Ocugen (OCGN) 10-Q 9 Aug 19 2019 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2019	Aug. 06, 2019
Document and Entity Information [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2019
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q2
Entity Registrant Name	HISTOGENICS CORP
Trading Symbol	HSGX
Entity Central Index Key	0001372299
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	false
Entity Address, State or Province	MA
Entity Shell Company	false
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock
Security Exchange Name	NASDAQ
Entity Common Stock, Shares Outstanding		94,599,601

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 2,786	$ 15,542
Prepaid expenses and other current assets	414	858
Total current assets	3,200	16,400
Property and equipment, net		141
Other assets, long-term		750
Restricted cash		137
Total assets	3,200	17,428
Current liabilities:
Accounts payable	538	1,590
Accrued expenses	253	1,000
Current portion of deferred rent		45
Current portion of deferred lease incentive		238
Total current liabilities:	791	2,873
Accrued expenses due to Intrexon Corporation	1,125	1,125
Deferred revenue	10,000	10,000
Deferred rent, net of current portion		351
Deferred lease incentive, net of current portion		1,025
Warrant liability	15	2,512
Total liabilities	11,931	17,886
Commitments and contingencies (Note 5)
Convertible preferred stock and stockholders' deficit:
Convertible preferred stock, $0.01 par value; 30,000 shares authorized, 400.4910 shares issued and outstanding at June 30, 2019 and December 31, 2018
Common stock, $0.01 par value; 100,000,000 shares authorized, 94,599,601 and 62,025,398 shares issued and outstanding at June 30, 2019 and December 31, 2018, respectively	839	513
Additional paid-in capital	219,911	215,859
Accumulated deficit	(229,481)	(216,830)
Total stockholders' deficit	(8,731)	(458)
Total liabilities and stockholders' deficit	$ 3,200	$ 17,428

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Jun. 30, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Convertible preferred stock, par value	$ 0.01	$ 0.01
Convertible preferred stock, shares authorized	30,000	30,000
Convertible preferred stock, shares issued	400.4910	400.4910
Convertible preferred stock, shares outstanding	400.4910	400.4910
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	94,599,601	62,025,398
Common stock, shares outstanding	94,599,601	62,025,398

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Statement [Abstract]
Revenue
Operating expenses:
Research and development	446	$ 4,458	2,029	$ 7,744
General and administrative	2,614	2,826	5,543	5,633
Restructuring charge			2,789
Loss due to asset impairment			750
Total operating expenses	3,060	7,284	11,111	13,377
Loss from operations	(3,060)	(7,284)	(11,111)	(13,377)
Other income (expense):
Interest income (expense), net	7	32	55	69
Loss on extinguishment of lease obligations	(270)		(270)
Other income (expense), net	92	(26)	87	(50)
Change in fair value of warrant liability	(5)	3,501	(1,412)	(5,252)
Total other income (expense), net	(176)	3,507	(1,540)	(5,233)
Net loss	(3,236)	(3,777)	(12,651)	(18,610)
Comprehensive loss	(3,236)	(3,777)	(12,651)	(18,610)
Net loss per common share—basic and diluted	$ (3,230)	$ (3,697)	$ (12,625)	$ (18,124)
Net loss per common share—basic and diluted	$ (0.03)	$ (0.13)	$ (0.14)	$ (0.64)
Weighted-average shares used to compute loss per common share—basic and diluted	94,599,601	28,740,030	87,580,850	28,208,030

Consolidated Statements of Conv

Consolidated Statements of Convertible Preferred Stock and Stockholders' Deficit - USD ($) $ in Thousands	Total	Series A Convertible Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]
Beginning Balance at Dec. 31, 2017	$ (11,268)		$ 159	$ 196,760	$ (208,187)
Beginning Balance, Shares at Dec. 31, 2017		4,605	24,571,029
Stock-based compensation expense	403			403
Exercise of common stock options	2			2
Exercise of common stock options, Shares			919
Issuance of common stock—net	5,869		$ 27	5,842
Issuance of common stock—net, Shares			2,691,494
Fees related to issuance of common stock	(243)			(243)
Conversion of convertible preferred stock, Shares		(3,204)	1,423,970
Net loss	(14,833)				(14,833)
Ending Balance at Mar. 31, 2018	(20,070)		$ 186	202,764	(223,020)
Beginning Balance at Dec. 31, 2017	(11,268)		$ 159	196,760	(208,187)
Beginning Balance, Shares at Dec. 31, 2017		4,605	24,571,029
Net loss	(18,610)
Ending Balance at Jun. 30, 2018	(23,438)		$ 186	203,173	(226,797)
Ending Balance,Shares at Jun. 30, 2018		1,401	28,791,504
Beginning Balance at Mar. 31, 2018	(20,070)		$ 186	202,764	(223,020)
Beginning Balance, Shares at Mar. 31, 2018		1,401	28,687,412
Stock-based compensation expense	407			407
Exercise of warrants	2			2
Exercise of warrants, Shares			104,092
Net loss	(3,777)				(3,777)
Ending Balance at Jun. 30, 2018	(23,438)		$ 186	203,173	(226,797)
Ending Balance,Shares at Jun. 30, 2018		1,401	28,791,504
Beginning Balance at Dec. 31, 2018	(458)		$ 513	215,859	(216,830)
Beginning Balance, Shares at Dec. 31, 2018		400	62,025,398
Stock-based compensation expense	107			107
Exercise of warrants	4,234		$ 326	3,908
Exercise of warrants, Shares			32,574,203
Net loss	(9,415)				(9,415)
Ending Balance at Mar. 31, 2019	(5,532)		$ 839	219,874	(226,245)
Ending Balance,Shares at Mar. 31, 2019		400	94,599,601
Beginning Balance at Dec. 31, 2018	(458)		$ 513	215,859	(216,830)
Beginning Balance, Shares at Dec. 31, 2018		400	62,025,398
Net loss	(12,651)
Ending Balance at Jun. 30, 2019	0
Ending Balance at Jun. 30, 2019	(8,731)		$ 839	219,911	(229,481)
Ending Balance,Shares at Jun. 30, 2019		400	94,599,601
Beginning Balance at Mar. 31, 2019	(5,532)		$ 839	219,874	(226,245)
Stock-based compensation expense	37			37
Net loss	(3,236)				(3,236)
Ending Balance at Jun. 30, 2019	0
Ending Balance at Jun. 30, 2019	$ (8,731)		$ 839	$ 219,911	$ (229,481)
Ending Balance,Shares at Jun. 30, 2019		400	94,599,601

