Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 06, 2020 | Jun. 30, 2019 | |
Document And Entity Information | |||
Entity Registrant Name | POLARITYTE, INC. | ||
Entity Central Index Key | 0001076682 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-Known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 79,393,237 | ||
Entity Common Stock, Shares Outstanding | 38,358,450 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets | ||
Cash and cash equivalents | $ 10,218 | $ 55,673 |
Short-term investments | 19,022 | 6,162 |
Accounts receivable, net | 1,731 | 712 |
Inventory | 252 | 336 |
Prepaid expenses and other current assets | 1,264 | 1,432 |
Total current assets | 32,487 | 64,315 |
Property and equipment, net | 14,911 | 13,736 |
Operating lease right-of-use assets | 4,590 | |
Intangible assets, net | 731 | 924 |
Goodwill | 278 | 278 |
Other assets | 602 | 913 |
TOTAL ASSETS | 53,599 | 80,166 |
Current liabilities | ||
Accounts payable and accrued expenses | 7,095 | 6,508 |
Other current liabilities | 2,338 | 316 |
Current portion of long-term note payable | 528 | 529 |
Deferred revenue | 98 | 170 |
Total current liabilities | 10,059 | 7,523 |
Long-term note payable, net | 479 | |
Operating lease liabilities | 2,994 | |
Other long-term liabilities | 1,630 | 131 |
Total liabilities | 14,683 | 8,133 |
Commitments and Contingencies (Note 17) | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock - 25,000,000 shares authorized, 0 shares issued and outstanding at December 31, 2019 and 2018 | ||
Common stock - $.001 par value; 250,000,000 shares authorized; 27,374,653 and 21,447,088 shares issued and outstanding at December 31, 2019 and 2018 | 27 | 21 |
Additional paid-in capital | 474,174 | 414,840 |
Accumulated other comprehensive income | 72 | 36 |
Accumulated deficit | (435,357) | (342,864) |
Total stockholders' equity | 38,916 | 72,033 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 53,599 | $ 80,166 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred stock, shares authorized | 25,000,000 | 25,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 27,374,653 | 21,447,088 |
Common stock, shares outstanding | 27,374,653 | 21,447,088 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
Net revenues | |||
Total net revenues | $ 673 | $ 5,652 | $ 1,563 |
Cost of sales | |||
Total costs of sales | 381 | 2,479 | 1,002 |
Gross profit | 292 | 3,173 | 561 |
Operating costs and expenses | |||
Research and development | 3,458 | 16,397 | 19,376 |
General and administrative | 12,639 | 63,189 | 48,252 |
Sales and marketing | 2,725 | 16,980 | 2,365 |
Total operating costs and expenses | 18,822 | 96,566 | 69,993 |
Operating loss | (18,530) | (93,393) | (69,432) |
Other income (expense) | |||
Interest income, net | 80 | 151 | 395 |
Other income, net | 32 | 749 | |
Change in fair value of derivatives | 3,814 | ||
Loss on extinguishment of warrant liability | (520) | ||
Loss before income taxes | (18,418) | (92,493) | (65,743) |
Benefit for income taxes | 302 | ||
Net loss | (18,418) | (92,493) | (65,441) |
Deemed dividend - accretion of discount on Series F preferred stock | (1,290) | ||
Deemed dividend - exchange of Series F preferred stock | (7,057) | ||
Cumulative dividends on Series F preferred stock | (373) | ||
Net loss attributable to common stockholders | $ (18,418) | $ (92,493) | $ (74,161) |
Net loss per share, basic and diluted: | |||
Net loss | $ (0.86) | $ (3.70) | $ (4.29) |
Deemed dividend - accretion of discount on Series F preferred stock | (0.09) | ||
Deemed dividend - exchange of Series F preferred stock | (0.46) | ||
Cumulative dividends on Series F preferred stock | (0.02) | ||
Net loss per share attributable to common stockholders | $ (0.86) | $ (3.70) | $ (4.86) |
Weighted average shares outstanding, basic and diluted | 21,343,446 | 24,966,355 | 15,259,731 |
Products [Member] | |||
Net revenues | |||
Total net revenues | $ 210 | $ 2,353 | $ 689 |
Cost of sales | |||
Total costs of sales | 194 | 1,365 | 500 |
Services [Member] | |||
Net revenues | |||
Total net revenues | 463 | 3,299 | 874 |
Cost of sales | |||
Total costs of sales | $ 187 | $ 1,114 | $ 502 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (18,418) | $ (92,493) | $ (65,441) |
Other comprehensive income: | |||
Unrealized gain on available-for-sale securities | 36 | 493 | |
Reclassification of realized gain included in net loss | (457) | ||
Comprehensive loss | $ (18,382) | $ (92,457) | $ (65,441) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income [Member] | Accumulated Deficit [Member] | Total |
Balance at Oct. 31, 2017 | $ 109,995 | $ 7 | $ 149,173 | $ (259,005) | $ 170 | |
Balance, shares at Oct. 31, 2017 | 3,230,655 | 6,515,524 | ||||
Conversion of Series A preferred stock to common stock | $ (769) | $ 1 | 768 | |||
Conversion of Series A preferred stock to common stock, shares | (3,146,671) | 713,036 | ||||
Conversion of Series B preferred stock to common stock | $ (4,020) | $ 1 | 4,019 | |||
Conversion of Series B preferred stock to common stock, shares | (47,689) | 794,820 | ||||
Conversion of Series C preferred stock to common stock | $ (201) | 201 | ||||
Conversion of Series C preferred stock to common stock, shares | (2,578) | 59,950 | ||||
Conversion of Series D preferred stock to common stock | $ (312) | 312 | ||||
Conversion of Series D preferred stock to common stock, shares | (26,667) | 44,445 | ||||
Conversion of Series E preferred stock to common stock | $ (104,693) | $ 7 | 104,686 | |||
Conversion of Series E preferred stock to common stock, shares | (7,050) | 7,050,000 | ||||
Exchange of Series F preferred stock and dividends to common stock | $ 1 | 13,060 | 13,061 | |||
Exchange of Series F preferred stock and dividends to common stock, shares | 1,003,393 | |||||
Extinguishment of warrant liability | 3,045 | 3,045 | ||||
Extinguishment of warrant liability, shares | 151,871 | |||||
Stock option exercises | 687 | 687 | ||||
Stock option exercises, shares | 161,433 | |||||
Issuance of common stock, net of issuance costs | $ 4 | 92,672 | 92,676 | |||
Issuance of common stock, net of issuance costs, shares | 4,791,819 | |||||
Stock-based compensation expense | 38,821 | 38,821 | ||||
Stock-based compensation expense, shares | 126,000 | |||||
Deemed dividend - accretion of discount on Series F preferred stock | (1,290) | (1,290) | ||||
Cumulative dividends on Series F preferred stock | (373) | (373) | ||||
Series F preferred stock dividends paid in common stock | 306 | 306 | ||||
Series F preferred stock dividends paid in common stock, shares | 11,708 | |||||
Net loss | (65,441) | (65,441) | ||||
Balance at Oct. 31, 2018 | $ 21 | 406,087 | (324,446) | 81,662 | ||
Balance, shares at Oct. 31, 2018 | 21,423,999 | |||||
Stock-based compensation expense | 8,908 | 8,908 | ||||
Stock-based compensation expense, shares | ||||||
Deemed dividend - accretion of discount on Series F preferred stock | ||||||
Cumulative dividends on Series F preferred stock | ||||||
Vesting of restricted stock units, net | ||||||
Vesting of restricted stock units, net, shares | 23,089 | |||||
Shares withheld for tax withholding on vesting of restricted stock | (155) | (155) | ||||
Shares withheld for tax withholding on vesting of restricted stock, shares | ||||||
Other comprehensive income | 36 | 36 | ||||
Net loss | (18,418) | (18,418) | ||||
Balance at Dec. 31, 2018 | $ 21 | 414,840 | 36 | (342,864) | 72,033 | |
Balance, shares at Dec. 31, 2018 | 21,447,088 | |||||
Stock option exercises | 529 | 529 | ||||
Stock option exercises, shares | 292,417 | |||||
Issuance of common stock, net of issuance costs | $ 3 | 28,070 | 28,073 | |||
Issuance of common stock, net of issuance costs, shares | 3,473,008 | |||||
Stock-based compensation expense | 31,440 | 31,440 | ||||
Deemed dividend - accretion of discount on Series F preferred stock | ||||||
Cumulative dividends on Series F preferred stock | ||||||
Vesting of restricted stock units, net | $ 1 | (1) | ||||
Vesting of restricted stock units, net, shares | 645,473 | |||||
Shares withheld for tax withholding on vesting of restricted stock | (801) | (801) | ||||
Shares withheld for tax withholding on vesting of restricted stock, shares | (99,429) | |||||
Issuance of restricted stock awards, net | $ 2 | (2) | ||||
Issuance of restricted stock awards net, shares | 1,579,919 | |||||
Purchase of ESPP shares | 99 | 99 | ||||
Purchase of ESPP shares, shares | 36,177 | |||||
Other comprehensive income | 36 | 36 | ||||
Net loss | (92,493) | (92,493) | ||||
Balance at Dec. 31, 2019 | $ 27 | $ 474,174 | $ 72 | $ (435,357) | $ 38,916 | |
Balance, shares at Dec. 31, 2019 | 27,374,653 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Oct. 31, 2018 |
Statement of Stockholders' Equity [Abstract] | ||
Proceeds received from issuance of common stock, net of issuance costs | $ 1,147 | $ 2,785 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||||
Net loss | $ (18,418) | $ (10,915) | $ (92,493) | $ (72,944) | $ (65,441) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||
Stock based compensation expense | 8,946 | 31,402 | 38,821 | ||
Change in fair value of derivatives | (1,964) | (1,850) | (3,814) | ||
Depreciation and amortization | 330 | 2,992 | 1,394 | ||
Loss on extinguishment of warrant liability | 520 | 520 | |||
Amortization of intangible assets | 33 | 193 | 100 | ||
Amortization of debt discount | 10 | 49 | 35 | ||
Change in fair value of contingent consideration | 57 | (36) | 20 | ||
Loss on disposal of property and equipment | 914 | ||||
Other non-cash adjustments | 86 | 20 | |||
Changes in operating assets and liabilities: | |||||
Accounts receivable | 228 | (1,019) | (940) | ||
Inventory | (98) | 84 | (238) | ||
Prepaid expenses and other current assets | (279) | 193 | (911) | ||
Operating lease right-of-use assets | 1,651 | ||||
Other assets | (535) | (249) | (378) | ||
Accounts payable and accrued expenses | 1,621 | 1,269 | 2,136 | ||
Other current liabilities | 32 | ||||
Deferred revenue | 20 | (72) | 150 | ||
Operating lease liabilities | (1,578) | ||||
Net cash used in operating activities | (7,999) | (56,648) | (28,546) | ||
CASH FLOWS FROM INVESTING ACTIVITIES | |||||
Purchase of property and equipment | (834) | (2,773) | (9,221) | ||
Purchase of available-for-sale securities | (10,200) | (40,072) | |||
Proceeds from maturities of available-for-sale securities | 4,003 | 23,327 | |||
Proceeds from sale of available-for-sale securities | 3,901 | ||||
Acquisition of IBEX | (2,258) | ||||
Net cash used in continuing investing activities | (7,031) | (15,617) | (11,479) | ||
Net cash provided by discontinued investing activities | 10 | 60 | |||
Net cash used in investing activities | (7,021) | (15,617) | (11,419) | ||
CASH FLOWS FROM FINANCING ACTIVITIES | |||||
Net proceeds from the sale of common stock | 28,073 | 92,676 | |||
Proceeds from stock options exercised | 529 | 687 | |||
Proceeds from ESPP purchase | 99 | ||||
Cash paid for tax withholdings related to net share settlement | (679) | ||||
Payment of contingent consideration liability | (225) | (30) | |||
Principal payments on financing leases | (11) | (453) | (74) | ||
Principal payments on term note payable and financing arrangements | (257) | (534) | |||
Net cash provided by/(used in) financing activities | (268) | 26,810 | 93,259 | ||
Net (decrease)/increase in cash and cash equivalents | (15,288) | (45,455) | 53,294 | ||
Cash and cash equivalents - beginning of period | 70,961 | 17,667 | 55,673 | 17,667 | |
Cash and cash equivalents - end of period | 55,673 | 10,218 | 55,673 | 70,961 | |
Supplemental schedule of non-cash investing and financing activities: | |||||
Property and equipment additions acquired through finance leases | 20 | 2,578 | 251 | ||
Property and equipment acquired through financing arrangements | 58 | ||||
Unpaid liability for acquisition of property and equipment | 600 | 273 | 300 | ||
Reclassification of stock-based compensation expense that was previously classified as a liability to paid-in capital | 38 | ||||
Conversion of Series A, B, C, D, E preferred stock to common stock | 109,995 | ||||
Unpaid tax liability related to net share settlement of restricted stock units | 155 | ||||
Contingent consideration earned and recorded in accounts payable | 31 | 33 | |||
Exchange of Series F preferred stock for common stock | 13,061 | ||||
Extinguishment of warrant liability | 2,525 | ||||
Deemed dividend - accretion of discount on Series F preferred stock | 593 | 697 | 1,290 | ||
Cumulative dividends on Series F preferred stock | $ 182 | $ 191 | 373 | ||
Series F preferred stock dividends paid in common stock | 306 | ||||
Contingent consideration for IBEX acquisition | 278 | ||||
Note payable issued as partial consideration for IBEX acquisition | $ 1,220 |
Principal Business Activity
Principal Business Activity | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Principal Business Activity | 1. PRINCIPAL BUSINESS ACTIVITY PolarityTE, Inc. and subsidiaries (the “Company”) is a biotechnology company developing and commercializing regenerative tissue products and biomaterials. Change in Fiscal Year end. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation. Principles of Consolidation. Use of estimates. Segments. Cash and cash equivalents. Investments Accounts Receivable. Inventory. Property and Equipment. Leases The Company has lease agreements with lease and non-lease components. As allowed under ASC 842, the Company has elected not to separate lease and non-lease components for any leases involving real estate and office equipment classes of assets and, as a result, accounts for the lease and non-lease components as a single lease component. The Company has also elected not to apply the recognition requirement of ASC 842 to leases with a term of 12 months or less for all classes of assets. Goodwill and Intangible Assets. Goodwill is tested for impairment at a reporting unit level by performing either a qualitative or quantitative analysis. The qualitative analysis is an assessment of factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company concludes that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then no further testing is necessary. If the Company concludes otherwise, a quantitative analysis is performed by comparing the fair value of a reporting unit to its carrying amount. If the fair value exceeds the carrying value, there is no impairment. If the fair value is less than the carrying value, an impairment charge is recorded for the difference between the fair value and the carrying value. During the year, the Company performed a qualitative assessment and concluded that it is more likely than not that the fair value of the reporting unit is more than its carrying value. Accordingly, there was no indication of impairment, and further quantitative analysis was not required. Intangible assets deemed to have finite lives are amortized on a straight-line basis over their estimated useful lives, which generally range from one to eleven years. The useful life is the period over which the asset is expected to contribute directly, or indirectly, to its future cash flows. Intangible assets are reviewed for impairment when certain events or circumstances exist. For amortizable intangible assets, impairment exists when the undiscounted cash flows exceed its carrying value and an impairment charge would be recorded for the excess of the carrying value over its fair value. At least annually, the remaining useful life is evaluated. Impairment of Long-Lived Assets. Capitalized Software. Revenue Recognition. The Company adopted ASC 606 for the year ended December 31, 2019 and the two months ended December 31, 2018. Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. In the regenerative medicine products segment, the Company records product revenues primarily from the sale of its regenerative tissue products. The Company sells its products to healthcare providers, primarily through direct sales representatives. Product revenues consists of a single performance obligation that the Company satisfies at a point in time. In general, the Company recognizes product revenue upon delivery to the customer. In the contract services segment, the Company records service revenues from the sale of its contract research services, which includes delivery of preclinical studies and other research services to unrelated third parties. Service revenues generally consist of a single performance obligation that the Company satisfies over time using an input method based on costs incurred to date relative to the total costs expected to be required to satisfy the performance obligation. The Company believes that this method provides a faithful depiction of the transfer of services over the term of the performance obligation based on the remaining services needed to satisfy the obligation. This requires the Company to make reasonable estimates of the extent of progress toward completion of the contract. As a result, unbilled receivables and deferred revenue are recognized based on payment timing and work completed. Generally, a portion of the payment is due upfront and the remainder upon completion of the contract, with most contracts completing in less than a year. As of December 31, 2019 and 2018, the Company had unbilled receivables of $0.1 million and $0.2 million, respectively, and deferred revenue of $0.1 million and $0.2 million, respectively. The unbilled receivables balance is included in consolidated accounts receivable. Revenue of $0.2 million was recognized during the year ended December 31, 2019 that was included in the deferred revenue balance as of December 31, 2018. The impact of the new revenue standard did not have a material impact to the financial statements. Costs to obtain the contract are incurred for product revenue as they are shipped and are expensed as incurred. The Company considers a significant customer to be one that comprises more than 10% of net revenues or accounts receivable. Concentration of revenues was as follows: For the Year Ended December 31, 2019 For the Two Months Ended December 31, 2018 For the Year Ended October 31, 2018 Segment % of Revenue % of Revenue % of Revenue Customer A Contract Services 23 % 32 % 19 % Customer B Regenerative Medicine * 17 % * Customer C Contract Services * 11 % * Concentration of accounts receivable was as follows: December 31, 2019 December 31, 2018 Segment % of Accounts Receivable % of Accounts Receivable Customer A Contract services * 23 % Customer B Regenerative medicine * 20 % Customer D Regenerative medicine * 14 % Customer E Regenerative medicine 11 % * Customer F Contract services 15 % * Customer G Regenerative medicine 14 % * *The amount did not exceed 10% Research and Development Expenses. Accruals for Research and Development Expenses and Clinical Trials. Stock-Based Compensation. The fair value for options issued is estimated at the date of grant using a Black-Scholes option-pricing model. The risk-free rate is derived from the U.S. Treasury yield curve in effect at the time of the grant. The volatility factor is determined based on the Company’s historical stock prices. Forfeitures are recognized as they occur. The fair value of restricted stock grants is measured based on the fair market value of the Company’s common stock on the date of grant and amortized over the vesting period of, generally, six months to three years. Stock-based compensation expense for nonemployee services had historically been subject to remeasurement at each reporting date as the underlying equity instruments vest and was recognized as an expense over the period during which services are received. Upon the adoption of ASU 2018-07, Compensation – Stock Compensation on January 1, 2019, the valuation was fixed at the implementation date and will be recognized as an expense on a straight-line basis over the remaining service period. Income Taxes. Loss Per Share. Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share since the effects of potentially dilutive securities are antidilutive. Recent Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815) and Leases (Topic 842): Effective Dates Recently Adopted Accounting Pronouncements On January 1, 2019 the Company adopted ASU 2016-02, Leases (ASC 842) The Company elected the package of practical expedients permitted under the transition guidance, which allowed it to carryforward its historical lease classification, its assessment on whether a contract was or contains a lease, and its initial direct costs for any leases that existed prior to January 1, 2019. The impact of the adoption of ASC 842 on the accompanying consolidated balance sheet as of January 1, 2019 was as follows (in thousands): December 31, 2018 Adjustments Due to the Adoption of ASC 842 January 1, 2019 Operating lease right-of-use assets $ – $ 5,305 $ 5,305 Liabilities: Accounts payable and accrued expenses $ 6,508 $ (75 ) $ 6,433 Other current liabilities 316 1,432 1,748 Operating lease liabilities – 3,948 3,948 The adjustments due to the adoption of ASC 842 related to the recognition of operating lease right-of-use assets and operating lease liabilities for the existing operating leases. A cumulative-effect adjustment to beginning accumulated deficit was not required. In June 2018, the FASB issued ASU 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-based Payment Accounting In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment. had no impact on the Company’s consolidated financial statements and related disclosures. |
