Apollo Endosurgery (APEN) 10-Q 11 Aug 15 2015 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2015	Aug. 07, 2015
Document and Entity Information
Entity Registrant Name	LPATH, INC
Entity Central Index Key	1,251,769
Document Type	10-Q
Document Period End Date	Jun. 30, 2015
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		29,402,702
Document Fiscal Year Focus	2,015
Document Fiscal Period Focus	Q2

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($)	Jun. 30, 2015	Dec. 31, 2014
Current Assets:
Cash and cash equivalents	$ 11,854,187	$ 17,282,325
Accounts receivable	731,945	727,178
Prepaid expenses and other current assets	297,115	413,260
Total current assets	12,883,247	18,422,763
Equipment and leasehold improvements, net	196,399	221,148
Patents, net	2,286,136	2,236,909
Deposits and other assets	77,350	77,350
Total assets	15,443,132	20,958,170
Current Liabilities:
Accounts payable	1,742,436	2,865,165
Accrued compensation	646,193	848,583
Accrued expenses	224,425	383,623
Deferred contract revenue		125,000
Deferred rent, short-term portion	38,684	33,744
Total current liabilities	2,651,738	4,256,115
Deferred rent, long-term portion	16,287	35,629
Warrants		850,000
Total liabilities	2,668,025	5,141,744
Stockholders' Equity:
Common stock - $.001 par value; 100,000,000 shares authorized; 25,843,763 and 19,224,708 issued and outstanding at June 30, 2015 and December 31, 2014, respectively	25,844	19,225
Additional paid-in capital	84,187,954	81,830,410
Accumulated deficit	(71,438,691)	(66,033,209)
Total stockholders' equity	12,775,107	15,816,426
Total liabilities and stockholders' equity	$ 15,443,132	$ 20,958,170

Condensed Consolidated Balance3

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2015	Dec. 31, 2014
Condensed Consolidated Balance Sheets
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	25,843,763	19,224,708
Common stock, shares outstanding	25,843,763	19,224,708

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Revenues:
Grant and royalty revenue	$ 13,329	$ 199,984	$ 26,964	$ 316,083
Research and development revenue under collaborative agreements	734,292	1,132,109	1,504,558	2,735,386
Total revenues	747,621	1,332,093	1,531,522	3,051,469
Expenses:
Research and development	2,879,137	4,574,964	5,634,625	8,237,972
General and administrative	1,101,676	1,083,008	2,152,419	2,239,965
Total expenses	3,980,813	5,657,972	7,787,044	10,477,937
Loss from operations	(3,233,192)	(4,325,879)	(6,255,522)	(7,426,468)
Other income (expense), net	40	18	40	18
Change in fair value of warrants	600,000	600,000	850,000	400,000
Net loss	$ (2,633,152)	$ (3,725,861)	$ (5,405,482)	$ (7,026,450)
Basic and diluted net loss per share	$ (0.13)	$ (0.23)	$ (0.27)	$ (0.46)
Weighted-average shares outstanding used in the calculation	20,750,016	15,865,634	20,235,533	15,192,395