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
CASH FLOWS FROM OPERATING ACTIVITIES:
Net loss	$ (12,651)	$ (18,610)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	115	322
Loss on asset impairment	750
Loss on extinguishment of lease obligations	270
Loss on sale of fixed assets	25
Deferred rent and lease incentive		814
Stock-based compensation	144	810
Change in fair value of warrant liability	1,412	5,252
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	386	(687)
Other assets and accrued lease obligations, net	(202)	(188)
Accounts payable	(1,051)	1,431
Accrued expenses	(747)	(1,071)
Deferred revenue		10,000
Net cash used in operating activities	(11,549)	(1,927)
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property and equipment		(2,734)
Proceeds from sale of fixed assets	110
Proceeds from maturities of marketable securities		900
Net cash provided by (used in) investing activities	110	(1,834)
CASH FLOWS FROM FINANCING ACTIVITIES:
Payment to extinguish lease obligations	(1,780)
Repayments on equipment term loan		(178)
Net proceeds from issuance of common stock		5,732
Expenses incurred for at-the-market sales agreement of common stock		(106)
Proceeds from exercise of warrants	326	2
Proceeds from exercise of stock options		2
Net cash provided by (used in) financing activities	(1,454)	5,452
Net increase (decrease) in cash and cash equivalents and restricted cash	(12,893)	1,691
Cash and cash equivalents and restricted cash-Beginning of period	15,679	7,218
Cash and cash equivalents and restricted cash-End of period	2,786	8,909
Reconciliation of cash, cash equivalents and restricted cash reported within the consolidated balance sheets:
Cash and cash equivalents	2,786	8,772
Restricted cash		137
Total cash, cash equivalents, and restricted cash at the end of period	2,786	8,909
Supplemental cash flow disclosures from investing and financing activities:
Purchases of property and equipment in accounts payable and accrued expenses		$ 854

