Capricor Therapeutics (CAPR) 10-Q 15 May 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2020	May 13, 2020
Document and Entity Information
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Mar. 31, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	Q1
Entity Registrant Name	CAPRICOR THERAPEUTICS, INC.
Entity Central Index Key	0001133869
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Trading Symbol	CAPR
Entity Current Reporting Status	Yes
Entity Common Stock, Shares Outstanding		14,264,006
Entity Emerging Growth Company	false
Entity Small Business	true
Entity Shell Company	false
Title of 12(b) Security	Common Stock
Entity Interactive Data Current	Yes

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Mar. 31, 2020	Dec. 31, 2019
CURRENT ASSETS
Cash and cash equivalents	$ 13,217,481	$ 3,899,328
Marketable securities	0	5,986,050
Grant receivable	118,627	87,968
Prepaid expenses and other current assets	433,975	571,382
TOTAL CURRENT ASSETS	13,770,083	10,544,728
PROPERTY AND EQUIPMENT, net	410,913	442,806
OTHER ASSETS
Intangible assets, net of accumulated amortization of $254,269 and $253,187, respectively	5,413	6,495
Other assets	107,380	119,608
TOTAL ASSETS	14,293,789	11,113,637
CURRENT LIABILITIES
Accounts payable and accrued expenses	1,296,267	875,677
Accounts payable and accrued expenses, related party	28,629	22,315
TOTAL CURRENT LIABILITIES	1,324,896	897,992
LONG-TERM LIABILITIES
CIRM liability	3,376,259	3,376,259
TOTAL LONG-TERM LIABILITIES	3,376,259	3,376,259
TOTAL LIABILITIES	4,701,155	4,274,251
COMMITMENTS AND CONTINGENCIES (NOTE 6)
STOCKHOLDERS' EQUITY
Preferred stock, $0.001 par value, 5,000,000 shares authorized, none issued and outstanding	0	0
Common stock, $0.001 par value, 50,000,000 shares authorized, 9,188,506 and 5,227,398 shares issued and outstanding, respectively	9,189	5,227
Additional paid-in capital	86,048,994	81,215,647
Accumulated other comprehensive income (loss)	0	(757)
Accumulated deficit	(76,465,549)	(74,380,731)
TOTAL STOCKHOLDERS' EQUITY	9,592,634	6,839,386
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 14,293,789	$ 11,113,637

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
CONDENSED CONSOLIDATED BALANCE SHEETS
Net of accumulated amortization (in dollars)	$ 254,269	$ 253,187
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Preferred stock, shares issued	0
Preferred stock, shares outstanding	0	0
Common Stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	50,000,000	50,000,000
Common stock, shares issued	9,188,506	5,227,398
Common stock, shares outstanding	9,188,506	5,227,398

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
REVENUE
Revenue	$ 185,693	$ 230,504
TOTAL REVENUE	185,693	230,504
OPERATING EXPENSES
Research and development	1,155,156	1,811,182
General and administrative	1,138,045	976,490
TOTAL OPERATING EXPENSES	2,293,201	2,787,672
LOSS FROM OPERATIONS	(2,107,508)	(2,557,168)
OTHER INCOME (EXPENSE)
Investment income	22,690	37,823
TOTAL OTHER INCOME (EXPENSE)	22,690	37,823
NET LOSS	(2,084,818)	(2,519,345)
OTHER COMPREHENSIVE INCOME (LOSS)
Net unrealized gain (loss) on marketable securities	757	(12,393)
COMPREHENSIVE LOSS	$ (2,084,061)	$ (2,531,738)
Net loss per share, basic and diluted	$ (0.30)	$ (0.75)
Weighted average number of shares, basic and diluted	6,878,782	3,347,427

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($)	COMMON STOCK [Member]	ADDITIONAL PAID-IN CAPITAL [Member]	OTHER COMPREHENSIVE INCOME (LOSS) [Member]	ACCUMULATED DEFICIT [Member]	Total
Balance at Dec. 31, 2018	$ 3,138	$ 71,338,970	$ 12,393	$ (66,738,914)	$ 4,615,587
Balance (in shares) at Dec. 31, 2018	3,138,748
Issuance of common stock, net of fees	$ 228	1,433,059			1,433,287
Issuance of common stock, net of fees (in shares)	227,357
Stock-based compensation		223,166			223,166
Unrealized gain (loss) on marketable securities			(12,393)		(12,393)
Net loss				(2,519,345)	(2,519,345)
Balance at Mar. 31, 2019	$ 3,366	72,995,195		(69,258,259)	3,740,302
Balance (in shares) at Mar. 31, 2019	3,366,105
Balance at Dec. 31, 2019	$ 5,227	81,215,647	(757)	(74,380,731)	6,839,386
Balance (in shares) at Dec. 31, 2019	5,227,398
Issuance of common stock, net of fees	$ 446	4,459,764			4,460,210
Issuance of common stock, net of fees (in shares)	444,500
Exercise of pre-funded common stock warrants	$ 3,158				3,158
Exercise of pre-funded common stock warrants (in shares)	3,158,304
Exercise of common warrants	$ 78	86,056			86,134
Exercise of common warrants (in shares)	78,304
Issuance of shares in abeyance	$ 280	(280)
Issuance of shares in abeyance (in shares)	280,000
Stock-based compensation		287,807			287,807
Unrealized gain (loss) on marketable securities			$ 757		757
Net loss				(2,084,818)	(2,084,818)
Balance at Mar. 31, 2020	$ 9,189	$ 86,048,994		$ (76,465,549)	$ 9,592,634
Balance (in shares) at Mar. 31, 2020	9,188,506

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (2,084,818)	$ (2,519,345)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	32,975	43,295
Stock-based compensation	287,807	223,166
Change in assets - (increase) decrease:
Receivables	(30,659)	82,247
Prepaid expenses and other current assets	137,407	298,241
Other assets	12,228	18,972
Change in liabilities - increase (decrease):
Accounts payable and accrued expenses	420,590	314,026
Accounts payable and accrued expenses, related party	6,314	(68,300)
NET CASH USED IN OPERATING ACTIVITIES	(1,218,156)	(1,607,698)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchase of marketable securities	(6,130,193)	(15,243)
Proceeds from sales and maturities of marketable securities	12,117,000	3,000,000
NET CASH PROVIDED BY INVESTING ACTIVITIES	5,986,807	2,984,757
CASH FLOWS FROM FINANCING ACTIVITIES:
Net proceeds from sale of common stock	4,460,210	1,433,287
Proceeds from exercise of pre-funded common stock warrants and warrants	89,292	0
NET CASH PROVIDED BY FINANCING ACTIVITIES	4,549,502	1,433,287
NET DECREASE IN CASH, CASH EQUIVALENTS, AND RESTRICTED CASH	9,318,153	2,810,346
Cash, cash equivalents, and restricted cash balance at beginning of period	3,899,328	4,545,097
Cash, cash equivalents, and restricted cash balance at end of period	13,217,481	7,355,443
SUPPLEMENTAL DISCLOSURES:
Interest paid in cash	0	0
Income taxes paid in cash	$ 0	$ 0

