Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 07, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2020 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-35814 | |
Entity Registrant Name | Harrow Health, Inc. | |
Entity Central Index Key | 0001360214 | |
Entity Tax Identification Number | 45-0567010 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 102 Woodmont Blvd. | |
Entity Address, Address Line Two | Suite 610 | |
Entity Address, City or Town | Nashville | |
Entity Address, State or Province | TN | |
Entity Address, Postal Zip Code | 37205 | |
City Area Code | (615) | |
Local Phone Number | 733-4730 | |
Title of 12(b) Security | Common Stock, $0.001 par value per share | |
Trading Symbol | HROW | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 25,649,671 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash and cash equivalents, including restricted cash of $200 | $ 4,102 | $ 4,949 |
Investment in Eton Pharmaceuticals | 19,075 | 25,200 |
Accounts receivable, net | 2,018 | 2,009 |
Inventories | 3,841 | 3,301 |
Prepaid expenses and other current assets | 1,333 | 1,308 |
Total current assets | 30,369 | 36,767 |
Property, plant and equipment, net | 4,993 | 5,375 |
Operating lease right-of-use assets | 6,259 | 6,559 |
Intangible assets, net | 1,960 | 2,337 |
Goodwill | 332 | 332 |
TOTAL ASSETS | 49,454 | 59,085 |
Current liabilities | ||
Accounts payable and accrued expenses | 5,780 | 7,702 |
Accrued payroll and related liabilities | 3,169 | 2,117 |
Deferred revenue and customer deposits | 53 | 57 |
Current portion of paycheck protection program loan payable | 827 | |
Current portion of loan payable, net of unamortized debt discount | 2,595 | 1,772 |
Current portion of operating lease liabilities | 651 | 629 |
Current portion of finance lease obligations | 8 | 7 |
Total current liabilities | 13,083 | 12,284 |
Operating lease liabilities, net of current portion | 6,026 | 6,338 |
Finance lease obligations, net of current portion | 22 | 26 |
Accrued expenses, net of current portion | 800 | 800 |
Paycheck protection program loan payable, net of current portion | 1,140 | |
Loan payable, net of current portion and unamortized debt discount | 12,987 | 12,219 |
TOTAL LIABILITIES | 34,058 | 31,667 |
STOCKHOLDERS’ EQUITY | ||
Common stock, $0.001 par value, 50,000,000 shares authorized, 25,649,171 and 25,526,931 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively | 26 | 26 |
Additional paid-in capital | 102,889 | 101,728 |
Accumulated deficit | (87,187) | (74,043) |
TOTAL HARROW HEALTH STOCKHOLDERS’ EQUITY | 15,728 | 27,711 |
Noncontrolling interests | (332) | (293) |
TOTAL STOCKHOLDERS’ EQUITY | 15,396 | 27,418 |
TOTAL LIABILITIES AND EQUITY | 49,454 | 59,085 |
Surface Pharmaceuticals [Member] | ||
Current assets | ||
Investments | 2,809 | 3,747 |
Melt Pharmaceuticals [Member] | ||
Current assets | ||
Investments | $ 2,732 | $ 3,968 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Restricted cash | $ 200 | $ 200 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 25,649,171 | 25,526,931 |
Common stock, shares outstanding | 25,649,171 | 25,526,931 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenues: | ||||
Total revenues | $ 8,060 | $ 13,516 | $ 19,877 | $ 25,806 |
Cost of sales | (3,204) | (5,225) | (6,830) | (9,123) |
Gross profit | 4,856 | 8,291 | 13,047 | 16,683 |
Operating expenses: | ||||
Selling, general and administrative | 6,954 | 8,248 | 15,370 | 16,791 |
Research and development | 749 | 810 | 1,152 | 1,215 |
Impairment of intangible assets | 363 | 363 | ||
Total operating expenses | 8,066 | 9,058 | 16,885 | 18,006 |
Loss from operations | (3,210) | (767) | (3,838) | (1,323) |
Other income (expense): | ||||
Interest expense, net | (505) | (716) | (1,065) | (1,319) |
Other income, net | 19 | 19 | 630 | |
Total other (expense) income, net | 2,950 | (1,653) | (9,345) | 10,236 |
(Loss) income before income taxes | (260) | (2,420) | (13,183) | 8,913 |
Income tax benefit, net | ||||
Total net (loss) income including noncontrolling interests | (260) | (2,420) | (13,183) | 8,913 |
Net loss attributable to noncontrolling interest | 23 | 42 | 39 | 67 |
Net (loss) income attributable to Harrow Health, Inc. | $ (237) | $ (2,378) | $ (13,144) | $ 8,980 |
Basic net (loss) income per share of common stock | $ (0.01) | $ (0.09) | $ (0.51) | $ 0.36 |
Diluted net (loss) income per share of common stock | $ (0.01) | $ (0.09) | $ (0.51) | $ 0.34 |
Weighted average number of shares of common stock outstanding, basic | 25,893,629 | 25,216,565 | 25,867,478 | 25,030,012 |
Weighted average number of shares of common stock outstanding, diluted | 25,893,629 | 25,216,565 | 25,867,478 | 26,696,683 |
Melt Pharmaceuticals [Member] | ||||
Other income (expense): | ||||
Investment (loss) gain, net | $ (690) | $ (326) | $ (1,236) | $ 5,199 |
Surface Pharmaceuticals [Member] | ||||
Other income (expense): | ||||
Investment (loss) gain, net | (599) | (261) | (938) | (504) |
Eton Pharmaceuticals [Member] | ||||
Other income (expense): | ||||
Investment (loss) gain, net | 4,725 | (350) | (6,125) | 6,230 |
Product Sales, Net [Member] | ||||
Revenues: | ||||
Total revenues | 8,049 | 13,509 | 19,859 | 25,792 |
License Revenues [Member] | ||||
Revenues: | ||||
Total revenues | $ 11 | $ 7 | $ 18 | $ 14 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Parent [Member] | Noncontrolling Interest [Member] | Total |
Beginning balance, value at Dec. 31, 2018 | $ 24 | $ 98,938 | $ (74,211) | $ 24,751 | $ 24,751 | |
Balance, shares at Dec. 31, 2018 | 24,339,610 | |||||
Exercise of warrants | $ 1 | 178 | 179 | 179 | ||
Exercise of warrants, shares | 763,393 | |||||
Exercise of employee stock-based options | ||||||
Exercise of employee stock-based options, shares | 20,955 | |||||
Stock-based payment for services provided | 75 | 75 | 75 | |||
Stock-based payment for services provided, shares | 15,000 | |||||
Stock-based compensation expense | 1,080 | 1,080 | 1,080 | |||
Net loss | 8,980 | 8,980 | (67) | 8,913 | ||
Ending balance, value at Jun. 30, 2019 | $ 25 | 100,271 | (65,231) | 35,065 | (67) | 34,998 |
Balance, shares at Jun. 30, 2019 | 25,138,958 | |||||
Beginning balance, value at Mar. 31, 2019 | $ 25 | 99,887 | (62,853) | 37,059 | (25) | 37,034 |
Balance, shares at Mar. 31, 2019 | 24,718,649 | |||||
Exercise of warrants | 17 | 17 | 17 | |||
Exercise of warrants, shares | 399,354 | |||||
Exercise of employee stock-based options | ||||||
Exercise of employee stock-based options, shares | 20,955 | |||||
Stock-based compensation expense | 367 | 367 | 367 | |||
Net loss | (2,378) | (2,378) | (42) | (2,420) | ||
Ending balance, value at Jun. 30, 2019 | $ 25 | 100,271 | (65,231) | 35,065 | (67) | 34,998 |
Balance, shares at Jun. 30, 2019 | 25,138,958 | |||||
Beginning balance, value at Dec. 31, 2019 | $ 26 | 101,728 | (74,043) | 27,711 | (293) | 27,418 |
Balance, shares at Dec. 31, 2019 | 25,526,931 | |||||
Exercise of employee stock-based options | ||||||
Exercise of employee stock-based options, shares | 253 | |||||
Vesting of RSUs | ||||||
Vesting of RSUs, shares | 91,987 | |||||
Stock-based payment for services provided | 83 | 83 | 83 | |||
Stock-based payment for services provided, shares | 30,000 | |||||
Stock-based compensation expense | 1,078 | 1,078 | 1,078 | |||
Net loss | (13,144) | (13,144) | (39) | (13,183) | ||
Ending balance, value at Jun. 30, 2020 | $ 26 | 102,889 | (87,187) | 15,728 | (332) | 15,396 |
Balance, shares at Jun. 30, 2020 | 25,649,171 | |||||
Beginning balance, value at Mar. 31, 2020 | $ 26 | 102,261 | (86,950) | 15,337 | (309) | 15,028 |
Balance, shares at Mar. 31, 2020 | 25,618,918 | |||||
Exercise of employee stock-based options | ||||||
Exercise of employee stock-based options, shares | 253 | |||||
Stock-based payment for services provided | 83 | 83 | 83 | |||
Stock-based payment for services provided, shares | 30,000 | |||||
Stock-based compensation expense | 545 | 545 | 545 | |||
Net loss | (237) | (237) | (23) | (260) | ||
Ending balance, value at Jun. 30, 2020 | $ 26 | $ 102,889 | $ (87,187) | $ 15,728 | $ (332) | $ 15,396 |
Balance, shares at Jun. 30, 2020 | 25,649,171 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net (loss) income (including noncontrolling interests) | $ (13,183) | $ 8,913 |
Adjustments to reconcile net (loss) income to net cash used in operating activities: | ||
Depreciation and amortization of property, plant and equipment | 913 | 968 |
Amortization of intangible assets | 88 | 125 |
Amortization of operating lease right-of-use assets | 341 | 256 |
Amortization of debt issuance costs and discount | 243 | 263 |
Provision for bad debt expense | 302 | |
Investment loss (gain) from Eton, net | 6,125 | (6,230) |
Investment loss from Surface, net | 938 | 504 |
Investment loss (gain) from Melt, net | 1,236 | (5,199) |
Loss on sale and disposal of assets | 5 | 76 |
Interest paid-in-kind on loan payable | 348 | |
Impairment of intangible assets | 363 | |
Stock-based payment of consulting services | 83 | 75 |
Stock-based compensation | 1,078 | 1,080 |
Changes in assets and liabilities: | ||
Accounts receivable | (311) | (309) |
Inventories | (540) | (818) |
Prepaid expenses and other current assets | (25) | (564) |
Accounts payable and accrued expenses | (2,253) | 830 |
Accrued payroll and related liabilities | 1,052 | (707) |
Deferred revenue and customer deposits | (4) | 105 |
NET CASH USED IN OPERATING ACTIVITIES | (3,201) | (632) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Investment in patent and trademark assets | (74) | (220) |
Purchases of property, plant and equipment | (536) | (565) |
NET CASH USED IN INVESTING ACTIVITIES | (610) | (785) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Payments on finance lease obligations | (3) | (375) |
Proceeds from SWK debt | 1,000 | |
Principal payments on loan payable | (750) | |
Payments of costs related to amendment of loan payable | (282) | |
Net proceeds from Payroll Protection Program loan payable | 1,967 | |
Net proceeds from exercise of warrants | 179 | |
NET CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES | 2,964 | (1,228) |
NET CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (847) | (2,645) |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, beginning of period | 4,949 | 6,838 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, end of period | 4,102 | 4,193 |
RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH | ||
Cash and cash equivalents | 3,902 | 3,993 |
Restricted cash | 200 | 200 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH AT END OF PERIOD | 4,102 | 4,193 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION: | ||
Cash paid for income taxes | 8 | |
Cash paid for interest | 408 | 1,053 |
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Right-of-use asset obtained in exchange for lease obligation | 41 | |
Acquisition of property, plant and equipment with finance lease obligations | 40 | |
Purchase of property, plant and equipment included in accounts payable and accrued expenses | $ 11 |
DESCRIPTION OF BUSINESS AND BAS
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION | NOTE 1. DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION Company and Background Harrow Health, Inc. (together with its subsidiaries, partially owned companies and royalty arrangements unless the context indicates or otherwise requires, the “Company” or “Harrow”) specializes in the development, production and sale of innovative medications that offer unique competitive advantages and serve unmet needs in the marketplace through its subsidiaries and deconsolidated companies. The Company owns one of the nation’s leading ophthalmology-focused pharmaceutical businesses, ImprimisRx. In addition to wholly owning ImprimisRx, the Company also has equity positions in Eton Pharmaceuticals, Inc. (“Eton”), Surface Pharmaceuticals, Inc. (“Surface”), and Melt Pharmaceuticals, Inc. (“Melt”), all companies that began as subsidiaries of Harrow. More recently, the Company founded drug development subsidiaries Mayfield Pharmaceuticals, Inc. (“Mayfield”) and Stowe Pharmaceuticals, Inc. (“Stowe”), among others. In 2020, Harrow created Visionology, Inc., which intends to launch an online eye health platform business. Harrow also owns royalty rights in various drug candidates being developed by Surface, Melt and Mayfield. The Company intends to continue to create, and hold equity and royalty rights in, new businesses that commercialize drug candidates that are internally developed or otherwise acquired or licensed from third parties. Basis of Presentation The Company 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 in accordance with the rules and regulations of the U.S. Securities and Exchange Commission. 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 and six months ended June 30, 2020 are not necessarily indicative of the results that may be expected for the year ending December 31, 2020 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, 2019. The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries, as well as Mayfield ( 79% majority controlled) and Stowe ( 70% majority controlled) each subsidiaries of Harrow as of June 30, 2020. The remaining 21 % of Mayfield is owned by Elle Pharmaceutical, LLC (“Elle”), TGV-Health, LLC and its affiliated entities (collectively “TGV”) or other consultants. Mayfield was organized to develop women’s health-focused drug candidates. The remaining 30 % of Stowe is owned by TGV. Stowe was organized to develop ophthalmic drug candidates. All inter-company accounts and transactions have been eliminated in consolidation. Harrow consolidates entities in which it has a controlling financial interest. We consolidate subsidiaries in which we hold and/or control, directly or indirectly, more than 50% of the voting rights. The condensed consolidated balance sheets at June 30, 2020 and December 31, 2019 and the condensed consolidated statements of operations, stockholders’ equity and cash flows for the periods ended June 30, 2020 and 2019 include our accounts and those of our wholly owned subsidiaries as well as Mayfield and Stowe. Risks, Uncertainties and Liquidity The Company is subject to risks and uncertainties as a result of the COVID-19 pandemic. On March 18, 2020, the Centers for Medicare & Medicaid Services (“CMS”) released guidance for U.S. healthcare providers to limit all elective medical procedures in order to conserve personal protective equipment and limit exposure to COVID-19 during the pendency of the pandemic. In addition to limiting elective medical procedures, many hospitals and other healthcare providers have strictly limited access to their facilities during the pandemic. The COVID-19 pandemic has negatively impacted the global economy, disrupted global supply chains and healthcare delivery, led to social distancing recommendations, stay-at-home orders and other restrictive measures, and created significant volatility in financial markets. Many of the Company’s customers use its drugs in procedures impacted by the CMS guidance to limit elective procedures. In addition, the Company and our business partners need access to healthcare providers and facilities to conduct clinical trials and other activities required to achieve regulatory clearance of products under development. The Company believes reductions in elective procedures in response to CMS guidance have had, and will continue to have, an adverse impact, which may be material, on the Company’s financial condition, liquidity and results of operations. The severity of the impact of the COVID-19 pandemic on the Company’s business will depend on a number of factors, including, but not limited to, the duration and severity of the pandemic and the extent and severity of the impact on its customers, all of which are uncertain and cannot be predicted. As of the date of issuance of this Quarterly Report, the extent to which the COVID-19 pandemic may materially impact the Company’s financial condition, liquidity or results of operations is uncertain. For further information, refer to “Risk Factors” in Part II, Item 1A of this Quarterly Report and information in the Company’s other filings with the Securities and Exchange Commission. The Company has incurred significant operating losses and negative cash flows from operations since its inception. The Company incurred operating losses of $ 3,838 and $ 1,323 for the six months ended June 30, 2020 and 2019, respectively, and had an accumulated deficit of $ 87,187 and $ 74,043 as of June 30, 2020 and December 31, 2019, respectively. In addition, the Company used cash in operating activities of $ 3,201 and $ 632 for the six months ended June 30, 2020 and 2019, respectively. While there is no assurance, management of the Company believes existing cash resources and restricted cash of $ 4,102 at June 30, 2020 together with cash generated from revenues, 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 through a variety of means which may include, but are not limited to: the sale of assets, investments 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 management deems acceptable, or at all. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The following represents an update for the three and six months ended June 30, 2020 to the significant accounting policies described in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. Segments The Company’s chief operating decision-maker is its Chief Executive Officer who makes resource allocation decisions and assesses performance based on financial information presented as operating segments. The Company has identified two operating segments as reportable segments. See Note 15 for more information regarding the Company’s reportable segments. Noncontrolling Interests The Company recognizes any noncontrolling interest as a separate line item in equity in the condensed consolidated financial statements. A noncontrolling interest represents the portion of equity ownership in a less-than-wholly owned subsidiary not attributable to the Company. Generally, any interest that holds less than 50% of the outstanding voting shares is deemed to be a noncontrolling interest; however, there are other factors, such as decision-making rights, that are considered as well. The Company provides in the condensed consolidated statements of stockholders’ equity a reconciliation at the beginning and the end of the period of the carrying amount of total equity, equity attributable to the parent, and equity attributable to the noncontrolling interests that separately discloses: (1) net income or loss; (2) transactions with owners acting in their capacity as owners, showing separately contributions from and distributions to owners; and (3) each component of other income or loss. Basic and Diluted Net Income (Loss) per Common Share Basic net income (loss) per common share is computed by dividing income (loss) attributable to common stockholders for the period by the weighted average number of common shares outstanding during the period. Diluted income (loss) per share is computed by dividing the income (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 income (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 stock options, unvested restricted stock units (“RSUs”) and warrants were 5,414,504 5,331,883 251,746 304,873 The following table shows the computation of basic net income (loss) per share of common stock for the three and six months ended June 30, 2020 and 2019: SCHEDULE OF BASIC EARNINGS PER COMMON SHARE 2020 2019 2020 2019 For the Three Months Ended For the Six Months Ended June 30, June 30, 2020 2019 2020 2019 Numerator – net (loss) income attributable to Harrow Health, Inc. $ (237 ) $ (2,378 ) $ (13,144 ) $ 8,980 Denominator – weighted average number of shares outstanding, basic 25,893,629 25,216,565 25,867,478 25,030,012 Net (loss) income per share, basic $ (0.01 ) $ (0.09 ) $ (0.51 ) $ 0.36 For the six months ended June 30, 2019, the Company had net income. As a result, the Company computed diluted net income per share using the weighted-average number of common shares and dilutive common equivalent shares outstanding during the period. Diluted common equivalent shares for the six months ended June 30, 2019, consisted of the following: SCHEDULE OF DILUTED COMMON EQUIVALENT SHARES For the Six Months Ended June 30, 2019 Diluted shares related to: Warrants 1,028,780 Stock options 637,891 Dilutive common equivalent shares 1,666,671 The following table shows the computation of diluted net income (loss) per share of common stock for the three and six months ended June 30, 2020 and 2019: SCHEDULE OF DILUTED EARNINGS PER COMMON SHARE 2020 2019 2020 2019 For the Three Months Ended For the Six Months Ended June 30, June 30, 2020 2019 2020 2019 Numerator – net (loss) income attributable to Harrow Health, Inc. $ (237 ) $ (2,378 ) $ (13,144 ) $ 8,980 Denominator – weighted average number of shares outstanding, basic 25,893,629 25,216,565 25,867,478 25,030,012 Dilutive common equivalents - - - 1,666,671 Number of shares used for diluted income (loss) per share computation 25,893,629 25,216,565 25,867,478 26,696,683 Net (loss) income per share, basic $ (0.01 ) $ (0.09 ) $ (0.51 ) $ 0.34 Investment in Eton Pharmaceuticals, Inc. – Related Party The Company owns 3,500,000 shares of Eton common stock, which represents approximately 16.7 % of the equity and voting interests of Eton as of June 30, 2020. At June 30, 2020 the fair market value of Eton’s common stock was $ 5.45 per share. In accordance with the Accounting Standards Update (“ASU”) 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities 4,725 and $ (6,125), respectively , related to the change in fair market value of the Company’s investment in Eton during the measurement periods. As of June 30, 2020, the fair market value of the Company’s investment in Eton was $ 19,075 . Mark Baum, the Company’s Chief Executive Officer, is a member of the board of directors of Eton. Investment in Melt Pharmaceuticals, Inc. – Related Party In April 2018, the Company formed Melt as a wholly owned subsidiary. In January and March of 2019, Melt entered into definitive stock purchase agreements (collectively, the “Melt Series A Preferred Stock Agreement”) with certain investors and closed on the sale of Melt’s Series A Preferred Stock (the “Melt Series A Stock”), totaling approximately $ 11,400 of proceeds (collectively the “Melt Series A Round”) at a purchase price of $ 5.00 per share. As a result, the Company lost voting and ownership control of Melt and ceased consolidating Melt’s financial statements. In January 2019, the Company deconsolidated Melt and recorded a gain of $ 5,810 Consolidation The Company owns 3,500,000 common shares of Melt (which is approximately 44 % of the equity interests as of June 30, 2020) 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 Melt. Under this method, the Company recognizes earnings and losses in Melt in its condensed consolidated financial statements and adjusts the carrying amount of its investment in Melt accordingly. The Company’s share of earnings and losses are based on the Company’s ownership interest of Melt. Any intra-entity profits and losses are eliminated. The Company recorded equity in the net loss of Melt of $690 and $ 1,236 during the three and six months ended June 30, 2020, respectively. The Company recorded equity in the net loss of Melt of $ 326 and $ 611 during the three and six months ended June 30, 2019, respectively. As of June 30, 2020, the carrying value of the Company’s investment in Melt was $ 2,732 . See Note 4 for more information and related party disclosure regarding Melt. Investment in Surface Pharmaceuticals, Inc. – Related Party The Company owns 3,500,000 common shares (which is approximately 30 % of the equity interests as of June 30, 2020) of Surface 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 Surface. Under this method, the Company recognizes earnings and losses in Surface in its condensed consolidated financial statements and adjusts the carrying amount of its investment in Surface accordingly. The Company’s share of earnings and losses are based on the Company’s ownership interest of Surface. Any intra-entity profits and losses are eliminated. The Company recorded equity in the net loss of Surface of $ 599 and $ 938 during the three and six months ended June 30, 2020, respectively. The Company recorded equity in the net loss of Surface of $ 261 and $ 504 during the three and six months ended June 30, 2019, respectively. As of June 30, 2020, the carrying value of the Company’s investment in Surface was $ 2,809 . See Note 5 for more information and related party disclosure regarding Surface. Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments In August 2018, the FASB issued ASU 2018-13, Changes to Disclosure Requirements for Fair Value Measurements In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes |
REVENUES
REVENUES | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
REVENUES | NOTE 3. REVENUES The Company accounts for contracts with customers in accordance with ASC 606, Revenues from Contracts with Customers Product Revenues from Pharmacy Services The Company sells prescription drugs directly through our pharmacy and outsourcing facility network. Revenues 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 ASC 606, 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 sold or granted a license which provides a customer with the right to access the Company’s intellectual property. License arrangements may include or require 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, the revenue of which 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 and six months ended June 30, 2020 and 2019, consists of the following: SCHEDULE OF DISAGGREGATED REVENUE For the Three Months Ended For the Six Months Ended June 30, June 30, 2020 2019 2020 2019 Product sales, net $ 8,049 $ 13,509 $ 19,859 $ 25,792 License 11 7 18 14 Total revenues $ 8,060 $ 13,516 $ 19,877 $ 25,806 Deferred revenue and customer deposits at June 30, 2020 and December 31, 2019, was $ 53 57 |
INVESTMENT IN MELT PHARMACEUTIC
INVESTMENT IN MELT PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENT IN MELT PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS | NOTE 4. INVESTMENT IN MELT PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS In December 2018, the Company entered into an asset purchase agreement with Melt (the “Melt Asset Purchase Agreement”). Pursuant to the terms of the Melt Asset Purchase Agreement, Melt was assigned certain intellectual property and related rights from the Company to develop, formulate, make, sell, and sub-license certain Company conscious sedation and analgesia related formulations (collectively, the “Melt Products”). Under the terms of the Melt Asset Purchase Agreement, Melt is required to make royalty payments to the Company up to 5 In February 2019, the Company and Melt entered into a Management Services Agreement (the “Melt MSA”), whereby the Company provides to Melt certain administrative services and support, including bookkeeping, web services and human resources related activities, and Melt pays the Company a monthly amount of $ 10 As of June 30, 2020, the Company was due $ 785 0 The Company’s Chief Executive Officer, Mark L. Baum, and Chief Medical Officer, Larry Dillaha, are members of the Melt board of directors. The unaudited condensed results of operations information of Melt is summarized below: SCHEDULE OF CONDENSED INCOME STATEMENT For the Six Months Ended June 30, 2020 Revenues, net $ - Loss from operations 2,574 Net loss $ (2,574 ) The unaudited condensed balance sheet information of Melt is summarized below: SCHEDULE OF CONDENSED BALANCE SHEET June 30, 2020 Current assets $ 4,789 Non-current assets 12 Total assets $ 4,801 Total liabilities $ 1,495 Total preferred stock and stockholders’ equity 3,306 Total liabilities and stockholders’ equity $ 4,801 |
INVESTMENT IN SURFACE PHARMACEU
INVESTMENT IN SURFACE PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS | 6 Months Ended |
Jun. 30, 2020 | |
Investment In Surface Pharmaceuticals Inc. And Agreements - Related Party Transactions | |
INVESTMENT IN SURFACE PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS | NOTE 5. INVESTMENT IN SURFACE PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS The Company entered into an asset purchase and license agreement with Surface in 2017, and amended it in April 2018 (the “Surface License Agreements”). Pursuant to the terms of the Surface License Agreements, the Company assigned and licensed to Surface certain intellectual property and related rights to develop, formulate, make, sell, and sub-license ophthalmic formulations (collectively, the “Surface Products”). Surface is required to make royalty payments to the Company of 4 %- 6 % of net sales of the Surface Products while any patent rights remain outstanding. A Company director, Richard L. Lindstrom, and the Company’s Chief Executive Officer, Mark L. Baum, are directors of Surface. Surface is required to make royalty payments to Dr. Lindstrom of 3 % of net sales of certain Surface Products while certain patent rights remain outstanding. Dr. Lindstrom is also a principal of Flying L Partners, an affiliate of the funding investor who purchased the Surface Series A Preferred Stock. The unaudited condensed results of operations information of Surface is summarized below: SUMMARY OF CONDENSED INCOME STATEMENT For the Six Months Ended June 30, 2020 Revenues, net $ - Loss from operations 3,127 Net loss $ (3,127 ) The unaudited condensed balance sheet information of Surface is summarized below: SUMMARY OF CONDENSED BALANCE SHEET June 30, 2020 Current assets $ 12,911 Non-current assets 45 Total assets $ 12,956 Total liabilities $ 642 Total stockholders’ equity 12,314 Total liabilities and stockholders’ equity $ 12,956 |
INVENTORIES
INVENTORIES | 6 Months Ended |
Jun. 30, 2020 | |
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 June 30, 2020 and December 31, 2019 was as follows: SCHEDULE OF INVENTORIES 2020 2019 June 30, December 31, 2020 2019 Raw materials $ 2,758 $ 2,405 Work in progress 2 20 Finished goods 1,081 876 Total inventories $ 3,841 $ 3,301 |
PREPAID EXPENSES AND OTHER CURR
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 6 Months Ended |
Jun. 30, 2020 | |
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: SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS June 30, December 31, 2020 2019 Prepaid insurance $ 98 $ 123 Other prepaid expenses 361 358 Receivable due from Melt 785 722 Deposits and other current assets 89 105 Total prepaid expenses and other current assets $ 1,333 $ 1,308 |
PROPERTY, PLANT AND EQUIPMENT