Nature of Business

Nature of Business	6 Months Ended
	Jun. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Business	1. NATURE OF BUSINESS Organization Histogenics Corporation (the “Company”) was incorporated under the laws of the Commonwealth of Massachusetts on June 28, 2000 and has its principal operations in Waltham, Massachusetts. In 2006, the Company’s board of directors approved a corporate reorganization pursuant to which the Company incorporated as a Delaware corporation. The Company historically focused on the development of restorative cell therapies (“RCTs”). RCTs refer to a new class of products that are designed to offer patients rapid-onset pain relief and restored function through the repair of damaged or worn tissue. The Company’s lead product, NeoCart ® In connection with the decision to discontinue the development of NeoCart, the Company’s board of directors engaged a financial advisory firm to help explore its available strategic alternatives, including possible mergers and business combinations, a sale of part or all of its assets, and collaboration and licensing arrangements. On April 5, 2019, the Company and Ocugen, Inc. (“Ocugen”) announced t into the Merger Agreement, which was subsequently amended on June 14, 2019. Upon the terms and subject to the satisfaction of the conditions described in the Merger Agreement, including approval of the transaction by the Company’s stockholders and Ocugen’s stockholders, a wholly-owned subsidiary of the Company will be merged with and into Ocugen, with Ocugen surviving the Merger as a wholly-owned subsidiary of the Company. The proposed Merger is structured as a stock-for-stock At the effective time of the Merger (the “Effective Time”), the Company’s board of directors is expected to consist solely of members designated by Ocugen. Following the Closing, Shankar Musunuri is expected to serve as Histogenics’ Chairman of the Board and Chief Executive Officer. Also at the Effective Time, the Company will effect a name change to “Ocugen, Inc.” and it is anticipated that trading for Ocugen’s securities will be listed on The Nasdaq Capital Market under the symbol “OCGN.” The Merger Agreement contains customary representations, warranties and covenants made by the Company and Ocugen, including covenants relating to obtaining the requisite approvals of the stockholders of the Company and Ocugen, indemnification of directors and officers, and the Company’s and Ocugen’s conduct of their respective businesses between the date of signing of the Merger Agreement and the Closing. In connection with the Merger, the Company has prepared and filed with the U.S. Securities and Exchange Commission (“SEC”) a registration statement on Form S-4 • the Merger Agreement, including the issuance of shares of Histogenics common stock to Ocugen’s stockholders in connection with the transactions contemplated by the Merger Agreement; • the amendment of Histogenics’ restated certificate of incorporation to effect a reverse split of all outstanding shares of the Company’s common stock at a reverse stock split ratio as mutually agreed to by Histogenics and Ocugen; • the amendment of Histogenics’ restated certificate of incorporation to effect an increase in the number of authorized shares of the Company’s common stock from 100,000,000 to 200,000,000; • the amendment of Histogenics’ restated certificate of incorporation to change the Company’s name to “Ocugen, Inc.” following the Effective Time; and • the change of control of the Company resulting from the Merger pursuant to pertinent Nasdaq rules. The Closing is subject to satisfaction or waiver of certain conditions including, among other things, (i) the required approvals by the parties’ stockholders, (ii) the accuracy of the representations and warranties, subject to certain materiality qualifications, (iii) compliance by the parties with their respective covenants, (iv) no law or order preventing the Merger and related transactions, and (v) the listing of the Shares on The Nasdaq Capital Market. The Merger Agreement contains certain termination rights for both Histogenics and Ocugen, and further provides that, upon termination of the Merger Agreement under specified circumstances, Histogenics may be required to pay to Ocugen a termination fee of $0.6 million or Ocugen may be required to pay to Histogenics a termination fee of $0.7 million, and in other circumstances each party may be required to reimburse the other party’s expenses incurred, up to a maximum of $0.3 million. In the six months ended June 30, 2019, Ocugen paid the Company $0.1 million per the terms of the Merger Agreement as reimbursement of certain expenses related to the Merger. In connection with the execution of the Merger Agreement, the executive officers and directors of the Company entered into voting agreements with Ocugen and Histogenics relating to the Merger covering less than one percent of the outstanding capital stock of Histogenics, as of date of the Merger Agreement (the “Histogenics Voting Agreements”). The Histogenics Voting Agreements provide, among other things, that the stockholders who are parties to the Histogenics Voting Agreements will vote all of the shares held by them in favor of Histogenics Stockholder Matters and against any competing acquisition proposals. The Histogenics Voting Agreements also place certain restrictions on the transfer of the shares of Histogenics held by the respective signatories thereto. In connection with the execution of the Merger Agreement, certain officers, directors, stockholders and noteholders of Ocugen entered into voting agreements with Histogenics and Ocugen covering approximately 68% of the outstanding capital stock of Ocugen as of date of the Merger Agreement (the “Ocugen Voting Agreements”). The Ocugen Voting Agreements provide, among other things, that the officers, stockholders and investors party to the Ocugen Voting Agreements will vote all of the shares of Ocugen held by them in favor of the adoption of the Merger Agreement, the approval of the Merger and the other transactions contemplated by the Merger Agreement and against any competing acquisition proposals. The Ocugen Voting Agreements also place certain restrictions on the transfer of the shares of Ocugen held by the respective signatories thereto. Concurrently with the execution of the Merger Agreement, the officers and directors of Histogenics and the officers, directors and certain stockholders of Ocugen entered into lock-up 180-day Although the Company has entered into the Merger Agreement and intends to consummate the proposed Merger, there is no assurance that it will be able to successfully consummate the proposed Merger on a timely basis, or at all. If, for any reason, the proposed Merger is not completed, Histogenics will reconsider its strategic alternatives and could pursue one or more of the following courses of action: • Pursue potential collaborative, partnering or other strategic arrangements for our NeoCart assets, including a sale or other divestiture. • Pursue another strategic transaction like the proposed Merger. • Dissolve and liquidate the Company’s assets. Since its inception, the Company has devoted substantially all of its efforts to product development, recruiting management and technical staff, raising capital, starting up production and building infrastructure and has not yet generated product revenues. Expenses have primarily been for research and development and related administrative costs. The Company is subject to a number of risks including the successful development of therapeutics, the ability to obtain adequate financing, the ability to obtain FDA approval and reimbursement for any products we may develop, protection of intellectual property, fluctuations in operating results, dependence on key personnel and collaborative partners, rapid technological changes inherent in the target markets of any products the Company may develop, the introduction of substitute products and competition from larger companies. Liquidity The consolidated financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. As shown in the accompanying consolidated financial statements, the Company has incurred losses and cash flow deficits from operations since inception, resulting in an accumulated deficit at June 30, 2019 of $229.5 million. The Company has financed operations to date primarily through public and private placements of equity securities, and borrowings under debt agreements. The Company anticipates that it will continue to incur net losses for the foreseeable future. The Company believes that its existing cash and cash equivalents will only be sufficient to fund its projected cash needs through the closing of the Merger which is expected in the third quarter of 2019. Accordingly, these factors, among others, raise substantial doubt about the Company’s ability to continue as a going concern and its ability to complete the proposed Merger with Ocugen should there be a delay in the Closing. If Histogenics needs to raise additional capital to complete the Merger, the Company would need to pursue a debt or equity financing or other strategic transactions. However, any such financing may not be on favorable terms or available to the Company, if at all. The failure of the Company to obtain sufficient funds on commercially acceptable terms when needed will have a material adverse effect on the Company’s business, results of operations and financial condition and could result in the need to pursue an immediate dissolution of the Company. The forecast of cash resources is forward-looking information that involves risks and uncertainties, and the actual amount of our expenses could vary materially and adversely as a result of a number of factors. The Company has based its estimates on assumptions that may prove to be wrong, and the Company’s expenses could prove to be significantly higher than it currently anticipates. Basis of Accounting The consolidated financial statements are unaudited and have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). However, they do not include all of the information and footnotes required by GAAP for complete financial statements. These interim consolidated financial statements, in the opinion of the Company’s management, reflect all normal recurring adjustments necessary for a fair presentation of the Company’s financial position and results of operations for the interim periods ended June 30, 2019 and 2018. The results of operations for the interim periods are not necessarily indicative of the results of operations to be expected for the full year. These interim financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2018, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K, The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, ProChon and Histogenics Securities Corporation. All significant intercompany accounts and transactions are eliminated in consolidation.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2019
Accounting Policies [Abstract]
Summary of Significant Accounting Policies	2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES During the six months ended June 30, 2019, there have been no material changes to the significant accounting policies described in the Company’s audited financial statements as of and for the year ended December 31, 2018, and the notes thereto, which are included in the Annual Report on Form 10-K, Recently Adopted Accounting Standards – Leases The Company adopted Financial Accounting Standards Board Accounting Standards Update No. 2016-02, The Company elected the following practical expedients when assessing the transition impact of the new standard from both the lessee and lessor perspective and did not: (i) reassess whether any expired or existing contracts as of January 1, 2019, are or contain leases; (ii) reassess the lease classification for any expired or existing leases as of January 1, 2019; (iii) reassess initial direct costs for any existing leases as of January 1, 2019; and (iv) reassess whether land easements meet the definition of a lease. The primary impact was the balance sheet recognition of right-of-use Fair Value Measurements The carrying amounts reported in the Company’s consolidated financial statements for cash and cash equivalents, accounts payable, and accrued liabilities approximate their respective fair values because of the short-term nature of these accounts. Fair value is defined as the price that would be received if selling an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Additionally, from time to time, the Company may be required to record at fair value other assets on a nonrecurring basis, such as assets held for sale and certain other assets. These nonrecurring fair value adjustments typically involve the application of lower-of-cost-or-market The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets (Level 1), and the lowest priority to unobservable inputs (Level 3). The Company’s financial assets are classified within the fair value hierarchy based on the lowest level of inputs that is significant to the fair value measurement. The three levels of the fair value hierarchy, and their applicability to the Company’s financial assets, are described below. Level 1 Level 2 Level 3 non-transferability, An adjustment to the pricing method used within either Level 1 or Level 2 inputs could generate a fair value measurement that effectively falls in a lower level in the hierarchy. The Company had no material re-measurements The fair value of the warrants issued in connection with the September 2016 private placement was determined using a Monte Carlo simulation model. This model incorporated several assumptions at each valuation date including: the price of the Company’s common stock on the date of valuation, the historical volatility of the price of the Company’s common stock, the remaining contractual term of the warrant and estimates of the probability of a fundamental transaction occurring. The fair value of the warrants issued in connection with the October 2018 underwritten public offering was determined using the Black Scholes model. See Note 6, Capital Stock, for further discussion of the private placement and underwritten public offering. The Company’s financial instruments as of June 30, 2019 and December 31, 2018 consisted primarily of cash and cash equivalents and warrant liability. As of June 30, 2019, and December 31, 2018, the Company’s financial assets recognized at fair value consisted of the following: Description Total Quoted prices in active (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) (in thousands) June 30, 2019 Assets: Cash Equivalents Money market funds $ 11 $ 11 $ — $ — Liabilities: Warrant liability $ 15 $ — $ — $ 15 December 31, 2018 Assets: Cash Equivalents Money market funds $ 9,711 $ 9,711 $ — $ — Liabilities: Warrant liability $ 2,512 $ — $ — $ 2,512 The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs: June 30, 2019 (in thousands) Beginning balance, December 31, 2018 $ 2,512 Exercise of warrants (3,909 ) Change in fair value of warrant liability 1,412 Ending balance $ 15 Cash and Cash Equivalents The Company considers all highly liquid securities with original maturities of three months or less from the date of purchase to be cash equivalents. Cash and cash equivalents are comprised of funds in money market accounts. In addition, the Company has recorded restricted cash of $0.1 million as of December 31, 2018. Restricted cash consists of a security deposit related to a lease obligation. The restricted cash balance was paid to the lessor in the second quarter of 2019 as part of the settlement of the Company’s lease obligations (see Note 5). Revenue Recognition In May 2014, the Financial Accounting Standards Board (the “FASB”) issued a new standard related to revenue recognition, Accounting Standard Update (“ASU”) No. 2014-09, No. 2015-14, Revenue is recognized when, or as, performance obligations are satisfied, which occurs when control of the promised products or services is transferred to customers. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or services to a customer (“transaction price”). To the extent that the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing the most likely amount method. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the Company’s anticipated performance and all information (historical, current and forecasted) that is reasonably available. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The Company currently generates revenue primarily through collaborative research, development and commercialization agreements. The terms of these agreements may contain multiple promises which may include: (i) licenses to the Company’s technology; (ii) services related to the transfer and update of know-how; non-refundable The Company assesses the promises to determine if they are distinct performance obligations. Once the performance obligations are determined, the transaction price is allocated based on a relative standalone selling price basis. Milestone payments and royalties are typically considered variable consideration at the outset of the contract and are recognized in the transaction price either upon occurrence or when the constraint of a probable reversal is no longer applicable. Collaboration Revenue While no revenue has been recognized as of June 30, 2019, the Company has collaboration and license agreements with strategic partners for the development and commercialization of product candidates. The collaboration and license agreements are within the scope of Accounting Standards Codification (ASC 606) Revenue from Contracts with Customers. In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under the agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. As part of the accounting for the arrangement, the Company must develop assumptions that require judgment to determine the stand-alone selling price for each performance obligation identified in the contract. The Company uses key assumptions to determine the stand-alone selling price, which may include market conditions, reimbursement rates for personnel costs, development timelines and probabilities of regulatory success. Licenses of intellectual property: non-refundable, up-front non-refundable, up-front Manufacturing Supply Services: non-refundable, up-front Milestone Payments: re-evaluates catch-up Royalties: License and Collaboration Arrangements MEDINET Co., Ltd. In December 2017, the Company entered into a License and Commercialization Agreement (the “License Agreement”) with MEDINET Co., Ltd. (“MEDINET”) to grant MEDINET a license under certain patents, patent applications, know-how, non-human In exchange for the license, MEDINET agreed to pay the Company an upfront cash payment of $10.0 million which the Company received in January 2018. As of June 30, 2019, the contract with MEDINET was wholly unperformed and all revenue under the License Agreement has been deferred and has not been recognized. As of June 30, 2019, the aggregate amount of the transaction price allocated to remaining performance obligations was $10.0 million. Because the License Agreement was not terminated as of June 30, 2019, the authoritative accounting literature requires that the $10.0 million of deferred revenue remain a liability on the Company’s balance sheet. Pursuant to the Asset Purchase Agreement with Medavate, the Company has agreed to sell the NeoCart Assets in return for a cash payment of $ 6.5 At contract inception, the Company determined that the $10.0 million non-refundable re-evaluates per-patient The Company incurred costs of $0.9 million related to the License Agreement with MEDINET. $0.8 million was recorded as an asset that was to be expensed proportionally over the performance service period. However, given the Company’s decision to discontinue the development of NeoCart and terminate its manufacturing operations, the Company concluded that the asset was impaired and a decision was made to fully write down the value of this asset in the first quarter of 2019. This impairment resulted in a charge to the income statement of $0.8 million. Stock-Based Compensation The Company accounts for stock options and restricted stock based on their grant date fair value and recognizes compensation expense on a straight-line basis over their vesting period. The Company estimates the fair value of stock options as of the date of grant using the Black-Scholes option pricing model, with the exception of stock options that include a market condition, and restricted stock based on the fair value of the underlying common stock as of the date of grant or the value of the services provided, whichever is more readily determinable. The Company, in conjunction with adoption of ASU 2016-09- pre-vesting For stock option grants with vesting triggered by the achievement of performance-based milestones, the expense is recorded over the remaining service period after the point when the achievement of the milestone is probable or the performance condition has been achieved. For stock option grants with both performance-based milestones and market conditions, expense is recorded over the derived service period after the point when the achievement of the performance-based milestone is probable or the performance condition has been achieved. For stock option grants with market conditions, the expense is calculated using the Monte Carlo model based on the grant date fair value of the option and is recorded on a straight line basis over the requisite service period, which represents the derived service period and accelerated when the market condition is satisfied. The Company did not issue awards with market conditions during the six months ended June 30, 2019. The Company accounts for stock options and restricted stock awards to non-employees non-employees Warrant Accounting As noted in Note 6, Capital Stock, the Company classifies a warrant to purchase shares of its common stock as a liability on its consolidated balance sheet if the warrant is a free-standing financial instrument that may require the Company to transfer consideration upon exercise. Each warrant of this type is initially recorded at fair value on date of grant using the Monte Carlo simulation model net of issuance costs, and is subsequently re-measured Recent Accounting Pronouncements In November 2018, the FASB issued ASU No. 2018-18, In August 2018, the FASB issued ASU No. 2018-13, In August 2018, the SEC adopted the final rule under SEC Release No. 33-10532, 10-Q In June 2018, the FASB issued ASU No. 2018-07, No other accounting standards known by the Company to be applicable to it that have been issued by the FASB or other standard-setting bodies and that do not require adoption until a future date are expected to have a material impact on the Company’s consolidated financial statements.

