Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Nov. 08, 2019 | |
Document Information [Line Items] | ||
Entity Registrant Name | PLUS THERAPEUTICS, INC. | |
Entity Central Index Key | 0001095981 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Common Stock, Shares Outstanding | 3,770,588 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2019 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-34375 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 33-0827593 | |
Entity Address, Address Line One | 4200 MARATHON BLVD | |
Entity Address, Address Line Two | SUITE 200 | |
Entity Address, City or Town | AUSTIN | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78756 | |
City Area Code | (737) | |
Local Phone Number | 255-7194 | |
Common Stock, par value $0.001 [Member] | ||
Document Information [Line Items] | ||
Trading Symbol | PSTV | |
Title of 12(b) Security | Common Stock, par value $0.001 | |
Security Exchange Name | NASDAQ | |
Series S Warrant [Member] | ||
Document Information [Line Items] | ||
Trading Symbol | PSTVZ | |
Title of 12(b) Security | Series S Warrant | |
Security Exchange Name | NASDAQ |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 16,834 | $ 5,261 |
Accounts receivable | 4,781 | 178 |
Restricted cash | 40 | 40 |
Inventories, net | 107 | 107 |
Other current assets | 502 | 785 |
Current assets held for sale | 3,277 | |
Total current assets | 22,264 | 9,648 |
Property and equipment, net | 2,209 | 2,299 |
Operating lease right-of-use assets | 818 | |
Other assets | 52 | 39 |
Noncurrent assets held for sale | 11,633 | |
Goodwill | 372 | 372 |
Total assets | 25,715 | 23,991 |
Current liabilities: | ||
Accounts payable and accrued expenses | 3,334 | 2,777 |
Operating lease liability | 156 | |
Term loan obligations, net of discount | 10,937 | 14,202 |
Current liabilities held for sale | 580 | |
Total current liabilities | 14,427 | 17,559 |
Other noncurrent liabilities | 38 | 46 |
Noncurrent operating lease liability | 684 | |
Warrant liability | 10,406 | 916 |
Noncurrent liabilities held for sale | 245 | |
Total liabilities | 25,555 | 18,766 |
Commitments and contingencies (Notes 8 and 9) | ||
Stockholders’ equity: | ||
Preferred stock, $0.001 par value; 5,000,000 shares authorized; 1,959 and 4,606 shares issued and outstanding in 2019 and 2018, respectively | ||
Common stock, $0.001 par value; 100,000,000 shares authorized; 2,841,588 and 296,609 shares issued and outstanding in 2019 and 2018, respectively | 3 | |
Additional paid-in capital | 426,311 | 418,390 |
Accumulated other comprehensive income | 1,218 | |
Accumulated deficit | (426,154) | (414,383) |
Total stockholders’ equity | 160 | 5,225 |
Total liabilities and stockholders’ equity | $ 25,715 | $ 23,991 |
CONSOLIDATED CONDENSED BALANC_2
CONSOLIDATED CONDENSED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares | Sep. 30, 2019 | Aug. 06, 2019 | Aug. 05, 2019 | Dec. 31, 2018 | May 24, 2018 | May 23, 2018 |
Stockholders’ equity: | ||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | ||
Preferred stock, shares issued (in shares) | 1,959 | 4,606 | ||||
Preferred stock, shares outstanding (in shares) | 1,959 | 4,606 | ||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 | 75,000,000 | ||
Common stock, shares issued (in shares) | 2,841,588 | 296,609 | 6,200,000 | 61,600,000 | ||
Common stock, shares outstanding (in shares) | 2,841,588 | 296,609 | 6,200,000 | 61,600,000 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Development revenues: | ||||
Government contracts and other | $ 4,771 | $ 454 | $ 5,810 | $ 2,270 |
Total development revenues | 4,771 | 454 | 5,810 | 2,270 |
Operating expenses: | ||||
Research and development | 921 | 1,226 | 3,636 | 3,887 |
Sales and marketing | 94 | 118 | 305 | 596 |
General and administrative | 1,076 | 1,337 | 3,313 | 4,639 |
Total operating expenses | 2,091 | 2,681 | 7,254 | 9,122 |
Operating income (loss) | 2,680 | (2,227) | (1,444) | (6,852) |
Other income (expense): | ||||
Interest income | 6 | 11 | 20 | 30 |
Interest expense | (366) | (513) | (1,477) | (1,379) |
Change in fair value of warrants | (561) | 1,676 | (69) | 1,676 |
Warrant issuance cost | (1,233) | (343) | (1,233) | (343) |
Total other income (expense) | (2,154) | 831 | (2,759) | (16) |
Income (loss) from continuing operations | 526 | (1,396) | (4,203) | (6,868) |
Loss from discontinued operations | (934) | (7,568) | (3,530) | |
Net Income (loss) | 526 | (2,330) | (11,771) | (10,398) |
Income (Loss) from continuing operations | 526 | (1,396) | (4,203) | (6,868) |
Beneficial conversion feature for convertible preferred stock | (554) | (2,487) | (554) | (2,487) |
Net loss allocable to common stockholders - continuing operations | $ (28) | (3,883) | (4,757) | (9,355) |
Net loss allocable to common stockholders - discontinued operations | $ (934) | $ (7,568) | $ (3,530) | |
Basic and diluted net loss per share attributable to common stockholders from continuing operations | $ (0.03) | $ (22.27) | $ (8.78) | $ (67.09) |
Basic and diluted net loss per share attributable to common stockholders from discontinued operations | (5.36) | (13.97) | (25.31) | |
Net loss per share, basic and diluted | $ (0.03) | $ (27.63) | $ (22.75) | $ (92.40) |
Basic and diluted weighted average shares used in calculating net loss per share attributable to common stockholders | 826,548 | 174,324 | 541,777 | 139,452 |
Comprehensive income (loss): | ||||
Net income (loss) | $ 526 | $ (2,330) | $ (11,771) | $ (10,398) |
Other comprehensive loss – foreign currency translation adjustments | (55) | (205) | ||
Comprehensive income (loss) | $ 526 | $ (2,385) | $ (11,771) | $ (10,603) |
CONSOLIDATED CONDENSED STATEM_2
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED) - USD ($) $ in Thousands | Total | Series C Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member]Series B Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member]Series C Convertible Preferred Stock [Member] | Convertible Preferred Stock [Member]Series B And C Convertible Preferred Stock [Member] | Common Stock [Member] | Common Stock [Member]Series B Convertible Preferred Stock [Member] | Common Stock [Member]Series C Convertible Preferred Stock [Member] | Common Stock [Member]Series B And C Convertible Preferred Stock [Member] | Additional Paid-in Capital [Member] | Additional Paid-in Capital [Member]Series C Convertible Preferred Stock [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] |
Balance at Dec. 31, 2017 | $ 13,000 | $ 413,362 | $ 1,387 | $ (401,749) | ||||||||||
Balance (in shares) at Dec. 31, 2017 | 2,431 | 115,652 | ||||||||||||
Share-based compensation | 143 | 143 | ||||||||||||
Sale of common stock, net | 27 | 27 | ||||||||||||
Sale of common stock, net (in shares) | 202 | |||||||||||||
Conversion of Convertible Preferred Stock into common stock (share) | (1,228) | 7,375 | ||||||||||||
Foreign currency translation adjustment and accumulated other comprehensive income | (281) | (281) | ||||||||||||
Net loss | (4,409) | (4,409) | ||||||||||||
Balance at Mar. 31, 2018 | 8,480 | 413,532 | 1,106 | (406,158) | ||||||||||
Balance (in shares) at Mar. 31, 2018 | 1,203 | 123,229 | ||||||||||||
Balance at Dec. 31, 2017 | 13,000 | 413,362 | 1,387 | (401,749) | ||||||||||
Balance (in shares) at Dec. 31, 2017 | 2,431 | 115,652 | ||||||||||||
Net loss | (10,398) | |||||||||||||
Balance at Sep. 30, 2018 | 6,138 | 417,103 | 1,182 | (412,147) | ||||||||||
Balance (in shares) at Sep. 30, 2018 | 4,624 | 233,826 | ||||||||||||
Balance at Mar. 31, 2018 | 8,480 | 413,532 | 1,106 | (406,158) | ||||||||||
Balance (in shares) at Mar. 31, 2018 | 1,203 | 123,229 | ||||||||||||
Share-based compensation | 96 | 96 | ||||||||||||
Sale of common stock, net | (297) | (297) | ||||||||||||
Sale of common stock, net (in shares) | 192 | |||||||||||||
Conversion of Convertible Preferred Stock into common stock (share) | (17) | 103 | ||||||||||||
Foreign currency translation adjustment and accumulated other comprehensive income | 131 | 131 | ||||||||||||
Net loss | (3,659) | (3,659) | ||||||||||||
Balance at Jun. 30, 2018 | 4,751 | 413,331 | 1,237 | (409,817) | ||||||||||
Balance (in shares) at Jun. 30, 2018 | 1,186 | 123,524 | ||||||||||||
Share-based compensation | 86 | 86 | ||||||||||||
Sale of common stock, net | 3,686 | 3,686 | ||||||||||||
Sale of common stock, net (in shares) | 6,723 | 29,407 | ||||||||||||
Conversion of Convertible Preferred Stock into common stock (share) | (3,285) | 80,895 | ||||||||||||
Foreign currency translation adjustment and accumulated other comprehensive income | (55) | (55) | ||||||||||||
Beneficial conversion feature related to Series C Convertible Preferred Stock | $ 2,487 | $ 2,487 | ||||||||||||
Accretion of beneficial conversion feature related to Series C Convertible Preferred Stock | (2,487) | (2,487) | ||||||||||||
Net loss | (2,330) | (2,330) | ||||||||||||
Balance at Sep. 30, 2018 | 6,138 | 417,103 | 1,182 | (412,147) | ||||||||||
Balance (in shares) at Sep. 30, 2018 | 4,624 | 233,826 | ||||||||||||
Balance at Dec. 31, 2018 | $ 5,225 | 418,390 | 1,218 | (414,383) | ||||||||||
Balance (in shares) at Dec. 31, 2018 | 296,609 | 4,606 | 296,609 | |||||||||||
Share-based compensation | $ 49 | 49 | ||||||||||||
Sale of common stock, net | 1,873 | 1,873 | ||||||||||||
Sale of common stock, net (in shares) | 139,855 | |||||||||||||
Conversion of Convertible Preferred Stock into common stock (share) | (66) | 1,653 | ||||||||||||
Foreign currency translation adjustment and accumulated other comprehensive income | (140) | (140) | ||||||||||||
Net loss | (3,150) | (3,150) | ||||||||||||
Balance at Mar. 31, 2019 | 3,857 | 420,312 | 1,078 | (417,533) | ||||||||||
Balance (in shares) at Mar. 31, 2019 | 4,540 | 438,117 | ||||||||||||
Balance at Dec. 31, 2018 | $ 5,225 | 418,390 | 1,218 | (414,383) | ||||||||||
Balance (in shares) at Dec. 31, 2018 | 296,609 | 4,606 | 296,609 | |||||||||||
Exercise of warrants | 1,672,000 | |||||||||||||
Net loss | $ (11,771) | |||||||||||||
Balance at Sep. 30, 2019 | $ 160 | $ 3 | 426,311 | (426,154) | ||||||||||
Balance (in shares) at Sep. 30, 2019 | 2,841,588 | 1,959 | 2,841,588 | |||||||||||
Balance at Mar. 31, 2019 | $ 3,857 | 420,312 | 1,078 | (417,533) | ||||||||||
Balance (in shares) at Mar. 31, 2019 | 4,540 | 438,117 | ||||||||||||
Share-based compensation | 28 | 28 | ||||||||||||
Sale of common stock, net | 64 | 64 | ||||||||||||
Sale of common stock, net (in shares) | 5,000 | |||||||||||||
Foreign currency translation adjustment and accumulated other comprehensive income | (1,078) | $ (1,078) | ||||||||||||
Net loss | (9,147) | (9,147) | ||||||||||||
Balance at Jun. 30, 2019 | (6,276) | 420,404 | (426,680) | |||||||||||
Balance (in shares) at Jun. 30, 2019 | 4,540 | 443,117 | ||||||||||||
Share-based compensation | 29 | 29 | ||||||||||||
Sale of common stock and pre-funded warrants, net of offering costs | $ 4,597 | $ 3 | $ 4,594 | |||||||||||
Sale of common stock and pre-funded warrants, net of offering costs (in shares) | 2,000,510 | |||||||||||||
Conversion of Convertible Preferred Stock into common stock (share) | (2,581) | 332,546 | ||||||||||||
Exercise of warrants | 490 | 490 | ||||||||||||
Exercise of warrants (in shares) | 65,415 | |||||||||||||
Warrant derivative liability reclasssified to equity due to exercise of warrants | $ 794 | $ 794 | ||||||||||||
Beneficial conversion feature related to Series C Convertible Preferred Stock | 554 | 554 | ||||||||||||
Accretion of beneficial conversion feature related to Series C Convertible Preferred Stock | $ (554) | $ (554) | ||||||||||||
Net loss | 526 | 526 | ||||||||||||
Balance at Sep. 30, 2019 | $ 160 | $ 3 | $ 426,311 | $ (426,154) | ||||||||||
Balance (in shares) at Sep. 30, 2019 | 2,841,588 | 1,959 | 2,841,588 |
CONSOLIDATED CONDENSED STATEM_3
CONSOLIDATED CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (UNAUDITED) (Parenthetical) $ in Millions | 3 Months Ended |
Sep. 30, 2019USD ($) | |
Statement Of Stockholders Equity [Abstract] | |
Sale of stock for common stock and pre funded warrants, offering costs | $ 0.6 |
CONSOLIDATED CONDENSED STATEM_4
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities: | ||
Net loss | $ (11,771) | $ (10,398) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Noncash lease expense | 22 | 0 |
Depreciation and amortization | 778 | 1,465 |
Amortization of deferred financing costs and debt discount | 354 | 383 |
Provision for excess inventory | 0 | 433 |
Change in fair value of warrants | 69 | (1,676) |
Allocation of issuance costs associated with warrants | 1,233 | 343 |
Share-based compensation expense | 106 | 325 |
Loss on asset disposal | 0 | 23 |
Loss on sale of business | 6,306 | 0 |
Increases (decreases) in cash caused by changes in operating assets and liabilities: | ||
Accounts receivable | (4,851) | (316) |
Inventories | 274 | 615 |
Other current assets | 252 | 514 |
Other assets | 298 | 7 |
Accounts payable and accrued expenses | (95) | (1,274) |
Deferred revenues | 29 | 93 |
Other long-term liabilities | 54 | (24) |
Net cash used in operating activities | (6,942) | (9,487) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (8) | (128) |
Proceeds from sale of business, net | 2,789 | 0 |
Net cash provided by (used in) investing activities | 2,781 | (128) |
Cash flows from financing activities: | ||
Principal payment of long-term obligations | (642) | 0 |