Liquidity
Liquidity | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity | 3. LIQUIDITY The Company has experienced recurring losses and cash outflows from operating activities. As of December 31, 2019, the Company has an accumulated deficit of $435.4 million. As of December 31, 2019, the Company had cash and cash equivalents and short-term investments of $29.2 million. On April 10, 2019, the Company completed an underwritten offering providing for the issuance and sale of 3,418,918 shares of the Company’s common stock, par value $0.001 per share, at an offering price of $8.51 per share, for net proceeds of approximately $27.9 million, after deducting offering expenses payable by the Company. On December 5, 2019, the Company entered into an Equity Purchase Agreement (the “Purchase Agreement”), with Keystone Capital Partners, LLC (“Keystone”), pursuant to which Keystone has agreed to purchase from the Company up to $25.0 million of shares of its common stock, subject to certain limitations including a minimum stock price of $2.00, at the direction of the Company from time to time during the 36-month term of the Purchase Agreement. Concurrently, the Company entered into a Registration Rights Agreement with Keystone, pursuant to which it agreed to register the sales of its common stock pursuant to the Purchase Agreement under the Company’s existing shelf registration statement on Form S-3 or a new registration statement. On December 19, 2019, the Company sold 54,090 shares under the Purchase Agreement at a purchase price of $2.31 per share, for total proceeds of $0.1 million. On February 14, 2020, the Company completed an underwritten offering of 10,638,298 shares of its common stock and warrants to purchase 10,638,298 shares of common stock. Each common share and warrant were sold together for a combined purchase price of $2.35. The exercise price of each warrant is $2.80 per share, the warrants were exercisable immediately, and they will expire February 12, 2027. The net proceeds to the Company from the offering are estimated to be approximately $22.7 million, after estimated offering expenses payable by the Company. Following the end of 2019, the Company effectuated four additional sales of common stock to Keystone under the Purchase Agreement for a total of 216,412 shares generating total gross proceeds of $0.6 million. In connection with the underwritten offering described in the preceding paragraph, the Company agreed not to sell any additional shares under the Purchase Agreement for a period of 90 days after the closing date of the offering. Based upon the current status of product development and commercialization plans, the Company believes that its existing cash and cash equivalents, with planned operating cost reductions, will be adequate to satisfy its capital and operating needs for at least the next 12 months from the date of filing. The Company believes it may need additional financing to continue clinical deployment and commercialization of SkinTE and development of its other product candidates. The Company will continue to pursue fundraising opportunities when available, but such financing may not be available in the future on favorable terms, if at all. If adequate financing is not available, the Company may be required to delay, reduce the scope of, or eliminate one or more of its product development programs, or be unable to continue operations over a longer term. The Company plans to meet its capital requirements primarily through issuances of equity securities, debt financing, revenue from product sales or strategic partnership arrangements. Failure to generate revenue or raise additional capital would adversely affect the Company’s ability to achieve its intended business objectives. |
IBEX Acquisition
IBEX Acquisition | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
IBEX Acquisition | 4 . IBEX ACQUISITION On March 2, 2018, the Company, along with its wholly owned subsidiary, Utah CRO Services, Inc., a Nevada corporation, entered into agreements with IBEX for the purchase of the assets and rights to the Seller’s preclinical research and contract services business and related real estate. The Company acquired this preclinical biomedical research facility in order to accelerate research and development of PolarityTE pipeline products. The business consists of a GLP compliant preclinical research facility, including vivarium, operating rooms, preparation rooms, storage facilities, and surgical and imaging equipment. The real property includes two parcels in Cache County, Utah, consisting of approximately 1.75 combined gross acres of land, together with the buildings, structures, fixtures, and personal property located on the real property. The above was accounted for as a business combination. The acquisition closed on May 3, 2018. The aggregate purchase price was $3.8 million, of which $2.3 million was paid at closing and the balance satisfied by a promissory note payable to the Seller with an initial fair value of $1.2 million (see Note 11) and contingent consideration with an initial fair value of approximately $0.3 million. During the year ended October 31, 2018, the Company recorded approximately $38,000 of direct and incremental costs associated with acquisition-related activities. These costs were incurred primarily for banking, legal, and professional fees associated with the IBEX acquisition. These costs were recorded in general and administrative expenses in the consolidated statement of operations. During the year ended October 31, 2018, IBEX contributed approximately $0.9 million to net revenues and approximately $0.3 million to gross profit, respectively. Purchase Price Allocation The following table summarizes the purchase price allocation for the IBEX acquisition (in thousands): Equipment $ 430 Land and buildings 2,000 Intangible assets 1,057 Goodwill 278 Accrued property taxes (9 ) Aggregate purchase price $ 3,756 Less: Promissory note to seller 1,220 Contingent consideration 278 Cash paid at closing $ 2,258 As part of the acquisition of IBEX, the Company recorded a contingent consideration liability of $0.3 million in current liabilities in the consolidated balance sheet. The contingent consideration represents the estimated fair value of future payments due to the Seller of IBEX based on IBEX’s revenue generated from studies quoted prior to but completed after the transaction. Contingent consideration is initially recognized at fair value as purchase consideration and subsequently remeasured at fair value through earnings. The initial fair value of the contingent consideration was based on the present value of estimated future cash flows using a 20% discount rate. The contingent consideration is the payment of 15% of the actual revenues received for work on any study initiated within 18 months following the closing of the purchase on the basis of certain specific customer prospects that received service proposals prior to the closing, provided that the total payments will not exceed $650,000. During the year ended December 31, 2019, the Company recognized a decrease in the fair value of contingent consideration of $36,000. During the two months ended December 31, 2018 and the year ended October 31, 2018, the Company recognized an increase in fair value of the contingent consideration of $20,000 and $57,000, respectively. The change in fair value was recognized in general and administrative expense in the Company’s consolidated statement of operations. The excess of the fair value of purchase consideration over the fair values of identifiable assets and liabilities acquired is recorded as goodwill, including the value of the assembled workforce. Disclosure of pro-forma revenues and earnings attributable to the acquisition is excluded because it is impracticable to obtain complete historical financial records for IBEX Preclinical Research, Inc. The following table shows the valuation of the individual identifiable intangible assets acquired along with their estimated remaining useful lives as of the acquisition date (in thousands): Approximate Fair Value Remaining Useful Life (in years) Non-compete agreement $ 410 4 Customer contracts and relationships 534 7 to 8 Trade names and trademarks 101 10 to 11 Backlog 12 Less than 1 Total intangible assets $ 1,057 |
Fair Value
Fair Value | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value | 5. FAIR VALUE In accordance with ASC 820, Fair Value Measurements and Disclosures ● Level 1: Observable inputs such as quoted prices in active markets for identical instruments. This methodology applies to the Company’s Level 1 investments, which are composed of money market funds. ● Level 2: Quoted prices for similar instruments that are directly or indirectly observable in the market. This methodology applies to the Company’s Level 2 investments, which are composed of corporate debt securities, commercial paper, and U.S. government debt securities. ● Level 3: Significant unobservable inputs supported by little or no market activity. Financial instruments whose values are determined using pricing models, discounted cash flow methodologies, or similar techniques, for which determination of fair value requires significant judgment or estimation. This methodology applies to the Company’s Level 3 financial instruments, which are composed of contingent consideration. Financial instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. There were no transfers within the hierarchy for any of the periods presented. In connection with the offering of Units in September 2017 (see Note 12), the Company issued warrants to purchase an aggregate of 322,727 shares of common stock. These warrants were exercisable at $30.00 per share and expired in two years from the date of issuance. The warrants were liabilities pursuant to ASC 815. The warrant agreement provided for an adjustment to the number of common shares issuable under the warrant or adjustment to the exercise price, including but not limited to, if: (a) the Company issues shares of common stock as a dividend or distribution to holders of its common stock; (b) the Company subdivides or combines its common stock (i.e., stock split); or (c) the Company issues new securities for consideration less than the exercise price. Under ASC 815, warrants that provide for down-round exercise price protection are recognized as derivative liabilities. The Series F Preferred Shares contained an embedded conversion feature that was not clearly and closely related to the identified host instrument and, as such, was recognized as a derivative liability measured at fair value. The Company classified these derivatives on the consolidated balance sheet as a current liability. As discussed in Note 12, both the warrants and the Series F Preferred Shares were exchanged for common stock on March 6, 2018. The fair value of the bifurcated embedded conversion feature was estimated to be approximately $7.2 million at March 5, 2018 as calculated using the Monte Carlo simulation with the following assumptions: Series F Conversion Feature March 5, 2018 Stock price $ 20.05 Exercise price $ 27.50 Risk-free rate 2.2 % Volatility 88.2 % Term 1.5 The fair value of the warrant liability was estimated to be approximately $2.5 million at March 5, 2018 as calculated using the Monte Carlo simulation with the following assumptions: Warrant Liability March 5, 2018 Stock price $ 20.05 Exercise price $ 30.00 Risk-free rate 2.2 % Volatility 88.2 % Term 1.5 The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy as of December 31, 2019 and 2018 (in thousands): Fair Value Measurement as of December 31, 2019 Level 1 Level 2 Level 3 Total Assets Money market funds $ 2,019 $ – $ – $ 2,019 Commercial paper – 11,064 – 11,064 Corporate debt securities – 8,982 – 8,982 U.S. government debt securities – 3,770 – 3,770 Total $ 2,019 $ 23,816 $ – $ 25,835 Liabilities Contingent consideration $ – $ – $ 31 $ 31 Total $ – $ – $ 31 $ 31 Fair Value Measurement as of December 31, 2018 Level 1 Level 2 Level 3 Total Assets Money market funds $ 7 $ – $ – $ 7 Commercial paper – 21,392 – 21,392 Corporate debt securities – 5,448 – 5,448 U.S. government debt securities – 3,226 – 3,226 Total $ 7 $ 30,066 $ – $ 30,073 Liabilities Contingent consideration $ – $ – $ 261 $ 261 Total $ – $ – $ 261 $ 261 The following table sets forth the changes in the estimated fair value of the contingent consideration liability (in thousands) which is included in other current liabilities: Contingent Consideration Fair value - October 31, 2018 $ 235 Change in fair value 57 Earned and moved to accounts payable (31 ) Fair value – December 31, 2018 261 Change in fair value (36 ) Earned and paid (194 ) Fair value – December 31, 2019 $ 31 |
Cash Equivalents and Short-Term
Cash Equivalents and Short-Term Investments | 12 Months Ended |
Dec. 31, 2019 | |
Cash and Cash Equivalents [Abstract] | |
Cash Equivalents and Short-Term Investments | 6. Cash Equivalents and Short-Term Investments Cash equivalents and short-term investments consisted of the following as of December 31, 2019 and 2018 (in thousands): December 31, 2019 Amortized Cost Unrealized Gains Unrealized Losses Market Value Cash equivalents Money market funds $ 2,019 $ – $ – $ 2,019 Commercial paper 1,020 4 – 1,024 U.S. government debt securities 3,761 9 – 3,770 Total cash equivalents (1) 6,800 13 – 6,813 Short-term investments Commercial paper 9,986 54 – 10,040 Corporate debt securities 8,977 5 – 8,982 Total short-term investments 18,963 59 – 19,022 Total $ 25,763 $ 72 $ – $ 25,835 (1) Included in cash and cash equivalents in the Company’s consolidated balance sheet as of December 31, 2019 in addition to $3.4 million of cash. December 31, 2018 Amortized Cost Unrealized Gains Unrealized Losses Market Value Cash equivalents Money market funds $ 7 $ – $ – $ 7 Commercial paper 20,648 30 – 20,678 U.S. government debt securities 3,224 2 – 3,226 Total cash equivalents (1) 23,879 32 – 23,911 Short-term investments Commercial paper 714 – – 714 Corporate debt securities 5,444 5 (1 ) 5,448 Total short-term investments 6,158 5 (1 ) 6,162 Total $ 30,037 $ 37 $ (1 ) $ 30,073 (1) Included in cash and cash equivalents in the Company’s consolidated balance sheet as of December 31, 2018 in addition to $31.8 million of cash. All investments of debt securities held as of December 31, 2019 and 2018 had maturities of less than one year. During the year ended December 31, 2019, the Company recognized $0.5 million net realized gains on available-for-sale securities. For the two months ended December 31, 2018, realized gains or losses on available-for-sale securities were immaterial. The interest earned from available-for-sale securities was $0.4 million for the year ended December 31, 2019 and is included in interest income, net in the consolidated statements of operations. For the two months ended December 31, 2018, interest earned from available-for-sale securities was immaterial. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 7. PROPERTY AND EQUIPMENT, NET The following table presents the components of property and equipment, net (in thousands): December 31, 2019 December 31, 2018 Machinery and equipment $ 12,083 $ 8,276 Land and buildings 2,000 2,000 Computers and software 1,189 1,372 Leasehold improvements 2,282 1,230 Construction in progress 1,606 2,402 Furniture and equipment 470 614 Total property and equipment, gross 19,630 15,894 Accumulated depreciation (4,719 ) (2,158 ) Total property and equipment, net $ 14,911 $ 13,736 Depreciation and amortization expense for property and equipment, including assets acquired under financing leases was as follows (in thousands): For the Year Ended December 31, For the Two Months ended December 31, For the Year Ended October 31, 2019 2018 2018 General and administrative expense $ 1,562 $ 155 $ 223 Research and development expense 1,430 175 $ 1,171 Total depreciation and amortization expense $ 2,992 $ 330 $ 1,394 For the year ended December 31, 2019, the Company recognized a loss on disposal of property and equipment of $0.9 million. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | 8. LEASES The Company leases facilities and certain equipment under noncancelable leases that expire at various dates through November 2024. These leases require monthly lease payments that may be subject to annual increases throughout the lease term. Certain of these leases may include options to extend or terminate the lease at the election of the Company. These optional periods have not been considered in the determination of the right-of-use-assets or lease liabilities associated with these leases as the Company did not consider it reasonably certain it would exercise the options. In April 2019, the Company entered into an operating lease to obtain 6,307 square feet of manufacturing, laboratory, and office space. The lease expires April 2024 and requires monthly lease payments subject to annual increases. During the year ended December 31, 2019, the Company also increased office space under an existing lease, which requires additional monthly lease payments. As of December 31 2019, the maturities of operating and finance lease liabilities were as follows (in thousands): Operating leases Finance leases 2020 $ 2,114 $ 659 2021 1,730 656 2022 1,345 405 2023 132 336 2024 87 42 Thereafter – 1 Total lease payments 5,408 2,099 Less: Imputed interest (668 ) (324 ) Total $ 4,740 $ 1,775 Supplemental balance sheet information related to leases was as follows (in thousands): Finance leases December 31, 2019 Finance lease right-of-use assets included within property and equipment, net $ 2,177 Current finance lease liabilities included within other current liabilities $ 508 Non-current finance lease liabilities included within other long-term liabilities 1,267 Total $ 1,775 Operating leases December 31 2019 Current operating lease liabilities included within other current liabilities $ 1,746 Operating lease liabilities – non current 2,994 Total $ 4,740 The components of lease expense was as follows (in thousands): For the Year Ended December 31, 2019 Operating lease costs included within operating costs and expenses $ 2,173 Finance lease costs: Amortization of right of use assets $ 654 Interest on lease liabilities 152 Total $ 806 Supplemental cash flow information related to leases was as follows (in thousands): For the Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash out flows from operating leases $ 2,100 Operating cash out flows from finance leases 152 Financing cash out flows from finance leases 453 Lease liabilities arising from obtaining right-of-use assets: Finance leases $ 2,043 Lease payments made in prior period reclassified to property and equipment 535 Operating leases 936 As of December 31, 2019, the weighted average remaining operating lease term is 2.8 years and the weighted average discount rate used to determine the operating lease liability was 9.83%. The weighted average remaining finance lease term is 3.5 years and the weighted average discount rate used to determine the finance lease liability was 9.77%. The following disclosures as of December 31, 2018 continue to be in accordance with ASC 840. Future minimum lease payments for operating and capital leases at December 31, 2018 was as follows ( in thousands Operating leases Capital leases 2019 $ 1,895 $ 66 2020 1,819 58 2021 1,455 55 2022 1,216 28 $ 6,385 $ 207 Rent expense under ASC 840 for the two months ended December 31, 2018 and the year ended October 31, 2018 was $0.4 million and $1.4 million, respectively. |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | 9. INTANGIBLE ASSETS AND GOODWILL Intangible assets, net, consist of the following (in thousands): December 31, 2019 December 31, 2018 Non-compete agreement $ 410 $ 410 Customer contracts and relationships 534 534 Trade names and trademarks 101 101 Backlog 12 12 Total intangible assets, gross 1,057 1,057 Accumulated amortization (326 ) (133 ) Total intangible assets, net $ 731 $ 924 Amortization expense for the year ended December 31, 2019, the two months ended December 31, 2018 and the year ended October 31, 2018 was approximately $0.2 million, $33,000 and $0.1 million, respectively. The future amortization of intangible assets is expected to be as follows (in thousands): 2020 $ 189 2021 189 2022 121 2023 87 2024 87 Thereafter 58 $ 731 As a result of the IBEX acquisition in May 2018, the Company recognized $0.3 million of goodwill in the contract services segment. There were no changes in the carrying amount of goodwill for any of the periods presented. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | 10. ACCOUNTS PAYABLE AND ACCRUED EXPENSES The following table presents the major components of accounts payable and accrued expenses (in thousands): December 31, 2019 December 31, 2018 Accounts payable $ 1,689 $ 2,918 Salaries and other compensation 1,462 1,041 Legal and accounting 1,404 640 Accrued severance 1,053 – Benefit plan accrual 557 239 Other 930 1,670 Total accounts payable and accrued expenses $ 7,095 $ 6,508 Salaries and other compensation include accrued payroll expense, accrued bonus, and estimated employer 401(k) plan contributions. Accrued severance includes $0.9 million of accrued compensation owed to Dr. Denver Lough, a former officer and director, under a settlement terms agreement dated August 21, 2019 (Note 18). The remaining amount due of $0.3 million is included in other long-term liabilities. |
Long Term Note Payable
Long Term Note Payable | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long Term Note Payable | 11. LONG TERM NOTE PAYABLE In connection with the IBEX Acquisition, described in Note 4, the Company issued a promissory note payable to the Seller with an initial fair value of $1.2 million. The promissory note has a principal balance of $1.3 million and bears interest at a rate of 3.5% interest per annum. Principal and interest are payable in five equal installments that began on November 3, 2018 and continuing on each six-month anniversary thereafter (“Payment Date”). The promissory note may be prepaid by the Company at any time and becomes due and payable at the earlier of the maturity date of November 3, 2020 or upon an event of default, which includes failure to pay any installment on each Payment Date, breach of any negative covenants, insolvency or bankruptcy. Upon the occurrence of an event of default, the promissory note will bear an accelerated interest rate of 7% per annum from the date of the event of default. As of December 31, 2019 the note payable balance was $0.5 million. The Company initially recognized the promissory note at its fair value, using an estimated market rate of interest for the Company, which was higher than the promissory note’s stated rate. The result of imputing a market rate of interest resulted in an initial discount to the principal balance of approximately $0.1 million, which is being amortized to interest expense over the term of the promissory note using the effective interest method. The unamortized debt discount was $19,000 and $68,000 at December 31, 2019 and 2018, respectively. Amortization of debt discount of $49,000, $10,000 and $35,000 was included in interest expense for the year ended December 31, 2019, the two months ended December 31, 2018 and the year ended October 31, 2018, respectively. |
Preferred Shares and Common Sha
Preferred Shares and Common Shares | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Preferred Shares and Common Shares | 12. PREFERRED SHARES AND COMMON SHARES Common Stock Issuance On April 10, 2019, the Company completed an underwritten offering providing for the issuance and sale of 3,418,918 shares of the Company’s common stock, par value $0.001 per share, at an offering price of $8.51 per share, for net proceeds of approximately $27.9 million, after deducting offering expenses payable by the Company. On December 5, 2019, the Company entered into the Purchase Agreement with Keystone pursuant to which Keystone has agreed to purchase from the Company up to $25.0 million of shares of its common stock, subject to certain limitations including a minimum stock price of $2.00, at the direction of the Company from time to time during the 36-month term of the Purchase Agreement. Concurrently, the Company entered into a Registration Rights Agreement with Keystone, pursuant to which it agreed to register the sales of its common stock pursuant to the Purchase Agreement under the Company’s existing shelf registration statement on Form S-3 or a new registration statement. On December 19, 2019, the Company sold 54,090 shares under the Purchase Agreement at a purchase price of $2.31 per share, for total proceeds of $0.1 million. On April 12, 2018, the Company completed a public offering of 2,335,937 shares of the Company’s common stock, par value $0.001 per share, at an offering price of $16.00 per share resulting in net proceeds of approximately $34.6 million, after deducting offering expenses payable by the Company. On June 7, 2018, the Company completed an underwritten offering of 2,455,882 shares of the Company’s common stock, par value $0.001 per share, at an offering price of $23.65 per share resulting in net proceeds of approximately $58.0 million, after deducting offering expenses payable by the Company. Exchange of 100% of Outstanding Series F Preferred Stock Shares and Warrants On September 20, 2017, the Company sold an aggregate of $17,750,000 worth of units of the Company’s securities (the “Units”) to accredited investors at a purchase price of $2,750 per Unit. Each Unit consisted of (i) one share of the Company’s newly authorized 6% Series F Convertible Preferred Stock, par value $0.001 per share (the “Series F Preferred Shares”), convertible into one hundred (100) shares of the Company’s common stock, and (ii) a two-year warrant to purchase up to 322,727 shares of the Company’s common stock, at an exercise price of $30.00 per share. The Series F Preferred Shares were convertible into shares of the Company’s common stock based on a conversion calculation equal to the stated value of the Series F Preferred Shares, plus all accrued and unpaid dividends, if any, on such Series F Preferred Shares, as of such date of determination, divided by the conversion price. The stated value of each Series F Preferred Share was $2,750 and the initial conversion price was $27.50 per share, each subject to adjustment for stock splits, stock dividends, recapitalizations, combinations, subdivisions or other similar events. The warrants issued in connection with the Series F Preferred Shares were determined to be liabilities pursuant to ASC 815. The warrant agreement provided for an adjustment to the number of common shares issuable under the warrant or adjustment to the exercise price, including but not limited to, if: (a) the Company issued shares of common stock as a dividend or distribution to holders of its common stock; (b) the Company subdivided or combined its common stock (i.e., stock split); or (c) the Company issues new securities for consideration less than the exercise price. Under ASC 815, warrants that provide for down-round exercise price protection are recognized as derivative liabilities. The conversion feature within the Series F Preferred Shares was determined to not be clearly and closely related to the identified host instrument and, as such, was recognized as a derivative liability measured at fair value pursuant to ASC 815. The initial fair value of the warrants and bifurcated embedded conversion feature, estimated to be approximately $4.3 million and $9.3 million, respectively, was deducted from the gross proceeds of the Unit offering to arrive at the initial discounted carrying value of the Series F Preferred Shares. The resulting discount to the aggregate stated value of the Series F Preferred Shares of approximately $13.6 million was recognized as accretion using the effective interest method similar to preferred stock dividends, over the two-year period prior to optional redemption by the holders. On March 6, 2018, the Company entered into separate exchange agreements (the “Exchange Agreements”) with holders (each a “Holder”, and collectively the “Holders”) of 100% of the Company’s outstanding Series F Preferred Shares, and the Company’s warrants to purchase shares of the Company’s common stock issued in connection with the Series F Preferred Shares (such “Warrants” and Series F Preferred Shares collectively referred to as the “Exchange Securities”) to exchange the Exchange Securities and unpaid dividends on the Series F Preferred Shares for common stock (the “Exchange”). The Exchange resulted in the following issuances: (A) all outstanding Series F Preferred Shares were converted into 972,070 shares of restricted common stock at an effective conversion price of $18.26 per share of common stock (the closing price of Common Stock on the NASDAQ Capital Market on February 26, 2018); (B) the right to receive 6% dividends underlying Series F Preferred Shares was terminated in exchange for 31,321 shares of restricted common stock; (C) 322,727 Warrants to purchase common stock were exchanged for 151,871 shares of restricted common stock; and (D) the Holders of the Warrants relinquished any and all other rights pursuant to the Warrants, including exercise price adjustments. As part of the Exchange, the Holders also relinquished all other rights related to the issuance of the Exchange Securities, the respective governing agreements and certificates of designation, including any related dividends, adjustment of conversion and exercise price, and repayment option. The existing registration rights agreement with the holders of the Series F Preferred Shares was also terminated and the holders of the Series F Preferred Shares waived the obligation of the Company to register the common shares issuable upon conversion of Series F Preferred Shares or upon exercise of the warrants, and waived any damages, penalties and defaults related to the Company failing to file or have declared effective a registration statement covering those shares. The exchange of all outstanding Series F Preferred Shares, and the holders’ right to receive 6% dividends, for common stock of the Company was recognized as follows: Fair market value of 1,003,393 shares of common stock issued at $20.05 (Company’s closing stock price on March 5, 2018) in exchange for Series F Preferred Shares and accrued dividends $ 20,117,990 Carrying value of Series F Preferred Shares at March 5, 2018, including dividends (5,898,274 ) Carrying value of bifurcated conversion option at March 5, 2018 (7,162,587 ) Deemed dividend on Series F Preferred Shares exchange $ 7,057,129 As the Warrants were classified as a liability, the exchange of the Warrants for common shares was recognized as a liability extinguishment. As of March 5, 2018, the fair market value of the 151,871 common shares issued in the Exchange was $3,045,034 and the fair value of the common stock warrant liability was $2,525,567 resulting in a loss on extinguishment of warrant liability of $519,467 during the year ended October 31, 2018. The Company recognized accretion of the discount to the stated value of the Series F Preferred Shares of approximately $1,290,000 during the year ended October 31, 2018, as a reduction of additional paid-in capital and an increase in the carrying value of the Series F Preferred Shares. The accretion is presented in the Statement of Operations as a deemed dividend, increasing net loss to arrive at net loss attributable to common stockholders. Preferred Stock Conversion and Elimination On February 6, 2018, 15,756 shares of Series B Convertible Preferred Stock (“Series B Preferred Shares”) were converted into 262,606 shares of common stock. On March 6, 2018, the Company received conversion notices (in accordance with original terms) from holders of 100% of the outstanding shares of Series A Convertible Preferred Stock (the “Series A Preferred Shares”), Series B Preferred Shares and Series E Convertible Preferred Stock (the “Series E Preferred Shares”) and issued an aggregate of 7,945,250 shares of common stock to such holders. The shares of Series E Preferred Stock were held by Dr. Denver Lough, the Company’s former Chief Executive Officer. On March 6, 2018, the Company entered into a new registration rights agreement (the “Lough Registration Rights Agreement”) with Dr. Lough, pursuant to which the Company agreed to file a registration statement to register the resale of 7,050,000 shares of common stock issued upon conversion of the Series E Preferred Shares within six months, to cause such registration statement to be declared effective by the Securities and Exchange Commission as promptly as possible following its filing. On March 14, 2019, the Company’s registration obligation was waived, and the Lough Registration Rights Agreement amended to provide that Dr. Lough may demand registration by written request to the Company. Dr. Lough demanded registration of his 7,050,000 common shares in August 2019, and pursuant to that demand a registration statement on Form S-3 was filed with the Securities and Exchange Commission in October 2019 and declared effective November 1, 2019. The Company is obligated to keep the registration statement effective until the earlier of the date all the registered shares have been sold pursuant to the registration statement or the date one year from the date the registration statement is first effective. On March 7, 2018, the Company filed a Certificate of Elimination with the Secretary of State of the State of Delaware terminating the Company’s Series A, Series B, Series C, Series D, Series E and Series F Preferred Stock. As a result, the Company has 25,000,000 shares of authorized and unissued preferred stock as of December 31, 2019 with no designation as to series. Convertible preferred stock activity for the year ended October 31, 2018 consisted of the following: Shares Outstanding - October 31, 2017 Preferred Stock Conversions and Series F Exchange – During the Year Ended October 31, 2018 Common Stock Shares Issued – During the Year Ended October 31, 2018 Series A 3,146,671 (3,146,671 ) 713,036 Series B 47,689 (47,689 ) 794,820 Series C 2,578 (2,578 ) 59,950 Series D 26,667 (26,667 ) 44,445 Series E 7,050 (7,050 ) 7,050,000 Series F 6,455 (6,455 ) 972,070 Total 3,237,110 (3,237,110 ) 9,634,321 There was no convertible preferred stock outstanding as of December 31, 2019 and December 31, 2018. |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 13. STOCK-BASED COMPENSATION 2020, 2019 and 2017 Equity Incentive Plans 2020 Plan On October 25, 2019, the Company’s Board of Directors (the “Board”) approved the Company’s 2020 Stock Option and Incentive Plan (the “2020 Plan”). The 2020 Plan became effective on December 19, 2019, the date approved by the stockholders. The 2020 Plan provides for the grant of incentive stock options, nonqualified stock options, restricted stock, restricted stock units, stock appreciation rights, unrestricted stock awards, dividend equivalent rights, and cash-based awards to the Company’s employees, officers, directors and consultants. The Compensation Committee of the Board will administer the 2020 Plan, including determining which eligible participants will receive awards, the number of shares of common stock subject to the awards and the terms and conditions of such awards. Up to 3,000,000 shares of common stock are issuable pursuant to awards under the 2020 Plan. No grants of awards may be made under the 2020 Plan after the later of December 19, 2029, or the tenth anniversary of the latest material amendment of the 2020 Plan and no grants of incentive stock options may be made after October 25, 2029. As of December 31, 2019, the Company had 3,000,000 shares available for future issuances under the 2020 Plan. 2019 Plan On October 5, 2018, the Company’s Board approved the Company’s 2019 Equity Incentive Plan (the “2019 Plan”). The 2019 Plan provides for the grant of incentive stock options, nonqualified stock options, restricted stock, restricted stock units, stock appreciation rights and other types of stock-based awards to the Company’s employees, officers, directors and consultants. The Compensation Committee of the Board will administer the 2019 Plan, including determining which eligible participants will receive awards, the number of shares of common