Loss Per Common Share

Loss Per Common Share	6 Months Ended
	Jun. 30, 2019
Earnings Per Share [Abstract]
Loss Per Common Share	3. LOSS PER COMMON SHARE The Company computes basic and diluted loss per share using a methodology that gives effect to the impact of outstanding participating securities (the “two-class method”). For the six months ended June 30, 2019 and 2018. Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (In thousands, except share and per share data) Numerator Net loss $ (3,236 ) $ (3,777 ) $ (12,651 ) $ (18,610 ) Net loss attributable to Series A Preferred Stock (a) (6 ) (80 ) (26 ) (486 ) Income attributable to common stockholders—basic and diluted $ (3,230 ) $ (3,697 ) $ (12,625 ) $ (18,124 ) Denominator: Weighted-average number of common shares used in loss per share—basic and diluted 94,599,601 28,740,030 87,580,850 28,208,030 Loss per share—basic and diluted $ (0.03 ) $ (0.13 ) $ (0.14 ) $ (0.64 ) (a) The Series A Preferred Stock participates in income and losses. The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares outstanding, as they would be anti-dilutive (in common stock equivalent shares): Six Months Ended June 30, 2019 2018 Unvested restricted stock and options to purchase common stock 394,317 3,305,743 Series A preferred stock unconverted 177,996 622,987 Warrants exercisable into common stock 571,025 13,528,978

Property and Equipment

Property and Equipment	6 Months Ended
	Jun. 30, 2019
Property, Plant and Equipment [Abstract]
Property and Equipment	4. PROPERTY AND EQUIPMENT Property and equipment consisted of the following: June 30, 2019 December 31, 2018 (in thousands) Office equipment $ — $ 266 Laboratory equipment — 4,561 Leasehold improvements — 5,504 Software — 96 Total property and equipment — 10,427 Less: accumulated depreciation — (10,286 ) Property and equipment, net $ — $ 141 Depreciation expense related to property and equipment amounted to less than $0.1 million and $0.3 million for the six months ended June 30, 2019 and 2018, respectively. In the second quarter of 2019, the Company disposed of its remaining property and equipment (other than the Assets to be sold to Medavate pursuant to the Asset Purchase Agreement in connection with the closing of the proposed Merger). The Company realized cash proceeds of $0.1 million from the sale of the remaining assets and recorded a loss on disposal of $ 25