PROPERTY, PLANT AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT | NOTE 8. PROPERTY, PLANT AND EQUIPMENT Property, plant and equipment, net consisted of the following: SCHEDULE OF PROPERTY, PLANT AND EQUIPMENT 2020 2019 June 30, December 31, 2020 2019 Property, plant and equipment, net: Computer software and hardware $ 1,760 $ 1,732 Furniture and equipment 463 363 Lab and pharmacy equipment 3,399 3,164 Leasehold improvements 5,674 5,510 Property, plant and equipment, gross 11,296 10,769 Accumulated depreciation and amortization (6,303 ) (5,394 ) Property, plant and equipment, Net $ 4,993 $ 5,375 For the three and six months ended June 30, 2020, depreciation and amortization related to the property, plant and equipment was $ 465 and $ 913 , respectively. For the three and six months ended June 30, 2019, depreciation and amortization related to the property, plant and equipment was $ 491 and $ 968 , respectively. |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS AND GOODWILL | NOTE 9. INTANGIBLE ASSETS AND GOODWILL The Company’s intangible assets at June 30, 2020 consisted of the following: SCHEDULE OF INTANGIBLE ASSETS Amortization periods Accumulated Net (in years) Cost amortization Impairment Carrying value Patents 17 19 $ 879 $ (80 ) $ (363 ) $ 436 Licenses 20 50 (6 ) - 44 Trademarks Indefinite 348 - - 348 Customer relationships 3 15 1,519 (388 ) - 1,131 Trade name 5 5 (5 ) - - Non-competition clause 3 4 50 (50 ) - - State pharmacy licenses 25 8 (7 ) - 1 $ 2,859 $ (536 ) $ (363 ) $ 1,960 During the three and six months ended June 30, 2020, the Company recorded impairment charges of $ 363 related to patent filings associated with the products that the Company was no longer actively selling. Amortization expense for intangible assets for the three and six months ended June 30, 2020 and 2019 was as follows: SCHEDULE OF AMORTIZATION EXPENSES FOR INTANGIBLE ASSETS For the For the For the For the Three Months Ended Three Months Ended Six Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2020 2019 2020 2019 Patents $ 8 $ 11 $ 19 $ 15 Licenses - 1 1 5 Customer relationships 35 51 68 102 Trade name - - - 2 State pharmacy licenses - - - 1 $ 43 $ 63 $ 88 $ 125 Estimated future amortization expense for the Company’s intangible assets at June 30, 2020 is as follows: SCHEDULE OF ESTIMATED FUTURE AMORTIZATION EXPENSE 2020 Remainder of 2020 $ 85 2021 166 2022 166 2023 166 2024 138 Thereafter 891 Intangible assets $ 1,612 There have been no |
ACCOUNTS PAYABLE AND ACCRUED EX
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 6 Months Ended |
Jun. 30, 2020 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | NOTE 10. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses consisted of the following: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES 2020 2019 June 30, December 31, 2020 2019 Accounts payable $ 5,530 $ 7,409 Other accrued expenses - 49 Accrued interest 250 244 Accrued exit fee for note payable 800 800 Total accounts payable and accrued expenses 6,580 8,502 Less: Current portion (5,780 ) (7,702 ) Non-current total accrued expenses $ 800 $ 800 |
DEBT
DEBT | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE 11. DEBT In July 2017, the Company entered into a term loan and security agreement in the principal amount of $ 16,000 (the “SWK Loan Agreement” or “SWK Loan”) with SWK Funding LLC and its partners (collectively, “SWK”), as lender and collateral agent. The SWK Loan Agreement was fully funded at closing with a five-year term; however, such term could be reduced to four years if certain revenue requirements are not achieved. The SWK Loan is secured by substantially all of the Company’s assets, including its intellectual property rights. The SWK Loan was subsequently amended in May 2019 and again in April 2020 (see below). The SWK Loan bears an interest rate that is equal to the three-month London Inter-Bank Offered Rate (subject to a minimum of 2.00 10.00 Second Amendment to SWK Loan On April 1, 2020, the Company and several of its wholly owned subsidiaries entered into a second amendment (the “SWK Amendment”) to the SWK Loan, with SWK. A summary of the material changes contained in the SWK Amendment are as follows: ● SWK agreed to make available to the Company, and the Company drew down on, an additional principal amount of $ 1,000 ● The definition of the first amortization date was changed to August 14, 2020, permitting the Company to pay interest only on the principal amount loaned for the next payment (payments are due on a quarterly basis) following the SWK Amendment; and ● The interest payment due May 14, 2020 will be paid in kind by increasing the principal amount of the term loans by an amount equal to the interest accrued as of such date. Paycheck Protection Program Loan In April 2020, the Company entered into an unsecured promissory note and related Business Loan Agreement with Renasant Bank, as lender, for a loan (the “PPP Loan”) in the principal amount of $ 1,967 Under the terms of the PPP Loan, interest accrues on the outstanding principal at the rate of 1.0 The CARES Act and the PPP provide a mechanism for forgiveness of up to the full amount borrowed. Under the PPP, the Company may apply for and be granted forgiveness for all or part of the PPP Loan. The amount of loan proceeds eligible for forgiveness is based on a formula that takes into account a number of factors, including the amount of loan proceeds used by the Company during the eight-week period after the loan origination for certain purposes including payroll costs, interest on certain mortgage obligations, rent payments on certain leases, and certain qualified utility payments ( it being anticipated that at least 75% of the loan amount will be required to be used for eligible payroll costs At June 30, 2020, future minimum payments under the Company’s debt agreements were as follows: SUMMARY OF FUTURE MINIMUM PAYMENTS 2020 Amount Remainder of 2020 $ 2,439 2021 5,430 2022 4,437 2023 9,738 Total minimum payments 22,044 Less: amount representing estimated interest (3,479 ) Loans payable, gross 18,565 Less: unamortized discount (1,016 ) Notes payable 17,549 Less: current portion, net of unamortized discount (3,422 ) Loans payable, net of current portion and unamortized debt discount $ 14,127 For the three and six months ended June 30, 2020, debt discount amortization related to the SWK Loan was $ 83 and $ 243 , respectively. For the three and six months ended June 30, 2019, debt discount amortization related to the SWK Loan was $ 125 and $ 263 , respectively. |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
LEASES | NOTE 12. LEASES The Company leases office and laboratory space under the non-cancelable operating leases listed below. These lease agreements have remaining lease terms between one to four years and contain various clauses for renewal at our option. ● An operating lease for 10,200 December 2021 term for a five-year period ● An operating lease for 4,500 square feet of office and lab space in Irvine, California that expires in December 2020 , with an option to extend the term for up to two five-year periods . As part of the Company’s restructuring of the Park Compounding, Inc. (“Park”) business, the Company assessed its obligations under this lease. As of the date of this Quarterly Report, management expects the Company to sublease this space and has determined that there is a practical ability to do so, and as a result did not recognize any impairment costs related to this lease and the Company’s right to use the asset; ● An operating lease for 25,000 July 2024 term for two additional five-year periods ● An operating lease for 5,500 December 2024 two additional five-year periods In March 2020, the Company amended its New Jersey lease for the expansion of an additional 1,400 square feet of space which is expected to commence in September 2020 and expire in July 2026 . The March 2020 lease is not included below since the new lease term has not commenced as of June 30, 2020. At June 30, 2020, the weighted average incremental borrowing rate and the weighted average remaining lease term for the operating leases held by the Company were 6.32 9.85 During the three and six months ended June 30, 2020, cash paid for amounts included for the operating lease liabilities was $ 276 and $ 547 and the Company recorded operating lease expense of $ 280 and $ 555 included in selling, general and administrative expenses, respectively. Future lease payments under operating leases as of June 30, 2020 were as follows : SCHEDULE OF FUTURE LEASE PAYMENT UNDER OPERATING LEASES 2020 Operating Leases Remainder of 2020 $ 556 2021 987 2022 1,008 2023 1,032 2024 1,035 Thereafter 4,465 Total minimum lease payments 9,083 Less: amount representing interest payments (2,406 ) Total operating lease liabilities 6,677 Less: current portion, operating lease liabilities (651 ) Operating lease liabilities, net of current portion $ 6,026 The Company also has a lease that is included in its lease accounting but is not considered significant. Future lease payments under finance leases as of June 30, 2020 were as follows : SCHEDULE OF FUTURE LEASE PAYMENT UNDER FINANCE LEASE 2020 Finance Leases Remainder of 2020 $ 5 2021 9 2022 9 2023 9 2024 1 Total minimum lease payments 33 Less: amount representing interest payments (3 ) Present value of future minimum lease payments 30 Less: current portion, finance lease obligation (8 ) Finance lease obligation, net of current portion $ 22 At June 30, 2020, the incremental borrowing rate and the remaining lease term for the finance lease held by the Company were 6.36 3.58 For the three and six months ended June 30, 2020, depreciation expense related to the equipment held under the finance lease obligation was $ 2 and $ 4 , respectively. For each of the three and six months ended June 30, 2020, cash paid and expense recognized for interest expense related to the finance lease obligation was $ 0 and $ 1 , respectively. |
STOCKHOLDERS_ EQUITY AND STOCK-
STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION | NOTE 13. STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION Common Stock In May 2020, the Company issued 30,000 167 During the six months ended June 30, 2020, the Company issued 253 shares of its common stock upon the cashless exercise of options to purchase 750 3.04 per share, net of 69 shares of common stock withheld for payroll tax withholdings. During the six months ended June 30, 2020, the Company issued 91,987 2,429 During the six months ended June 30, 2020, 17,001 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 June 30, 2020, the 2017 Plan provides for the issuance of a maximum of 2,000,000 414,382 Stock Options A summary of stock option activity under the Plans for the six months ended June 30, 2020 is as follows: SCHEDULE OF STOCK OPTION PLAN ACTIVITY Number of shares Weighted Avg. Exercise Price Weighted Avg. Remaining Contractual Life Aggregate Intrinsic Value Options outstanding - January 1, 2020 2,656,683 $ 5.30 Options granted 355,500 $ 6.57 Options exercised (750 ) $ 3.04 Options cancelled/forfeited (8,839 ) $ 3.79 Options outstanding - June 30, 2020 3,002,594 5.46 6.14 $ 3,118 Options exercisable – June 30, 2020 1,779,188 4.53 5.48 $ 2,749 Options vested and expected to vest – June 30, 2020 2,887,635 5.40 6.09 $ 3,107 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 June 30, 2020, based on the closing price of the Company’s common stock of $ 5.21 During the six months ended June 30, 2020, the Company granted stock options to certain employees and a consultant. 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 June 30, 2020 generally 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; and 100% of the shares subject to the option vest on a quarterly basis in equal installments over three years. Certain option awards provide for accelerated vesting if there is a change in control (as defined in the Plans) and in the event of certain modifications to the option award agreement. On July 31, 2015, the Company granted to its Chief Executive Officer, Mark Baum, an option (the “Baum Performance Option”) to purchase 600,000 shares of the Company’s common stock at an exercise price of $ 7.87 per share under the 2007 Plan subject to the satisfaction of certain market-based vesting criteria. The market-based vesting criteria are separated into five tranches and require that the Company achieve and maintain certain average stock price targets ranging from $ 9 per share to $ 15 per share during the five year period following the grant date. On June 4, 2020, the Company amended the Baum Performance Option, to extend the vesting and contractual term by 5 years. The Company treated this amendment as a modification to the Baum Performance Option for accounting purposes. The fair value of the modification was $ 1 ,876 using a Monte Carlo Simulation with a five year life, 70 % volatility and a risk-free interest rate of 0.40 %. The fair value of the modification will be recognized as stock-based compensation expense over the service period. With the exception of the Baum Performance Option, the fair value of each option award is estimated on the date of grant using the Black-Scholes-Merton option pricing model. 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 rate of 10 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: SCHEDULE OF FAIR VALUE ASSUMPTIONS 2020 Weighted-average fair value of options granted $ 3.93 Expected terms (in years) 0.5 – 6.11 Expected volatility 66 % - 71 % Risk-free interest rate 0.50 % - 1.64 % Dividend yield - The following table summarizes information about stock options outstanding and exercisable at June 30, 2020: SCHEDULE OF STOCK OPTION OUTSTANDING AND EXERCISABLE 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 2.60 778,690 6.15 $ 2.05 699,301 $ 2.08 $ 2.76 4.66 535,283 6.21 $ 3.98 455,531 $ 3.98 $ 5.49 6.36 437,350 7.40 $ 6.15 235,710 $ 6.11 $ 6.64 8.99 1,246,241 5.67 $ 7.85 383,616 $ 8.19 $42.80 5,030 0.12 $ 42.80 5,030 $ 42.80 $ 1.47 42.80 3,002,594 6.14 $ 5.46 1,779,188 $ 4.53 As of June 30, 2020, there was approximately $ 6,383 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 4.09 years. The stock-based compensation expense for all stock options was $ 271 and $ 534 during the three and six months ended June 30, 2020, respectively. 