Acer Therapeutics (ACER) 10-Q 14 Aug 17 2017 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2017	Aug. 01, 2017
Document And Entity Information [Abstract]
Entity Registrant Name	OPEXA THERAPEUTICS, INC.
Entity Central Index Key	1,069,308
Document Type	10-Q
Document Period End Date	Jun. 30, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Is Entity a Well-known Seasoned Issuer?	No
Is Entity a Voluntary Filer?	No
Is Entity's Reporting Status Current?	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		7,657,332
Document Fiscal Period Focus	Q2
Document Fiscal Year Focus	2,017

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Current assets:
Cash and cash equivalents	$ 1,824,355	$ 3,444,952
Other current assets	155,970	371,562
Total current assets	1,980,325	3,816,514
Property & equipment, net of accumulated depreciation of $0 and $3,194,029, respectively	0	50,000
Total assets	1,980,325	3,866,514
Current liabilities:
Accounts payable	6,864	377,956
Accrued expenses	335,151	625,890
Notes payable - insurance	26,532	156,642
Total current liabilities	368,547	1,160,488
Total liabilities	368,547	1,160,488
Stockholders' equity:
Preferred stock, no par value, 10,000,000 shares authorized, none issued and outstanding	0	0
Common stock, $0.01 par value, 150,000,000 shares authorized, 7,657,332 and 7,141,054 shares issued and outstanding	76,573	71,411
Additional paid in capital	164,459,269	163,954,215
Accumulated deficit	(162,924,064)	(161,319,600)
Total stockholders' equity	1,611,778	2,706,026
Total liabilities and stockholders' equity	$ 1,980,325	$ 3,866,514

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Property & equipment, accumulated depreciation	$ 0	$ 3,194,029
Preferred stock, no par value	$ 0	$ 0
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued		0
Preferred stock, shares outstanding		0
Common stock, par value	$ .01	$ 0.01
Common stock, shares authorized	150,000,000	150,000,000
Common stock, shares issued	7,657,332	7,141,054
Common stock, shares outstanding	7,657,332	7,141,054

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016	Jun. 30, 2017	Jun. 30, 2016
Revenue:
Option Revenue	$ 0	$ 726,291	$ 0	$ 1,452,582
Research and development	(796)	1,814,940	205,228	3,644,002
General and administrative	678,660	953,582	1,398,529	1,940,830
Depreciation and amortization	0	65,653	0	138,242
Operating loss	(677,864)	(2,107,884)	(1,603,757)	(4,270,492)
Interest income (expense), net	(302)	414	(1,148)	522
Other income (expense), net	(26)	2,749	441	4,855
Net loss	$ (678,192)	$ (2,104,721)	$ (1,604,464)	$ (4,265,115)
Basic and diluted loss per share	$ (0.09)	$ (0.30)	$ (0.21)	$ (0.61)
Weighted average shares outstanding - Basic and diluted	7,657,332	6,995,686	7,627,715	6,989,298

Consolidated Statements of Chan

Consolidated Statements of Changes in Stockholders' Equity - 6 months ended Jun. 30, 2017 - USD ($)	Common Stock [Member]	Additional Paid In Capital [Member]	Accumulated Deficit [Member]	Total
Beginning Balance, Shares at Dec. 31, 2016	7,141,054
Beginning Balance, Amount at Dec. 31, 2016	$ 71,411	$ 163,954,215	$ (161,319,600)	$ 2,706,026
Common stock sold for cash, Shares	516,278
Common stock sold for cash, Amount	$ 5,162	408,500		413,662
Option expense		96,554		96,554
Net loss			(1,604,464)	(1,604,464)
Ending Balance, Shares at Jun. 30, 2017	7,657,332
Ending Balance, Amount at Jun. 30, 2017	$ 76,573	$ 164,459,269	$ (162,924,064)	$ 1,611,778