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	5. COMMITMENTS AND CONTINGENCIES Leases The Company leased its office and research facilities in Waltham and Lexington, Massachusetts under non-cancellable pro-rata In the second quarter of 2019, in connection with its decision to restructure operations, the Company vacated its Waltham and Lexington facilities and negotiated settlements with the lessors to extinguish the remaining lease obligations. In connection with these settlements, the Company paid the lessors a combined total of $1.8 million (including $0.1 million of restricted cash that was held as a security deposit) in full settlement of its remaining lease obligations, and recorded a loss of $0.3 million on the extinguishment of the lease obligations. In connection with the termination of the lease of the Waltham facility, the Company agreed to make a payment to the Waltham landlord in the amount of $315,795 no later than 45 days following the Effective Time (as defined in the Merger Agreement). License Agreements From time to time, the Company enters into various licensing agreements whereby the Company may use certain technologies in conjunction with its product research and development. Licensing agreements and the Company’s commitments under the agreements are as follows: Hydrogel License In May 2005, the Company entered into an exclusive license agreement with Angiotech Pharmaceuticals (US), Inc. for the use of certain patents, patent applications, and knowledge related to the manufacture and use of a hydrogel material in conjunction with NeoCart and certain other products (“Hydrogel License Agreement”). As of June 30, 2019, the Company has paid an aggregate $3.2 million in commercialization milestones under the terms of the Hydrogel License Agreement, which have been expensed to research and development. Under the terms of the Hydrogel License Agreement, the Company’s future commitments include: • A one-time 3.0 • Single digit royalties on the net sales of NeoCart and certain other future products. Tissue Regeneration License In April 2001, the Company entered into an exclusive license agreement with The Board of Trustees of the Leland Stanford Junior University (“Stanford University”) for the use of certain technology to develop, manufacture and sell licensed products in the field of growth and regeneration of cartilage (“Tissue Regeneration License Agreement”). The term of the Tissue Regeneration License Agreement extends to the expiration date of Stanford University’s last to expire domestic or foreign patents. As of June 30, 2019, the Company has paid an aggregate $0.8 million in patent reimbursement costs, royalty fees, and commercialization milestone payments under the terms of the Tissue Regeneration License Agreement, which have been recorded to research and development expense. Under the terms of the Tissue Regeneration License Agreement, the Company’s future commitments include: • A one-time 0.3 • An annual minimum non-refundable 10 50 • Low single digit royalties on net sales. Tissue Processor Sub-License In December 2005, the Company entered into an exclusive agreement to sub-license (“Sub-License Sub-License sub-license Sub-License The Sub-License In May 2016, the Original Agreement was amended whereby the Company acquired the development and commercialization rights to NeoCart for the Japanese market from Purpose. Under the terms of the amended agreement, the Company assumes sole responsibility for and rights to the development and commercialization of NeoCart in Japan. In exchange for the transfer of development and commercialization rights, the Company will pay a success-based milestone to Purpose upon conditional approval of NeoCart in Japan, as well as commercial milestones and a low single digit royalty on Japanese sales of NeoCart, upon full approval, if any, in Japan. In addition to the above, the Company’s future commitments under the terms of the Original Agreement and Sub-License • A minimum non-refundable 20 • An additional, non-refundable 30 2016 through 2019 • $ 10.2 • Low single digit royalties on net sales of a licensed product.

Capital Stock

Capital Stock	6 Months Ended
	Jun. 30, 2019
Equity [Abstract]
Capital Stock	6. CAPITAL STOCK In October 2018, the Company closed an underwritten public offering of 26,155,000 shares of its common stock and warrants to purchase up to 19,616,250 shares of common stock, at a combined purchase price of $0.65 per share of common stock and accompanying warrant. The gross proceeds to the Company from this offering were $17.0 million, before deducting underwriting discounts and commissions, and offering expenses payable by the Company. The warrants were exercisable immediately upon issuance at a price of $0.70 per share of common stock and had a term of five years commencing on the date of issuance. The exercise price of the warrants was subject to adjustment upon the occurrence of specific events, including stock dividends, stock splits, combinations and reclassifications of the Company’s Common Stock. In the event of certain fundamental transactions of the Company, a warrant holder may have demanded redemption of its warrant for cash in accordance with a Black-Scholes option pricing model. A fundamental transaction was defined as a merger, sale of assets, sale of the Company, recapitalization of stock and a sale of stock whereby any owner after the transaction would own greater than 50% of the outstanding common stock in the Company. The Company determined the warrants were classified as a liability on the consolidated balance sheet because of the provision whereby in a fundamental transaction (as described above), the holder could have elected to receive either the amount they were entitled to on an as-if-exercised In the first quarter of 2019, the Company reduced the exercise price of the warrants issued in 2018 from $0.70 to $0.01 per share (the “2018 Reduced Exercise Price”) and all of the holders of these warrants (the “Participating 2018 Holders”) entered into a Warrant Exercise Agreement (the “2018 Exercise Agreement”) pursuant to which, in consideration for the 2018 Reduced Exercise Price, the Participating 2018 Holders agreed to exercise the warrants held by such Participating 2018 Holders in full at the 2018 Reduced Exercise Price for cash. In connection with the exercise of the warrants by the Participating 2018 Holders, the Company received aggregate gross proceeds of approximately $0.2 million. In March 2018, the Company entered into an equity distribution agreement (“ATM Agreement”) with Canaccord Genuity Inc. (“Canaccord”), pursuant to which the Company may, from time to time, sell shares of its common stock having an aggregate offering price of up to up to $10.0 million (the “Shares”) through Canaccord, as sales agent. The Shares will be offered and sold by the Company pursuant to its previously filed and currently effective Registration Statement on Form S-3 No. 333-216741) In January 2018, the Company completed an underwritten registered direct offering of 2,691,494 shares of common stock at a price of $2.35 per share. The total net proceeds of the offering were $5.7 million after deducting underwriter’s discounts and commissions, and expenses related to the offering. In September 2016, the Company closed the private placement contemplated by the securities purchase agreement (the “Purchase Agreement”), dated September 15, 2016, between the Company and certain institutional and accredited investors in which the Company received gross proceeds of $30.0 million (the “Private Placement”). The net proceeds after deducting placement agent fees and other transaction-related expenses was $27.6 million. At the closing, the Company issued 2,596,059 shares of the Company’s common stock at a per share price of $2.25 and 24,158.8693 2.25 The warrants include a cashless-exercise feature that may be exercised solely in the event there is no effective registration statement, or no current prospectus available for, the resale of the shares of common stock underlying the warrants as of the six-month as-if-exercised Concurrent with the closing of the Private Placement, the Company’s Certificate of Incorporation was amended by the filing of a Certificate of Designation to create the Series A Preferred Stock. The Series A Preferred Stock has a par value of $0.01 and each share is convertible into 444.44 shares of common stock, at a conversion price of $2.25 per share, at the option of the holder. The Series A Preferred Stock has no voting rights and is only entitled to dividends as declared on an as-converted as-converted As part of the Private Placement, affiliates of certain members of the Company’s Board of Directors purchased an aggregate of 283,046 shares of common stock, an aggregate of 2,563.1439 In the first quarter of 2019, the Company and certain holders of the warrants issued in 2016 (the “Participating 2016 Holders”) entered into a Warrant Amendment and Exercise Agreement (the “2016 Exercise Agreement”) pursuant to which the Company agreed to reduce the exercise price of the warrants held by such Participating 2016 Holders from $2.25 to $0.01 per share (the “2016 Reduced Exercise Price”) in consideration for the exercise of the warrants held by such Participating 2016 Holders in full at the 2016 Reduced Exercise Price for cash. In connection with the exercise of the warrants by the Participating 2016 Holders, the Company received aggregate gross proceeds of approximately $0.1 million. After the full exercise of the warrants held by the Participating 2016 Holders, warrants issued in 2016 to purchase approximately 508,714 shares of the Company’s Common Stock are outstanding.