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. During the three and six months ended June 30, 2020, the Company’s board of directors were granted 68,024 400 During the three and six months ended June 30, 2020, 161,000 1,025 10,000 RSUs to a new member of its board of directors, with a fair market value of $ 39 which vest on the one-year anniversary of the date granted. A summary of the Company’s RSU activity and related information for the six months ended June 30, 2020 is as follows: SCHEDULE OF RESTRICTED STOCK UNITS ACTIVITY Number of RSUs Weighted Average Grant Date Fair Value RSUs unvested - January 1, 2020 1,411,930 $ 2.76 RSUs granted 239,024 $ 6.13 RSUs vested (19,430 ) $ 7.72 RSUs cancelled/forfeited - RSUs unvested at June 30, 2020 1,631,524 $ 3.19 As of June 30, 2020, the total unrecognized compensation expense related to unvested RSUs was approximately $ 1,967 0.5 268 527 Warrants From time to time, the Company issues warrants to purchase shares of the Company’s common stock to investors, lenders, underwriters and other non-employees for services rendered or to be rendered in the future, or pursuant to settlement agreements. A summary of warrant activity for the six months ended June 30, 2020 is as follows: SCHEDULE OF WARRANTS ACTIVITY Number of Shares Subject to Warrants Outstanding Weighted Avg. Exercise Price Warrants outstanding - January 1, 2020 780,386 $ 2.12 Granted - Exercised - - Expired - Warrants outstanding and exercisable - June 30, 2020 780,386 $ 2.12 Weighted average remaining contractual life of the outstanding warrants in years - June 30, 2020 4.03 Warrants outstanding and exercisable as of June 30, 2020 are as follows: SCHEDULE OF WARRANTS OUTSTANDING AND WARRANTS EXERCISABLE Warrants Exercise Expiration Warrant Series Issue Date Outstanding Price Date Lender warrants 5/11/2015 125,000 $ 1.79 5/11/2025 Settlement warrants 8/16/2016 40,000 $ 3.75 8/16/2021 Lender warrants 7/19/2017 615,386 $ 2.08 7/19/2024 780,386 $ 2.12 Subsidiary Stock-Based Transactions Mayfield Pharmaceuticals, Inc. During the six months ended June 30, 2020, Mayfield repurchased 650,000 shares of its common stock from Elle, for an aggregate purchase price of $ 1 . During the six months ended June 30, 2020, Mayfield issued 475,000 shares of its restricted common stock, with a fair value of $ 11 , that vest upon various performance-based milestones and over a four-year service period to Mayfield’s Chief Executive Officer candidate. During the three and six months ended June 30, 2020, the Company recognized $ 6 and $ 17 , respectively, in stock-based compensation tied to the Mayfield stock options. During the six months ended June 30, 2020, 500,000 Stock-Based Compensation Summary The Company recorded stock-based compensation related to equity instruments granted to employees, directors and consultants as follows: SCHEDULE OF STOCK BASED COMPENSATION GRANTED TO EMPLOYEES DIRECTORS CONSULTANTS For the For the Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Employees - selling, general and administrative $ 436 $ 268 $ 872 $ 906 Directors - selling, general and administrative 96 75 193 150 Consultants - selling, general and administrative 96 24 96 99 Total $ 628 $ 367 $ 1,161 $ 1,155 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 14. COMMITMENTS AND CONTINGENCIES Novel Drug Solutions et al. In April 2018, Novel Drug Solutions, LLC and Eyecare Northwest, PA (collectively “NDS”) filed a lawsuit against the Company in the U.S. District Court of Delaware asserting claims for breach of contract. The claims stem from an asset purchase agreement between the Company and NDS entered into in 2013. In July 2019, NDS filed a second amended complaint which added a claim related to its purported termination of the APA. In October 2019, NDS voluntarily dismissed all claims related to breach of contract, leaving only claims related to the scope of the post-termination obligations to be litigated. NDS is seeking unspecified damages, interest, attorney’s fees and other costs. The Company believes the claims are meritless and has previously and will continue to dispute all claims asserted against it and intends to vigorously defend against these allegations. Nonetheless, the Company cannot predict the eventual outcome of this litigation and it could result in substantial costs, losses and a diversion of management’s resources and attention, which could harm the Company’s business and the value of its common stock. Product and Professional Liability Product and professional liability litigation represents an inherent risk to all firms in the pharmaceutical and pharmacy industry. We utilize 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 the death of Jade Erick. In April 2018, Erick filed an amendment to the lawsuit, naming us as a co-defendant. In September 2018, co-defendant Dr. Kelly filed a cross-complaint against the Company and various entities affiliated with Spectrum Laboratory Products, Inc., Spectrum Chemical Manufacturing Corp. and Spectrum Pharmacy Products, Inc. (collectively “Spectrum”). The cross-complaint seeks indemnity and contribution from the Company and Spectrum. The Company answered the claims filed by Dr. Kelly in October 2018. The case is currently in the discovery phase. Erick is seeking unspecified damages, interest, attorney’s fees and other costs. The Company believes the claims are meritless and has previously and will continue to dispute all claims asserted against it and intends to vigorously defend against these allegations. Nonetheless, the Company cannot predict the eventual outcome of this litigation, it could result in substantial costs, losses and a diversion of management’s resources and attention, which could harm the Company’s business and the value of its common stock. General and Other In the ordinary course of business, the Company may face various claims brought by third parties and it may, from time to time, make claims or take legal actions to assert its rights, including intellectual property disputes, contractual disputes and other commercial disputes. Any of these claims could subject the Company to litigation. Indemnities In addition to the indemnification provisions contained in the Company’s governing 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 The Company entered into a license agreement in April 2017 and as amended in April 2018, (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. Payments totaling $ 0 and $ 55 were made during the three and six months ended June 30, 2020, respectively. Royalty expense of $ 27 and $ 56 was incurred during the three and six months ended June 30, 2020, respectively, and is included in accounts payable and is due to Dr. Lindstrom at June 30, 2020. Injectable Asset Purchase Agreement – Related Party In December 2019, the Company entered into an asset purchase agreement (the “Lindstrom APA”) with Dr. Lindstrom, a member of its Board of Directors. Pursuant to the terms of the Lindstrom APA, the Company acquired certain intellectual property and related rights from Dr. Lindstrom to develop, formulate, make, sell, and sub-license an ophthalmic injectable product (the “Lindstrom Product”). Under the terms of the Lindstrom APA, the Company is required to make royalty payments to Dr. Lindstrom ranging from 2% to 3% of net sales, dependent upon the final formulation and patent protection of the Lindstrom Product sold. In addition, the Company is required to make certain milestone payments to Dr. Lindstrom including an initial payment of $ 33 upon execution of the Lindstrom APA. Dr. Lindstrom was paid $ 0 and $ 7 in cash during the three and six months ended June 30, 2020, respectively, and an additional $ 42 was payable to Dr. Lindstrom at June 30, 2020. The Company incurred royalty expense of $ 4 and $ 42 related to the Lindstrom APA during the three and six months ended June 30, 2020, respectively. Sales and Marketing Agreements The Company has entered various sales and marketing agreements with certain organizations, to provide exclusive sales and marketing representation services to Harrow 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 equal to 10% to 14% of net sales for products above and beyond the initial existing sales amounts. In addition, the Company is required to issue shares of the Company’s restricted common stock to certain organizations if net sales in the assigned territory reach certain future milestone levels by the end of their terms, as applicable. Commission expenses of $ 318 and $ 921 were incurred under these agreements during the three and six months ended June 30, 2020, respectively, of which $ 0 and $ 83 were stock-based payments. Asset Purchase, License and Related Agreements The Company has acquired and sourced intellectual property rights related to certain proprietary innovations from certain inventors and related parties (the “Inventors”) through multiple asset purchase agreements, license agreements, strategic agreements and commission agreements. In general, these agreements provide that the Inventors will cooperate with the Company in obtaining patent protection for the acquired intellectual property and that the Company will use commercially reasonable efforts to research, develop and commercialize a product based on the acquired intellectual property. In addition, the Company has acquired a right of first refusal on additional intellectual property and drug development opportunities presented by these Inventors. In consideration for the acquisition of the intellectual property rights, the Company is obligated to make payments to the Inventors based on the completion of certain milestones, generally consisting of: (1) a payment payable within 30 days after the issuance of the first patent in the United States arising from the acquired intellectual property (if any); (2) a payment payable within 30 days after the Company files the first investigational new drug application (“IND”) with the U.S. Food and Drug Administration (“FDA”) for the first product arising from the acquired intellectual property (if any); (3) for certain of the Inventors, a payment payable within 30 days after the Company files the first new drug application with the FDA for the first product arising from the acquired intellectual property (if any); and (4) certain royalty payments based on the net receipts received by the Company in connection with the sale or licensing of any product based on the acquired intellectual property (if any), after deducting (among other things) the Company’s development costs associated with such product. If, following five years after the date of the applicable asset purchase agreement, the Company either (a) for certain of the Inventors, has not filed an IND or, for the remaining Inventors, has not initiated a study where data is derived, or (b) has failed to generate royalty payments to the Inventors for any product based on the acquired intellectual property, the Inventors may terminate the applicable asset purchase agreement and request that the Company re-assign the acquired technology to the Inventors. Royalty expenses of $ 117 261 274 465 431 274 |
SEGMENT INFORMATION AND CONCENT
SEGMENT INFORMATION AND CONCENTRATIONS | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION AND CONCENTRATIONS | NOTE 15. SEGMENT INFORMATION AND CONCENTRATIONS Management evaluates performance of the Company based on operating segments. Segment performance for its two operating segments ● Selling, general and administrative expenses that result from shared infrastructure, including certain expenses associated with legal matters, public company costs (e.g. investor relations), board of directors and principal executive officers and other like shared expenses. ● Operating expenses within selling, general and administrative expenses that result from the impact of corporate initiatives. Corporate initiatives primarily include integration, restructuring, acquisition and other shared costs. ● Other select revenues and operating expenses including research and development expenses, amortization, and asset sales and impairments, net as not all such information has been accounted for at the segment level, or such information has not been used by all segments. ● Total assets including capital expenditures. The Company defines segment net revenues as pharmaceutical compounded drug sales, licenses and other revenue derived from related agreements. Cost of sales within segment contribution includes direct and indirect costs to manufacture formulations and sell products, including active pharmaceutical ingredients, personnel costs, packaging, storage, royalties, shipping and handling costs, manufacturing equipment and tenant improvements depreciation, the write-off of obsolete inventory and other related expenses. Selling, general and administrative expenses consist mainly of personnel-related costs, marketing and promotion costs, distribution costs, professional service costs, insurance, depreciation, facilities costs, transaction costs, and professional services costs which are general in nature and attributable to the segment. Segment net revenues, segment operating expenses and segment contribution information consisted of the following for the three and six months ended June 30, 2020: Schedule of Segment Net Revenues, Segment Operating Expenses and Segment Contribution For the Three Months Ended June 30, 2020 Pharmaceutical Pharmaceutical Drug Compounding Development Total Net revenues $ 8,060 $ $ 8,060 Cost of sales (3,204 ) - (3,204 ) Gross profit 4,856 - 4,856 Operating expenses: Selling, general and administrative 4,598 43 4,641 Research and development 497 46 543 Segment contribution (239 ) (89 ) (328 ) Corporate 2,270 Research and development 206 Amortization 43 Asset sales and impairments, net 363 Operating loss $ (3,210 ) For the Six Months Ended June 30, 2020 Pharmaceutical Pharmaceutical Drug Compounding Development Total Net revenues $ 19,877 $ $ 19,877 Cost of sales (6,830 ) - (6,830 ) Gross profit 13,047 - 13,047 Operating expenses: Selling, general and administrative 11,238 87 11,325 Research and development 540 57 597 Segment contribution 1,269 (144 ) 1,125 Corporate 3,957 Research and development 555 Amortization 88 Asset sales and impairments, net 363 Operating loss $ (3,838 ) For the Three Months Ended June 30, 2019 Pharmaceutical Pharmaceutical Compounding Drug Development Total Net revenues $ 13,516 $ $ 13,516 Cost of sales (5,225 ) - (5,225 ) Gross profit 8,291 - 8,291 Operating expenses: Selling, general and administrative 5,804 43 5,847 Research and development 533 127 660 Segment contribution 1,954 (170 ) 1,784 Corporate 2,342 Research and development 150 Amortization 59 Asset sales and impairments, net - Operating loss $ (767 ) For the Six Months Ended June 30, 2019 Pharmaceutical Pharmaceutical Drug Compounding Development Total Net revenues $ 25,806 $ $ 25,806 Cost of sales (9,123 ) - (9,123 ) Gross profit 16,683 - 16,683 Operating expenses: Selling, general and administrative 11,519 86 11,605 Research and development 658 263 921 Segment contribution 4,506 (349 ) 4,157 Corporate 5,061 Research and development 294 Amortization 125 Operating loss $ (1,323 ) The Company categorizes revenues by geographic area based on selling location. All operations are currently located in the U.S.; therefore, total revenues are attributed to the U.S. All long-lived assets at June 30, 2020 and December 31, 2019 are located in the U.S. The Company sells its compounded formulations to a large number of customers. No customer accounted for more than 10 60 70 69 65 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 16. SUBSEQUENT EVENTS The Company has performed an evaluation of events occurring subsequent to June 30, 2020 through the filing date of this Quarterly Report. Based on its evaluation, no events other than those described below need to be disclosed. In July 2020, the Company issued 500 shares of its common stock upon the exercise of options to purchase 500 3.20 per share, and received net proceeds of $ 2 . Eyepoint Commercial Alliance Agreement On August 1, 2020, the Company, through its wholly-owned subsidiary ImprimisRx, LLC, entered into a Commercial Alliance Agreement (the “Dexycu Agreement”) with Eyepoint Pharmaceuticals, Inc. (“Eyepoint”), pursuant to which Eyepoint granted the Company the non-exclusive right to co-promote DEXYCU ® Pursuant to the Dexycu Agreement Dexycu Agreement Subject to early termination, the Dexycu Agreement August 1, 2025 Dexycu Agreement Dexycu Agreement Dexycu Agreement |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Segments | Segments The Company’s chief operating decision-maker is its Chief Executive Officer who makes resource allocation decisions and assesses performance based on financial information presented as operating segments. The Company has identified two operating segments as reportable segments. See Note 15 for more information regarding the Company’s reportable segments. |