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Cash flows from operating activities
Net loss	$ (1,604,464)	$ (4,265,115)
Adjustments to reconcile net loss to net cash used in operating activities:
Shares issued for services	0	161,634
Depreciation	0	138,242
Option expense	96,554	342,713
Changes in:
Other current assets	215,592	209,297
Accounts payable	(371,092)	(162,024)
Accrued expenses	(290,739)	447,049
Deferred revenue	0	(1,452,582)
Other long-term assets	0	6,752
Net cash used in operating activities	(1,954,149)	(4,574,034)
Cash flows from investing activities
Proceeds from sale of property & equipment	50,000	(1,221)
Net cash provided/(used) in investing activities	50,000	(1,221)
Cash flows from financing activities
Common stock sold for cash net of offering cost	413,662	0
Note payable - insurance	(130,110)	(110,868)
Payment of deferred offering costs	0	(50,281)
Net cash provided/(used) in financing activities	283,552	(161,149)
Net change in cash and cash equivalents	(1,620,597)	(4,736,404)
Cash and cash equivalents at beginning of period	3,444,952	12,583,764
Cash and cash equivalents at end of period	1,824,355	7,847,360
Cash paid for:
Interest	1,796	2,155
Income taxes	0	0
Non-cash transactions
Subscription receivable – exercise of warrants	$ 0	$ 57,985

1. Basis of Presentation and Go

1. Basis of Presentation and Going Concern	6 Months Ended
	Jun. 30, 2017
Accounting Policies [Abstract]
Basis of Presentation and Going Concern	The accompanying interim unaudited consolidated financial statements of Opexa Therapeutics, Inc. (“Opexa” or the “Company”), have been prepared in accordance with accounting principles generally accepted in the United States of America and the rules of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with the audited financial statements and notes thereto contained in Opexa’s latest Annual Report filed with the SEC on Form 10-K. In the opinion of management, all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of financial position and the results of operations for the interim periods presented have been reflected herein. The results of operations for interim periods are not necessarily indicative of the results to be expected for the full year. Notes to the consolidated financial statements that would substantially duplicate the disclosure contained in the audited consolidated financial statements for the most recent fiscal year as reported in Form 10-K have been omitted. The accompanying consolidated financial statements include the accounts of Opexa and its wholly owned subsidiaries, Opexa Hong Kong Limited and Opexa Merger Sub, Inc. All intercompany balances and transactions have been eliminated in the consolidation. Going Concern. Following the disappointing results from the Phase IIb clinical trial, or Abili-T, announced on October 28, 2016 of its lead product candidate, Tcelna, in patients with secondary progressive MS, or SPMS, during the fourth quarter of 2016 Opexa’s board of directors began evaluating its strategic options to maximize shareholder value, including the possibility of a merger, a sale of the company or all or some of its assets and/or distributing some or all of Opexa’s remaining cash through either a dividend or liquidation of Opexa. During the fourth quarter of 2016 and first quarter of 2017, the Company implemented several reductions in workforce totaling 90% of its then 20 full-time employees. As of June 30, 2017, Opexa had two full-time employees. After further analysis of the data from the Abili-T trial, the Company has determined that it will not move forward with further studies of Tcelna in SPMS at this time and is conducting a review of its preclinical program for OPX-212 in neuromyelitis optica (“NMO”) and the related T-cell platform to assess the viability of continuing to pursue this program. On June 30, 2017, Opexa entered into an Agreement and Plan of Merger and Reorganization (the “Merger Agreement”) with Acer Therapeutics, Inc. (“Acer”) pursuant to which, among other things, subject to the satisfaction or waiver of the conditions set forth in the Merger Agreement, a wholly owned subsidiary of Opexa will merge with and into Acer, with Acer becoming a wholly owned subsidiary of Opexa and the surviving corporation in the Merger. Opexa’s ability to close the proposed Merger with Acer entails numerous significant risks and uncertainties, including the risks and uncertainties set forth in the section entitled “ Risk Factors. Opexa cannot predict whether or to what extent it might resume drug development activities, or what its future cash needs would be for any such activities. Opexa’s future capital requirements, both near and long-term, will depend on many factors, including, but not limited to the timing and completion of the proposed Merger with Acer and the extent to which Opexa elects to pursue drug development activities in the future. As Opexa pursues the proposed Merger with Acer, it will continue to explore potential opportunities and alternatives to preserve options should the Merger not be consummated. Additional options may include raising additional capital through either private or public equity or debt financing as well as using its ATM facility and cutting expenses where possible. Opexa believes its ability to issue equity securities or obtain debt financing in the future on favorable terms, or at all, has been substantially impaired, given the disappointing results from the Abili-T trial. There can be no assurance that Opexa will be able to secure additional funds or, if such funds are available, whether the terms or conditions would be acceptable to Opexa.