Payment of financing lease liability | (75) | 0 |
Proceeds from exercise of warrants | 491 | 0 |
Proceeds from sale of common stock, net of offering cost | 15,964 | 6,246 |
Net cash provided by financing activities | 15,738 | 6,246 |
Effect of exchange rate changes on cash and cash equivalents | (4) | (10) |
Net increase (decrease) in cash and cash equivalents | 11,573 | (3,379) |
Cash, cash equivalents, and restricted cash at beginning of period | 5,301 | 10,225 |
Cash, cash equivalents, and restricted cash at end of period | 16,874 | 6,846 |
Cash paid during period for: | ||
Interest | 1,071 | 990 |
Supplemental schedule of non-cash investing and financing activities: | ||
Proceeds from sales of business, net, paid directly to lender for principal payment of long-term obligations | 3,050 | 0 |
Offering cost paid in warrants | 213 | 0 |
Unpaid offering costs | 403 | 0 |
Reclass of warrants upon exercise from liability to equity | $ 794 | $ 0 |
Basis of Presentation and New A
Basis of Presentation and New Accounting Standards | 9 Months Ended |
Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation and New Accounting Standards | 1. Basis of Presentation and New Accounting Standards Our accompanying unaudited consolidated condensed financial statements as of September 30, 2019 and for the three and nine months ended September 30, 2019 and 2018 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. Our consolidated condensed balance sheet at December 31, 2018 has been derived from the audited financial statements at December 31, 2018, but does not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the financial position and results of operations of Plus Therapeutics, Inc., and our subsidiaries (collectively, the “Company” or “Plus Therapeutics”) have been included. Operating results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. These financial statements should be read in conjunction with the consolidated financial statements and notes therein included in our Annual Report on Form 10-K for the year ended December 31, 2018, filed with the Securities and Exchange Commission on March 29, 2019. On March 30, 2019, the Company entered into an Asset and Share Sale and Purchase Agreement (the “Lorem Purchase Agreement”) with Lorem Vascular Pte. Ltd. (“Lorem”), pursuant to which, among other things, Lorem agreed to purchase the Company’s UK subsidiary, Cytori Ltd. (the “UK Subsidiary”), and the Company’s Cell Therapy assets, excluding such assets used in Japan or relating to the Company’s contract with the U.S. Department of Health and Human Service’s Biomedical Advanced Research and Development Authority (“ dated May 29, 2015 (the “Loan and Security Agreement”), with Oxford Finance, LLC (“Oxford”) On April 19, 2019, the Company entered into an Asset and Share Sale and Purchase Agreement (the “Shirahama Purchase Agreement”) with Seijirō Shirahama, pursuant to which, among other things, Mr. Shirahama agreed to purchase the Company’s Japanese subsidiary, Cytori Therapeutics, K.K. (the “Japanese Subsidiary”), and substantially all of the Company’s Cell Therapy assets used in Japan. Both the Company and Mr. Shirahama made customary representations, warranties and covenants in the Shirahama Purchase Agreement. The transaction was completed on April 25, 2019 and the Company received $3.0 million of cash proceeds, of which $1.4 million was used to pay down principal, interest and fees under the Loan and Security Agreement (defined in Note 4). Amendments to Certificate of Incorporation and Reverse Stock Splits On July 29, 2019, the Company amended its Certificate of Incorporation with the State of Delaware to change its corporate name from Cytori Therapeutics, Inc. to Plus Therapeutics, Inc. The Company also changed its trading symbol for its common stock on the Nasdaq Capital Market to “PSTV”. Additionally, the Company changed its trading symbol for its Series S warrants to “PSTVZ”. On May 23, 2018, following stockholder and Board approval, the Company filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation, as amended (the “Amendment”), with the Secretary of State of the State of Delaware to (i) effectuate a one-for-ten (1:10) reverse stock split (the “Reverse Stock Split”) of its common stock, par value $0.001 per share, without any change to its par value, and (ii) increase the number of authorized shares of the Company’s common stock from 75 million to 100 million shares (which amount is not otherwise affected by the Reverse Stock Split). The Amendment became effective on the filing date. Upon effectiveness of the Reverse Stock Split, the number of shares of the Company’s common stock (x) issued and outstanding decreased from approximately 61.6 million shares (as of May 23, 2018) to approximately 6.2 million shares; (y) reserved for issuance upon exercise of outstanding warrants and options decreased from approximately 23.4 million shares to approximately 2.3 million shares, and (z) reserved but unallocated under our current equity incentive plans (including the stockholder-approved share increase to the Company’s 2014 Equity Incentive Plan) decreased from approximately 9.1 million common shares to approximately 0.9 million common shares. No fractional shares were issued in connection with the Reverse Stock Split. Proportional adjustments for the reverse stock split were made to the Company's outstanding stock options, warrants and equity incentive plans for all periods presented. On August 5, 2019, following stockholder and Board approval, (the “August 2019 Amendment”) of common stock. Reverse Stock Split. No fractional shares were issued in connection with the Reverse Stock Split. Any fractional shares of common Stock that would have otherwise resulted from the Reverse Stock Split were rounded up to the nearest whole share. Outstanding equity awards and the shares available for future grant under the Company’s Amended and Restated 2004 Equity Incentive Plan, 2011 Employee Stock Purchase Plan, 2014 Amended and Restated Equity Incentive Plan and 2015 New Employee Incentive Plan were proportionately reduced (rounded down to the nearest whole share), and the exercise prices of outstanding equity awards were proportionately increased (rounded up to the nearest whole cent) to give effect to the Reverse Stock Split. Recently Issued and Recently Adopted Accounting Pronouncements Recently Issued Accounting Pronouncements In February 2017, the Financial Accounting Standards Board (the “FASB”) issued ASU 2017-04, Simplifying the Test for Goodwill Impairment Recently Adopted Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, Leases |
Use of Estimates
Use of Estimates | 9 Months Ended |
Sep. 30, 2019 | |
Use Of Estimates [Abstract] | |
Use of Estimates | 2. Use of Estimates The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions affecting the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Our most significant estimates and critical accounting policies involve recognizing revenue, reviewing assets for impairment, determining the assumptions used in measuring share-based compensation expense, valuing warrants, and valuing allowances for doubtful accounts. Actual results could differ from these estimates. Management’s estimates and assumptions are reviewed regularly, and the effects of revisions are reflected in the consolidated financial statements in the periods they are determined to be necessary. |
Liquidity
Liquidity | 9 Months Ended |
Sep. 30, 2019 | |
Liquidity [Abstract] | |
Liquidity | 3. Liquidity We generated income from continuing operations of $526,000 for the three months ended September 30, 2019, primarily due to recognition of $4.6 million of revenue from the BARDA contract due to the finalization of the indirect cost rates under the contract, which is a onetime event. We incurred losses from continuing operations of $4.2 million for the nine months ended September 30, 2019. We have an accumulated deficit of $426.2 million as of September 30, 2019. These factors raise substantial doubt about our ability to continue as a going concern. To date, the operating losses have been funded primarily from outside sources of invested capital including the September 2019 Offering (defined below), 2018 Rights Offering (defined below), our Lincoln Park Purchase Agreement (defined in Note 11) with Lincoln Park Capital Fund, LLC (“Lincoln Park”), the Loan and Security Agreement, proceeds from sale of our Cell Therapy business (Note 6), and gross profits. However, here can be no assurance that we will be able to continue to raise additional capital in the future. In September 2019, the Company finalized the indirect cost rate under the BARDA Agreement (Note 5) for indirect costs incurred during the years 2012 through 2019, which resulted in approximately $4.6 million of revenue recognized during the three months ended September 30, 2019. The $4.6 million was received in cash in October 2019. In September 2019, the Company entered into an underwriting agreement with H.C. Wainwright & Co., LLC (the “Representative”), as representative of the underwriters (the “Underwriters”), pursuant to which the Company sold in an underwritten public offering an aggregate of (i) 289,000 Class A Units, each consisting of one share of common stock, par value $0.001 per share, of the Company and one Series U Warrant to purchase one share of Common stock, and (ii) 2,711,000 Class B Units, each consisting of one pre-funded Series V Warrant to purchase one share of Common stock and one Series U Warrant to purchase one share of Common stock at a public offering price of $5.00 per Class A Unit and $4.9999 per Class B Unit (“September 2019 Offering”). In addition, the Company granted the Underwriters a 45-day option to purchase up to an additional 450,000 shares of the Company’s Common stock and/or Series U Warrants at the public offering price, less the underwriting discounts and commissions. The Company received net proceeds of approximate $13.2 million from the September 2019 Offering, which it intends to use for working capital, payment of interest on its debt and general corporate purposes, which may include research and development of its oncology product pipeline, preclinical and clinical trials and studies, regulatory submissions, expansion of its sales and marketing organizations and efforts, intellectual property protection and enforcement and capital expenditures On April 24, 2019 the Company received $3.4 million of net cash proceeds related to the sale of the UK Subsidiary and the Company’s Cell Therapy assets (excluding such assets used in Japan or relating to the Company’s contract with BARDA), of which $1.7 million was used to pay down principal, interest and fees on the Loan and Security Agreement, and on April 25, 2019 the Company received $2.5 million of net cash proceeds related to the sale of the Japanese Subsidiary, and substantially all of the Company’s Cell Therapy assets used in Japan, of which $1.4 million was used to pay down principal, interests and fees on the Loan and Security Agreement. On June 1, 2018, we entered into a Sales Agreement with B. Riley FBR, Inc. (“B. Riley FBR”) to sell shares of our common stock an aggregate offering price of up to $6.5 million from time to time, through an “at the market” equity offering program (the “ATM Program”) under which B. Riley FBR will act as sales agent. On July 25, 2018, we closed a rights offering originally filed under a Form S-1 registration statement in April 2018 (“2018 Rights Offering”). Pursuant to the 2018 Rights Offering, the Company sold an aggregate of 6,723 units consisting of a total of 6,723 shares of Series C Convertible Preferred Stock, immediately convertible into approximately 0.2 million shares of common stock and 7,059,150 warrants, exercisable for an aggregate of 141,183 shares of common stock at an exercise price of $39.93 per share of common stock, resulting in total net proceeds to the Company of approximately $5.7 million. On August 28, 2018, we received a written notice from Nasdaq staff indicating that, based upon the closing bid price of our common stock for the prior 30 consecutive business days, we no longer meet the requirement to maintain a minimum bid price of $1.00 per share, as set forth in Nasdaq Listing Rule 5550(a)(2). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), we were provided an initial period of 180 calendar days, or until February 25, 2019, in which to regain compliance. We were also granted an additional compliance period of 180 calendar days, or until August 26, 2019, in which to regain compliance after meeting the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the bid price requirement, and providing notice to Nasdaq staff of our intent to cure the deficiency during this second compliance period, by effecting a reverse stock split, if necessary. In order to regain compliance with the minimum bid price requirement, the closing bid price of our common stock must have been at least $1.00 per share for a minimum of 10 consecutive business days during the 180-day period. In August 2019, we consummated a 1-for-50 reverse stock split pursuant to which the minimum bid price of our common stock rose above $1.00. On August 29, 2019. The Company received written notice from Nasdaq staff that it has regained compliance with the Nasdaq Stock Market Listing Rule 5550(a)(2) concerning the minimum bid price per share of its common stock. On August 16, 2019, the Company received written notice from the Nasdaq indicating that the Company no longer meets the requirements for continued listing under Nasdaq Listing Rule 5550(a)(4) due to the Company’s failure to meet the minimum 500,000 publicly held shares requirement for continued listing. On September 11, 2019, the Company received written notice from Nasdaq staff that, based on having 786,807 publicly held share outstanding as of August 31, 2019, the Company had regained compliance with Nasdaq Listing Rule 5550(a)(4). However, on August 19, 2019, the Company received written notice from Nasdaq indicating that, based on the Company’s stockholders’ deficit of $6.3 million as of June 30, 2019, as reported in the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2019, it is no longer in compliance with the minimum stockholders’ equity requirement for continued listing on the Nasdaq Capital Market under Nasdaq Listing Rule 5550(b)(1), which requires listed companies to maintain stockholders’ equity of . Ba On September 21, 2018, the Company entered into a purchase agreement and a registration rights agreement, with Lincoln Park, pursuant to which the Company has the right to sell to Lincoln Park and Lincoln Park is obligated to purchase up to $5.0 million of shares of the Company’s common stock over the 24-month period following October 15, 2018, subject to the satisfaction of certain conditions. Through December 31, 2018, the Company sold a total of 12,802 shares for proceeds of approximately $0.3 million through the Lincoln Park Purchase Agreement and 32,170 shares for proceeds of approximately $0.3 million were sold during the nine months ended September 30, 2019. The Company believes there is less than $0.1 million remaining available under this financing facility. We continue to seek additional capital through strategic transactions and from other financing alternatives. Without additional capital, current working capital and cash generated from sales will not provide adequate funding for research, sales and marketing efforts and product development activities at their current levels. If sufficient capital is not raised, we will at a minimum need to significantly reduce or curtail our research and development and other operations, and this would negatively affect our ability to achieve corporate growth goals. Should we be unable to raise additional cash from outside sources, this would have a material adverse impact on our operations. The accompanying consolidated condensed financial statements have been prepared assuming the Company will continue to operate as a going concern, which contemplates the realization of assets and settlement of liabilities in the normal course of business, and do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from uncertainty related to its ability to continue as a going concern. |
Term Loan Obligations
Term Loan Obligations | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Term Loan Obligations | 4. Term Loan Obligations On May 29, 2015, the Company On September 20, 2017, the Company entered into an amendment to the Term Loan, pursuant to which, among other things, Oxford agreed to reduce the minimum liquidity covenant level originally at $5 million to $1.5 million. The amendment also extended the interest-only period under the Loan and Security Agreement through August On June 19, 2018, the Company entered into a second amendment (the “Second Amendment”) to the Term Loan with Oxford. The Second Amendment extended the interest-only period under the Term Loan to December 1, 2018 if the Company receives unrestricted gross cash proceeds of at least $15 million from the sale and issuance of the Company’s equity securities on or before August 31, 2018. The Company agreed to pay Oxford an amendment fee of $250,000 at the earlier of maturity or acceleration of the loan. On August 31, 2018, the Company entered into a third amendment (the “Third Amendment”) to the Term Loan with Oxford. The Third Amendment extends the interest-only period under the Term Loan to December 31, 2018 and also requires that the Company pay to Oxford, in accordance with its pro rata share of the loans, 75% of all proceeds received (i) from the issuance and sale of unsecured subordinated convertible debt, (ii) in connection with a joint venture, collaboration or other partnering transaction, (iii) in connection with any licenses, (iv) from dividends (other than non-cash dividends from wholly owned subsidiaries) and (v) from the sale of any assets (such requirement, the “Prepayment Requirement”). The Prepayment Requirement does not apply to proceeds from the sale and issuance of the Company’s equity securities, other than convertible debt. The Prepayment Requirement shall apply until an aggregate principle amount of $7.0 million has been paid pursuant to the Prepayment Requirement. However, if less than $7.0 million has been paid pursuant to the Prepayment Requirement on December 31, 2018 then the Company is required to promptly make additional payments until an aggregate principal amount of $7.0 million has been paid. The Company agreed to pay Oxford an amendment fee of $50,000 at the earlier of maturity or acceleration of the loan. On December 31, 2018, the Company entered into a fourth amendment (the “Fourth Amendment”) to the Term Loan with Oxford. Oxford agreed to extend the maturity date from June 1, 2019 to June 1, 2020. The Amendment increased the minimum liquidity covenant level from $1.5 million to $2.0 million and extended the interest-only period under the Loan and Security Agreement to March 1, 2019. The Amendment also required that the Company achieve one of the following by January 31, 2019: enter into an asset sale agreement with a minimum unrestricted net cash proceeds to the Company of $4.0 million; enter into a binding agreement for the issuance and sale of its equity securities or unsecured convertible subordinated debt which would result in unrestricted gross cash proceeds of not less than $7.5 million; or enter into a merger agreement pursuant to which the obligations under the Loan and Security Agreement would be paid down to a level satisfactory to Oxford. On February 13, 2019, the Company entered into a fifth amendment (the “Fifth Amendment”) to the Term Loan primarily to extend the January 31, 2019 obligations under the Fourth Amendment to February 28, 2019. On March 4, 2019, the Company entered into a sixth amendment to the Term Loan primarily to extend the Fifth Amendment principal payment obligations to March 29, 2019. On April 29, 2019, the Company entered into a seventh amendment (the “Seventh Amendment”) to the Term Loan, pursuant to which, among other things, Oxford agreed to interest only payments starting May 1, 2019, with amortization payments resuming on May 1, 2020. On July 15, 2019, the Company entered into an eighth amendment (the “Eighth Amendment”) to the Term Loan primarily to obtain the consent from Oxford for its name change to Plus Therapeutics, Inc. The Term Loan, as amended, is collateralized by a security interest in substantially all of the Company’s existing and subsequently acquired assets, subject to certain exceptions set forth in the Loan and Security Agreement, as amended. The intellectual property assets collateral which was directly related to the sales of cell therapy assets was released in April 2019 after partial payment of the loan principal. Interest expense for the three and nine months ended September 30, 2019 and 2018 and , The Loan and Security Agreement, as amended, contains customary indemnification obligations and customary events of default, including, among other things, our failure to fulfill certain obligations under the Term Loan, as amended, and the occurrence of a material adverse change, which is defined as a material adverse change in our business, operations, or condition (financial or otherwise), a material impairment of the prospect of repayment of any portion of the loan. In the event of default by us or a declaration of material adverse change by our lender, under the Term Loan, the lender would be entitled to exercise its remedies thereunder, including the right to accelerate the debt, upon which we may be required to repay all amounts then outstanding under the Term Loan, which could materially harm our financial condition. As of September 30, 2019, we were in compliance with all covenants under the Term Loan and have not received any notification or indication from Oxford to invoke the material adverse change clause. However, due to our negative cash flows from operations and the substantial doubt about our ability to continue as a going concern, the entire principal amount of the Term Loan is presented as short-term. We will continue to evaluate the debt classification on a quarterly basis and evaluate for reclassification in the future should our financial condition improve. |
Revenue Recognition
Revenue Recognition | 9 Months Ended |
Sep. 30, 2019 | |
Revenue Recognition [Abstract] | |
Revenue Recognition | 5. Revenue Recognition Development Revenue We earn revenue for performing tasks under research and development agreements with governmental agencies like BARDA which is outside of the scope of the new revenue recognition guidance. Revenues derived from reimbursement of direct out-of-pocket expenses for research costs associated with government contracts are recorded as government contracts and other within development revenues. Government contract revenue is recorded at the gross amount of the reimbursement. The costs associated with these reimbursements are reflected as a component of research and development expense in our statements of operations. We recognized $4.8 million and $5.8 million in development revenue for the three and nine months ended On July 21, 2019, the Company received an order from the U.S. Department of Health and Human Services / Office of the Assistant Secretary for Preparedness and Response / Biomedical Advanced Research and Development Authority (“HHS/ASPR/BARDA”) regarding Contract HHSO100201200008C dated September 27, 2012 (as amended, the “Agreement”) to suspend all work on the Agreement, including the RELIEF clinical trial, except for certain activities related to orderly close out of the trial and contract. This order was based on previous discussions between the Company and HHS/ASPR/BARDA concerning the best path forward for both parties in light of the difficulty of enrolling the RELIEF trial and the Company’s previously disclosed restructuring plan. Pursuant to the order, on or before January 17, 2020, the contract will be terminated by HHS/ASPR/BARDA. In September 2019, the Company finalized the indirect cost rate under the BARDA Agreement for indirect costs incurred during the years 2012 through 2019, which resulted in approximately $4.6 million reimbursement revenue recognized during the three months ended September 30, 2019. The $4.6 million was received in cash in October 2019. Concentration of Significant Customers After the Company sold its cell therapy business, BARDA accounted for 100% of our revenue from continuing operations which are recognized for the nine months ended accounted for 100% of total outstanding accounts receivable |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | 6. Discontinued Operations As explained in Note 1, on April 24, 2019 and April 25, 2019, the Company completed the sale of its cell therapy business to Lorem and Mr. Shirahama. Consideration received $ 7,000 Transaction costs (1,161 ) Net cash proceeds 5,839 Less: Carrying value of business and assets sold 12,145 Net loss on sale of business $ 6,306 There were no assets or liabilities related to discontinued operations as of September 30, 2019. Assets and liabilities related to discontinued operations or held for sale as of December 31, 2018 consisted of the following: December 31, 2018 Assets Current assets held for sale: Accounts receivable, net $ 108 Inventory, net 2,841 Other current assets 328 Long-term assets held for sale: Property and equipment, net 260 Other noncurrent assets 1,866 Goodwill 3,550 Intangible assets, net 5,957 Total assets $ 14,910 Liabilities Current liabilities held for sale: Accounts payable and accrued liabilities $ 580 Other noncurrent liabilities 78 Deferred revenues 167 Noncurrent liabilities $ 825 The following table summarizes the results of discontinued operations for the periods presented (in thousands). Discontinued operations did not have an impact on the Company’s results of operations during the three months ended September 30, 2019. Three months ended September 30, Nine months ended September 30, 2018 2019 2018 Product revenue $ 858 $ 901 $ 2,249 Costs of revenue 628 857 1,837 Gross profit 230 44 412 Operating expenses: Research and development 689 656 2,479 Sales and marketing 337 411 1,060 General and administrative 147 185 560 Total operating expenses 1,173 1,252 4,099 Operating loss (943 ) (1,208 ) (3,687 ) Other income (expense) 9 140 157 (934 ) $ (1,068 ) $ (3,530 ) During the three and nine months ended September 30, 2019 and 2018, revenues from discontinued operations were related to the cell therapy business. Because of the sale of the cell therapy business to Lorem and Mr. Shirahama Included in the statement of cash flows are the following non-cash adjustments related to the discontinued operations (in thousands): For the nine months ended September 30, 2019 2018 Depreciation and amortization $ 467 $ 1,207 Provision for excess inventory $ — $ 433 Loss on asset disposal $ — $ 23 |