ORGANIZATION AND SUMMARY OF SIG

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2020
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	1. ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business Capricor Therapeutics, Inc., a Delaware corporation (referred to herein as “Capricor Therapeutics” or the “Company”), is a clinical-stage biotechnology company focused on the discovery, development and commercialization of innovative cell and exosome-based therapies for the treatment and prevention of diseases. Capricor, Inc. (“Capricor”), a wholly-owned subsidiary of Capricor Therapeutics, was founded in 2005 as a Delaware corporation based on the innovative work of its founder, Eduardo Marbán, M.D., Ph.D. After completion of a merger between Capricor and a subsidiary of Nile Therapeutics, Inc., a Delaware corporation (“Nile”), on November 20, 2013, Capricor became a wholly-owned subsidiary of Nile and Nile formally changed its name to Capricor Therapeutics, Inc. Capricor Therapeutics, together with its subsidiary, Capricor, has two active drug candidates in various stages of development. Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements for Capricor Therapeutics and its wholly-owned subsidiary have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and with the instructions to Form 10‑Q and, therefore, do not include all disclosures necessary for a complete presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP. In the Company’s opinion, all adjustments, consisting of normal and recurring adjustments, considered necessary for a fair presentation have been included. The accompanying financial information should be read in conjunction with the financial statements and the notes thereto in the Company’s most recent Annual Report on Form 10‑K, as filed with the Securities and Exchange Commission (the “SEC”) on March 27, 2020 from which the December 31, 2019 consolidated balance sheet has been derived. Interim results are not necessarily indicative of the results that may be expected for the year ending December 31, 2020. Basis of Consolidation Our condensed consolidated financial statements include the accounts of the Company and our wholly-owned subsidiary. All intercompany transactions have been eliminated in consolidation. Liquidity The Company has historically financed its research and development activities as well as operational expenses from equity financings, government grants, a payment from Janssen Biotech, Inc. (“Janssen”) pursuant to a Collaboration Agreement with Janssen and a loan award and a grant from the California Institute for Regenerative Medicine (“CIRM”). Cash, cash equivalents and marketable securities as of March 31, 2020 were approximately $13.2 million, compared to approximately $9.9 million as of December 31, 2019. In March 2020, the Company entered into a warrant inducement transaction whereby an existing warrant holder exercised all existing warrants for gross proceeds of approximately $4.9 million (see Note 2 – “Stockholder's Equity”). In December 2019, the Company closed an offering for gross proceeds of approximately $5.1 million comprised of common stock and warrants (see Note 2 – “Stockholder's Equity). The Company has entered into various Common Stock Sales Agreements with H.C. Wainwright & Co. LLC (“Wainwright”) to create at-the-market equity programs under which the Company from time to time offered and sold shares of its common stock, par value $0.001 per share (see Note 2 - “Stockholders’ Equity”). Additionally, the Company has been awarded various grant and loan awards, which fund, in part, various pre-clinical and clinical activities (see Note 5 – “Government Grant Awards”). As of March 31, 2020, the Company has approximately $0.1 million remaining available under its grants and awards for disbursement, pursuant to the terms of the awards. The Company’s principal uses of cash are for research and development expenses, general and administrative expenses, capital expenditures and other working capital requirements. The Company’s future expenditures and capital requirements may be substantial and will depend on many factors, including, but not limited to, the following: · the timing and costs associated with its clinical trials and pre-clinical studies; · the timing and costs associated with the manufacturing of its product candidates; · the timing and costs associated with commercialization of its product candidates; · the number and scope of its research programs; and · the costs involved in prosecuting and enforcing patent claims and other intellectual property rights. The Company’s options for raising additional capital include potentially seeking additional financing primarily from, but not limited to, the sale and issuance of equity or debt securities, the licensing or sale of its technology and other assets, and from government grants. The Company will require substantial additional capital to fund its operations, in particular if it elects to expand its clinical programs as contemplated by its current business plan. The Company cannot provide assurances that financing will be available when and as needed or that, if available, financing will be available on favorable or acceptable terms. If the Company is unable to obtain additional financing when and if required, it would have a material adverse effect on the Company’s business and results of operations. The Company would likely need to delay, curtail or terminate all or portions of its clinical trial programs. To the extent the Company issues additional equity securities, its existing stockholders would experience substantial dilution. Reverse Stock Split On June 4, 2019, the Company effected a reverse stock split of its outstanding shares of common stock at a ratio of one-for-ten pursuant to a Certificate of Amendment to the Company’s Certificate of Incorporation filed with the Secretary of State of the State of Delaware. The reverse stock split was reflected on the Nasdaq Capital Market (“Nasdaq”) beginning with the opening of trading on June 5, 2019. The primary purpose of the reverse stock split, which was approved by the Company’s stockholders at the Company’s annual stockholders meeting on May 29, 2019, was to enable the Company to regain compliance with the $1.00 minimum bid price requirement for continued listing on Nasdaq. Pursuant to the reverse stock split, every ten shares of the Company’s issued and outstanding shares of common stock were automatically combined into one issued and outstanding share of common stock, without any change in the par value per share of the common stock. Unless otherwise indicated, all share and per share amounts of the common stock included in the accompanying condensed consolidated financial statements have been retrospectively adjusted to give effect to the reverse stock split for all periods presented, including reclassifying an amount equal to the reduction in par value to additional paid-in capital. Amounts of common stock resulting from the reverse stock split were rounded down to the nearest whole share and any resulting fractional shares were cancelled for cash. The number of authorized shares of the Company’s common stock remained unchanged. The reverse stock split affected all issued and outstanding shares of the Company’s common stock, and the respective numbers of shares of common stock underlying outstanding stock options, outstanding warrants and the Company’s equity incentive plans were proportionately adjusted. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements. Estimates also affect the reported amounts of revenues and expenses during the reporting period. The most sensitive estimates relate to the recoverability and fair value of intangible assets and the assumptions used to estimate stock-based compensation expense. Management uses its historical records and knowledge of its business in making these estimates. Accordingly, actual results may differ from these estimates. Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid investments with a maturity of less than 30 days at the date of purchase to be cash equivalents. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that total the same such amounts shown in the condensed consolidated statements of cash flows. March 31, March 31, 2020 2019 Cash and cash equivalents $ 13,217,481 $ 7,170,220 Restricted cash - 185,223 Total cash, cash equivalents, and restricted cash shown in the statements of cash flows $ 13,217,481 $ 7,355,443 For the three months ended March 31, 2019, restricted cash represents funds received under a CIRM award (the “CIRM Award”) (see Note 5 – “Government Grant Awards”). Restricted cash funds are to be allocated to the research costs as incurred. Generally, a reduction of restricted cash occurs when the Company deems certain costs are attributable to the respective award. The Company had no restricted funds as of March 31, 2020. Marketable Securities The Company determines the appropriate classification of its marketable securities at the time of purchase and reevaluates such designation at each balance sheet date. All of the Company’s marketable securities are considered as available-for-sale and carried at estimated fair values. Realized gains and losses on the sale of debt and equity securities are determined using the specific identification method. Unrealized gains and losses on available-for-sale securities are excluded from net income (loss) and reported in accumulated other comprehensive income (loss) as a separate component of stockholders’ equity. Property and Equipment Property and equipment are stated at cost. Repairs and maintenance costs are expensed in the period incurred. Depreciation is computed using the straight-line method over the related estimated useful life of the asset, which such estimated useful lives range from five to seven years. Leasehold improvements are depreciated on a straight-line basis over the shorter of the useful life of the asset or the lease term. Depreciation was $31,893 and $32,476 for the three months ended March 31, 2020 and 2019, respectively. Property and equipment, net consisted of the following: March 31, 2020 December 31, 2019 Furniture and fixtures $ 43,617 $ 43,617 Laboratory equipment 931,166 931,166 Leasehold improvements 47,043 47,043 1,021,826 1,021,826 Less accumulated depreciation (610,913) (579,020) Property and equipment, net $ 410,913 $ 442,806 Intangible Assets Amounts attributable to intellectual property consist primarily of the costs associated with the acquisition of certain technologies, patents, pending patents and related intangible assets with respect to research and development activities. Certain intellectual property assets are stated at cost and are amortized on a straight-line basis over the respective estimated useful lives of the assets ranging from five to fifteen years. Total amortization expense was $1,083 and $10,819 for the three months ended March 31, 2020 and 2019, respectively. A summary of future amortization expense as of March 31, 2020 is as follows: Years ended Amortization Expense 2020 (9 months) 3,248 2021 2,165 The Company reviews goodwill and intangible assets at least annually for possible impairment. Goodwill and intangible assets are reviewed for possible impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying value. No impairment was recorded for the three months ended March 31, 2020 and 2019. Leases Effective January 1, 2019, the Company adopted ASC Topic 842, "Leases" ("ASC 842"), using the optional transition method utilizing the effective date as its date of initial application, for which prior periods are presented in accordance with the previous guidance in ASC Topic 840, “Leases” (“ASC 840”). At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present in the arrangement. Leases with a term greater than 12 months are recognized on the balance sheet as right of use assets and short-term and long-term lease liabilities, as applicable. The Company has elected not to recognize on the balance sheet leases with terms of 12 months or less. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company's assessment unless there is reasonable certainty that the Company will renew. The Company monitors its plans to renew its leases no less than on a quarterly basis. In addition, the Company's lease agreements generally do not contain any residual value guarantees or restrictive covenants. Operating lease liabilities and their corresponding right of use assets are recorded based on the present value of future lease payments over the expected remaining lease term at lease commencement. Lease cost for operating leases is recognized on a straight-line basis over the lease term as an operating expense. Certain adjustments to the right of use asset may be required for items such as lease prepayments or incentives received. The interest rate implicit in lease contracts is typically not readily determinable. As a result, the Company utilizes its incremental borrowing rate, which reflects the fixed rate at which the Company could borrow on a collateralized basis the amount of the lease payments in the same currency, for a similar term, in a similar economic environment. In transition to ASC 842, the Company utilized the remaining lease term of its leases in determining the appropriate incremental borrowing rate. In accordance with ASC 842, components of a lease should be bifurcated between lease components and non-lease components. The fixed and in-substance fixed contract consideration identified must then be allocated based on the respective relative fair values to the lease components and non-lease components. However, ASC 842 provides a practical expedient that allows an accounting policy election to not separate lease and non-lease components by class of underlying asset. In using this expedient, the lease component and non-lease components are accounted for together as a single component. For real estate leases, the Company has elected to account for the lease and non-lease components together for existing classes of underlying assets and allocates the contract consideration to the lease component only. This practical expedient is not elected for manufacturing facilities and equipment embedded in product supply arrangements. Revenue Recognition For contracts completed as of December 31, 2017, revenue was recognized in accordance with ASC 605 and other superseded standards. The company applied ASU 606 using the modified retrospective approach for all contracts in process as of January 1, 2018. Government Research Grants Generally, government research grants that provide funding for research and development activities are recognized as income when the related expenses are incurred, as applicable. Because the terms of the CIRM Award allow Capricor to elect to convert the grant into a loan after the end of the project period, the CIRM Award is being classified as a liability rather than income (see Note 5 - “Government Grant Awards”). Grant income is due upon submission of reimbursement request. The transaction price varies for grant income based on the expenses incurred under the awards. Miscellaneous Income Revenue is recognized in connection with the delivery of doses which were developed as part of our past R&D efforts. Income is recorded when the Company has satisfied the obligations as identified in the contracts with the customer (see Note 8 – “Related Party Transactions”). Miscellaneous income is due upon billing. Miscellaneous income is based on contracts with fixed transaction prices. Rent Rent expense for the Company’s leases, which generally have escalating rental amounts over the term of the lease, is recorded on a straight-line basis over the lease term. The difference between the rent expense and rent paid has been recorded as deferred rent in the consolidated balance sheet under accounts payable and accrued expenses. Rent is amortized on a straight-line basis over the term of the applicable lease, without consideration of renewal options. Research and Development Costs relating to the design and development of new products are expensed as research and development as incurred in accordance with Financial Accounting Standards Board (“FASB”) ASC 730-10, Research and Development . Research and development costs amounted to approximately $1.2 million and $1.8 million for the three months ended March 31, 2020 and 2019, respectively. Comprehensive Income (Loss) Comprehensive income (loss) generally represents all changes in stockholders’ equity during the period except those resulting from investments by, or distributions to, stockholders. The Company’s comprehensive loss was approximately $2.1 million and $2.5 million for the three months ended March 31, 2020 and 2019, respectively. The Company’s other comprehensive income (loss) is related to a net unrealized gain (loss) on marketable securities. For the three months ended March 31, 2020 and 2019, the Company’s other comprehensive gain (loss) was zero and $(12,393), respectively. Clinical Trial Expense As part of the process of preparing our condensed consolidated financial statements, we are required to estimate our accrued expenses. Our clinical trial accrual process is designed to account for expenses resulting from our obligations under contracts with vendors, consultants, and contract research organizations (“CROs”), and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations, which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to us under such contracts. Our objective is to reflect the appropriate clinical trial expenses in our consolidated financial statements by matching the appropriate expenses with the period in which services are provided and efforts are expended. We account for these expenses according to the progress of the trial as measured by patient progression and the timing of various aspects of the trial. We determine accrual estimates through financial models that take into account discussion with applicable personnel and outside service providers as to the progress or state of completion of trials, or the services completed. During the course of a clinical trial, we adjust our clinical expense recognition if actual results differ from our estimates. We make estimates of our accrued expenses as of each balance sheet date in our consolidated financial statements based on the facts and circumstances known to us at that time. Our clinical trial accrual and prepaid assets are dependent, in part, upon the receipt of timely and accurate reporting from CROs and other third-party vendors. Although we do not expect our estimates to be materially different from amounts actually incurred, our understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in us reporting amounts that are too high or too low for any particular period. Business Uncertainty Related to the Coronavirus As a result of the spread of the COVID-19 coronavirus, uncertainties have arisen that could potentially impact enrollment of clinical trials, deliverables related to contract performance, payments from trial sponsors, workforce stability, supply chain disruptions or delays, timing of grant disbursements as well as other potential business operations. While the disruption is currently expected to be temporary, there is considerable uncertainty around its expected duration. In addition to potential impact on grant disbursements, there may be risks to the Company’s ability to obtain financing from other sources, due to the impact of the coronavirus. There could be other financial impacts on our business due to the coronavirus, the specifics of which are unknown at this time. In light of the increased uncertainties due to COVID-19 and its economic and other impacts and to uncertainties around the timing and availability of grant disbursements, the loss of revenue from the delay and/or suspension of the REGRESS and ALPHA trials as well as any potential equity and debt financings, the Company applied to City National Bank (“CNB”) under the Small Business Administration Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security Act of 2020 (the “CARES Act”) for a loan of $318,160 (the “Loan”). On April 29, 2020, the Loan was approved and the Company received the Loan proceeds, which the Company plans to use for covered payroll costs, rent and utilities, all in accordance with the relevant terms and conditions of the CARES Act (see Note 9 – “Subsequent Events”). Stock-Based Compensation The Company accounts for stock-based employee compensation arrangements in accordance with guidance issued by the FASB, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees, consultants, and directors based on estimated fair values. The Company estimates the fair value of stock-based compensation awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company’s statements of operations. The Company estimates the fair value of stock-based compensation awards using the Black-Scholes model. This model requires the Company to estimate the expected volatility and value of its common stock and the expected term of the stock options, all of which are highly complex and subjective variables. The variables take into consideration, among other things, actual and projected stock option exercise behavior. For employees and directors, the expected life was calculated based on the simplified method as described by the SEC Staff Accounting Bulletin No. 110, Share-Based Payment. For other service providers, the expected life was calculated using the contractual term of the award. The Company's estimate of expected volatility was based on the historical stock price of the Company. The Company has selected a risk-free rate based on the implied yield available on U.S. Treasury securities with a maturity equivalent to the expected term of the options. Basic and Diluted Loss per Share The Company reports earnings per share in accordance with FSAB ASC 260-10, Earnings per Share. Basic earnings (loss) per share is computed by dividing income (loss) available to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share is computed similarly to basic earnings (loss) per share except that the denominator is increased to include the number of additional shares of common stock that would have been outstanding if the potential shares of common stock had been issued and if the additional shares of common stock were dilutive. For the three months ended March 31, 2020 and 2019, warrants and options to purchase 5,307,944 and 647,584 shares of common stock, respectively, have been excluded from the computation of potentially dilutive securities. Potentially dilutive common shares, which primarily consist of stock options issued to employees, consultants, and directors as well as warrants issued, have been excluded from the diluted loss per share calculation because their effect is anti-dilutive. Because the impact of these items is anti-dilutive during periods of net loss, there was no difference between basic and diluted loss per share for the three months ended March 31, 2020 and 2019. Fair Value Measurements Assets and liabilities recorded at fair value in the balance sheet are categorized based upon the level of judgment associated with the inputs used to measure their fair value. The categories are as follows: Level Input: Input Definition: Level I Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date. Level II Inputs, other than quoted prices included in Level I, that are observable for the asset or liability through corroboration with market data at the measurement date. Level III Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. The following tables summarize the fair value measurements by level for assets and liabilities measured at fair value on a recurring basis: December 31, 2019 Level I Level II Level III Total Marketable Securities $ 5,986,050 $ - $ - $ 5,986,050 Carrying amounts reported in the balance sheet of cash and cash equivalents, grants receivable, accounts payable and accrued expenses approximate fair value due to their relatively short maturity. The carrying amounts of the Company’s marketable securities are based on market quotations from national exchanges at the balance sheet date. Interest and dividend income are recognized separately on the income statement based on classifications provided by the brokerage firm holding the investments. The fair value of borrowings is not considered to be significantly different from its carrying amount because the stated rates for such debt reflect current market rates and conditions. Recent Accounting Pronouncements In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): clarifying the interaction between Topic 808 and Topic 606. The amendments in the update clarifies that certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606 when the collaborative arrangement participant is a customer in the context of a unit of account; adds unit-of-account guidance in Topic 808 to align with the guidance in Topic 606 when an entity is assessing whether the collaborative arrangement or a party to the arrangement is within the scope of Topic 606; requires that in a transaction with a collaborative arrangement participant that is not directly related to sales to third parties, presenting the transaction together with revenue recognized under Topic 606 is precluded if the collaborative arrangement participant is not a customer. The amendments for this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Company adopted ASU 2018-18 and all subsequent updates related to this topic in the first quarter of 2020. The adoption of this update did not have a material impact on the Company’s financial statements. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC, did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statement presentation or disclosures.

STOCKHOLDER'S EQUITY

STOCKHOLDER'S EQUITY	3 Months Ended
	Mar. 31, 2020
STOCKHOLDER'S EQUITY
STOCKHOLDER'S EQUITY	2. STOCKHOLDER’S EQUITY Common Stock Sales Agreements Since October 2017, the Company has entered into multiple Common Stock Sales Agreements with Wainwright establishing ATM programs by which Wainwright sold and may continue to sell common stock at the market prices prevailing at the time of sale. Wainwright is entitled to compensation for its services at a commission rate of 3.0% of the gross sales price per share of common stock sold plus reimbursement of certain expenses. These programs are referred to below as the “October 2017 ATM Program,” the “July 2019 ATM Program,” the “August 2019 ATM Program,” and the “May 2020 ATM Program” based on when each program was initiated. In addition, the Company completed a public offering of its common stock in December 2019 and a warrant inducement offer in March 2020. October 2017 ATM Program From October 19, 2017 through expiration of the October 2017 ATM Program on April 23, 2019, the Company sold an aggregate of 899,233 shares of common stock at an average price of approximately $13.04 per share for gross proceeds of approximately $11.7 million. The Company paid 3.0% cash commission on the gross proceeds, plus reimbursement of expenses of Wainwright and legal fees in the aggregate amount of approximately $0.4 million. July 2019 ATM Program From July 22, 2019 through expiration of the July 2019 ATM Program on August 23, 2019, the Company sold an aggregate of 418,450 shares of common stock under the July 2019 ATM Program at an average price of approximately $4.30 per share for gross proceeds of approximately $1.8 million. The Company paid cash commissions on the gross proceeds, plus reimbursement of expenses of Wainwright and legal fees in the aggregate amount of approximately $0.1 million. August 2019 ATM Program On August 29, 2019, the Company initiated the August 2019 ATM Program. Since August 29, 2019 and through the date of this filing, the Company has sold an aggregate of 360,316 shares of common stock under the August 2019 ATM Program at an average price of approximately $3.07 per share for gross proceeds of approximately $1.1 million. The Company paid cash commissions on the gross proceeds, plus reimbursement of expenses of Wainwright and legal fees in the aggregate amount of approximately $0.1 million. As of May 4, 2020, the August 2019 ATM Program has expired and been replaced with the May 2020 ATM Program described below. May 2020 ATM Program On May 4, 2020, the Company initiated the May 2020 ATM Program (see Note 9 – “Subsequent Events”). December 2019 Financing In December 2019, the Company completed a public offering pursuant to which the Company issued (i) 531,173 shares of its common stock, (ii) warrants (the “December 2019 Common Warrants”) to purchase up to 4,139,477 shares of common stock, and (iii) pre-funded warrants to purchase up to 3,608,304 shares of common stock, at a combined purchase price of $1.226 per share and associated common warrant and $1.225 per pre-funded warrant and associated common warrant, for an aggregate purchase price of approximately $5.1 million. The Company issued (a) to each purchaser of shares in the offering a common warrant to purchase a number of shares of common stock equal to the number of shares purchased by such purchaser in the offering, and (b) to each purchaser of pre-funded warrants in the offering a common warrant to purchase a number of shares of common stock equal to the number of pre-funded warrant shares underlying the pre-funded warrants purchased by such purchaser in the offering. In connection with the offering, the Company issued to designees of Wainwright, the placement agent for the offering, warrants (the "December 2019 Placement Agent Warrants") to purchase an aggregate of 203,915 shares of common stock. The December 2019 Placement Agent Warrants have an exercise price of $1.5325 per share, are immediately exercisable and expire in December 2024. Fees paid in conjunction with the deal, which included placement agent commissions, management fees, legal costs, and other offering expenses, amount to approximately $0.7 million in the aggregate and were recorded as a reduction to additional paid-in capital, resulting in net proceeds of approximately $4.4 million. As of March 25, 2020, prior to the March 2020 warrant inducement described below, 78,304 common warrants and all 3,608,304 pre-funded warrants had been exercised. March 2020 Warrant Inducement On March 25, 2020, the Company entered into a letter agreement (the "Exercise Agreement") with a holder of December 2019 Common Warrants (the "Exercising Holder"). Pursuant to the Exercise Agreement, in connection with exercise by the Exercising Holder of the remaining 4,000,000 December 2019 Common Warrants held by the Exercising Holder which had not been previously exercised, the Company agreed to issue 4,000,000 additional warrants (the "New Warrants") to purchase Common Stock. The December 2019 Common Warrants had a per share exercise price of $1.10, and pursuant to the Exercise Agreement, the Exercising Holder agreed to pay $1.225 per share to cover both the exercise price of the December 2019 Common Warrants and a $0.125 per share purchase price for the New Warrants. The New Warrants have an exercise price of $1.27 per share. A total of 724,500 shares were issued to the Exercising Holder, with the remaining 3,275,500 shares being held in abeyance until such time as it would not result in the Exercising Holder exceeding its beneficial ownership limitation of 4.99% of the Company's outstanding common stock. Subsequent to March 31, 2020, the Company issued all shares that were being held in abeyance. The New Warrants and the shares of Common Stock issuable upon the exercise of the New Warrants were not registered under the Securities Act of 1933, as amended (the "Securities Act"), and were offered pursuant to the exemption provided in Section 4(a)(2) under the Securities Act or Rule 506(b) promulgated thereunder. The New Warrants are exercisable immediately upon issuance, and have a term of exercise of 5 1/2 years. The exercise of December 2019 Common Warrants by the Exercising Holder generated gross proceeds of approximately $4.9 million. Fees paid in conjunction with the Exercise Agreement, which included placement agent commissions, legal costs, and other offering expenses, amount to approximately $0.4 million. In connection with the Exercise Agreement, certain employees of the placement agent were issued new warrants (the "March 2020 Placement Agent Warrants") to purchase an aggregate of 200,000 shares of common stock. The March 2020 Placement Agent Warrants have an exercise price of $1.5313 per share and expire in March 2025. The holders of each of the New Warrants and of the March 2020 Placement Agent Warrants have the option to make a cashless exercise of such warrant if no resale registration statement covering the shares of the Company's Common Stock underlying such warrant is effective after six months. Outstanding Shares At March 31, 2020, the Company had 9,188,506 shares of common stock issued and outstanding.

STOCK AWARDS, WARRANTS AND OPTI

STOCK AWARDS, WARRANTS AND OPTIONS	3 Months Ended
	Mar. 31, 2020
STOCK AWARDS, WARRANTS AND OPTIONS
STOCK AWARDS, WARRANTS AND OPTIONS	3. STOCK AWARDS, WARRANTS AND OPTIONS Warrants The following table summarizes all warrant activity for the three months ended March 31, 2020: Weighted Average Warrants Exercise Price Outstanding at December 31, 2019 7,501,696 $ 0.65 Granted 4,200,000 1.28 Exercised (7,236,608) 0.62 Outstanding at March 31, 2020 4,465,088 $ 1.29 The following table summarizes all outstanding warrants to purchase shares of the Company’s common stock: Exercise Price Type Grant Date March 31, 2020 December 31, 2019 per Share Expiration Date Common Warrants 12/19/2019 61,173 4,139,477 $ 1.10 12/19/2024 Common Warrants 12/19/2019 203,915 203,915 $ 1.5325 12/17/2024 Pre-Funded Warrants 12/19/2019 - 3,158,304 $ 0.001 N/A Common Warrants 3/25/2020 4,000,000 - $ 1.27 9/25/2025 Common Warrants 3/27/2020 200,000 - $ 1.5313 3/27/2025 4,465,088 7,501,696 Stock Options The Company’s Board of Directors (the “Board”) has approved three stock option plans: (i) the 2006 Stock Option Plan, (ii) the 2012 Restated Equity Incentive Plan (which superseded the 2006 Stock Option Plan) (the “2012 Plan”), and (iii) the 2012 Non-Employee Director Stock Option Plan (the “2012 Non-Employee Director Plan”). In February 2020, the Board also approved the 2020 Equity Incentive Plan (the "2020 Plan"), however the 2020 Plan will not become effective unless and until it is approved by the stockholders of the Company. The Company is seeking stockholder approval for the 2020 Plan at its 2020 annual stockholders' meeting. At the time the merger between Capricor and Nile became effective, 414,971 shares of common stock were reserved under the 2012 Plan for the issuance of stock options, stock appreciation rights, restricted stock awards and performance unit/share awards to employees, consultants and other service providers. Included in the 2012 Plan are the shares of common stock that were originally reserved under the 2006 Stock Option Plan. Under the 2012 Plan, each stock option granted will be designated in the award agreement as either an incentive stock option or a nonstatutory stock option. Notwithstanding such designation, however, to the extent that the aggregate fair market value of the shares with respect to which incentive stock options are exercisable for the first time by the participant during any calendar year (under all plans of the Company and any parent or subsidiary) exceeds $100,000, such options will be treated as nonstatutory stock options. On June 2, 2016, at the Company’s annual stockholder meeting, the stockholders approved a proposal to amend the 2012 Plan, to, among other things, increase the number of shares of common stock of the Company that may be issued under the 2012 Plan to equal the sum of 414,971 plus 2% of the outstanding shares of common stock as of December 31, 2015, with the number of shares that may be issued under the 2012 Plan automatically increasing thereafter on January 1 of each year, commencing with January 1, 2017, by 2% of the outstanding shares of common stock as of the last day of the immediately preceding fiscal year (rounded down to the nearest whole share). For the fiscal years beginning on January 1, 2020 and 2019, the number of shares added was equal to 104,547 and 62,775 shares, respectively. At the time the merger between Capricor and Nile became effective, 269,731 shares of common stock were reserved under the 2012 Non-Employee Director Plan for the issuance of stock options to members of the Board who are not employees of the Company. Each of the Company’s stock option plans are administered by the Board, or the compensation committee of the Board, which determines the recipients and types of awards to be granted, as well as the number of shares subject to the awards, the exercise price and the vesting schedule. Currently, stock options are granted with an exercise price equal to the closing price of the Company’s common stock on the date of grant, and generally vest over a period of one to four years. The term of stock options granted under each of the plans cannot exceed ten years. The estimated weighted average fair value of the options granted during the three months ended March 31, 2020 were approximately $1.03 per share. No options were granted during the three months ended March 31, 2019 . The Company estimates the fair value of each option award using the Black-Scholes option-pricing model. The Company used the following assumptions to estimate the fair value of stock options issued in the three months ended March 31, 2020 as no options were issued during the three months ended March 31, 2019: March 31, 2020 Expected volatility 104% - 107 % Expected term 5 - 6 years Dividend yield % Risk-free interest rates 0.9 - 1.5 % Employee and non-employee stock-based compensation expense was as follows: Three months ended March 31, 2020 2019 General and administrative $ 247,497 $ 177,511 Research and development 40,310 45,655 Total $ 287,807 $ 223,166 The Company does not recognize an income tax benefit as the Company believes that an actual income tax benefit may not be realized. For non-qualified stock options, the loss creates a timing difference, resulting in a deferred tax asset, which is fully reserved by a valuation allowance. Common stock, stock options or other equity instruments issued to non-employees (including consultants) as consideration for goods or services received by the Company are accounted for based on the fair value of the equity instruments issued. The fair value of stock options is determined using the Black-Scholes option-pricing model. Historically, the Company periodically re-measured the fair value for non-qualified option grants recording an expense over the applicable vesting periods. However, in the third quarter of 2018, the Company early adopted ASU 2018-07. The Company calculates the fair value for non-qualified options as of the date of grant and expenses over the applicable vesting periods. We account for forfeitures upon occurrence. On February 12, 2020, pursuant to the authority granted to it under the 2012 Restated Equity Incentive Plan and the 2012 Non-Employee Director Stock Option Plan, the board of directors of the Company approved a program under which outstanding options and other awards granted under the 2012 Plan and the 2012 Director Plan to employees, officers and directors and designated service providers of the Company were repriced to their then current fair market value. There were 662,968 outstanding options which were repriced to $1.39 per share, which was the market price of our common stock on the date of the approval of the repricing. The effect of the modification generated a total incremental cost of approximately $178,000, of which approximately $171,000 was recognized in the first quarter of 2020 stock-based compensation expense with the remainder to be expensed over the remaining unvested period terms. The following is a schedule summarizing employee and non-employee stock option activity for the three months ended March 31, 2020: Number of Weighted Average Aggregate Options Exercise Price Intrinsic Value Outstanding at January 1, 2020 754,913 $ 12.63 $ - Granted 94,958 1.28 Expired/Cancelled (7,015) 9.88 Outstanding at March 31, 2020 842,856 $ 2.24 $ 960 Exercisable at March 31, 2020 640,026 $ 2.49 $ - The aggregate intrinsic value represents the difference between the exercise price of the options and the estimated fair value of the Company’s common stock for each of the respective periods.

CONCENTRATIONS

CONCENTRATIONS	3 Months Ended
	Mar. 31, 2020
CONCENTRATIONS
CONCENTRATIONS	4. CONCENTRATIONS Cash Concentration The Company has historically maintained checking accounts at two financial institutions. These accounts are each insured by the Federal Deposit Insurance Corporation for up to $250,000. Historically, the Company has not experienced any significant losses in such accounts and believes it is not exposed to any significant credit risk on cash, cash equivalents and marketable securities. As of March 31, 2020, the Company maintained approximately $12.7 million of uninsured deposits.

GOVERNMENT GRANT AWARDS

GOVERNMENT GRANT AWARDS	3 Months Ended
	Mar. 31, 2020
GOVERNMENT GRANT AWARDS
GOVERNMENT GRANT AWARDS	5. GOVERNMENT GRANT AWARDS CIRM Grant Award (HOPE) On June 16, 2016, Capricor entered into the CIRM Award with CIRM in the amount of approximately $3.4 million to fund, in part, Capricor’s Phase I/II HOPE-Duchenne clinical trial investigating CAP‑1002 for the treatment of Duchenne muscular dystrophy-associated cardiomyopathy. Pursuant to terms of the CIRM Award, the disbursements were tied to the achievement of specified operational milestones. In addition, the terms of the CIRM Award included a co-funding requirement pursuant to which Capricor was required to spend approximately $2.3 million of its own capital to fund the CIRM funded research project. The CIRM Award is further subject to the conditions and requirements set forth in the CIRM Grants Administration Policy for Clinical Stage Projects. Such requirements include, without limitation, the filing of quarterly and annual reports with CIRM, the sharing of intellectual property pursuant to Title 17, California Code of Regulations (CCR) Sections 100600‑100612, and the sharing with the State of California of a fraction of licensing revenue received from a CIRM funded research project and net commercial revenue from a commercialized product which resulted from the CIRM funded research as set forth in Title 17, CCR Section 100608. The maximum royalty on net commercial revenue that Capricor may be required to pay to CIRM is equal to nine times the total amount awarded and paid to Capricor. After completing the CIRM funded research project and at any time after the award period end date (but no later than the ten-year anniversary of the date of the award), Capricor has the right to convert the CIRM Award into a loan, the terms of which will be determined based on various factors, including the stage of the research and development of the program at the time the election is made. On June 20, 2016, Capricor entered into a Loan Election Agreement with CIRM whereby, among other things, CIRM and Capricor agreed that if Capricor elects to convert the grant into a loan, the term of the loan could be up to five years from the date of execution of the applicable loan agreement; provided that the maturity date of the loan will not surpass the ten-year anniversary of the grant date of the CIRM Award. Beginning on the date of the loan, the loan shall bear interest on the unpaid principal balance, plus the interest that has accrued prior to the election point according to the terms set forth in CIRM’s Loan Policy (the “New Loan Balance”), at a per annum rate equal to the LIBOR rate for a three-month deposit in U.S. dollars, as published by the Wall Street Journal on the loan date, plus one percent. Interest shall be compounded annually on the outstanding New Loan Balance commencing with the loan date and the interest shall be payable, together with the New Loan Balance, upon the due date of the loan. If Capricor elects to convert the CIRM Award into a loan, certain requirements of the CIRM Award will no longer be applicable, including the revenue sharing requirements. Capricor has not yet made its decision as to whether it will elect to convert the CIRM Award into a loan. If we elect to do so, Capricor would be required to repay some or all of the amounts awarded by CIRM; therefore, the Company accounts for this award as a liability rather than income. As of March 31, 2020, Capricor’s liability balance for the CIRM Award was approximately $3.4 million. In June 2019, Capricor completed all milestones associated with the CIRM Award and expended all funds received. In the third quarter of 2019, Capricor completed all final close-out documentation associated with this award. NIH Grant Award (HLHS) In September 2016, Capricor was approved for a grant from the National Institutes of Health (“NIH”) to study CAP‑2003 (cardiosphere-derived cell exosomes) for hypoplastic left heart syndrome (“HLHS”). Under the terms of the NIH grant, Capricor is eligible to receive disbursements in an amount up to approximately $4.2 million, subject to annual and quarterly reporting requirements as well as completion of the study objectives. As of June 30, 2019, approximately $0.7 million had been incurred under the terms of the NIH grant award. In the second quarter of 2019, the award was closed, and all filings were completed with no additional expenses expected to be incurred. U.S. Department of Defense Grant Award In September 2016, Capricor was approved for a grant award from the Department of Defense in the amount of approximately $2.4 million to be used toward developing a scalable, commercially-ready process to manufacture CAP‑2003. Under the terms of the award, disbursements will be made to Capricor over a period of approximately three years, subject to annual and quarterly reporting requirements. The Company was granted a no-cost extension until September 29, 2020 to be able to utilize these funds. As of March 31, 2020, approximately $2.3 million has been incurred under the terms of the award.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2020
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	6. COMMITMENTS AND CONTINGENCIES Leases Capricor leases space for its corporate offices from The Bubble Real Estate Company, LLC pursuant to a lease that was originally effective for a two-year period beginning July 1, 2013 with an option to extend the lease for an additional twelve months. Capricor subsequently entered into several amendments extending the term of the lease and modifying its terms. On January 11, 2019, Capricor entered into a Fourth Amendment to Lease (the “Fourth Lease Amendment”) with The Bubble Real Estate Company, LLC. Under the terms of the Fourth Lease Amendment, the lease term extension commenced on January 1, 2019 and ended on December 31, 2019 with a base rent of $25,867 per month. The Company delivered to the landlord a letter of credit in the amount of $232,803 to cover payments of rent for the remainder of the 2019 lease term, which was subsequently cancelled, with the funds being returned to Capricor. Effective January 1, 2020, the Company entered into a Fifth Amendment to Lease with the Bubble Real Estate Company, LLC pursuant to which we extended our lease for an additional year ending December 31, 2020 and reduced the square footage of the leased premises. The monthly rental payment is $16,229 for this annual period. Capricor leases facilities from Cedars-Sinai Medical Center (“CSMC”) pursuant to a lease (the “Facilities Lease”) that was originally effective for a three-year period beginning June 1, 2014. Capricor has subsequently entered into several amendments extending the term of the lease and modifying its terms. From August 1, 2017 through March 1, 2019, total monthly rent was $19,756. Effective March 1, 2019, the square footage of the leased premises was reduced, resulting in a rent reduction of approximately $4,000 per month. In July 2019, Capricor exercised an option to extend the term of the Facilities Lease for an additional 12-month period through July 31, 2020 with a monthly lease payment of $15,805. The Company has a further option to extend the Facilities Lease through July 31, 2021. Included within the table below, future minimum rental payments to related parties totaled $63,220. A summary of future minimum rental payments required under operating leases as of March 31, 2020 is as follows: Years ended Operating Leases 2020 (9 months) $ 209,281 Expenses incurred under operating leases to unrelated parties for the three months ended March 31, 2020 and 2019 were $48,687 and $84,601, respectively. Expenses incurred under operating leases to related parties for each of the three months ended March 31, 2020 and 2019 were $47,415 and $55,317, respectively. Legal Contingencies The Company is not a party to any material legal proceedings at this time. From time to time, the Company may become involved in various legal proceedings that arise in the ordinary course of its business or otherwise. Accounts Payable Over the normal course of business, disputes with vendors may arise. If a vendor dispute payment is probable and able to be estimated, we will record an estimated liability. Employee Severances In the event of a termination, subject to certain conditions, the Board of Directors approved severance packages for specific full-time employees based on their length of service and position ranging up to six months of their base salaries. No liability has been recorded as of March 31, 2020.

LICENSE AGREEMENTS

LICENSE AGREEMENTS	3 Months Ended
	Mar. 31, 2020
LICENSE AGREEMENTS
LICENSE AGREEMENTS	7. LICENSE AGREEMENTS Capricor’s Technology - CAP‑1002, CAP‑1001, CSps and Exosomes Capricor has entered into exclusive license agreements for intellectual property rights related to certain cardiac-derived cells with Università Degli Studi Di Roma La Sapienza (the “University of Rome”), The Johns Hopkins University (“JHU”) and CSMC. In addition, Capricor has filed patent applications related to the technology developed by its own scientists. University of Rome License Agreement Capricor and the University of Rome entered into a License Agreement, dated June 21, 2006 (the “Rome License Agreement”), which provides for the grant of an exclusive, world-wide, royalty-bearing license by the University of Rome to Capricor (with the right to sublicense) to develop and commercialize licensed products under the licensed patent rights in all fields. Capricor has a right of first negotiation, for a certain period of time, to obtain a license to any new and separate patent applications owned by the University of Rome utilizing cardiac stem cells in cardiac care. Pursuant to the Rome License Agreement, Capricor paid the University of Rome a license issue fee, is currently paying minimum annual royalties in the amount of 20,000 Euros per year, and is obligated to pay a lower-end of a mid-range double-digit percentage on all royalties received as a result of sublicenses granted, which are net of any royalties paid to third parties under a license agreement from such third party to Capricor. The minimum annual royalties are creditable against future royalty payments. The Rome License Agreement will, unless extended or sooner terminated, remain in effect until the later of the last claim of any patent or until any patent application comprising licensed patent rights has expired or been abandoned. Under the terms of the Rome License Agreement, either party may terminate the agreement should the other party become insolvent or file a petition in bankruptcy. Either party may terminate the agreement upon the other party’s material breach, provided that the breaching party will have up to 90 days to cure its material breach. Capricor may also terminate for any reason upon 90 days’ written notice to the University of Rome. The Johns Hopkins University License Agreement Capricor and JHU entered into an Exclusive License Agreement, effective June 22, 2006 (the “JHU License Agreement”), which provides for the grant of an exclusive, world-wide, royalty-bearing license by JHU to Capricor (with the right to sublicense) to develop and commercialize licensed products and licensed services under the licensed patent rights in all fields and a nonexclusive right to the know-how. In May 2009, the JHU License Agreement was amended to add additional patent rights to the JHU License Agreement in consideration of a payment to JHU and reimbursement of patent costs. Capricor and JHU executed a Second Amendment to the JHU License Agreement, effective as of December 20, 2013, pursuant to which, among other things, certain definitions were added or amended, the timing of certain obligations was revised and other obligations of the parties were clarified. Under the JHU License Agreement, Capricor is required to exercise commercially reasonable and diligent efforts to develop and commercialize licensed products covered by the licenses from JHU. Pursuant to the JHU License Agreement, JHU was paid an initial license fee and, thereafter, Capricor is required to pay minimum annual royalties on the anniversary dates of the JHU License Agreement. The minimum annual royalties range from $5,000 on the first and second anniversary dates to $20,000 on the tenth anniversary date and thereafter. The minimum annual royalties are creditable against a low single-digit running royalty on net sales of products and net service revenues, which Capricor is also required to pay under the JHU License Agreement, which running royalty may be subject to further reduction in the event that Capricor is required to pay royalties on any patent rights to third parties in order to make or sell a licensed product. In addition, Capricor is required to pay a low double-digit percentage of the consideration received by it from sublicenses granted, and is required to pay JHU certain defined development milestone payments upon the successful completion of certain phases of its clinical studies and upon receiving approval from the U.S. Food and Drug Administration (the “FDA”). The development milestones range from $100,000 upon successful completion of a full Phase I clinical study to $1,000,000 upon full FDA market approval and are fully creditable against payments owed by Capricor to JHU on account of sublicense consideration attributable to milestone payments received from a sublicensee. The maximum aggregate amount of milestone payments payable under the JHU License Agreement, as amended, is $1,850,000. In May 2015, Capricor paid the development milestone related to Phase I that was owed to JHU pursuant to the terms of the JHU License Agreement. The next milestone is triggered upon successful completion of a full Phase II study for which a payment of $250,000 will be due. The JHU License Agreement will, unless sooner terminated, continue in effect in each applicable country until the date of expiration of the last to expire patent within the patent rights, or, if no patents are issued, then for twenty years from the effective date. Under the terms of the JHU License Agreement, either party may terminate the agreement should the other party become insolvent or file a petition in bankruptcy, or fail to cure a material breach within 30 days after notice. In addition, Capricor may terminate for any reason upon 60 days’ written notice. Cedars-Sinai Medical Center License Agreements License Agreement for CDCs On January 4, 2010, Capricor entered into an Exclusive License Agreement with CSMC (the “Original CSMC License Agreement”) for certain intellectual property related to its CDC technology. In 2013, the Original CSMC License Agreement was amended twice resulting in, among other things, a reduction in the percentage of sublicense fees which would have been payable to CSMC. Effective December 30, 2013, Capricor entered into an Amended and Restated Exclusive License Agreement with CSMC (the “Amended CSMC License Agreement”) which amended, restated, and superseded the Original CSMC License Agreement, pursuant to which, among other things, certain definitions were added or amended, the timing of certain obligations was revised and other obligations of the parties were clarified. The Amended CSMC License Agreement provides for the grant of an exclusive, world-wide, royalty-bearing license by CSMC to Capricor (with the right to sublicense) to conduct research using the patent rights and know-how and develop and commercialize products in the field using the patent rights and know-how. In addition, Capricor has the exclusive right to negotiate for an exclusive license to any future rights arising from related work conducted by or under the direction of Dr. Eduardo Marbán on behalf of CSMC. In the event the parties fail to agree upon the terms of an exclusive license for any future rights, Capricor will have a non-exclusive license to such future rights, subject to royalty obligations. Pursuant to the Original CSMC License Agreement, CSMC was paid a license fee and Capricor was obligated to reimburse CSMC for certain fees and costs incurred in connection with the prosecution of certain patent rights. Additionally, Capricor is required to meet certain spending and development milestones. The annual spending requirements ranged from $350,000 to $800,000 each year between 2010 and 2017 (with the exception of 2014, for which there was no annual spending requirement). Pursuant to the Amended CSMC License Agreement, Capricor remains obligated to pay low single-digit royalties on sales of royalty-bearing products as well as a low double-digit percentage of the consideration received from any sublicenses or other grant of rights. The above-mentioned royalties are subject to reduction in the event Capricor becomes obligated to obtain a license from a third party for patent rights in connection with the royalty-bearing product. In 2010, Capricor discontinued its research under some of the patents. The Amended CSMC License Agreement will, unless sooner terminated, continue in effect on a country by country basis until the last to expire of the patents covering the patent rights or future patent rights. Under the terms of the Amended CSMC License Agreement, unless waived by CSMC, the agreement shall automatically terminate: (i) if Capricor ceases, dissolves or winds up its business operations; (ii) in the event of the insolvency or bankruptcy of Capricor or if Capricor makes an assignment for the benefit of its creditors; (iii) if performance by either party jeopardizes the licensure, accreditation or tax exempt status of CSMC or the agreement is deemed illegal by a governmental body; (iv) within 30 days for non-payment of royalties; (v) after 90 days’ notice from CSMC if Capricor fails to undertake commercially reasonable efforts to exploit the patent rights or future patent rights; (vi) if a material breach has not been cured within 90 days; or (vii) if Capricor challenges any of the CSMC patent rights. If Capricor fails to undertake commercially reasonable efforts to exploit the patent rights or future patent rights, and fails to cure that breach after 90 days’ notice from CSMC, instead of terminating the license, CSMC has the option to convert any exclusive license to Capricor to a non-exclusive or co-exclusive license. Capricor may terminate the agreement if CSMC fails to cure any material breach within 90 days after notice. On March 20, 2015, Capricor and CSMC entered into a First Amendment to the Amended CSMC License Agreement, pursuant to which the parties agreed to delete certain patent applications from the list of scheduled patents which Capricor determined not to be material to the portfolio. On August 5, 2016, Capricor and CSMC entered into a Second Amendment to the Amended CSMC License Agreement (the “Second License Amendment”), pursuant to which the parties agreed to add certain patent applications to the schedule of patent rights set forth in the agreement. Under the Second License Amendment, (i) the description of scheduled patent rights has been replaced by a revised schedule that includes six additional patent applications; (ii) Capricor paid an upfront fee of $2,500; and (iii) Capricor reimbursed CSMC approximately $10,000 for attorneys’ fees and filing fees that were incurred in connection with the additional patent applications. On December 26, 2017, Capricor entered into a Third Amendment to the Amended CSMC License Agreement thereby amending the CDCs License (the “Third License Amendment”). Under the Third License Amendment, (i) the description of scheduled patent rights has been replaced by a revised schedule that includes seven additional patent applications; and (ii) Capricor is required to reimburse CSMC approximately $50,000 for attorneys’ fees and filing fees that were incurred in connection with the additional patent rights. On June 20, 2018, Capricor and CSMC entered into a Fourth Amendment to the Amended CSMC License Agreement (the “Fourth License Amendment”). Under the Fourth License Amendment, the description of scheduled patent rights has been replaced by a revised schedule that includes two additional patent applications. License Agreement for Exosomes On May 5, 2014, Capricor entered into an Exclusive License Agreement with CSMC (the “Exosomes License Agreement”), for certain intellectual property rights related to exosomes technology. The Exosomes License Agreement provides for the grant of an exclusive, world-wide, royalty-bearing license by CSMC to Capricor (with the right to sublicense) in order to conduct research using the patent rights and know-how and to develop and commercialize products in the field using the patent rights and know-how. In addition, Capricor has the exclusive right to negotiate for an exclusive license to any future rights arising from related work conducted by or under the direction of Dr. Eduardo Marbán on behalf of CSMC. In the event the parties fail to agree upon the terms of an exclusive license, Capricor shall have a non-exclusive license to such future rights, subject to royalty obligations. Pursuant to the Exosomes License Agreement, CSMC was paid a license fee and Capricor reimbursed CSMC for certain fees and costs incurred in connection with the preparation and prosecution of certain patent applications. Additionally, Capricor is required to meet certain non-monetary development milestones and is obligated to pay low single-digit royalties on sales of royalty-bearing products as well as a single-digit percentage of the consideration received from any sublicenses or other grant of rights. The above-mentioned royalties are subject to reduction in the event Capricor becomes obligated to obtain a license from a third party for patent rights in connection with the royalty bearing product. The Exosomes License Agreement will, unless sooner terminated, continue in effect on a country by country basis until the last to expire of the patents covering the patent rights or future patent rights. Under the terms of the Exosomes License Agreement, unless waived by CSMC, the agreement shall automatically terminate: (i) if Capricor ceases, dissolves or winds up its business operations; (ii) in the event of the insolvency or bankruptcy of Capricor or if Capricor makes an assignment for the benefit of its creditors; (iii) if performance by either party jeopardizes the licensure, accreditation or tax exempt status of CSMC or the agreement is deemed illegal by a governmental body; (iv) within 30 days for non-payment of royalties; (v) after 90 days if Capricor fails to undertake commercially reasonable efforts to exploit the patent rights or future patent rights; (vi) if a material breach has not been cured within 90 days; or (vii) if Capricor challenges any of the CSMC patent rights. If Capricor fails to undertake commercially reasonable efforts to exploit the patent rights or future patent rights, and fails to cure that breach after 90 days’ notice from CSMC, instead of terminating the license, CSMC has the option to convert any exclusive license to Capricor to a non-exclusive or co-exclusive license. Capricor may terminate the agreement if CSMC fails to cure any material breach within 90 days after notice. On February 27, 2015, Capricor and CSMC entered into a First Amendment to Exosomes License Agreement (the “First Exosomes License Amendment”). Under the First Exosomes License Amendment, (i) the description of scheduled patent rights has been replaced by a revised schedule that includes four additional patent applications; (ii) Capricor was required to pay CSMC an upfront fee of $20,000; (iii) Capricor was required to reimburse CSMC approximately $34,000 for attorneys’ fees and filing fees that were incurred in connection with the additional patent rights; and (iv) Capricor is required to pay CSMC certain defined product development milestone payments upon reaching certain phases of its clinical studies and upon receiving approval for a product from the FDA. The product development milestones range from $15,000 upon the dosing of the first patient in a Phase I clinical trial of a product to $75,000 upon receipt of FDA approval for a product. The maximum aggregate amount of milestone payments payable under the Exosomes License Agreement, as amended, is $190,000. On June 10, 2015, Capricor and CSMC entered into a Second Amendment to Exosomes License Agreement, thereby amending the Exosomes License Agreement further to add an additional patent application to the Schedule of Patent Rights. On August 5, 2016, Capricor and CSMC entered into a Third Amendment to the Exosomes License Agreement (the “Third Exosomes License Amendment”), pursuant to which the parties agreed to add certain patent applications to the schedule of patent rights under the agreement. Under the Third Exosomes License Amendment, (i) the description of scheduled patent rights has been replaced by a revised schedule that includes three additional patent applications; (ii) Capricor paid CSMC an upfront fee of $2,500; and (iii) Capricor reimbursed CSMC approximately $16,000 for attorneys’ fees and filing fees that were incurred in connection with the additional patent applications. On December 26, 2017, Capricor and CSMC entered into a Fourth Amendment to Exosomes License Agreement, thereby amending the Exosomes License (the “Fourth Exosomes License Amendment”). Under the Fourth Exosomes License Amendment, (i) the description of scheduled patent rights was replaced by a revised schedule that includes seven additional patent applications; (ii) Capricor is required to reimburse CSMC approximately $50,000 for attorneys’ fees and filing fees that were incurred in connection with the additional patent rights; and (iii) a schedule to the Exosomes License was modified to extend the milestone deadline for filing an IND for at least one product to December 31, 2018. On June 20, 2018, Capricor and CSMC entered into a Fifth Amendment to the Exosomes License Agreement (the “Fifth License Amendment”). Under the Fifth License Amendment, (i) the description of scheduled patent rights has been replaced by a revised schedule that includes four additional patent applications; and (ii) Capricor is required to reimburse CSMC approximately $27,000 for attorneys’ fees and filing fees that were incurred in connection with the additional patent rights. On September 25, 2018, Capricor and CSMC entered into a Sixth Amendment to the Exosomes License Agreement (the “Sixth License Amendment”). Under the Sixth License Amendment, the milestone deadline for filing an IND for at least one product was extended to December 31, 2019. If the Company did not file an IND by December 31, 2019, or negotiate an additional extension of the milestone deadline, CSMC had the option to convert the exclusive license to a non-exclusive license or to a co-exclusive license or terminate the license under Title 35, Section 203 of the United States Code. Prior to exercising such option, Capricor had the opportunity to cure the failure to file an IND for a period of 90 days after its receipt of written notice from CSMC of its intent to exercise its option. In the first quarter of 2020, Capricor received a notice from CSMC indicating that Capricor was in default of this milestone and further, that unless such default was cured by April 19, 2020, the Exosomes License Agreement would automatically terminate. On April 15, 2020, Capricor filed an IND with the FDA, satisfying its milestone requirement under the Exosomes License Agreement and has therefore cured such default.

RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2020
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS	8. RELATED PARTY TRANSACTIONS Lease and Sub-Lease Agreement As noted above, Capricor is a party to lease agreements with CSMC, which holds shares of capital stock of Capricor Therapeutics (see Note 6 – “Commitments and Contingencies”), and CSMC has served as an investigative site in Capricor’s clinical trials. Additionally, Dr. Eduardo Marbán, who is a stockholder of Capricor Therapeutics and has participated from time to time as an observer at the Company’s meetings of the Board of Directors, is the Director of the Cedars-Sinai Smidt Heart Institute, and co-founder of Capricor. On April 1, 2013, Capricor entered into a sublease with Reprise Technologies, LLC, a limited liability company which is wholly owned by Dr. Frank Litvack, the Company’s Executive Chairman and member of its Board of Directors, for $2,500 per month. The sublease is on a month-to-month basis. For each of the three months periods ended March 31, 2020 and 2019, Capricor recognized $7,500 in sublease income from the related party. Sublease income is recorded as a reduction to general and administrative expenses. Consulting Agreements In 2013, Capricor entered into a Consulting Agreement with Dr. Frank Litvack, the Company’s Executive Chairman and a member of its Board of Directors, whereby Capricor agreed to pay Dr. Litvack $10,000 per month for consulting services. The agreement is terminable upon 30 days’ notice. Payables to Related Party At March 31, 2020 and December 31, 2019, the Company had accounts payable and accrued expenses to related parties totaling $28,629 and $22,315, respectively. CSMC accounts for $18,481 and $12,315 of the total accounts payable and accrued expenses to related parties as of March 31, 2020 and December 31, 2019, respectively. CSMC expenses relate to research and development costs. During the three months ended March 31, 2020 and 2019, the Company paid CSMC approximately $21,000 and $94,000, respectively, for such costs. Related Party Clinical Trials Capricor has agreed to provide CAP-1002 for investigational purposes in two clinical trials sponsored by CSMC. This product was developed as part of the Company’s past research and development efforts. The first trial is known as “Regression of Fibrosis and Reversal of Diastolic Dysfunction in HFpEF Patients Treated with Allogeneic CDCs” or REGRESS. Dr. Eduardo Marbán is the named principal investigator under the study. In March 2020, we were informed that the REGRESS study was put on clinical hold by the FDA. The information we received suggested that the issue was related to inadequate patient monitoring at the study site to assess safety for certain patients who were experiencing adverse events after receiving an intracoronary infusion of CAP-1002. Inadequate patient monitoring and reporting was further discussed in additional correspondence from the FDA which we have subsequently received from the study sponsor. It remains uncertain as to when the FDA will release the clinical hold. The second trial is known as “Pulmonary Arterial Hypertension treated with Cardiosphere-derived Allogeneic Stem Cells” or ALPHA. In both studies, Capricor will provide the necessary number of doses of cells and will receive a negotiated amount of monetary compensation which is estimated to be approximately $2.1 million over several years. For the three months ended March 31, 2020 and 2019, the Company recognized approximately $67,000 and $108,000, respectively, as revenue. As of March 31, 2020, and December 31, 2019, approximately $36,000 and $58,000, respectively, is outstanding and recorded in prepaid expenses and other current assets. As of March 31, 2020, the Company has approximately $0.6 million to be received, subject to enrollment and certain conditions under the agreements. Due to the current COVID-19 pandemic, additional testing in the ALPHA has been delayed and as a result, purchases of additional doses of CAP-1002 have been delayed. Due to the clinical hold imposed on the REGRESS trial, purchases of additional doses of CAP-1002 have been suspended.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2020
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	9. SUBSEQUENT EVENTS Paycheck Protection Program Loan On April 7, 2020, Capricor, Inc. applied to City National Bank (“CNB”) under the Small Business Administration (the “SBA”) Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security Act of 2020 (the "CARES Act") for a loan of $318,160 (the “Loan”). On April 29, 2020, the Loan was approved and Capricor received the Loan proceeds, which we plan to use for covered payroll costs, rent and utilities in accordance with the relevant terms and conditions of the CARES Act. The Loan, which took the form of a promissory note issued by Capricor (the “Promissory Note”), has a two-year term, matures on April 29, 2022, and bears interest at a rate of 1.0% per annum. Monthly principal and interest payments, less the amount of any potential forgiveness, will commence on November 29, 2020. Capricor did not provide any collateral or guarantees for the Loan, nor did Capricor pay any facility charge to obtain the Loan. The Promissory Note provides for customary events of default, including, among others, those relating to failure to make payment, bankruptcy, breaches of representations and material adverse events. Capricor may prepay the principal of the Loan at any time without incurring any prepayment charges. The Loan may be forgiven partially or fully if the Loan proceeds are used for covered payroll costs, rent and utilities, provided that such amounts are incurred during the eight-week period that commenced on April 29, 2020 and at least 75% of any forgiven amount has been used for covered payroll costs. Any forgiveness of the Loan will be subject to approval by the SBA and CNB and will require Capricor to apply for such treatment in the future. May 2020 ATM Program On May 4, 2020, the Company initiated the May 2020 ATM Program. Any common stock sold in the May 2020 ATM Program will be distributed at the market prices prevailing at the time of sale. The Company filed the May 2020 ATM with an aggregate offering price of up to $40 million. Since May 4, 2020 and through the May 13, 2020, the Company has sold an aggregate of 1,800,000 shares of common stock under the May 2020 ATM Program at an average price of approximately $7.34 per share for gross proceeds of approximately $13.2 million. The Company paid cash commissions on the gross proceeds, plus reimbursement of expenses of Wainwright and legal fees in the aggregate amount of approximately $0.4 million. Initiation of Sponsored Research Agreement On April 1, 2020 we entered into a Sponsored Research Agreement (“SRA”), with Johns Hopkins University pursuant to which researchers in the lab of Dr. Stephen Gould will perform certain research activities in connection with our exosomes program. Pursuant to the SRA, we have agreed to fund the research activities and will have the right to negotiate for exclusive or non-exclusive rights to intellectual property that may result from such research activities.

ORGANIZATION AND SUMMARY OF S_2

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2020
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Description of Business	Description of Business Capricor Therapeutics, Inc., a Delaware corporation (referred to herein as “Capricor Therapeutics” or the “Company”), is a clinical-stage biotechnology company focused on the discovery, development and commercialization of innovative cell and exosome-based therapies for the treatment and prevention of diseases. Capricor, Inc. (“Capricor”), a wholly-owned subsidiary of Capricor Therapeutics, was founded in 2005 as a Delaware corporation based on the innovative work of its founder, Eduardo Marbán, M.D., Ph.D. After completion of a merger between Capricor and a subsidiary of Nile Therapeutics, Inc., a Delaware corporation (“Nile”), on November 20, 2013, Capricor became a wholly-owned subsidiary of Nile and Nile formally changed its name to Capricor Therapeutics, Inc. Capricor Therapeutics, together with its subsidiary, Capricor, has two active drug candidates in various stages of development.
Basis of Presentation	Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements for Capricor Therapeutics and its wholly-owned subsidiary have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and with the instructions to Form 10‑Q and, therefore, do not include all disclosures necessary for a complete presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP. In the Company’s opinion, all adjustments, consisting of normal and recurring adjustments, considered necessary for a fair presentation have been included. The accompanying financial information should be read in conjunction with the financial statements and the notes thereto in the Company’s most recent Annual Report on Form 10‑K, as filed with the Securities and Exchange Commission (the “SEC”) on March 27, 2020 from which the December 31, 2019 consolidated balance sheet has been derived. Interim results are not necessarily indicative of the results that may be expected for the year ending December 31, 2020.
Basis of Consolidation	Basis of Consolidation Our condensed consolidated financial statements include the accounts of the Company and our wholly-owned subsidiary. All intercompany transactions have been eliminated in consolidation.
Liquidity	Liquidity The Company has historically financed its research and development activities as well as operational expenses from equity financings, government grants, a payment from Janssen Biotech, Inc. (“Janssen”) pursuant to a Collaboration Agreement with Janssen and a loan award and a grant from the California Institute for Regenerative Medicine (“CIRM”). Cash, cash equivalents and marketable securities as of March 31, 2020 were approximately $13.2 million, compared to approximately $9.9 million as of December 31, 2019. In March 2020, the Company entered into a warrant inducement transaction whereby an existing warrant holder exercised all existing warrants for gross proceeds of approximately $4.9 million (see Note 2 – “Stockholder's Equity”). In December 2019, the Company closed an offering for gross proceeds of approximately $5.1 million comprised of common stock and warrants (see Note 2 – “Stockholder's Equity). The Company has entered into various Common Stock Sales Agreements with H.C. Wainwright & Co. LLC (“Wainwright”) to create at-the-market equity programs under which the Company from time to time offered and sold shares of its common stock, par value $0.001 per share (see Note 2 - “Stockholders’ Equity”). Additionally, the Company has been awarded various grant and loan awards, which fund, in part, various pre-clinical and clinical activities (see Note 5 – “Government Grant Awards”). As of March 31, 2020, the Company has approximately $0.1 million remaining available under its grants and awards for disbursement, pursuant to the terms of the awards. The Company’s principal uses of cash are for research and development expenses, general and administrative expenses, capital expenditures and other working capital requirements. The Company’s future expenditures and capital requirements may be substantial and will depend on many factors, including, but not limited to, the following: · the timing and costs associated with its clinical trials and pre-clinical studies; · the timing and costs associated with the manufacturing of its product candidates; · the timing and costs associated with commercialization of its product candidates; · the number and scope of its research programs; and · the costs involved in prosecuting and enforcing patent claims and other intellectual property rights. The Company’s options for raising additional capital include potentially seeking additional financing primarily from, but not limited to, the sale and issuance of equity or debt securities, the licensing or sale of its technology and other assets, and from government grants. The Company will require substantial additional capital to fund its operations, in particular if it elects to expand its clinical programs as contemplated by its current business plan. The Company cannot provide assurances that financing will be available when and as needed or that, if available, financing will be available on favorable or acceptable terms. If the Company is unable to obtain additional financing when and if required, it would have a material adverse effect on the Company’s business and results of operations. The Company would likely need to delay, curtail or terminate all or portions of its clinical trial programs. To the extent the Company issues additional equity securities, its existing stockholders would experience substantial dilution. Reverse Stock Split On June 4, 2019, the Company effected a reverse stock split of its outstanding shares of common stock at a ratio of one-for-ten pursuant to a Certificate of Amendment to the Company’s Certificate of Incorporation filed with the Secretary of State of the State of Delaware. The reverse stock split was reflected on the Nasdaq Capital Market (“Nasdaq”) beginning with the opening of trading on June 5, 2019. The primary purpose of the reverse stock split, which was approved by the Company’s stockholders at the Company’s annual stockholders meeting on May 29, 2019, was to enable the Company to regain compliance with the $1.00 minimum bid price requirement for continued listing on Nasdaq. Pursuant to the reverse stock split, every ten shares of the Company’s issued and outstanding shares of common stock were automatically combined into one issued and outstanding share of common stock, without any change in the par value per share of the common stock. Unless otherwise indicated, all share and per share amounts of the common stock included in the accompanying condensed consolidated financial statements have been retrospectively adjusted to give effect to the reverse stock split for all periods presented, including reclassifying an amount equal to the reduction in par value to additional paid-in capital. Amounts of common stock resulting from the reverse stock split were rounded down to the nearest whole share and any resulting fractional shares were cancelled for cash. The number of authorized shares of the Company’s common stock remained unchanged. The reverse stock split affected all issued and outstanding shares of the Company’s common stock, and the respective numbers of shares of common stock underlying outstanding stock options, outstanding warrants and the Company’s equity incentive plans were proportionately adjusted.
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements. Estimates also affect the reported amounts of revenues and expenses during the reporting period. The most sensitive estimates relate to the recoverability and fair value of intangible assets and the assumptions used to estimate stock-based compensation expense. Management uses its historical records and knowledge of its business in making these estimates. Accordingly, actual results may differ from these estimates.
Cash, Cash Equivalents, and Restricted Cash	Cash, Cash Equivalents, and Restricted Cash The Company considers all highly liquid investments with a maturity of less than 30 days at the date of purchase to be cash equivalents. The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that total the same such amounts shown in the condensed consolidated statements of cash flows. March 31, March 31, 2020 2019 Cash and cash equivalents $ 13,217,481 $ 7,170,220 Restricted cash - 185,223 Total cash, cash equivalents, and restricted cash shown in the statements of cash flows $ 13,217,481 $ 7,355,443 For the three months ended March 31, 2019, restricted cash represents funds received under a CIRM award (the “CIRM Award”) (see Note 5 – “Government Grant Awards”). Restricted cash funds are to be allocated to the research costs as incurred. Generally, a reduction of restricted cash occurs when the Company deems certain costs are attributable to the respective award. The Company had no restricted funds as of March 31, 2020.
Marketable Securities	Marketable Securities The Company determines the appropriate classification of its marketable securities at the time of purchase and reevaluates such designation at each balance sheet date. All of the Company’s marketable securities are considered as available-for-sale and carried at estimated fair values. Realized gains and losses on the sale of debt and equity securities are determined using the specific identification method. Unrealized gains and losses on available-for-sale securities are excluded from net income (loss) and reported in accumulated other comprehensive income (loss) as a separate component of stockholders’ equity.
Property and Equipment	Property and Equipment Property and equipment are stated at cost. Repairs and maintenance costs are expensed in the period incurred. Depreciation is computed using the straight-line method over the related estimated useful life of the asset, which such estimated useful lives range from five to seven years. Leasehold improvements are depreciated on a straight-line basis over the shorter of the useful life of the asset or the lease term. Depreciation was $31,893 and $32,476 for the three months ended March 31, 2020 and 2019, respectively. Property and equipment, net consisted of the following: March 31, 2020 December 31, 2019 Furniture and fixtures $ 43,617 $ 43,617 Laboratory equipment 931,166 931,166 Leasehold improvements 47,043 47,043 1,021,826 1,021,826 Less accumulated depreciation (610,913) (579,020) Property and equipment, net $ 410,913 $ 442,806
Intangible Assets	Intangible Assets Amounts attributable to intellectual property consist primarily of the costs associated with the acquisition of certain technologies, patents, pending patents and related intangible assets with respect to research and development activities. Certain intellectual property assets are stated at cost and are amortized on a straight-line basis over the respective estimated useful lives of the assets ranging from five to fifteen years. Total amortization expense was $1,083 and $10,819 for the three months ended March 31, 2020 and 2019, respectively. A summary of future amortization expense as of March 31, 2020 is as follows: Years ended Amortization Expense 2020 (9 months) 3,248 2021 2,165 The Company reviews goodwill and intangible assets at least annually for possible impairment. Goodwill and intangible assets are reviewed for possible impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of the reporting unit below its carrying value. No impairment was recorded for the three months ended March 31, 2020 and 2019.
Leases	Leases Effective January 1, 2019, the Company adopted ASC Topic 842, "Leases" ("ASC 842"), using the optional transition method utilizing the effective date as its date of initial application, for which prior periods are presented in accordance with the previous guidance in ASC Topic 840, “Leases” (“ASC 840”). At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present in the arrangement. Leases with a term greater than 12 months are recognized on the balance sheet as right of use assets and short-term and long-term lease liabilities, as applicable. The Company has elected not to recognize on the balance sheet leases with terms of 12 months or less. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company's assessment unless there is reasonable certainty that the Company will renew. The Company monitors its plans to renew its leases no less than on a quarterly basis. In addition, the Company's lease agreements generally do not contain any residual value guarantees or restrictive covenants. Operating lease liabilities and their corresponding right of use assets are recorded based on the present value of future lease payments over the expected remaining lease term at lease commencement. Lease cost for operating leases is recognized on a straight-line basis over the lease term as an operating expense. Certain adjustments to the right of use asset may be required for items such as lease prepayments or incentives received. The interest rate implicit in lease contracts is typically not readily determinable. As a result, the Company utilizes its incremental borrowing rate, which reflects the fixed rate at which the Company could borrow on a collateralized basis the amount of the lease payments in the same currency, for a similar term, in a similar economic environment. In transition to ASC 842, the Company utilized the remaining lease term of its leases in determining the appropriate incremental borrowing rate. In accordance with ASC 842, components of a lease should be bifurcated between lease components and non-lease components. The fixed and in-substance fixed contract consideration identified must then be allocated based on the respective relative fair values to the lease components and non-lease components. However, ASC 842 provides a practical expedient that allows an accounting policy election to not separate lease and non-lease components by class of underlying asset. In using this expedient, the lease component and non-lease components are accounted for together as a single component. For real estate leases, the Company has elected to account for the lease and non-lease components together for existing classes of underlying assets and allocates the contract consideration to the lease component only. This practical expedient is not elected for manufacturing facilities and equipment embedded in product supply arrangements.
Revenue Recognition	Revenue Recognition For contracts completed as of December 31, 2017, revenue was recognized in accordance with ASC 605 and other superseded standards. The company applied ASU 606 using the modified retrospective approach for all contracts in process as of January 1, 2018. Government Research Grants Generally, government research grants that provide funding for research and development activities are recognized as income when the related expenses are incurred, as applicable. Because the terms of the CIRM Award allow Capricor to elect to convert the grant into a loan after the end of the project period, the CIRM Award is being classified as a liability rather than income (see Note 5 - “Government Grant Awards”). Grant income is due upon submission of reimbursement request. The transaction price varies for grant income based on the expenses incurred under the awards. Miscellaneous Income Revenue is recognized in connection with the delivery of doses which were developed as part of our past R&D efforts. Income is recorded when the Company has satisfied the obligations as identified in the contracts with the customer (see Note 8 – “Related Party Transactions”). Miscellaneous income is due upon billing. Miscellaneous income is based on contracts with fixed transaction prices.
Rent	Rent Rent expense for the Company’s leases, which generally have escalating rental amounts over the term of the lease, is recorded on a straight-line basis over the lease term. The difference between the rent expense and rent paid has been recorded as deferred rent in the consolidated balance sheet under accounts payable and accrued expenses. Rent is amortized on a straight-line basis over the term of the applicable lease, without consideration of renewal options.
Research and Development	Research and Development Costs relating to the design and development of new products are expensed as research and development as incurred in accordance with Financial Accounting Standards Board (“FASB”) ASC 730-10, Research and Development . Research and development costs amounted to approximately $1.2 million and $1.8 million for the three months ended March 31, 2020 and 2019, respectively.
Comprehensive Income (Loss)	Comprehensive Income (Loss) Comprehensive income (loss) generally represents all changes in stockholders’ equity during the period except those resulting from investments by, or distributions to, stockholders. The Company’s comprehensive loss was approximately $2.1 million and $2.5 million for the three months ended March 31, 2020 and 2019, respectively. The Company’s other comprehensive income (loss) is related to a net unrealized gain (loss) on marketable securities. For the three months ended March 31, 2020 and 2019, the Company’s other comprehensive gain (loss) was zero and $(12,393), respectively.
Clinical Trail Expense	Clinical Trial Expense As part of the process of preparing our condensed consolidated financial statements, we are required to estimate our accrued expenses. Our clinical trial accrual process is designed to account for expenses resulting from our obligations under contracts with vendors, consultants, and contract research organizations (“CROs”), and clinical site agreements in connection with conducting clinical trials. The financial terms of these contracts are subject to negotiations, which vary from contract to contract and may result in payment flows that do not match the periods over which materials or services are provided to us under such contracts. Our objective is to reflect the appropriate clinical trial expenses in our consolidated financial statements by matching the appropriate expenses with the period in which services are provided and efforts are expended. We account for these expenses according to the progress of the trial as measured by patient progression and the timing of various aspects of the trial. We determine accrual estimates through financial models that take into account discussion with applicable personnel and outside service providers as to the progress or state of completion of trials, or the services completed. During the course of a clinical trial, we adjust our clinical expense recognition if actual results differ from our estimates. We make estimates of our accrued expenses as of each balance sheet date in our consolidated financial statements based on the facts and circumstances known to us at that time. Our clinical trial accrual and prepaid assets are dependent, in part, upon the receipt of timely and accurate reporting from CROs and other third-party vendors. Although we do not expect our estimates to be materially different from amounts actually incurred, our understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in us reporting amounts that are too high or too low for any particular period.
Business Uncertainty Related to the Coronavirus	Business Uncertainty Related to the Coronavirus As a result of the spread of the COVID-19 coronavirus, uncertainties have arisen that could potentially impact enrollment of clinical trials, deliverables related to contract performance, payments from trial sponsors, workforce stability, supply chain disruptions or delays, timing of grant disbursements as well as other potential business operations. While the disruption is currently expected to be temporary, there is considerable uncertainty around its expected duration. In addition to potential impact on grant disbursements, there may be risks to the Company’s ability to obtain financing from other sources, due to the impact of the coronavirus. There could be other financial impacts on our business due to the coronavirus, the specifics of which are unknown at this time. In light of the increased uncertainties due to COVID-19 and its economic and other impacts and to uncertainties around the timing and availability of grant disbursements, the loss of revenue from the delay and/or suspension of the REGRESS and ALPHA trials as well as any potential equity and debt financings, the Company applied to City National Bank (“CNB”) under the Small Business Administration Paycheck Protection Program of the Coronavirus Aid, Relief and Economic Security Act of 2020 (the “CARES Act”) for a loan of $318,160 (the “Loan”). On April 29, 2020, the Loan was approved and the Company received the Loan proceeds, which the Company plans to use for covered payroll costs, rent and utilities, all in accordance with the relevant terms and conditions of the CARES Act (see Note 9 – “Subsequent Events”).
Stock-Based Compensation	Stock-Based Compensation The Company accounts for stock-based employee compensation arrangements in accordance with guidance issued by the FASB, which requires the measurement and recognition of compensation expense for all share-based payment awards made to employees, consultants, and directors based on estimated fair values. The Company estimates the fair value of stock-based compensation awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company’s statements of operations. The Company estimates the fair value of stock-based compensation awards using the Black-Scholes model. This model requires the Company to estimate the expected volatility and value of its common stock and the expected term of the stock options, all of which are highly complex and subjective variables. The variables take into consideration, among other things, actual and projected stock option exercise behavior. For employees and directors, the expected life was calculated based on the simplified method as described by the SEC Staff Accounting Bulletin No. 110, Share-Based Payment. For other service providers, the expected life was calculated using the contractual term of the award. The Company's estimate of expected volatility was based on the historical stock price of the Company. The Company has selected a risk-free rate based on the implied yield available on U.S. Treasury securities with a maturity equivalent to the expected term of the options.
Basic and Diluted Loss per Share	Basic and Diluted Loss per Share The Company reports earnings per share in accordance with FSAB ASC 260-10, Earnings per Share. Basic earnings (loss) per share is computed by dividing income (loss) available to common stockholders by the weighted-average number of shares of common stock outstanding during the period. Diluted earnings (loss) per share is computed similarly to basic earnings (loss) per share except that the denominator is increased to include the number of additional shares of common stock that would have been outstanding if the potential shares of common stock had been issued and if the additional shares of common stock were dilutive. For the three months ended March 31, 2020 and 2019, warrants and options to purchase 5,307,944 and 647,584 shares of common stock, respectively, have been excluded from the computation of potentially dilutive securities. Potentially dilutive common shares, which primarily consist of stock options issued to employees, consultants, and directors as well as warrants issued, have been excluded from the diluted loss per share calculation because their effect is anti-dilutive. Because the impact of these items is anti-dilutive during periods of net loss, there was no difference between basic and diluted loss per share for the three months ended March 31, 2020 and 2019.
Fair Value Measurements	Fair Value Measurements Assets and liabilities recorded at fair value in the balance sheet are categorized based upon the level of judgment associated with the inputs used to measure their fair value. The categories are as follows: Level Input: Input Definition: Level I Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date. Level II Inputs, other than quoted prices included in Level I, that are observable for the asset or liability through corroboration with market data at the measurement date. Level III Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. The following tables summarize the fair value measurements by level for assets and liabilities measured at fair value on a recurring basis: December 31, 2019 Level I Level II Level III Total Marketable Securities $ 5,986,050 $ - $ - $ 5,986,050 Carrying amounts reported in the balance sheet of cash and cash equivalents, grants receivable, accounts payable and accrued expenses approximate fair value due to their relatively short maturity. The carrying amounts of the Company’s marketable securities are based on market quotations from national exchanges at the balance sheet date. Interest and dividend income are recognized separately on the income statement based on classifications provided by the brokerage firm holding the investments. The fair value of borrowings is not considered to be significantly different from its carrying amount because the stated rates for such debt reflect current market rates and conditions.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): clarifying the interaction between Topic 808 and Topic 606. The amendments in the update clarifies that certain transactions between collaborative arrangement participants should be accounted for as revenue under Topic 606 when the collaborative arrangement participant is a customer in the context of a unit of account; adds unit-of-account guidance in Topic 808 to align with the guidance in Topic 606 when an entity is assessing whether the collaborative arrangement or a party to the arrangement is within the scope of Topic 606; requires that in a transaction with a collaborative arrangement participant that is not directly related to sales to third parties, presenting the transaction together with revenue recognized under Topic 606 is precluded if the collaborative arrangement participant is not a customer. The amendments for this update are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Company adopted ASU 2018-18 and all subsequent updates related to this topic in the first quarter of 2020. The adoption of this update did not have a material impact on the Company’s financial statements. Other recent accounting pronouncements issued by the FASB, including its Emerging Issues Task Force, the American Institute of Certified Public Accountants, and the SEC, did not or are not believed by management to have a material impact on the Company’s present or future consolidated financial statement presentation or disclosures.