2. Significant Accounting Polic

2. Significant Accounting Polices	6 Months Ended
	Jun. 30, 2017
Accounting Policies [Abstract]
Significant Accounting Polices	Cash and Cash Equivalents. Opexa considers all highly liquid investments with an original maturity of three months or less, when purchased, to be cash equivalents. Investments with maturities in excess of three months but less than one year are classified as short-term investments and are stated at fair market value. Opexa primarily maintains cash balances on deposit in accounts at a U.S.-based financial institution. The aggregate cash balance on deposit in these accounts is insured by the Federal Deposit Insurance Corporation up to $250,000. Opexa’s cash balances on deposit in these accounts may, at times, exceed the federally insured limits. Opexa has not experienced any losses in such accounts. As of June 30, 2017, Opexa had approximately $1.6 million in a savings account. For the six months ended June 30, 2017, the savings account recognized an average market yield of 0.06%. Interest income of $648 was recognized for the six months ended June 30, 2017 in the consolidated statements of operations. Recent Accounting Pronouncements.

3. Other Current Assets

3. Other Current Assets	6 Months Ended
	Jun. 30, 2017
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Other Current Assets	Other current assets consisted of the following at June 30, 2017 and December 31, 2016: Description June 30, 2017 December 31, 2016 Deferred offering costs $ 49,918 $ 111,641 Prepaid expense 106,052 259,921 Total Other Current Assets $ 155,970 $ 371,562 Deferred offering costs at June 30, 2017 and December 31, 2016 were $49,918 and $111,641 respectively. The June 30, 2017 balance includes costs incurred from third parties in connection with the March 25, 2016 implementation of a new Sales Agreement (“ATM Agreement”) with IFS Securities, Inc. (doing business as Brinson Patrick, a division of IFS Securities, Inc.) as sales agent, pursuant to which Opexa can offer and sell shares of common stock from time to time depending upon market demand, in transactions deemed to be an “at the market” offering as defined in Rule 415 of the Securities Act of 1933. These are included in other current assets in the consolidated balance sheets. Upon the sales of shares of common stock under the ATM Agreement, these capitalized costs will be offset against the proceeds of such sales of shares of common stock and recorded in additional paid in capital. As of June 30, 2017, $61,723 of deferred offering costs were recorded in additional paid in capital. Prepaid expenses at June 30, 2017 and December 31, 2016 were $106,052 and $259,921 respectively. Included in the June 30, 2017 balance is $71,947 of prepaid insurance as well as the remaining balance of Opexa’s NASDAQ Capital Market All-Inclusive Annual Fee of $27,500. The remaining balances are attributable to various service contracts and deposits.

4. Notes Payable

4. Notes Payable	6 Months Ended
	Jun. 30, 2017
Notes Payable [Abstract]
Notes Payable	Notes payable consists of a commercial insurance premium finance agreement - promissory note with AFCO of which $19,604 and $136,038 was outstanding as of June 30, 2017 and December 31, 2016, respectively. The loan has an interest rate of 3.5% per annum and matures July 1, 2017. The second note is also a commercial insurance premium finance agreement – promissory note with AFCO of which $6,928 and $20,604 was outstanding as of June 30, 2017, and December 31, 2016, respectively. The loan has an interest rate of 3.5% per annum and matures September 1, 2017. Payments on the above notes are due and payable monthly until maturity.