stock subject to the awards and the terms and conditions of such awards. Up to 3,000,000 shares of common stock are issuable pursuant to awards under the 2019 Plan. Unless earlier terminated by the Board, the 2019 Plan shall terminate at the close of business on October 5, 2028. As of December 31, 2019, the Company had approximately 273,649 shares available for future issuances under the 2019 Plan. 2017 Plan On December 1, 2016, the Company’s Board approved the Company’s 2017 Equity Incentive Plan (the “2017 Plan”). The purpose of the 2017 Plan is to promote the success of the Company and to increase stockholder value by providing an additional means through the grant of awards to attract, motivate, retain and reward selected employees, consultants and other eligible persons. The 2017 Plan provides for the grant of incentive stock options, nonqualified stock options, restricted stock, restricted stock units, stock appreciation rights and other types of stock-based awards to the Company’s employees, officers, directors and consultants. The Compensation Committee of the Board will administer the 2017 Plan, including determining which eligible participants will receive awards, the number of shares of common stock subject to the awards and the terms and conditions of such awards. Up to 7,300,000 shares of common stock are issuable pursuant to awards under the 2017 Plan. Unless earlier terminated by the Board, the 2017 Plan shall terminate at the close of business on December 1, 2026. As of December 31, 2019, the Company had approximately 2,079,608 shares available for future issuances under the 2017 Plan. A summary of the Company’s employee and non-employee stock option activity is presented below: Number of shares Weighted-Average Exercise Price Outstanding - December 31, 2018 6,499,885 $ 14.02 Granted 904,403 $ 12.75 Exercised (1) (292,417 ) $ 4.31 Forfeited (2,581,883 ) $ 8.19 Outstanding – December 31, 2019 4,529,988 $ 15.26 Options exercisable, December 31, 2019 3,198,887 $ 14.94 (1) The number of exercised options includes shares withheld on behalf of employees to satisfy minimum statutory tax withholding requirements. During the year ended December 31, 2019, the two months ended December 31, 2018 and the year ended October 31, 2018, the estimated weighted-average grant-date fair value of options granted was $9.14, $9.95, and $17.56 per share, respectively. The intrinsic value of options exercised for the year ended December 31, 2019, the two months ended December 31, 2018 and the year ended October 31, 2018 was $3.5 million, $1.6 million, and $2.1 million, respectively. During the year ended December 31, 2019, the two months ended December 31, 2018 and the year ended October 31, 2018, the estimated total grant-date fair value of options vested was $32.0 million, $5.2 million, and $20.0 million, respectively. The aggregate intrinsic value of options outstanding and exercisable at December 31, 2019 was $0. The weighted average remaining contractual term of options outstanding and exercisable at December 31, 2019 was 8.1 years and 7.7 years, respectively. Employee Stock Purchase Plan (ESPP) In May 2018, the Company adopted the Employee Stock Purchase Plan (“ESPP”). The Company has initially reserved 500,000 shares of common stock for purchase under the ESPP. The initial offering period began January 1, 2019 and ended on June 30, 2019 with the first purchase date. Subsequent offering periods will automatically commence on each January 1 and July 1 and will have a duration of six months ending with a purchase date June 30 and December 31 of each year. On each purchase date, ESPP participants will purchase shares of common stock at a price per share equal to 85% of the lesser of (1) the fair market value per share of the common stock on the offering date or (2) the fair market value of the common stock on the purchase date. Stock Options and ESPP Valuation The fair value of each option grant and ESPP purchase right is estimated on the date of grant using the Black-Scholes option-pricing model with the following range of assumptions: For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31, 2019 2018 2018 Option grants Risk free annual interest rate 1.4% - 2.7 % 2.6% - 3.2 % 2.0% - 3.2 % Expected volatility 80.8% - 97.5 % 80.6% - 94.4 % 80.9% - 96.5 % Expected term of options (years) 5.0 - 7.0 5.0 - 6.5 5.0-6.0 Assumed dividends – – – ESPP Risk free annual interest rate 2.1% - 2.5 % – – Expected volatility 76.6% - 88.9 % – – Expected term of options (years) 0.5 – – Assumed dividends – – – Stock-Based Compensation Expense Total stock-based compensation expense related to stock options, restricted stock awards, and ESPP was as follows (in thousands): For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31, 2019 2018 2018 General and administrative expense $ 27,692 $ 7,505 $ 31,982 Research and development expense 2,643 919 6,322 Sales and marketing expense 1,067 522 517 Total stock-based compensation expense $ 31,402 $ 8,946 $ 38,821 Stock-based compensation expense classified as a liability $ – $ 38 $ – Stock-based compensation expense classified to equity (1) $ 31,440 $ 8,908 $ 38,821 (1) The year ended December 31, 2019 includes $38,000 reclassified from liability to equity. As of December 31, 2019, there was approximately $3.5 million of unrecognized compensation cost related to stock option awards, which is expected to be recognized over a remaining weighted-average vesting period of 0.5 years. Stock-based compensation related to the ESPP for the year ended December 31, 2019 was $49,000. A total of 36,177 shares of common stock were purchased at a weighted-average purchase price of $2.74 for total proceeds of $0.1 million pursuant to the ESPP during the year ended December 31, 2019. Restricted Stock A summary of the Company’s employee and non-employee restricted-stock activity is presented below: Number of shares Unvested - December 31, 2018 651,110 Granted 2,202,672 Vested (1) (830,667 ) Forfeited (180,114 ) Unvested – December 31, 2019 1,843,001 (1) The number of vested restricted stock units includes shares that were withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements. The weighted-average grant-date fair value of restricted stock granted during the year ended December 31, 2019, two months ended December 31, 2018 and year ended October 31, 2018 was $4.74, $14.17, and $25.27 per share, respectively. The total fair value of restricted stock vested during the year ended December 31, 2019, two months ended December 31, 2018 and year ended October 31, 2018 was approximately $12.4 million, $2.1 million and $2.9 million, respectively. As of December 31, 2019, there was approximately $5.7 million of unrecognized compensation cost related to unvested restricted stock awards, which is expected to be recognized over a remaining weighted-average vesting period of 1.1 years. |
Employee Benefit Plan
Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2019 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plan | 14. EMPLOYEE BENEFIT PLAN The Company’s 401(k) Plan is a deferred salary arrangement under Section 401(k) of the Internal Revenue Code. Under the 401(k) Plan, participating employees (full-time employees with the Company for one year) may defer a portion of their pre-tax earnings, up to the IRS annual contribution limit ($19,000 for calendar year 2019). The Company contributes 3% of employee’s eligible earnings. The Company recorded contribution expense related to its 401(k) Plan of $0.3 million for the year ended December 31, 2019, $35,000 for the two months ended December 31, 2018, and $0.1 million for the year ended October 31, 2018. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 15. INCOME TAXES The Company calculates its provision for federal and state income taxes based on current tax law. The provision (benefit) for income taxes consisted of the following (in thousands): For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31, 2019 2018 2018 Current: Federal $ – $ – $ (302 ) State – – – Deferred: Federal (19,057 ) (3,734 ) (11,561 ) State (8,595 ) (257 ) (475 ) Change in: valuation allowance 27,652 3,991 12,036 Total provision (benefit) for income taxes $ – $ – $ (302 ) The difference between income taxes computed at the statutory federal rate and the provision for income taxes related to the following (in thousands, except percentages): For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31 2019 2018 2018 Amount Percent of Pretax Income Amount Percent of Pretax Income Amount Percent of Pretax Income Tax (benefit) at federal statutory rate $ (19,423 ) 21 % $ (3,867 ) 21 % $ (22,325 ) 34 % State income taxes, net of federal income taxes (8,595 ) 9 % (254 ) 1 % (475 ) (1 )% Effect of warrant liability – – % – – % (1,120 ) 2 % Effect of other permanent items 418 – % 5 – % 30 – % Effect of stock compensation 129 – % 27 – % – – % Change in valuation allowance 27,652 (30 )% 3,991 (22 )% 12,036 (18 )% Effect of State NOL tracking – – % – – % – – % Reduction of NOL’s due to Section 382 limitations – – % 101 – % 11,552 (17 )% Other (181 ) – % 98 – % – – % $ – – % $ – – % $ (302 ) – % The components of deferred income tax assets (liabilities) were as follows (in thousands): As of December 31, As of December 31, 2019 2018 Leases $ 38 $ – Depreciation and amortization (956 ) (533 ) Compensation expense not deductible until options are exercised 18,295 12,543 All other temporary differences 934 236 Net operating loss carry forward 32,113 10,526 Less valuation allowance (50,424 ) (22,772 ) Deferred tax asset (liability) $ – $ – Realization of deferred tax assets, including those related to net operating loss carryforwards, are dependent upon future earnings, if any, of which the timing and amount are uncertain. Accordingly, the net deferred tax assets have been fully offset by a valuation allowance. Based upon the Company’s current operating results management cannot conclude that it is more likely than not that such assets will be realized. Utilization of the net operating loss carryforwards may be subject to a substantial annual limitation due to the “change in ownership” provisions of the Internal Revenue Code. The annual limitation may result in the expiration of net operating loss carryforwards before utilization. The federal net operating loss carryforwards available for income tax purposes at December 31, 2019 amounts to approximately $120.3 million. Of this amount, $38.5 million will expire between 2037 and 2038 and $81.8 million will have an indefinite life. The federal net operating losses with an indefinite life can only offset 80% of taxable income in any one tax year. Approximately $145.1 million for state income taxes will primarily expire between 2032 and 2033. The Company files income tax returns in the U.S. and various states. As of December 31, 2019, the Company had no unrecognized tax benefits, which would impact its tax rate if recognized. As of December 31, 2019, the Company had no accrual for the potential payment of penalties or interest. As of December 31, 2019, the Company was not subject to any U.S. federal, and state tax examinations. The Company does not anticipate any significant changes in its unrecognized tax benefits over the next 12 months. |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Loss Per Share | 16. LOSS PER SHARE The following outstanding potentially dilutive shares have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: December 31, December 31, October 31 2019 2018 2018 Stock options 4,529,988 6,499,885 6,080,505 Unvested restricted stock grants 1,843,001 651,110 673,960 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 17. COMMITMENTS AND CONTINGENCIES Contingencies On June 26, 2018, a class action complaint alleging violations of the Federal securities laws was filed in the United States District Court, District of Utah, by Jose Moreno against the Company and two directors of the Company, Case No. 2:18-cv-00510-JNP (the “Moreno Complaint”). On July 6, 2018, a similar complaint was filed in the same court against the same defendants by Yedid Lawi, Case No. 2:18-cv-00541-PMW (the “Lawi Complaint”). Both the Moreno Complaint and Lawi Complaint allege that the defendants made or were responsible for, disseminating information to the public through reports filed with the Securities and Exchange Commission and other channels that contained material misstatements or omissions in violation of Sections 10 and 20(a) of the Exchange Act and Rule 10b-5 adopted thereunder. Specifically, both complaints allege that the defendants misrepresented the status of one of the Company’s patent applications while touting the unique nature of the Company’s technology and its effectiveness. Plaintiffs are seeking damages suffered by them and the class consisting of the persons who acquired the publicly-traded securities of the Company between March 31, 2017, and June 22, 2018. Plaintiffs have filed motions to consolidate and for appointment as lead plaintiff. On November 28, 2018, the Court consolidated the Moreno Lawi In re PolarityTE, Inc. Securities Litigation Lawi In November 2018, a shareholder derivative lawsuit was filed in the United States District Court, District of Utah, with the caption Monther v. Lough, et al Other Matters In the ordinary course of business, the Company may become involved in lawsuits, claims, investigations, proceedings, and threats of litigation relating to intellectual property, commercial arrangements, employment, regulatory compliance, and other matters. Except as noted above, at December 31, 2019, the Company was not party to any legal or arbitration proceedings that may have significant effects on its financial position or results of operations. No governmental proceedings are pending or, to the Company’s knowledge, contemplated against the Company. The Company is not a party to any material proceedings in which any director, member of senior management or affiliate of the Company’s is either a party adverse to the Company or its subsidiaries or has a material interest adverse to the Company or its subsidiaries. Commitments The Company has entered into employment agreements with key executives that contain severance terms and change of control provisions. |
Certain Relationships and Relat
Certain Relationships and Related Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Certain Relationships and Related Transactions | 18. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS On August 21, 2019, the Company and Dr. Denver Lough, a principal shareholder and former officer and director, signed a settlement terms agreement that provides, in part, that the Company pay to Dr. Lough $1,500,000 in cash on October 1, 2019 and an additional $1,500,000 in cash in equal monthly installments beginning November 1, 2019 and ending April 1, 2021. In addition, the Company agreed to award to Dr. Lough 200,000 restricted stock units that vest in 18 equal monthly installments beginning October 1, 2019. For the year ended December 31, 2019 the Company recognized $2.9 million of severance expense related to the cash portion of the agreement. As of December 31, 2019, the Company has recorded a liability of $1.3 million related to future cash payments under the agreement. The fair value of the restricted stock units was $0.8 million and was fully expensed upon Dr. Lough’s termination. In October 2018, the Company entered into an office lease covering approximately 7,250 square feet of rental space in the building located at 40 West 57 th During 2019, the Company increased the space leased from 3,275 square feet to 6,232 square feet. The Company is using 1,648 square feet, and Cohen LLC is using approximately 4,584 square feet as of December 31, 2019. The monthly lease payment for 6,232 square feet is $31,160. Of this amount $22,920 is allocated pro rata to Cohen LLC based on square footage occupied. Additional lease charges for operating expenses and taxes are allocated under the sublease based on the ratio of rent paid by the Company and Cohen LLC to total rent. Once the space is fully occupied, the Company will reduce the overall annual lease rate for the Cohen LLC space to $58.60 per square foot. The Company recognized $0.3 million and $21,000 of sublease income related to this agreement for the year ended December 31, 2019 and two months ended December 31, 2018, respectively. The sublease income is included in other income, net in the statement of operations. As of December 31, 2019 and December 31, 2018, there were no amounts due from the related party under this agreement. In August 2018, David Seaburg was elected by the Board of Directors to serve as a director of the Company. Subsequently, the Company entered into a written consulting agreement with Mr. Seaburg, which terminated effective March 11, 2019 when he joined the Company as President of Corporate Development. Mr. Seaburg has since resigned from his Director position and is now serving as President of the Company. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting | 19. SEGMENT REPORTING The Company’s operations involve products and services which are managed separately. Accordingly, it operates in two segments: 1) regenerative medicine and 2) contract services. During the year ended December 31, 2019, the Company’s CODM changed the reporting of segment net income and loss to allocate additional noncash expenses from the regenerative medicine segment to the contract services segment. For the two months ended December 31, 2018 and the year ended October 31, 2018, this resulted in reallocation of noncash expense of $0.1 million and $0.3 million, respectively. The change is reflected in the two months ended December 31, 2018 and the year ended October 31, 2018 net loss amounts presented below. Certain information concerning the Company’s segments is presented in the following tables (in thousands): For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31, 2019 2018 2018 Net revenues: Reportable segments: Regenerative medicine $ 2,353 $ 210 $ 689 Contract services 3,299 463 874 Total net revenues $ 5,652 $ 673 $ 1,563 Net loss: Reportable segments: Regenerative medicine $ (91,259 ) $ (18,242 ) $ (64,887 ) Contract services (1,234 ) (176 ) (554 ) Total net loss $ (92,493 ) $ (18,418 ) $ (65,441 ) December 31, 2019 December 31, 2018 Identifiable assets employed: Reportable segments: Regenerative medicine $ 48,615 $ 74,795 Contract services 4,984 5,371 Total assets $ 53,599 $ 80,166 |
Transition Period Comparative F
Transition Period Comparative Financials (Unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Transition Period Comparative Financials | |