Loss per Share
Loss per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Loss per Share | 7. Loss per Share Basic per share data is computed by dividing net income or loss applicable to common stockholders by the weighted average number of common shares outstanding during the period, without consideration for common stock equivalents. Diluted per share data is computed by dividing net income or loss applicable to common stockholders by the weighted average number of common shares outstanding during the period increased to include, if dilutive, the number of additional common shares that would have been outstanding as calculated using the treasury stock method. Net loss per share for the three and nine months ended September 30, 2019 included a deemed dividend of $554,000 due to beneficial conversion feature recorded as a result of the adjustment of the conversion price of Series C Preferred Stock from $39.93 to $7.50 per share in August 2019. Net loss per share for the three and nine months ended September 30, 2018 included a deemed dividend of $2.5 million to account for the beneficial conversion feature in connection with issuance of Series C Preferred Stock. The following were excluded from the diluted income (loss) per share calculation for the periods presented because their effect would be anti-dilutive: For the Nine Months Ended September 30, 2019 2018 Outstanding stock options 254,000 177,000 Preferred stock 298,000 95,000 Outstanding warrants 3,637,000 185,000 Total 4,189,000 457,000 |
Commitments
Commitments | 9 Months Ended |
Sep. 30, 2019 | |
Commitments [Abstract] | |
Commitments | 8. Commitments Leases At the inception of a contractual arrangement, the Company determines whether the contract contains a lease by assessing whether there is an identified asset and whether the contract conveys the right to control the use of the identified asset in exchange for consideration over a period of time. If both criteria are met, the Company calculates the associated lease liability and corresponding right-of-use asset upon lease commencement using a discount rate based on the rate implicit in the lease or an incremental borrowing rate commensurate with the term of the lease. The Company records lease liabilities within current liabilities or long-term liabilities based upon the length of time associated with the lease payments. The Company records its operating lease right-of-use assets as long-term assets. Right-of-use assets for financing leases are recorded within property and equipment, net in the Balance Sheet. Leases with an initial term of 12 months or less are not recorded on the Balance Sheet. Instead, the Company recognizes lease expense for these leases on a straight-line basis over the lease term. In connection with certain operating leases, the Company has security deposits recorded and maintained as restricted cash totaling $40 thousand as of September 30, 2019. The Company leases office and storage facilities and equipment under various operating and financing lease agreements. The initial terms of these leases range from 2 to 11 years and generally provide for periodic rent increases, and renewal and termination options. The Company’s lease agreements do not contain any material variable lease payments, residual value guarantees or material restrictive covenants. Certain leases require the Company to pay taxes, insurance, and maintenance. Payments for the transfer of goods or services such as common area maintenance and utilities represent non-lease components. The Company elected the package of practical expedients and therefore does not separate non-lease components from lease components. The table below summarizes the Company’s lease liabilities and corresponding right-of-use assets (in thousands, except years and rates) September 30, 2019 Assets Operating $ 818 Financing 180 Total leased assets $ 998 Liabilities Current: Operating $ 156 Financing 144 Noncurrent: Operating $ 684 Financing 38 Total lease liabilities $ 1,022 Weighted-average remaining lease term (years) - operating leases 6.96 Weighted-average remaining lease term (years) - finance leases 1.32 Weighted-average discount rate - operating leases 7.97 % Weighted-average discount rate - finance leases 5.00 % The table below summarizes the Company’s lease costs from its Unaudited Consolidated Statements of Operations, and cash payments from its Unaudited Consolidated Statements of Cash Flows during the three and nine months ended September 30, 2019 (in thousands): Three months ended September 30, 2019 Nine months ended September 30, 2019 Lease expense: Operating lease expense $ 56 $ 169 Finance lease expense: Depreciation of right-of-use assets 32 85 Interest expense on lease liabilities 2 7 Total lease expense $ 90 $ 261 Cash payment information: Operating cash used for operating leases $ 38 $ 147 Financing cash used for financing leases 1 75 Total cash paid for amounts included in the measurement of lease liabilities $ 39 $ 222 The Company’s future minimum annual lease payments under operating and financing leases at September 30, 2019 are as follows (in thousands): Financing Operating Leases Leases Remaining 2019 $ 59 $ 75 2020 122 205 2021 7 183 2022 — 123 2023 — 100 Thereafter — 448 Total minimum lease payments $ 188 $ 1,134 Less: amount representing interest (6 ) (294 ) Present value of obligations under leases 182 840 Less: current portion (144 ) (156 ) Noncurrent lease obligations $ 38 $ 684 Other commitments We have entered into agreements with various research organizations for pre-clinical and clinical development studies, which have provisions for cancellation. Under the terms of these agreements, the vendors provide a variety of services including conducting research, recruiting and enrolling patients, monitoring studies and data analysis. Payments under these agreements typically include fees for services and reimbursement of expenses. The timing of payments due under these agreements is estimated based on current study progress. As of September 30, 2019, we have clinical research study obligations of $2.4 million, $1.9 million of which is expected to be paid within a year. Should the timing of the clinical trials change, the timing of the payment of these obligations would also change. |
Contingencies
Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Loss Contingency [Abstract] | |
Contingencies | 9. Contingencies We are subject to various claims and contingencies related to legal proceedings. Due to their nature, such legal proceedings involve inherent uncertainties including, but not limited to, court rulings, negotiations between affected parties and governmental actions. Management assesses the probability of loss for such contingencies and accrues a liability and/or discloses the relevant circumstances, as appropriate. On July 25, 2019, Tap Advisors LLC (“Tap”) filed suit against the Company in the Supreme Court of the State of New York, County of New York, alleging the Company breached an agreement made in 2017, whereby Tap would provide certain financial advisory services to the Company. Tap seeks to recover fees of approximately $3.7 million (plus attorneys’ fees) that allegedly have not been paid by the Company related to the sale of its cell therapy business in April 2019. The Company believes the complaint is without merit and plans to vigorously defend itself in this matter. At September 30, 2019, the probable outcome of this litigation cannot be determined. |
Financial Instruments
Financial Instruments | 9 Months Ended |
Sep. 30, 2019 | |
Investments All Other Investments [Abstract] | |
Financial Instruments | 10. Financial Instruments We disclose fair value information about all financial instruments, whether or not recognized in the balance sheet, for which it is practicable to estimate fair value. The disclosures of estimated fair value of financial instruments at September 30, 2019 , The carrying amounts for cash and cash equivalents, accounts receivable, other current assets, accounts payable, accrued expenses and other liabilities approximate fair value due to the short-term nature of these instruments. Further, based on the borrowing rates currently available for loans with similar terms, we believe the fair value of long-term debt approximates its carrying value. Fair value measurements are market-based measurements, not entity-specific measurements. Therefore, fair value measurements are determined based on the assumptions that market participants would use in pricing the asset or liability. We follow a three-level hierarchy to prioritize the inputs used in the valuation techniques to derive fair values. The basis for fair value measurements for each level within the hierarchy is described below: • Level 1: Quoted prices in active markets for identical assets or liabilities. • Level 2: Quoted prices for similar assets or liabilities in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs are observable in active markets. • Level 3: Valuations derived from valuation techniques in which one or more significant inputs are unobservable in active markets. The changes in the fair value of liability classified warrants are included in net income (loss) for the respective periods. Because some of the inputs to our valuation model are either not observable or are not derived principally from or corroborated by observable market data by correlation or other means, the warrant liability is classified as Level 3 in the fair value hierarchy. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders Equity Note [Abstract] | |
Stockholders' Equity | 11. Preferred Stock The Company has authorized 5,000,000 shares of preferred stock, par value $0.001 per share. The Company’s Board of Directors is authorized to designate the terms and conditions of any preferred stock we issue without further action by the common stockholders. There were no shares of Series A 3.6% Convertible Preferred Stock outstanding as of September 30, 2019 or December 31, 2018. There were 1,021 and 1,112 shares of Series B Convertible Preferred Stock issued and outstanding as of September 30, 2019 and December 31, 2018, respectively. There were 938 and 3,494 shares of Series C Preferred Stock issued and outstanding as of September 30, 2019 On July 25, 2018, the Company filed a Certificate of Designation of Preferences, Rights and Limitations of Series C Convertible Preferred Stock (the “Certificate of Designation”) with the Delaware Secretary of State creating a new series of its authorized preferred stock, par value $0.001 per share, designated as the Series C Convertible Preferred Stock (the “Series C Preferred Stock”). The number of shares initially constituting the Series C Preferred Stock was set at 7,000 shares. Pursuant to a registration statement on Form S-1 originally filed on April 27, 2018, as amended, and became effective on July 17, 2018, and related prospectus (as supplemented), the Company registered and distributed to holders of its common stock and Series B Convertible Preferred Stock, at no charge, non-transferable subscription rights to purchase up to an aggregate of 20,000 units each consisting of one share of Series C Preferred Stock and 1,050 warrants for $1,000 per unit. Pursuant to the 2018 Rights Offering, which closed on July 25, 2018, the Company sold an aggregate of 6,723 units, resulting in total net proceeds to the Company of approximately $5.7 million. On August 2, 2019, in connection with a sale of common stock, the Company notified holders of the Company’s Series C Preferred Stock that the conversion price of such stock was reduced from $39.93 to $7.50. The reduction of the effective conversion price of the Series C Preferred Stock resulted in a beneficial conversion feature recorded as a deemed dividend to the Series C Preferred Stock holders in the amount of $554,000. The deemed dividend is recorded as a reduction to loss available for common stockholder for basic and diluted loss per share calculation (Note 7). In addition, on August 2, 2019, the Company notified holders of the Company’s Series T Warrants that the exercise price of such warrants was reduced from $0.7986 to $0.15, so that every 50 Series T warrants can be exercised into on share of common stock at $7.50. On September 25, 2019, in connection with the September 2019 Offering, the exercise price of the Series T Warrants was further adjusted such that every 50 warrants can be exercised into one share of common stock for $3.2132, and the conversion price of the Series C Preferred Stock was reduced from $7.50 to $3.2132. As of September 30, 2019, there were 3,788,400 outstanding Series T Warrants which can be exercised into in aggregate 75,768 shares of common stock. In addition, there were 938 shares of Series C Preferred Stock that can be exercised into 291,920 shares of common stock. The fair value of the common stock into which the Series C Preferred Stock was convertible on the date of issuance exceeded the proceeds allocated to the preferred