awards are recognized as compensation expense in the period of change. The Company estimates the fair value of stock options grants using the Black-Scholes option pricing model and the assumptions used in calculating the fair value of stock-based awards represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment.
Income Taxes	Income Taxes The Company records income taxes using the asset and liability method. Deferred income tax assets and liabilities are recognized for the future tax effects attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective income tax bases, and operating loss and tax credit carryforwards. The Company establishes a valuation allowance if it is more likely than not that the deferred tax assets will not be recovered based on an evaluation of objective verifiable evidence. For tax positions that are more likely than not of being sustained upon audit, the Company recognizes the largest amount of the benefit that is greater than 50% likely of being realized. For tax positions that are not more likely than not of being sustained upon audit, the Company does not recognize any portion of the benefit.
Loss Per Share	Loss Per Share Basic loss per share of common stock is computed by dividing net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding for the period. Diluted loss per share excludes the potential impact of common stock options, convertible preferred stock and outstanding common stock purchase warrants because their effect would be anti-dilutive. Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at June 30, 2018 and 2017 are as follows: As of June 30, 2018 2017 Warrants to purchase common stock 4,719,292 4,681,875 Options to purchase common stock 15,824,000 5,030,000 Preferred stock convertible into common stock 2,290,860 - Total 22,834,152 9,711,875
Non-Controlling Interests	Non-Controlling Interests Non-controlling interests in consolidated entities represent the component of equity in consolidated entities held by third parties. Any change in ownership of a subsidiary while the controlling financial interest is retained is accounted for as an equity transaction between the controlling and non-controlling interests.
Recent Accounting Pronouncements	Recent Accounting Pronouncements The Company considers the applicability and impact of all Accounting Standard Updates (“ASUs”). ASUs not discussed below were assessed and determined to be either not applicable or are expected to have minimal impact on our consolidated balance sheets or statements of operations. In June 2018, the Financial Accounting Standards Board (the “FASB”) issued Accounting Standards Updates (the “ASU”) 2018-07, “Improvements to Nonemployee Share-Based Payment Accounting”, which simplifies the accounting for share-based payments granted to nonemployees for goods and services. Under the ASU, most of the guidance on such payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. The changes take effect for public companies for fiscal years starting after December 15, 2018, including interim periods within that fiscal year. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2019, and interim periods within fiscal years beginning after December 15, 2020. Early adoption is permitted, but no earlier than an entity’s adoption date of Topic 606. The Company expects that the adoption of this ASU would not have a material impact on the Company’s consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows - Classification of Certain Cash Receipts and Cash Payments

Significant and Critical Acco16

Significant and Critical Accounting Policies and Practices (Tables)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share	Securities that could potentially dilute loss per share in the future that were not included in the computation of diluted loss per share at June 30, 2018 and 2017 are as follows: As of June 30, 2018 2017 Warrants to purchase common stock 4,719,292 4,681,875 Options to purchase common stock 15,824,000 5,030,000 Preferred stock convertible into common stock 2,290,860 - Total 22,834,152 9,711,875

Property and Equipment (Tables)

Property and Equipment (Tables)	6 Months Ended
	Jun. 30, 2018
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment	The components of property and equipment as of June 30, 2018 and December 31, 2017, at cost are (dollars in thousands): Useful Life (Years) June 30, 2018 December 31, 2017 Lab equipment 3 $ 415 $ 173 Office furniture and equipment 3 31 31 Leasehold improvement 7 379 374 Gross property and equipment 825 578 Less: Accumulated depreciation and amortization (128 ) (77 ) Property and equipment, net $ 697 $ 501

Related Party Transactions (Tab

Related Party Transactions (Tables)	6 Months Ended
	Jun. 30, 2018
Related Party Transactions [Abstract]
Schedule of Stock Price and Volume Milestones	For 20 consecutive business Total option shares that become vested on Common stock price days, with average daily satisfaction closes at or above volumn in excess of of conditions $ 3.00 20,000 2,000,000 (28.5%) $ 6.00 40,000 4,000,000 (51.7%) $ 11.00 60,000 7,000,000 (100.0%)

Temporary Equity (Tables)