Condensed Consolidated Stateme5

Condensed Consolidated Statements of Cash Flows - USD ($)	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Cash flows from operating activities:
Net loss	$ (5,405,482)	$ (7,026,450)
Adjustments to reconcile net loss to net cash used in operating activities:
Share-based compensation expense	465,975	704,226
Change in fair value of warrants	(850,000)	(400,000)
Depreciation and amortization	142,398	98,948
Changes in operating assets and liabilities:
Accounts receivable	(4,767)	(3,466)
Prepaid expenses and other current assets	116,145	(125,511)
Accounts payable and accrued expenses	(1,478,447)	195,364
Deferred contract revenue	(125,000)	(248,000)
Other	(13,579)	(9,606)
Net cash used in operating activities	(7,152,757)	(6,814,495)
Cash flows from investing activities:
Equipment and leasehold improvement expenditures	(21,117)	(99,007)
Patent expenditures	(146,581)	(196,827)
Net cash used in investing activities	(167,698)	(295,834)
Cash flows from financing activities:
Proceeds from sale of common stock and warrants, net	1,845,821	9,604,892
Proceeds from options and warrants exercised	47,676	250
Payment for restricted stock tax liability on net settlement	(1,180)	(82,977)
Net cash provided by financing activities	1,892,317	9,522,165
Net increase (decrease) in cash and cash equivalents	(5,428,138)	2,411,836
Cash and cash equivalents at beginning of period	17,282,325	11,851,639
Cash and cash equivalents at end of period	11,854,187	14,263,475
Cash paid during the year for:
Income taxes	1,600	1,600
Supplemental disclosure of non-cash investing and financing activities:
Change in fair value of warrant liability	$ (850,000)	$ (400,000)

BASIS FOR PRESENTATION

BASIS FOR PRESENTATION	6 Months Ended
	Jun. 30, 2015
BASIS FOR PRESENTATION
BASIS FOR PRESENTATION	Note 1 — BASIS FOR PRESENTATION The unaudited condensed consolidated balance sheet of Lpath, Inc. (“Lpath” or “the company”) as of December 31, 2014 was derived from our audited financial statements, but does not contain all disclosures required by accounting principles generally accepted in the United States of America, and certain information and disclosures normally included have been condensed or omitted pursuant to the rules and regulations of the SEC. In the opinion of management, all adjustments considered necessary for a fair presentation have been included. Except as otherwise disclosed, all such adjustments are of a normal recurring nature. Operating results for the three-month and six-month periods ended June 30, 2015 are not necessarily indicative of the results that may be expected for the year ending December 31, 2015 or for any future financial period. For further information, refer to the consolidated financial statements and notes included in the company’s annual report on Form 10-K for the year ended December 31, 2014. The preparation of the consolidated financial statements in conformity with U.S. generally accepted accounting principles (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenues from Contracts with Customers (Topic 606) . This guidance applies to any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards. The core principle of this guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance supersedes existing revenue recognition guidance, including most industry-specific guidance, as well as certain related guidance on accounting for contract costs. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Early application is not permitted. The company is currently evaluating the impact of this ASU on its consolidated financial statements. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern . ASU 2014-15 defines management’s responsibility to evaluate whether there is substantial doubt about an organization’s ability to continue as a going concern and to provide related footnote disclosures. The guidance in ASU 2014-15 is effective for annual reporting periods beginning after December 15, 2016, with early application permitted. The company is currently evaluating the impact of ASU 2014-15 on the Company’s financial statements.

RESEARCH AND DEVELOPMENT COLLAB

RESEARCH AND DEVELOPMENT COLLABORATIVE AGREEMENTS	6 Months Ended
	Jun. 30, 2015
RESEARCH AND DEVELOPMENT COLLABORATIVE AGREEMENTS
RESEARCH AND DEVELOPMENT COLLABORATIVE AGREEMENTS	Note 2 — RESEARCH AND DEVELOPMENT COLLABORATIVE AGREEMENTS In 2010, Lpath entered into an agreement providing Pfizer Inc. (“Pfizer”) with an exclusive option for a worldwide license to develop and commercialize iSONEP™ (“the Pfizer Agreement”), Lpath’s lead monoclonal antibody product candidate that is being evaluated for the treatment of wet age-related macular degeneration (“wet AMD”) and other ocular disorders. On May 20, 2015, Lpath announced that its Phase 2 “Nexus” clinical trial evaluating iSONEP™ in patients with wet age-related macular degeneration (wet AMD) did not meet its primary or key secondary endpoints. Wet AMD patients who had not responded adequately to existing anti-vascular endothelial growth factor (VEGF) therapies including Lucentis®, Avastin® and Eylea® did not show any statistically significant improvement in visual acuity when treated with iSONEP as an adjunctive or monotherapy. On August 9, 2015, Pfizer’s option to obtain worldwide rights to iSONEP expired, unexercised, which resulted in the termination of the Pfizer Agreement. Consequently, all rights that Pfizer held in the iSONEP program have reverted to Lpath. Lpath has no plans for further development of iSONEP. As part of the agreement, Lpath granted to Pfizer a time-limited right of first refusal for ASONEP™, Lpath’s product candidate that is being evaluated for the treatment of cancer. That right of first refusal expired on August 9, 2015, concurrently with the expiration of Pfizer’s option to acquire the license to iSONEP. Pfizer has no further obligations to fund clinical trial costs incurred after the expiration date of the Pfizer Agreement. The company recognized revenue under the Pfizer Agreement as follows: Six Months Ended Three Months Ended June 30, June 30, 2015 2014 2015 2014 Cost reimbursements $ $ $ $ Amortization of license and development fees $ $ $ $