Transition Period Comparative Financials (Unaudited) | 20. TRANSITION PERIOD COMPARATIVE FINANCIALS (UNAUDITED) The Company changed its fiscal year end from October 31 to December 31 effective December 31, 2018. The unaudited consolidated results of operations for the year ended December 31, 2018 and the two month ended December 31, 2017 were as follows (in thousands): For the Year Ended December 31, For the Two Months Ended December 31, 2018 2017 (Unaudited) Net revenues Products $ 886 $ 13 Services 1,337 – Total net revenues 2,223 13 Cost of sales Products 693 1 Services 689 – Total costs of sales 1,382 1 Gross profit 841 12 Operating costs and expenses Research and development 17,904 4,930 General and administrative 52,912 7,979 Sales and marketing 5,090 – Total operating costs and expenses 75,906 12,909 Operating loss (75,065 ) (12,897 ) Other income (expense) Interest income, net 457 18 Other income, net 32 – Change in fair value of derivatives 1,850 1,964 Loss on extinguishment of warrant liability (520 ) – Loss before income taxes (73,246 ) (10,915 ) Benefit for income taxes 302 – Net loss (72,944 ) (10,915 ) Deemed dividend – accretion of discount on Series F preferred stock (697 ) (593 ) Deemed dividend – exchange of Series F preferred stock (7,057 ) – Cumulative dividends on Series F preferred stock (191 ) (182 ) Net loss attributable to common stockholders $ (80,889 ) $ (11,690 ) Net loss per share, basic and diluted: Net loss (4.36 ) (1.68 ) Deemed dividend – accretion of discount on Series F preferred stock (0.04 ) (0.09 ) Deemed dividend – exchange of Series F preferred stock (0.42 ) – Cumulative dividends on Series F preferred stock (0.01 ) (0.03 ) Net loss per share attributable to common stockholders $ (4.83 ) $ (1.80 ) Weighted average shares outstanding, basic and diluted 16,734,610 6,496,841 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation. |
Principles of Consolidation | Principles of Consolidation. |
Use of Estimates | Use of estimates. |
Segments | Segments. |
Cash and Cash Equivalents | Cash and cash equivalents. |
Investments | Investments |
Accounts Receivable | Accounts Receivable. |
Inventory | Inventory. |
Property and Equipment | Property and Equipment. |
Leases | Leases The Company has lease agreements with lease and non-lease components. As allowed under ASC 842, the Company has elected not to separate lease and non-lease components for any leases involving real estate and office equipment classes of assets and, as a result, accounts for the lease and non-lease components as a single lease component. The Company has also elected not to apply the recognition requirement of ASC 842 to leases with a term of 12 months or less for all classes of assets. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets. Goodwill is tested for impairment at a reporting unit level by performing either a qualitative or quantitative analysis. The qualitative analysis is an assessment of factors to determine whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount. If the Company concludes that it is not more likely than not that the fair value of a reporting unit is less than its carrying amount, then no further testing is necessary. If the Company concludes otherwise, a quantitative analysis is performed by comparing the fair value of a reporting unit to its carrying amount. If the fair value exceeds the carrying value, there is no impairment. If the fair value is less than the carrying value, an impairment charge is recorded for the difference between the fair value and the carrying value. During the year, the Company performed a qualitative assessment and concluded that it is more likely than not that the fair value of the reporting unit is more than its carrying value. Accordingly, there was no indication of impairment, and further quantitative analysis was not required. Intangible assets deemed to have finite lives are amortized on a straight-line basis over their estimated useful lives, which generally range from one to eleven years. The useful life is the period over which the asset is expected to contribute directly, or indirectly, to its future cash flows. Intangible assets are reviewed for impairment when certain events or circumstances exist. For amortizable intangible assets, impairment exists when the undiscounted cash flows exceed its carrying value and an impairment charge would be recorded for the excess of the carrying value over its fair value. At least annually, the remaining useful life is evaluated. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets. |
Capitalized Software | Capitalized Software. |
Revenue Recognition | Revenue Recognition. The Company adopted ASC 606 for the year ended December 31, 2019 and the two months ended December 31, 2018. Under ASC 606, revenue is recognized when a customer obtains control of promised goods or services, in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. To determine revenue recognition for arrangements that an entity determines are within the scope of ASC 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the entity satisfies a performance obligation. In the regenerative medicine products segment, the Company records product revenues primarily from the sale of its regenerative tissue products. The Company sells its products to healthcare providers, primarily through direct sales representatives. Product revenues consists of a single performance obligation that the Company satisfies at a point in time. In general, the Company recognizes product revenue upon delivery to the customer. In the contract services segment, the Company records service revenues from the sale of its contract research services, which includes delivery of preclinical studies and other research services to unrelated third parties. Service revenues generally consist of a single performance obligation that the Company satisfies over time using an input method based on costs incurred to date relative to the total costs expected to be required to satisfy the performance obligation. The Company believes that this method provides a faithful depiction of the transfer of services over the term of the performance obligation based on the remaining services needed to satisfy the obligation. This requires the Company to make reasonable estimates of the extent of progress toward completion of the contract. As a result, unbilled receivables and deferred revenue are recognized based on payment timing and work completed. Generally, a portion of the payment is due upfront and the remainder upon completion of the contract, with most contracts completing in less than a year. As of December 31, 2019 and 2018, the Company had unbilled receivables of $0.1 million and $0.2 million, respectively, and deferred revenue of $0.1 million and $0.2 million, respectively. The unbilled receivables balance is included in consolidated accounts receivable. Revenue of $0.2 million was recognized during the year ended December 31, 2019 that was included in the deferred revenue balance as of December 31, 2018. The impact of the new revenue standard did not have a material impact to the financial statements. Costs to obtain the contract are incurred for product revenue as they are shipped and are expensed as incurred. The Company considers a significant customer to be one that comprises more than 10% of net revenues or accounts receivable. Concentration of revenues was as follows: For the Year Ended December 31, 2019 For the Two Months Ended December 31, 2018 For the Year Ended October 31, 2018 Segment % of Revenue % of Revenue % of Revenue Customer A Contract Services 23 % 32 % 19 % Customer B Regenerative Medicine * 17 % * Customer C Contract Services * 11 % * Concentration of accounts receivable was as follows: December 31, 2019 December 31, 2018 Segment % of Accounts Receivable % of Accounts Receivable Customer A Contract services * 23 % Customer B Regenerative medicine * 20 % Customer D Regenerative medicine * 14 % Customer E Regenerative medicine 11 % * Customer F Contract services 15 % * Customer G Regenerative medicine 14 % * *The amount did not exceed 10% |
Research and Development Expenses | Research and Development Expenses. |
Accruals for Research and Development Expenses and Clinical Trials | Accruals for Research and Development Expenses and Clinical Trials. |
Stock-Based Compensation | Stock-Based Compensation. The fair value for options issued is estimated at the date of grant using a Black-Scholes option-pricing model. The risk-free rate is derived from the U.S. Treasury yield curve in effect at the time of the grant. The volatility factor is determined based on the Company’s historical stock prices. Forfeitures are recognized as they occur. The fair value of restricted stock grants is measured based on the fair market value of the Company’s common stock on the date of grant and amortized over the vesting period of, generally, six months to three years. Stock-based compensation expense for nonemployee services had historically been subject to remeasurement at each reporting date as the underlying equity instruments vest and was recognized as an expense over the period during which services are received. Upon the adoption of ASU 2018-07, Compensation – Stock Compensation on January 1, 2019, the valuation was fixed at the implementation date and will be recognized as an expense on a straight-line basis over the remaining service period. |
Income Taxes | Income Taxes. |
Loss Per Share | Loss Per Share. Since the Company was in a loss position for all periods presented, basic net loss per share is the same as diluted net loss per share since the effects of potentially dilutive securities are antidilutive. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820), Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments-Credit Losses (Topic 326) Financial Instruments—Credit Losses (Topic 326), Derivatives and Hedging (Topic 815) and Leases (Topic 842): Effective Dates |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements On January 1, 2019 the Company adopted ASU 2016-02, Leases (ASC 842) The Company elected the package of practical expedients permitted under the transition guidance, which allowed it to carryforward its historical lease classification, its assessment on whether a contract was or contains a lease, and its initial direct costs for any leases that existed prior to January 1, 2019. The impact of the adoption of ASC 842 on the accompanying consolidated balance sheet as of January 1, 2019 was as follows (in thousands): December 31, 2018 Adjustments Due to the Adoption of ASC 842 January 1, 2019 Operating lease right-of-use assets $ – $ 5,305 $ 5,305 Liabilities: Accounts payable and accrued expenses $ 6,508 $ (75 ) $ 6,433 Other current liabilities 316 1,432 1,748 Operating lease liabilities – 3,948 3,948 The adjustments due to the adoption of ASC 842 related to the recognition of operating lease right-of-use assets and operating lease liabilities for the existing operating leases. A cumulative-effect adjustment to beginning accumulated deficit was not required. In June 2018, the FASB issued ASU 2018-07, Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-based Payment Accounting In January 2017, the FASB issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment. had no impact on the Company’s consolidated financial statements and related disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Concentration Risk | The Company considers a significant customer to be one that comprises more than 10% of net revenues or accounts receivable. Concentration of revenues was as follows: For the Year Ended December 31, 2019 For the Two Months Ended December 31, 2018 For the Year Ended October 31, 2018 Segment % of Revenue % of Revenue % of Revenue Customer A Contract Services 23 % 32 % 19 % Customer B Regenerative Medicine * 17 % * Customer C Contract Services * 11 % * Concentration of accounts receivable was as follows: December 31, 2019 December 31, 2018 Segment % of Accounts Receivable % of Accounts Receivable Customer A Contract services * 23 % Customer B Regenerative medicine * 20 % Customer D Regenerative medicine * 14 % Customer E Regenerative medicine 11 % * Customer F Contract services 15 % * Customer G Regenerative medicine 14 % * *The amount did not exceed 10% |
Schedule of Adoption of Accounting Pronouncements on Accompanying Condensed Consolidated Balance Sheet | The impact of the adoption of ASC 842 on the accompanying consolidated balance sheet as of January 1, 2019 was as follows (in thousands): December 31, 2018 Adjustments Due to the Adoption of ASC 842 January 1, 2019 Operating lease right-of-use assets $ – $ 5,305 $ 5,305 Liabilities: Accounts payable and accrued expenses $ 6,508 $ (75 ) $ 6,433 Other current liabilities 316 1,432 1,748 Operating lease liabilities – 3,948 3,948 |
Ibex Acquisition (Tables)
Ibex Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Schedule of Purchase Price Allocation | The following table summarizes the purchase price allocation for the IBEX acquisition (in thousands): Equipment $ 430 Land and buildings 2,000 Intangible assets 1,057 Goodwill 278 Accrued property taxes (9 ) Aggregate purchase price $ 3,756 Less: Promissory note to seller 1,220 Contingent consideration 278 Cash paid at closing $ 2,258 |
Schedule of Identifiable Intangible Assets | The following table shows the valuation of the individual identifiable intangible assets acquired along with their estimated remaining useful lives as of the acquisition date (in thousands): Approximate Fair Value Remaining Useful Life (in years) Non-compete agreement $ 410 4 Customer contracts and relationships 534 7 to 8 Trade names and trademarks 101 10 to 11 Backlog 12 Less than 1 Total intangible assets $ 1,057 |
Fair Value (Tables)
Fair Value (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Assumptions of Warrants and Embedded Conversion Feature | The fair value of the bifurcated embedded conversion feature was estimated to be approximately $7.2 million at March 5, 2018 as calculated using the Monte Carlo simulation with the following assumptions: Series F Conversion Feature March 5, 2018 Stock price $ 20.05 Exercise price $ 27.50 Risk-free rate 2.2 % Volatility 88.2 % Term 1.5 The fair value of the warrant liability was estimated to be approximately $2.5 million at March 5, 2018 as calculated using the Monte Carlo simulation with the following assumptions: Warrant Liability March 5, 2018 Stock price $ 20.05 Exercise price $ 30.00 Risk-free rate 2.2 % Volatility 88.2 % Term 1.5 |
Schedule of Fair Value of Financial Instruments Measured on Recurring Basis | The following table sets forth the fair value of the Company’s financial assets and liabilities measured on a recurring basis by level within the fair value hierarchy as of December 31, 2019 and 2018 (in thousands): Fair Value Measurement as of December 31, 2019 Level 1 Level 2 Level 3 Total Assets Money market funds $ 2,019 $ – $ – $ 2,019 Commercial paper – 11,064 – 11,064 Corporate debt securities – 8,982 – 8,982 U.S. government debt securities – 3,770 – 3,770 Total $ 2,019 $ 23,816 $ – $ 25,835 Liabilities Contingent consideration $ – $ – $ 31 $ 31 Total $ – $ – $ 31 $ 31 Fair Value Measurement as of December 31, 2018 Level 1 Level 2 Level 3 Total Assets Money market funds $ 7 $ – $ – $ 7 Commercial paper – 21,392 – 21,392 Corporate debt securities – 5,448 – 5,448 U.S. government debt securities – 3,226 – 3,226 Total $ 7 $ 30,066 $ – $ 30,073 Liabilities Contingent consideration $ – $ – $ 261 $ 261 Total $ – $ – $ 261 $ 261 |
Schedule of Changes in Estimated Fair Value for Contingent Consideration Liability | The following table sets forth the changes in the estimated fair value of the contingent consideration liability (in thousands) which is included in other current liabilities: Contingent Consideration Fair value - October 31, 2018 $ 235 Change in fair value 57 Earned and moved to accounts payable (31 ) Fair value – December 31, 2018 261 Change in fair value (36 ) Earned and paid (194 ) Fair value – December 31, 2019 $ 31 |
Cash Equivalents and Short-Te_2
Cash Equivalents and Short-Term Investments (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Cash Equivalents and Short-Term Investments | Cash equivalents and short-term investments consisted of the following as of December 31, 2019 and 2018 (in thousands): December 31, 2019 Amortized Cost Unrealized Gains Unrealized Losses Market Value Cash equivalents Money market funds $ 2,019 $ – $ – $ 2,019 Commercial paper 1,020 4 – 1,024 U.S. government debt securities 3,761 9 – 3,770 Total cash equivalents (1) 6,800 13 – 6,813 Short-term investments Commercial paper 9,986 54 – 10,040 Corporate debt securities 8,977 5 – 8,982 Total short-term investments 18,963 59 – 19,022 Total $ 25,763 $ 72 $ – $ 25,835 (1) Included in cash and cash equivalents in the Company’s consolidated balance sheet as of December 31, 2019 in addition to $3.4 million of cash. December 31, 2018 Amortized Cost Unrealized Gains Unrealized Losses Market Value Cash equivalents Money market funds $ 7 $ – $ – $ 7 Commercial paper 20,648 30 – 20,678 U.S. government debt securities 3,224 2 – 3,226 Total cash equivalents (1) 23,879 32 – 23,911 Short-term investments Commercial paper 714 – – 714 Corporate debt securities 5,444 5 (1 ) 5,448 Total short-term investments 6,158 5 (1 ) 6,162 Total $ 30,037 $ 37 $ (1 ) $ 30,073 (1) Included in cash and cash equivalents in the Company’s consolidated balance sheet as of December 31, 2018 in addition to $31.8 million of cash. |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | The following table presents the components of property and equipment, net (in thousands): December 31, 2019 December 31, 2018 Machinery and equipment $ 12,083 $ 8,276 Land and buildings 2,000 2,000 Computers and software 1,189 1,372 Leasehold improvements 2,282 1,230 Construction in progress 1,606 2,402 Furniture and equipment 470 614 Total property and equipment, gross 19,630 15,894 Accumulated depreciation (4,719 ) (2,158 ) Total property and equipment, net $ 14,911 $ 13,736 |
Schedule of Depreciation Expense | Depreciation and amortization expense for property and equipment, including assets acquired under financing leases was as follows (in thousands): For the Year Ended December 31, For the Two Months ended December 31, For the Year Ended October 31, 2019 2018 2018 General and administrative expense $ 1,562 $ 155 $ 223 Research and development expense 1,430 175 $ 1,171 Total depreciation and amortization expense $ 2,992 $ 330 $ 1,394 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of Operating and Finance Lease Liabilities | As of December 31 2019, the maturities of operating and finance lease liabilities were as follows (in thousands): Operating leases Finance leases 2020 $ 2,114 $ 659 2021 1,730 656 2022 1,345 405 2023 132 336 2024 87 42 Thereafter – 1 Total lease payments 5,408 2,099 Less: Imputed interest (668 ) (324 ) Total $ 4,740 $ 1,775 |
Shcedule of Supplemental Balance Sheet Information Related to Finance and Operating Leases | Supplemental balance sheet information related to leases was as follows (in thousands): Finance leases December 31, 2019 Finance lease right-of-use assets included within property and equipment, net $ 2,177 Current finance lease liabilities included within other current liabilities $ 508 Non-current finance lease liabilities included within other long-term liabilities 1,267 Total $ 1,775 Operating leases December 31 2019 Current operating lease liabilities included within other current liabilities $ 1,746 Operating lease liabilities – non current 2,994 Total $ 4,740 |
Summary of Components of Lease Expense | The components of lease expense was as follows (in thousands): For the Year Ended December 31, 2019 Operating lease costs included within operating costs and expenses $ 2,173 Finance lease costs: Amortization of right of use assets $ 654 Interest on lease liabilities 152 Total $ 806 |