Warrants

Warrants	6 Months Ended
	Jun. 30, 2019
Warrants and Rights Note Disclosure [Abstract]
Warrants	7. WARRANTS The Company has warrants to purchase its common stock outstanding as of June 30, 2019, as follows: Issue Date Classification Warrants Exercise Expiration September 2016 Liability 508,714 $ 2.25 November 2021 March 2015 Equity 3,699 9.75 March 2025 July 2014 Equity 6,566 7.99 July 2024 July 2012 Equity 52,046 0.01 July 2022

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Stock-Based Compensation	8. STOCK-BASED COMPENSATION Stock option activity under the Company’s 2012 Equity Incentive Plan (the “2012 Plan”) and 2013 Equity Incentive Plan (the “2013 Plan”) for the six months ended June 30, 2019 is summarized as follows: Number Weighted- Weighted- Aggregate Outstanding at December 31, 2018 3,339,471 $ 1.03 8.1 $ — Cancelled (2,945,154 ) 0.74 — — Outstanding at June 30, 2019 394,317 $ 3.20 7.7 $ — Vested and expected to vest at June 30, 2019 375,592 $ 3.23 7.7 $ — Exercisable at June 30, 2019 368,484 $ 3.24 7.6 $ — As of June 30, 2019, the weighted average grant date fair value of vested options and options outstanding was $2.09. Stock-Based Compensation Expense The Company did not grant any stock options to employees during the six months ended June 30, 2019 but did grant stock options to employees during the six months ended June 30, 2018. The Company estimates the fair value of stock options as of the date of grant using the Black-Scholes option pricing model and restricted stock based on the stock price, with the exception of those stock options that included a market condition. The Company estimates the fair value of stock options that include a market condition using a Monte-Carlo model. Stock options and restricted stock issued to non-board non-employees Stock-based compensation expense amounted to $0.1 million and $0.8 million for the six months ended June 30, 2019 and 2018, respectively. The allocation of stock-based compensation expense for all options granted and restricted stock awards is as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (in thousands) Research and development $ — $ 120 $ (38 ) $ 594 General and administrative 36 288 182 216 Total stock-based compensation expense $ 36 $ 408 $ 144 $ 810 The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee stock option grants and non-employee Three Months Ended June 30, Six Months Ended June 30, Employees Non-Employees Employees Non-Employees Risk-free interest rate 2.81 % 1.97 % 2.72 % 1.97 % Expected volatility 59.8 % 74.0 % 83.1 % 74 % Expected term (in years) 6.08 6.08 6.08 6.08 Expected dividend yield 0.0 % 0.0 % 0.0 % 0.0 %

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2019
Income Tax Disclosure [Abstract]
Income Taxes	9. INCOME TAXES Deferred tax assets and deferred tax liabilities are recognized based on temporary differences between the financial reporting and tax basis of assets and liabilities using statutory rates. A valuation allowance is recorded against deferred tax assets if it is more likely than not that some or all of the deferred tax assets will not be realized. Due to the uncertainty surrounding the realization of the favorable tax attributes in future tax returns, the Company has recorded a full valuation allowance against the Company’s otherwise recognizable net deferred tax assets. The Company recorded no income tax expense or benefit during the six months ended June 30, 2019 and 2018, due to a full valuation allowance recognized against its deferred tax assets. TAX REFORM On December 22, 2017, the Tax Cuts and Jobs Act (the “TCJA”) was signed into United States law. The TCJA includes a number of changes to existing tax law, including, among other things, a permanent reduction in the federal corporate income tax rate from 34% to 21%, effective as of January 1, 2018, as well as limitation of the deduction for net operating losses to 80% of annual taxable income and elimination of net operating loss carrybacks, in each case, for losses arising in taxable years beginning after December 31, 2017 (though any such net operating losses may be carried forward indefinitely). The tax rate change resulted in (i) a reduction in the gross amount of the Company’s deferred tax assets recorded as of December 31, 2017, without an impact on the net amount of its deferred tax assets, which are recorded with a full valuation allowance, and (ii) no income tax expense or benefit being recognized as of the enactment date of the TCJA. The staff of the Securities and Exchange Commission issued Staff Accounting Bulletin No. 118 to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the TCJA. In connection with the initial analysis of the impact of the TCJA, the Company remeasured its deferred tax assets and liabilities based on the rates at which they are expected to reverse in the future, which is generally 21%.

Related Parties

Related Parties	6 Months Ended
	Jun. 30, 2019
Related Party Transactions [Abstract]
Related Parties	10. RELATED PARTIES Purpose, Co. In June 2012, the Company entered into an agreement with Purpose to amend its previous agreements. In the previous agreements, Purpose granted the Company a perpetual license to its patents related to its exogenous tissue processor which is used in the development of the Company’s products. In exchange, the Company granted Purpose a perpetual license to all of the Company’s biotechnology and biomaterial for use in Japan. The agreement provided for Purpose to manufacture and sell machinery to the Company for cost until the Company’s products become commercially viable. The Company also agreed to pay royalties on any third-party revenue generated using Purpose’s licensed technology. Under the June 2012 amendment, the Company received exclusive rights to all of Purpose’s technology related to the exogenous tissue processor, continued supply of exogenous tissue processors during the Company’s clinical trials, and rights to manufacture the exogenous tissue processors at any location the Company chooses. In exchange for such consideration, the Company named Purpose the sole manufacturer of equipment and also clarified the geographic territories of the exclusive license that Purpose was granted for use of the Company’s technology. In addition, the Company agreed to reimburse Purpose for $0.3 million of development costs on a next generation tissue processer. Refer to the discussion under Note 5, Commitments and Contingencies – License Agreements – Tissue Processor Sub-License In May 2016, the Company acquired the development and commercialization rights to NeoCart for the Japanese market from Purpose. Under the terms of the amended agreement, the Company assumes sole responsibility for and rights to the development and commercialization of NeoCart in Japan. In exchange for the transfer of development and commercialization rights, the Company will pay a success-based milestone to Purpose upon conditional approval of NeoCart in Japan, as well as commercial milestones and a low single digit royalty on Japanese sales of NeoCart, upon full approval, if any, in Japan. The Company paid Purpose $0.1 million in the six months ended June 30, 2019.

Restructuring

Restructuring	6 Months Ended
	Jun. 30, 2019
Restructuring and Related Activities [Abstract]
Restructuring	11. RESTRUCTURING In connection with the aforementioned restructuring plans implemented in January 2019 and March 2019, the Company severed all of its employees before June 30, 2019. The Company incurred a restructuring charge of approximately $2.8 million, all of which has been paid. The restructuring charges were comprised solely of employee severance packages which included salary, healthcare benefits and guaranteed bonuses.