stock, resulting in the beneficial conversion feature that we recognized as a deemed dividend to the preferred stockholders and, accordingly, an adjustment to net loss to arrive at net loss allocable to common stockholders. We recorded a deemed dividend within additional paid-in capital of $2.5 million for the quarter ended December 31, 2018, related to a beneficial conversion feature included in the issuance of our Series C Convertible Preferred Stock. Based on the relevant authoritative accounting guidance, the warrants were liability classified at the issuance date. The warrants may be redeemed by the Company at $0.01 per warrant prior to their expiration if the Company’s common stock closes above $181.50 per share , subject to adjustment, The initial fair value of the liability associated with these warrants was $3.1 million, and the fair value decreased to $0.2 million as of September 30, 2019. The main driver for the change in the fair value of warrants at September 30, 2019, was related to exercise of 3.2 million of the warrants during the three months ended September 30, 2019, and the change in our stock price. All future changes in the fair value of the warrants will be recognized in the Company’s consolidated statements of operations until they are either exercised or expire. The warrants are not traded in an active securities market, and as such the estimated the fair value as of was determined by using an option pricing model with the following assumptions: As of September 30, 2019 As of December 31, 2018 Expected term 1.6 years 2.1 years Common stock market price $ 3.42 $ 14.50 Risk-free interest rate 1.70 % 2.48 % Expected volatility 176 % 125 % Resulting fair value (per 50 warrants as of September 30, 2019) $ 2.53 $ 0.13 Expected volatility was computed using daily pricing observations of traded shares of the Company for recent periods that correspond to the expected term of the warrants. We believe this method produces an estimate that is representative of our expectations of future volatility over the expected term of these warrants. We currently have no reason to believe future volatility over the expected remaining life of these warrants is likely to differ materially from historical volatility. The expected life is based on the remaining contractual term of the warrants. The risk-free interest rate is the U.S. Treasury bond rate as of the valuation date. Common Stock As mentioned in Note 3, the Company completed the September 2019 Offering. The Company issued 289,000 shares of its common stock, along with pre-funded warrants to purchase 2,711,000 shares of its common stock and Series U Warrants to purchase 3,450,000 shares of its common stock at $5.00 per share. By September 30, 2019, 1,672,000 pre-funded warrants were exercised, with the remaining 1,039,000 exercised in October 2019. The Series U Warrants remained outstanding as of September 30, 2019 and have a term of five years from the issuance date. In addition, the Company issued warrants to the Representatives to purchase 75,000 shares of its common stock at $6.25 per share with a term of 5.0 years from the issuance date, in the form of Series U Warrants. In accordance with authoritative guidance, the pre-funded warrants are classified as equity. The Series U Warrants and the Representative Warrants are classified as liabilities due to a contingent obligation for the Company to settle the Series U Warrants with cash upon certain change in control events. The Company estimated the fair value of the Series U Warrants on the issuance date as well as at the quarter end of September 30, 2019 with the Black Scholes model. The Series U warrants will be marked to market as of each balance sheet date until they are exercised or upon expiration, with the changes in fair value recorded as non-operating income or loss in the statement of operations and comprehensive income (loss). As of September 25, 2019 As of September 30, 2019 Expected term 5 years 5 years Common stock market price $ 3.42 $ 3.42 Risk-free interest rate 1.60 % 1.55 % Expected volatility 134.9 % 134.9 % Resulting fair value (per warrant) $ 2.90 $ 2.90 In accordance with authoritative guidance, the proceeds from the September 2019 Offering was allocated using the residual method, first to the Series U Warrants at the full fair value and the remainder to equity. The Series U Warrants and the Representative Warrants are revalued at each balance sheet date with change in fair value recorded as other income or loss in the statement of operations and comprehensive income (loss). The following table summarizes the change in our Level 3 Series T and Series U warrants liabilities carrying value (in thousands): Warrant liability September 30, 2019 December 31, 2018 Beginning balance $ 916 $ 3,148 Issuance 10,215 — Exercises/Settlement (794) — Change in fair value 69 (2,233) Ending balance $ 10,406 $ 916 On June 1, 2018, the Company entered into a Sales Agreement with B. Riley FBR to sell shares of its common stock having an aggregate offering price of up to $6.5 million through its ATM Program. Through September 30, 2019, the Company sold a total of 0.2 million shares for proceeds of approximately $3.8 million through the ATM Program. The ATM Program financing facility has been exhausted and there is no availability remaining under this financing facility. On September 21, 2018 The Company believes there is less than $0.1 million remaining available under this financing facility. |
Basis of Presentation and New_2
Basis of Presentation and New Accounting Standards (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation and New Accounting Standards | Our accompanying unaudited consolidated condensed financial statements as of September 30, 2019 and for the three and nine months ended September 30, 2019 and 2018 have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for annual financial statements. Our consolidated condensed balance sheet at December 31, 2018 has been derived from the audited financial statements at December 31, 2018, but does not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of the financial position and results of operations of Plus Therapeutics, Inc., and our subsidiaries (collectively, the “Company” or “Plus Therapeutics”) have been included. Operating results for the three and nine months ended September 30, 2019 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018. These financial statements should be read in conjunction with the consolidated financial statements and notes therein included in our Annual Report on Form 10-K for the year ended December 31, 2018, filed with the Securities and Exchange Commission on March 29, 2019. On March 30, 2019, the Company entered into an Asset and Share Sale and Purchase Agreement (the “Lorem Purchase Agreement”) with Lorem Vascular Pte. Ltd. (“Lorem”), pursuant to which, among other things, Lorem agreed to purchase the Company’s UK subsidiary, Cytori Ltd. (the “UK Subsidiary”), and the Company’s Cell Therapy assets, excluding such assets used in Japan or relating to the Company’s contract with the U.S. Department of Health and Human Service’s Biomedical Advanced Research and Development Authority (“ dated May 29, 2015 (the “Loan and Security Agreement”), with Oxford Finance, LLC (“Oxford”) On April 19, 2019, the Company entered into an Asset and Share Sale and Purchase Agreement (the “Shirahama Purchase Agreement”) with Seijirō Shirahama, pursuant to which, among other things, Mr. Shirahama agreed to purchase the Company’s Japanese subsidiary, Cytori Therapeutics, K.K. (the “Japanese Subsidiary”), and substantially all of the Company’s Cell Therapy assets used in Japan. Both the Company and Mr. Shirahama made customary representations, warranties and covenants in the Shirahama Purchase Agreement. The transaction was completed on April 25, 2019 and the Company received $3.0 million of cash proceeds, of which $1.4 million was used to pay down principal, interest and fees under the Loan and Security Agreement (defined in Note 4). |
Recently Issued and Recently Adopted Accounting Pronouncements | Recently Issued and Recently Adopted Accounting Pronouncements Recently Issued Accounting Pronouncements In February 2017, the Financial Accounting Standards Board (the “FASB”) issued ASU 2017-04, Simplifying the Test for Goodwill Impairment Recently Adopted Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, Leases |
Use of Estimates | The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions affecting the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Our most significant estimates and critical accounting policies involve recognizing revenue, reviewing assets for impairment, determining the assumptions used in measuring share-based compensation expense, valuing warrants, and valuing allowances for doubtful accounts. Actual results could differ from these estimates. Management’s estimates and assumptions are reviewed regularly, and the effects of revisions are reflected in the consolidated financial statements in the periods they are determined to be necessary. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Summary of Assets and Liabilities Held for Sale and Operating Results Related to Discontinued Operations | Assets and liabilities related to discontinued operations or held for sale as of December 31, 2018 consisted of the following: December 31, 2018 Assets Current assets held for sale: Accounts receivable, net $ 108 Inventory, net 2,841 Other current assets 328 Long-term assets held for sale: Property and equipment, net 260 Other noncurrent assets 1,866 Goodwill 3,550 Intangible assets, net 5,957 Total assets $ 14,910 Liabilities Current liabilities held for sale: Accounts payable and accrued liabilities $ 580 Other noncurrent liabilities 78 Deferred revenues 167 Noncurrent liabilities $ 825 The following table summarizes the results of discontinued operations for the periods presented (in thousands). Discontinued operations did not have an impact on the Company’s results of operations during the three months ended September 30, 2019. Three months ended September 30, Nine months ended September 30, 2018 2019 2018 Product revenue $ 858 $ 901 $ 2,249 Costs of revenue 628 857 1,837 Gross profit 230 44 412 Operating expenses: Research and development 689 656 2,479 Sales and marketing 337 411 1,060 General and administrative 147 185 560 Total operating expenses 1,173 1,252 4,099 Operating loss (943 ) (1,208 ) (3,687 ) Other income (expense) 9 140 157 (934 ) $ (1,068 ) $ (3,530 ) Included in the statement of cash flows are the following non-cash adjustments related to the discontinued operations (in thousands): For the nine months ended September 30, 2019 2018 Depreciation and amortization $ 467 $ 1,207 Provision for excess inventory $ — $ 433 Loss on asset disposal $ — $ 23 |
Discontinued Operations Disposed of By Sale [Member] | |
Summary of Business Consideration to Calculation of the Loss on Sale | The following table summarizes the calculation of the loss on sale of the cell therapy business, which will be finalized during the fourth quarter of 2019 (in thousands): Consideration received $ 7,000 Transaction costs (1,161 ) Net cash proceeds 5,839 Less: Carrying value of business and assets sold 12,145 Net loss on sale of business $ 6,306 |
Loss per Share (Tables)
Loss per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of Antidilutive Securities Excluded from Diluted Income (Loss) per Share | The following were excluded from the diluted income (loss) per share calculation for the periods presented because their effect would be anti-dilutive: For the Nine Months Ended September 30, 2019 2018 Outstanding stock options 254,000 177,000 Preferred stock 298,000 95,000 Outstanding warrants 3,637,000 185,000 Total 4,189,000 457,000 |
Commitments (Tables)
Commitments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Commitments [Abstract] | |
Summary of Lease Liabilities and Right-of-Use Assets | The table below summarizes the Company’s lease liabilities and corresponding right-of-use assets (in thousands, except years and rates) September 30, 2019 Assets Operating $ 818 Financing 180 Total leased assets $ 998 Liabilities Current: Operating $ 156 Financing 144 Noncurrent: Operating $ 684 Financing 38 Total lease liabilities $ 1,022 Weighted-average remaining lease term (years) - operating leases 6.96 Weighted-average remaining lease term (years) - finance leases 1.32 Weighted-average discount rate - operating leases 7.97 % Weighted-average discount rate - finance leases 5.00 % |
Summary of Lease Costs | The table below summarizes the Company’s lease costs from its Unaudited Consolidated Statements of Operations, and cash payments from its Unaudited Consolidated Statements of Cash Flows during the three and nine months ended September 30, 2019 (in thousands): Three months ended September 30, 2019 Nine months ended September 30, 2019 Lease expense: Operating lease expense $ 56 $ 169 Finance lease expense: Depreciation of right-of-use assets 32 85 Interest expense on lease liabilities 2 7 Total lease expense $ 90 $ 261 Cash payment information: Operating cash used for operating leases $ 38 $ 147 Financing cash used for financing leases 1 75 Total cash paid for amounts included in the measurement of lease liabilities $ 39 $ 222 |