SHARE-BASED PAYMENTS

SHARE-BASED PAYMENTS	6 Months Ended
	Jun. 30, 2015
SHARE-BASED PAYMENTS
SHARE-BASED PAYMENTS	Note 3 — SHARE-BASED PAYMENTS The company recognized share-based compensation expense as follows: Six Months Ended Three Months Ended June 30, June 30, 2015 2014 2015 2014 Research and development $ $ $ $ General and administrative Total share-based compensation expense $ $ $ $ As of June 30, 2015, there was a total of $1.7 million in unrecognized compensation expense related to unvested share-based compensation under the Lpath, Inc. Amended and Restated 2005 Equity Incentive Plan. That expense is expected to be recognized over a weighted-average period of 2.6 years. Because of its net operating loss carryforwards, the company did not realize any tax benefits for the tax deductions from share-based payment arrangements during the six months ended June 30, 2015 and 2014.

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	6 Months Ended
	Jun. 30, 2015
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	Note 4 — FAIR VALUE MEASUREMENTS Lpath has issued warrants, of which some are classified as equity and some as liabilities. The warrants issued in March 2012 (and expiring in March 2017) provide that in the event of a fundamental transaction, as defined by the warrant agreement, the company may, under certain circumstances, be obligated to settle the March 2012 warrants for cash equal to the value of the warrants determined in accordance with the warrant agreement. The company’s recurring fair value measurements at June 30, 2015 were as follows: Fair Value as of June 30, 2015 Significant Unobservable Inputs (Level 3) Liabilities: Warrants expiring March 2017 $ — $ — The company determined the fair value of the warrant liability for certain warrants, as applicable, using a Black-Scholes model. The model considered amounts and timing of future possible equity and warrant issuances and volatility of the company’s stock price equal to 100%, as specified in the underlying warrants. Recurring Level 3 Activity, Reconciliation, and Basis for Valuation The table below provides a reconciliation of the beginning and ending balances for the liabilities measured at fair value using significant unobservable inputs (Level 3). Fair value measurements using significant unobservable inputs (Level 3): Liabilities: Warrant liability as of January 1, 2015 $ Change in fair value of warrants ) Warrant liability as of June 30, 2015 $ — The terms of all outstanding warrants permit the company, upon exercise of the warrants, to settle the contract by the delivery of unregistered shares. As of June 30, 2015 there were 4,591,359 warrants outstanding with a weighted-average exercise price of $4.21 per share expiring through September 2019.