5. Equity

5. Equity	6 Months Ended
	Jun. 30, 2017
Equity [Abstract]
Equity	For the six months ended June 30, 2017, equity related transactions were as follows: During January 2017, Opexa sold an aggregate of 516,278 shares of common stock under its ATM facility with IFS Securities, Inc. (doing business as Brinson Patrick, a division of IFS Securities, Inc.) as sales agent, for gross proceeds of $490,098. Proceeds net of fees and deferred offering costs were $413,662.

6. Stock-Based Compensation

6. Stock-Based Compensation	6 Months Ended
	Jun. 30, 2017
Stock-based Compensation
Stock-Based Compensation	Stock Options Opexa accounts for stock-based compensation, including options and nonvested shares, according to the provisions of FASB ASC 718, "Share Based Payment.” During the six months ended June 30, 2017, Opexa recognized stock-based compensation expense of $96,554. Unamortized stock-based compensation expense as of June 30, 2017, amounted to $187,063. Stock Option Activity A summary of stock option activity for the six months ended June 30, 2017 Number of Shares Weighted Avg. Exercise Price Weighted Average Remaining Contract Term (# years) Intrinsic Value Outstanding at December 31, 2016 481,947 $ 12.14 7.60 Exercised — — Forfeited and canceled (253,492 ) 11.83 Outstanding at June 30, 2017 228,455 $ 12.49 6.94 $ — Exercisable at June 30, 2017 185,697 $ 14.21 6.44 $ — Employee Options and Non-Employee Options Option awards are granted with an exercise price equal to the market price of Opexa’s stock at the date of issuance, generally have a ten-year life, and have various vesting dates that range from no vesting or partial vesting upon date of grant to full vesting on a specified date. Opexa estimates the fair value of stock options using the Black-Scholes option-pricing model and records the compensation expense ratably over the service period. Opexa recognized stock based compensation expense of $96,554 and $342,713 during the six months ended June 30, 2017 and 2016, respectively, for grants made to employees. In addition, during the six months ended June 30, 2017 there were 253,492 shares underlying options that were forfeited and cancelled. There were no stock options or restricted stock awards granted during the six months ended June 30, 2017. Warrant Activity A summary of warrant activity for the six months ended June 30, 2017 Number of Shares Weighted Avg. Exercise Price Weighted Average Remaining Contract Term (# years) Intrinsic Value Outstanding at December 31, 2016 3,596,625 $ 12.39 1.21 — Forfeited and canceled (127,894 ) 12.72 — Outstanding at June 30, 2017 3,468,731 12.38 0.75 $ — Exercisable at June 30, 2017 3,468,731 12.38 0.75 $ —

7. Licenses

7. Licenses	6 Months Ended
	Jun. 30, 2017
Licenses
Licenses	License Agreement with Baylor College of Medicine In 2001, Opexa entered into an agreement with Baylor College of Medicine for the exclusive worldwide license to a patient-specific, autologous T-cell immunotherapy for the treatment of MS, which is the initial T-cell technology on which Tcelna is based, including rights to certain patents held by Baylor. In consideration for the right and license to commercially exploit such technology, Opexa agreed to pay the following (per scenario 1 of the license agreement): (i) a 2% royalty on net sales of licensed patented products sold by Opexa or its affiliates where annual gross sales of such products is less than or equal to $500 million; (ii) a 1% royalty on net sales of licensed patented products sold by Opexa or its affiliates where annual gross sales of such products exceed $500 million; (iii) a 1% royalty on net sales of licensed patent pending products sold by Opexa or its affiliates; and (iv) a 1% royalty on net sales of licensed patented products or licensed patent pending products sold by any sublicensees of Opexa. Unless earlier terminated, the Baylor license agreement expires in 2025 upon expiration of the last of the licensed patent rights.

