Vivani Medical (VANI) 10-Q 14 Nov 22 2022 Q3 Quarterly report Financial data

Cover

Cover - shares	9 Months Ended
	Sep. 30, 2022	Nov. 11, 2022
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Sep. 30, 2022
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2022
Current Fiscal Year End Date	--12-31
Entity File Number	001-36747
Entity Registrant Name	Vivani Medical, Inc.
Entity Central Index Key	0001266806
Entity Tax Identification Number	02-0692322
Entity Incorporation, State or Country Code	CA
Entity Address, Address Line One	5858 Horton Street
Entity Address, Address Line Two	Suite 280
Entity Address, City or Town	Emeryville
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94608
City Area Code	818
Local Phone Number	833-5000
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		50,735,770
Common Stock [Member]
Title of 12(b) Security	Common Stock
Trading Symbol	VANI
Security Exchange Name	NASDAQ
Warrants [Member]
Title of 12(b) Security	Warrants
Trading Symbol	VANIW
Security Exchange Name	NASDAQ

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (unaudited) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 51,684	$ 2,178
Prepaid expenses and other current assets	2,779	291
Total current assets	54,463	2,469
Property and equipment, net	1,250	1,173
Right-of-use assets	1,050	1,611
Deposits and other assets	259	200
Total assets	57,022	5,453
Current liabilities:
Accounts payable	1,969	281
Accrued expenses	1,853	895
Accrued compensation expense	555
Current operating lease liabilities	1,243	910
Total current liabilities	5,620	2,086
Long term operating lease liabilities	42	902
Total liabilities	5,662	2,988
Stockholders’ equity:
Preferred stock, no par value, 10,000 shares authorized; none outstanding
Common stock, no par value; 300,000 shares authorized; shares issued and outstanding: 50,736 as of September 30, 2022 and 36,803 as of December 31, 2021	109,050	54,649
Additional paid-in capital	7,838	6,713
Accumulated other comprehensive loss	(26)
Accumulated deficit	(65,502)	(58,897)
Total stockholders’ equity	51,360	2,465
Total liabilities and stockholders’ equity	$ 57,022	$ 5,453

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (unaudited) (Parenthetical) - $ / shares	Sep. 30, 2022	Dec. 31, 2021
Statement of Financial Position [Abstract]
Preferred stock, no par value (in dollars per share)	$ 0	$ 0
Preferred stock, shares authorized	10,000	10,000
Preferred stock, shares outstanding	0	0
Common stock, no par value (in dollars per share)	$ 0	$ 0
Common stock, shares authorized	300,000	300,000
Common stock, shares outstanding	50,736	36,803
Common stock, shares issued	50,736	36,803

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Statement [Abstract]
Net sales
Cost of sales
Gross profit
Operating expenses:
Research and development, net of grants	3,855	2,868	9,738	8,027
Clinical and regulatory, net of grants	4		4
General and administrative	1,585	617	3,709	1,748
Total operating expenses	5,444	3,485	13,451	9,775
Loss from operations	(5,444)	(3,485)	(13,451)	(9,775)
Other income (expense), net	6,867	(6)	6,846	622
Net income/(loss)	$ 1,423	$ (3,491)	$ (6,605)	$ (9,153)
Net income/(loss) per common share – basic	$ 0.04	$ (0.10)	$ (0.18)	$ (0.28)
Net income/(loss) per common share – diluted	$ 0.04	$ (0.10)	$ (0.18)	$ (0.28)
Weighted average common shares outstanding – basic	37,965	33,799	37,712	32,771
Weighted average common shares outstanding – diluted	38,477	33,799	37,712	32,771

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Loss (unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Income Statement [Abstract]
Net income(loss)	$ 1,423	$ (3,491)	$ (6,605)	$ (9,153)
Other comprehensive income (loss):
Foreign currency translation adjustments	(26)		(26)
Comprehensive income/(loss)	$ 1,397	$ (3,491)	$ (6,631)	$ (9,153)