Summary of Future Minimum Annual Lease Payments under Operating and Financing Leases | The Company’s future minimum annual lease payments under operating and financing leases at September 30, 2019 are as follows (in thousands): Financing Operating Leases Leases Remaining 2019 $ 59 $ 75 2020 122 205 2021 7 183 2022 — 123 2023 — 100 Thereafter — 448 Total minimum lease payments $ 188 $ 1,134 Less: amount representing interest (6 ) (294 ) Present value of obligations under leases 182 840 Less: current portion (144 ) (156 ) Noncurrent lease obligations $ 38 $ 684 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Schedule of Estimated Fair Value Determined Using Option Pricing Model Assumptions | The warrants are not traded in an active securities market, and as such the estimated the fair value as of As of September 30, 2019 As of December 31, 2018 Expected term 1.6 years 2.1 years Common stock market price $ 3.42 $ 14.50 Risk-free interest rate 1.70 % 2.48 % Expected volatility 176 % 125 % Resulting fair value (per 50 warrants as of September 30, 2019) $ 2.53 $ 0.13 |
Summary of Change in Level 3 Series T and Series U Warrant Liability Value | The following table summarizes the change in our Level 3 Series T and Series U warrants liabilities carrying value (in thousands): Warrant liability September 30, 2019 December 31, 2018 Beginning balance $ 916 $ 3,148 Issuance 10,215 — Exercises/Settlement (794) — Change in fair value 69 (2,233) Ending balance $ 10,406 $ 916 |
Series U Warrants [Member] | |
Schedule of Estimated Fair Value Determined Using Option Pricing Model Assumptions | The Series U warrants will be marked to market as of each balance sheet date until they are exercised or upon expiration, with the changes in fair value recorded as non-operating income or loss in the statement of operations and comprehensive income (loss). As of September 25, 2019 As of September 30, 2019 Expected term 5 years 5 years Common stock market price $ 3.42 $ 3.42 Risk-free interest rate 1.60 % 1.55 % Expected volatility 134.9 % 134.9 % Resulting fair value (per warrant) $ 2.90 $ 2.90 |
Basis of Presentation and New_3
Basis of Presentation and New Accounting Standards (Details) $ / shares in Units, $ in Thousands | Aug. 05, 2019$ / sharesshares | Apr. 25, 2019USD ($) | Apr. 24, 2019USD ($) | May 23, 2018$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares | Sep. 30, 2018USD ($) | Aug. 06, 2019shares | Dec. 31, 2018$ / sharesshares | May 24, 2018shares |
Basis Of Presentation And New Accounting Standards [Line Items] | |||||||||
Cash proceeds from sale of subsidiary | $ | $ 2,789 | $ 0 | |||||||
Reverse stock split of common stock | 0.02 | 0.1 | |||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||
Common stock, shares authorized (in shares) | shares | 75,000,000 | 100,000,000 | 100,000,000 | 100,000,000 | |||||
Common stock, shares issued (in shares) | shares | 61,600,000 | 2,841,588 | 296,609 | 6,200,000 | |||||
Common stock, shares outstanding (in shares) | shares | 61,600,000 | 2,841,588 | 296,609 | 6,200,000 | |||||
Number of shares callable by warrants (in shares) | shares | 23,400,000 | 50 | 2,300,000 | ||||||
Common stock, reverse stock split, fractional shares issued | shares | 0 | 0 | |||||||
Reverse stock split effective date for trading purposes | Aug. 6, 2019 | ||||||||
Reverse stock split of common stock description | Upon effectiveness, each 50 shares of issued and outstanding common stock were converted into one newly issued and outstanding share of common stock. | ||||||||
Preferred stock, shares authorized (in shares) | shares | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||||
Operating lease right-of-use assets | $ | $ 818 | ||||||||
Operating lease, liability | $ | $ 840 | ||||||||
2014 Equity Incentive Plan [Member] | |||||||||
Basis Of Presentation And New Accounting Standards [Line Items] | |||||||||
Number of shares callable by warrants (in shares) | shares | 9,100,000 | 900,000 | |||||||
Sale of UK Subsidiary and Certain Assets [Member] | Loan and Security Agreement [Member] | |||||||||
Basis Of Presentation And New Accounting Standards [Line Items] | |||||||||
Cash proceeds from sale of subsidiary | $ | $ 4,000 | ||||||||
Payments for principal, interest and fees | $ | $ 1,700 | ||||||||
Sale of the Japanese Subsidiary and Certain Assets [Member] | Loan and Security Agreement [Member] | |||||||||
Basis Of Presentation And New Accounting Standards [Line Items] | |||||||||
Cash proceeds from sale of subsidiary | $ | $ 3,000 | ||||||||
Payments for principal, interest and fees | $ | $ 1,400 |
Liquidity (Details)
Liquidity (Details) | Aug. 05, 2019$ / shares | Apr. 25, 2019USD ($) | Apr. 24, 2019USD ($) | Sep. 21, 2018USD ($) | Aug. 28, 2018$ / shares | Jul. 25, 2018USD ($)$ / sharesshares | Jun. 01, 2018USD ($) | May 23, 2018$ / sharesshares | Oct. 31, 2019USD ($)shares | Sep. 30, 2019USD ($)$ / sharesshares | Aug. 31, 2019$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($)shares | Mar. 31, 2019USD ($)shares | Sep. 30, 2018USD ($)shares | Jun. 30, 2018USD ($)shares | Mar. 31, 2018USD ($)shares | Dec. 31, 2018USD ($)$ / sharesshares | Jun. 30, 2019USD ($) | Sep. 30, 2019USD ($)$ / sharesshares | Sep. 30, 2018USD ($) | Aug. 16, 2019shares | May 24, 2018shares | Dec. 31, 2017USD ($) |
Liquidity [Line Items] | ||||||||||||||||||||||||
Income (loss) from continuing operations | $ 526,000 | $ (1,396,000) | $ (4,203,000) | $ (6,868,000) | ||||||||||||||||||||
Accumulated deficit | $ (426,154,000) | $ (426,154,000) | $ (414,383,000) | $ (426,154,000) | ||||||||||||||||||||
Substantial doubt about going concern, description | These factors raise substantial doubt about our ability to continue as a going concern. | |||||||||||||||||||||||
Common stock issued (in shares) | shares | 6,723 | |||||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||||||||
Number of shares callable by warrants (in shares) | shares | 23,400,000 | 50 | 50 | 50 | 2,300,000 | |||||||||||||||||||
Exercise of warrants | shares | 490 | |||||||||||||||||||||||
Proceeds from offering | $ 13,200,000 | |||||||||||||||||||||||
Cash proceeds from sale of subsidiary | $ 2,789,000 | 0 | ||||||||||||||||||||||
Proceeds from sale of common stock, net | 15,964,000 | 6,246,000 | ||||||||||||||||||||||
Proceeds from issuance warrants | $ 5,700,000 | 491,000 | 0 | |||||||||||||||||||||
Reverse stock split of common stock | 0.02 | 0.1 | ||||||||||||||||||||||
Stockholders' equity (deficit) | 160,000 | $ 160,000 | $ (6,276,000) | $ 3,857,000 | 6,138,000 | $ 4,751,000 | $ 8,480,000 | $ 5,225,000 | $ (6,276,000) | 160,000 | $ 6,138,000 | $ 13,000,000 | ||||||||||||
Common stock issued, value | 64,000 | $ 1,873,000 | $ 3,686,000 | $ (297,000) | $ 27,000 | |||||||||||||||||||
Nasdaq Stock Market LLC [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Reverse stock split of common stock | 0.02 | |||||||||||||||||||||||
Number of consecutive business days no longer able to meet the required closing bid price of common stock | 30 days | |||||||||||||||||||||||
Minimum bid price of common stock required for Nasdaq listing rule | $ / shares | $ 1 | $ 1 | ||||||||||||||||||||||
Grace period provided with minimum bid price for Nasdaq listing rule | 180 days | |||||||||||||||||||||||
Grace date for minimum bid price requirement for Nasdaq listing | Feb. 25, 2019 | |||||||||||||||||||||||
Common stock minimum bid price required to regain compliance | $ / shares | $ 1 | |||||||||||||||||||||||
Number of consecutive business days required to regain compliance | 10 days | |||||||||||||||||||||||
Date to regain compliance after meeting continued listing requirement | Aug. 26, 2019 | |||||||||||||||||||||||
Additional grace period provided with minimum bid price to regain compliance | 180 days | |||||||||||||||||||||||
Stockholders' equity (deficit) | (160,000,000) | (160,000,000) | $ 6,300,000 | $ 6,300,000 | (160,000,000) | |||||||||||||||||||
Minimum stockholders equity requirement | $ 2,500,000 | $ 2,500,000 | $ 2,500,000 | |||||||||||||||||||||
Minimum shares requirement for continued listing | shares | 500,000 | |||||||||||||||||||||||
Description of compliance with minimum bid price requirement | We were also granted an additional compliance period of 180 calendar days, or until August 26, 2019, in which to regain compliance after meeting the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the bid price requirement, and providing notice to Nasdaq staff of our intent to cure the deficiency during this second compliance period, by effecting a reverse stock split, if necessary. | |||||||||||||||||||||||
Shares, Outstanding | shares | 786,807 | |||||||||||||||||||||||
UK Subsidiary and Cell Therapy Assets [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Cash proceeds from sale of subsidiary | $ 3,400,000 | |||||||||||||||||||||||
Japanese Subsidiary and Cell Therapy Assets [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Cash proceeds from sale of subsidiary | $ 2,500,000 | |||||||||||||||||||||||
Series U Warrants [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Common stock issued (in shares) | shares | 3,450,000 | |||||||||||||||||||||||
Sale of Stock, Price Per Share | $ / shares | $ 5 | $ 5 | $ 5 | |||||||||||||||||||||
Series U Warrants [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Number of shares callable by warrants (in shares) | shares | 75,000 | 75,000 | 75,000 | |||||||||||||||||||||
Warrant exercise price | $ / shares | $ 6.25 | $ 6.25 | $ 6.25 | |||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Common stock issued (in shares) | shares | 6,723 | 5,000 | 139,855 | 29,407 | 192 | 202 | ||||||||||||||||||
Number of shares callable by warrants (in shares) | shares | 141,183 | |||||||||||||||||||||||
Exercise of warrants | shares | 1,039,000 | 1,672,000 | ||||||||||||||||||||||
Warrant exercise price | $ / shares | $ 39.93 | |||||||||||||||||||||||
Stockholders' equity (deficit) | $ 3,000 | $ 3,000 | $ 3,000 | |||||||||||||||||||||
Common Stock [Member] | B. Riley FBR [Member] | Sales Agreement [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Remaining availability under financing facility | $ 0 | $ 0 | $ 0 | |||||||||||||||||||||
Common Stock [Member] | Lincoln Park [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Common stock issued (in shares) | shares | 12,802 | 32,170 | ||||||||||||||||||||||
Proceeds from sale of common stock, net | $ 300,000 | $ 300,000 | ||||||||||||||||||||||
Common stock issued, value | $ 5,000,000 | |||||||||||||||||||||||
Period exercisable from the date of issuance | 24 months | |||||||||||||||||||||||
Common Stock [Member] | Maximum [Member] | B. Riley FBR [Member] | Sales Agreement [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Proceeds from sale of common stock, net | $ 6,500,000 | |||||||||||||||||||||||
Common Stock [Member] | Maximum [Member] | Lincoln Park [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Remaining availability under financing facility | $ 100,000 | |||||||||||||||||||||||
Common Class A [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Common stock issued (in shares) | shares | 289,000 | |||||||||||||||||||||||
Common Class B [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Number of shares callable by warrants (in shares) | shares | 2,711,000 | 2,711,000 | 2,711,000 | |||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Number of shares callable by warrants (in shares) | shares | 7,059,150 | |||||||||||||||||||||||
Number of convertible shares converted into common stock (in shares) | shares | 200,000 | |||||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | Common Stock [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Number of convertible shares converted into common stock (in shares) | shares | 1,653 | |||||||||||||||||||||||
Underwriter | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Underwritten public offering description | pursuant to which the Company sold in an underwritten public offering an aggregate of (i) 289,000 Class A Units, each consisting of one share of common stock, par value $0.001 per share, of the Company and one Series U Warrant to purchase one share of Common stock, and (ii) 2,711,000 Class B Units, each consisting of one pre-funded Series V Warrant to purchase one share of Common stock and one Series U Warrant to purchase one share of Common stock at a public offering price of $5.00 per Class A Unit and $4.9999 per Class B Unit (“September 2019 Offering”). In addition, the Company granted the Underwriters a 45-day option to purchase up to an additional 450,000 shares of the Company’s Common stock and/or Series U Warrants at the public offering price, less the underwriting discounts and commissions. The Underwriters exercised their option to purchase an additional 450,000 Series U Warrants. The Company also issued to the Representative warrants (in the form of the Series U Warrants) to purchase 75,000 shares of common stock with an exercise price of $6.25 per share of common stock (“Representative Warrants”). | |||||||||||||||||||||||
Option vesting period | 45 days | |||||||||||||||||||||||
Warrant granted | shares | 450,000 | |||||||||||||||||||||||
Underwriter | Maximum [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Option granted | shares | 450,000 | |||||||||||||||||||||||