8. Commitments and Contingencie

8. Commitments and Contingencies	6 Months Ended
	Jun. 30, 2017
Commitments And Contingencies
Commitments and Contingencies	On February 1, 2017, Opexa entered into an Assignment and Assumption of Lease with KBI Biopharma, Inc. (KBI), pursuant to which Opexa assigned to KBI, and KBI assumed from Opexa, all of Opexa’s remaining rights and obligations under the lease for Opexa’s 10,200 square foot corporate headquarters facility located in The Woodlands, Texas. The facility was originally leased by Opexa from Dirk D. Laukien, as landlord, pursuant to a lease dated August 19, 2005 as amended by that certain First Amendment to Lease Agreement dated May 11, 2015. In light of Opexa’s continuing evaluation of its strategic alternatives following the release of the data from the Abili-T clinical study, management deemed it advisable to reduce the office, R&D and manufacturing space and corresponding rent obligations. The lease had a remaining term through September 2020 and current monthly base rental payments of $16,666.67 with payment escalations to $17,500 over the remaining term. In connection with the lease assignment, Opexa also sold certain furniture, fixtures and equipment (including laboratory and manufacturing equipment) as well as its laboratory supplies located at its corporate headquarters to KBI for cash consideration in the amount of $50,000.

2. Significant Accounting Pol15

2. Significant Accounting Polices (Policies)	6 Months Ended
	Jun. 30, 2017
Accounting Policies [Abstract]
Cash and Cash Equivalents	Opexa considers all highly liquid investments with an original maturity of three months or less, when purchased, to be cash equivalents. Investments with maturities in excess of three months but less than one year are classified as short-term investments and are stated at fair market value.
Recent Accounting Pronouncements	The Company has implemented all new accounting pronouncements that are in effect and that may impact its consolidated financial statements. Management has also considered all recent accounting pronouncements issued since the last audit of the Company’s financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements.

3. Other Current Assets (Tables

3. Other Current Assets (Tables)	6 Months Ended
	Jun. 30, 2017
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Other Current Assets	Description June 30, 2017 December 31, 2016 Deferred offering costs $ 49,918 $ 111,641 Prepaid expense 106,052 259,921 Total Other Current Assets $ 155,970 $ 371,562

6. Stock-Based Compensation (Ta

6. Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock Option Activity	Number of Shares Weighted Avg. Exercise Price Weighted Average Remaining Contract Term (# years) Intrinsic Value Outstanding at December 31, 2016 481,947 $ 12.14 7.60 Exercised — — Forfeited and canceled (253,492 ) 11.83 Outstanding at June 30, 2017 228,455 $ 12.49 6.94 $ — Exercisable at June 30, 2017 185,697 $ 14.21 6.44 $ —
Warrant Activity	Number of Shares Weighted Avg. Exercise Price Weighted Average Remaining Contract Term (# years) Intrinsic Value Outstanding at December 31, 2016 3,596,625 $ 12.39 1.21 — Forfeited and canceled (127,894 ) 12.72 — Outstanding at June 30, 2017 3,468,731 12.38 0.75 $ — Exercisable at June 30, 2017 3,468,731 12.38 0.75 $ —

1. Basis of Presentation and 18

1. Basis of Presentation and Going Concern (Details Narrative) - USD ($)	Jun. 30, 2017	Dec. 31, 2016	Jun. 30, 2016	Dec. 31, 2015
Basis Of Presentation And Going Concern Details Narrative
Cash and cash equivalents	$ 1,824,355	$ 3,444,952	$ 7,847,360	$ 12,583,764
Accounts payable, short-term notes payable and accrued expenses	368,547	1,160,488
Accumulated deficit	$ (162,924,064)	$ (161,319,600)

2. Significant Accounting Pol19

2. Significant Accounting Polices (Details)	6 Months Ended
	Jun. 30, 2017USD ($)
Significant Accounting Polices Details
Cash in savings account	$ 1,600,000
Interest income	$ 648