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Stockholders' Equity (Deficit) (unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	AOCI Attributable to Parent [Member]	Retained Earnings [Member]	Total
Beginning balance, value at Dec. 31, 2020	$ 43,029	$ 5,045		$ (46,123)	$ 1,951
Beginning balance (in shares) at Dec. 31, 2020	32,197
Issuance of shares of common stock and warrants, net of issuance costs	$ 2,166				2,166
Issuance of shares of common stock in underwritten public offering (in shares)	688
Options and warrants exercised, net of partial shares adjustment	$ 24				24
Options and warrants exercised, net of partial shares (in shares)	36
Stock-based compensation expense		450			450
Net income				(2,988)	(2,988)
Ending balance, value at Mar. 31, 2021	$ 45,219	5,495		(49,111)	1,603
Ending balance (in shares) at Mar. 31, 2021	32,921
Beginning balance, value at Dec. 31, 2020	$ 43,029	5,045		(46,123)	1,951
Beginning balance (in shares) at Dec. 31, 2020	32,197
Net income					(9,153)
Foreign currency translation adjustment
Ending balance, value at Sep. 30, 2021	$ 50,432	6,278		(55,277)	1,433
Ending balance (in shares) at Sep. 30, 2021	35,140
Beginning balance, value at Dec. 31, 2020	$ 43,029	5,045		(46,123)	1,951
Beginning balance (in shares) at Dec. 31, 2020	32,197
Ending balance, value at Dec. 31, 2021	$ 54,649	6,713		(58,897)	$ 2,465
Ending balance (in shares) at Dec. 31, 2021	36,803				36,803
Beginning balance, value at Mar. 31, 2021	$ 45,219	5,495		(49,111)	$ 1,603
Beginning balance (in shares) at Mar. 31, 2021	32,921
Issuance of shares of common stock and warrants, net of issuance costs	$ 2,076				2,076
Issuance of shares of common stock in underwritten public offering (in shares)	662
Stock-based compensation expense		394			394
Net income				(2,675)	(2,675)
Ending balance, value at Jun. 30, 2021	$ 47,295	5,889		(51,786)	1,398
Ending balance (in shares) at Jun. 30, 2021	33,583
Issuance of shares of common stock and warrants, net of issuance costs	$ 3,105				3,105
Issuance of shares of common stock in underwritten public offering (in shares)	990
Options and warrants exercised, net of partial shares adjustment	$ 32				32
Options and warrants exercised, net of partial shares (in shares)	627
Stock-based compensation expense		389			389
Net income				(3,491)	(3,491)
Repurchase of common stock
Repurchase of common stock (in shares)	(60)
Foreign currency translation adjustment
Ending balance, value at Sep. 30, 2021	$ 50,432	6,278		(55,277)	1,433
Ending balance (in shares) at Sep. 30, 2021	35,140
Beginning balance, value at Dec. 31, 2021	$ 54,649	6,713		(58,897)	$ 2,465
Beginning balance (in shares) at Dec. 31, 2021	36,803				36,803
Options and warrants exercised, net of partial shares adjustment	$ 1				$ 1
Options and warrants exercised, net of partial shares (in shares)	24
Stock-based compensation expense		340			340
Net income				(3,924)	(3,924)
Repurchase of common stock
Repurchase of common stock (in shares)	4
Ending balance, value at Mar. 31, 2022	$ 54,650	7,053		(62,821)	(1,118)
Ending balance (in shares) at Mar. 31, 2022	36,831
Beginning balance, value at Dec. 31, 2021	$ 54,649	6,713		(58,897)	$ 2,465
Beginning balance (in shares) at Dec. 31, 2021	36,803				36,803
Net income					$ (6,605)
Foreign currency translation adjustment					(26)
Ending balance, value at Sep. 30, 2022	$ 109,050	7,838	(26)	(65,502)	$ 51,360
Ending balance (in shares) at Sep. 30, 2022	50,736				50,736
Beginning balance, value at Mar. 31, 2022	$ 54,650	7,053		(62,821)	$ (1,118)
Beginning balance (in shares) at Mar. 31, 2022	36,831
Options and warrants exercised, net of partial shares adjustment	$ 12				12
Options and warrants exercised, net of partial shares (in shares)	6
Stock-based compensation expense		394			394
Net income				(4,104)	(4,104)
Ending balance, value at Jun. 30, 2022	$ 54,662	7,447		(66,925)	(4,816)
Ending balance (in shares) at Jun. 30, 2022	36,837
Options and warrants exercised, net of partial shares adjustment	$ 3				3
Options and warrants exercised, net of partial shares (in shares)	763
Stock-based compensation expense		391			391
Net income				1,423	1,423
Shares issued for SSMP net assets	$ 54,385				54,385
Shares issued for SSMP assets (in shares)	13,136
Foreign currency translation adjustment			(26)		(26)
Ending balance, value at Sep. 30, 2022	$ 109,050	$ 7,838	$ (26)	$ (65,502)	$ 51,360
Ending balance (in shares) at Sep. 30, 2022	50,736				50,736

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows from operating activities:
Net loss	$ (6,605)	$ (9,153)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	271	262
Stock-based compensation	1,125	1,233
Non-cash lease expense	23	(16)
Gain from bargain purchase	(6,877)
PPP loan forgiveness		(637)
Changes in operating assets and liabilities:
Prepaid expenses and other assets	(792)	34
Accounts payable	(1,163)	(1)
Accrued compensation expenses	102
Accrued expenses	332	286
Net cash used in operating activities	(13,584)	(7,992)
Cash flows from investing activities:
Purchase of intangibles	(48)
Purchases of property and equipment	(249)	(316)
Net cash used in investing activities	(297)	(316)
Cash flows from financing activities:
Cash acquired in merger for stock consideration	55,374
Proceeds from SAFE note	8,000
Net proceeds from sale of common stock and exercise of warrants	16	7,403
Net cash provided by financing activities	63,390	7,403
Effect of exchange rate changes on cash and cash equivalents	(3)
Cash and cash equivalents:
Net increase (decrease)	49,506	(905)
Balance at beginning of period	2,178	2,081
Balance at end of period	51,684	1,176
Non-cash investing and financing activities:
Cancellation of SAFE indebtedness in merger	8,000
Net liabilities acquired in merger for stock consideration	$ (2,112)