Temporary Equity (Tables)	6 Months Ended
	Jun. 30, 2018
Temporary Equity [Abstract]
Schedule of Temporary Equity	The following table summarizes the Company’s Series A Preferred Stock activities for the six months ended June 30, 2018 (dollars in thousands): Series A Preferred Stock Shares Amount Total temporary equity as of December 31, 2017 1,935 $ 1,935 Sale of Series A preferred stock 1,700 1,700 Conversion of advances into preferred stock 250 250 Preferred stock converted to common stock (55 ) (55 ) Beneficial conversion feature of Series A preferred stock - (956 ) Deemed dividends related to beneficial conversion feature of Series A preferred stock - 956 Accrued Series A dividends 175 175 Deemed dividend on Series A preferred stock - 687 Fair Value of common stock warrant issued with Series A preferred stock - (687 ) Total temporary equity as of June 30, 2018 4,005 $ 4,005

Stockholders' (Deficit) Equity

Stockholders' (Deficit) Equity (Tables)	6 Months Ended
	Jun. 30, 2018
Schedule of Fair Value of Assumptions	The fair value of options granted during the six months ended June 30, 2018 and 2017 were estimated using the following weighted-average assumptions: For the Six Months Ended June 30, 2018 2017 Exercise price $ 2.07 $ 1.10 Expected stock price volatility 78 % 79 % Risk-free rate of interest 2.67 % 1.49 % Term (years) 4.0 3.0
Schedule of Warrants Outstanding	A summary of the status of the Company’s outstanding warrants as of June 30, 2018 and changes during the six months then ended is presented below: Number of Warrants Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of December 31, 2017 4,744,292 $ 1.24 $ 7,884,000 3.6 Issued 975,000 2.00 - 4.6 Exercised (1,000,000 ) 0.20 1,680,000 - Outstanding as of June 30, 2018 4,719,292 $ 1.62 $ 2,200,000 3.6 Warrants exercisable as of June 30, 2018 4,469,292 $ 1.64 $ 2,063,000 3.5
Schedule of Stock-based Compensation Expense	Stock-based compensation expense for the six months ended June 30, 2018 and 2017 was comprised of the following (dollars in thousands): For the Three Months Ended June 30, For the Six Months Ended June 30, 2018 2017 2018 2017 Employee stock option awards $ 896 $ 118 $ 1,388 $ 355 Non-employee option awards 278 70 (296 ) 710 Total compensation expense $ 1,174 $ 188 $ 1,092 $ 1,065
Employee Stock Option Awards [Member]
Schedule of Stock Options, Activity	A summary of option activity under the Company’s employee stock option plan for the six months ended June 30, 2018 is presented below: Number of Shares Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of December 31, 2017 5,669,000 $ 1.48 $ 7,793,000 4.3 Employee options granted 7,260,000 2.07 - 6.8 Expired (250,000 ) 0.10 443,000 - Outstanding as of June 30, 2018 12,679,000 $ 1.84 $ 2,103,000 5.6 Options vested and expected to vest as of June 30, 2018 12,679,000 $ 1.84 $ 2,103,000 5.6 Options vested and exercisable as of June 30, 2018 2,761,500 $ 1.35 $ 1,559,000 4.0
Non-Employee Stock Option Awards [Member]
Schedule of Stock Options, Activity	A summary of activity of options granted to non-employees for the six months ended June 30, 2018 is presented below: Number of Shares Weighted Average Exercise Price Total Intrinsic Value Weighted Average Remaining Contractual Life (in years) Outstanding as of December 31, 2017 3,205,000 $ 0.40 $ 7,847,000 2.4 Non-employee options granted 100,000 1.78 12,000 3.3 Exercised (10,000 ) 0.20 22,000 - Expired (150,000 ) 0.10 266,000 - Outstanding as of June 30, 2018 3,145,000 $ 0.46 $ 4,484,000 2.1 Options vested and expected to vest as of June 30, 2018 3,145,000 $ 0.46 $ 4,484,000 2.1 Options vested and exercisable as of June 30, 2018 2,382,500 $ 0.50 $ 3,308,000 2.1