Noncontrolling Interests | Noncontrolling Interests The Company recognizes any noncontrolling interest as a separate line item in equity in the condensed consolidated financial statements. A noncontrolling interest represents the portion of equity ownership in a less-than-wholly owned subsidiary not attributable to the Company. Generally, any interest that holds less than 50% of the outstanding voting shares is deemed to be a noncontrolling interest; however, there are other factors, such as decision-making rights, that are considered as well. The Company provides in the condensed consolidated statements of stockholders’ equity a reconciliation at the beginning and the end of the period of the carrying amount of total equity, equity attributable to the parent, and equity attributable to the noncontrolling interests that separately discloses: (1) net income or loss; (2) transactions with owners acting in their capacity as owners, showing separately contributions from and distributions to owners; and (3) each component of other income or loss. |
Basic and Diluted Net Income (Loss) per Common Share | Basic and Diluted Net Income (Loss) per Common Share Basic net income (loss) per common share is computed by dividing income (loss) attributable to common stockholders for the period by the weighted average number of common shares outstanding during the period. Diluted income (loss) per share is computed by dividing the income (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 income (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 stock options, unvested restricted stock units (“RSUs”) and warrants were 5,414,504 5,331,883 251,746 304,873 The following table shows the computation of basic net income (loss) per share of common stock for the three and six months ended June 30, 2020 and 2019: SCHEDULE OF BASIC EARNINGS PER COMMON SHARE 2020 2019 2020 2019 For the Three Months Ended For the Six Months Ended June 30, June 30, 2020 2019 2020 2019 Numerator – net (loss) income attributable to Harrow Health, Inc. $ (237 ) $ (2,378 ) $ (13,144 ) $ 8,980 Denominator – weighted average number of shares outstanding, basic 25,893,629 25,216,565 25,867,478 25,030,012 Net (loss) income per share, basic $ (0.01 ) $ (0.09 ) $ (0.51 ) $ 0.36 For the six months ended June 30, 2019, the Company had net income. As a result, the Company computed diluted net income per share using the weighted-average number of common shares and dilutive common equivalent shares outstanding during the period. Diluted common equivalent shares for the six months ended June 30, 2019, consisted of the following: SCHEDULE OF DILUTED COMMON EQUIVALENT SHARES For the Six Months Ended June 30, 2019 Diluted shares related to: Warrants 1,028,780 Stock options 637,891 Dilutive common equivalent shares 1,666,671 The following table shows the computation of diluted net income (loss) per share of common stock for the three and six months ended June 30, 2020 and 2019: SCHEDULE OF DILUTED EARNINGS PER COMMON SHARE 2020 2019 2020 2019 For the Three Months Ended For the Six Months Ended June 30, June 30, 2020 2019 2020 2019 Numerator – net (loss) income attributable to Harrow Health, Inc. $ (237 ) $ (2,378 ) $ (13,144 ) $ 8,980 Denominator – weighted average number of shares outstanding, basic 25,893,629 25,216,565 25,867,478 25,030,012 Dilutive common equivalents - - - 1,666,671 Number of shares used for diluted income (loss) per share computation 25,893,629 25,216,565 25,867,478 26,696,683 Net (loss) income per share, basic $ (0.01 ) $ (0.09 ) $ (0.51 ) $ 0.34 |
Investment in Eton Pharmaceuticals, Inc. – Related Party | Investment in Eton Pharmaceuticals, Inc. – Related Party The Company owns 3,500,000 shares of Eton common stock, which represents approximately 16.7 % of the equity and voting interests of Eton as of June 30, 2020. At June 30, 2020 the fair market value of Eton’s common stock was $ 5.45 per share. In accordance with the Accounting Standards Update (“ASU”) 2016-01, Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities 4,725 and $ (6,125), respectively , related to the change in fair market value of the Company’s investment in Eton during the measurement periods. As of June 30, 2020, the fair market value of the Company’s investment in Eton was $ 19,075 . Mark Baum, the Company’s Chief Executive Officer, is a member of the board of directors of Eton. |
Investment in Melt Pharmaceuticals, Inc. – Related Party | Investment in Melt Pharmaceuticals, Inc. – Related Party In April 2018, the Company formed Melt as a wholly owned subsidiary. In January and March of 2019, Melt entered into definitive stock purchase agreements (collectively, the “Melt Series A Preferred Stock Agreement”) with certain investors and closed on the sale of Melt’s Series A Preferred Stock (the “Melt Series A Stock”), totaling approximately $ 11,400 of proceeds (collectively the “Melt Series A Round”) at a purchase price of $ 5.00 per share. As a result, the Company lost voting and ownership control of Melt and ceased consolidating Melt’s financial statements. In January 2019, the Company deconsolidated Melt and recorded a gain of $ 5,810 Consolidation The Company owns 3,500,000 common shares of Melt (which is approximately 44 % of the equity interests as of June 30, 2020) 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 Melt. Under this method, the Company recognizes earnings and losses in Melt in its condensed consolidated financial statements and adjusts the carrying amount of its investment in Melt accordingly. The Company’s share of earnings and losses are based on the Company’s ownership interest of Melt. Any intra-entity profits and losses are eliminated. The Company recorded equity in the net loss of Melt of $690 and $ 1,236 during the three and six months ended June 30, 2020, respectively. The Company recorded equity in the net loss of Melt of $ 326 and $ 611 during the three and six months ended June 30, 2019, respectively. As of June 30, 2020, the carrying value of the Company’s investment in Melt was $ 2,732 . See Note 4 for more information and related party disclosure regarding Melt. |
Investment in Surface Pharmaceuticals, Inc. – Related Party | Investment in Surface Pharmaceuticals, Inc. – Related Party The Company owns 3,500,000 common shares (which is approximately 30 % of the equity interests as of June 30, 2020) of Surface 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 Surface. Under this method, the Company recognizes earnings and losses in Surface in its condensed consolidated financial statements and adjusts the carrying amount of its investment in Surface accordingly. The Company’s share of earnings and losses are based on the Company’s ownership interest of Surface. Any intra-entity profits and losses are eliminated. The Company recorded equity in the net loss of Surface of $ 599 and $ 938 during the three and six months ended June 30, 2020, respectively. The Company recorded equity in the net loss of Surface of $ 261 and $ 504 during the three and six months ended June 30, 2019, respectively. As of June 30, 2020, the carrying value of the Company’s investment in Surface was $ 2,809 . See Note 5 for more information and related party disclosure regarding Surface. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses: Measurement of Credit Losses on Financial Instruments In August 2018, the FASB issued ASU 2018-13, Changes to Disclosure Requirements for Fair Value Measurements In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
SCHEDULE OF BASIC EARNINGS PER COMMON SHARE | The following table shows the computation of basic net income (loss) per share of common stock for the three and six months ended June 30, 2020 and 2019: SCHEDULE OF BASIC EARNINGS PER COMMON SHARE 2020 2019 2020 2019 For the Three Months Ended For the Six Months Ended June 30, June 30, 2020 2019 2020 2019 Numerator – net (loss) income attributable to Harrow Health, Inc. $ (237 ) $ (2,378 ) $ (13,144 ) $ 8,980 Denominator – weighted average number of shares outstanding, basic 25,893,629 25,216,565 25,867,478 25,030,012 Net (loss) income per share, basic $ (0.01 ) $ (0.09 ) $ (0.51 ) $ 0.36 |
SCHEDULE OF DILUTED COMMON EQUIVALENT SHARES | For the six months ended June 30, 2019, the Company had net income. As a result, the Company computed diluted net income per share using the weighted-average number of common shares and dilutive common equivalent shares outstanding during the period. Diluted common equivalent shares for the six months ended June 30, 2019, consisted of the following: SCHEDULE OF DILUTED COMMON EQUIVALENT SHARES For the Six Months Ended June 30, 2019 Diluted shares related to: Warrants 1,028,780 Stock options 637,891 Dilutive common equivalent shares 1,666,671 |
SCHEDULE OF DILUTED EARNINGS PER COMMON SHARE | The following table shows the computation of diluted net income (loss) per share of common stock for the three and six months ended June 30, 2020 and 2019: SCHEDULE OF DILUTED EARNINGS PER COMMON SHARE 2020 2019 2020 2019 For the Three Months Ended For the Six Months Ended June 30, June 30, 2020 2019 2020 2019 Numerator – net (loss) income attributable to Harrow Health, Inc. $ (237 ) $ (2,378 ) $ (13,144 ) $ 8,980 Denominator – weighted average number of shares outstanding, basic 25,893,629 25,216,565 25,867,478 25,030,012 Dilutive common equivalents - - - 1,666,671 Number of shares used for diluted income (loss) per share computation 25,893,629 25,216,565 25,867,478 26,696,683 Net (loss) income per share, basic $ (0.01 ) $ (0.09 ) $ (0.51 ) $ 0.34 |
REVENUES (Tables)
REVENUES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Revenue from Contract with Customer [Abstract] | |
SCHEDULE OF DISAGGREGATED REVENUE | Revenue disaggregated by revenue source for the three and six months ended June 30, 2020 and 2019, consists of the following: SCHEDULE OF DISAGGREGATED REVENUE For the Three Months Ended For the Six Months Ended June 30, June 30, 2020 2019 2020 2019 Product sales, net $ 8,049 $ 13,509 $ 19,859 $ 25,792 License 11 7 18 14 Total revenues $ 8,060 $ 13,516 $ 19,877 $ 25,806 Deferred revenue and customer deposits at June 30, 2020 and December 31, 2019, was $ 53 57 |
INVESTMENT IN MELT PHARMACEUT_2
INVESTMENT IN MELT PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
SCHEDULE OF CONDENSED INCOME STATEMENT | The unaudited condensed results of operations information of Melt is summarized below: SCHEDULE OF CONDENSED INCOME STATEMENT For the Six Months Ended June 30, 2020 Revenues, net $ - Loss from operations 2,574 Net loss $ (2,574 ) |
SCHEDULE OF CONDENSED BALANCE SHEET | The unaudited condensed balance sheet information of Melt is summarized below: SCHEDULE OF CONDENSED BALANCE SHEET June 30, 2020 Current assets $ 4,789 Non-current assets 12 Total assets $ 4,801 Total liabilities $ 1,495 Total preferred stock and stockholders’ equity 3,306 Total liabilities and stockholders’ equity $ 4,801 |
INVESTMENT IN SURFACE PHARMAC_2
INVESTMENT IN SURFACE PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Investment In Surface Pharmaceuticals Inc. And Agreements - Related Party Transactions | |
SUMMARY OF CONDENSED INCOME STATEMENT | The unaudited condensed results of operations information of Surface is summarized below: SUMMARY OF CONDENSED INCOME STATEMENT For the Six Months Ended June 30, 2020 Revenues, net $ - Loss from operations 3,127 Net loss $ (3,127 ) |
SUMMARY OF CONDENSED BALANCE SHEET | The unaudited condensed balance sheet information of Surface is summarized below: SUMMARY OF CONDENSED BALANCE SHEET June 30, 2020 Current assets $ 12,911 Non-current assets 45 Total assets $ 12,956 Total liabilities $ 642 Total stockholders’ equity 12,314 Total liabilities and stockholders’ equity $ 12,956 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Inventory Disclosure [Abstract] | |
SCHEDULE OF 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 June 30, 2020 and December 31, 2019 was as follows: SCHEDULE OF INVENTORIES 2020 2019 June 30, December 31, 2020 2019 Raw materials $ 2,758 $ 2,405 Work in progress 2 20 Finished goods 1,081 876 Total inventories $ 3,841 $ 3,301 |
PREPAID EXPENSES AND OTHER CU_2
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
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: SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS June 30, December 31, 2020 2019 Prepaid insurance $ 98 $ 123 Other prepaid expenses 361 358 Receivable due from Melt 785 722 Deposits and other current assets 89 105 Total prepaid expenses and other current assets $ 1,333 $ 1,308 |
PROPERTY, PLANT AND EQUIPMENT (
PROPERTY, PLANT AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
SCHEDULE OF PROPERTY, PLANT AND EQUIPMENT | Property, plant and equipment, net consisted of the following: SCHEDULE OF PROPERTY, PLANT AND EQUIPMENT 2020 2019 June 30, December 31, 2020 2019 Property, plant and equipment, net: Computer software and hardware $ 1,760 $ 1,732 Furniture and equipment 463 363 Lab and pharmacy equipment 3,399 3,164 Leasehold improvements 5,674 5,510 Property, plant and equipment, gross 11,296 10,769 Accumulated depreciation and amortization (6,303 ) (5,394 ) Property, plant and equipment, Net $ 4,993 $ 5,375 |
INTANGIBLE ASSETS AND GOODWILL
INTANGIBLE ASSETS AND GOODWILL (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
SCHEDULE OF INTANGIBLE ASSETS | The Company’s intangible assets at June 30, 2020 consisted of the following: SCHEDULE OF INTANGIBLE ASSETS Amortization periods Accumulated Net (in years) Cost amortization Impairment Carrying value Patents 17 19 $ 879 $ (80 ) $ (363 ) $ 436 Licenses 20 50 (6 ) - 44 Trademarks Indefinite 348 - - 348 Customer relationships 3 15 1,519 (388 ) - 1,131 Trade name 5 5 (5 ) - - Non-competition clause 3 4 50 (50 ) - - State pharmacy licenses 25 8 (7 ) - 1 $ 2,859 $ (536 ) $ (363 ) $ 1,960 |
SCHEDULE OF AMORTIZATION EXPENSES FOR INTANGIBLE ASSETS | Amortization expense for intangible assets for the three and six months ended June 30, 2020 and 2019 was as follows: SCHEDULE OF AMORTIZATION EXPENSES FOR INTANGIBLE ASSETS For the For the For the For the Three Months Ended Three Months Ended Six Months Ended Six Months Ended June 30, June 30, June 30, June 30, 2020 2019 2020 2019 Patents $ 8 $ 11 $ 19 $ 15 Licenses - 1 1 5 Customer relationships 35 51 68 102 Trade name - - - 2 State pharmacy licenses - - - 1 $ 43 $ 63 $ 88 $ 125 |
SCHEDULE OF ESTIMATED FUTURE AMORTIZATION EXPENSE | Estimated future amortization expense for the Company’s intangible assets at June 30, 2020 is as follows: SCHEDULE OF ESTIMATED FUTURE AMORTIZATION EXPENSE 2020 Remainder of 2020 $ 85 2021 166 2022 166 2023 166 2024 138 Thereafter 891 Intangible assets $ 1,612 |
ACCOUNTS PAYABLE AND ACCRUED _2
ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES | Accounts payable and accrued expenses consisted of the following: SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES 2020 2019 June 30, December 31, 2020 2019 Accounts payable $ 5,530 $ 7,409 Other accrued expenses - 49 Accrued interest 250 244 Accrued exit fee for note payable 800 800 Total accounts payable and accrued expenses 6,580 8,502 Less: Current portion (5,780 ) (7,702 ) Non-current total accrued expenses $ 800 $ 800 |