Underwriter | Series U Warrants [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Exercise of warrants | shares | 450,000 | |||||||||||||||||||||||
Underwriter | Series U Warrants [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Number of shares callable by warrants (in shares) | shares | 75,000 | 75,000 | 75,000 | |||||||||||||||||||||
Warrant exercise price | $ / shares | $ 6.25 | $ 6.25 | $ 6.25 | |||||||||||||||||||||
Underwriter | Common Class A [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Common stock issued (in shares) | shares | 289,000 | |||||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | 0.001 | 0.001 | |||||||||||||||||||||
Underwriter | Common Class A [Member] | Series U Warrants [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Sale of Stock, Price Per Share | $ / shares | $ 5 | $ 5 | $ 5 | |||||||||||||||||||||
Underwriter | Common Class B [Member] | Series V Warrants | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Number of shares callable by warrants (in shares) | shares | 2,711,000 | 2,711,000 | 2,711,000 | |||||||||||||||||||||
Underwriter | Common Class B [Member] | Series U Warrants [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Sale of Stock, Price Per Share | $ / shares | $ 4.9999 | $ 4.9999 | $ 4.9999 | |||||||||||||||||||||
Subsequent Event | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Revenue received in cash | $ 4,600,000 | |||||||||||||||||||||||
Subsequent Event | Barda Contract [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Revenue received in cash | $ 4,600,000 | |||||||||||||||||||||||
B A R D A Agreement | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Income (loss) from continuing operations | $ 526,000 | $ (4,200,000) | ||||||||||||||||||||||
Revenue recognized | $ 4,600,000 | |||||||||||||||||||||||
Amendment to Loan and Security Agreement [Member] | UK Subsidiary and Cell Therapy Assets [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Payments for principal, interest and fees | $ 1,700,000 | |||||||||||||||||||||||
Amendment to Loan and Security Agreement [Member] | Japanese Subsidiary and Cell Therapy Assets [Member] | ||||||||||||||||||||||||
Liquidity [Line Items] | ||||||||||||||||||||||||
Payments for principal, interest and fees | $ 1,400,000 |
Term Loan Obligations (Details)
Term Loan Obligations (Details) - USD ($) | Dec. 31, 2018 | Aug. 31, 2018 | Jun. 19, 2018 | Dec. 29, 2017 | May 29, 2015 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | May 24, 2018 | May 23, 2018 | Sep. 20, 2017 |
Debt Instrument [Line Items] | ||||||||||||
Number of shares callable by warrants (in shares) | 50 | 50 | 2,300,000 | 23,400,000 | ||||||||
Interest expense | $ 366,000 | $ 513,000 | $ 1,477,000 | $ 1,379,000 | ||||||||
Non-cash amortization | $ 100,000 | $ 200,000 | $ 400,000 | $ 400,000 | ||||||||
LIBOR [Member] | Interest Rate Floor [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Basis variable rate | 1.00% | |||||||||||
Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Origination Date | May 29, 2015 | |||||||||||
Original Loan Amount | $ 17,700,000 | |||||||||||
Basis variable rate | 7.95% | |||||||||||
Maturity date | Jun. 1, 2019 | Jun. 1, 2019 | ||||||||||
Fees amount associated with loan | $ 1,100,000 | |||||||||||
Number of shares callable by warrants (in shares) | 189 | |||||||||||
Warrant exercise price | $ 5,175 | |||||||||||
Date from which warrants are exercisable | Nov. 30, 2015 | |||||||||||
Warrant expiration date | May 29, 2025 | |||||||||||
Minimum liquidity covenant | $ 2,000,000 | $ 5,000,000 | $ 1,500,000 | |||||||||
Extended interest-only period | Jun. 1, 2020 | Dec. 31, 2018 | Dec. 1, 2018 | Aug. 1, 2018 | ||||||||
Debt instrument, interest-only period | The Fourth Amendment also required that the Company achieve one of the following by January 31, 2019: enter into an asset sale agreement with a minimum unrestricted net cash proceeds to the Company of $4.0 million; enter into a binding agreement for the issuance and sale of its equity securities or unsecured convertible subordinated debt which would result in unrestricted gross cash proceeds of not less than $7.5 million; or enter into a merger agreement pursuant to which the obligations under the Loan and Security Agreement would be paid down to a level satisfactory to Oxford | The Third Amendment extends the interest-only period under the Term Loan to December 31, 2018 and also requires that the Company pay to Oxford, in accordance with its pro rata share of the loans, 75% of all proceeds received (i) from the issuance and sale of unsecured subordinated convertible debt, (ii) in connection with a joint venture, collaboration or other partnering transaction, (iii) in connection with any licenses, (iv) from dividends (other than non-cash dividends from wholly owned subsidiaries) and (v) from the sale of any assets (such requirement, the “Prepayment Requirement”). | The Second Amendment extended the interest-only period under the Term Loan to December 1, 2018 if the Company receives unrestricted gross cash proceeds of at least $15 million from the sale and issuance of the Company’s equity securities on or before August 31, 2018. | The amendment also extended the interest-only period under the Loan and Security Agreement through August 1, 2018, as the Company successfully closed on a financing and received unrestricted net cash proceeds in excess of $5 million on or before December 29, 2017. | ||||||||
Net proceeds excess receives from unrestricted cash | $ 5,000,000 | |||||||||||
Amendment fee | $ 350,000 | $ 50,000 | $ 250,000 | |||||||||
Percentage of proceeds received | 75.00% | |||||||||||
Minimum amount to be paid pursuant prepayment requirement | $ 7,000,000 | |||||||||||
Debt instrument prepayment, description | The Prepayment Requirement does not apply to proceeds from the sale and issuance of the Company’s equity securities, other than convertible debt. The Prepayment Requirement shall apply until an aggregate principle amount of $7.0 million has been paid pursuant to the Prepayment Requirement. However, if less than $7.0 million has been paid pursuant to the Prepayment Requirement on December 31, 2018 then the Company is required to promptly make additional payments until an aggregate principal amount of $7.0 million has been paid. | |||||||||||
Debt instrument, covenant compliance | we were in compliance with all of the debt covenants under the Loan and Security Agreement. | |||||||||||
Minimum [Member] | Term Loan [Member] | ||||||||||||
Debt Instrument [Line Items] | ||||||||||||
Interest rate | 8.95% | |||||||||||
Net proceeds excess receives from unrestricted cash | 4,000,000 | |||||||||||
Unrestricted gross cash proceeds required to extend interest-only period | $ 7,500,000 | $ 15,000,000 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Oct. 31, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Research and Development Arrangements [Line Items] | |||||
Development revenue recognized | $ 4,771 | $ 454 | $ 5,810 | $ 2,270 | |
Reimbursement revenue recognized | $ 4,600 | ||||
Customer Concentration Risk | Revenue Recognized [Member] | |||||
Research and Development Arrangements [Line Items] | |||||
Concentration risk percentage | 100.00% | ||||
Customer Concentration Risk | Accounts Receivable [Member] | |||||
Research and Development Arrangements [Line Items] | |||||
Concentration risk percentage | 100.00% | ||||
Subsequent Event | |||||
Research and Development Arrangements [Line Items] | |||||
Revenue received in cash | $ 4,600 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Business Consideration to Calculation of the Loss on Sale (Details) - USD ($) $ in Thousands | Apr. 25, 2019 | Sep. 30, 2019 | Sep. 30, 2018 |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Net cash proceeds | $ 2,789 | $ 0 | |
Net loss on sale of business | $ 23 | ||
Discontinued Operations Disposed of By Sale [Member] | Cell Therapy Business [Member] | |||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | |||
Consideration received | $ 7,000 | ||
Transaction costs | (1,161) | ||
Net cash proceeds | 5,839 | ||
Carrying value of business and assets sold | 12,145 | ||
Net loss on sale of business | $ 6,306 |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Discontinued Operations And Disposal Groups [Abstract] | |
Assets Related to Discontinued Operation | $ 0 |
Liabilities Related to Discontinued Operation | $ 0 |
Discontinued Operations - Sum_2
Discontinued Operations - Summary of Assets and Liabilities Related to Discontinued Operation Held for Sale (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Long-term assets held for sale: | ||
Total assets | $ 0 | |
Current liabilities held for sale: | ||
Noncurrent liabilities | $ 245 | |
Held for Sale [Member] | ||
Current assets held for sale: | ||
Accounts receivable, net | 108 | |
Inventory, net | 2,841 | |
Other current assets | 328 | |
Long-term assets held for sale: | ||
Property and equipment, net | 260 | |
Other noncurrent assets | 1,866 | |
Goodwill | 3,550 | |
Intangible assets, net | 5,957 | |
Total assets | 14,910 | |
Current liabilities held for sale: | ||
Accounts payable and accrued liabilities | 580 | |
Other noncurrent liabilities | 78 | |
Deferred revenues | 167 | |
Noncurrent liabilities | $ 825 |
Discontinued Operations - Sum_3
Discontinued Operations - Summary of Operating Results Related to Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Discontinued Operations And Disposal Groups [Abstract] | |||
Product revenue | $ 858 | $ 901 | $ 2,249 |
Costs of revenue | 628 | 857 | 1,837 |
Gross profit | 230 | 44 | 412 |
Operating expenses: | |||
Research and development | 689 | 656 | 2,479 |
Sales and marketing | 337 | 411 | 1,060 |
General and administrative | 147 | 185 | 560 |
Total operating expenses | 1,173 | 1,252 | 4,099 |
Operating loss | (943) | (1,208) | (3,687) |
Other income (expense) | 9 | 140 | 157 |
Loss from discontinued operations | $ (934) | $ (1,068) | $ (3,530) |
Discontinued Operations - Sum_4
Discontinued Operations - Summary of Non-Cash Adjustments Related to Discontinued Operations (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Noncash Investing and Financing Items [Abstract] | ||
Depreciation and amortization | $ 467 | $ 1,207 |
Provision for excess inventory | $ 0 | 433 |
Loss on asset disposal | $ 23 |
Loss per Share (Details)
Loss per Share (Details) - Series C Convertible Preferred Stock [Member] - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Preferred stock conversion price (in dollars per share) | $ 39.93 | $ 39.93 | ||
Preferred stock conversion price reduced (in dollars per share) | $ 7.50 | $ 7.50 | ||
Dividend Paid [Member] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||||
Dividends payable | $ 554,000 | $ 554,000 | $ 2,500,000 | $ 2,500,000 |
Loss per Share - Schedule of An
Loss per Share - Schedule of Antidilutive Securities Excluded from Diluted Income (Loss) per Share (Details) - shares | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Dilutive common shares excluded from the calculations of diluted loss per share (in shares) | 4,189,000 | 457,000 |
Outstanding Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Dilutive common shares excluded from the calculations of diluted loss per share (in shares) | 254,000 | 177,000 |
Convertible Preferred Stock [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Dilutive common shares excluded from the calculations of diluted loss per share (in shares) | 298,000 | 95,000 |
Outstanding Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Dilutive common shares excluded from the calculations of diluted loss per share (in shares) | 3,637,000 | 185,000 |
Commitments - Additional Inform
Commitments - Additional Information (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Recorded Unconditional Purchase Obligation [Line Items] | |
Restricted cash | $ 40 |
Pre-clinical Research Study Obligations [Member] | |
Recorded Unconditional Purchase Obligation [Line Items] | |
Contractual obligation, due in next twelve months | 1,900 |
Contractual obligation | $ 2,400 |
Minimum [Member] | |
Recorded Unconditional Purchase Obligation [Line Items] | |
Operating and financing lease, lease term | 2 years |
Maximum [Member] | |
Recorded Unconditional Purchase Obligation [Line Items] | |
Operating and financing lease, lease term | 11 years |
Commitments - Summary of Lease
Commitments - Summary of Lease Liabilities and Right-of-Use Assets (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Assets | |
Operating | $ 818 |
Financing | 180 |
Total leased assets | 998 |
Liabilities | |
Operating lease liabilities, current | 156 |
Financing lease liabilities, current | 144 |
Operating lease liabilities. noncurrent | 684 |
Financing lease liabilities, noncurrent | 38 |
Total lease liabilities | $ 1,022 |
Weighted-average remaining lease term (years) - operating leases | 6 years 11 months 15 days |
Weighted-average remaining lease term (years) - finance leases | 1 year 3 months 25 days |
Weighted-average discount rate - operating leases | 7.97% |
Weighted-average discount rate - finance leases | 5.00% |
Commitments - Summary of Leas_2
Commitments - Summary of Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | |
Lease expense: | |||
Operating lease expense | $ 56 | $ 169 | |
Finance lease expense: | |||
Depreciation of right-of-use assets | 32 | 85 | |