Organization and Operations (De

Organization and Operations (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Jun. 14, 2018	Dec. 31, 2016	Jun. 30, 2018	Feb. 08, 2018	Dec. 31, 2017	Mar. 29, 2017	Sep. 30, 2014
Franchisor Disclosure [Line Items]
Equity ownership percentage	100.00%
Common stock share authorized			57,000,000		57,000,000
Common stock, par value			$ 0.01		$ 0.01
Common Class B [Member]
Franchisor Disclosure [Line Items]
Common stock share authorized			1,000,000		1,000,000	1,000,000
Common stock, par value						$ 0.01
Series A Preferred [Member] | Minimum [Member]
Franchisor Disclosure [Line Items]
Preferred stock shares authorized				2,000
Series A Preferred [Member] | Maximum [Member]
Franchisor Disclosure [Line Items]
Preferred stock shares authorized				5,000
Board of Directors [Member]
Franchisor Disclosure [Line Items]
Issued and outstanding voting stock, percentage						75.00%
Capital stock authorized						60,000,000
Common stock share authorized						57,000,000
Common stock, par value						$ 0.01
Preferred stock shares authorized						2,000,000
Preferred stock, par value						$ 0.01
Clean Lithium Corporation [Member]
Franchisor Disclosure [Line Items]
Capital							$ 100
Equity ownership percentage		9.05%
Number of common stock issued, shares	3,018,190	905,000

Going Concern and Liquidity (De

Going Concern and Liquidity (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Accumulated deficit	$ 23,030		$ 23,030		$ 20,276
Net loss	$ 2,248	$ 701	2,909	$ 2,312
Net cash used in operating activities			$ 2,176	$ 1,003

Significant and Critical Acco23

Significant and Critical Accounting Policies and Practices (Details Narrative) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 14, 2018
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Ownership percentage			100.00%
Impairment for long-lived assets
Increase in prepaid expenses	$ 79	$ (69)
Minimum [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Estimated useful life	3 years
Maximum [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Estimated useful life	7 years

Significant and Critical Acco24

Significant and Critical Accounting Policies and Practices - Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Franchisor Disclosure [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	22,834,152	9,711,875
Stock Option [Member]
Franchisor Disclosure [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	15,824,000	5,030,000
Preferred Stock Convertible into Common Stock [Member]
Franchisor Disclosure [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	2,290,860
Warrants to Purchase Common Stock [Member]
Franchisor Disclosure [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	4,719,292	4,681,875

Property and Equipment (Details

Property and Equipment (Details Narrative) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Property, Plant and Equipment [Abstract]
Depreciation and amortization	$ 27	$ 12	$ 51	$ 17

Property and Equipment - Schedu

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Dec. 31, 2017
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 825	$ 578
Less: Accumulated depreciation and amortization	(128)	(77)
Property and equipment, net	$ 697	501
Lab Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Gross property and equipment	$ 415	173
Office Furniture and Equipment [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Gross property and equipment	$ 31	31
Leasehold Improvement [Member]
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	7 years
Gross property and equipment	$ 379	$ 374

Related Party Transactions (Det

Related Party Transactions (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Feb. 08, 2018	Sep. 01, 2017	May 31, 2018	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017	Dec. 31, 2017
Related Party Transaction [Line Items]
Advances from related parties				$ 36		$ 36		$ 308
Repayments of related party debt						22	$ 42
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Grant Date Fair Value						$ 7,600
Amortize option over its service period						4 years 1 month 2 days
Share based compensation				1,174	$ 188	$ 1,092	$ 1,065
Stock Option [Member]
Related Party Transaction [Line Items]
Share based compensation				155		$ 155
Stock Option One [Member]
Related Party Transaction [Line Items]
Share based compensation				$ 210
Valuation Technique, Option Pricing Model [Member] | Risk Free Interest Rate [Member]
Related Party Transaction [Line Items]
Fair value assumptions, measurement input, percentages				2.70%		2.70%
Valuation Technique, Option Pricing Model [Member] | Volatility [Member]
Related Party Transaction [Line Items]
Fair value assumptions, measurement input, percentages				78.00%		78.00%
Valuation Technique, Option Pricing Model [Member] | Expected Term [Member]
Related Party Transaction [Line Items]
Fair value assumptions, measurement input, term						4 years
Valuation Technique, Option Pricing Model [Member] | Dividend Yield [Member]
Related Party Transaction [Line Items]
Fair value assumptions, measurement input, percentages				0.00%		0.00%
Preferred Stock [Member]
Related Party Transaction [Line Items]
Conversion into stock						$ 250
Jerome I. Feldman [Member]
Related Party Transaction [Line Items]
Repayments of related party debt						15
Conversion into stock	$ 50
Steven M. Fludder [Member]
Related Party Transaction [Line Items]
Repayments of related party debt						$ 7
Mr. Pitroda [Member]
Related Party Transaction [Line Items]
Stock option to purchase common stock			7,000,000
Exercise price per share			$ 2.08
Share based compensation option expires in period			7 years
Steven Fludder [Member]
Related Party Transaction [Line Items]
Number of shares under vested options were forfeited		150,000