Organization and Business Opera

Organization and Business Operations	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Organization and Business Operations	1. Organization and Business Operations Vivani Medical, Inc. (“Vivani,” the “Company,” “we,” “us,” “our” or similar terms) is a clinical-stage, biopharmaceutical company developing therapeutic implants to treat conditions with high unmet medical need. Vivani’s Biopharm Division, which is the main focus of the company, develops miniaturized, subdermal drug implants utilizing its proprietary NanoPortal™ technology to enable long-term, near constant-rate delivery of a broad range of medicines to treat chronic diseases. An alarmingly significant 50% of patients are non-adherent to their medicines, contributing to more than $500 billion in avoidable healthcare costs and approximately 125,000 potentially preventable deaths per year in the US alone. Vivani’s portfolio of tiny, sub-dermal drug implants seeks to address medication non-adherence by providing steady levels of medication over a target duration of six months or longer. Vivani’s lead product, NPM-119, is a 6-month implant candidate under investigation for the treatment of Type 2 diabetes. Medication non-adherence is a primary reason why Type 2 diabetes treatments face significant challenges in achieving positive real-world effectiveness. Vivani’s Neuromodulation Division is developing the Orion ® The Biopharm Division and Neuromodulation Division represent business segments as determined by our chief operating decision maker, the chief executive officer (“CEO”), who reviews financial information for the purposes of making operating decisions, assessing financial performance and allocating resources. Operating expenses were allocated $12.8 million to the Biopharm Division and $ 0.6 million 2.3 million 0.2 million Agreement and Plan of Merger with Nano Precision Medical, Inc. On February 4, 2022, Second Sight Medical Products, Inc. (“Second Sight”) entered into an agreement and plan of merger (the “Merger Agreement”) with Nano Precision Medical, Inc. (“NPM”). The Merger was approved by the shareholders of Second Sight on July 27, 2022 and closed on August 30, 2022. Upon consummation of the Merger, NPM became a wholly-owned subsidiary of Second Sight. Concurrent with to the Merger, Second Sight changed its name to Vivani Medical, Inc. and changed its trading symbol from EYES to VANI, and trades under the ticker VANI on the NASDAQ market. Certain investors and members of the NPM board of directors are also investors and members of the board of directors of Second Sight. Under the terms and conditions of the Merger Agreement, the securities of NPM converted into the right to receive shares of Second Sight’s common stock representing 77.32 On February 4, 2022, in connection with the Merger, Second Sight and NPM also entered into a Simple Agreement for Future Equity (“SAFE”) whereby Second Sight provided to NPM an investment advance of $8 million. The Merger Agreement provided that the SAFE would terminate if the Merger were to be successfully completed. Under the terms of the SAFE, upon successfully completion of the Merger on August 30, 2022, the investment advance was eliminated. Under the accounting for a business combination, the $ 8 The Merger involved a change of control and was accounted for as a reverse merger in accordance with accounting principles generally accepted in the United States of America (“GAAP”). Under this method of accounting, Second Sight was treated as the “acquired” company for financial reporting purposes with NPM as the acquirer. The assets acquired and liabilities assumed by NPM were recorded at fair value under Accounting Codification Standard (“ASC 805”), Business on August 30, 2022 (the “Acquisition Date”), NPM (a calendar year-end entity) was deemed to have acquired 100% of the outstanding common shares and voting interest of Second Sight, Medical, Inc. The acquisition-date fair value of consideration transferred totaled $ 54.4 13,136 4.14 The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands): At August 30, 2022 Cash $ 55,374 Property and equipment 99 Prepaid expenses 1,657 Right of use assets 140 Other assets 56 Total identifiable assets acquired 57,326 Current liabilities (3,913 ) Right of use liabilities (151 ) Total liabilities assumed 4,064 Net identifiable assets acquired $ 53,262 The SAFE loan of $ 8.0 million The following table summarizes the calculation of the gain on bargain purchase (in thousands): Total consideration $ 54,385 SAFE loan forgiven (8,000 ) Less net identifiable assets acquired (53,262 ) Gain on bargain purchase $ 6,877 Because NPM purchased 100 6.9 We recognized $ 0.7 million Operating expenses of Second Sight included in the consolidated income statement from the acquisition date August 30, 2022 to the period ending September 30, 2022 were $ 0.5 21.7 20.6 SAFE On February 4, 2022, in connection with the Merger, Second Sight and NPM also entered into a Simple Agreement for Future Equity (“SAFE”) whereby Second Sight provided to NPM an investment advance of $8 million. The agreement provided that the SAFE would terminate if the Merger were to be successfully completed. Under the terms of the SAFE, upon successfully completion of the Merger on August 30, 2022, the investment advance was eliminated. Under the accounting for a business combination, the $8.0 million adjusted the purchase consideration. Liquidity From inception, our operations have been funded primarily through the sales of our common stock and warrants. The completion of our reverse merger with Second Sight Medical Products, Inc. provided $53.3 million in net assets including approximately $55.4 million in cash. Our financial statements have been presented on the basis that our business is a going concern, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. We are subject to the risks and uncertainties associated with a business with no revenue that is developing novel medical devices, including limitations on our operating capital resources. We have incurred recurring operating losses and negative operating cash flows since inception, and we expect to continue to incur operating losses and negative operating cash flows for the foreseeable future. We estimate that currently available cash will provide sufficient funds to enable the Company to meet its planned obligations for at least the next twenty-four months.

Basis of Presentation, Signific

Basis of Presentation, Significant Accounting Policies and Recent Accounting Pronouncements	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation, Significant Accounting Policies and Recent Accounting Pronouncements	2. Basis of Presentation, Significant Accounting Policies and Recent Accounting Pronouncements Basis of Presentation These unaudited interim financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) and following the requirements of the United States Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP can be condensed or omitted. In our opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of our financial position and our results of operations and cash flows for periods presented. These statements do not include all disclosures required by GAAP and should be read in conjunction with our financial statements and accompanying notes for the fiscal year ended December 31, 2021. The results of the interim periods are not necessarily indicative of the results expected for the full fiscal year or any other interim period or any future year or period. Income taxes - interim periods In calculating the provision for interim income taxes, in accordance with ASC 740, Income Taxes Use of estimates The preparation of financial statements requires management to make a number of estimates and assumptions related to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of expenses during the period. Estimates are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Some of the more significant estimates include the purchase price of net assets acquired in the Merger, useful lives of long-lived assets, the fair value of equity-based compensation and evaluation of going concern. Actual results could differ materially from those estimates. Net income/loss per share Basic net income/loss per share is computed using net income/loss from operations divided by the weighted-average number of shares of common stock outstanding during the period. Diluted net income/loss per share represents net income/loss from operations divided by the weighted- average number of common shares outstanding during the period, including all potentially dilutive common stock equivalents. Common stock equivalents consist of shares subject to warrants and share-based awards with exercise prices less than the average market price of common stock for the period, to the extent their inclusion would be dilutive. The computation of the weighted-average shares of common stock outstanding for diluted EPS excludes the following potential common shares as of September 30, 2022 and 2021 (in thousands): September 30, September 30, 2022 2021 Shares underlying warrants outstanding 10,311 7,731 Shares underlying stock options outstanding 4,515 6,387 The shares underlying the SAFE obligation were issuable only if the Merger were to be terminated. These contingently issuable shares were excluded from the dilutive computation because conversion was not “probable” as defined in the accounting literature. However, if the evaluation met the probability threshold, the shares would be excluded from diluted EPS since their inclusion would have an anti-dilutive effect. Significant Accounting Policies Our significant accounting policies are set forth in our financial statements for the year ended December 31, 2021 as filed in the prospectus. Recently Issued Accounting Pronouncements We do not believe that any recently issued, but not yet effective, accounting standards, if adopted, will have a material effect on the financial statements.

Concentration of Risk

Concentration of Risk	9 Months Ended
	Sep. 30, 2022
Risks and Uncertainties [Abstract]
Concentration of Risk	3. Concentration of Risk Credit Risk Financial instruments that subject us to concentrations of credit risk consist primarily of cash and money market funds. We maintain cash and money market funds with financial institutions that we deem reputable. Foreign Operations The accompanying condensed consolidated financial statements as of September 30, 2022 include gross assets amounting to $ 0.1 million

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2022
Fair Value Disclosures [Abstract]
Fair Value Measurements	4. Fair Value Measurements The authoritative guidance with respect to fair value establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three levels and requires that assets and liabilities carried at fair value be classified and disclosed in one of three categories, as presented below. Disclosure as to transfers in and out of Levels 1 and 2, and activity in Level 3 fair value measurements, is also required. Level 1. Observable inputs such as quoted prices in active markets for an identical asset or liability that we have the ability to access as of the measurement date. Financial assets and liabilities utilizing Level 1 inputs include active-exchange traded securities and exchange-based derivatives. Level 2. Inputs, other than quoted prices included within Level 1, which are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. Financial assets and liabilities utilizing Level 2 inputs include fixed income securities, non-exchange-based derivatives, mutual funds, and fair-value hedges. Level 3. Unobservable inputs in which there is little or no market data for the asset or liability which requires the reporting entity to develop its own assumptions. Financial assets and liabilities utilizing Level 3 inputs include infrequently-traded non-exchange-based derivatives and commingled investment funds, and are measured using present value pricing models. Cash equivalents, which includes money market funds, are the only financial instrument measured and recorded at fair value on our consolidated balance sheet, and they are valued using Level 1 inputs. Assets measured at fair value on a recurring basis are as follows (in thousands): Total Level 1 Level 2 Level 3 September 30, 2022 (unaudited): Money market funds $ 50,427 $ 50,427 $ — $ — December 31, 2021: Money market funds $ — $ — $ — $ —

Selected Balance Sheet Detail

Selected Balance Sheet Detail	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Selected Balance Sheet Detail	5. Selected Balance Sheet Detail Property and equipment Property and equipment consisted of the following (in thousands): September 30, December 31, 2022 2021 Equipment $ 3,481 $ 3,174 Furniture and fixtures 10 10 Software 49 8 Leasehold improvements 12 12 3,552 3,204 Accumulated depreciation and amortization (2,302 ) (2,031 ) Property and equipment, net $ 1,250 $ 1,173 Right-of-use assets and operating lease liabilities We lease certain office space and equipment for our use. Leases with an initial term of 12 months or less are not recorded on the balance sheet. Lease costs are recognized in the income statement over the lease term on a straight-line basis. Depreciation is computed using the straight-line method over the estimated useful life of the respective assets. The depreciable life of assets and leasehold improvements are limited by the expected lease term. Our lease agreements do not contain any material residual value guarantees or restrictive covenants. As most of our leases do not provide an implicit rate, we used our estimated incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We are presently negotiating for new lease sites for both of our current offices and expect to enter into new agreements in the last quarter of 2022. Schedule of right of use assets and operating lease liabilties Assets Classification September 30, 2022 (in thousands) December 31, Non-current assets Right-of-use assets $ 1,050 $ 1,611 Liabilities Current Current operating lease liabilities $ 1,243 $ 910 Long term Long term operating lease liabilities $ 42 $ 902 Schedule of lease liabilities For the three For the three For the nine For the nine months ended months ended months ended months ended September 30, September 30, September 30, September 30, 2022 2021 2022 2021 Cash paid for operating lease liabilities in thousands: $ 241 $ 207 766 616 Rent expense, including common area maintenance charges, was $ 0.2 million 0.2 million 0.7 million 0.6 million

Equity Securities

Equity Securities	9 Months Ended
	Sep. 30, 2022
Equity [Abstract]
Equity Securities	6. Equity Securities We are authorized to issue 300,000,000 50,735,770 10,000,000 none 13,136,362

Warrants

Warrants	9 Months Ended
	Sep. 30, 2022
Warrants
Warrants	7. Warrants NPM, prior to the Merger, issued common stock and warrants (collectively, the “unit” or “units”) in 2019, 2020 and 2021 for $ 3.147 5 The other adjustment for 2,563,688 A summary of warrant activity for the nine months ended September 30, 2022 is presented below (in thousands, except per share and contractual life data). Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in Years) Warrants outstanding as of December 31, 2021 9,074 $ 3.147 2.93 Issued — — — Exercised (1,327 ) $ 3,147 Forfeited or expired — Other adjustment 2,564 $ 11.75 1.46 Warrants outstanding as of September 30, 2022 10,311 $ 5.29 2.56 Warrants exercisable as of September 30, 2022 10,311 $ 5.29 2.56 The warrants outstanding as of September 30, 2022 had no

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]
Stock-Based Compensation	8. Stock-Based Compensation A summary of stock option activity for the nine months ended September 30, 2022 is presented below (in thousands, except per share and contractual life data). Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in Years) Options outstanding as of December 31, 2021 4,542 $ 2.89 6.49 Granted 454 $ 2.80 Exercised (73 ) $ 1.66 Forfeited or expired (168 ) $ 5.19 Other adjustment 272 $ 12.84 Options outstanding, vested and expected to vest as of September 30, 2022 5,027 $ 3.21 6.99 Options exercisable as of September 30, 2022 3,816 $ 3.27 6.51 The estimated aggregate intrinsic value of stock options exercisable as of September 30, 2022 was $ 0.9 million 1.9 million 1.16 During the quarter ended September 30, 2022, we granted stock options to purchase 453,576 ten years 2.80 four years 2.01 2.20 4.25 5.58 100 3.42 3.60 0.0 Stock-based compensation expense recognized for stock-based awards in the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Research and development $ 274 $ 341 $ 788 $ 989 General and administrative 118 49 338 244 Total $ 392 $ 390 $ 1,125 $ 1,233

Risk and Uncertainties

Risk and Uncertainties	9 Months Ended
	Sep. 30, 2022
Risk And Uncertainties
Risk and Uncertainties	9. Risk and Uncertainties We continue to monitor the ongoing COVID-19 global pandemic which has resulted in travel and other restrictions to reduce the spread of the disease. We presently are not experiencing any significant disruptions from the ongoing COVID-19 pandemic. All clinical and chemistry, manufacturing and control activities are currently active. The safety, health and well-being of all patients, medical staff and internal and external teams is the paramount and primary focus. As the pandemic and its resulting restrictions evolve in jurisdictions across the country, the potential exists for further disruptions to projected timelines. We are in close communication with clinical teams and key vendors and are prepared to take action should the pandemic worsen and impact the business in the future.

Litigation, Claims and Assessme

Litigation, Claims and Assessments	9 Months Ended
	Sep. 30, 2022
Commitments and Contingencies Disclosure [Abstract]
Litigation, Claims and Assessments	10. Litigation, Claims and Assessments Three oppositions filed by Pixium Vision SA (“Pixium”) are pending in the European Patent Office, each challenging the validity of a European patent owned by us. The outcomes of the challenges are not certain, however, if successful, they may affect our ability to block competitors from utilizing our patented technology. We do not believe a successful challenge will have a material effect on our ability to manufacture and sell our products, or otherwise have a material effect on our operations. Second Sight entered into a Memorandum of Understanding (“MOU”) for a proposed business combination with Pixium. In response to a press release by Pixium dated March 24, 2021, and subsequent communications between Second Sight and Pixium, Second Sight’s Board of Directors determined that the business combination with Pixium was not in the best interest of their shareholders. On April 1, 2021, Second Sight gave notice to Pixium that they were terminating the MOU between the parties and seeking an amicable resolution of termination amounts that may be due, however no assurance can be given that an amicable resolution will be reached. Second Sight accrued $ 1,000,000 Pixium in April 2021. Pixium indicated that it considered this termination wrongful, rejected the Company’s offers, but retained the $ 1,000,000 5.1 In November 2020, Second Sight and Pixium retained Oppenheimer & Co. Inc. as placement agent for a proposed private placement of securities in connection with the Pixium Business Combination. On April 1, 2021, Second Sight received an invoice from Oppenheimer for more than $ 1.86 million 6.5 27.9 million We are party to litigation arising in the ordinary course of business. It is our opinion that the outcome of such matters will not have a material effect on our results of operations, however, the results of litigation and claims are inherently unpredictable. Regardless of the outcome, litigation can have an adverse impact on us because of defense and settlement costs, diversion of management resources and other factors.

Basis of Presentation, Signif_2

Basis of Presentation, Significant Accounting Policies and Recent Accounting Pronouncements (Policies)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation These unaudited interim financial statements have been prepared in accordance with United States generally accepted accounting principles (“GAAP”) and following the requirements of the United States Securities and Exchange Commission (“SEC”) for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by GAAP can be condensed or omitted. In our opinion, the unaudited interim financial statements have been prepared on the same basis as the audited financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of our financial position and our results of operations and cash flows for periods presented. These statements do not include all disclosures required by GAAP and should be read in conjunction with our financial statements and accompanying notes for the fiscal year ended December 31, 2021. The results of the interim periods are not necessarily indicative of the results expected for the full fiscal year or any other interim period or any future year or period.
Income taxes - interim periods	Income taxes - interim periods In calculating the provision for interim income taxes, in accordance with ASC 740, Income Taxes
Use of estimates	Use of estimates The preparation of financial statements requires management to make a number of estimates and assumptions related to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of expenses during the period. Estimates are based on historical experience and on various other assumptions that are believed to be reasonable under the circumstances. Some of the more significant estimates include the purchase price of net assets acquired in the Merger, useful lives of long-lived assets, the fair value of equity-based compensation and evaluation of going concern. Actual results could differ materially from those estimates.
Net income/loss per share	Net income/loss per share Basic net income/loss per share is computed using net income/loss from operations divided by the weighted-average number of shares of common stock outstanding during the period. Diluted net income/loss per share represents net income/loss from operations divided by the weighted- average number of common shares outstanding during the period, including all potentially dilutive common stock equivalents. Common stock equivalents consist of shares subject to warrants and share-based awards with exercise prices less than the average market price of common stock for the period, to the extent their inclusion would be dilutive. The computation of the weighted-average shares of common stock outstanding for diluted EPS excludes the following potential common shares as of September 30, 2022 and 2021 (in thousands): September 30, September 30, 2022 2021 Shares underlying warrants outstanding 10,311 7,731 Shares underlying stock options outstanding 4,515 6,387 The shares underlying the SAFE obligation were issuable only if the Merger were to be terminated. These contingently issuable shares were excluded from the dilutive computation because conversion was not “probable” as defined in the accounting literature. However, if the evaluation met the probability threshold, the shares would be excluded from diluted EPS since their inclusion would have an anti-dilutive effect.
Significant Accounting Policies	Significant Accounting Policies Our significant accounting policies are set forth in our financial statements for the year ended December 31, 2021 as filed in the prospectus.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements We do not believe that any recently issued, but not yet effective, accounting standards, if adopted, will have a material effect on the financial statements.

Organization and Business Ope_2

Organization and Business Operations (Tables)	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands):	The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands): At August 30, 2022 Cash $ 55,374 Property and equipment 99 Prepaid expenses 1,657 Right of use assets 140 Other assets 56 Total identifiable assets acquired 57,326 Current liabilities (3,913 ) Right of use liabilities (151 ) Total liabilities assumed 4,064 Net identifiable assets acquired $ 53,262
The following table summarizes the calculation of the gain on bargain purchase (in thousands):	The following table summarizes the calculation of the gain on bargain purchase (in thousands): Total consideration $ 54,385 SAFE loan forgiven (8,000 ) Less net identifiable assets acquired (53,262 ) Gain on bargain purchase $ 6,877

Basis of Presentation, Signif_3

Basis of Presentation, Significant Accounting Policies and Recent Accounting Pronouncements (Tables)	9 Months Ended
	Sep. 30, 2022
Accounting Policies [Abstract]
The computation of the weighted-average shares of common stock outstanding for diluted EPS excludes the following potential common shares as of September 30, 2022 and 2021 (in thousands):	The computation of the weighted-average shares of common stock outstanding for diluted EPS excludes the following potential common shares as of September 30, 2022 and 2021 (in thousands): September 30, September 30, 2022 2021 Shares underlying warrants outstanding 10,311 7,731 Shares underlying stock options outstanding 4,515 6,387

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2022
Fair Value Disclosures [Abstract]
Assets measured at fair value on a recurring basis are as follows (in thousands):	Assets measured at fair value on a recurring basis are as follows (in thousands): Total Level 1 Level 2 Level 3 September 30, 2022 (unaudited): Money market funds $ 50,427 $ 50,427 $ — $ — December 31, 2021: Money market funds $ — $ — $ — $ —

Selected Balance Sheet Detail (

Selected Balance Sheet Detail (Tables)	9 Months Ended
	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Property and equipment consisted of the following (in thousands):	Property and equipment consisted of the following (in thousands): September 30, December 31, 2022 2021 Equipment $ 3,481 $ 3,174 Furniture and fixtures 10 10 Software 49 8 Leasehold improvements 12 12 3,552 3,204 Accumulated depreciation and amortization (2,302 ) (2,031 ) Property and equipment, net $ 1,250 $ 1,173
Schedule of right of use assets and operating lease liabilties	Schedule of right of use assets and operating lease liabilties Assets Classification September 30, 2022 (in thousands) December 31, Non-current assets Right-of-use assets $ 1,050 $ 1,611 Liabilities Current Current operating lease liabilities $ 1,243 $ 910 Long term Long term operating lease liabilities $ 42 $ 902
Schedule of lease liabilities	Schedule of lease liabilities For the three For the three For the nine For the nine months ended months ended months ended months ended September 30, September 30, September 30, September 30, 2022 2021 2022 2021 Cash paid for operating lease liabilities in thousands: $ 241 $ 207 766 616

Warrants (Tables)

Warrants (Tables)	9 Months Ended
	Sep. 30, 2022
Warrants
A summary of warrant activity for the nine months ended September 30, 2022 is presented below (in thousands, except per share and contractual life data).	A summary of warrant activity for the nine months ended September 30, 2022 is presented below (in thousands, except per share and contractual life data). Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in Years) Warrants outstanding as of December 31, 2021 9,074 $ 3.147 2.93 Issued — — — Exercised (1,327 ) $ 3,147 Forfeited or expired — Other adjustment 2,564 $ 11.75 1.46 Warrants outstanding as of September 30, 2022 10,311 $ 5.29 2.56 Warrants exercisable as of September 30, 2022 10,311 $ 5.29 2.56

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	9 Months Ended
	Sep. 30, 2022
Share-Based Payment Arrangement [Abstract]
A summary of stock option activity for the nine months ended September 30, 2022 is presented below (in thousands, except per share and contractual life data).	A summary of stock option activity for the nine months ended September 30, 2022 is presented below (in thousands, except per share and contractual life data). Number of Shares Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life (in Years) Options outstanding as of December 31, 2021 4,542 $ 2.89 6.49 Granted 454 $ 2.80 Exercised (73 ) $ 1.66 Forfeited or expired (168 ) $ 5.19 Other adjustment 272 $ 12.84 Options outstanding, vested and expected to vest as of September 30, 2022 5,027 $ 3.21 6.99 Options exercisable as of September 30, 2022 3,816 $ 3.27 6.51
Stock-based compensation expense recognized for stock-based awards in the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands):	Stock-based compensation expense recognized for stock-based awards in the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands): Three Months Ended Nine Months Ended September 30, September 30, 2022 2021 2022 2021 Research and development $ 274 $ 341 $ 788 $ 989 General and administrative 118 49 338 244 Total $ 392 $ 390 $ 1,125 $ 1,233

The following table summarizes

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date (in thousands): (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Aug. 30, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash	$ 50,427	$ 55,374
Property and equipment		99
Prepaid expenses		1,657
Right of use assets	$ 1,050	140	$ 1,611
Other assets		56
Total identifiable assets acquired		57,326
Current liabilities		(3,913)
Right of use liabilities		(151)
Total liabilities assumed		4,064
Net identifiable assets acquired		$ 53,262

The following table summarize_2

The following table summarizes the calculation of the gain on bargain purchase (in thousands): (Details) $ in Thousands	Aug. 30, 2022 USD ($)
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Total consideration	$ 54,385
SAFE loan forgiven	(8,000)
Less net identifiable assets acquired	(53,262)
Gain on bargain purchase	$ 6,877

Organization and Business Ope_3

Organization and Business Operations (Details Narrative) - USD ($)		1 Months Ended	3 Months Ended						9 Months Ended		12 Months Ended
	Feb. 04, 2022	Sep. 30, 2022	Sep. 30, 2022	Jun. 30, 2022	Mar. 31, 2022	Sep. 30, 2021	Jun. 30, 2021	Mar. 31, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021	Aug. 30, 2022
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Property and equipment, net		$ 1,250,000	$ 1,250,000						$ 1,250,000		$ 1,173,000
Operating lease right of use asset		$ 1,050,000	$ 1,050,000						$ 1,050,000		$ 1,611,000	$ 140,000
Business Combination, Consideration Transferred	$ 8,000,000
Common Stock, Voting Rights		on August 30, 2022 (the “Acquisition Date”), NPM (a calendar year-end entity) was deemed to have acquired 100% of the outstanding common shares and voting interest of Second Sight, Medical, Inc.
Fair value of the consideration transferred		$ 54,400,000
Common stock issued		50,736	50,736						50,736		36,803	13,136
Common Stock, Par or Stated Value Per Share		$ 4.14	$ 4.14						$ 4.14
Assets, Fair Value Adjustment		$ 8,000,000
Fair value of identifiable assets acquired and liabilities									100%
Gain of other income expenses									$ 6,900,000
Business Combination, Acquisition Related Costs									700,000
Operating Expenses		$ 500,000	$ 5,444,000			$ 3,485,000			13,451,000	$ 9,775,000
Net income(loss)			$ 1,423,000	$ (4,104,000)	$ (3,924,000)	$ (3,491,000)	$ (2,675,000)	$ (2,988,000)	(6,605,000)	$ (9,153,000)
Pro Forma [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Net income(loss)									$ 20,600,000		$ 21,700,000
Second Sight Switzerland Sarl [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Ownership interest (in percentage)		77.32%	77.32%						77.32%
Operating Segments [Member] | Chief Executive Officer [Member]
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Line Items]
Property and equipment, net		$ 600,000	$ 600,000						$ 600,000
Operating lease right of use asset		$ 2,300,000	$ 2,300,000						2,300,000
Operating lease division									$ 200,000

The computation of the weighted

The computation of the weighted-average shares of common stock outstanding for diluted EPS excludes the following potential common shares as of September 30, 2022 and 2021 (in thousands): (Details) - shares	Sep. 30, 2022	Sep. 30, 2021
Accounting Policies [Abstract]
Shares underlying warrants outstanding	10,311	7,731
Shares underlying stock options outstanding	4,515	6,387

Concentration of Risk (Details

Concentration of Risk (Details Narrative) - USD ($)	Sep. 30, 2022	Dec. 31, 2021
Assets	$ 57,022,000	$ 5,453,000
Eyes Second Sight Switzerland Sarl [Member]
Assets	$ 100,000

Assets measured at fair value o

Assets measured at fair value on a recurring basis are as follows (in thousands): (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Aug. 30, 2022	Dec. 31, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds	$ 50,427	$ 55,374
Money Market Funds [Member] | Fair Value, Inputs, Level 1 [Member] | Fair Value, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds	50,427
Money Market Funds [Member] | Fair Value, Inputs, Level 2 [Member] | Fair Value, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds
Money Market Funds [Member] | Fair Value, Inputs, Level 3 [Member] | Fair Value, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds

Property and equipment consiste

Property and equipment consisted of the following (in thousands): (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 3,552	$ 3,204
Accumulated depreciation and amortization	(2,302)	(2,031)
Property and equipment, net	1,250	1,173
Equipment [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	3,481	3,174
Furniture and Fixtures [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	10	10
Computer Hardware and Software [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	49	8
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 12	$ 12

Schedule of right of use assets

Schedule of right of use assets and operating lease liabilties (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Aug. 30, 2022	Dec. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Right-of-use assets	$ 1,050	$ 140	$ 1,611
Current operating lease liabilities	1,243		910
Long term operating lease liabilities	$ 42		$ 902

Schedule of lease liabilities (

Schedule of lease liabilities (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash paid for operating lease liabilities in thousands:	$ 241	$ 207	$ 766	$ 616

Selected Balance Sheet Detail_2

Selected Balance Sheet Detail (Details Narrative) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Rent expense manintenance charges	$ 200,000	$ 200,000	$ 700,000	$ 600,000

Equity Securities (Details Narr

Equity Securities (Details Narrative) - shares	Sep. 30, 2022	Aug. 30, 2022	Dec. 31, 2021
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Shares Authorized	300,000		300,000
Common Stock, Shares, Issued	50,736	13,136	36,803
Preferred Stock, Shares Authorized	10,000		10,000
Stock Issued During Period Shares Merger Acquisitions		13,136,362
Common Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Common Stock, Shares Authorized	300,000,000
Common Stock, Shares, Issued	50,735,770
Preferred Stock [Member]
Accumulated Other Comprehensive Income (Loss) [Line Items]
Preferred Stock, Shares Authorized	10,000,000
Preferred Stock, Shares Issued	0

A summary of warrant activity f

A summary of warrant activity for the nine months ended September 30, 2022 is presented below (in thousands, except per share and contractual life data). (Details) - Warrant [Member]	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Class of Warrant or Right [Line Items]
Outstanding at beginning	9,074
Outstanding at beginning | $ / shares	$ 3.147
Outstanding at begining (in years)	2 years 11 months 4 days
Issued
Issued | $ / shares	$ 0
Exercised	(1,327)
Exercised | $ / shares	$ 3,147
Forfeited or expired
Other adjustments	2,564
Other adjustments | $ / shares	$ 11.75
Other adjustments (in years)	1 year 5 months 16 days
Outstanding at ending	10,311
Outstanding at Ending | $ / shares	$ 5.29
Outstanding at ending (in years)	2 years 6 months 21 days
Exercisable at ending	10,311
Exercisable at ending | $ / shares	$ 5.29
Exercisable at ending (in years)	2 years 6 months 21 days

Warrants (Details Narrative)

Warrants (Details Narrative) - USD ($)		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2022	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Warrant [Member]
Subsidiary, Sale of Stock [Line Items]
Intrinsic value		$ 0
Right Offering [Member]
Subsidiary, Sale of Stock [Line Items]
Share price (in dollars per share)			$ 3.147	$ 3.147	$ 3.147
Term of warrants	5 years
Warrants granted		2,563,688

A summary of stock option activ

A summary of stock option activity for the nine months ended September 30, 2022 is presented below (in thousands, except per share and contractual life data). (Details)	9 Months Ended
	Sep. 30, 2022 $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	4 years
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	10 years
Share-Based Payment Arrangement, Option [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Options outstanding, number of shares (in shares) | shares	4,542
Options outstanding, weighted average exercise price (in dollars per share) | $ / shares	$ 2.89
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term	6 years 5 months 27 days
Granted | shares	454
Granted, weighted average exercise price (in dollars per share) | $ / shares	$ 2.80
Exercised | shares	(73)
Exercised, weighted average exercise price (in dollars per share) | $ / shares	$ 1.66
Forfeited or expired, number of shares (in shares) | shares	(168)
Forfeited or expired, weighted average exercise price (in dollars per share) | $ / shares	$ 5.19
Forfeited or expired, number of shares (in shares) | shares	272
Forfeited or expired, weighted average exercise price (in dollars per share) | $ / shares	$ 12.84
Options outstanding, vested and expected to vest (in shares) | shares	5,027
Options outstanding, vested and expected to vest (in per shares) | $ / shares	$ 3.21
Options outstanding, vested and expected to vest (in years)	6 years 11 months 26 days
Options exercisable, number of shares (in shares) | shares	3,816
Options exercisable, weighted average exercise price (in dollars per share) | $ / shares	$ 3.27
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term	6 years 6 months 3 days

Stock-based compensation expens

Stock-based compensation expense recognized for stock-based awards in the condensed consolidated statements of operations for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands): (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock based compensation expense	$ 392	$ 390	$ 1,125	$ 1,233
Research and Development Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock based compensation expense	274	341	788	989
General and Administrative Expense [Member]
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Stock based compensation expense	$ 118	$ 49	$ 338	$ 244

Stock-Based Compensation (Detai

Stock-Based Compensation (Details Narrative)	9 Months Ended
	Sep. 30, 2022 USD ($) $ / shares shares
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Stock options exercisable | $	$ 900,000
Unrecognized compensation cost | $	$ 1,900,000
Weighted average period (in years)	1 year 1 month 27 days
Number of shares that may be issued | shares	453,576
Options exercisable period (in years)	10 years
Options exercisable (in dollars per share) | shares	2.80
Vest period (in years)	4 years
Expected volatility	100%
Expected dividend	0%
Minimum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Exercise Price (in dollars per share) | $ / shares	$ 2.01
Expected term (in years)	4 years 2 months 30 days
Risk free interest rate	3.42%
Maximum [Member]
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items]
Exercise Price (in dollars per share) | $ / shares	$ 2.20
Expected term (in years)	5 years 6 months 29 days
Risk free interest rate	3.60%

Litigation, Claims and Assess_2

Litigation, Claims and Assessments (Details Narrative) - USD ($)			9 Months Ended
	May 19, 2021	Apr. 02, 2021	Sep. 30, 2022	Apr. 30, 2021
Defined Benefit Plan Disclosure [Line Items]
Liquidated damage				$ 1,000,000
Description of contract termination and claims			Pixium in April 2021. Pixium indicated that it considered this termination wrongful, rejected the Company’s offers, but retained the $1,000,000 payment. On May 19, 2021, Pixium filed suit in the Paris Commercial Court, and currently claims damages of approximately €5.1 million or about $5.1 million at current exchange rates. We believe we have fulfilled our obligations to Pixium with the liquidated damages payment of $1,000,000 and thus the Company does not believe any further loss accrual is necessary.
Loss contingency, damages paid, value			$ 1,000,000
Demanded damages, value	$ 5,100,000
Oppenheimer and Co Inc [Member]
Defined Benefit Plan Disclosure [Line Items]
Invoice amount, receivable		$ 1,860,000
Percentage		6.50%
Private placement, amount raised		$ 27,900,000