COMMON STOCK

COMMON STOCK	6 Months Ended
	Jun. 30, 2015
COMMON STOCK.
COMMON STOCK	Note 5 — COMMON STOCK On March 18, 2014, Lpath entered into an at-the-market issuance sales agreement with MLV (the “MLV Agreement”). Pursuant to the MLV Agreement, the company may issue and sell shares of its common stock having an aggregate offering price of up to $23 million (subject to limitations set by the SEC if the aggregate market-value of the company’s common stock held by non-affiliates remains below $75 million) from time to time, at the company’s option, through MLV. Sales of common stock through MLV, if any, will be made by any method that is deemed an “at-the-market” offering as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, including by means of ordinary brokers’ transactions at market prices, in block transactions or as otherwise agreed by the Lpath and MLV. Subject to the terms and conditions of the MLV Agreement, MLV will use commercially reasonable efforts to sell the common stock based upon the company’s instructions (including any price, time or size limits or other customary parameters or conditions the Company may impose). Lpath is not obligated to make any sales of its common stock under the MLV Agreement. Any shares sold will be sold pursuant to the company’s effective shelf registration statement on Form S-3. The company will pay MLV a commission of up to 3.0% of the gross proceeds. The MLV Agreement will terminate upon the earlier of the sale of all common stock subject to the MLV Agreement or termination of the MLV Agreement by the company or MLV. From May 21, 2015 through June 30, 2015, the company sold 6,402,578 shares at sales prices ranging from $0.27 to $0.32 per share, resulting in $1,845,821 in net proceeds. From July 1, 2015 to July 17, 2015, the company sold an additional 3,564,239 shares at sales prices ranging from $0.28 to $0.34 per share, resulting in $1,063,000 in net proceeds. There were no additional sales of Lpath stock after July 17, 2015.

EARNINGS PER SHARE

EARNINGS PER SHARE	6 Months Ended
	Jun. 30, 2015
EARNINGS PER SHARE
EARNINGS PER SHARE	Note 6 — EARNINGS PER SHARE Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for potentially dilutive securities. Because the company reported a net loss for the three months ended June 30, 2015 and 2014, diluted net loss per common share is the same as basic net loss per common share for those periods. Anti-dilutive common stock equivalents were excluded from the calculation of diluted loss per share as follows: Six and Three Months Ended June 30, 2015 2014 Stock options Warrants Restricted stock units Total

RESEARCH AND DEVELOPMENT COLL12

RESEARCH AND DEVELOPMENT COLLABORATIVE AGREEMENTS (Tables)	6 Months Ended
	Jun. 30, 2015
RESEARCH AND DEVELOPMENT COLLABORATIVE AGREEMENTS
Schedule of recognized revenue under the Pfizer Agreement	Six Months Ended Three Months Ended June 30, June 30, 2015 2014 2015 2014 Cost reimbursements $ $ $ $ Amortization of license and development fees $ $ $ $

SHARE-BASED PAYMENTS (Tables)

SHARE-BASED PAYMENTS (Tables)	6 Months Ended
	Jun. 30, 2015
SHARE-BASED PAYMENTS
Schedule of recognized share-based compensation expense	Six Months Ended Three Months Ended June 30, June 30, 2015 2014 2015 2014 Research and development $ $ $ $ General and administrative Total share-based compensation expense $ $ $ $

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	6 Months Ended
	Jun. 30, 2015
FAIR VALUE MEASUREMENTS
Schedule of recurring fair value measurements	Fair Value as of June 30, 2015 Significant Unobservable Inputs (Level 3) Liabilities: Warrants expiring March 2017 $ — $ —
Fair value measurements using significant unobservable inputs (Level 3)	Liabilities: Warrant liability as of January 1, 2015 $ Change in fair value of warrants ) Warrant liability as of June 30, 2015 $ —

EARNINGS PER SHARE (Tables)

EARNINGS PER SHARE (Tables)	6 Months Ended
	Jun. 30, 2015
EARNINGS PER SHARE
Anti-dilutive common stock equivalents were excluded from the calculation of diluted loss per share as follows	Six and Three Months Ended June 30, 2015 2014 Stock options Warrants Restricted stock units Total