DEBT (Tables)
DEBT (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
SUMMARY OF FUTURE MINIMUM PAYMENTS | At June 30, 2020, future minimum payments under the Company’s debt agreements were as follows: SUMMARY OF FUTURE MINIMUM PAYMENTS 2020 Amount Remainder of 2020 $ 2,439 2021 5,430 2022 4,437 2023 9,738 Total minimum payments 22,044 Less: amount representing estimated interest (3,479 ) Loans payable, gross 18,565 Less: unamortized discount (1,016 ) Notes payable 17,549 Less: current portion, net of unamortized discount (3,422 ) Loans payable, net of current portion and unamortized debt discount $ 14,127 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
SCHEDULE OF FUTURE LEASE PAYMENT UNDER OPERATING LEASES | Future lease payments under operating leases as of June 30, 2020 were as follows : SCHEDULE OF FUTURE LEASE PAYMENT UNDER OPERATING LEASES 2020 Operating Leases Remainder of 2020 $ 556 2021 987 2022 1,008 2023 1,032 2024 1,035 Thereafter 4,465 Total minimum lease payments 9,083 Less: amount representing interest payments (2,406 ) Total operating lease liabilities 6,677 Less: current portion, operating lease liabilities (651 ) Operating lease liabilities, net of current portion $ 6,026 |
SCHEDULE OF FUTURE LEASE PAYMENT UNDER FINANCE LEASE | Future lease payments under finance leases as of June 30, 2020 were as follows : SCHEDULE OF FUTURE LEASE PAYMENT UNDER FINANCE LEASE 2020 Finance Leases Remainder of 2020 $ 5 2021 9 2022 9 2023 9 2024 1 Total minimum lease payments 33 Less: amount representing interest payments (3 ) Present value of future minimum lease payments 30 Less: current portion, finance lease obligation (8 ) Finance lease obligation, net of current portion $ 22 |
STOCKHOLDERS_ EQUITY AND STOC_2
STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
SCHEDULE OF STOCK OPTION PLAN ACTIVITY | A summary of stock option activity under the Plans for the six months ended June 30, 2020 is as follows: SCHEDULE OF STOCK OPTION PLAN ACTIVITY Number of shares Weighted Avg. Exercise Price Weighted Avg. Remaining Contractual Life Aggregate Intrinsic Value Options outstanding - January 1, 2020 2,656,683 $ 5.30 Options granted 355,500 $ 6.57 Options exercised (750 ) $ 3.04 Options cancelled/forfeited (8,839 ) $ 3.79 Options outstanding - June 30, 2020 3,002,594 5.46 6.14 $ 3,118 Options exercisable – June 30, 2020 1,779,188 4.53 5.48 $ 2,749 Options vested and expected to vest – June 30, 2020 2,887,635 5.40 6.09 $ 3,107 |
SCHEDULE OF FAIR VALUE ASSUMPTIONS | 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: SCHEDULE OF FAIR VALUE ASSUMPTIONS 2020 Weighted-average fair value of options granted $ 3.93 Expected terms (in years) 0.5 – 6.11 Expected volatility 66 % - 71 % Risk-free interest rate 0.50 % - 1.64 % Dividend yield - |
SCHEDULE OF STOCK OPTION OUTSTANDING AND EXERCISABLE | The following table summarizes information about stock options outstanding and exercisable at June 30, 2020: SCHEDULE OF STOCK OPTION OUTSTANDING AND EXERCISABLE 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 2.60 778,690 6.15 $ 2.05 699,301 $ 2.08 $ 2.76 4.66 535,283 6.21 $ 3.98 455,531 $ 3.98 $ 5.49 6.36 437,350 7.40 $ 6.15 235,710 $ 6.11 $ 6.64 8.99 1,246,241 5.67 $ 7.85 383,616 $ 8.19 $42.80 5,030 0.12 $ 42.80 5,030 $ 42.80 $ 1.47 42.80 3,002,594 6.14 $ 5.46 1,779,188 $ 4.53 |
SCHEDULE OF RESTRICTED STOCK UNITS ACTIVITY | A summary of the Company’s RSU activity and related information for the six months ended June 30, 2020 is as follows: SCHEDULE OF RESTRICTED STOCK UNITS ACTIVITY Number of RSUs Weighted Average Grant Date Fair Value RSUs unvested - January 1, 2020 1,411,930 $ 2.76 RSUs granted 239,024 $ 6.13 RSUs vested (19,430 ) $ 7.72 RSUs cancelled/forfeited - RSUs unvested at June 30, 2020 1,631,524 $ 3.19 |
SCHEDULE OF WARRANTS ACTIVITY | A summary of warrant activity for the six months ended June 30, 2020 is as follows: SCHEDULE OF WARRANTS ACTIVITY Number of Shares Subject to Warrants Outstanding Weighted Avg. Exercise Price Warrants outstanding - January 1, 2020 780,386 $ 2.12 Granted - Exercised - - Expired - Warrants outstanding and exercisable - June 30, 2020 780,386 $ 2.12 Weighted average remaining contractual life of the outstanding warrants in years - June 30, 2020 4.03 |
SCHEDULE OF WARRANTS OUTSTANDING AND WARRANTS EXERCISABLE | Warrants outstanding and exercisable as of June 30, 2020 are as follows: SCHEDULE OF WARRANTS OUTSTANDING AND WARRANTS EXERCISABLE Warrants Exercise Expiration Warrant Series Issue Date Outstanding Price Date Lender warrants 5/11/2015 125,000 $ 1.79 5/11/2025 Settlement warrants 8/16/2016 40,000 $ 3.75 8/16/2021 Lender warrants 7/19/2017 615,386 $ 2.08 7/19/2024 780,386 $ 2.12 |
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: SCHEDULE OF STOCK BASED COMPENSATION GRANTED TO EMPLOYEES DIRECTORS CONSULTANTS For the For the Three Months Ended Six Months Ended June 30, 2020 June 30, 2019 June 30, 2020 June 30, 2019 Employees - selling, general and administrative $ 436 $ 268 $ 872 $ 906 Directors - selling, general and administrative 96 75 193 150 Consultants - selling, general and administrative 96 24 96 99 Total $ 628 $ 367 $ 1,161 $ 1,155 |
SEGMENT INFORMATION AND CONCE_2
SEGMENT INFORMATION AND CONCENTRATIONS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Segment Net Revenues, Segment Operating Expenses and Segment Contribution | Segment net revenues, segment operating expenses and segment contribution information consisted of the following for the three and six months ended June 30, 2020: Schedule of Segment Net Revenues, Segment Operating Expenses and Segment Contribution For the Three Months Ended June 30, 2020 Pharmaceutical Pharmaceutical Drug Compounding Development Total Net revenues $ 8,060 $ $ 8,060 Cost of sales (3,204 ) - (3,204 ) Gross profit 4,856 - 4,856 Operating expenses: Selling, general and administrative 4,598 43 4,641 Research and development 497 46 543 Segment contribution (239 ) (89 ) (328 ) Corporate 2,270 Research and development 206 Amortization 43 Asset sales and impairments, net 363 Operating loss $ (3,210 ) For the Six Months Ended June 30, 2020 Pharmaceutical Pharmaceutical Drug Compounding Development Total Net revenues $ 19,877 $ $ 19,877 Cost of sales (6,830 ) - (6,830 ) Gross profit 13,047 - 13,047 Operating expenses: Selling, general and administrative 11,238 87 11,325 Research and development 540 57 597 Segment contribution 1,269 (144 ) 1,125 Corporate 3,957 Research and development 555 Amortization 88 Asset sales and impairments, net 363 Operating loss $ (3,838 ) For the Three Months Ended June 30, 2019 Pharmaceutical Pharmaceutical Compounding Drug Development Total Net revenues $ 13,516 $ $ 13,516 Cost of sales (5,225 ) - (5,225 ) Gross profit 8,291 - 8,291 Operating expenses: Selling, general and administrative 5,804 43 5,847 Research and development 533 127 660 Segment contribution 1,954 (170 ) 1,784 Corporate 2,342 Research and development 150 Amortization 59 Asset sales and impairments, net - Operating loss $ (767 ) For the Six Months Ended June 30, 2019 Pharmaceutical Pharmaceutical Drug Compounding Development Total Net revenues $ 25,806 $ $ 25,806 Cost of sales (9,123 ) - (9,123 ) Gross profit 16,683 - 16,683 Operating expenses: Selling, general and administrative 11,519 86 11,605 Research and development 658 263 921 Segment contribution 4,506 (349 ) 4,157 Corporate 5,061 Research and development 294 Amortization 125 Operating loss $ (1,323 ) |
DESCRIPTION OF BUSINESS AND B_2
DESCRIPTION OF BUSINESS AND BASIS OF PRESENTATION (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Business Acquisition [Line Items] | |||||
Consolidation basis, description | We consolidate subsidiaries in which we hold and/or control, directly or indirectly, more than 50% of the voting rights. | ||||
Operating Income (Loss) | $ 3,210 | $ 767 | $ 3,838 | $ 1,323 | |
Accumulated deficit | 87,187 | 87,187 | $ 74,043 | ||
Net Cash Provided by (Used in) Operating Activities | 3,201 | $ 632 | |||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents | $ 4,102 | $ 4,102 | $ 4,949 | ||
Mayfield Pharmaceuticals, Inc. [Member] | TGV-Health, LLC [Member] | |||||
Business Acquisition [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 21.00% | 21.00% | |||
Stowe Pharmaceuticals, Inc. [Member] | TGV-Health, LLC [Member] | |||||
Business Acquisition [Line Items] | |||||
Equity Method Investment, Ownership Percentage | 30.00% | 30.00% |
SCHEDULE OF BASIC EARNINGS PER
SCHEDULE OF BASIC EARNINGS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Accounting Policies [Abstract] | ||||
Numerator – net (loss) income attributable to Harrow Health, Inc. | $ (237) | $ (2,378) | $ (13,144) | $ 8,980 |
Denominator – weighted average number of shares outstanding, basic | 25,893,629 | 25,216,565 | 25,867,478 | 25,030,012 |
Net (loss) income per share, basic | $ (0.01) | $ (0.09) | $ (0.51) | $ 0.36 |
SCHEDULE OF DILUTED COMMON EQUI
SCHEDULE OF DILUTED COMMON EQUIVALENT SHARES (Details) | 6 Months Ended |
Jun. 30, 2019shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Weighted Average Number Diluted Shares Outstanding Adjustment | 1,666,671 |
Warrant [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Weighted Average Number Diluted Shares Outstanding Adjustment | 1,028,780 |
Stock Options [Member] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Weighted Average Number Diluted Shares Outstanding Adjustment | 637,891 |
SCHEDULE OF DILUTED EARNINGS PE
SCHEDULE OF DILUTED EARNINGS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Accounting Policies [Abstract] | ||||
Numerator – net (loss) income attributable to Harrow Health, Inc. | $ (237) | $ (2,378) | $ (13,144) | $ 8,980 |
Denominator – weighted average number of shares outstanding, basic | 25,893,629 | 25,216,565 | 25,867,478 | 25,030,012 |
Dilutive common equivalents | 1,666,671 | |||
Number of shares used for diluted income (loss) per share computation | 25,893,629 | 25,216,565 | 25,867,478 | 26,696,683 |
Net (loss) income per share, basic | $ (0.01) | $ (0.09) | $ (0.51) | $ 0.34 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jan. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Entity Listings [Line Items] | |||||
Non-controlling interest description | Generally, any interest that holds less than 50% of the outstanding voting shares is deemed to be a noncontrolling interest; however, there are other factors, such as decision-making rights, that are considered as well. | ||||
Unvested restricted stock units | 5,414,504 | 5,331,883 | |||
Vested restricted stock units | 251,746 | 304,873 | |||
Eton Pharmaceuticals, Inc. [Member] | |||||
Entity Listings [Line Items] | |||||
Number of shares owned | 3,500,000 | 3,500,000 | |||
Equity Method Investment, Ownership Percentage | 16.70% | 16.70% | |||
Shares Issued, Price Per Share | $ 5.45 | $ 5.45 | |||
Gain (Loss) on Investments | $ 4,725 | $ (6,125) | |||
Investment Owned, at Fair Value | $ 19,075 | $ 19,075 | |||
Melt Pharmaceuticals, Inc. [Member] | |||||
Entity Listings [Line Items] | |||||
Number of shares owned | 3,500,000 | 3,500,000 | |||
Equity Method Investment, Ownership Percentage | 44.00% | 44.00% | |||
Investment Owned, at Fair Value | $ 2,732 | $ 2,732 | |||
Gain on deconsolidation amount | $ 5,810 | ||||
Unrealized Gain (Loss) on Investments | $ 326 | $ 1,236 | $ 611 | ||
Melt Pharmaceuticals, Inc. [Member] | Series A Preferred Stock [Member] | |||||
Entity Listings [Line Items] | |||||
Shares Issued, Price Per Share | $ 5 | ||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 11,400 | ||||
Surface Pharmaceuticals Inc [Member] | |||||
Entity Listings [Line Items] | |||||
Number of shares owned | 3,500,000 | 3,500,000 | |||
Equity Method Investment, Ownership Percentage | 30.00% | 30.00% | |||
Investment Owned, at Fair Value | $ 2,809 | $ 2,809 | |||
Unrealized Gain (Loss) on Investments | $ 599 | $ 261 | $ 938 | $ 504 |
SCHEDULE OF DISAGGREGATED REVEN
SCHEDULE OF DISAGGREGATED REVENUE (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | $ 8,060 | $ 13,516 | $ 19,877 | $ 25,806 |
Product Sales, Net [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | 8,049 | 13,509 | 19,859 | 25,792 |
License Revenues [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Total Revenues | $ 11 | $ 7 | $ 18 | $ 14 |
REVENUES (Details Narrative)
REVENUES (Details Narrative) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Revenue from Contract with Customer [Abstract] | ||
Deferred revenue and customer deposits | $ 53 | $ 57 |
SCHEDULE OF CONDENSED INCOME ST
SCHEDULE OF CONDENSED INCOME STATEMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Entity Listings [Line Items] | ||||
Revenues, net | $ 8,060 | $ 13,516 | $ 19,877 | $ 25,806 |
Loss from operations | (3,210) | (767) | (3,838) | (1,323) |
Net loss | $ (237) | $ (2,378) | (13,144) | $ 8,980 |
Melt Pharmaceuticals, Inc. [Member] | ||||
Entity Listings [Line Items] | ||||
Revenues, net | ||||
Loss from operations | 2,574 | |||
Net loss | $ (2,574) |
SCHEDULE OF CONDENSED BALANCE S
SCHEDULE OF CONDENSED BALANCE SHEET (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Entity Listings [Line Items] | ||
Current assets | $ 30,369 | $ 36,767 |
Total assets | 49,454 | 59,085 |
Total liabilities | 34,058 | 31,667 |
Total preferred stock and stockholders' equity | 15,728 | 27,711 |
Total liabilities and stockholders' equity | 49,454 | $ 59,085 |
Melt Pharmaceuticals, Inc. [Member] | ||
Entity Listings [Line Items] | ||
Current assets | 4,789 | |
Non current assets | 12 | |
Total assets | 4,801 | |
Total liabilities | 1,495 | |
Total preferred stock and stockholders' equity | 3,306 | |
Total liabilities and stockholders' equity | $ 4,801 |
INVESTMENT IN MELT PHARMACEUT_3
INVESTMENT IN MELT PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS (Details Narrative) - Melt Pharmaceuticals, Inc. [Member] - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | |
Feb. 28, 2019 | Dec. 31, 2018 | Jun. 30, 2020 | |
Asset Purchase Agreement [Member] | |||
Entity Listings [Line Items] | |||
Royalty payment percentage on net sales | 5.00% | ||
Management Services Agreement [Member] | |||
Entity Listings [Line Items] | |||
Administrative expenses | $ 10 | ||
Reimbursable expenses due | $ 785 | ||
Proceeds from related party payments | $ 0 |
SUMMARY OF CONDENSED INCOME STA
SUMMARY OF CONDENSED INCOME STATEMENT (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Entity Listings [Line Items] | ||||
Revenues, net | $ 8,060 | $ 13,516 | $ 19,877 | $ 25,806 |
Loss from operations | (3,210) | (767) | (3,838) | (1,323) |
Net loss | $ (237) | $ (2,378) | (13,144) | $ 8,980 |
Surface Pharmaceuticals Inc [Member] | ||||
Entity Listings [Line Items] | ||||
Revenues, net | ||||
Loss from operations | 3,127 | |||
Net loss | $ (3,127) |
SUMMARY OF CONDENSED BALANCE SH
SUMMARY OF CONDENSED BALANCE SHEET (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Entity Listings [Line Items] | ||
Current assets | $ 30,369 | $ 36,767 |
Total assets | 49,454 | 59,085 |
Total liabilities | 34,058 | 31,667 |
Total stockholders equity | 15,728 | 27,711 |
Total liabilities and stockholders' equity | 49,454 | $ 59,085 |
Surface Pharmaceuticals Inc [Member] | ||
Entity Listings [Line Items] | ||
Current assets | 12,911 | |