Nature of Business (Policies)

Nature of Business (Policies)	6 Months Ended
	Jun. 30, 2019
Accounting Policies [Abstract]
Basis of Accounting	Basis of Accounting The consolidated financial statements are unaudited and have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). However, they do not include all of the information and footnotes required by GAAP for complete financial statements. These interim consolidated financial statements, in the opinion of the Company’s management, reflect all normal recurring adjustments necessary for a fair presentation of the Company’s financial position and results of operations for the interim periods ended June 30, 2019 and 2018. The results of operations for the interim periods are not necessarily indicative of the results of operations to be expected for the full year. These interim financial statements should be read in conjunction with the audited financial statements as of and for the year ended December 31, 2018, and the notes thereto, which are included in the Company’s Annual Report on Form 10-K, The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, ProChon and Histogenics Securities Corporation. All significant intercompany accounts and transactions are eliminated in consolidation.
Recently Adopted Accounting Standards - Leases	Recently Adopted Accounting Standards – Leases The Company adopted Financial Accounting Standards Board Accounting Standards Update No. 2016-02, The Company elected the following practical expedients when assessing the transition impact of the new standard from both the lessee and lessor perspective and did not: (i) reassess whether any expired or existing contracts as of January 1, 2019, are or contain leases; (ii) reassess the lease classification for any expired or existing leases as of January 1, 2019; (iii) reassess initial direct costs for any existing leases as of January 1, 2019; and (iv) reassess whether land easements meet the definition of a lease. The primary impact was the balance sheet recognition of right-of-use
Fair Value Measurements	Fair Value Measurements The carrying amounts reported in the Company’s consolidated financial statements for cash and cash equivalents, accounts payable, and accrued liabilities approximate their respective fair values because of the short-term nature of these accounts. Fair value is defined as the price that would be received if selling an asset or paid to transfer a liability in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Additionally, from time to time, the Company may be required to record at fair value other assets on a nonrecurring basis, such as assets held for sale and certain other assets. These nonrecurring fair value adjustments typically involve the application of lower-of-cost-or-market The fair value hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets (Level 1), and the lowest priority to unobservable inputs (Level 3). The Company’s financial assets are classified within the fair value hierarchy based on the lowest level of inputs that is significant to the fair value measurement. The three levels of the fair value hierarchy, and their applicability to the Company’s financial assets, are described below. Level 1 Level 2 Level 3 non-transferability, An adjustment to the pricing method used within either Level 1 or Level 2 inputs could generate a fair value measurement that effectively falls in a lower level in the hierarchy. The Company had no material re-measurements The fair value of the warrants issued in connection with the September 2016 private placement was determined using a Monte Carlo simulation model. This model incorporated several assumptions at each valuation date including: the price of the Company’s common stock on the date of valuation, the historical volatility of the price of the Company’s common stock, the remaining contractual term of the warrant and estimates of the probability of a fundamental transaction occurring. The fair value of the warrants issued in connection with the October 2018 underwritten public offering was determined using the Black Scholes model. See Note 6, Capital Stock, for further discussion of the private placement and underwritten public offering. The Company’s financial instruments as of June 30, 2019 and December 31, 2018 consisted primarily of cash and cash equivalents and warrant liability. As of June 30, 2019, and December 31, 2018, the Company’s financial assets recognized at fair value consisted of the following: Description Total Quoted prices in active (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) (in thousands) June 30, 2019 Assets: Cash Equivalents Money market funds $ 11 $ 11 $ — $ — Liabilities: Warrant liability $ 15 $ — $ — $ 15 December 31, 2018 Assets: Cash Equivalents Money market funds $ 9,711 $ 9,711 $ — $ — Liabilities: Warrant liability $ 2,512 $ — $ — $ 2,512 The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs: June 30, 2019 (in thousands) Beginning balance, December 31, 2018 $ 2,512 Exercise of warrants (3,909 ) Change in fair value of warrant liability 1,412 Ending balance $ 15
Cash and Cash Equivalents	Cash and Cash Equivalents The Company considers all highly liquid securities with original maturities of three months or less from the date of purchase to be cash equivalents. Cash and cash equivalents are comprised of funds in money market accounts. In addition, the Company has recorded restricted cash of $0.1 million as of December 31, 2018. Restricted cash consists of a security deposit related to a lease obligation. The restricted cash balance was paid to the lessor in the second quarter of 2019 as part of the settlement of the Company’s lease obligations (see Note 5).
Revenue Recognition	Revenue Recognition In May 2014, the Financial Accounting Standards Board (the “FASB”) issued a new standard related to revenue recognition, Accounting Standard Update (“ASU”) No. 2014-09, No. 2015-14, Revenue is recognized when, or as, performance obligations are satisfied, which occurs when control of the promised products or services is transferred to customers. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products or services to a customer (“transaction price”). To the extent that the transaction price includes variable consideration, the Company estimates the amount of variable consideration that should be included in the transaction price utilizing the most likely amount method. Variable consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of the Company’s anticipated performance and all information (historical, current and forecasted) that is reasonably available. If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation based on a relative standalone selling price basis unless the transaction price is variable and meets the criteria to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation. The Company currently generates revenue primarily through collaborative research, development and commercialization agreements. The terms of these agreements may contain multiple promises which may include: (i) licenses to the Company’s technology; (ii) services related to the transfer and update of know-how; non-refundable The Company assesses the promises to determine if they are distinct performance obligations. Once the performance obligations are determined, the transaction price is allocated based on a relative standalone selling price basis. Milestone payments and royalties are typically considered variable consideration at the outset of the contract and are recognized in the transaction price either upon occurrence or when the constraint of a probable reversal is no longer applicable. Collaboration Revenue While no revenue has been recognized as of June 30, 2019, the Company has collaboration and license agreements with strategic partners for the development and commercialization of product candidates. The collaboration and license agreements are within the scope of Accounting Standards Codification (ASC 606) Revenue from Contracts with Customers. In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under the agreements, the Company performs the following steps: (i) identification of the promised goods or services in the contract; (ii) determination of whether the promised goods or services are performance obligations including whether they are distinct in the context of the contract; (iii) measurement of the transaction price, including the constraint on variable consideration; (iv) allocation of the transaction price to the performance obligations; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. As part of the accounting for the arrangement, the Company must develop assumptions that require judgment to determine the stand-alone selling price for each performance obligation identified in the contract. The Company uses key assumptions to determine the stand-alone selling price, which may include market conditions, reimbursement rates for personnel costs, development timelines and probabilities of regulatory success. Licenses of intellectual property: non-refundable, up-front non-refundable, up-front Manufacturing Supply Services: non-refundable, up-front Milestone Payments: re-evaluates catch-up Royalties:
License and Collaboration Arrangements	License and Collaboration Arrangements MEDINET Co., Ltd. In December 2017, the Company entered into a License and Commercialization Agreement (the “License Agreement”) with MEDINET Co., Ltd. (“MEDINET”) to grant MEDINET a license under certain patents, patent applications, know-how, non-human In exchange for the license, MEDINET agreed to pay the Company an upfront cash payment of $10.0 million which the Company received in January 2018. As of June 30, 2019, the contract with MEDINET was wholly unperformed and all revenue under the License Agreement has been deferred and has not been recognized. As of June 30, 2019, the aggregate amount of the transaction price allocated to remaining performance obligations was $10.0 million. Because the License Agreement was not terminated as of June 30, 2019, the authoritative accounting literature requires that the $10.0 million of deferred revenue remain a liability on the Company’s balance sheet. Pursuant to the Asset Purchase Agreement with Medavate, the Company has agreed to sell the NeoCart Assets in return for a cash payment of $ 6.5 At contract inception, the Company determined that the $10.0 million non-refundable re-evaluates per-patient The Company incurred costs of $0.9 million related to the License Agreement with MEDINET. $0.8 million was recorded as an asset that was to be expensed proportionally over the performance service period. However, given the Company’s decision to discontinue the development of NeoCart and terminate its manufacturing operations, the Company concluded that the asset was impaired and a decision was made to fully write down the value of this asset in the first quarter of 2019. This impairment resulted in a charge to the income statement of $0.8 million.
Stock-Based Compensation	Stock-Based Compensation The Company accounts for stock options and restricted stock based on their grant date fair value and recognizes compensation expense on a straight-line basis over their vesting period. The Company estimates the fair value of stock options as of the date of grant using the Black-Scholes option pricing model, with the exception of stock options that include a market condition, and restricted stock based on the fair value of the underlying common stock as of the date of grant or the value of the services provided, whichever is more readily determinable. The Company, in conjunction with adoption of ASU 2016-09- pre-vesting For stock option grants with vesting triggered by the achievement of performance-based milestones, the expense is recorded over the remaining service period after the point when the achievement of the milestone is probable or the performance condition has been achieved. For stock option grants with both performance-based milestones and market conditions, expense is recorded over the derived service period after the point when the achievement of the performance-based milestone is probable or the performance condition has been achieved. For stock option grants with market conditions, the expense is calculated using the Monte Carlo model based on the grant date fair value of the option and is recorded on a straight line basis over the requisite service period, which represents the derived service period and accelerated when the market condition is satisfied. The Company did not issue awards with market conditions during the six months ended June 30, 2019. The Company accounts for stock options and restricted stock awards to non-employees non-employees
Warrant Accounting	Warrant Accounting As noted in Note 6, Capital Stock, the Company classifies a warrant to purchase shares of its common stock as a liability on its consolidated balance sheet if the warrant is a free-standing financial instrument that may require the Company to transfer consideration upon exercise. Each warrant of this type is initially recorded at fair value on date of grant using the Monte Carlo simulation model net of issuance costs, and is subsequently re-measured
Recent Accounting Pronouncements	Recent Accounting Pronouncements In November 2018, the FASB issued ASU No. 2018-18, In August 2018, the FASB issued ASU No. 2018-13, In August 2018, the SEC adopted the final rule under SEC Release No. 33-10532, 10-Q In June 2018, the FASB issued ASU No. 2018-07, No other accounting standards known by the Company to be applicable to it that have been issued by the FASB or other standard-setting bodies and that do not require adoption until a future date are expected to have a material impact on the Company’s consolidated financial statements.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Tables)	6 Months Ended
	Jun. 30, 2019
Accounting Policies [Abstract]
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis	The Company’s financial instruments as of June 30, 2019 and December 31, 2018 consisted primarily of cash and cash equivalents and warrant liability. As of June 30, 2019, and December 31, 2018, the Company’s financial assets recognized at fair value consisted of the following: Description Total Quoted prices in active (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) (in thousands) June 30, 2019 Assets: Cash Equivalents Money market funds $ 11 $ 11 $ — $ — Liabilities: Warrant liability $ 15 $ — $ — $ 15 December 31, 2018 Assets: Cash Equivalents Money market funds $ 9,711 $ 9,711 $ — $ — Liabilities: Warrant liability $ 2,512 $ — $ — $ 2,512
Schedule of Reconciliation of Liabilities Measured at Fair Value	The following table provides a reconciliation of all liabilities measured at fair value using Level 3 significant unobservable inputs: June 30, 2019 (in thousands) Beginning balance, December 31, 2018 $ 2,512 Exercise of warrants (3,909 ) Change in fair value of warrant liability 1,412 Ending balance $ 15