ORGANIZATION AND SUMMARY OF S_3

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables)	3 Months Ended
	Mar. 31, 2020
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Schedule of cash and cash equivalents and restricted cash	The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the condensed consolidated balance sheets that total the same such amounts shown in the condensed consolidated statements of cash flows. March 31, March 31, 2020 2019 Cash and cash equivalents $ 13,217,481 $ 7,170,220 Restricted cash - 185,223 Total cash, cash equivalents, and restricted cash shown in the statements of cash flows $ 13,217,481 $ 7,355,443
Schedule of property, plant and equipment	Property and equipment, net consisted of the following: March 31, 2020 December 31, 2019 Furniture and fixtures $ 43,617 $ 43,617 Laboratory equipment 931,166 931,166 Leasehold improvements 47,043 47,043 1,021,826 1,021,826 Less accumulated depreciation (610,913) (579,020) Property and equipment, net $ 410,913 $ 442,806
Schedule of future amortization expense	A summary of future amortization expense as of March 31, 2020 is as follows: Years ended Amortization Expense 2020 (9 months) 3,248 2021 2,165
Schedule of fair value measurements	The following tables summarize the fair value measurements by level for assets and liabilities measured at fair value on a recurring basis: December 31, 2019 Level I Level II Level III Total Marketable Securities $ 5,986,050 $ - $ - $ 5,986,050

STOCK AWARDS, WARRANTS AND OP_2

STOCK AWARDS, WARRANTS AND OPTIONS (Tables)	3 Months Ended
	Mar. 31, 2020
Schedule of Employee and Non-Employee Stock based Compensation expense	Employee and non-employee stock-based compensation expense was as follows: Three months ended March 31, 2020 2019 General and administrative $ 247,497 $ 177,511 Research and development 40,310 45,655 Total $ 287,807 $ 223,166
Warrant [Member]
Summary of Warrant Activity	The following table summarizes all warrant activity for the three months ended March 31, 2020: Weighted Average Warrants Exercise Price Outstanding at December 31, 2019 7,501,696 $ 0.65 Granted 4,200,000 1.28 Exercised (7,236,608) 0.62 Outstanding at March 31, 2020 4,465,088 $ 1.29
Schedule of Outstanding Warrants	The following table summarizes all outstanding warrants to purchase shares of the Company’s common stock: Exercise Price Type Grant Date March 31, 2020 December 31, 2019 per Share Expiration Date Common Warrants 12/19/2019 61,173 4,139,477 $ 1.10 12/19/2024 Common Warrants 12/19/2019 203,915 203,915 $ 1.5325 12/17/2024 Pre-Funded Warrants 12/19/2019 - 3,158,304 $ 0.001 N/A Common Warrants 3/25/2020 4,000,000 - $ 1.27 9/25/2025 Common Warrants 3/27/2020 200,000 - $ 1.5313 3/27/2025 4,465,088 7,501,696
Stock Option [Member]
Schedule of Fair Value of Option Using Black-Scholes option	The Company estimates the fair value of each option award using the Black-Scholes option-pricing model. The Company used the following assumptions to estimate the fair value of stock options issued in the three months ended March 31, 2020 as no options were issued during the three months ended March 31, 2019: March 31, 2020 Expected volatility 104% - 107 % Expected term 5 - 6 years Dividend yield % Risk-free interest rates 0.9 - 1.5 %
Schedule of Employee and Non-Employee Stock Option	The following is a schedule summarizing employee and non-employee stock option activity for the three months ended March 31, 2020: Number of Weighted Average Aggregate Options Exercise Price Intrinsic Value Outstanding at January 1, 2020 754,913 $ 12.63 $ - Granted 94,958 1.28 Expired/Cancelled (7,015) 9.88 Outstanding at March 31, 2020 842,856 $ 2.24 $ 960 Exercisable at March 31, 2020 640,026 $ 2.49 $ -

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Tables)	3 Months Ended
	Mar. 31, 2020
COMMITMENTS AND CONTINGENCIES
Schedule of Future Minimum Rental Payments	A summary of future minimum rental payments required under operating leases as of March 31, 2020 is as follows: Years ended Operating Leases 2020 (9 months) $ 209,281

ORGANIZATION AND SUMMARY OF S_4

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Reconciliation of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019	Mar. 31, 2019	Dec. 31, 2018
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Cash and cash equivalents	$ 13,217,481	$ 3,899,328	$ 7,170,220
Restricted cash			185,223
Total cash, cash equivalents, and restricted cash shown in the statements of cash flows	$ 13,217,481	$ 3,899,328	$ 7,355,443	$ 4,545,097

ORGANIZATION AND SUMMARY OF S_5

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) - USD ($)	Mar. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment, Gross	$ 1,021,826	$ 1,021,826
Less accumulated depreciation	(610,913)	(579,020)
Property and equipment, net	410,913	442,806
Furniture and fixtures [Member]
Property, Plant and Equipment, Gross	43,617	43,617
Laboratory equipment [Member]
Property, Plant and Equipment, Gross	931,166	931,166
Leasehold improvements [Member]
Property, Plant and Equipment, Gross	$ 47,043	$ 47,043

ORGANIZATION AND SUMMARY OF S_6

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Intangible Assets (Details)	Mar. 31, 2020USD ($)
ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
2020 (9 months)	$ 3,248
2021	$ 2,165

ORGANIZATION AND SUMMARY OF S_7

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Fair Value Measurements (Details)	Dec. 31, 2019USD ($)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable Securities	$ 5,986,050
Level I [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable Securities	5,986,050
Level II [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable Securities	0
Level III [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Marketable Securities	$ 0

ORGANIZATION AND SUMMARY OF S_8

ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details)	Jun. 04, 2019	Mar. 31, 2020USD ($)$ / sharesshares	Mar. 31, 2020USD ($)$ / sharesshares	Mar. 31, 2019USD ($)shares	Apr. 07, 2020USD ($)	Dec. 31, 2019USD ($)$ / sharesshares
Accounting Policies [Line Items]
Cash, Cash Equivalents, and Marketable Securities		$ 13,200,000	$ 13,200,000			$ 9,900,000
Gross proceeds from offering common stock and warrants		$ 5,100,000
Number of warrants issued | shares		4,465,088	4,465,088			7,501,696
Common stock, par value | $ / shares		$ 0.001	$ 0.001			$ 0.001
Gross proceeds			$ 4,460,210	$ 1,433,287
Comprehensive Income (Loss), Net of Tax, Attributable to Parent			(2,084,061)	(2,531,738)
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, Net of Tax			757	(12,393)
Amortization of Intangible Assets			1,083	10,819
Depreciation			31,893	32,476
Restricted Cash and Cash Equivalents		$ 0	0
Reverse stock split ratio	0.10
Amount Available Under Grant Awards		$ 100,000	100,000
Research and Development Expense			$ 1,155,156	$ 1,811,182
Warrant [Member]
Accounting Policies [Line Items]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares			5,307,944	647,584
Pre-funded warrants
Accounting Policies [Line Items]
Number of warrants issued | shares						3,158,304
Common Warrants
Accounting Policies [Line Items]
Common stock, par value | $ / shares		$ 0.001	$ 0.001
Gross proceeds		$ 4,900,000
Subsequent Event [Member] | Paycheck Protection Program Loan [Member]
Accounting Policies [Line Items]
Amount of loan applied					$ 318,160
Minimum [Member]
Accounting Policies [Line Items]
Estimated useful lives (in years)			5 years
Minimum [Member] | Intellectual Property [Member]
Accounting Policies [Line Items]
Intangible assets, useful lives (in years)			5 years
Maximum [Member]
Accounting Policies [Line Items]
Estimated useful lives (in years)			7 years
Maximum [Member] | Intellectual Property [Member]
Accounting Policies [Line Items]
Intangible assets, useful lives (in years)			15 years

STOCKHOLDER'S EQUITY (Details)

STOCKHOLDER'S EQUITY (Details) - USD ($)	Mar. 26, 2020	Mar. 25, 2020	Aug. 23, 2019	Apr. 23, 2019	Mar. 31, 2020	Dec. 31, 2019	Mar. 31, 2020	Mar. 31, 2019	Mar. 31, 2020
Class of Stock [Line Items]
Common stock, shares outstanding					9,188,506	5,227,398	9,188,506		9,188,506
Common stock, shares issued					9,188,506	5,227,398	9,188,506		9,188,506
Number of warrants issued					4,465,088	7,501,696	4,465,088		4,465,088
Number of shares being held in abeyance		3,275,500
Beneficial ownership limitation		4.99%
Gross proceeds from offering common stock and warrants					$ 5,100,000
Issuance costs		$ 400,000
Proceeds from issuance of warrants		$ 4,900,000
Proceeds from Issuance of Common Stock							$ 4,460,210	$ 1,433,287
Common Stock, Par or Stated Value Per Share					$ 0.001	$ 0.001	$ 0.001		$ 0.001
Stock Issued During Period, Value, New Issues							$ 4,460,210	$ 1,433,287
Warrants and Rights Outstanding, Term		6 months
Common Warrants
Class of Stock [Line Items]
Common Stock, Par or Stated Value Per Share					$ 0.001		$ 0.001		0.001
Stock Issued During Period, Value, New Issues					$ 4,900,000
Pre-funded warrants
Class of Stock [Line Items]
Number of warrants issued						3,158,304
Exercise price of warrant					$ 0.001		0.001		$ 0.001
Placement Agent Warrants
Class of Stock [Line Items]
Number of warrants issued		200,000
Exercise price of warrant		$ 1.5313
Exercising Holder [Member]
Class of Stock [Line Items]
Number of shares issued to the exercising holders		724,500
New Warrants [Member]
Class of Stock [Line Items]
Exercise price of warrant		$ 1.27
Warrants and Rights Outstanding, Term		5 years 6 months
October 2017 ATM Program [Member]
Class of Stock [Line Items]
Number of common stock shares issued				899,233
Issuance costs				$ 400,000
Shares Issued, Price Per Share				$ 13.04
Proceeds from Issuance of Common Stock				$ 11,700,000
Commission Rate On Sale Price Per Share				3.00%
July 2019 ATM Program [Member]
Class of Stock [Line Items]
Number of common stock shares issued			418,450
Issuance costs			$ 100,000
Shares Issued, Price Per Share			$ 4.30
Proceeds from Issuance of Common Stock			$ 1,800,000
August 2019 ATM Program [Member]
Class of Stock [Line Items]
Number of common stock shares issued									360,316
Issuance costs									$ 100,000
Shares Issued, Price Per Share					$ 3.07		$ 3.07		$ 3.07
Proceeds from Issuance of Common Stock									$ 1,100,000
December 2019 Financing [Member]
Class of Stock [Line Items]
Number of common stock shares issued						531,173
December 2019 Financing [Member] | Common Warrants
Class of Stock [Line Items]
Exercise price of warrant						$ 1.226
December 2019 Financing [Member] | Pre-funded warrants
Class of Stock [Line Items]
Exercise price of warrant						$ 1.225
Gross proceeds from offering common stock and warrants						$ 5,100,000
December 2019 Financing [Member] | Placement Agent Warrants
Class of Stock [Line Items]
Number of warrants issued						203,915
Exercise price of warrant						$ 1.5325
Issuance costs						$ 700,000
Proceeds from issuance of warrants						$ 4,400,000
Pre-funded warrants exercised	3,608,304
Common warrants exercised	78,304
Maximum [Member] | December 2019 Financing [Member] | Common Warrants
Class of Stock [Line Items]
Number of warrants issued						4,139,477
Maximum [Member] | December 2019 Financing [Member] | Pre-funded warrants
Class of Stock [Line Items]
Number of warrants issued						3,608,304
Exercise Agreement [Member]
Class of Stock [Line Items]
Exercise price of warrant		$ 1.10
Exercise Agreement [Member] | Exercising Holder [Member]
Class of Stock [Line Items]
Exercise price of warrant		$ 1.225
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		4,000,000
Exercise Agreement [Member] | New Warrants [Member]
Class of Stock [Line Items]
Exercise price of warrant		$ 0.125
Class of Warrant or Right, Number of Securities Called by Warrants or Rights		4,000,000

STOCK AWARDS, WARRANTS AND OP_3

STOCK AWARDS, WARRANTS AND OPTIONS - Warrants (Details)	3 Months Ended
	Mar. 31, 2020$ / sharesshares
STOCK AWARDS, WARRANTS AND OPTIONS
Warrants Outstanding at Beginning | shares	7,501,696
Warrants Granted | shares	4,200,000
Warrants Exercised | shares	(7,236,608)
Warrants Outstanding at Ending | shares	4,465,088
Weighted Average Exercise Price Outstanding at Beginning | $ / shares	$ 0.65
Weighted Average Exercise Price Granted | $ / shares	1.28
Weighted Average Exercise Price Exercised | $ / shares	0.62
Weighted Average Exercise Price Outstanding at Ending | $ / shares	$ 1.29

STOCK AWARDS, WARRANTS AND OP_4

STOCK AWARDS, WARRANTS AND OPTIONS - Outstanding Warrants (Details) - $ / shares	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Class of Warrant or Right [Line Items]
Warrants Outstanding	4,465,088	7,501,696
Common Warrants with Expiration on December 2024 One
Class of Warrant or Right [Line Items]
Grant Date	Dec. 19, 2019
Warrants Outstanding	61,173	4,139,477
Exercise Price per Share	$ 1.10
Expiration Date	Dec. 19, 2024
Common Warrants with Expiration on December 2024 Two
Class of Warrant or Right [Line Items]
Grant Date	Dec. 19, 2019
Warrants Outstanding	203,915	203,915
Exercise Price per Share	$ 1.5325
Expiration Date	Dec. 17, 2024
Common Stock Warrants With Expiration On December 2025 One
Class of Warrant or Right [Line Items]
Grant Date	Mar. 25, 2020
Warrants Outstanding	4,000,000
Exercise Price per Share	$ 1.27
Expiration Date	Sep. 25, 2025
Common Stock Warrants With Expiration On December 2025 Two
Class of Warrant or Right [Line Items]
Grant Date	Mar. 27, 2020
Warrants Outstanding	200,000
Exercise Price per Share	$ 1.5313
Expiration Date	Mar. 27, 2025
Pre-funded warrants
Class of Warrant or Right [Line Items]
Grant Date	Dec. 19, 2019
Warrants Outstanding		3,158,304
Exercise Price per Share	$ 0.001

STOCK AWARDS, WARRANTS AND OP_5

STOCK AWARDS, WARRANTS AND OPTIONS - Assumptions (Details)	3 Months Ended
	Mar. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Dividend yield	0.00%
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	107.00%
Expected term	6 years
Risk-free interest rates	1.50%
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected volatility	104.00%
Expected term	5 years
Risk-free interest rates	0.90%

STOCK AWARDS, WARRANTS AND OP_6

STOCK AWARDS, WARRANTS AND OPTIONS - Stock-based Compensation Expense (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation cost	$ 287,807	$ 223,166
General and administrative [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation cost	247,497	177,511
Research and development [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation cost	$ 40,310	$ 45,655

STOCK AWARDS, WARRANTS AND OP_7

STOCK AWARDS, WARRANTS AND OPTIONS - Stock Option Activity (Details) - USD ($)	Feb. 12, 2020	Mar. 31, 2020	Mar. 31, 2019
Number of Options
Granted			0
Outstanding at Ending of the period	662,968
Weighted Average Exercise Price
Granted	$ 1.39
Stock Option [Member]
Number of Options
Outstanding at Beginning of the period		754,913
Granted		94,958
Expired/Cancelled		(7,015)
Outstanding at Ending of the period		842,856
Exercisable		640,026
Weighted Average Exercise Price
Outstanding at Beginning of the period		$ 12.63
Granted		1.28
Expired/Cancelled		9.88
Outstanding at Ending of the period		2.24
Exercisable		$ 2.49
Aggregate Intrinsic Value
Outstanding		$ 960

STOCK AWARDS, WARRANTS AND OP_8

STOCK AWARDS, WARRANTS AND OPTIONS - Additional Information (Details) - USD ($)	Feb. 12, 2020	Jun. 02, 2016	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2017	Jan. 01, 2020	Jan. 01, 2019	Nov. 20, 2013
Disclosure Stockholders Equity, stock Options And Warrants Additional Information [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value			$ 1.03
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross				0
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period			10 years
Number of options repriced	662,968
Reprice of options	$ 1.39
Total incremental cost	$ 178,000
Total incremental cost to be recognized			$ 171,000
Stock Option Plan 2012 [Member]
Disclosure Stockholders Equity, stock Options And Warrants Additional Information [Line Items]
Share Authorized In Plans After Merger								414,971
Maximum number of common stock reserved under the Plan						104,547	62,775
Non-Employee Director Plan 2012 [Member]
Disclosure Stockholders Equity, stock Options And Warrants Additional Information [Line Items]
Share Authorized In Plans After Merger								269,731
Stock Option [Member] | Stock Option Plan 2012 [Member]
Disclosure Stockholders Equity, stock Options And Warrants Additional Information [Line Items]
Share Authorized In Plans After Merger			414,971
Share-based Compensation Arrangement By Share-based Payment Award, Percentage Of Annual Increase In Number Of Shares Authorized		2.00%			2.00%
Incentive Stock Option [Member] | Stock Option Plan 2012 [Member]
Disclosure Stockholders Equity, stock Options And Warrants Additional Information [Line Items]
Minimum Limit Of Fair Market Value To Be Treated As Non-Statutory Stock			$ 100,000
Minimum [Member]
Disclosure Stockholders Equity, stock Options And Warrants Additional Information [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period			1 year
Maximum [Member]
Disclosure Stockholders Equity, stock Options And Warrants Additional Information [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period			4 years

CONCENTRATIONS (Details)

CONCENTRATIONS (Details)	Mar. 31, 2020USD ($)
Concentration Risk [Line Items]
Cash, Uninsured Amount	$ 12,700,000
Financial Institution One [Member]
Concentration Risk [Line Items]
Cash, FDIC Insured Amount	$ 250,000

GOVERNMENT GRANT AWARDS (Detail

GOVERNMENT GRANT AWARDS (Details) - USD ($) $ in Millions	1 Months Ended	34 Months Ended	43 Months Ended
	Jun. 16, 2016	Jun. 30, 2019	Mar. 31, 2020	Sep. 30, 2016
California Institute for Regenerative Medicine [Member]
Grant Award Liability	$ 3.4		$ 3.4
Minimum Expected Contribution	$ 2.3
NIH Grant Award HLHS [Member]
Cost Incurred Under Award		$ 0.7
Disbursement Amount Under Grant Award				$ 4.2
U.S. Department of Defense Grant Award [Member]
Cost Incurred Under Award			$ 2.3
Approved For Grant Award				$ 2.4

COMMITMENTS AND CONTINGENCIES -

COMMITMENTS AND CONTINGENCIES - Future Minimum Rental Payments (Details)	Mar. 31, 2020USD ($)
COMMITMENTS AND CONTINGENCIES
2020 (9 months)	$ 209,281

COMMITMENTS AND CONTINGENCIES_2

COMMITMENTS AND CONTINGENCIES - Additional Information (Details) - USD ($)	3 Months Ended		12 Months Ended		20 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2020	Dec. 31, 2019	Mar. 31, 2019	Jul. 31, 2019	Mar. 01, 2019	Jan. 11, 2019	Jun. 01, 2014	Jul. 01, 2013
Commitments and Contingencies Disclosure [Line Items]
Lease Term										2 years
Leases Monthly Payments For Additional Twelve Months						$ 15,805
Letter of Credit [Member]
Commitments and Contingencies Disclosure [Line Items]
Guarantees, Fair Value Disclosure								$ 232,803
Fourth Lease Amendment [Member]
Commitments and Contingencies Disclosure [Line Items]
Operating Leases, Rent Expense				$ 25,867
Fifth Lease Amendment [Member] | Scenario, Forecast [Member]
Commitments and Contingencies Disclosure [Line Items]
Operating Leases, Rent Expense			$ 16,229
Facilities Lease [Member]
Commitments and Contingencies Disclosure [Line Items]
Lease Term									3 years
Operating Leases, Rent Expense					$ 19,756
Lease Renewal Term						12 months
Monthly Lease Payment [Member]
Commitments and Contingencies Disclosure [Line Items]
Leases Monthly Payments for Remainder							$ 4,000
Unrelated Party [Member]
Commitments and Contingencies Disclosure [Line Items]
Operating Leases, Rent Expense	$ 48,687	$ 84,601
Related party [Member]
Commitments and Contingencies Disclosure [Line Items]
Operating Leases, Rent Expense	47,415	$ 55,317
Operating Leases, Future Minimum Payments Due	$ 63,220

LICENSE AGREEMENTS (Details)

LICENSE AGREEMENTS (Details)	Dec. 26, 2017USD ($)	Aug. 05, 2016USD ($)	Jun. 20, 2018USD ($)	Dec. 26, 2017USD ($)	Feb. 27, 2015USD ($)	Mar. 31, 2020EUR (€)	Mar. 31, 2020USD ($)	May 31, 2015USD ($)
Rome License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Payments for Royalties | €						€ 20,000
Written Notice Period						90 days	90 days
JHU License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Written Notice Period						60 days	60 days
CSMC License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Written Notice Period						90 days	90 days
CSMC License Agreement [Member] | CSMC [Member]
LICENSE AGREEMENTS [Line Items]
Upfront Payment		$ 2,500
Reimbursed Expenses to be Paid		10,000		$ 50,000
Exosomes License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Written Notice Period						90 days	90 days
Potential Milestone Payments					$ 190,000
Exosomes License Agreement [Member] | CSMC [Member]
LICENSE AGREEMENTS [Line Items]
Upfront Payment		2,500			20,000
Reimbursed Expenses to be Paid	$ 50,000	$ 16,000	$ 27,000		34,000
Minimum [Member] | JHU License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Payments for Royalties							$ 5,000
Minimum [Member] | CSMC License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Development Milestones							350,000
Maximum [Member] | JHU License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Payments for Royalties							20,000
Potential Milestone Payments							1,850,000
Maximum [Member] | CSMC License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Development Milestones							800,000
Completion of Phase One [Member] | Exosomes License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Range of Milestone Payments, Payable Upon Successful Completion of Certain Phases					15,000
Completion of Phase One [Member] | Minimum [Member]
LICENSE AGREEMENTS [Line Items]
Range of Milestone Payments, Payable Upon Successful Completion of Certain Phases							100,000
Obtention of FDA Approval [Member] | Exosomes License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Range of Milestone Payments, Payable Upon Successful Completion of Certain Phases					$ 75,000
Obtention of FDA Approval [Member] | Maximum [Member]
LICENSE AGREEMENTS [Line Items]
Range of Milestone Payments, Payable Upon Successful Completion of Certain Phases							$ 1,000,000
Completion Of Phase Two Due [Member] | JHU License Agreement [Member]
LICENSE AGREEMENTS [Line Items]
Milestone Payments To Be Made Upon Successful Completion Of Certain Phases								$ 250,000

RELATED PARTY TRANSACTIONS (Det

RELATED PARTY TRANSACTIONS (Details) - USD ($)	1 Months Ended	3 Months Ended		12 Months Ended
	Apr. 30, 2013	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2013	Dec. 31, 2019
Related Party Transaction [Line Items]
Accounts Payable and Accrued Expenses Related Party Current		$ 28,629			$ 22,315
Compensation Receivable In Connection to Services to be Provided		2,100,000
Related Party Transaction, Other Revenues from Transactions with Related Party		67,000	$ 108,000
Prepaid Expenses and Other Current Assets [Member]
Related Party Transaction [Line Items]
Due from Related Parties		36,000			58,000
Enrollment and certain conditions under the agreements [Member]
Related Party Transaction [Line Items]
Due from Related Parties		600,000
Board of Directors Chairman [Member] | Sublease Agreement with Frank Litvack [Member]
Related Party Transaction [Line Items]
Monthly Sub-lease Income	$ 2,500	7,500	7,500
Board of Directors Chairman [Member] | Consulting Agreement with Frank Litvack [Member]
Related Party Transaction [Line Items]
Monthly Consulting Fees to Related Party				$ 10,000
Affiliated Entity [Member] | Transaction other than Sub-Award Agreement [Member]
Related Party Transaction [Line Items]
Accounts Payable and Accrued Expenses Related Party Current		18,481			$ 12,315
CSMC [Member]
Related Party Transaction [Line Items]
Payments for Reimbursement for Research and Development Expenses Incurred Related Party		$ 21,000	$ 94,000

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - USD ($)	May 13, 2020	Mar. 25, 2020	Mar. 31, 2020	Mar. 31, 2019	May 04, 2020	Apr. 07, 2020
Proceeds from Issuance of Common Stock			$ 4,460,210	$ 1,433,287
Payments of Stock Issuance Costs		$ 400,000
Subsequent Event [Member] | May 2020 At The Market Program [Member]
Maximum aggregate offering price					$ 40,000,000
Number of common stock shares issued	1,800,000
Average Price	$ 7.34
Proceeds from Issuance of Common Stock	$ 13,200,000
Payments of Stock Issuance Costs	$ 400,000
Subsequent Event [Member] | Paycheck Protection Program Loan [Member]
Amount of loan applied						$ 318,160
Term of Loan						2 years