Related Party Transactions - Sc

Related Party Transactions - Schedule of Stock Price and Volume Milestones (Details)	6 Months Ended
	Jun. 30, 2018$ / sharesshares
Stock Option One [Member]
Common stock price closes at or above | $ / shares	$ 3
For 20 consecutive business days, with average daily volume in excess of	20,000
Total option shares that become vested on satisfaction of conditions	2,000,000
Total option shares that become vested on satisfaction of conditions, vesting percentage	28.50%
Stock Option Two [Member]
Common stock price closes at or above | $ / shares	$ 6
For 20 consecutive business days, with average daily volume in excess of	40,000
Total option shares that become vested on satisfaction of conditions	4,000,000
Total option shares that become vested on satisfaction of conditions, vesting percentage	51.70%
Stock Option Three [Member]
Common stock price closes at or above | $ / shares	$ 11
For 20 consecutive business days, with average daily volume in excess of	60,000
Total option shares that become vested on satisfaction of conditions	7,000,000
Total option shares that become vested on satisfaction of conditions, vesting percentage	100.00%

Temporary Equity (Details Narra

Temporary Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	Feb. 08, 2018	Jun. 30, 2018
Valuation Technique, Option Pricing Model [Member] | Contractual Term [Member]
Fair value assumptions, measurement input, term		4 years
Valuation Technique, Option Pricing Model [Member] | Volatility [Member]
Fair value assumptions, measurement input, percentages		78.00%
Valuation Technique, Option Pricing Model [Member] | Risk Free Interest Rate [Member]
Fair value assumptions, measurement input, percentages		2.70%
Valuation Technique, Option Pricing Model [Member] | Dividend Yield [Member]
Fair value assumptions, measurement input, percentages		0.00%
Other Accredited and Institutional Investors [Member]
Warrant purchase of common stock, shares	250,000
Pitroda Group LLC [Member]
Invested amount	$ 500
Steven M. Payne [Member]
Number of preferred stock converted into shares of common stock	100
Jerome I. Feldman [Member]
Number of preferred stock converted into shares of common stock	50
Jim Kilman [Member] | KielStrand Capital LLC [Member]
Number of preferred stock converted into shares of common stock	$ 100
Series A Preferred Stock [Member]
Number of preferred stock shares issue	1,950
Warrant purchase of common stock, shares	975,000
Purchase price per share	$ 1
Gross proceeds from issuance of preferred stock	$ 1,950
Warrants term	5 years
Warrants exercise price	$ 2
Preferred stock shares issued	500
Preferred stock dividend rate	10.00%
Original issue price	$ 1
Number of preferred stock converted into shares of common stock, shares	572	31,460
Warrants fair value	$ 1,200
Preferred stock fair value	$ 687
Preferred stock conversion basis	Due to the reduction of allocated proceeds to Series A Preferred, the effective conversion price was approximately $1.13 per share
Preferred stock beneficial conversion feature	$ 956
Debt conversion converted instrument shares issued		55
Dividend accrued and outstanding		$ 285
Series A Preferred Stock [Member] | Valuation Technique, Option Pricing Model [Member] | Contractual Term [Member]
Fair value assumptions, measurement input, term	5 years
Series A Preferred Stock [Member] | Valuation Technique, Option Pricing Model [Member] | Volatility [Member]
Fair value assumptions, measurement input, percentages	74.80%
Series A Preferred Stock [Member] | Valuation Technique, Option Pricing Model [Member] | Risk Free Interest Rate [Member]
Fair value assumptions, measurement input, percentages	2.57%
Series A Preferred Stock [Member] | Valuation Technique, Option Pricing Model [Member] | Dividend Yield [Member]
Fair value assumptions, measurement input, percentages	0.00%