Loss Per Common Share (Tables)

Loss Per Common Share (Tables)	6 Months Ended
	Jun. 30, 2019
Earnings Per Share [Abstract]
Schedule of Basic and Diluted Loss Per Common Share	The Company computes basic and diluted loss per share using a methodology that gives effect to the impact of outstanding participating securities (the “two-class method”). For the six months ended June 30, 2019 and 2018. Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (In thousands, except share and per share data) Numerator Net loss $ (3,236 ) $ (3,777 ) $ (12,651 ) $ (18,610 ) Net loss attributable to Series A Preferred Stock (a) (6 ) (80 ) (26 ) (486 ) Income attributable to common stockholders—basic and diluted $ (3,230 ) $ (3,697 ) $ (12,625 ) $ (18,124 ) Denominator: Weighted-average number of common shares used in loss per share—basic and diluted 94,599,601 28,740,030 87,580,850 28,208,030 Loss per share—basic and diluted $ (0.03 ) $ (0.13 ) $ (0.14 ) $ (0.64 ) (a) The Series A Preferred Stock participates in income and losses.
Schedule of Antidilutive Securitires Excluded from Computation of Earnings Per Share	The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares outstanding, as they would be anti-dilutive (in common stock equivalent shares): Six Months Ended June 30, 2019 2018 Unvested restricted stock and options to purchase common stock 394,317 3,305,743 Series A preferred stock unconverted 177,996 622,987 Warrants exercisable into common stock 571,025 13,528,978

Property and Equipment (Tables)

Property and Equipment (Tables)	6 Months Ended
	Jun. 30, 2019
Property, Plant and Equipment [Abstract]
Schedule of Property and Equipment	Property and equipment consisted of the following: June 30, 2019 December 31, 2018 (in thousands) Office equipment $ — $ 266 Laboratory equipment — 4,561 Leasehold improvements — 5,504 Software — 96 Total property and equipment — 10,427 Less: accumulated depreciation — (10,286 ) Property and equipment, net $ — $ 141

Warrants (Tables)

Warrants (Tables)	6 Months Ended
	Jun. 30, 2019
Warrants and Rights Note Disclosure [Abstract]
Schedule of Warrants to Purchase Common Stock Outstanding	The Company has warrants to purchase its common stock outstanding as of June 30, 2019, as follows: Issue Date Classification Warrants Exercise Expiration September 2016 Liability 508,714 $ 2.25 November 2021 March 2015 Equity 3,699 9.75 March 2025 July 2014 Equity 6,566 7.99 July 2024 July 2012 Equity 52,046 0.01 July 2022

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2019
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Summary of Stock Option Activity Under the 2012 and 2013 Plans	Stock option activity under the Company’s 2012 Equity Incentive Plan (the “2012 Plan”) and 2013 Equity Incentive Plan (the “2013 Plan”) for the six months ended June 30, 2019 is summarized as follows: Number Weighted- Weighted- Aggregate Outstanding at December 31, 2018 3,339,471 $ 1.03 8.1 $ — Cancelled (2,945,154 ) 0.74 — — