Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 14, 2018 | |
Document And Entity Information | ||
Entity Registrant Name | Imprimis Pharmaceuticals, Inc. | |
Entity Central Index Key | 1,360,214 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 20,879,736 | |
Trading Symbol | IMMY | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,018 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents, including restricted cash of $200 | $ 2,892 | $ 4,219 |
Accounts receivable, net | 1,474 | 1,529 |
Inventories | 2,040 | 2,249 |
Prepaid expenses and other current assets | 851 | 714 |
Note receivable, current portion | 137 | 95 |
Total current assets | 7,394 | 8,806 |
Property, plant and equipment, net | 6,008 | 6,215 |
Intangible assets, net | 2,876 | 2,860 |
Investment in Eton Pharmaceuticals | 2,438 | 3,507 |
Note receivable, less current portion | 256 | 302 |
Goodwill | 2,227 | 2,227 |
TOTAL ASSETS | 21,199 | 23,917 |
Current liabilities | ||
Accounts payable and accrued expenses | 3,883 | 3,885 |
Accrued payroll and related liabilities | 1,042 | 1,209 |
Deferred revenue and customer deposits | 73 | 29 |
Current portion of deferred acquisition obligation and accrued interest | 53 | |
Current portion of note payable, net of unamortized debt discount | 270 | |
Current portion of capital lease obligations, net of unamortized discount | 636 | 598 |
Total current liabilities | 5,904 | 5,774 |
Capital lease obligations, net of current portion and unamortized discount | 546 | 720 |
Accrued expenses, net of current portion | 800 | 800 |
Note payable, net of unamortized debt discount | 13,866 | 14,008 |
TOTAL LIABILITIES | 21,116 | 21,302 |
STOCKHOLDERS' EQUITY | ||
Common stock, $0.001 par value, 90,000,000 shares authorized, 20,813,205 and 20,623,129 shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively | 21 | 21 |
Additional paid-in capital | 92,411 | 91,430 |
Accumulated deficit | (92,349) | (88,836) |
TOTAL STOCKHOLDERS' EQUITY | 83 | 2,615 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 21,199 | $ 23,917 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Restricted cash | $ 200 | $ 200 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 20,813,205 | 20,623,129 |
Common stock, shares outstanding | 20,813,205 | 20,623,129 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Revenues: | ||
Product sales, net | $ 8,855 | $ 6,089 |
License revenues | 10 | 8 |
Total revenues | 8,865 | 6,097 |
Cost of sales | (4,071) | (3,357) |
Gross profit | 4,794 | 2,740 |
Operating expenses: | ||
Selling, general and administrative | 6,488 | 6,811 |
Research and development | 87 | 160 |
Total operating expenses | 6,575 | 6,971 |
Loss from operations | (1,781) | (4,231) |
Other income (expense): | ||
Interest expense, net | (663) | (788) |
Investment loss from Eton Pharmaceuticals | (1,069) | |
Loss on sale of assets | (15) | |
Total other expense, net | (1,732) | (803) |
Loss before income taxes | (3,513) | (5,034) |
Income tax benefit, net | 28 | |
Net loss | $ (3,513) | $ (5,006) |
Basic and diluted net loss per share of common stock | $ (0.17) | $ (0.26) |
Weighted average number of shares of common stock outstanding, basic and diluted | 20,949,199 | 18,927,194 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (3,513) | $ (5,006) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization of property, plant and equipment | 399 | 345 |
Amortization of intangible assets | 60 | 90 |
Non-cash gain on contingent acquisition obligation | (28) | |
Amortization of debt issuance costs and discount | 159 | 336 |
Investment loss from Eton | 1,069 | |
Loss on sale and disposal of assets | 15 | |
Stock-based compensation | 751 | 950 |
Changes in assets and liabilities: | ||
Accounts receivable | 55 | (115) |
Inventories | 209 | (203) |
Prepaid expenses and other current assets | (137) | 13 |
Accounts payable and accrued expenses | 106 | 364 |
Accrued payroll and related liabilities | (167) | (658) |
Deferred revenue and customer deposits | 44 | (83) |
NET CASH USED IN OPERATING ACTIVITIES | (965) | (3,980) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Repayment on note receivable | 4 | |
Investment in patent and trademark assets | (76) | (66) |
Purchases of property, plant and equipment | (192) | (150) |
NET CASH USED IN INVESTING ACTIVITIES | (264) | (216) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Payments on capital lease obligations | (167) | (152) |
Net proceeds from public equity offering | 2,941 | |
Payments on Park deferred acquisition obligation | (53) | (50) |
Net proceeds from ATM sales of common stock | 122 | |
NET CASH (USED IN) PROVIDED BY FINANCING ACTIVITIES | (98) | 2,739 |
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (1,327) | (1,457) |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 4,219 | 8,853 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 2,892 | 7,396 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICED CASH AT END OF PERIOD: | ||
Cash and cash equivalents | 2,692 | 4,019 |
Restricted cash | 200 | 200 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD: | 2,892 | 4,219 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for income taxes | 2 | |
Cash paid for interest | 483 | 428 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Issuance of common stock for consulting services included in accounts payable and accrued expenses | 108 | |
Purchase of property, plant and equipment included in accounts payable and accrued expenses | $ 18 |
Description of Business and Bas
Description of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business and Basis of Presentation | NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Company and Background Imprimis Pharmaceuticals, Inc. (together with its subsidiaries, unless the context indicates or otherwise requires, the “Company” or “Imprimis”) is a pharmaceutical company specializing in the development, production and sale of innovative medications that offer unique competitive advantages and serve unmet needs in the marketplace. The Company is committed to its mission of delivering high-quality novel medications to physicians and patients at affordable prices. Imprimis operates its business through several divisions and subsidiaries: ImprimisRx, a leading ophthalmology focused compounding business; Park Compounding, a custom compounding business focused on patient specific orders; and holds equity interests in 505(b)(2) focused specialty pharmaceutical companies, Surface Pharmaceuticals, Inc. (“Surface”) and Eton Pharmaceuticals, Inc. (“Eton”), along with royalty interests in certain of their drug candidates. Basis of Presentation Imprimis has prepared the accompanying unaudited condensed consolidated financial statements in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for audited financial statements. In the opinion of management, all adjustments (consisting of only normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 or for any other period. For further information, refer to the Company’s audited consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The following represents an update for the three months ended March 31, 2018 to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017. Liquidity The Company has incurred significant operating losses and negative cash flows from operations since its inception. The Company incurred net losses of $3,513 and $5,006 for the three months ended March 31, 2018 and 2017, respectively, and had an accumulated deficit of $92,349 and $88,836 as of March 31, 2018 and December 31, 2017, respectively. In addition, the Company used cash in operating activities of $965 and $3,980 for the three months ended March 31, 2018 and 2017, respectively. While there is no assurance, the Company believes its existing cash resources and restricted cash of approximately $2,892 at March 31, 2018, along with proceeds from the Sales Agreement (as defined in Note 14) will be sufficient to sustain the Company’s planned level of operations for at least the next twelve months. However, estimates of operating expenses and working capital requirements could be incorrect, and the Company could use its cash resources faster than anticipated. Further, some or all of the ongoing or planned activities may not be successful and could result in further losses. The Company may seek to increase liquidity and capital resources by one or more of the following which may include, but are not limited to: the sale of assets and/or businesses, obtaining financing through the issuance of equity, debt, or convertible securities; and working to increase revenue growth through sales. There is no guarantee that the Company will be able to obtain capital when needed on terms it deems as acceptable, or at all. Basic and Diluted Net Loss per Common Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders for the period by the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders for the period by the weighted average number of common and common equivalent shares, such as stock options and warrants, outstanding during the period. Basic and diluted net loss per share is computed using the weighted average number of shares of common stock outstanding during the period. Common stock equivalents (using the treasury stock or “if converted” method) from convertible note payable, stock options, unvested restricted stock units (“RSUs”) and warrants were 10,106,391 and 9,372,707 at March 31, 2018 and 2017, respectively, and are excluded from the calculation of diluted loss per share for the periods presented, because the effect is anti-dilutive. Included in the basic and diluted net loss per share calculation were RSUs awarded to directors that had vested, but the issuance and delivery of the shares are deferred until the director resigns. The number of shares underlying vested RSUs at March 31, 2018 and 2017 was 152,790 and 92,933, respectively. The following table shows the computation of basic and diluted net loss per share of common stock for the three months ended March 31, 2018 and 2017: For the For the Three Months Ended Three Months Ended March 31, 2018 March 31, 2017 Numerator – net loss $ (3,513 ) $ (5,006 ) Denominator – weighted average number of shares outstanding, basic and diluted 20,949,199 18,927,194 Net loss per share, basic and diluted $ (0.17 ) $ (0.26 ) Reclassification Certain amounts in the 2017 condensed consolidated financial statements have been reclassified to conform to the classifications used to prepare the 2018 condensed consolidated financial statements. These reclassifications had no material impact on the Company’s financial position, results of operations, or cash flow as previously reported. Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers . The new standard became effective for the Company beginning January 1, 2018 and permits two methods of adoption: the full retrospective method, which requires the standard to be applied to each prior period presented, or the modified retrospective method, which requires the cumulative effect of adoption to be recognized as an adjustment to opening retained earnings in the period of adoption. The Company adopted the standard using the modified retrospective method. There was no effect for any adjustments to retained earnings upon adoption of the standard on January 1, 2018. Adoption of the new standard resulted in additional revenue-related disclosures in the footnotes to the Company’s condensed consolidated financial statements (see Note 3). In January 2017, the FASB issued ASU 2017-01, Business Combinations, Clarifying the Definition of a Business, In August 2016, the FASB issued ASU 2016-18, Statement of Cash Flows: Classification Restricted Cash In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation: Scope of Modification Accounting Recently Issued Accounting Pronouncements In February 2016, the FASB issued new lease accounting guidance in ASU No. 2016-02, Leases In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | NOTE 3. REVENUE On January 1, 2018, the Company adopted ASU 2014-09, using the modified retrospective transition method. There was no effect for any adjustments to retained earnings upon adoption of the standard on January 1, 2018. The Company has two primary streams of revenue: (1) revenue recognized from our sale of products within our pharmacy services and (2) revenue recognized from intellectual property license and asset purchase agreements. Product Revenues from Pharmacy Services The Company sells prescription drugs directly through our pharmacy and outsourcing facility network. Revenue from our pharmacy services division includes: (i) the portion of the price the client pays directly to us, net of any volume-related or other discounts paid back to the client, (ii) the price paid to us by individuals, and (iii) customer copayments made directly to the pharmacy network. Sales taxes are not included in revenue. Following the core principle of ASU 2014-09, we have identified the following: 1. Identify the contract(s) with a customer: A contract exists with a customer at the time the prescription or order is received by the Company. 2. Identify the performance obligations in the contract: The order received contains the performance obligations to be met, in almost all cases the product the customer is wishing to receive. If we are unable to be meet the performance obligation the customer is notified. 3. Determine the transaction price: the transaction price is based on the product being sold to the customer, and any related customer discounts. These amounts are pre-determined and built into our order management software. 4. Allocate the transaction price to the performance obligations in the contract: The transaction price associated with the product(s) being ordered is allocated according to the pre-determined amounts. 5. Recognize revenue when (or as) the entity satisfies a performance obligation: At the time of shipment from the pharmacy or outsourcing facility the performance obligation has been met. The following revenue recognition policy has been established for the pharmacy services division: Revenues generated from prescription or office use drugs sold by our pharmacies and outsourcing facility are recognized when the prescription is shipped. At the time of shipment, the pharmacy services division has performed substantially all of its obligations under its client contracts and does not experience a significant level of returns or reshipments. Determination of criteria (3) and (4) is based on management’s judgments regarding the fixed nature of the selling prices of the products delivered and the collectability of those amounts. The Company records reductions to revenue for discounts at the time of the initial sale. Estimated returns and allowances and other adjustments are provided for in the same period during which the related sales are recorded and are based on actual returns history. The rate of returns is analyzed annually to determine historical returns experience. If the historical data we use to calculate these estimates do not properly reflect future returns, then a change in the allowance would be made in the period in which such a determination is made and revenues in that period could be materially affected. The Company will defer any revenues received for a product that has not been delivered or is subject to refund until such time that the Company and the customer jointly determine that the product has been delivered and no refund will be required. Intellectual Property License Revenues The Company currently holds five intellectual property license and related agreements in which the Company has promised to grant a license or sale which provides a customer with right to access the Company’s intellectual property. License arrangements may consist of non-refundable upfront license fees, data transfer fees, research reimbursement payments, exclusive license rights to patented or patent pending compounds, technology access fees, and various performance or sales milestones. These arrangements can be multiple element arrangements, each of which revenue is recognized at the point of time the performance obligation is met. Non-refundable fees that are not contingent on any future performance by the Company and require no consequential continuing involvement on the part of the Company are recognized as revenue when the license term commences and the licensed data, technology, compounded drug preparation and/or other deliverable is delivered. Such deliverables may include physical quantities of compounded drug preparations, design of the compounded drug preparations and structure-activity relationships, the conceptual framework and mechanism of action, and rights to the patents or patent applications for such compounded drug preparations. The Company defers recognition of non-refundable fees if it has continuing performance obligations without which the technology, right, product or service conveyed in conjunction with the non-refundable fee has no utility to the licensee and that are separate and independent of the Company’s performance under the other elements of the arrangement. In addition, if the Company’s continued involvement is required, through research and development services that are related to its proprietary know-how and expertise of the delivered technology or can only be performed by the Company, then such non-refundable fees are deferred and recognized over the period of continuing involvement. Guaranteed minimum annual royalties are recognized on a straight-line basis over the applicable term. Revenue disaggregated by revenue source for the three months ended March 31, 2018 and 2017, consists of the following: For the Three months ended March 31, 2018 2017 Product sales, net $ 8,855 $ 6,089 License revenues 10 8 Total revenues $ 8,865 $ 6,097 Deferred revenue and customer deposits at March 31, 2018 and December 31, 2017, was $73 and $29, retrospectively. |
Investment in Eton Pharmaceutic
Investment in Eton Pharmaceuticals, Inc. and Agreements - Related Party Transactions | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Investment in Eton Pharmaceuticals, Inc. and Agreements - Related Party Transactions | NOTE 4. INVESTMENT IN ETON PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS In June 2017, the Company and its subsidiary, Eton, entered into and closed on definitive stock purchase agreements related to the sale of Eton’s Series A preferred stock (the “Series A Stock”) that resulted in the Company losing voting and ownership control of Eton and it at that time, ceased consolidating Eton’s financial statements. The Series A Stock has mandatory conversion requirements into common stock of Eton upon events, including an underwritten initial public offering of Eton common stock (“IPO”). Eton is required to file a registration statement on Form S-1 with the United States Securities and Exchange Commission within nine months of the closing and complete an IPO by December 31, 2018, subject to extension upon certain conditions. The Company owns 3,500,000 common shares (approximately 27% issued and outstanding equity interest as of March 31, 2018) of Eton and, uses the equity method of accounting for this investment, as management has determined that the Company has the ability to exercise significant influence over the operating and financial decisions of Eton. Under this method, the Company recognizes earnings and losses of Eton in its consolidated financial statements and adjusts the carrying amount of its investment in Eton accordingly. The Company’s share of earnings and losses are based on the shares of common stock and in-substance common stock of Eton held by the Company. Any intra-entity profits and losses are eliminated. During the three months ended March 31, 2018, the Company recorded equity in net loss of Eton of $1,069. As of March 31, 2018, the carrying value of the Company’s investment in Eton was $2,438. The Company owns approximately 27% of the voting interests in Eton. The Company’s Chief Executive Officer, Mark L. Baum, is a director of Eton, and several employees of the Company (including Mr. Baum and the Company’s Chief Financial Officer, Andrew R. Boll) have entered into consulting agreements with Eton. The unaudited condensed results of operations information of Eton is summarized below: For the Three Months Ended March 31, 2018 Revenues, net $ - Loss from operations 3,886 Net loss $ (3,886 ) The unaudited condensed balance sheet information of Eton is summarized below: At March 31, 2018 Current assets $ 11,353 Non current assets 433 Total assets 11,786 Total liabilities 1,467 Total preferred stock and stockholders’ equity 10,319 Total liabilities and stockholders’ equity $ 11,786 |
Restricted Cash
Restricted Cash | 3 Months Ended |
Mar. 31, 2018 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | NOTE 5. RESTRICTED CASH The restricted cash at March 31, 2018 and December 31, 2017 consisted of funds held in a money market account. At March 31, 2018 and December 31, 2017, the restricted cash was recorded at amortized cost, which approximates fair value. At March 31, 2018 and December 31, 2017, the funds held in a money market account of $200 were classified as a current asset. The money market account funds are required as collateral as additional security for the Company’s New Jersey facility lease. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | NOTE 6. INVENTORIES Inventories are comprised of finished compounded formulations, over-the-counter and prescription retail pharmacy products, commercial pharmaceutical products, related laboratory supplies and active pharmaceutical ingredients. The composition of inventories as of March 31, 2018 and December 31, 2017 was as follows: March 31, 2018 December 31, 2017 Raw materials $ 1,039 $ 956 Finished goods 1,001 1,293 Total inventories $ 2,040 $ 2,249 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | NOTE 7. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consisted of the following: March 31, 2018 December 31, 2017 Prepaid insurance $ 152 $ 164 Other prepaid expenses 572 426 Deposits and other current assets 127 124 Total prepaid expenses and other current assets $ 851 $ 714 |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | NOTE 8. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment consisted of the following: March 31, 2018 December 31, 2017 Property, plant and equipment, net; Computer software and hardware $ 1,340 $ 1,239 Furniture and equipment 377 377 Lab and pharmacy equipment 2,582 2,545 Leasehold improvements 4,863 4,810 9,162 8,971 Accumulated depreciation and amortization (3,154 ) (2,756 ) $ 6,008 $ 6,215 For the three months ended March 31, 2018, depreciation related to the property, plant and equipment was $399. |
Note Receivable
Note Receivable | 3 Months Ended |
Mar. 31, 2018 | |
Note Receivable | |
Note Receivable | NOTE 9. NOTE RECEIVABLE At March 31, 2018, future minimum payments to the Company under its note receivable were as follows: Amount Remainder of 2018 $ 132 2019 116 2020 116 2021 77 Total minimum payments 441 Less: amount representing interest income 48 Present value of future minimum note receivable 393 Less: current portion 137 Note receivable net of current portion $ 256 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets and Goodwill | NOTE 10. INTANGIBLE ASSETS AND GOODWILL The Company’s intangible assets at March 31, 2018 consisted of the following: Amortization periods Accumulated Net (in years) Cost amortization Impairment Carrying value Patents 17-19 years $ 441 $ (28 ) $ - $ 413 Licenses 20 years 50 - - 50 Trademarks Indefinite 276 - - 276 Customer relationships 3-15 years 2,998 (863 ) (15 ) 2,120 Trade name 5 years 16 (11 ) (1 ) 4 Non-competition clause 3-4 years 294 (274 ) (20 ) - State pharmacy licenses 25 years 45 (4 ) (28 ) 13 $ 4,120 $ (1,180 ) $ (64 ) $ 2,876 Amortization expense for intangible assets for the three months ended March 31, 2018 was as follows: For the For the Three Months Ended Three Months Ended March 31, 2018 March 31, 2017 Patents $ 7 $ 1 Customer relationships 50 65 Trade name 2 1 Non-competition clause 1 22 State pharmacy licenses - 1 $ 60 $ 90 Estimated future amortization expense for the Company’s intangible assets at March 31, 2018 is as follows: Remainder of 2018 $ 168 2019 228 2020 226 2021 226 2022 226 Thereafter 1,802 $ 2,876 There have been no changes in the carrying value of the Company’s goodwill during the three months ended March 31, 2018. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Mar. 31, 2018 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | NOTE 11. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consisted of the following: March 31, 2018 December 31, 2017 Accounts payable $ 3,267 $ 3,241 Deferred rent 376 388 Accrued interest 240 256 Accrued exit fee for note payable 800 800 Total accounts payable and accrued expenses 4,683 4,685 Less: Current portion (3,883 ) (3,885 ) Non-current total accrued expenses $ 800 $ 800 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Debt | NOTE 12. DEBT At March 31, 2018, future minimum payments under the Company’s note payable were as follows: Amount Remainder of 2018 $ 1,707 2019 3,657 2020 3,440 2021 3,214 2022 11,201 Total minimum payments 23,218 Less: amount representing interest (7,218 ) Notes payable, gross 16,000 Less: unamortized discount (1,864 ) Less: current portion, net of unamortized discount (270 ) Note payable, net of current portion and unamortized debt discount $ 13,866 For the three months ended March 31, 2018, debt discount amortization related to note payable was $128. |
Capital Lease Obligation
Capital Lease Obligation | 3 Months Ended |
Mar. 31, 2018 | |
Leases [Abstract] | |
Capital Lease Obligation | NOTE 13. CAPITAL LEASE OBLIGATION At March 31, 2018, future payments under the Company’s capital leases were as follows: Amount Remainder of 2018 $ 580 2019 751 Total minimum lease payments 1,331 Less: amount representing interest payments (70 ) Present value of future minimum lease payment 1,261 Less: unamortized discount (79 ) 1,182 Less: current portion, net of unamortized discount (636 ) Capital lease obligation net of current portion and unamortized discount $ 546 For the three months ended March 31, 2018, debt discount amortization related to the capital lease obligation was $31. |
Stockholders' Equity and Stock-
Stockholders' Equity and Stock-based Compensation | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Stockholders' Equity and Stock-based Compensation | NOTE 14. STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION Common Stock In January 2018, the Company issued 25,273 shares of its restricted common stock, with a fair value of $44, in lieu of a cash payment for accrued royalty expenses. Restricted stock units granted in February 2015 to Andrew R. Boll, the Company’s Chief Financial Officer, vested, and in February 2018, 30,000 shares the Company’s common stock were issued to Mr. Boll. Restricted stock units granted in February 2015 to John P. Saharek, the Company’s Chief Commercial Officer, vested, and in February 2018, 30,000 shares the Company’s common stock were issued to Mr. Saharek. In March 2018, the Company issued 35,427 shares of its restricted common stock, with a fair value of $64, in lieu of a cash payment for accrued royalty expenses. In November 2015, the Company entered into a Controlled Equity Offering SM During the three months ended March 31, 2018, 15,723 shares of the Company’s common stock underlying RSUs issued to directors vested, but the issuance and delivery of these shares are deferred until the director resigns. Stock Option Plan On September 17, 2007, the Company’s Board of Directors and stockholders adopted the Company’s 2007 Incentive Stock and Awards Plan, which was subsequently amended on November 5, 2008, February 26, 2012, July 18, 2012, May 2, 2013 and September 27, 2013 (as amended, the “2007 Plan”). The 2007 Plan reached its term in September 2017, and we can no longer issue additional awards under this plan, however, options previously issued under the 2007 Plan will remain outstanding until they are exercised, reach their maturity or are otherwise cancelled/forfeited. On June 13, 2017, the Company’s Board of Directors and stockholders adopted the Company’s 2017 Incentive Stock and Awards Plan (the “2017 Plan” together with the 2007 Plan, the “Plans”). As of March 31, 2018, the 2017 Plan provide for the issuance of a maximum of 2,000,000 shares of the Company’s common stock. The purpose of the Plans is to attract and retain directors, officers, consultants, advisors and employees whose services are considered valuable, to encourage a sense of proprietorship and to stimulate an active interest of such persons in the Company’s development and financial success. Under the Plans, the Company is authorized to issue incentive stock options intended to qualify under Section 422 of the Internal Revenue Code, non-qualified stock options, restricted stock units and restricted stock. The Plans are administered by the Compensation Committee of the Company’s Board of Directors. Stock Options A summary of stock option activity under the Plans for the three months ended March 31, 2018 is as follows: Number of shares Weighted Avg. Exercise Price Weighted Avg. Remaining Contractual Life Aggregate Intrinsic Value Options outstanding - January 1, 2018 2,259,979 $ 5.51 Options granted 277,000 $ 1.74 Options exercised - $ - Options cancelled/forfeit (15,128 ) $ 4.21 Options outstanding - March 31, 2018 2,521,851 5.10 6.28 $ 8 Options exercisable 1,073,705 5.55 6.32 $ - Options vested and expected to vest 2,378,641 5.12 6.28 $ 7 The aggregate intrinsic value in the table above represents the total pre-tax amount of the proceeds, net of exercise price, which would have been received by option holders if all option holders had exercised and immediately sold all options with an exercise price lower than the market price on March 31, 2018, based on the closing price of the Company’s common stock of $1.76 on that date. During the three months ended March 31, 2018, the Company granted stock options to certain employees and consultants. The stock options were granted with an exercise price equal to the current market price of the Company’s common stock, as reported by the securities exchange on which the common stock was then listed, at the grant date and have contractual terms of 10 years. Vesting terms for options granted to employees and consultants during the three months ended March 31, 2018 typically included one of the following vesting schedules: 25% of the shares subject to the option vest and become exercisable on the first anniversary of the grant date and the remaining 75% of the shares subject to the option vest and become exercisable quarterly in equal installments thereafter over three years; or 100% vesting associated with the provision or completion of services provided under contracts with consultants. Certain option awards provide for accelerated vesting if there is a change in control (as defined in the Plan) and in the event of certain modifications to the option award agreement. The fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton option pricing model. The expected volatility is based on the historical volatilities of the common stock of the Company and comparable publicly traded companies based on the Company’s belief that it currently has limited relevant historical data regarding the volatility of its stock price on which to base a meaningful estimate of expected volatility. The expected term of options granted to employees and directors was determined in accordance with the “simplified approach,” as the Company has limited, relevant, historical data on employee exercises and post-vesting employment termination behavior. The expected risk-free interest rate is based on the U.S. Treasury yield for a period consistent with the expected term of the option in effect at the time of the grant. The financial statement effect of forfeitures is estimated at the time of grant and revised, if necessary, if the actual effect differs from those estimates. For option grants to employees and directors, the Company assigns a forfeiture factor of 10%. These factors could change in the future, which would affect the determination of stock-based compensation expense in future periods. Utilizing these assumptions, the fair value is determined at the date of grant. The table below illustrates the fair value per share determined by the Black-Scholes-Merton option pricing model with the following assumptions used for valuing options granted to employees: 2018 Weighted-average fair value of options granted $ 1.39 Expected terms (in years) 5.81 - 6.11 Expected volatility 101% - 126 % Risk-free interest rate 2.05 - 2.18 % Dividend yield - The following table summarizes information about stock options outstanding and exercisable at March 31, 2018: Options Outstanding Options Exercisable Weighted Average Weighted Weighted Remaining Average Average Range of Number Contractual Exercise Number Exercise Exercise Prices Outstanding Life in Years Price Exercisable Price $1.47 - $2.60 854,125 8.50 $ 2.04 244,261 $ 2.30 $3.20 - $4.50 539,906 7.69 $ 3.97 318,564 $ 3.98 $5.49 - $6.36 101,536 5.32 $ 5.98 99,034 $ 5.99 $6.64 - $8.99 1,021,254 3.79 $ 7.98 406,816 $ 8.16 $42.80 5,030 2.37 $ 42.80 5,030 $ 42.80 $1.47 - $42.80 2,521,851 6.28 $ 5.10 1,073,705 $ 5.55 As of March 31, 2018, there was approximately $2,745 of total unrecognized compensation expense related to unvested stock options granted under the Plans. That expense is expected to be recognized over the weighted-average remaining vesting period of 2.6 years. The stock-based compensation expense for all stock options was $417 during the three months ended March 31, 2018. Restricted Stock Units RSU awards are granted subject to certain vesting requirements and other restrictions, including performance and market-based vesting criteria. The grant date fair value of the RSUs, which has been determined based upon the market value of the Company’s common stock on the grant date, is expensed over the vesting period of the RSUs. Unvested portions of RSUs issued to consultants are remeasured on an interim basis until vesting criteria is met. A summary of the Company’s RSU activity and related information for the three months ended March 31, 2018 is as follows: Number of RSUs Weighted Average Grant Date Fair Value RSUs unvested - January 1, 2018 1,298,946 $ 2.42 RSUs granted - RSUs vested (75,723 ) $ 3.94 RSUs cancelled/forfeit - RSUs unvested at March 31, 2018 1,223,223 $ 2.17 As of March 31, 2018, the total unrecognized compensation expense related to unvested RSUs was approximately $1,003, which is expected to be recognized over a weighted-average period of 0.8 years, based on estimated and actual vesting schedules of the applicable RSUs. The stock-based compensation for RSUs during the three months ended March 31, 2018 was $323. Warrants From time to time, the Company issues warrants to purchase shares of the Company’s common stock to investors, lenders, underwriters, settlement agreements and other non-employees for services rendered or to be rendered in the future. A summary of warrant activity for the three months ended March 31, 2018 is as follows: Number of Shares Subject to Warrants Outstanding Weighted Avg. Exercise Price Warrants outstanding - January 1, 2018 6,264,215 $ 1.91 Granted - Exercised - Expired (55,688 ) 5.25 Warrants outstanding and exercisable - March 31, 2018 6,208,527 $ 1.90 Weighted average remaining contractual life of the outstanding warrants in years - March 31, 2018 2.30 A list of the warrants outstanding as of March 31, 2018 is included in the following table: Warrants Outstanding Warrants Exercisable Warrants Exercise Warrants Expiration Warrant Series Issue Date Outstanding Price Exercisable Date Lender warrants 5/11/2015 125,000 $ 1.79 125,000 5/11/2025 Settlement warrants 8/16/2016 40,000 $ 3.75 40,000 8/16/2021 Warrants issued to investor relations consultant 7/19/2013 60,000 $ 8.50 60,000 7/19/2018 Placement Agent Warrants 12/27/2016 210,313 $ 1.79 210,313 12/27/2019 PIPE Investor Warrants 12/27/2016 5,157,828 $ 1.79 5,157,828 12/27/2019 Lender warrants 7/19/2017 615,386 $ 2.08 615,386 7/19/2024 6,208,527 $ 1.90 6,208,527 Subsidiary Stock-Based Transactions During the three months ended March 31, 2018 the Company recognized $11 in stock-based compensation related to equity instruments granted by Surface to consultants, Imprimis employees and directors, including Mark Baum, CEO of the Company, Andrew Boll, CFO of the Company, and Richard Lindstrom, a director of the Company. The Company recorded stock-based compensation related to equity instruments granted to employees, directors and consultants as follows: For the For the Three Months Ended Three Months Ended March 31, 2018 March 31, 2017 Employees – selling, general and administrative 593 835 Directors – selling, general and administrative 50 55 Consultants – selling, general and administrative 108 60 Total $ 751 $ 950 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 15. COMMITMENTS AND CONTINGENCIES Legal Dr. Sobol In December 2016, Louis L. Sobol, M.D. (“Sobol”) filed a lawsuit in the U.S. District Court for the Eastern District of Michigan, Southern Division against the Company, asserting claims on behalf of himself and an as-yet-uncertified class of consumers. The claims allege violations under the Telephone Consumer Protection Act, 47 U.S.C. § 227 via the Company’s alleged transmittal of advertisements to its clients via facsimile. The case is currently in the discovery phase, and the Company expects Dr. Sobol to request the court to certify the class during 2018. The Company believes the claims are frivolous and have previously and will continue to dispute all claims against it and intends to vigorously defend these allegations. Allergan USA In September 2017, Allergan USA, Inc. (“Allergan”) filed a lawsuit in the U.S. District Court for the Central District of California against the Company, primarily claiming violations under the federal Lanham Act and other state laws. The case is currently in the beginning stages of discovery, with a trial date set for April 2019. The Company has previously and continues to dispute all claims against it and intends to vigorously defend these allegations. Spectrum In February 2018, the Company filed a complaint against Spectrum Laboratory Products, Inc., Spectrum Chemical Manufacturing Corp. and Spectrum Pharmacy Products, Inc. (collectively “Spectrum”) in the Los Angeles County Superior Court asserting claims for breach of contract, breach of implied covenant of good faith and fair dealing, violation of California Commercial Code Section 2101 and fraud. The claims stem from prior business dealings between the Company and Spectrum and allege false representation by Spectrum regarding their products, fraudulent labeling and misrepresentations of approved product usages. The complaint has been filed with the Court and in May Spectrum has filed its answer with the Court. The Company intends to fully purse any and all legal remedies available to us against Spectrum. Novel Drug Solutions et al. In April 2018, Novel Drug Solutions, LLC and Eyecare Northwest, PA, (collectively “NDS”) filed a lawsuit in the U.S. District Court of Delaware asserting claims for breach of contract. The claims stem from an asset purchase agreement the Company and NDS entered into in 2013. The Company has not yet responded to the complaint, however, the Company believes the claims are frivolous and disputes all claims against it and intends to vigorously defend the allegations. Product and Professional Liability Product and professional liability litigation represents an inherent risk to all firms in the pharmaceutical and pharmacy industry. The Company utilizes traditional third-party insurance policies with regard to our product and professional liability claims. Such insurance coverage at any given time reflects current market conditions, including cost and availability, when the policy is written. John Erick et al. In January 2018, John Erick and Deborah Ferrell, successors-in-interest and heirs of Jade Erick, (collectively “Erick”) filed a lawsuit in the San Diego County Superior against Kim Kelly, ND, MPH asserting claims related to death of Jade Erick. In April 2018, Erick filed an amendment to the lawsuit, naming the Company as a co-defendant. The Company has not yet responded to the complaint, however, the Company believes the claims are frivolous and disputes all claims against it and intends to vigorously defend the allegation. California Board of Pharmacy Accusation In March 2018, the California Board of Pharmacy filed an accusation against the Company’s wholly owned subsidiary, Park Compounding, Inc. related to a compounded formulation the Company believes was legally dispensed and was, without the Company’s knowledge, inappropriately administered to a patient unknown to the Company, by the prescribing healthcare professionals. The Company has filed its response to the accusation and has requested for a formal hearing. The Company disputes all claims against it and intends to vigorously defend against the allegations. General and Other In the ordinary course of business, the Company may face various claims brought by third parties and the Company may, from time to time, make claims or take legal actions to assert the Company’s rights, including intellectual property disputes, contractual disputes and other commercial disputes. Any of these claims could subject the Company to litigation. Management believes the outcomes of currently pending claims are not likely to have a material effect on the Company’s consolidated financial position and results of operations. Indemnities In addition to the indemnification provisions contained in the Company’s charter documents, the Company generally enters into separate indemnification agreements with each of the Company’s directors and officers. These agreements require the Company, among other things, to indemnify the director or officer against specified expenses and liabilities, such as attorneys’ fees, judgments, fines and settlements, paid by the individual in connection with any action, suit or proceeding arising out of the individual’s status or service as the Company’s director or officer, other than liabilities arising from willful misconduct or conduct that is knowingly fraudulent or deliberately dishonest, and to advance expenses incurred by the individual in connection with any proceeding against the individual with respect to which the individual may be entitled to indemnification by the Company. The Company also indemnifies its lessors in connection with its facility leases for certain claims arising from the use of the facilities. These indemnities do not provide for any limitation of the maximum potential future payments the Company could be obligated to make. Historically, the Company has not incurred any payments for these obligations and, therefore, no liabilities have been recorded for these indemnities in the accompanying condensed consolidated balance sheets. Klarity License Agreement – Related Party In April 2017 and as amended in April 2018, the Company entered into a license agreement (the “Klarity License Agreement”) with Richard L. Lindstrom, M.D., a member of its Board of Directors. Pursuant to the terms of the Klarity License Agreement, the Company licensed certain intellectual property and related rights from Dr. Lindstrom to develop, formulate, make, sell, and sub-license the topical ophthalmic solution Klarity used to protect and rehabilitate the ocular surface (the “Klarity Product”). Under the terms of the Klarity License Agreement, the Company is required to make royalty payments to Dr. Lindstrom ranging from 3% to 6% of net sales, dependent upon the final formulation of the Klarity Product sold. In addition, the Company is required to make certain milestone payments to Dr. Lindstrom including: (i) an initial payment of $50 upon execution of the Klarity License Agreement, (ii) a second payment of $50 following the first $50 in net sales of the Klarity Product; and (iii) a final payment of $50 following the first $100 in net sales of the Klarity Product. All of the above referenced milestone payments are payable at the Company’s election in cash or shares of the Company’s restricted common stock. No payments were made during the three months ended March 31, 2018 and 2017, and $101 was due to Dr. Lindstrom at March 31, 2018. Sales and Marketing Agreements During 2017, the Company entered various sales and marketing agreements with certain organizations, to provide exclusive sales and marketing representation services to Imprimis in select geographies in the U.S., in connection with our ophthalmic compounded formulations. Under the terms of the sales and marketing agreements, the Company is required to make commission payments to equal to 10% - 14% of net sales for products above and beyond the initial existing sales amounts. In addition, the Company is required to make periodic milestone payments to certain organizations in shares of the Company’s restricted common stock if net sales in the assigned territory reach certain future levels by the end of their terms, as applicable. No stock based payments were made and $215 were incurred under these agreements for commission expenses during the three months ended March 31, 2018. |
Segment Information and Concent
Segment Information and Concentrations | 3 Months Ended |
Mar. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Information and Concentrations | NOTE 16. SEGMENT INFORMATION AND CONCENTRATIONS The Company operates its business on the basis of a single reportable segment, which is the business of developing proprietary drug therapies and providing such therapies through sterile and non-sterile pharmaceutical compounding services. The Company’s chief operating decision-maker is the Chief Executive Officer, who evaluates the Company as a single operating segment. The Company categorizes revenues by geographic area based on selling location. All operations are currently located in the U.S.; therefore, total revenues for 2018 and 2017 are attributed to the U.S. All long-lived assets at March 31, 2018 and December 31, 2017 are located in the U.S. The Company sells its compounded formulations to a large number of customers. Less than 10% of the Company’s total pharmacy sales were derived from a single customer for the three months ended March 31, 2018 and 2017. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 17. SUBSEQUENT EVENTS The Company has performed an evaluation of events occurring subsequent to March 31, 2018 through the filing date of this Quarterly Report. Based on its evaluation, nothing other than the events described below needs to be disclosed. In April 2018, the Company sold 66,531 shares of common stock under the Sales Agreement and received net proceeds of $132, after deducting offering related expenses and commissions. In May 2018, the Company and its subsidiary Surface closed on an offering of Surface’s Series A Preferred Stock at $3.30 a share for proceeds of approximately $15,000 (the “Surface Series A Round”), with intentions to close up to an additional $5,000 in proceeds within 90 days (proceeds $20,000,000 in aggregate). At the time of closing the Company lost its controlling interest, and deconsolidated Surface from its consolidated financial statements. In addition, the Company entered into asset purchase and license agreements (the “Surface License Agreements”) in 2017 and amended in April 2018, that transferred to its subsidiary Surface three proprietary drug candidates. Under the Surface License Agreements, the Company is eligible to receive royalties on sales of its contributed drug candidates. The Company holds 3,500,000 shares of Surface common stock. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Liquidity | Liquidity The Company has incurred significant operating losses and negative cash flows from operations since its inception. The Company incurred net losses of $3,513 and $5,006 for the three months ended March 31, 2018 and 2017, respectively, and had an accumulated deficit of $92,349 and $88,836 as of March 31, 2018 and December 31, 2017, respectively. In addition, the Company used cash in operating activities of $965 and $3,980 for the three months ended March 31, 2018 and 2017, respectively. While there is no assurance, the Company believes its existing cash resources and restricted cash of approximately $2,892 at March 31, 2018, along with proceeds from the Sales Agreement (as defined in Note 14) will be sufficient to sustain the Company’s planned level of operations for at least the next twelve months. However, estimates of operating expenses and working capital requirements could be incorrect, and the Company could use its cash resources faster than anticipated. Further, some or all of the ongoing or planned activities may not be successful and could result in further losses. The Company may seek to increase liquidity and capital resources by one or more of the following which may include, but are not limited to: the sale of assets and/or businesses, obtaining financing through the issuance of equity, debt, or convertible securities; and working to increase revenue growth through sales. There is no guarantee that the Company will be able to obtain capital when needed on terms it deems as acceptable, or at all. |
Basic and Diluted Net Loss per Common Share | Basic and Diluted Net Loss per Common Share Basic net loss per common share is computed by dividing net loss attributable to common stockholders for the period by the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders for the period by the weighted average number of common and common equivalent shares, such as stock options and warrants, outstanding during the period. Basic and diluted net loss per share is computed using the weighted average number of shares of common stock outstanding during the period. Common stock equivalents (using the treasury stock or “if converted” method) from convertible note payable, stock options, unvested restricted stock units (“RSUs”) and warrants were 10,106,391 and 9,372,707 at March 31, 2018 and 2017, respectively, and are excluded from the calculation of diluted loss per share for the periods presented, because the effect is anti-dilutive. Included in the basic and diluted net loss per share calculation were RSUs awarded to directors that had vested, but the issuance and delivery of the shares are deferred until the director resigns. The number of shares underlying vested RSUs at March 31, 2018 and 2017 was 152,790 and 92,933, respectively. The following table shows the computation of basic and diluted net loss per share of common stock for the three months ended March 31, 2018 and 2017: For the For the Three Months Ended Three Months Ended March 31, 2018 March 31, 2017 Numerator – net loss $ (3,513 ) $ (5,006 ) Denominator – weighted average number of shares outstanding, basic and diluted 20,949,199 18,927,194 Net loss per share, basic and diluted $ (0.17 ) $ (0.26 ) |
Reclassification | Reclassification Certain amounts in the 2017 condensed consolidated financial statements have been reclassified to conform to the classifications used to prepare the 2018 condensed consolidated financial statements. These reclassifications had no material impact on the Company’s financial position, results of operations, or cash flow as previously reported. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers . The new standard became effective for the Company beginning January 1, 2018 and permits two methods of adoption: the full retrospective method, which requires the standard to be applied to each prior period presented, or the modified retrospective method, which requires the cumulative effect of adoption to be recognized as an adjustment to opening retained earnings in the period of adoption. The Company adopted the standard using the modified retrospective method. There was no effect for any adjustments to retained earnings upon adoption of the standard on January 1, 2018. Adoption of the new standard resulted in additional revenue-related disclosures in the footnotes to the Company’s condensed consolidated financial statements (see Note 3). In January 2017, the FASB issued ASU 2017-01, Business Combinations, Clarifying the Definition of a Business, In August 2016, the FASB issued ASU 2016-18, Statement of Cash Flows: Classification Restricted Cash In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation: Scope of Modification Accounting |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In February 2016, the FASB issued new lease accounting guidance in ASU No. 2016-02, Leases In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of Basic Earnings Per Common Share | The following table shows the computation of basic and diluted net loss per share of common stock for the three months ended March 31, 2018 and 2017: For the For the Three Months Ended Three Months Ended March 31, 2018 March 31, 2017 Numerator – net loss $ (3,513 ) $ (5,006 ) Denominator – weighted average number of shares outstanding, basic and diluted 20,949,199 18,927,194 Net loss per share, basic and diluted $ (0.17 ) $ (0.26 ) |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregated Revenue | Revenue disaggregated by revenue source for the three months ended March 31, 2018 and 2017, consists of the following: For the Three months ended March 31, 2018 2017 Product sales, net $ 8,855 $ 6,089 License revenues 10 8 Total revenues $ 8,865 $ 6,097 |
Investment in Eton Pharmaceut26
Investment in Eton Pharmaceuticals, Inc. and Agreements - Related Party Transactions (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of Condensed Income Statement | The unaudited condensed results of operations information of Eton is summarized below: For the Three Months Ended March 31, 2018 Revenues, net $ - Loss from operations 3,886 Net loss $ (3,886 ) |
Schedule of Condensed Balance Sheet | The unaudited condensed balance sheet information of Eton is summarized below: At March 31, 2018 Current assets $ 11,353 Non current assets 433 Total assets 11,786 Total liabilities 1,467 Total preferred stock and stockholders’ equity 10,319 Total liabilities and stockholders’ equity $ 11,786 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | The composition of inventories as of March 31, 2018 and December 31, 2017 was as follows: March 31, 2018 December 31, 2017 Raw materials $ 1,039 $ 956 Finished goods 1,001 1,293 Total inventories $ 2,040 $ 2,249 |
Prepaid Expenses and Other Cu28
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following: March 31, 2018 December 31, 2017 Prepaid insurance $ 152 $ 164 Other prepaid expenses 572 426 Deposits and other current assets 127 124 Total prepaid expenses and other current assets $ 851 $ 714 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property, plant and equipment consisted of the following: March 31, 2018 December 31, 2017 Property, plant and equipment, net; Computer software and hardware $ 1,340 $ 1,239 Furniture and equipment 377 377 Lab and pharmacy equipment 2,582 2,545 Leasehold improvements 4,863 4,810 9,162 8,971 Accumulated depreciation and amortization (3,154 ) (2,756 ) $ 6,008 $ 6,215 |
Note Receivable (Tables)
Note Receivable (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Note Receivable Tables | |
Schedule of Future Minimum Payments to Note Receivable | At March 31, 2018, future minimum payments to the Company under its note receivable were as follows: Amount Remainder of 2018 $ 132 2019 116 2020 116 2021 77 Total minimum payments 441 Less: amount representing interest income 48 Present value of future minimum note receivable 393 Less: current portion 137 Note receivable net of current portion $ 256 |
Intangible Assets and Goodwill
Intangible Assets and Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | The Company’s intangible assets at March 31, 2018 consisted of the following: Amortization periods Accumulated Net (in years) Cost amortization Impairment Carrying value Patents 17-19 years $ 441 $ (28 ) $ - $ 413 Licenses 20 years 50 - - 50 Trademarks Indefinite 276 - - 276 Customer relationships 3-15 years 2,998 (863 ) (15 ) 2,120 Trade name 5 years 16 (11 ) (1 ) 4 Non-competition clause 3-4 years 294 (274 ) (20 ) - State pharmacy licenses 25 years 45 (4 ) (28 ) 13 $ 4,120 $ (1,180 ) $ (64 ) $ 2,876 |
Schedule of Amortization Expenses for Intangible Assets | Amortization expense for intangible assets for the three months ended March 31, 2018 was as follows: For the For the Three Months Ended Three Months Ended March 31, 2018 March 31, 2017 Patents $ 7 $ 1 Customer relationships 50 65 Trade name 2 1 Non-competition clause 1 22 State pharmacy licenses - 1 $ 60 $ 90 |
Schedule of Estimated Future Amortization Expense | Estimated future amortization expense for the Company’s intangible assets at March 31, 2018 is as follows: Remainder of 2018 $ 168 2019 228 2020 226 2021 226 2022 226 Thereafter 1,802 $ 2,876 |
Accounts Payable and Accrued 32
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Payables and Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Expenses | Accounts payable and accrued expenses consisted of the following: March 31, 2018 December 31, 2017 Accounts payable $ 3,267 $ 3,241 Deferred rent 376 388 Accrued interest 240 256 Accrued exit fee for note payable 800 800 Total accounts payable and accrued expenses 4,683 4,685 Less: Current portion (3,883 ) (3,885 ) Non-current total accrued expenses $ 800 $ 800 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Summary of Future Minimum Payments | At March 31, 2018, future minimum payments under the Company’s note payable were as follows: Amount Remainder of 2018 $ 1,707 2019 3,657 2020 3,440 2021 3,214 2022 11,201 Total minimum payments 23,218 Less: amount representing interest (7,218 ) Notes payable, gross 16,000 Less: unamortized discount (1,864 ) Less: current portion, net of unamortized discount (270 ) Note payable, net of current portion and unamortized debt discount $ 13,866 |
Capital Lease Obligation (Table
Capital Lease Obligation (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Leases [Abstract] | |
Schedule of Future Payment Under Capital Lease | At March 31, 2018, future payments under the Company’s capital leases were as follows: Amount Remainder of 2018 $ 580 2019 751 Total minimum lease payments 1,331 Less: amount representing interest payments (70 ) Present value of future minimum lease payment 1,261 Less: unamortized discount (79 ) 1,182 Less: current portion, net of unamortized discount (636 ) Capital lease obligation net of current portion and unamortized discount $ 546 |
Stockholders' Equity and Stoc35
Stockholders' Equity and Stock-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Equity [Abstract] | |
Schedule of Stock Option Plan Activity | A summary of stock option activity under the Plans for the three months ended March 31, 2018 is as follows: Number of shares Weighted Avg. Exercise Price Weighted Avg. Remaining Contractual Life Aggregate Intrinsic Value Options outstanding - January 1, 2018 2,259,979 $ 5.51 Options granted 277,000 $ 1.74 Options exercised - $ - Options cancelled/forfeit (15,128 ) $ 4.21 Options outstanding - March 31, 2018 2,521,851 5.10 6.28 $ 8 Options exercisable 1,073,705 5.55 6.32 $ - Options vested and expected to vest 2,378,641 5.12 6.28 $ 7 |
Schedule of Fair Value Assumption | The table below illustrates the fair value per share determined by the Black-Scholes-Merton option pricing model with the following assumptions used for valuing options granted to employees: 2018 Weighted-average fair value of options granted $ 1.39 Expected terms (in years) 5.81 - 6.11 Expected volatility 101% - 126 % Risk-free interest rate 2.05 - 2.18 % Dividend yield - |
Schedule of Shares Outstanding and Exercisable | The following table summarizes information about stock options outstanding and exercisable at March 31, 2018: Options Outstanding Options Exercisable Weighted Average Weighted Weighted Remaining Average Average Range of Number Contractual Exercise Number Exercise Exercise Prices Outstanding Life in Years Price Exercisable Price $1.47 - $2.60 854,125 8.50 $ 2.04 244,261 $ 2.30 $3.20 - $4.50 539,906 7.69 $ 3.97 318,564 $ 3.98 $5.49 - $6.36 101,536 5.32 $ 5.98 99,034 $ 5.99 $6.64 - $8.99 1,021,254 3.79 $ 7.98 406,816 $ 8.16 $42.80 5,030 2.37 $ 42.80 5,030 $ 42.80 $1.47 - $42.80 2,521,851 6.28 $ 5.10 1,073,705 $ 5.55 |
Schedule of Restricted Stock Units Activity | A summary of the Company’s RSU activity and related information for the three months ended March 31, 2018 is as follows: Number of RSUs Weighted Average Grant Date Fair Value RSUs unvested - January 1, 2018 1,298,946 $ 2.42 RSUs granted - RSUs vested (75,723 ) $ 3.94 RSUs cancelled/forfeit - RSUs unvested at March 31, 2018 1,223,223 $ 2.17 |
Schedule of Warrants Activity | A summary of warrant activity for the three months ended March 31, 2018 is as follows: Number of Shares Subject to Warrants Outstanding Weighted Avg. Exercise Price Warrants outstanding - January 1, 2018 6,264,215 $ 1.91 Granted - Exercised - Expired (55,688 ) 5.25 Warrants outstanding and exercisable - March 31, 2018 6,208,527 $ 1.90 Weighted average remaining contractual life of the outstanding warrants in years - March 31, 2018 2.30 |
Schedule of Warrants Outstanding and Warrants Exercisable | A list of the warrants outstanding as of March 31, 2018 is included in the following table: Warrants Outstanding Warrants Exercisable Warrants Exercise Warrants Expiration Warrant Series Issue Date Outstanding Price Exercisable Date Lender warrants 5/11/2015 125,000 $ 1.79 125,000 5/11/2025 Settlement warrants 8/16/2016 40,000 $ 3.75 40,000 8/16/2021 Warrants issued to investor relations consultant 7/19/2013 60,000 $ 8.50 60,000 7/19/2018 Placement Agent Warrants 12/27/2016 210,313 $ 1.79 210,313 12/27/2019 PIPE Investor Warrants 12/27/2016 5,157,828 $ 1.79 5,157,828 12/27/2019 Lender warrants 7/19/2017 615,386 $ 2.08 615,386 7/19/2024 6,208,527 $ 1.90 6,208,527 |
Schedule of Stock Based Compensation Granted to Employees Directors Consultants | The Company recorded stock-based compensation related to equity instruments granted to employees, directors and consultants as follows: For the For the Three Months Ended Three Months Ended March 31, 2018 March 31, 2017 Employees – selling, general and administrative 593 835 Directors – selling, general and administrative 50 55 Consultants – selling, general and administrative 108 60 Total $ 751 $ 950 |
Summary of Significant Accoun36
Summary of Significant Accounting Policies (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Net loss | $ 3,513 | $ 5,006 | |
Accumulated deficit | 92,349 | $ 88,836 | |
Net cash used in operating activities | 965 | $ 3,980 | |
Cash resources and restricted investments | $ 2,892 | ||
Restricted Stock Units [Member] | |||
Number of shares vested during the period | 152,790 | 92,933 | |
Convertible Note Payable, Stock Options, Unvested RSUs and Warrants [Member] | |||
Antidilutive securities | 10,106,391 | 9,372,707 |
Summary of Significant Accoun37
Summary of Significant Accounting Policies - Schedule of Basic Earnings Per Common Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Accounting Policies [Abstract] | ||
Numerator - net loss | $ (3,513) | $ (5,006) |
Denominator - weighted average number of shares outstanding, basic and diluted | 20,949,199 | 18,927,194 |
Net income (loss) per share, basic and diluted | $ (0.17) | $ (0.26) |
Revenue (Details Narrative)
Revenue (Details Narrative) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenue and customer deposits | $ 73 | $ 29 |
Revenue - Schedule of Disaggreg
Revenue - Schedule of Disaggregated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Total Revenues | $ 8,865 | $ 6,097 |
Product Sales, Net [Member] | ||
Total Revenues | 8,855 | 6,089 |
License Revenue [Member] | ||
Total Revenues | $ 10 | $ 8 |
Investment in Eton Pharmaceut40
Investment in Eton Pharmaceuticals, Inc. and Agreements - Related Party Transactions (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Investment net loss | $ (1,069) | ||
Carrying value of investment | $ 2,438 | $ 3,507 | |
Eton Pharmaceuticals, Inc. [Member] | |||
Number of shares owned | 3,500,000 | ||
Ownership percentage | 27.00% | ||
Investment net loss | $ 1,069 | ||
Carrying value of investment | $ 2,438 |
Investment in Eton Pharmaceut41
Investment in Eton Pharmaceuticals, Inc. and Agreements - Related Party Transactions - Schedule of Condensed Income Statement (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2018 | |
Loss from operations | $ (1,781) | $ (4,231) | |
Net loss | $ (3,513) | $ (5,006) | |
Eton Pharmaceuticals, Inc. [Member] | |||
Revenues, net | |||
Loss from operations | 3,886 | ||
Net loss | $ (3,886) |
Investment in Eton Pharmaceut42
Investment in Eton Pharmaceuticals, Inc. and Agreements - Related Party Transactions - Schedule of Condensed Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Current assets | $ 7,394 | $ 8,806 |
Total assets | 21,199 | 23,917 |
Total liabilities | 21,116 | 21,302 |
Total liabilities and stockholders' equity | 21,199 | $ 23,917 |
Eton Pharmaceuticals, Inc. [Member] | ||
Current assets | 11,353 | |
Non current assets | 433 | |
Total assets | 11,786 | |
Total liabilities | 1,467 | |
Total preferred stock and stockholders’ equity | 10,319 | |
Total liabilities and stockholders' equity | $ 11,786 |
Restricted Cash (Details Narrat
Restricted Cash (Details Narrative) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Cash and Cash Equivalents [Abstract] | ||
Money market account | $ 200 | $ 200 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 1,039 | $ 956 |
Finished goods | 1,001 | 1,293 |
Total inventories | $ 2,040 | $ 2,249 |
Prepaid Expenses and Other Cu45
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid insurance | $ 152 | $ 164 |
Other prepaid expenses | 572 | 426 |
Deposits and other current assets | 127 | 124 |
Total prepaid expenses and other current assets | $ 851 | $ 714 |
Property, Plant and Equipment46
Property, Plant and Equipment (Details Narrative) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Property, Plant and Equipment [Abstract] | |
Depreciation of property, plant and equipment | $ 399 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Property, Plant and Equipment [Abstract] | ||
Computer software and hardware | $ 1,340 | $ 1,239 |
Furniture and equipment | 377 | 377 |
Lab and pharmacy equipment | 2,582 | 2,545 |
Leasehold improvements | 4,863 | 4,810 |
Property, plant and equipment, gross | 9,162 | 8,971 |
Accumulated depreciation and amortization | (3,154) | (2,756) |
Property, plant and equipment, Net | $ 6,008 | $ 6,215 |
Note Receivable - Schedule of F
Note Receivable - Schedule of Future Minimum Payments to Note Receivable (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Note Receivable - Schedule Of Future Minimum Payments To Note Receivable Details | ||
Remainder of 2018 | $ 132 | |
2,019 | 116 | |
2,020 | 116 | |
2,021 | 77 | |
Total minimum payments note receivable, including interest | 441 | |
Less: amount representing interest income | 48 | |
Present value of future minimum note receivable | 393 | |
Less: current portion | 137 | $ 95 |
Note receivable net of current portion | $ 256 | $ 302 |
Intangible Assets and Goodwil49
Intangible Assets and Goodwill - Schedule of Intangible Assets (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Cost | $ 4,120 |
Accumulated amortization | (1,180) |
Impairment | (64) |
Net Carrying value | 2,876 |
Patents [Member] | |
Cost | 441 |
Accumulated amortization | (28) |
Impairment | |
Net Carrying value | $ 413 |
Patents [Member] | Minimum [Member] | |
Amortization periods (in years) | 17 years |
Patents [Member] | Maximum [Member] | |
Amortization periods (in years) | 19 years |
Licenses [Member] | |
Amortization periods (in years) | 20 years |
Cost | $ 50 |
Accumulated amortization | |
Impairment | |
Net Carrying value | $ 50 |
Trademarks [Member] | |
Amortization periods description | Indefinite |
Cost | $ 276 |
Accumulated amortization | |
Impairment | |
Net Carrying value | 276 |
Customer Relationships [Member] | |
Cost | 2,998 |
Accumulated amortization | (863) |
Impairment | (15) |
Net Carrying value | $ 2,120 |
Customer Relationships [Member] | Minimum [Member] | |
Amortization periods (in years) | 3 years |
Customer Relationships [Member] | Maximum [Member] | |
Amortization periods (in years) | 15 years |
Trade Name [Member] | |
Amortization periods (in years) | 5 years |
Cost | $ 16 |
Accumulated amortization | (11) |
Impairment | (1) |
Net Carrying value | 4 |
Non-Competition Clause [Member] | |
Cost | 294 |
Accumulated amortization | (274) |
Impairment | (20) |
Net Carrying value | |
Non-Competition Clause [Member] | Minimum [Member] | |
Amortization periods (in years) | 3 years |
Non-Competition Clause [Member] | Maximum [Member] | |
Amortization periods (in years) | 4 years |
State Pharmacy Licenses [Member] | |
Amortization periods (in years) | 25 years |
State Pharmacy Licenses [Member] | |
Cost | $ 45 |
Accumulated amortization | (4) |
Impairment | (28) |
Net Carrying value | $ 13 |
Intangible Assets and Goodwil50
Intangible Assets and Goodwill - Schedule of Amortization Expenses for Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Amortization of intangible assets | $ 60 | $ 90 |
Patents [Member] | ||
Amortization of intangible assets | 7 | 1 |
Customer Relationships [Member] | ||
Amortization of intangible assets | 50 | 65 |
Trade Name [Member] | ||
Amortization of intangible assets | 2 | 1 |
Non-Competition Clause [Member] | ||
Amortization of intangible assets | 1 | 22 |
State Pharmacy Licenses [Member] | ||
Amortization of intangible assets | $ 1 |
Intangible Assets and Goodwil51
Intangible Assets and Goodwill - Schedule of Estimated Future Amortization Expense (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Remainder of 2018 | $ 168 | |
2,019 | 228 | |
2,020 | 226 | |
2,021 | 226 | |
2,022 | 226 | |
Thereafter | 1,802 | |
Intangible assets | $ 2,876 | $ 2,860 |
Accounts Payable and Accrued 52
Accounts Payable and Accrued Expenses - Schedule of Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 3,267 | $ 3,241 |
Deferred rent | 376 | 388 |
Accrued interest | 240 | 256 |
Accrued exit fee for note payable | 800 | 800 |
Total accounts payable and accrued expenses | 4,683 | 4,685 |
Less: Current portion | (3,883) | (3,885) |
Non-current total accrued expenses | $ 800 | $ 800 |
Debt (Details Narrative)
Debt (Details Narrative) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Debt Disclosure [Abstract] | |
Amortization of debt discount | $ 128 |
Debt - Summary of Future Minimu
Debt - Summary of Future Minimum Payments (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Debt Disclosure [Abstract] | ||
Remainder of 2018 | $ 1,707 | |
2,019 | 3,657 | |
2,020 | 3,440 | |
2,021 | 3,214 | |
2,022 | 11,201 | |
Total minimum payments | 23,218 | |
Less: amount representing interest | (7,218) | |
Notes payable, gross | 16,000 | |
Less: unamortized discount | 79 | |
Less: current portion, net of unamortized discount | (270) | |
Note payable, net of current portion and unamortized debt discount | $ 13,866 | $ 14,008 |
Capital Lease Obligation (Detai
Capital Lease Obligation (Details Narrative) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Debt discount amortization | $ 128 |
Capital Lease Obligations [Member] | |
Debt discount amortization | $ 31 |
Capital Lease Obligation - Sche
Capital Lease Obligation - Schedule of Future Payment Under Capital Lease (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Leases [Abstract] | ||
Remainder of 2018 | $ 580 | |
2,019 | 751 | |
Total minimum lease payments | 1,331 | |
Less: amount representing interest payments | (70) | |
Present value of future minimum lease payment | 1,261 | |
Less: unamortized discount | (79) | |
Present value of future net minimum lease payments | 1,182 | |
Less: current portion, net of unamortized discount | (636) | $ (598) |
Capital lease obligation, net of current portion and unamortized discount | $ 546 | $ 720 |
Stockholders' Equity and Stoc57
Stockholders' Equity and Stock-based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | |||
Jan. 31, 2018 | Nov. 30, 2015 | Mar. 31, 2018 | Mar. 31, 2017 | Sep. 17, 2007 | |
Shares issued of restricted common stock, shares | 25,273 | 35,427 | |||
Accrued royalty expense | $ 44 | $ 64 | |||
Stock-based compensation | 751 | $ 950 | |||
2007 Incentive Stock and Awards Plan [Member] | |||||
Maximum number of common stock issuance under the plan | 2,000,000 | ||||
Consultants Employees and Directors [Member] | |||||
Stock-based compensation | $ 11 | ||||
Restricted Stock Units [Member] | |||||
Shares issued of restricted common stock, shares | 15,723 | ||||
Restricted Stock Units [Member] | Andrew R. Boll [Member] | |||||
Shares issued of restricted common stock, shares | 30,000 | ||||
Restricted Stock Units [Member] | John P. Saharek [Member] | |||||
Shares issued of restricted common stock, shares | 30,000 | ||||
Stock Option Plan [Member] | |||||
Closing price of common stock price per share | $ 1.76 | ||||
Stock options granted with exercise price contractual terms | 6 years 3 months 26 days | ||||
Stock options granted vesting terms | Vesting terms for options granted to employees and consultants during the three months ended March 31, 2018 typically included one of the following vesting schedules: 25% of the shares subject to the option vest and become exercisable on the first anniversary of the grant date and the remaining 75% of the shares subject to the option vest and become exercisable quarterly in equal installments thereafter over three years; or 100% vesting associated with the provision or completion of services provided under contracts with consultants. Certain option awards provide for accelerated vesting if there is a change in control (as defined in the Plan) and in the event of certain modifications to the option award agreement. | ||||
Forfeiture factor, percentage | 10.00% | ||||
Unrecognized compensation expense related to unvested stock options granted under the plan | $ 2,745 | ||||
Expense expected to recognize over the weighted-average remaining vesting period | 2 years 7 months 6 days | ||||
Stock-based compensation | $ 417 | ||||
Unvested RSUs [Member] | |||||
Unrecognized compensation expense related to unvested stock options granted under the plan | $ 1,003 | ||||
Expense expected to recognize over the weighted-average remaining vesting period | 9 months 18 days | ||||
Stock-based compensation | $ 323 | ||||
Sales Agreement [Member] | |||||
Number of shares sold under the agreement | 69,376 | ||||
Proceeds from sale of common stock approximately | $ 122 | ||||
Sales commission and offering expenses | 4 | ||||
Available future sales | $ 7,915 | ||||
Cantor Fitzgerald & Co [Member] | Sales Agreement [Member] | |||||
Cash commission, percentage | 3.00% |
Stockholders' Equity and Stoc58
Stockholders' Equity and Stock-based Compensation - Schedule of Stock Option Plan Activity (Details) $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($)$ / sharesshares | |
Weighted Avg. Exercise Price, Exercisable Ending Balance | $ 5.10 |
Stock Option Plan [Member] | |
Number of shares, Outstanding, Beginning balance | shares | 2,259,979 |