Temporary Equity - Schedule of

Temporary Equity - Schedule of Temporary Equity (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2018USD ($)shares
Preferred stock converted to common stock	$ 55
Accrued Series A dividends	$ (175)
Series A Preferred Stock [Member]
Total temporary equity, shares beginning | shares	1,935
Total temporary equity, beginning	$ 1,935
Sale of Series A preferred stock, shares | shares	1,700
Sale of Series A preferred stock	$ 1,700
Conversion of advances into preferred stock, shares | shares	250
Conversion of advances into preferred stock	$ 250
Preferred stock converted to common stock, shares | shares	(55)
Preferred stock converted to common stock	$ (55)
Beneficial conversion feature of Series A preferred stock	(956)
Deemed dividends related to beneficial conversion feature of Series A preferred stock	$ 956
Accrued Series A dividends, shares | shares	175
Accrued Series A dividends	$ 175
Deemed dividend on Series A preferred stock	687
Fair Value of common stock warrant issued with Series A preferred stock	$ (687)
Total temporary equity, shares ending | shares	4,005
Total temporary equity, ending	$ 4,005

Stockholders' (Deficit) Equit31

Stockholders' (Deficit) Equity (Details Narrative) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Issuance of common stock for cash in a private placement	$ 1,000
Stock Options [Member]
Fair value of stock option granted	$ 8,000	$ 611
Unvested Employee Stock Options [Member]
Amortized period	4 years 3 months 19 days
Valuation Technique, Option Pricing Model [Member] | Dividend Yield [Member]
Fair value assumptions, measurement input, percentages	0.00%
Investor [Member]
Issuance of common stock for cash in a private placement, shares	41,322
Private Placement [Member]
Issuance of common stock for cash in a private placement, shares	826,446
Issuance of common stock for cash in a private placement	$ 1,000

Stockholders' (Deficit) Equit32

Stockholders' (Deficit) Equity - Schedule of Fair Value of Assumptions (Details) - $ / shares	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Equity [Abstract]
Exercise price	$ 2.07	$ 1.10
Expected stock price volatility	78.00%	79.00%
Risk-free rate of interest	2.67%	1.49%
Term (years)	4 years	3 years