Non current assets | 45 | |
Total assets | 12,956 | |
Total liabilities | 642 | |
Total stockholders equity | 12,314 | |
Total liabilities and stockholders' equity | $ 12,956 |
INVESTMENT IN SURFACE PHARMAC_3
INVESTMENT IN SURFACE PHARMACEUTICALS, INC. AND AGREEMENTS - RELATED PARTY TRANSACTIONS (Details Narrative) - Surface Pharmaceuticals Inc [Member] | 6 Months Ended |
Jun. 30, 2020 | |
Dr. Lindstrom [Member] | |
Entity Listings [Line Items] | |
Royalty payment percentage on net sales | 3.00% |
Asset Purchase and License Agreement [Member] | Minimum [Member] | |
Entity Listings [Line Items] | |
Royalty payment percentage on net sales | 4.00% |
Asset Purchase and License Agreement [Member] | Maximum [Member] | |
Entity Listings [Line Items] | |
Royalty payment percentage on net sales | 6.00% |
SCHEDULE OF INVENTORIES (Detail
SCHEDULE OF INVENTORIES (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 2,758 | $ 2,405 |
Work in progress | 2 | 20 |
Finished goods | 1,081 | 876 |
Total inventories | $ 3,841 | $ 3,301 |
SCHEDULE OF PREPAID EXPENSES AN
SCHEDULE OF PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
PrepaidExpense [Line Items] | ||
Prepaid insurance | $ 98 | $ 123 |
Other prepaid expenses | 361 | 358 |
Deposits and other current assets | 89 | 105 |
Total prepaid expenses and other current assets | 1,333 | 1,308 |
Melt Pharmaceuticals, Inc. [Member] | ||
PrepaidExpense [Line Items] | ||
Receivable due from related party | $ 785 | $ 722 |
SCHEDULE OF PROPERTY, PLANT AND
SCHEDULE OF PROPERTY, PLANT AND EQUIPMENT (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Abstract] | ||
Computer software and hardware | $ 1,760 | $ 1,732 |
Furniture and equipment | 463 | 363 |
Lab and pharmacy equipment | 3,399 | 3,164 |
Leasehold improvements | 5,674 | 5,510 |
Property, plant and equipment, gross | 11,296 | 10,769 |
Accumulated depreciation and amortization | (6,303) | (5,394) |
Property, plant and equipment, Net | $ 4,993 | $ 5,375 |
PROPERTY, PLANT AND EQUIPMENT_2
PROPERTY, PLANT AND EQUIPMENT (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation, Amortization and Accretion, Net | $ 465 | $ 491 | $ 913 | $ 968 |
SCHEDULE OF INTANGIBLE ASSETS (
SCHEDULE OF INTANGIBLE ASSETS (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Finite-Lived Intangible Assets [Line Items] | |
Cost | $ 2,859 |
Accumulated amortization | (536) |
Impairment | (363) |
Net Carrying value | 1,960 |
Patents [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Cost | 879 |
Accumulated amortization | (80) |
Impairment | (363) |
Net Carrying value | $ 436 |
Patents [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods (in years) | 17 years |
Patents [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods (in years) | 19 years |
Licenses [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods (in years) | 20 years |
Cost | $ 50 |
Accumulated amortization | (6) |
Impairment | |
Net Carrying value | 44 |
Trademarks [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Cost | 348 |
Accumulated amortization | |
Impairment | |
Net Carrying value | $ 348 |
Amortization periods description | Indefinite |
Customer Relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Cost | $ 1,519 |
Accumulated amortization | (388) |
Impairment | |
Net Carrying value | $ 1,131 |
Customer Relationships [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods (in years) | 3 years |
Customer Relationships [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods (in years) | 15 years |
Trade Names [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods (in years) | 5 years |
Cost | $ 5 |
Accumulated amortization | (5) |
Impairment | |
Net Carrying value | |
Non-Competition Clause [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Cost | 50 |
Accumulated amortization | (50) |
Impairment | |
Net Carrying value | |
Non-Competition Clause [Member] | Minimum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods (in years) | 3 years |
Non-Competition Clause [Member] | Maximum [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods (in years) | 4 years |
State Pharmacy Licenses [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Amortization periods (in years) | 25 years |
Cost | $ 8 |
Accumulated amortization | (7) |
Impairment | |
Net Carrying value | $ 1 |
SCHEDULE OF AMORTIZATION EXPENS
SCHEDULE OF AMORTIZATION EXPENSES FOR INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 43 | $ 63 | $ 88 | $ 125 |
Patents [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 8 | 11 | 19 | 15 |
Licenses [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 1 | 1 | 5 | |
Customer Relationships [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 35 | 51 | 68 | 102 |
Trade Names [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | 2 | |||
State Pharmacy Licenses [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization of intangible assets | $ 1 |
SCHEDULE OF ESTIMATED FUTURE AM
SCHEDULE OF ESTIMATED FUTURE AMORTIZATION EXPENSE (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Remainder of 2020 | $ 85 |
2021 | 166 |
2022 | 166 |
2023 | 166 |
2024 | 138 |
Thereafter | 891 |
Intangible assets | $ 1,612 |
INTANGIBLE ASSETS AND GOODWIL_2
INTANGIBLE ASSETS AND GOODWILL (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Impairment of Intangible Assets, Finite-lived | $ 363 | $ 363 | ||
Changes in carrying value goodwill | $ 0 |
SCHEDULE OF ACCOUNTS PAYABLE AN
SCHEDULE OF ACCOUNTS PAYABLE AND ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 5,530 | $ 7,409 |
Other accrued expenses | 49 | |
Accrued interest | 250 | 244 |
Accrued exit fee for note payable | 800 | 800 |
Total accounts payable and accrued expenses | 6,580 | 8,502 |
Less: Current portion | (5,780) | (7,702) |
Non-current total accrued expenses | $ 800 | $ 800 |
SUMMARY OF FUTURE MINIMUM PAYME
SUMMARY OF FUTURE MINIMUM PAYMENTS (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Debt Disclosure [Abstract] | |
Remainder of 2020 | $ 2,439 |
2021 | 5,430 |
2022 | 4,437 |
2023 | 9,738 |
Total minimum payments | 22,044 |
Less: amount representing estimated interest | (3,479) |
Loans payable, gross | 18,565 |
Less: unamortized discount | (1,016) |
Notes payable | 17,549 |
Less: current portion, net of unamortized discount | (3,422) |
Loans payable, net of current portion and unamortized debt discount | $ 14,127 |
DEBT (Details Narrative)
DEBT (Details Narrative) - USD ($) $ in Thousands | Jul. 31, 2017 | Apr. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Apr. 02, 2020 |
Notes Payable [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Amortization of Debt Discount (Premium) | $ 83 | $ 125 | $ 243 | $ 263 | |||
Term Loan and Security Agreement [Member] | SWK Funding LLC [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt principal amount | $ 16,000 | ||||||
Debt instrument interest rate description | The SWK Loan bears an interest rate that is equal to the three-month London Inter-Bank Offered Rate (subject to a minimum of 2.00%), plus an applicable margin of 10.00% (the “Margin Rate”); provided that, if, two days prior to a payment date, the Company provides SWK evidence that the Company has achieved a leverage ratio as of such date of less than 4.00:1:00, the Margin Rate shall equal 9.00%; and if the Company has achieved a leverage ratio as of such date of less than 3.00:1:00, the Margin Rate shall equal 7.00%. The leverage ratio means, as of any date of determination, the ratio of: (a) indebtedness as of such date to (b) EBITDA (as defined in the SWK Loan), of the Company for the immediately preceding 12 month period, adding-back (i) actual litigation expenses for the immediately preceding 12 month period, minus (ii) actual litigation expenses for the immediately preceding 3 month period multiplied by 4. | ||||||
Term Loan and Security Agreement [Member] | SWK Funding LLC [Member] | London Interbank Offered Rate (LIBOR) [Member] | Minimum [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument interest rate | 2.00% | ||||||
Term Loan and Security Agreement [Member] | SWK Funding LLC [Member] | Base Rate [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt instrument interest rate | 10.00% | ||||||
SWK Amendment [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt principal amount | $ 1,000 | ||||||
Business Loan Agreement [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Debt principal amount | $ 1,967 | ||||||
Debt instrument interest rate description | it being anticipated that at least 75% of the loan amount will be required to be used for eligible payroll costs | ||||||
Debt instrument interest rate | 1.00% |
SCHEDULE OF FUTURE LEASE PAYMEN
SCHEDULE OF FUTURE LEASE PAYMENT UNDER OPERATING LEASES (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Remainder of 2020 | $ 556 | |
2021 | 987 | |
2022 | 1,008 | |
2023 | 1,032 | |
2024 | 1,035 | |
Thereafter | 4,465 | |
Total minimum lease payments | 9,083 | |
Less: amount representing interest payments | (2,406) | |
Total operating lease liabilities | 6,677 | |
Less: current portion, operating lease liabilities | (651) | $ (629) |
Operating lease liabilities, net of current portion | $ 6,026 | $ 6,338 |
SCHEDULE OF FUTURE LEASE PAYM_2
SCHEDULE OF FUTURE LEASE PAYMENT UNDER FINANCE LEASE (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Remainder of 2020 | $ 5 | |
2021 | 9 | |
2022 | 9 | |
2023 | 9 | |
2024 | 1 | |
Total minimum lease payments | 33 | |
Less: amount representing interest payments | (3) | |
Present value of future minimum lease payments | 30 | |
Less: current portion, finance lease obligation | (8) | |
Finance lease obligation, net of current portion | $ 22 | $ 26 |
LEASES (Details Narrative)
LEASES (Details Narrative) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020ft² | Jun. 30, 2020USD ($)ft² | Jun. 30, 2020USD ($)ft² | Mar. 31, 2020ft² | |
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Weighted average incremental borrowing rate, operating lease | 6.32% | 6.32% | 6.32% | |
Weighted average remaining lease term, operating lease | 9 years 10 months 6 days | 9 years 10 months 6 days | 9 years 10 months 6 days | |
Cash paid in operating lease liability | $ | $ 276 | $ 547 | ||
Operating lease expense | $ | $ 280 | $ 555 | ||
Weighted average incremental borrowing rate, finance lease | 6.36% | 6.36% | 6.36% | |
Weighted average remaining lease term, finance lease | 3 years 6 months 29 days | 3 years 6 months 29 days | 3 years 6 months 29 days | |
Operating Leases, Income Statement, Depreciation Expense on Property Subject to or Held-for-lease | $ | $ 2 | $ 4 | ||
Finance Lease, Interest Expense | $ | $ 0 | $ 1 | ||
San Diego [Member] | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Operating lease space | 10,200 | 10,200 | 10,200 | |
Operating lease expires date | December 2021 | |||
Lease term description | term for a five-year period | |||
Irvine [Member] | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Operating lease space | 4,500 | 4,500 | 4,500 | |
Operating lease expires date | December 2020 | |||
Lease term description | two five-year periods | |||
Ledgewood [Member] | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Operating lease space | 25,000 | 25,000 | 25,000 | |
Operating lease expires date | July 2024 | |||
Lease term description | term for two additional five-year periods | |||
Nashville [Member] | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Operating lease space | 5,500 | 5,500 | 5,500 | |
Operating lease expires date | December 2024 | |||
Lease term description | two additional five-year periods | |||
New Jersey [Member] | ||||
SEC Schedule, 12-29, Real Estate Companies, Investment in Mortgage Loans on Real Estate [Line Items] | ||||
Operating lease space | 1,400 | |||
Operating lease expires date | July 2026 |
SCHEDULE OF STOCK OPTION PLAN A
SCHEDULE OF STOCK OPTION PLAN ACTIVITY (Details) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares, Options granted | shares | 750 |
Weighted Avg. Exercise Price, Options granted | $ / shares | $ 3.04 |
Stock Option Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares, Outstanding, Beginning balance | shares | 2,656,683 |
Weighted Avg. Exercise Price, Outstanding, Beginning balance | $ / shares | $ 5.30 |
Number of shares, Options granted | shares | 355,500 |
Weighted Avg. Exercise Price, Options granted | $ / shares | $ 6.57 |
Number of shares, Options exercised | shares | (750) |
Weighted Avg. Exercise Price, Options exercised | $ / shares | $ 3.04 |
Number of shares, Options cancelled/forfeited | shares | (8,839) |
Weighted Avg. Exercise Price, Options cancelled/forfeited | $ / shares | $ 3.79 |
Number of shares, Outstanding, Ending balance | shares | 3,002,594 |
Weighted Avg. Exercise Price, Outstanding, Ending balance | $ / shares | $ 5.46 |
Weighted Avg. Remaining Contractual Life, Options outstanding | 6 years 1 month 20 days |
Aggregate Intrinsic Value, Options outstanding | $ | $ 3,118 |
Number of shares, Options exercisable | shares | 1,779,188 |
Weighted Avg. Exercise Price, Exercisable Ending Balance | $ / shares | $ 4.53 |
Weighted Avg. Remaining Contractual Life, Options exercisable | 5 years 5 months 23 days |
Aggregate Intrinsic Value, Options exercisable | $ | $ 2,749 |
Number of shares, Options vested and expected to vest | shares | 2,887,635 |
Weighted Avg. Exercise Price, Vested and expected to vest | $ / shares | $ 5.40 |
Weighted Avg. Remaining Contractual Life, Options vested and expected to vest | 6 years 1 month 2 days |
Aggregate Intrinsic Value, Options vested and expected to vest | $ | $ 3,107 |
SCHEDULE OF FAIR VALUE ASSUMPTI
SCHEDULE OF FAIR VALUE ASSUMPTIONS (Details) - Options Granted to Employees [Member] | 6 Months Ended |
Jun. 30, 2020$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted-average fair value of options granted | $ 3.93 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Minimum | 66.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate, Maximum | 71.00% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Minimum | 0.50% |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate, Maximum | 1.64% |
Dividend yield | |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 months |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 6 years 1 month 9 days |
SCHEDULE OF STOCK OPTION OUTSTA
SCHEDULE OF STOCK OPTION OUTSTANDING AND EXERCISABLE (Details) | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of Exercise Prices, minimum | $ 1.47 |
Range of Exercise Prices, maximum | $ 42.80 |
Number of Options Outstanding | shares | 3,002,594 |
Weighted Average Remaining Contractual Life in Years | 6 years 1 month 20 days |
Weighted Average Exercise Price | $ 5.46 |
Number Exercisable | shares | 1,779,188 |
Weighted Average Exercisable Exercise Price | $ 4.53 |
Range One [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of Exercise Prices, minimum | 1.47 |
Range of Exercise Prices, maximum | $ 2.60 |
Number of Options Outstanding | shares | 778,690 |
Weighted Average Remaining Contractual Life in Years | 6 years 1 month 24 days |
Weighted Average Exercise Price | $ 2.05 |
Number Exercisable | shares | 699,301 |
Weighted Average Exercisable Exercise Price | $ 2.08 |
Range Two [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of Exercise Prices, minimum | 2.76 |
Range of Exercise Prices, maximum | $ 4.66 |
Number of Options Outstanding | shares | 535,283 |
Weighted Average Remaining Contractual Life in Years | 6 years 2 months 15 days |