3. Other Current Assets (Detail

3. Other Current Assets (Details) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract]
Deferred offering costs	$ 49,918	$ 111,641
Prepaid expense	106,052	259,921
Total Other Current Assets	$ 155,970	$ 371,562

3. Other Current Assets (Deta21

3. Other Current Assets (Details Narrative) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Deferred offering costs	$ 49,918	$ 111,641
Prepaid expenses	106,052	$ 259,921
Prepaid insurance	$ 71,947

4. Notes Payable (Details Narra

4. Notes Payable (Details Narrative) - USD ($)	Jun. 30, 2017	Dec. 31, 2016
Notes payable - insurance	$ 26,532	$ 156,642
AFCO
Notes payable - insurance	19,604	136,038
AFCO
Notes payable - insurance	$ 6,928	$ 20,604

6. Stock-Based Compensation (De

6. Stock-Based Compensation (Details)	6 Months Ended
	Jun. 30, 2017USD ($)$ / sharesshares
Options
Number of Shares, Outstanding at beginning of period | shares	481,947
Options, Exercised | shares	0
Options, Forfeited and canceled | shares	(253,492)
Number of Shares, Outstanding at end of period | shares	228,455
Number of Shares, Exercisable at end of period | shares	185,697
Weighted Average Exercise Price, Options
Weighted average exercise price, Outstanding at beginning of period | $ / shares	$ 12.14
Weighted average exercise price options, Exercised | $ / shares	0
Weighted average exercise price options, Forfeited and canceled | $ / shares	11.83
Weighted average exercise price, Outstanding at end of period | $ / shares	12.49
Weighted average exercise price, Exercisable at end of period | $ / shares	$ 14.21
Weighted Average Remaining Contract Term, Options
Weighted Average Remaining Contract Term, Outstanding at beginning of period	7 years 7 months 6 days
Weighted Average Remaining Contract Term, Outstanding at end of period	6 years 11 months 8 days
Weighted Average Remaining Contract Term, Exercisable	6 years 5 months 8 days
Intrinsic Value, Options
Outstanding Aggregate Intrinsic Value, end of period | $	$ 0
Exercisable Aggregate Intrinsic Value | $	$ 0

6. Stock-Based Compensation (24

6. Stock-Based Compensation (Details 1) - Warrants	6 Months Ended
	Jun. 30, 2017USD ($)$ / sharesshares
Class of Warrant or Right [Line Items]
Number of Shares, Outstanding at beginning of period | shares	3,596,625
Warrants, Exercised | shares	(127,894)
Number of Shares, Outstanding at end of period | shares	3,468,731
Number of Shares, Exercisable at end of period | shares	3,468,731
Weighted Average Exercise Price, Warrants
Weighted average exercise price, Outstanding at beginning of period | $ / shares	$ 12.39
Weighted average exercise price warrants, Forfeited and canceled | $ / shares	12.72
Weighted average exercise price, Outstanding at end of period | $ / shares	12.38
Weighted average exercise price, Exercisable at end of period | $ / shares	$ 12.38
Weighted Average Remaining Contract Term, Warrants
Weighted Average Remaining Contract Term, Outstanding at beginning of period	1 year 2 months 16 days
Weighted Average Remaining Contract Term, Outstanding at end of period	9 months
Weighted Average Remaining Contract Term, Exercisable	9 months
Intrinsic Value, Warrants
Outstanding Aggregate Intrinsic Value, Beginning of period | $	$ 0
Outstanding Aggregate Intrinsic Value, End of period | $	0
Exercisable Aggregate Intrinsic Value | $	$ 0

6. Stock-Based Compensation (25

6. Stock-Based Compensation (Details Narrative) - USD ($)	6 Months Ended
	Jun. 30, 2017	Jun. 30, 2016
Stock-based Compensation Details Narrative
Stock based compensation expense	$ 96,554	$ 342,713
Unamortized stock-based compensation expense	$ 187,063