Stockholders' (Deficit) Equit33

Stockholders' (Deficit) Equity - Schedule of Stock Options, Activity (Details)	6 Months Ended
	Jun. 30, 2018USD ($)$ / sharesshares
Weighted Average Exercise Price, Outstanding, Ending Balance	$ 2.07
Employee Stock Option Awards [Member]
Number of Shares, Outstanding, Beginning Balance | shares	5,669,000
Number of Shares, Options granted | shares	7,260,000
Number of Shares, Expired | shares	(250,000)
Number of Shares, Outstanding, Ending Balance | shares	12,679,000
Number of Shares, Options vested and expected to vest | shares	12,679,000
Number of Shares, Options vested and exercisable | shares	2,761,500
Weighted Average Exercise Price, Outstanding, Beginning Balance	$ 1.48
Weighted Average Exercise Price, Options granted	2.07
Weighted Average Exercise Price, Expired	0.10
Weighted Average Exercise Price, Outstanding, Ending Balance	1.84
Weighted Average Exercise Price, Options vested and expected to vest	1.84
Weighted Average Exercise Price, Options vested and exercisable	$ 1.35
Intrinsic Value, Outstanding, Beginning Balance | $	$ 7,793,000
Intrinsic Value, Options granted | $
Intrinsic Value, Options expired | $	443,000
Intrinsic Value, Outstanding, Ending Balance | $	2,103,000
Intrinsic Value, Options vested and expected to vest | $	2,103,000
Intrinsic Value, Options vested and exercisable | $	$ 1,559,000
Weighted Average Remaining Contractual Life (in years), Outstanding, Beginning Balance	4 years 3 months 19 days
Weighted Average Remaining Contractual Life (in years), Options granted	6 years 9 months 18 days
Weighted Average Remaining Contractual Life (in years), Options Expired	0 years
Weighted Average Remaining Contractual Life (in years), Outstanding, Ending Balance	5 years 7 months 6 days
Weighted Average Remaining Contractual Life (in years), Options vested and expected to vest	5 years 7 months 6 days
Weighted Average Remaining Contractual Life (in years), Options vested and exercisable	4 years
Non-Employee Stock Option Awards [Member]
Number of Shares, Outstanding, Beginning Balance | shares	3,205,000
Number of Shares, Options granted | shares	100,000
Number of Shares, Options Exercised | shares	(10,000)
Number of Shares, Expired | shares	(150,000)
Number of Shares, Outstanding, Ending Balance | shares	3,145,000
Number of Shares, Options vested and expected to vest | shares	3,145,000
Number of Shares, Options vested and exercisable | shares	2,382,500
Weighted Average Exercise Price, Outstanding, Beginning Balance	$ 0.40
Weighted Average Exercise Price, Options granted	1.78
Weighted Average Exercise Price, Options Exercised	0.20
Weighted Average Exercise Price, Expired	0.10
Weighted Average Exercise Price, Outstanding, Ending Balance	0.46
Weighted Average Exercise Price, Options vested and expected to vest	0.46
Weighted Average Exercise Price, Options vested and exercisable	$ 0.50
Intrinsic Value, Outstanding, Beginning Balance | $	$ 7,847,000
Intrinsic Value, Options granted | $	12,000
Intrinsic Value, Options exercised | $	22,000
Intrinsic Value, Options expired | $	266,000
Intrinsic Value, Outstanding, Ending Balance | $	4,484,000
Intrinsic Value, Options vested and expected to vest | $	4,484,000
Intrinsic Value, Options vested and exercisable | $	$ 3,308,000
Weighted Average Remaining Contractual Life (in years), Outstanding, Beginning Balance	2 years 4 months 24 days
Weighted Average Remaining Contractual Life (in years), Options granted	3 years 3 months 19 days
Weighted Average Remaining Contractual Life (in years), Options Exercised	0 years
Weighted Average Remaining Contractual Life (in years), Options Expired	0 years
Weighted Average Remaining Contractual Life (in years), Outstanding, Ending Balance	2 years 1 month 6 days
Weighted Average Remaining Contractual Life (in years), Options vested and expected to vest	2 years 1 month 6 days
Weighted Average Remaining Contractual Life (in years), Options vested and exercisable	2 years 1 month 6 days

Stockholders' (Deficit) Equit34

Stockholders' (Deficit) Equity - Schedule of Warrants Outstanding (Details) - Warrants to Purchase Common Stock [Member]	6 Months Ended
	Jun. 30, 2018USD ($)$ / sharesshares
Number of Warrant, Beginning | shares	4,744,292
Number of Warrant, Issued | shares	975,000
Number of Warrant, Exercised | shares	(1,000,000)
Number of Warrant, Ending | shares	4,719,292
Number of Warrants, Warrants exercisable | shares	4,469,292
Weighted Average Exercise Price, Outstanding, Beginning Balance | $ / shares	$ 1.24
Weighted Average Exercise Price, Issued | $ / shares	2
Weighted Average Exercise Price, Exercised | $ / shares	0.20
Weighted Average Exercise Price, Outstanding, Ending Balance | $ / shares	1.62
Weighted Average Exercise Price, Warrants exercisable | $ / shares	$ 1.64
Intrinsic Value, Outstanding, Beginning Balance | $	$ 7,884,000
Intrinsic Value, Issued | $
Intrinsic Value, Exercised | $	1,680,000
Intrinsic Value, Outstanding, Ending Balance | $	2,200,000
Intrinsic Value, Warrants exercisable | $	$ 2,063,000
Weighted Average Remaining Contractual Life (in years), Outstanding, Beginning Balance	3 years 7 months 6 days
Weighted Average Remaining Contractual Life (in years), Issued	4 years 7 months 6 days
Weighted Average Remaining Contractual Life (in years), Exercised	0 years
Weighted Average Remaining Contractual Life (in years), Outstanding, Ending Balance	3 years 7 months 6 days
Weighted Average Remaining Contractual Life (in years), Warrants exercisable	3 years 6 months

Stockholders' (Deficit) Equit35

Stockholders' (Deficit) Equity - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Share-based Compensation	$ 1,174	$ 188	$ 1,092	$ 1,065
Employee Stock Option Awards [Member]
Share-based Compensation	896	118	1,388	355
Non-Employee Stock Option Awards [Member]
Share-based Compensation	$ 278	$ 70	$ (296)	$ 710