Weighted Average Exercise Price | $ 3.98 |
Number Exercisable | shares | 455,531 |
Weighted Average Exercisable Exercise Price | $ 3.98 |
Range Three [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of Exercise Prices, minimum | 5.49 |
Range of Exercise Prices, maximum | $ 6.36 |
Number of Options Outstanding | shares | 437,350 |
Weighted Average Remaining Contractual Life in Years | 7 years 4 months 24 days |
Weighted Average Exercise Price | $ 6.15 |
Number Exercisable | shares | 235,710 |
Weighted Average Exercisable Exercise Price | $ 6.11 |
Range Four [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of Exercise Prices, minimum | 6.64 |
Range of Exercise Prices, maximum | $ 8.99 |
Number of Options Outstanding | shares | 1,246,241 |
Weighted Average Remaining Contractual Life in Years | 5 years 8 months 1 day |
Weighted Average Exercise Price | $ 7.85 |
Number Exercisable | shares | 383,616 |
Weighted Average Exercisable Exercise Price | $ 8.19 |
Range Five [Member] | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Range of Exercise Prices, maximum | $ 42.80 |
Number of Options Outstanding | shares | 5,030 |
Weighted Average Remaining Contractual Life in Years | 1 month 13 days |
Weighted Average Exercise Price | $ 42.80 |
Number Exercisable | shares | 5,030 |
Weighted Average Exercisable Exercise Price | $ 42.80 |
SCHEDULE OF RESTRICTED STOCK UN
SCHEDULE OF RESTRICTED STOCK UNITS ACTIVITY (Details) - Restricted Stock Units (RSUs) [Member] | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs unvested, Outstanding, Beginning balance | 1,411,930 |
Weighted Average Grant Date Fair Value, Beginning balance | $ / shares | $ 2.76 |
Number of RSUs granted | 239,024 |
Weighted Average Grant Date Fair Value, RSUs granted | $ / shares | $ 6.13 |
Number of RSUs vested | (19,430) |
Weighted Average Grant Date Fair Value, RSUs vested | $ / shares | $ 7.72 |
Number of RSUs cancelled/forfeited | |
Number of RSUs unvested, Outstanding, Ending balance | 1,631,524 |
Weighted Average Grant Date Fair Value, Ending balance | $ / shares | $ 3.19 |
SCHEDULE OF WARRANTS ACTIVITY (
SCHEDULE OF WARRANTS ACTIVITY (Details) - Warrant [Member] | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Class of Warrant or Right [Line Items] | |
Number of Shares Warrants Outstanding, beginning balance | 780,386 |
Weighted Avg. Exercise Price, Outstanding, beginning balance | $ / shares | $ 2.12 |
Number of Shares Warrants Outstanding, Granted | |
Number of Shares Warrants Outstanding, Exercised | |
Weighted Avg. Exercise Price, Exercised | $ / shares | |
Number of Shares Warrants Outstanding, Expired | |
Number of Shares Warrants Outstanding and Exercisable, ending balance | 780,386 |
Weighted Avg. Exercise Price, Outstanding and Exercisable, ending balance | $ / shares | $ 2.12 |
Weighted average remaining contractual life of the outstanding warrants in years | 4 years 10 days |
SCHEDULE OF WARRANTS OUTSTANDIN
SCHEDULE OF WARRANTS OUTSTANDING AND WARRANTS EXERCISABLE (Details) | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Warrant [Member] | |
Class of Warrant or Right [Line Items] | |
Warrants Outstanding | shares | 780,386 |
Exercise Price | $ / shares | $ 2.12 |
Lender Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Issue Date | May 11, 2015 |
Warrants Outstanding | shares | 125,000 |
Exercise Price | $ / shares | $ 1.79 |
Expiration Date | May 11, 2025 |
Settlement Warrants [Member] | |
Class of Warrant or Right [Line Items] | |
Issue Date | Aug. 16, 2016 |
Warrants Outstanding | shares | 40,000 |
Exercise Price | $ / shares | $ 3.75 |
Expiration Date | Aug. 16, 2021 |
Lender Warrants One [Member] | |
Class of Warrant or Right [Line Items] | |
Issue Date | Jul. 19, 2017 |
Warrants Outstanding | shares | 615,386 |
Exercise Price | $ / shares | $ 2.08 |
Expiration Date | Jul. 19, 2024 |
SCHEDULE OF STOCK BASED COMPENS
SCHEDULE OF STOCK BASED COMPENSATION GRANTED TO EMPLOYEES DIRECTORS CONSULTANTS (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | ||||
Stock based compensation related to equity instruments granted to related parties | $ 628 | $ 367 | $ 1,161 | $ 1,155 |
Employees [Member] | Selling, General and Administrative [Member] | ||||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | ||||
Stock based compensation related to equity instruments granted to related parties | 436 | 268 | 872 | 906 |
Director [Member] | Selling, General and Administrative [Member] | ||||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | ||||
Stock based compensation related to equity instruments granted to related parties | 96 | 75 | 193 | 150 |
Consultants [Member] | Selling, General and Administrative [Member] | ||||
Deferred Compensation Arrangement with Individual, Postretirement Benefits [Line Items] | ||||
Stock based compensation related to equity instruments granted to related parties | $ 96 | $ 24 | $ 96 | $ 99 |
STOCKHOLDERS_ EQUITY AND STOC_3
STOCKHOLDERS’ EQUITY AND STOCK-BASED COMPENSATION (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Jun. 04, 2020 | Jul. 31, 2015 | May 31, 2020 | Jun. 30, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Fair value of restricted common stock issued | ||||||
Number of common stock issued on cashless exercise | 253 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 750 | |||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 3.04 | |||||
Common stock withheld for payroll tax withholdings, value | $ 69 | |||||
Stock-based compensation | 1,078 | $ 1,080 | ||||
Mayfield Pharmaceuticals, Inc. [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock-based compensation | $ 6 | $ 17 | ||||
Mayfield Pharmaceuticals, Inc. [Member] | Elle Pharmaceutical, LLC [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Stock Issued During Period, Shares, Acquisitions | 650,000 | |||||
Aggregate purchase price | $ 1 | |||||
Baum Performance Option [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 600,000 | |||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 7.87 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | 5 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested in Period, Fair Value | $ 1 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 70.00% | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.40% | |||||
Baum Performance Option [Member] | Minimum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Average stock price | 9 | |||||
Baum Performance Option [Member] | Maximum [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Average stock price | $ 15 | |||||
2017 Incentive Stock and Awards Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Maximum number of common stock issuance under the plan | 2,000,000 | 2,000,000 | ||||
Shares available for future issuances | 414,382 | 414,382 | ||||
Restricted Stock Units (RSUs) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued of restricted common stock, shares | 30,000 | 91,987 | ||||
Fair value of restricted common stock issued | $ 167 | |||||
Restricted stock units vested | 2,429 | |||||
Restricted Stock Units (RSUs) [Member] | Director [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued of restricted common stock, shares | 17,001 | |||||
Restricted Stock Units (RSUs) [Member] | Board of Directors [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued of restricted common stock, shares | 68,024 | 68,024 | ||||
Fair value of restricted common stock issued | $ 400 | $ 400 | ||||
Stock Option Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Closing price of common stock price per share | $ 5.21 | $ 5.21 | ||||
Forfeiture factor, percentage | 10.00% | |||||
Unrecognized compensation expense related to unvested stock options granted under the plan | $ 6,383 | $ 6,383 | ||||
Expense expected to recognize over the weighted-average remaining vesting period | 4 years 1 month 2 days | |||||
Stock-based compensation | $ 271 | $ 534 | ||||
Stock Option Plan [Member] | Employees and Consultant [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 10 years | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Plan Modification, Description and Terms | Vesting terms for options granted to employees and consultants during the three months ended June 30, 2020 generally 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; and 100% of the shares subject to the option vest on a quarterly basis in equal installments over three years. Certain option awards provide for accelerated vesting if there is a change in control (as defined in the Plans) and in the event of certain modifications to the option award agreement. | |||||
Restricted Stock Units [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued of restricted common stock, shares | 161,000 | 161,000 | ||||
Fair value of restricted common stock issued | $ 1,025 | $ 1,025 | ||||
Restricted Stock Units [Member] | New Member of Board of Directors [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued of restricted common stock, shares | 10,000 | |||||
Fair value of restricted common stock issued | $ 39 | |||||
Unvested RSUs [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Unrecognized compensation expense related to unvested stock options granted under the plan | 1,967 | $ 1,967 | ||||
Expense expected to recognize over the weighted-average remaining vesting period | 6 months | |||||
Stock-based compensation | $ 268 | $ 527 | ||||
Restricted Stock [Member] | Mayfield Pharmaceuticals, Inc. [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued of restricted common stock, shares | 475,000 | |||||
Fair value of restricted common stock issued | $ 11 | |||||
Restricted Stock [Member] | Consultants [Member] | Mayfield Pharmaceuticals, Inc. [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares issued of restricted common stock, shares | 500,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2019 | Apr. 30, 2017 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Share-based Payment Arrangement, Expense | $ 628 | $ 367 | $ 1,161 | $ 1,155 | ||
Accounts Payable | $ 7,409 | 5,530 | 5,530 | |||
Richard L. Lindstrom, M.D [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Milestone payment in cash | 42 | |||||
Klarity License Agreement [Member] | Richard L. Lindstrom, M.D [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
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. | |||||
Royalty Expense | 27 | 56 | ||||
Milestone payment in cash | 0 | 55 | ||||
License Agreement [Member] | Richard L. Lindstrom, M.D [Member] | Initial Payment [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Royalty Expense | $ 50 | |||||
License Agreement [Member] | Richard L. Lindstrom, M.D [Member] | DirectorSellingAndAdminstrativeMember | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Royalty Expense | 50 | |||||
[custom:NetSalesRevenue] | 50 | |||||
License Agreement [Member] | Richard L. Lindstrom, M.D [Member] | Final Payment [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Royalty Expense | 50 | |||||
[custom:NetSalesRevenue] | $ 100 | |||||
Injectable Asset Purchase Agreement [Member] | Richard L. Lindstrom, M.D [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Royalty payment description | the Company is required to make royalty payments to Dr. Lindstrom ranging from 2% to 3% of net sales, dependent upon the final formulation and patent protection of the Lindstrom Product sold. | |||||
Royalty Expense | 4 | 42 | ||||
Milestone payment in cash | 0 | $ 7 | ||||
Injectable Asset Purchase Agreement [Member] | Richard L. Lindstrom, M.D [Member] | Initial Payment [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Royalty Expense | $ 33 | |||||
Sales and Marketing Agreements [Member] | Richard L. Lindstrom, M.D [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Royalty payment description | the Company is required to make commission payments equal to 10% to 14% of net sales for products above and beyond the initial existing sales amounts. | |||||
Sales Commissions and Fees | 318 | $ 921 | ||||
Share-based Payment Arrangement, Expense | 0 | 83 | ||||
Asset Purchase, License and Related Agreements [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Royalty Expense | $ 117 | 274 | $ 261 | 465 | ||
Accounts Payable | $ 274 | $ 431 | $ 431 |
Schedule of Segment Net Revenue
Schedule of Segment Net Revenues, Segment Operating Expenses and Segment Contribution (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Total Revenues | $ 8,060 | $ 13,516 | $ 19,877 | $ 25,806 |
Cost of sales | (3,204) | (5,225) | (6,830) | (9,123) |
Gross profit | 4,856 | 8,291 | 13,047 | 16,683 |
Selling, general and administrative | 6,954 | 8,248 | 15,370 | 16,791 |
Research and development | 749 | 810 | 1,152 | 1,215 |
Operating loss | (3,210) | (767) | (3,838) | (1,323) |
Operating Segments [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 8,060 | 13,516 | 19,877 | 25,806 |
Cost of sales | (3,204) | (5,225) | (6,830) | (9,123) |
Gross profit | 4,856 | 8,291 | 13,047 | 16,683 |
Selling, general and administrative | 4,641 | 5,847 | 11,325 | 11,605 |
Research and development | 543 | 660 | 597 | 921 |
Segment contribution | (328) | 1,784 | 1,125 | 4,157 |
Operating loss | (3,210) | (767) | (3,838) | (1,323) |
Amortization | 43 | 59 | 88 | 125 |
Asset sales and impairments, net | 363 | 363 | ||
Operating Segments [Member] | Research and Development Expense [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating loss | 206 | 150 | 555 | 294 |
Operating Segments [Member] | Pharmaceutical Compounding [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | 8,060 | 13,516 | 19,877 | 25,806 |
Cost of sales | (3,204) | (5,225) | (6,830) | (9,123) |
Gross profit | 4,856 | 8,291 | 13,047 | 16,683 |
Selling, general and administrative | 4,598 | 5,804 | 11,238 | 11,519 |
Research and development | 497 | 533 | 540 | 658 |
Segment contribution | (239) | 1,954 | 1,269 | 4,506 |
Operating Segments [Member] | Pharmaceutical Drug Development [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Total Revenues | ||||
Cost of sales | ||||
Gross profit | ||||
Selling, general and administrative | 43 | 43 | 87 | 86 |
Research and development | 46 | 127 | 57 | 263 |
Segment contribution | (89) | (170) | (144) | (349) |
Corporate, Non-Segment [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Operating loss | $ 2,270 | $ 2,342 | $ 3,957 | $ 5,061 |
SEGMENT INFORMATION AND CONCE_3
SEGMENT INFORMATION AND CONCENTRATIONS (Details Narrative) | 3 Months Ended | 5 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 02, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | |
Revenue, Major Customer [Line Items] | |||||
Number of operating segments, description | two operating segments | ||||
Percentage of sales derived from large number of customer | 10.00% | 10.00% | 10.00% | 10.00% | |
Three Main Suppliers [Member] | |||||
Revenue, Major Customer [Line Items] | |||||
Percentage of sales derived from large number of customer | 60.00% | 70.00% | 69.00% | 65.00% |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - Subsequent Event [Member] - USD ($) $ / shares in Units, $ in Thousands | Aug. 02, 2020 | Jul. 31, 2020 |
Subsequent Event [Line Items] | ||
Stock Issued During Period, Shares, New Issues | 500 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 500 | |
Sale of Stock, Price Per Share | $ 3.20 | |
Proceeds from Issuance of Common Stock | $ 2 | |
Agreement expiration, description | August 1, 2025 |