Number of shares, Options granted | shares | 277,000 |
Number of shares, Options exercised | shares | |
Number of shares, Options cancelled/forfeit | shares | (15,128) |
Number of shares, Outstanding, Ending balance | shares | 2,521,851 |
Number of shares, Options exercisable | shares | 1,073,705 |
Number of shares, Options vested and expected to vest | shares | 2,378,641 |
Weighted Avg. Exercise Price, Outstanding, Beginning balance | $ 5.51 |
Weighted Avg. Exercise Price, Options granted | 1.74 |
Weighted Avg. Exercise Price, Options exercised | |
Weighted Avg. Exercise Price, Options cancelled/forfeit | 4.21 |
Weighted Avg. Exercise Price, Outstanding, Ending balance | 5.10 |
Weighted Avg. Exercise Price, Exercisable Ending Balance | 5.55 |
Weighted Avg. Exercise Price, Vested and expected to vest | $ 5.12 |
Weighted Avg. Remaining Contractual Life, Options outstanding | 6 years 3 months 11 days |
Weighted Avg. Remaining Contractual Life, Options exercisable | 6 years 3 months 26 days |
Weighted Avg. Remaining Contractual Life, Options vested and expected to vest | 6 years 3 months 11 days |
Aggregate Intrinsic Value, Options outstanding | $ | $ 8 |
Aggregate Intrinsic Value, Options exercisable | $ | |
Aggregate Intrinsic Value, Options vested and expected to vest | $ | $ 7 |
Stockholders' Equity and Stoc59
Stockholders' Equity and Stock-based Compensation - Schedule of Fair Value Assumption (Details) - Options Granted to Employees [Member] | 3 Months Ended |
Mar. 31, 2018$ / shares | |
Weighted-average fair value of options granted | $ 1.39 |
Expected volatility, minimum | 101.00% |
Expected volatility, maximum | 126.00% |
Risk-free interest rate, minimum | 2.05% |
Risk-free interest rate, maximum | 2.18% |
Dividend yield | |
Minimum [Member] | |
Expected terms (in years) | 5 years 9 months 22 days |
Maximum [Member] | |
Expected terms (in years) | 6 years 1 month 9 days |
Stockholders' Equity and Stoc60
Stockholders' Equity and Stock-based Compensation - Schedule of Shares Outstanding and Exercisable (Details) | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Range of Exercise Prices, minimum | $ 1.47 |
Range of Exercise Prices, maximum | $ 42.80 |
Number of Options Outstanding | shares | 2,521,851 |
Weighted Average Remaining Contractual Life in Years | 6 years 3 months 11 days |
Weighted Average Exercise Price | $ 5.10 |
Number Exercisable | shares | 1,073,705 |
Weighted Average Exercisable Exercise Price | $ 5.55 |
Range One [Member] | |
Range of Exercise Prices, minimum | 1.47 |
Range of Exercise Prices, maximum | $ 2.60 |
Number of Options Outstanding | shares | 854,125 |
Weighted Average Remaining Contractual Life in Years | 8 years 6 months |
Weighted Average Exercise Price | $ 2.04 |
Number Exercisable | shares | 244,261 |
Weighted Average Exercisable Exercise Price | $ 2.30 |
Range Two [Member] | |
Range of Exercise Prices, minimum | 3.20 |
Range of Exercise Prices, maximum | $ 4.50 |
Number of Options Outstanding | shares | 539,906 |
Weighted Average Remaining Contractual Life in Years | 7 years 8 months 9 days |
Weighted Average Exercise Price | $ 3.97 |
Number Exercisable | shares | 318,564 |
Weighted Average Exercisable Exercise Price | $ 3.98 |
Range Three [Member] | |
Range of Exercise Prices, minimum | 5.49 |
Range of Exercise Prices, maximum | $ 6.36 |
Number of Options Outstanding | shares | 106,536 |
Weighted Average Remaining Contractual Life in Years | 5 years 3 months 26 days |
Weighted Average Exercise Price | $ 5.98 |
Number Exercisable | shares | 99,034 |
Weighted Average Exercisable Exercise Price | $ 5.99 |
Range Four [Member] | |
Range of Exercise Prices, minimum | 6.64 |
Range of Exercise Prices, maximum | $ 8.99 |
Number of Options Outstanding | shares | 1,021,254 |
Weighted Average Remaining Contractual Life in Years | 3 years 9 months 14 days |
Weighted Average Exercise Price | $ 7.98 |
Number Exercisable | shares | 406,816 |
Weighted Average Exercisable Exercise Price | $ 8.16 |
Range Five [Member] | |
Range of Exercise Prices, minimum | $ 42.80 |
Number of Options Outstanding | shares | 5,030 |
Weighted Average Remaining Contractual Life in Years | 2 years 4 months 13 days |
Weighted Average Exercise Price | $ 42.80 |
Number Exercisable | shares | 5,030 |
Weighted Average Exercisable Exercise Price | $ 42.80 |
Stockholders' Equity and Stoc61
Stockholders' Equity and Stock-based Compensation - Schedule of Restricted Stock Units Activity (Details) - Restricted Stock Units [Member] | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of RSUs unvested, Outstanding, Beginning balance | 1,298,946 |
Number of RSUs granted | |
Number of RSUs vested | (75,723) |
Number RSUs cancelled/forfeit | |
Number of RSUs unvested, Outstanding, Ending balance | 1,223,223 |
Weighted Average Grant Date Fair Value, Beginning balance | $ / shares | $ 2.42 |
Weighted Average Grant Date Fair Value, RSUs vested | $ / shares | 3.94 |
Weighted Average Grant Date Fair Value, Ending balance | $ / shares | $ 2.17 |
Stockholders' Equity and Stoc62
Stockholders' Equity and Stock-based Compensation - Schedule of Warrants Activity (Details) - Warrant [Member] | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of shares, outstanding, beginning balance | 6,264,215 |
Number of shares subject to warrants outstanding, granted | |
Number of shares subject to warrants outstanding, exercised | |
Number of shares subject to warrants outstanding, expired | (55,688) |
Number of shares, outstanding and exercisable , ending balance | 6,208,527 |
Weighted average remaining contractual life of the outstanding warrants in years | 2 years 3 months 19 days |
Weighted avg. Exercise price, outstanding, beginning balance | $ / shares | $ 1.91 |
Weighted avg. Exercise price, expired | $ / shares | 5.25 |
Weighted avg. Exercise price, outstanding and exercisable, ending balance | $ / shares | $ 1.90 |
Stockholders' Equity and Stoc63
Stockholders' Equity and Stock-based Compensation - Schedule of Warrants Outstanding and Warrants Exercisable (Details) | 3 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Warrant [Member] | |
Warrants Outstanding | 6,208,527 |
Exercise Price | $ / shares | $ 1.90 |
Warrants Exercisable | 6,208,527 |
Lender Warrants [Member] | |
Issue Date | May 11, 2015 |
Warrants Outstanding | 125,000 |
Exercise Price | $ / shares | $ 1.79 |
Warrants Exercisable | 125,000 |
Expiration Date | May 11, 2025 |
Settlement Warrants [Member] | |
Issue Date | Aug. 16, 2016 |
Warrants Outstanding | 40,000 |
Exercise Price | $ / shares | $ 3.75 |
Warrants Exercisable | 40,000 |
Expiration Date | Aug. 16, 2021 |
Warrants Issued to Investor Relations Consultant [Member] | |
Issue Date | Jul. 19, 2013 |
Warrants Outstanding | 60,000 |
Exercise Price | $ / shares | $ 8.50 |
Warrants Exercisable | 60,000 |
Expiration Date | Jul. 19, 2018 |
Placement Agent Warrants [Member] | |
Issue Date | Dec. 27, 2016 |
Warrants Outstanding | 210,313 |
Exercise Price | $ / shares | $ 1.79 |
Warrants Exercisable | 210,313 |
Expiration Date | Dec. 27, 2019 |
PIPE Investor Warrants [Member] | |
Issue Date | Dec. 27, 2016 |
Warrants Outstanding | 5,157,828 |
Exercise Price | $ / shares | $ 1.79 |
Warrants Exercisable | 5,157,828 |
Expiration Date | Dec. 27, 2019 |
Lender Warrants One [Member] | |
Issue Date | Jul. 19, 2017 |
Warrants Outstanding | 615,386 |
Exercise Price | $ / shares | $ 2.08 |
Warrants Exercisable | 615,386 |
Expiration Date | Jul. 19, 2024 |
Stockholders' Equity and Stoc64
Stockholders' Equity and Stock-based Compensation - Schedule of Stock Based Compensation Granted to Employees Directors Consultants (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Stock based compensation related to equity instruments granted to related parties | $ 751 | $ 950 |
Employees [Member] | Selling, General and Administrative [Member] | ||
Stock based compensation related to equity instruments granted to related parties | 593 | 835 |
Directors [Member] | Selling, General and Administrative [Member] | ||
Stock based compensation related to equity instruments granted to related parties | 50 | 55 |
Consultants [Member] | Selling, General and Administrative [Member] | ||
Stock based compensation related to equity instruments granted to related parties | $ 108 | $ 60 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
Jan. 31, 2018 | Apr. 30, 2017 | Mar. 31, 2018 | |
Royalty payments | $ 44 | $ 64 | |
Klarity License Agreement [Member] | Richard L. Lindstrom, M.D [Member] | |||
Royalty payment description | Under the terms of the Klarity License Agreement, the Company is required to make royalty payments to Dr. Lindstrom ranging from 3% to 6% of net sales, dependent upon the final formulation of the Klarity Product sold. | ||
License Agreement [Member] | Richard L. Lindstrom, M.D [Member] | |||
Royalty payments | 101 | ||
License Agreement [Member] | Richard L. Lindstrom, M.D [Member] | Initial Payment [Member] | |||
Royalty payments | $ 50 | ||
License Agreement [Member] | Richard L. Lindstrom, M.D [Member] | Second Payment [Member] | |||
Royalty payments | 50 | ||
Net sales | 50 | ||
License Agreement [Member] | Richard L. Lindstrom, M.D [Member] | Final Payment [Member] | |||
Royalty payments | 50 | ||
Net sales | $ 100 | ||
Sales and Marketing Agreements [Member] | |||
Commission expense incurred | $ 215 | ||
Sales and Marketing Agreements [Member] | Minimum [Member] | |||
Commission payments, percentage | 10.00% | ||
Sales and Marketing Agreements [Member] | Maximum [Member] | |||
Commission payments, percentage | 14.00% |
Segment Information and Conce66
Segment Information and Concentrations (Details Narrative) - Segment | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Segment Reporting [Abstract] | ||
Number of reportable segment | 1 | |
Maximum percentage of sales derived from large number of customer | 10.00% | 10.00% |
Percentage of drug and chemical purchases from three main suppliers | 58.00% | 93.00% |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | ||
May 31, 2018 | Apr. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | |
Common stock hold amount | 20,813,205 | 20,623,129 | ||
Sales Agreement [Member] | ||||
Shares sold of common stock | 69,376 | |||
Proceeds from common stock | $ 122 | |||
Subsequent Event [Member] | ||||
Proceeds from preferred stock | $ 20,000,000 | |||
Subsequent Event [Member] | Surface's Series A Preferred Stock [Member] | ||||
Stock price per share | $ 3.30 | |||
Proceeds from preferred stock | $ 15,000 | |||
Common stock hold amount | 3,500,000 | |||
Subsequent Event [Member] | Surface's Series A Preferred Stock [Member] | Within 90 Days [Member] | ||||
Additional proceeds amount | $ 5,000 | |||
Subsequent Event [Member] | Sales Agreement [Member] | ||||
Shares sold of common stock | 66,531 | |||
Proceeds from common stock | $ 132 |