Schedule of Supplemental Cash Flow Information Related to Leases | Supplemental cash flow information related to leases was as follows (in thousands): For the Year Ended December 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash out flows from operating leases $ 2,100 Operating cash out flows from finance leases 152 Financing cash out flows from finance leases 453 Lease liabilities arising from obtaining right-of-use assets: Finance leases $ 2,043 Lease payments made in prior period reclassified to property and equipment 535 Operating leases 936 |
Schedule of Future Minimum Lease Payments for Operating and Capital Leases | The following disclosures as of December 31, 2018 continue to be in accordance with ASC 840. Future minimum lease payments for operating and capital leases at December 31, 2018 was as follows ( in thousands Operating leases Capital leases 2019 $ 1,895 $ 66 2020 1,819 58 2021 1,455 55 2022 1,216 28 $ 6,385 $ 207 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets, net, consist of the following (in thousands): December 31, 2019 December 31, 2018 Non-compete agreement $ 410 $ 410 Customer contracts and relationships 534 534 Trade names and trademarks 101 101 Backlog 12 12 Total intangible assets, gross 1,057 1,057 Accumulated amortization (326 ) (133 ) Total intangible assets, net $ 731 $ 924 |
Schedule of Future Amortization of Intangible Assets | The future amortization of intangible assets is expected to be as follows (in thousands): 2020 $ 189 2021 189 2022 121 2023 87 2024 87 Thereafter 58 $ 731 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | The following table presents the major components of accounts payable and accrued expenses (in thousands): December 31, 2019 December 31, 2018 Accounts payable $ 1,689 $ 2,918 Salaries and other compensation 1,462 1,041 Legal and accounting 1,404 640 Accrued severance 1,053 – Benefit plan accrual 557 239 Other 930 1,670 Total accounts payable and accrued expenses $ 7,095 $ 6,508 |
Preferred Shares and Common S_2
Preferred Shares and Common Shares (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of Deemed Dividend on Preferred Shares Exchange | The exchange of all outstanding Series F Preferred Shares, and the holders’ right to receive 6% dividends, for common stock of the Company was recognized as follows: Fair market value of 1,003,393 shares of common stock issued at $20.05 (Company’s closing stock price on March 5, 2018) in exchange for Series F Preferred Shares and accrued dividends $ 20,117,990 Carrying value of Series F Preferred Shares at March 5, 2018, including dividends (5,898,274 ) Carrying value of bifurcated conversion option at March 5, 2018 (7,162,587 ) Deemed dividend on Series F Preferred Shares exchange $ 7,057,129 |
Schedule of Convertible Preferred Stock Activity | Convertible preferred stock activity for the year ended October 31, 2018 consisted of the following: Shares Outstanding - October 31, 2017 Preferred Stock Conversions and Series F Exchange – During the Year Ended October 31, 2018 Common Stock Shares Issued – During the Year Ended October 31, 2018 Series A 3,146,671 (3,146,671 ) 713,036 Series B 47,689 (47,689 ) 794,820 Series C 2,578 (2,578 ) 59,950 Series D 26,667 (26,667 ) 44,445 Series E 7,050 (7,050 ) 7,050,000 Series F 6,455 (6,455 ) 972,070 Total 3,237,110 (3,237,110 ) 9,634,321 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity | A summary of the Company’s employee and non-employee stock option activity is presented below: Number of shares Weighted-Average Exercise Price Outstanding - December 31, 2018 6,499,885 $ 14.02 Granted 904,403 $ 12.75 Exercised (1) (292,417 ) $ 4.31 Forfeited (2,581,883 ) $ 8.19 Outstanding – December 31, 2019 4,529,988 $ 15.26 Options exercisable, December 31, 2019 3,198,887 $ 14.94 (1) The number of exercised options includes shares withheld on behalf of employees to satisfy minimum statutory tax withholding requirements. |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | The fair value of each option grant and ESPP purchase right is estimated on the date of grant using the Black-Scholes option-pricing model with the following range of assumptions: For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31, 2019 2018 2018 Option grants Risk free annual interest rate 1.4% - 2.7 % 2.6% - 3.2 % 2.0% - 3.2 % Expected volatility 80.8% - 97.5 % 80.6% - 94.4 % 80.9% - 96.5 % Expected term of options (years) 5.0 - 7.0 5.0 - 6.5 5.0-6.0 Assumed dividends – – – ESPP Risk free annual interest rate 2.1% - 2.5 % – – Expected volatility 76.6% - 88.9 % – – Expected term of options (years) 0.5 – – Assumed dividends – – – |
Schedule of Share-based Compensation Related to Restricted Stock Awards and Stock Options | Total stock-based compensation expense related to stock options, restricted stock awards, and ESPP was as follows (in thousands): For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31, 2019 2018 2018 General and administrative expense $ 27,692 $ 7,505 $ 31,982 Research and development expense 2,643 919 6,322 Sales and marketing expense 1,067 522 517 Total stock-based compensation expense $ 31,402 $ 8,946 $ 38,821 Stock-based compensation expense classified as a liability $ – $ 38 $ – Stock-based compensation expense classified to equity (1) $ 31,440 $ 8,908 $ 38,821 (1) The year ended December 31, 2019 includes $38,000 reclassified from liability to equity. |
Schedule of Share-based Compensation, Restricted Stock Activity | A summary of the Company’s employee and non-employee restricted-stock activity is presented below: Number of shares Unvested - December 31, 2018 651,110 Granted 2,202,672 Vested (1) (830,667 ) Forfeited (180,114 ) Unvested – December 31, 2019 1,843,001 (1) The number of vested restricted stock units includes shares that were withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements. |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The Company calculates its provision for federal and state income taxes based on current tax law. The provision (benefit) for income taxes consisted of the following (in thousands): For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31, 2019 2018 2018 Current: Federal $ – $ – $ (302 ) State – – – Deferred: Federal (19,057 ) (3,734 ) (11,561 ) State (8,595 ) (257 ) (475 ) Change in: valuation allowance 27,652 3,991 12,036 Total provision (benefit) for income taxes $ – $ – $ (302 ) |
Schedule of Statutory Federal Rate and Provision for Income Tax | The difference between income taxes computed at the statutory federal rate and the provision for income taxes related to the following (in thousands, except percentages): For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31 2019 2018 2018 Amount Percent of Pretax Income Amount Percent of Pretax Income Amount Percent of Pretax Income Tax (benefit) at federal statutory rate $ (19,423 ) 21 % $ (3,867 ) 21 % $ (22,325 ) 34 % State income taxes, net of federal income taxes (8,595 ) 9 % (254 ) 1 % (475 ) (1 )% Effect of warrant liability – – % – – % (1,120 ) 2 % Effect of other permanent items 418 – % 5 – % 30 – % Effect of stock compensation 129 – % 27 – % – – % Change in valuation allowance 27,652 (30 )% 3,991 (22 )% 12,036 (18 )% Effect of State NOL tracking – – % – – % – – % Reduction of NOL’s due to Section 382 limitations – – % 101 – % 11,552 (17 )% Other (181 ) – % 98 – % – – % $ – – % $ – – % $ (302 ) – % |
Schedule of Deferred Tax Assets and Liabilities | The components of deferred income tax assets (liabilities) were as follows (in thousands): As of December 31, As of December 31, 2019 2018 Leases $ 38 $ – Depreciation and amortization (956 ) (533 ) Compensation expense not deductible until options are exercised 18,295 12,543 All other temporary differences 934 236 Net operating loss carry forward 32,113 10,526 Less valuation allowance (50,424 ) (22,772 ) Deferred tax asset (liability) $ – $ – |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Anti-dilutive Potential Shares Outstanding Activity | The following outstanding potentially dilutive shares have been excluded from the calculation of diluted net loss per share for the periods presented due to their anti-dilutive effect: December 31, December 31, October 31 2019 2018 2018 Stock options 4,529,988 6,499,885 6,080,505 Unvested restricted stock grants 1,843,001 651,110 673,960 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | Certain information concerning the Company’s segments is presented in the following tables (in thousands): For the Year Ended December 31, For the Two Months Ended December 31, For the Year Ended October 31, 2019 2018 2018 Net revenues: Reportable segments: Regenerative medicine $ 2,353 $ 210 $ 689 Contract services 3,299 463 874 Total net revenues $ 5,652 $ 673 $ 1,563 Net loss: Reportable segments: Regenerative medicine $ (91,259 ) $ (18,242 ) $ (64,887 ) Contract services (1,234 ) (176 ) (554 ) Total net loss $ (92,493 ) $ (18,418 ) $ (65,441 ) December 31, 2019 December 31, 2018 Identifiable assets employed: Reportable segments: Regenerative medicine $ 48,615 $ 74,795 Contract services 4,984 5,371 Total assets $ 53,599 $ 80,166 |
Transition Period Comparative_2
Transition Period Comparative Financials (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Transition Period Comparative Financials | |
Schedule of Transition Period Comparative Financials | The Company changed its fiscal year end from October 31 to December 31 effective December 31, 2018. The unaudited consolidated results of operations for the year ended December 31, 2018 and the two month ended December 31, 2017 were as follows (in thousands): For the Year Ended December 31, For the Two Months Ended December 31, 2018 2017 (Unaudited) Net revenues Products $ 886 $ 13 Services 1,337 – Total net revenues 2,223 13 Cost of sales Products 693 1 Services 689 – Total costs of sales 1,382 1 Gross profit 841 12 Operating costs and expenses Research and development 17,904 4,930 General and administrative 52,912 7,979 Sales and marketing 5,090 – Total operating costs and expenses 75,906 12,909 Operating loss (75,065 ) (12,897 ) Other income (expense) Interest income, net 457 18 Other income, net 32 – Change in fair value of derivatives 1,850 1,964 Loss on extinguishment of warrant liability (520 ) – Loss before income taxes (73,246 ) (10,915 ) Benefit for income taxes 302 – Net loss (72,944 ) (10,915 ) Deemed dividend – accretion of discount on Series F preferred stock (697 ) (593 ) Deemed dividend – exchange of Series F preferred stock (7,057 ) – Cumulative dividends on Series F preferred stock (191 ) (182 ) Net loss attributable to common stockholders $ (80,889 ) $ (11,690 ) Net loss per share, basic and diluted: Net loss (4.36 ) (1.68 ) Deemed dividend – accretion of discount on Series F preferred stock (0.04 ) (0.09 ) Deemed dividend – exchange of Series F preferred stock (0.42 ) – Cumulative dividends on Series F preferred stock (0.01 ) (0.03 ) Net loss per share attributable to common stockholders $ (4.83 ) $ (1.80 ) Weighted average shares outstanding, basic and diluted 16,734,610 6,496,841 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Allowance doubtful debts | $ 26 | |
Unbilled receivables | 100 | $ 200 |
Deferred revenue | 98 | $ 170 |
Recognized revenue | $ 200 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Concentration Risk (Details) | 2 Months Ended | 12 Months Ended | ||||
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | ||||
Sales Revenue Net [Member] | Customer A [Member] | Contract Services [Member] | ||||||
Concentration risk percentage | 32.00% | 23.00% | 19.00% | |||
Sales Revenue Net [Member] | Customer B [Member] | Regenerative Medicine [Member] | ||||||
Concentration risk percentage | 17.00% | [1] | [1] | |||
Sales Revenue Net [Member] | Customer C [Member] | Contract Services [Member] | ||||||
Concentration risk percentage | 11.00% | [1] | [1] | |||
Accounts Receivable [Member] | Customer A [Member] | Contract Services [Member] | ||||||
Concentration risk percentage | 23.00% | [1] | ||||
Accounts Receivable [Member] | Customer B [Member] | Regenerative Medicine [Member] | ||||||
Concentration risk percentage | 20.00% | [1] | ||||
Accounts Receivable [Member] | Customer D [Member] | Regenerative Medicine [Member] | ||||||
Concentration risk percentage | 14.00% | [1] | ||||
Accounts Receivable [Member] | Customer E [Member] | Regenerative Medicine [Member] | ||||||
Concentration risk percentage | [1] | 11.00% | ||||
Accounts Receivable [Member] | Customer F [Member] | Contract Services [Member] | ||||||
Concentration risk percentage | [1] | 15.00% | ||||
Accounts Receivable [Member] | Customer G [Member] | Regenerative Medicine [Member] | ||||||
Concentration risk percentage | [1] | 14.00% | ||||
[1] | The amount did not exceed 10% |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Adoption of Accounting Pronouncements on Accompanying Condensed Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 02, 2019 | Dec. 31, 2018 |
Operating lease right-of-use assets | $ 4,590 | $ 5,305 | |
Accounts payable and accrued expenses | 7,095 | 6,433 | 6,508 |
Other current liabilities | 2,338 | 1,748 | 316 |
Operating lease liabilities | $ 2,994 | 3,948 | |
Adjustments Due to the Adoption of ASC 842 [Member] | |||
Operating lease right-of-use assets | 5,305 | ||
Accounts payable and accrued expenses | (75) | ||
Other current liabilities | 1,432 | ||
Operating lease liabilities | $ 3,948 |
Liquidity (Details Narrative)
Liquidity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Feb. 14, 2020 | Dec. 19, 2019 | Dec. 05, 2019 | Apr. 10, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2017 |
Accumulated deficit | $ (435,357) | $ (342,864) | |||||
Cash and cash equivalents and short-term investments | $ 29,200 | ||||||
Public offering share value | 10,638,298 | 3,418,918 | 216,412 | ||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Public offering price per share | $ 2.35 | $ 8.51 | |||||
Public offering value | $ 22,700 | $ 600 | |||||
Agreement term | |||||||
Warrant exercise price | $ 2.80 | $ 30 | |||||
Warrants expiration date | Feb. 12, 2027 | ||||||
Equity Purchase Agreement [Member] | |||||||
Public offering share value | 54,090 | ||||||
Public offering price per share | $ 2.31 | ||||||
Public offering value | $ 100 | ||||||
Equity Purchase Agreement [Member] | Keystone Capital Partners, LLC [Member] | |||||||
Common stock, par value | $ 2 | ||||||
Public offering value | $ 25,000 | ||||||
Agreement term | 36 months |
IBEX Acquisition (Details Narra
IBEX Acquisition (Details Narrative) $ in Thousands | May 03, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($) | Oct. 31, 2018USD ($) | Apr. 30, 2019ft² | Mar. 02, 2018ft² |
Area of land acquired | ft² | 6,307 | |||||
Direct and incremental costs | $ 38 | |||||
Increase decrease fair value of contingent consideration | $ 57 | $ (36) | 20 | |||
IBEX Group, L.L.C [Member] | ||||||
Area of land acquired | ft² | 1.75 | |||||
Purchase price of land | $ 2,300 | 3,800 | ||||
Initial fair value of liabilities | 300 | |||||
Net revenue | 900 | |||||
Gross profit | 300 | |||||
Contingent consideration liability | $ 300 | |||||
Estimated discount rate | 20.00% | |||||
Contingent consideration liability percentage | 15.00% | |||||
Increase decrease fair value of contingent consideration | $ 20 | $ 36 | $ 57 | |||
IBEX Group, L.L.C [Member] | Maximum [Member] | ||||||
Contingent consideration liability | $ 650 | |||||
IBEX Group, L.L.C [Member] | Promissory Note payable [Member] | ||||||
Initial fair value of liabilities | $ 1,200 |
IBEX Acquisition - Schedule of
IBEX Acquisition - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Business Combinations [Abstract] | ||
Equipment | $ 430 | |
Land and buildings | 2,000 | |
Intangible assets | 1,057 | |
Goodwill | 278 | $ 278 |
Accrued property taxes | (9) | |
Aggregate purchase price | 3,756 | |
Less: Promissory note to seller | 1,220 | |
Contingent consideration | 278 | |
Cash paid at closing | $ 2,258 |
IBEX Acquisition - Schedule o_2
IBEX Acquisition - Schedule of Identifiable Intangible Assets (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Total intangible assets | $ 1,057 |
Non-Compete Agreement [Member] | |
Total intangible assets | $ 410 |
Remaining useful life | 4 years |
Customer Contracts and Relationships [Member] | |
Total intangible assets | $ 534 |
Customer Contracts and Relationships [Member] | Minimum [Member] | |
Remaining useful life | 7 years |
Customer Contracts and Relationships [Member] | Maximum [Member] | |
Remaining useful life | 8 years |
Trade Names and Trademarks [Member] | |
Total intangible assets | $ 101 |
Trade Names and Trademarks [Member] | Minimum [Member] | |
Remaining useful life | 10 years |
Trade Names and Trademarks [Member] | Maximum [Member] | |
Remaining useful life | 11 years |
Backlog [Member] | |
Total intangible assets | $ 12 |
Remaining useful life, description | Less than 1 |
Fair Value (Details Narrative)
Fair Value (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Feb. 14, 2020 | Mar. 05, 2018 | Sep. 30, 2017 |
Fair Value Disclosures [Abstract] | |||
Number of warrant to purchase shares of common stock | 322,727 | ||
Warrant exercisable price per share | $ 2.80 | $ 30 | |
Warrants terms | 2 years | ||
Embedded conversion feature | $ 7,200 | ||
Fair value of warrant liability | $ 2,500 |
Fair Value - Schedule of Fair V
Fair Value - Schedule of Fair Value Assumptions of Warrants and Embedded Conversion Feature (Details) | Mar. 05, 2018$ / shares | Sep. 30, 2017 |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability fair value assumptions, measurement input, term | 2 years | |
Monte Carlo Simulation [Member] | Stock Price [Member] | Warrant Liability [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability fair value assumptions, measurement input | 20.05 | |
Monte Carlo Simulation [Member] | Exercise Price [Member] | Warrant Liability [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability fair value assumptions, measurement input | 30 | |
Monte Carlo Simulation [Member] | Risk Free Rate [Member] | Warrant Liability [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability fair value assumptions, measurement input | 2.2 | |
Monte Carlo Simulation [Member] | Volatility [Member] | Warrant Liability [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability fair value assumptions, measurement input | 88.2 | |
Monte Carlo Simulation [Member] | Term [Member] | Warrant Liability [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Warrant liability fair value assumptions, measurement input, term | 1 year 6 months | |
Series F Conversion Feature [Member] | Monte Carlo Simulation [Member] | Stock Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Embedded conversion feature fair value assumptions, measurement input | 20.05 | |
Series F Conversion Feature [Member] | Monte Carlo Simulation [Member] | Exercise Price [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Embedded conversion feature fair value assumptions, measurement input | 27.50 | |
Series F Conversion Feature [Member] | Monte Carlo Simulation [Member] | Risk Free Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Embedded conversion feature fair value assumptions, measurement input | 2.2 | |