Interest expense on lease liabilities | 2 | 7 | |
Total lease expense | 90 | 261 | |
Cash payment information: | |||
Operating cash used for operating leases | 38 | 147 | |
Financing cash used for financing leases | 1 | 75 | $ 0 |
Total cash paid for amounts included in the measurement of lease liabilities | $ 39 | $ 222 |
Commitments - Summary of Future
Commitments - Summary of Future Minimum Annual Lease Payments under Operating and Financing Leases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Financing Leases | |
Remaining 2019 | $ 59 |
2020 | 122 |
2021 | 7 |
Total minimum lease payments | 188 |
Less: amount representing interest | (6) |
Present value of obligations under leases | 182 |
Less: current portion | (144) |
Financing lease liabilities, noncurrent | 38 |
Operating Leases | |
Remaining 2019 | 75 |
2020 | 205 |
2021 | 183 |
2022 | 123 |
2023 | 100 |
Thereafter | 448 |
Total minimum lease payments | 1,134 |
Less: amount representing interest | (294) |
Present value of obligations under leases | 840 |
Less: current portion | (156) |
Noncurrent operating lease liability | $ 684 |
Contingencies (Details)
Contingencies (Details) - Cell Therapy Business [Member] $ in Millions | Jul. 25, 2019USD ($) |
Loss Contingencies [Line Items] | |
Sale of business month and year | 2019-04 |
Tap Advisors LLC [Member] | Pending Litigation [Member] | |
Loss Contingencies [Line Items] | |
Loss contingencies, seeks to recover fees | $ 3.7 |
Stockholders' Equity - Preferre
Stockholders' Equity - Preferred Stock (Details) - USD ($) | Sep. 25, 2019 | Aug. 02, 2019 | Jul. 25, 2018 | Jul. 17, 2018 | Sep. 30, 2019 | Sep. 30, 2019 | Dec. 31, 2018 | Aug. 06, 2019 | Aug. 05, 2019 | Sep. 30, 2018 | May 24, 2018 | May 23, 2018 |
Preferred Stock [Abstract] | ||||||||||||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | |||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||
Preferred stock, shares outstanding (in shares) | 1,959 | 1,959 | 4,606 | |||||||||
Preferred stock, shares issued (in shares) | 1,959 | 1,959 | 4,606 | |||||||||
Number of shares callable by warrants (in shares) | 50 | 50 | 2,300,000 | 23,400,000 | ||||||||
Preferred stock, shares outstanding | 1,959 | 1,959 | 4,606 | |||||||||
Common stock issued (in shares) | 6,723 | |||||||||||
2018 Rights Offering [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Number of shares callable by warrants (in shares) | 1 | |||||||||||
Common stock issued (in shares) | 6,723 | |||||||||||
Gross proceeds from private placement of stock | $ 5,700,000 | |||||||||||
Redemption price of warrant prior to expiration | $ 0.01 | $ 0.01 | ||||||||||
Common stock price per share for warrant redemption | $ 181.50 | |||||||||||
Number of consecutive trading days for warrant redemption | 20 days | |||||||||||
Warrants liability fair value | $ 200,000 | $ 200,000 | $ 3,100,000 | |||||||||
Warrants exercisable price | $ 3,200,000 | |||||||||||
2018 Rights Offering [Member] | Warrant [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Number of shares callable by warrants (in shares) | 1,050 | |||||||||||
Warrant exercise price | $ 3.2132 | $ 1,000 | ||||||||||
Series A Convertible Preferred Stock [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | |||||||||
Convertible preferred stock | 3.60% | 3.60% | ||||||||||
Preferred stock, shares outstanding | 0 | 0 | 0 | |||||||||
Series B Convertible Preferred Stock [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Preferred stock, shares outstanding (in shares) | 1,021 | 1,021 | 1,112 | |||||||||
Preferred stock, shares issued (in shares) | 1,021 | 1,021 | 1,112 | |||||||||
Preferred stock, shares outstanding | 1,021 | 1,021 | 1,112 | |||||||||
Series C Convertible Preferred Stock [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Preferred stock, shares authorized (in shares) | 7,000 | |||||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | |||||||||||
Preferred stock, shares outstanding (in shares) | 938 | 938 | 3,494 | |||||||||
Preferred stock, shares issued (in shares) | 938 | 938 | 3,494 | |||||||||
Number of shares callable by warrants (in shares) | 7,059,150 | |||||||||||
Preferred stock conversion price (in dollars per share) | $ 39.93 | $ 39.93 | ||||||||||
Preferred stock conversion price reduced (in dollars per share) | $ 7.50 | $ 7.50 | ||||||||||
Preferred stock, shares outstanding | 938 | 938 | 3,494 | |||||||||
Series C Convertible Preferred Stock [Member] | Dividend Paid [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Dividends payable | $ 554,000 | $ 554,000 | $ 2,500,000 | $ 2,500,000 | ||||||||
Series C Convertible Preferred Stock [Member] | 2018 Rights Offering [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Preferred stock, shares outstanding (in shares) | 938 | 938 | ||||||||||
Number of shares callable by warrants (in shares) | 20,000 | |||||||||||
Preferred stock conversion price (in dollars per share) | 7.50 | $ 39.93 | ||||||||||
Preferred stock conversion price reduced (in dollars per share) | $ 3.2132 | 7.50 | ||||||||||
Preferred stock, shares outstanding | 938 | 938 | ||||||||||
Number of preferred stock, shares exercised | 291,920 | |||||||||||
Common Stock and Series B Convertible Preferred Stock [Member] | 2018 Rights Offering [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Charge on Non Transferable Subscription Rights | $ 0 | |||||||||||
Series T Warrants [Member] | 2018 Rights Offering [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Number of shares callable by warrants (in shares) | 1 | |||||||||||
Warrant exercise price | 0.7986 | |||||||||||
Warrant exercise price reduced (in dollars per share) | 0.15 | |||||||||||
Series T Warrants [Member] | 2018 Rights Offering [Member] | Warrant [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Number of shares callable by warrants (in shares) | 50 | |||||||||||
Class of warrant outstanding | 3,788,400 | 3,788,400 | ||||||||||
Number of warrants exercised | 75,768 | |||||||||||
50 Series T Warrants [Member] | 2018 Rights Offering [Member] | ||||||||||||
Preferred Stock [Abstract] | ||||||||||||
Warrant exercise price | $ 7.50 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Estimated Fair Value Determined Using Option Pricing Model Assumptions (Details) | Sep. 30, 2019$ / shares | Sep. 25, 2019$ / shares | Dec. 31, 2018$ / shares |
Series U Warrants [Member] | |||
Class Of Stock [Line Items] | |||
Warrants expected term | 5 years | ||
Expected Term [Member] | |||
Class Of Stock [Line Items] | |||
Warrants expected term | 1 year 7 months 6 days | 2 years 1 month 6 days | |
Expected Term [Member] | Series U Warrants [Member] | |||
Class Of Stock [Line Items] | |||
Warrants expected term | 5 years | 5 years | |
Common Stock Market Price [Member] | |||
Class Of Stock [Line Items] | |||
Warrants measurement input | 3.42 | 14.50 | |
Common Stock Market Price [Member] | Series U Warrants [Member] | |||
Class Of Stock [Line Items] | |||
Warrants measurement input | 3.42 | 3.42 | |
Risk-free Interest Rate [Member] | |||
Class Of Stock [Line Items] | |||
Warrants measurement input | 0.0170 | 0.0248 | |
Risk-free Interest Rate [Member] | Series U Warrants [Member] | |||
Class Of Stock [Line Items] | |||
Warrants measurement input | 0.0155 | 0.0160 | |
Expected Volatility [Member] | |||
Class Of Stock [Line Items] | |||
Warrants measurement input | 1.76 | 1.25 | |
Expected Volatility [Member] | Series U Warrants [Member] | |||
Class Of Stock [Line Items] | |||
Warrants measurement input | 1.349 | 1.349 | |
Resulting Fair Value (Per Warrant) [Member] | |||
Class Of Stock [Line Items] | |||
Warrants measurement input | 2.53 | 0.13 | |
Resulting Fair Value (Per Warrant) [Member] | Series U Warrants [Member] | |||
Class Of Stock [Line Items] | |||
Warrants measurement input | 2.90 | 2.90 |
Stockholders' Equity - Schedu_2
Stockholders' Equity - Schedule of Estimated Fair Value Determined Using Option Pricing Model Assumptions (Parenthetical) (Details) - shares | Sep. 30, 2019 | May 24, 2018 | May 23, 2018 |
Stockholders Equity Note [Abstract] | |||
Number of shares callable by warrants (in shares) | 50 | 2,300,000 | 23,400,000 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock (Details) - USD ($) | Sep. 21, 2018 | Jul. 25, 2018 | Jun. 01, 2018 | Oct. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | May 24, 2018 | May 23, 2018 |
Common Stock [Abstract] | ||||||||||||||||
Common stock issued (in shares) | 6,723 | |||||||||||||||
Number of shares callable by warrants (in shares) | 50 | 50 | 50 | 2,300,000 | 23,400,000 | |||||||||||
Exercise of warrants | 490 | |||||||||||||||
Proceeds from sale of common stock, net of offering cost | $ 15,964,000 | $ 6,246,000 | ||||||||||||||
Common stock issued, value | $ 64,000 | $ 1,873,000 | $ 3,686,000 | $ (297,000) | $ 27,000 | |||||||||||
Series U Warrants [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Common stock issued (in shares) | 3,450,000 | |||||||||||||||
Sale of Stock, Price Per Share | $ 5 | $ 5 | $ 5 | |||||||||||||
Warrants expected term | 5 years | 5 years | 5 years | |||||||||||||
Common Stock [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Common stock issued (in shares) | 6,723 | 5,000 | 139,855 | 29,407 | 192 | 202 | ||||||||||
Number of shares callable by warrants (in shares) | 141,183 | |||||||||||||||
Exercise of warrants | 1,039,000 | 1,672,000 | ||||||||||||||
Warrants expected term | 5 years | 5 years | 5 years | |||||||||||||
Warrant exercise price | $ 39.93 | |||||||||||||||
Common Stock [Member] | B. Riley FBR [Member] | Sales Agreement [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Remaining availability under financing facility | $ 0 | $ 0 | $ 0 | |||||||||||||
Common Stock [Member] | B. Riley FBR [Member] | Sales Agreement [Member] | Maximum [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Proceeds from sale of common stock, net of offering cost | $ 6,500,000 | |||||||||||||||
Common Stock [Member] | B. Riley FBR [Member] | ATM Program [Member] | Sales Agreement [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Common stock issued (in shares) | 200,000 | |||||||||||||||
Proceeds from sale of common stock, net of offering cost | $ 3,800,000 | |||||||||||||||
Remaining availability under financing facility | $ 0 | $ 0 | $ 0 | |||||||||||||
Common Stock [Member] | B. Riley FBR [Member] | ATM Program [Member] | Sales Agreement [Member] | Maximum [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Proceeds from sale of common stock, net of offering cost | $ 6,500,000 | |||||||||||||||
Common Stock [Member] | Lincoln Park Capital Fund, LLC [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Common stock issued (in shares) | 32,170 | |||||||||||||||
Proceeds from sale of common stock, net of offering cost | $ 300,000 | |||||||||||||||
Common stock issued, value | $ 5,000,000 | |||||||||||||||
Period exercisable from the date of issuance | 24 months | |||||||||||||||
Common Stock [Member] | Lincoln Park Capital Fund, LLC [Member] | Securities Purchase Agreement [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Trading Volume of Common Shares | 0 | |||||||||||||||
Upper Limit on the Price Per Share | $ 0 | |||||||||||||||
Common Stock [Member] | Lincoln Park Capital Fund, LLC [Member] | Maximum [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Remaining availability under financing facility | $ 100,000 | |||||||||||||||
Beneficial ownership percentage of common stock outstanding | 4.99% | |||||||||||||||
Common Stock [Member] | Lincoln Park Capital Fund, LLC [Member] | Maximum [Member] | Single Regular Purchase [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Common stock issued (in shares) | 5,000 | |||||||||||||||
Common Stock [Member] | Lincoln Park Capital Fund, LLC [Member] | Minimum [Member] | Single Regular Purchase [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Common stock issued, value | $ 1,000,000 | |||||||||||||||
Common Stock [Member] | Lincoln Park Capital Fund, LLC [Member] | Purchase Agreement [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Common stock issued (in shares) | 12,802 | |||||||||||||||
Proceeds from sale of common stock, net of offering cost | $ 300,000 | |||||||||||||||
Common Stock [Member] | Lincoln Park Capital Fund, LLC [Member] | Purchase Agreement [Member] | Maximum [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Floor price of per share | $ 12.50 | |||||||||||||||
Series U Warrants [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Number of shares callable by warrants (in shares) | 75,000 | 75,000 | 75,000 | |||||||||||||
Warrant exercise price | $ 6.25 | $ 6.25 | $ 6.25 | |||||||||||||
Common Class A [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Common stock issued (in shares) | 289,000 | |||||||||||||||
Common Class B [Member] | ||||||||||||||||
Common Stock [Abstract] | ||||||||||||||||
Number of shares callable by warrants (in shares) | 2,711,000 | 2,711,000 | 2,711,000 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Change in Level 3 Series T and Series U Warrant Liability Value (Details) - Series T and Series U Warrants Liabilities [Member] - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Warrant liability | ||
Beginning balance | $ 916 | $ 3,148 |
Issuance | 10,215 | |
Exercises/Settlement | (794) | |
Change in fair value | 69 | (2,233) |
Ending balance | $ 10,406 | $ 916 |