RESEARCH AND DEVELOPMENT COLL16

RESEARCH AND DEVELOPMENT COLLABORATIVE AGREEMENT (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Research and development collaborative agreements
Total recognized revenue	$ 734,292	$ 1,132,109	$ 1,504,558	$ 2,735,386
Collaboration agreement | Pfizer Inc.
Research and development collaborative agreements
Cost reimbursements	671,792	1,008,109	1,379,558	2,487,386
Amortization of license and development fees	62,500	124,000	125,000	248,000
Total recognized revenue	$ 734,292	$ 1,132,109	$ 1,504,558	$ 2,735,386

SHARE-BASED PAYMENTS (Details)

SHARE-BASED PAYMENTS (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014	Jun. 30, 2015	Jun. 30, 2014
Share-based compensation expense
Total share-based compensation expense	$ 214,916	$ 386,425	$ 465,975	$ 704,226
Unrecognized compensation expense related to unvested share-based compensation	1,700,000		$ 1,700,000
Weighted average period to recognize unrecognized share-based compensation expense			2 years 7 months 6 days
Research and development
Share-based compensation expense
Total share-based compensation expense	91,051	118,261	$ 215,088	232,913
General and administrative
Share-based compensation expense
Total share-based compensation expense	$ 123,865	$ 268,164	$ 250,887	$ 471,313

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details)	6 Months Ended
	Jun. 30, 2015
FAIR VALUE MEASUREMENTS
Volatility of stock price as specified in the underlying warrants (as a percent)	100.00%

FAIR VALUE MEASUREMENTS (Deta19

FAIR VALUE MEASUREMENTS (Details 2) - Jun. 30, 2015 - Warrants - USD ($)	Total
Liabilities:
Change in fair value of warrants	$ (850,000)
Number of warrants outstanding (in shares)	4,591,359
Weighted-average exercise price of warrant outstanding (in dollars per share)	$ 4.21

COMMON STOCK (Details)

COMMON STOCK (Details) - USD ($)	Jul. 18, 2015	Mar. 18, 2014	Jul. 17, 2015	Jun. 30, 2015	Jun. 30, 2015
MLV
Common stock, shares issued				6,402,578
Net proceeds					$ 1,845,821
MLV | Subsequent events
Common stock, shares issued			3,564,239
Net proceeds			$ 1,063,000
MLV | Subsequent events | Common Stock sold after July 17, 2015
Common stock, shares issued	0
MLV | Minimum
Sales price (in dollars per share)				$ 0.27	$ 0.27
MLV | Minimum | Subsequent events
Sales price (in dollars per share)			$ 0.28
MLV | Maximum
Aggregate offering price		$ 23,000,000
Commission payable as a percentage of gross proceeds		3.00%
Sales price (in dollars per share)				$ 0.32	$ 0.32
MLV | Maximum | Subsequent events
Sales price (in dollars per share)			$ 0.34
Non Affiliates | Maximum
Common stock held by non-affiliates		$ 75,000,000

EARNINGS PER SHARE (Details)

EARNINGS PER SHARE (Details) - shares	6 Months Ended
	Jun. 30, 2015	Jun. 30, 2014
Anti-dilutive securities excluded from the calculation of diluted income (loss) per share
Anti-dilutive common stock equivalents (in shares)	6,648,627	2,363,279
Stock options
Anti-dilutive securities excluded from the calculation of diluted income (loss) per share
Anti-dilutive common stock equivalents (in shares)	1,549,995	802,829
Warrants
Anti-dilutive securities excluded from the calculation of diluted income (loss) per share
Anti-dilutive common stock equivalents (in shares)	4,591,359	924,241
Restricted stock units
Anti-dilutive securities excluded from the calculation of diluted income (loss) per share
Anti-dilutive common stock equivalents (in shares)	507,273	636,209

Uncategorized Items - lptn-2015

Label	Element	Value
Warrant [Member]
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	us-gaap_FairValueMeasurementWithUnobservableInputsReconciliationsRecurringBasisLiabilityValue	$ 850,000