Series F Conversion Feature [Member] | Monte Carlo Simulation [Member] | Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Embedded conversion feature fair value assumptions, measurement input | 88.2 | |
Series F Conversion Feature [Member] | Monte Carlo Simulation [Member] | Term [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Embedded conversion feature fair value assumptions, measurement input, term | 1 year 6 months |
Fair Value - Schedule of Fair_2
Fair Value - Schedule of Fair Value of Financial Instruments Measured on Recurring Basis (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Money market funds | $ 2,019 | $ 7 |
Commercial paper | 11,064 | 21,392 |
Corporate debt securities | 8,982 | 5,448 |
U.S. government debt securities | 3,770 | 3,226 |
Total | 25,835 | 30,073 |
Contingent consideration | 31 | 261 |
Total | 31 | 261 |
Level 1 [Member] | ||
Money market funds | 2,019 | 7 |
Commercial paper | ||
Corporate debt securities | ||
U.S. government debt securities | ||
Total | 2,019 | 7 |
Contingent consideration | ||
Total | ||
Level 2 [Member] | ||
Money market funds | ||
Commercial paper | 11,064 | 21,392 |
Corporate debt securities | 8,982 | 5,448 |
U.S. government debt securities | 3,770 | 3,226 |
Total | 23,816 | 30,066 |
Contingent consideration | ||
Total | ||
Level 3 [Member] | ||
Money market funds | ||
Commercial paper | ||
Corporate debt securities | ||
U.S. government debt securities | ||
Total | ||
Contingent consideration | 31 | 261 |
Total | $ 31 | $ 261 |
Fair Value - Schedule of Change
Fair Value - Schedule of Changes in Estimated Fair Value for Contingent Consideration Liability (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended |
Dec. 31, 2018 | Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | ||
Fair value at beginning of period | $ 235 | $ 261 |
Change in fair value | 57 | (36) |
Earned and moved to accounts payable | (31) | |
Earned and paid | (194) | |
Fair value at end of period | $ 261 | $ 31 |
Cash Equivalents and Short-Te_3
Cash Equivalents and Short-Term Investments (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | ||
Debt securities, held-to-maturity, description | Maturities of less than one year. | Maturities of less than one year. |
Realized gains on available-for-sale securities | $ 500 | |
Interest earned from available-for-sale securities | $ 400 |
Cash Equivalents and Short-Te_4
Cash Equivalents and Short-Term Investments - Schedule of Cash Equivalents and Short-Term Investments (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | ||
Cash and Cash Equivalents [Line Items] | ||||
Money market funds | $ 2,019 | $ 7 | ||
Commercial paper | 1,024 | 20,678 | ||
U.S. government debt securities | 3,770 | 3,226 | ||
Total cash equivalents | 6,813 | 23,911 | ||
Commercial paper | 10,040 | 714 | ||
Corporate debt securities | 8,982 | 5,448 | ||
Total short-term investments | 19,022 | 6,162 | ||
Total | 25,835 | 30,073 | ||
Amortized Cost [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Money market funds | 2,019 | 7 | ||
Commercial paper | 1,020 | 20,648 | ||
U.S. government debt securities | 3,761 | 3,224 | ||
Total cash equivalents | 6,800 | [1] | 23,879 | [2] |
Commercial paper | 9,986 | 714 | ||
Corporate debt securities | 8,977 | 5,444 | ||
Total short-term investments | 18,963 | 6,158 | ||
Total | 25,763 | 30,037 | ||
Unrealized Gains [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Money market funds | ||||
Commercial paper | 4 | 30 | ||
U.S. government debt securities | 9 | 2 | ||
Total cash equivalents | 13 | [1] | 32 | [2] |
Commercial paper | 54 | |||
Corporate debt securities | 5 | 5 | ||
Total short-term investments | 59 | 5 | ||
Total | 72 | 37 | ||
Unrealized Losses [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Money market funds | ||||
Commercial paper | ||||
U.S. government debt securities | ||||
Total cash equivalents | [1] | [2] | ||
Commercial paper | ||||
Corporate debt securities | (1) | |||
Total short-term investments | (1) | |||
Total | $ (1) | |||
[1] | Included in cash and cash equivalents in the Company's consolidated balance sheet as of December 31, 2019 in addition to $3.4 million of cash. | |||
[2] | Included in cash and cash equivalents in the Company's consolidated balance sheet as of December 31, 2018 in addition to $31.8 million of cash. |
Cash Equivalents and Short-Te_5
Cash Equivalents and Short-Term Investments - Schedule of Cash Equivalents and Short-Term Investments (Details) (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Cash and Cash Equivalents [Abstract] | ||
Additional cash and cash equivalents | $ 3,400 | $ 31,800 |
Property and Equipment, Net (De
Property and Equipment, Net (Details Narrative) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |||
Loss on disposal of property and equipment | $ 914 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Abstract] | ||
Machinery and equipment | $ 12,083 | $ 8,276 |
Land and buildings | 2,000 | 2,000 |
Computers and software | 1,189 | 1,372 |
Leasehold improvements | 2,282 | 1,230 |
Construction in progress | 1,606 | 2,402 |
Furniture and equipment | 470 | 614 |
Total property and equipment, gross | 19,630 | 15,894 |
Accumulated depreciation | (4,719) | (2,158) |
Total property and equipment, net | $ 14,911 | $ 13,736 |
Property and Equipment, Net -_2
Property and Equipment, Net - Schedule of Depreciation Expense (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||
Total depreciation and amortization expense | $ 330 | $ 2,992 | $ 1,394 |
General and Administrative Expense [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Total depreciation and amortization expense | 155 | 1,562 | 223 |
Research and Development Expense [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Total depreciation and amortization expense | $ 175 | $ 1,430 | $ 1,171 |
Leases (Details Narrative)
Leases (Details Narrative) - ft² | Apr. 30, 2019 | Dec. 31, 2019 |
Leases [Abstract] | ||
Leases facilities, description | The Company leases facilities and certain equipment under noncancelable leases that expire at various dates through November 2024. These leases require monthly lease payments that may be subject to annual increases throughout the lease term. Certain of these leases may include options to extend or terminate the lease at the election of the Company. | |
Operating lease area optain | 6,307 | |
Operating lease expiration date | Apr. 30, 2024 | |
Weighted average remaining operating lease term, operating lease | 2 years 9 months 18 days | |
Weighted average discount rate, operating lease | 9.83% | |
Weighted average remaining operating lease term, finance lease | 3 years 6 months | |
Weighted average discount rate, finance lease | 9.77% |
Leases - Schedule of Operating
Leases - Schedule of Operating and Finance Lease Liabilities (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
Operating leases, 2020 | $ 2,114 |
Operating leases, 2021 | 1,730 |
Operating leases, 2022 | 1,345 |
Operating leases, 2023 | 132 |
Operating leases, 2024 | 87 |
Operating leases, Thereafter | |
Operating leases, Total lease payments | 5,408 |
Operating leases, Less: Imputed interest | (668) |
Operating leases, Total | 4,740 |
Finance leases, 2020 | 659 |
Finance leases, 2021 | 656 |
Finance leases, 2022 | 405 |
Finance leases, 2023 | 336 |
Finance leases, 2024 | 42 |
Finance leases, Thereafter | 1 |
Finance leases, Total lease payments | 2,099 |
Finance leases, Less: Imputed interest | (324) |
Finance leases, Total | $ 1,775 |
Leases - Shcedule of Supplement
Leases - Shcedule of Supplemental Balance Sheet Information Related to Finance and Operating Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 02, 2019 | Dec. 31, 2018 |
Leases [Abstract] | |||
Finance lease right-of-use assets included within property and equipment, net | $ 2,177 | ||
Current finance lease liabilities included within other current liabilities | 508 | ||
Non-current finance lease liabilities included within other long-term liabilities | 1,267 | ||
Total | 1,775 | ||
Current operating lease liabilities included within other current liabilities | 1,746 | ||
Operating lease liabilities - non current | 2,994 | $ 3,948 | |
Total | $ 4,740 |
Leases - Summary of Components
Leases - Summary of Components of Lease Expense (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Operating lease costs included within operating costs and expenses | $ 2,173 |
Amortization of right of use assets | 654 |
Interest on lease liabilities | 152 |
Total | $ 806 |
Leases - Schedule of Supplement
Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
Leases [Abstract] | |||
Operating cash out flows from operating leases | $ 2,100 | ||
Operating cash out flows from finance leases | 152 | ||
Financing cash out flows from finance leases | $ 11 | 453 | $ 74 |
Finance leases | 2,043 | ||
Lease payments made in prior period reclassified to property and equipment | 535 | ||
Operating leases | $ 936 |
Leases - Schedule of Future Min
Leases - Schedule of Future Minimum Lease Payments for Operating and Capital Leases (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Leases [Abstract] | |
2019 | $ 1,895 |
2020 | 1,819 |
2021 | 1,455 |
2022 | 1,216 |
Total | 6,385 |
2019 | 66 |
2020 | 58 |
2021 | 55 |
2022 | 28 |
Total | $ 207 |
Intangible Assets and Goodwil_2
Intangible Assets and Goodwill (Details Narrative) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | May 31, 2018 | |
Amortization expense | $ 33 | $ 193 | $ 100 | |
Goodwill | $ 278 | $ 278 | ||
Contract Services Segment [Member] | ||||
Goodwill | $ 300 |
Intangible Assets and Goodwil_3
Intangible Assets and Goodwill - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Total intangible assets, gross | $ 1,057 | $ 1,057 |
Accumulated amortization | (326) | (133) |
Total intangible assets, net | 731 | 924 |
Non-Compete Agreement [Member] | ||
Total intangible assets, gross | 410 | 410 |
Customer Contracts and Relationships [Member] | ||
Total intangible assets, gross | 534 | 534 |
Trade Names and Trademarks [Member] | ||
Total intangible assets, gross | 101 | 101 |
Backlog [Member] | ||
Total intangible assets, gross | $ 12 | $ 12 |
Intangible Assets and Goodwil_4
Intangible Assets and Goodwill - Schedule of Future Amortization of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2020 | $ 189 | |
2021 | 189 | |
2022 | 121 | |
2023 | 87 | |
2024 | 87 | |
Thereafter | 58 | |
Total | $ 731 | $ 924 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Other long-term liabilities | $ 1,630 | $ 131 |
Dr. Denver Lough [Member] | ||
Accrued compensation | 900 | |
Other long-term liabilities | $ 300 |
Accounts Payable and Accrued _4
Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 02, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | |||
Accounts payable | $ 1,689 | $ 2,918 | |
Salaries and other compensation | 1,462 | 1,041 | |
Legal and accounting | 1,404 | 640 | |
Accrued severance | 1,053 | ||
Benefit plan accrual | 557 | 239 | |
Other | 930 | 1,670 | |
Total accounts payable and accrued expenses | $ 7,095 | $ 6,433 | $ 6,508 |
Long Term Note Payable (Details
Long Term Note Payable (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 2 Months Ended | 12 Months Ended | |
May 03, 2018 | Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
Debt Instrument [Line Items] | ||||
Unamortized debt discount | $ 68 | $ 19 | ||
Amortization of debt discount | $ 10 | 49 | $ 35 | |
Promissory Note [Member] | ||||
Debt Instrument [Line Items] | ||||
Promissory note payable | $ 1,300 | 500 | ||
Interest rate | 3.50% | |||
Maturity date | Nov. 3, 2020 | |||
Debt default interest interest | 7.00% | |||
Interest expenses | $ 100 | |||
IBEX Group, L.L.C [Member] | ||||
Debt Instrument [Line Items] | ||||
Initial fair value of liabilities | $ 300 | |||
IBEX Group, L.L.C [Member] | Promissory Note [Member] | ||||
Debt Instrument [Line Items] | ||||
Initial fair value of liabilities | $ 1,200 |
Preferred Shares and Common S_3
Preferred Shares and Common Shares (Details Narrative) - USD ($) | Feb. 14, 2020 | Dec. 19, 2019 | Dec. 05, 2019 | Apr. 10, 2019 | Apr. 10, 2019 | Mar. 14, 2019 | Jun. 07, 2018 | Apr. 12, 2018 | Mar. 06, 2018 | Mar. 05, 2018 | Feb. 06, 2018 | Sep. 20, 2017 | Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | Oct. 31, 2017 | Sep. 30, 2017 |
Class of Stock [Line Items] | |||||||||||||||||
Number of shares issued in offerings | 10,638,298 | 3,418,918 | 216,412 | ||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||
Sale of stock price, per share | $ 2.35 | $ 8.51 | 8.51 | ||||||||||||||
Proceeds from issuance of common stock | $ 28,073,000 | $ 92,676,000 | |||||||||||||||
Warrant term | 2 years | ||||||||||||||||
Warrant exercise price per share | $ 2.80 | $ 30 | |||||||||||||||
Fair value of warrants | $ 2,525,567 | ||||||||||||||||
Conversion of stock shares issued, value | $ 3,045,034 | ||||||||||||||||
Preferred stock, shares authorized | 25,000,000 | 25,000,000 | |||||||||||||||
Convertible preferred stock, shares outstanding | 0 | 0 | |||||||||||||||
Purchase Agreement [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Number of shares issued in offerings | 54,090 | ||||||||||||||||
Sale of stock price, per share | $ 2.31 | ||||||||||||||||
Proceeds from issuance of common stock | $ 25,000,000 | ||||||||||||||||
Shares issued price per share | $ 2 | ||||||||||||||||
Sales of stock amount | $ 100,000 | ||||||||||||||||
Warrant Liability [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Gain/loss on extinguishment of warrant liability | 519,467 | ||||||||||||||||
6% Series F Convertible Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Preferred stock, stated value per share | $ 2,750 | ||||||||||||||||
Preferred stock initial conversion price, per share | $ 27.50 | ||||||||||||||||
6% Series F Convertible Preferred Stock [Member] | Accredited Investors [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Sale of stock price, per share | $ 2,750 | ||||||||||||||||
Sales of stock amount | $ 17,750,000 | ||||||||||||||||
Preferred stock, stated value per share | $ 0.001 | ||||||||||||||||
Conversion of stock shares converted | 100 | ||||||||||||||||
Warrant term | 2 years | ||||||||||||||||
Warrants to purchase shares of common stock | 322,727 | ||||||||||||||||
Warrant exercise price per share | $ 30 | ||||||||||||||||
Series F Preferred Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Shares issued price per share | $ 20.05 | ||||||||||||||||
Warrants to purchase shares of common stock | 322,727 | ||||||||||||||||
Fair value of warrants | $ 4,300,000 | ||||||||||||||||
Bifurcated embedded conversion feature | 9,300,000 | ||||||||||||||||
Preferred stock dividends | $ 13,600,000 | ||||||||||||||||
Beneficially ownership percentage | 100.00% | ||||||||||||||||
Preferred stock reduction in additional paid in capital | $ 12,900,000 | ||||||||||||||||
Convertible preferred stock, shares outstanding | 6,455 | ||||||||||||||||
Series F Preferred Stock [Member] | Restricted Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of stock shares converted | 972,070 | ||||||||||||||||
Conversion price, per share | $ 18.26 | ||||||||||||||||
Preferred stock dividend percentage | 6.00% | ||||||||||||||||
Conversion of preferred stock into common stock, number shares issued | 31,321 | ||||||||||||||||
Series B Preferred Shares [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of stock shares converted | 15,756 | ||||||||||||||||
Beneficially ownership percentage | 100.00% | ||||||||||||||||
Conversion of preferred stock into common stock, number shares issued | 7,945,250 | 262,606 | |||||||||||||||
Convertible preferred stock, shares outstanding | 47,689 | ||||||||||||||||
Series A Preferred Shares [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Beneficially ownership percentage | 100.00% | ||||||||||||||||
Conversion of preferred stock into common stock, number shares issued | 7,945,250 | ||||||||||||||||
Convertible preferred stock, shares outstanding | 3,146,671 | ||||||||||||||||
Series E Preferred Shares [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Beneficially ownership percentage | 100.00% | ||||||||||||||||
Convertible preferred stock, shares outstanding | 7,050 | ||||||||||||||||
Series E Preferred Shares [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of preferred stock into common stock, number shares issued | 7,945,250 | ||||||||||||||||
Series E Preferred Shares [Member] | Lough Registration Rights Agreement [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of preferred stock into common stock, number shares issued | 7,050,000 | ||||||||||||||||
Stock registration, description | On March 14, 2019, the Company’s registration obligation was waived, and the Lough Registration Rights Agreement amended to provide that Dr. Lough may demand registration by written request to the Company. Dr. Lough demanded registration of his 7,050,000 common shares in August 2019, and pursuant to that demand a registration statement on Form S-3 was filed with the Securities and Exchange Commission in October 2019 and declared effective November 1, 2019. The Company is obligated to keep the registration statement effective until the earlier of the date all the registered shares have been sold pursuant to the registration statement or the date one year from the date the registration statement is first effective. | ||||||||||||||||
Underwritten Offering [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Number of shares issued in offerings | 3,418,918 | ||||||||||||||||
Common stock, par value | $ 0.001 | 0.001 | |||||||||||||||
Sale of stock price, per share | $ 8.51 | $ 8.51 | |||||||||||||||
Proceeds for public offering | $ 27,900,000 | ||||||||||||||||
Common Stock Issuance [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Number of shares issued in offerings | 2,455,882 | 2,335,937 | |||||||||||||||
Common stock, par value | $ 0.001 | $ 0.001 | |||||||||||||||
Sale of stock price, per share | $ 23.65 | $ 16 | |||||||||||||||
Proceeds for public offering | $ 58,000,000 | $ 34,600,000 | |||||||||||||||
Proceeds from issuance of common stock | $ 58,000,000 | ||||||||||||||||
Warrant [Member] | Series F Preferred Stock [Member] | Restricted Stock [Member] | |||||||||||||||||
Class of Stock [Line Items] | |||||||||||||||||
Conversion of preferred stock into common stock, number shares issued | 151,871 |
Preferred Shares and Common S_4
Preferred Shares and Common Shares - Schedule of Deemed Dividend on Preferred Shares Exchange (Details) | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Equity [Abstract] | |
Fair market value of 1,003,393 shares of common stock issued at $20.05 (Company's closing stock price on March 5, 2018) in exchange for Series F Preferred Shares and accrued dividends | $ 20,117,990 |
Carrying value of Series F Preferred Shares at March 5, 2018, including dividends | (5,898,274) |
Carrying value of bifurcated conversion option at March 5, 2018 | (7,162,587) |
Deemed dividend on Series F Preferred Shares exchange | $ 7,057,129 |
Preferred Shares and Common S_5
Preferred Shares and Common Shares - Schedule of Deemed Dividend on Preferred Shares Exchange (Details) (Parenthetical) - Series F Preferred Stock [Member] | Mar. 05, 2018$ / sharesshares |
Fair market value of common stock issued, shares | shares | 1,003,393 |
Common stock price per share | $ / shares | $ 20.05 |
Preferred Shares and Common S_6
Preferred Shares and Common Shares - Schedule of Convertible Preferred Stock Activity (Details) - shares | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2018 | Oct. 31, 2017 |
Preferred stock, shares outstanding | 0 | 0 | ||
Common stock shares, issued | 27,374,653 | 21,447,088 | ||
Series A Preferred Shares [Member] | ||||
Preferred stock, shares outstanding | 3,146,671 | |||
Series A Convertible Preferred Stock [Member] | Series F Exchange [Member] | ||||
Preferred stock, conversions | (3,146,671) | |||
Series A Common Stock [Member] | ||||
Common stock shares, issued | 713,036 | |||
Series B Preferred Shares [Member] | ||||
Preferred stock, shares outstanding | 47,689 | |||
Series B Convertible Preferred Stock [Member] | Series F Exchange [Member] | ||||
Preferred stock, conversions | (47,689) | |||
Series B Common Stock [Member] | ||||
Common stock shares, issued | 794,820 | |||
Series C Preferred Shares [Member] | ||||
Preferred stock, shares outstanding | 2,578 | |||
Series C Convertible Preferred Stock [Member] | Series F Exchange [Member] | ||||
Preferred stock, conversions | (2,578) | |||
Series C Common Stock [Member] | ||||
Common stock shares, issued | 59,950 | |||
Series D Preferred Shares [Member] | ||||
Preferred stock, shares outstanding | 26,667 | |||
Series D Convertible Preferred Stock [Member] | Series F Exchange [Member] | ||||
Preferred stock, conversions | (26,667) | |||
Series D Common Stock [Member] | ||||
Common stock shares, issued | 44,445 | |||
Series E Preferred Shares [Member] | ||||
Preferred stock, shares outstanding | 7,050 | |||
Series E Convertible Preferred Stock [Member] | Series F Exchange [Member] | ||||
Preferred stock, conversions | (7,050) | |||
Series E Common Stock [Member] | ||||
Common stock shares, issued | 7,050,000 | |||
Series F Preferred Stock [Member] | ||||
Preferred stock, shares outstanding | 6,455 | |||
Series F Convertible Preferred Stock [Member] | Series F Exchange [Member] | ||||
Preferred stock, conversions | (6,455) | |||
Series F Common Stock [Member] | ||||
Common stock shares, issued | 972,070 | |||
Outstanding [Member] | ||||
Preferred stock, shares outstanding | 3,237,110 | |||
Preferred Stock [Member] | Series F Exchange [Member] | ||||
Preferred stock, conversions | (3,237,110) | |||
Common Stock [Member] | ||||
Common stock shares, issued | 9,634,321 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Oct. 25, 2019 | Oct. 05, 2018 | Dec. 01, 2017 | May 31, 2018 | Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Fair value of stock options shares granted price per share | $ 9.95 | $ 9.14 | $ 17.56 | ||||
Share-based compensation arrangement by share-based payment award, options, outstanding, intrinsic value | $ 1,600 | $ 3,500 | $ 2,100 | ||||
Fair value of options vested | 5,200 | 32,000 | 20,000 | ||||
Aggregate intrinsic value of options outstanding and exercisable | 0 | ||||||
Unrecognized compensation cost | $ 3,500 | ||||||
Unrecognized compensation cost, period for recognition | 6 months | ||||||
Stock based compensation | $ 8,946 | $ 31,402 | $ 38,821 | ||||
Number of stock issued under ESPP, value | 99 | ||||||
Unvested Restricted Stock Grants [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Unrecognized compensation cost | $ 5,700 | ||||||
Unrecognized compensation cost, period for recognition | 1 year 1 month 6 days | ||||||
Restricted Stock [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Fair value of restricted stock granted price per share | $ 14.17 | $ 4.74 | $ 25.27 | ||||
Fair value of restricted stock | $ 2,100 | $ 12,400 | $ 2,900 | ||||
Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted average remaining contractual term | 8 years 1 month 6 days | ||||||
Minimum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Weighted average remaining contractual term | 7 years 8 months 12 days | ||||||
2020 Equity Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock based compensation terminate date | Oct. 25, 2029 | ||||||
Number of share available for future issuance | 3,000,000 | ||||||
2020 Equity Incentive Plan [Member] | Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of stock issuable | 3,000,000 | ||||||
2019 Equity Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock based compensation terminate date | Oct. 5, 2028 | ||||||
Number of share available for future issuance | 273,649 | ||||||
2019 Equity Incentive Plan [Member] | Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of stock issuable | 3,000,000 | ||||||
2017 Equity Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Stock based compensation terminate date | Dec. 1, 2026 | ||||||
Number of share available for future issuance | 2,079,608 | ||||||
2017 Equity Incentive Plan [Member] | Maximum [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of stock issuable | 7,300,000 | ||||||
Employee Stock Purchase Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Fair value of stock options shares granted price per share | $ 2.74 | ||||||
Number of shares reserved | 500,000 | ||||||
Common stock purchase price percentage | 85.00% | ||||||
Stock based compensation | $ 49 | ||||||
Number of stock issued under ESPP | 36,177 | ||||||
Number of stock issued under ESPP, value | $ 100 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Share-based Compensation, Stock Options, Activity (Details) - $ / shares | 2 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Weighted Average Exercise Price, Granted | $ 9.95 | $ 9.14 | $ 17.56 | |
Employee Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Shares, Outstanding at beginning of period | 6,499,885 | |||
Number of Shares, Granted | 904,403 | |||
Number of Shares, Exercised | [1] | (292,417) | ||
Number of Shares, Forfeited | 2,581,883 | |||
Number of Shares, Outstanding at end of period | 6,499,885 | 4,529,988 | ||
Number of Shares, Options exercisable | 3,198,887 | |||
Weighted Average Exercise Price, Outstanding at beginning of year | $ 14.02 | |||
Weighted Average Exercise Price, Granted | 12.75 | |||
Weighted Average Exercise Price, Exercised | [1] | 4.31 | ||
Weighted Average Exercise Price, Forfeited | 8.19 | |||
Weighted Average Exercise Price, Outstanding at end of year | $ 14.02 | 15.26 | ||
Weighted Average Exercise Price, Options exercisable | $ 14.94 | |||
[1] | The number of exercised options includes shares withheld on behalf of employees to satisfy minimum statutory tax withholding requirements. |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions (Details) | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
Option Grants [Member] | |||
Risk free annual interest rate, minimum | 2.60% | 1.40% | 2.00% |
Risk free annual interest rate, maximum | 3.20% | 2.70% | 3.20% |
Expected volatility, minimum | 80.60% | 80.80% | 80.90% |
Expected volatility, maximum | 94.40% | 97.50% | 96.50% |
Assumed dividends | 0.00% | 0.00% | 0.00% |
Option Grants [Member] | Minimum [Member] | |||
Expected life | 5 years | 5 years | 5 years |
Option Grants [Member] | Maximum [Member] | |||
Expected life | 6 years 6 months | 7 years | 6 years |
Employee Stock Purchase Plan [Member] | |||
Risk free annual interest rate, minimum | 0.00% | 2.10% | 0.00% |
Risk free annual interest rate, maximum | 0.00% | 2.50% | 0.00% |
Expected volatility, minimum | 0.00% | 76.60% | 0.00% |
Expected volatility, maximum | 0.00% | 88.90% | 0.00% |
Expected life | 0 years | 6 months | 0 years |
Assumed dividends | 0.00% | 0.00% | 0.00% |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Share-based Compensation Related to Restricted Stock Awards and Stock Options (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 8,946 | $ 31,402 | $ 38,821 | |
Stock-based compensation expense classified as a liability | 38 | |||
Stock-based compensation expense classified to equity (1) | [1] | 8,908 | 31,440 | 38,821 |
General and Administrative Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 7,505 | 27,692 | 31,982 | |
Research and Development Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | 919 | 2,643 | 6,322 | |
Selling and Marketing Expense [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total stock-based compensation expense | $ 522 | $ 1,067 | $ 517 | |
[1] | The year ended December 31, 2019 includes $38,000 reclassified from liability to equity. |
Stock-Based Compensation - Sc_4
Stock-Based Compensation - Schedule of Share-based Compensation Related to Restricted Stock Awards and Stock Options (Details) (Parenthetical) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Share-based Payment Arrangement [Abstract] | |
Reclassified from liability to equity | $ 38 |
Stock-Based Compensation - Sc_5
Stock-Based Compensation - Schedule of Share-based Compensation, Restricted Stock Activity (Details) - Restricted Stock [Member] | 12 Months Ended | |
Dec. 31, 2019shares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Unvested at beginning of period | 651,110 | |
Number of Shares, Granted | 2,202,672 | |
Number of Shares, Vested | (830,667) | [1] |
Number of Shares, Forfeited | (180,114) | |
Number of Shares, Unvested at end of period | 1,843,001 | |
[1] | The number of vested restricted stock units includes shares that were withheld on behalf of employees to satisfy the minimum statutory tax withholding requirements. |
Employee Benefit Plan (Details
Employee Benefit Plan (Details Narrative) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
Retirement Benefits [Abstract] | |||
Pre-tax earnings of contribution | $ 19,000 | ||
Percentage of contribution | 3.00% | ||
Contribution expense | $ 35,000 | $ 300 | $ 100 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | $ 120,300 |
Net operating loss carryforwards with expiration | $ 38,500 |
Operating loss carryforwards, description | Expires between 2037 and 2038 |
Net operating loss carryforwards with expiration indefinite life | $ 81,800 |
Net operating loss carryforwards indefinite life taxable income percentage | 80.00% |
Unrecognized tax benefits, which would impact its tax rate | |
Payment for penalties accrual | |
State [Member] | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards with expiration | $ 145,100 |
Operating loss carryforwards, description | Expires between 2032 and 2033 |
Income Taxes - Schedule of Comp
Income Taxes - Schedule of Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||||
Current: Federal | $ (302) | ||||
Current: State | |||||
Deferred: Federal | (3,734) | (19,057) | (11,561) | ||
Deferred: State | (257) | (8,595) | (475) | ||
Change in: valuation allowance | 3,991 | 27,652 | 12,036 | ||
Total provision (benefit) for income taxes | $ (302) | $ (302) |
Income Taxes - Schedule of Stat
Income Taxes - Schedule of Statutory Federal Rate and Provision for Income Tax (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||||
Tax (benefit) at federal statutory rate, amount | $ (3,867) | $ (19,423) | $ (22,325) | ||
State income taxes, net of federal income taxes, amount | (254) | (8,595) | (475) | ||
Effect of warrant liability, amount | (1,120) | ||||
Effect of other permanent items, amount | 5 | 418 | 30 | ||
Effect of stock compensation, amount | 27 | 129 | |||
Change in valuation allowance, amount | 3,991 | 27,652 | 12,036 | ||
Effect of State NOL tracking, amount | |||||
Reduction of NOL's due to Section 382 limitations, amount | 101 | 11,552 | |||
Other, amount | 98 | (181) | |||
Income taxes, amount | $ (302) | $ (302) | |||
Tax (benefit) at federal statutory rate, percentage of pre tax income | 21.00% | 21.00% | 34.00% | ||
State income taxes, net of federal income taxes, percentage of pre tax income | 1.00% | 9.00% | (1.00%) | ||
Effect of warrant liability, percentage of pre tax income | 0.00% | 0.00% | 2.00% | ||
Effect of other permanent items, percentage of pre tax income | 0.00% | 0.00% | 0.00% | ||
Effect of stock compensation, percentage of pre tax income | 0.00% | 0.00% | 0.00% | ||
Change in valuation allowance, percentage of pre tax income | (22.00%) | (30.00%) | (18.00%) | ||
Effect of State NOL tracking, percentage of pre tax income | 0.00% | 0.00% | 0.00% | ||
Reduction of NOL's due to Section 382 limitations, percentage of pre tax income | 0.00% | 0.00% | (17.00%) | ||
Other, percent of pre tax income | 0.00% | 0.00% | 0.00% | ||
Income taxes, percentage of pre tax income | 0.00% | 0.00% | 0.00% |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Leases | $ 38 | |
Depreciation and amortization | (956) | (533) |
Compensation expense not deductible until options are exercised | 18,295 | 12,543 |
All other temporary differences | 934 | 236 |
Net operating loss carry forward | 32,113 | 10,526 |
Less valuation allowance | (50,424) | (22,772) |
Deferred tax asset (liability) |
Loss Per Share - Schedule of An
Loss Per Share - Schedule of Anti-dilutive Potential Shares Outstanding Activity (Details) - shares | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2019 | Oct. 31, 2018 | |
Stock Options [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 6,499,885 | 4,529,988 | 6,080,505 |
Unvested Restricted Stock Grants [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||
Antidilutive shares | 651,110 | 1,843,001 | 673,960 |
Certain Relationships and Rel_2
Certain Relationships and Related Transactions (Details Narrative) | Aug. 21, 2019 | Oct. 31, 2018USD ($)ft² | Dec. 31, 2019USD ($)ft² | Dec. 31, 2019USD ($)ft²shares | Oct. 02, 2019USD ($) | Dec. 31, 2018USD ($) |
Related Party Transaction [Line Items] | ||||||
Severance cost | $ 2,900,000 | |||||
Future cash payments | $ 1,300,000 | |||||
Lease rental square feet | ft² | 6,232 | 6,232 | ||||
Annual lease rate | $ 31,160 | |||||
Sublease income | $ 21,000 | 300,000 | ||||
Due from related party | ||||||
Cohen LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Lease rental square feet | ft² | 4,584 | 4,584 | ||||
Annual lease rate | $ 22,920 | |||||
Operating leases, description | Once the space is fully occupied, the Company will reduce the overall annual lease rate for the Cohen LLC space to $58.60 per square foot. | |||||
Parent Company [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Lease rental square feet | ft² | 1,648 | 1,648 | ||||
Office Lease [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Lease rental square feet | ft² | 7,250 | |||||
Lease term | 3 years | |||||
Annual lease rate | $ 60 | |||||
Operating leases, description | Initially the Company will occupy and pay for only 3,275 square feet of space, and the Company is not obligated under the lease to pay for the remaining 3,975 square feet covered by the lease unless we elect to occupy that additional space. | |||||
Dr. Denver Lough [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Fair value of restricted stock | shares | 800,000 | |||||
Settlement Terms Agreement [Member] | Dr. Denver Lough [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Related party transaction, description | On August 21, 2019, the Company and Dr. Denver Lough, a principal shareholder and former officer and director, signed a settlement terms agreement that provides, in part, that the Company pay to Dr. Lough $1,500,000 in cash on October 1, 2019 and an additional $1,500,000 in cash in equal monthly installments beginning November 1, 2019 and ending April 1, 2021. In addition, the Company agreed to award to Dr. Lough 200,000 restricted stock units that vest in 18 equal monthly installments beginning October 1, 2019. | |||||
Due to related party | $ 1,500,000 | |||||
Settlement Terms Agreement [Member] | Dr. Denver Lough [Member] | Equal Monthly Installments Beginning November 1, 2019 and Ending April 1, 2021 [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Due to related party | $ 1,500,000 |
Segment Reporting (Details Narr
Segment Reporting (Details Narrative) $ in Thousands | 2 Months Ended | 12 Months Ended | |
Dec. 31, 2018USD ($) | Dec. 31, 2019Segment | Oct. 31, 2018USD ($) | |
Segment Reporting [Abstract] | |||
Number of operating segment | Segment | 2 | ||
Noncash expense | $ | $ 100 | $ 300 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Segment Information (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2018 | |
Segment Reporting Information [Line Items] | |||||
Total net revenues | $ 673 | $ 13 | $ 5,652 | $ 2,223 | $ 1,563 |
Total net loss | (18,418) | $ (10,915) | (92,493) | (72,944) | (65,441) |
Total assets | 80,166 | 53,599 | 80,166 | ||
Regenerative Medicine [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total net revenues | 210 | 2,353 | 689 | ||
Total net loss | (18,242) | (91,259) | (64,887) | ||
Total assets | 74,795 | 48,615 | 74,795 | ||
Contract Services [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total net revenues | 463 | 3,299 | 874 | ||
Total net loss | (176) | (1,234) | $ (554) | ||
Total assets | $ 5,371 | $ 4,984 | $ 5,371 |
Transition Period Comparative_3
Transition Period Comparative Financials (Unaudited) - Schedule of Transition Period Comparative Financials (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | 12 Months Ended | |||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Oct. 31, 2018 | |
Segment Reporting Information [Line Items] | |||||
Total net revenues | $ 673 | $ 13 | $ 5,652 | $ 2,223 | $ 1,563 |
Total costs of sales | 381 | 1 | 2,479 | 1,382 | 1,002 |
Gross profit | 292 | 12 | 3,173 | 841 | 561 |
Research and development | 3,458 | 4,930 | 16,397 | 17,904 | 19,376 |
General and administrative | 12,639 | 7,979 | 63,189 | 52,912 | 48,252 |
Sales and marketing | 2,725 | 16,980 | 5,090 | 2,365 | |
Total operating costs and expenses | 18,822 | 12,909 | 96,566 | 75,906 | 69,993 |
Operating loss | (18,530) | (12,897) | (93,393) | (75,065) | (69,432) |
Interest income, net | 80 | 18 | 151 | 457 | 395 |
Other income, net | 32 | 749 | 32 | ||
Change in fair value of derivatives | 1,964 | 1,850 | 3,814 | ||
Loss on extinguishment of warrant liability | (520) | (520) | |||
Loss before income taxes | (18,418) | (10,915) | (92,493) | (73,246) | (65,743) |
Benefit for income taxes | 302 | 302 | |||
Net loss | (18,418) | (10,915) | (92,493) | (72,944) | (65,441) |
Deemed dividend - accretion of discount on Series F preferred stock | (593) | (697) | (1,290) | ||
Deemed dividend - exchange of Series F preferred stock | (7,057) | (7,057) | |||
Cumulative dividends on Series F preferred stock | (182) | (191) | (373) | ||
Net loss attributable to common stockholders | $ (18,418) | $ (11,690) | $ (92,493) | $ (80,889) | $ (74,161) |
Net loss | $ (0.86) | $ (1.68) | $ (3.70) | $ (4.36) | $ (4.29) |
Deemed dividend - accretion of discount on Series F preferred stock | (0.09) | (0.04) | (0.09) | ||
Deemed dividend - exchange of Series F preferred stock | (0.42) | (0.46) | |||
Cumulative dividends on Series F preferred stock | (0.03) | (0.01) | (0.02) | ||
Net loss per share attributable to common stockholders | $ (0.86) | $ (1.80) | $ (3.70) | $ (4.83) | $ (4.86) |
Weighted average shares outstanding, basic and diluted | 21,343,446 | 6,496,841 | 24,966,355 | 16,734,610 | 15,259,731 |
Products [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total net revenues | $ 210 | $ 13 | $ 2,353 | $ 886 | $ 689 |
Total costs of sales | 194 | 1 | 1,365 | 693 | 500 |
Services [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total net revenues | 463 | 3,299 | 1,337 | 874 | |
Total costs of sales | $ 187 | $ 1,114 | $ 689 | $ 502 |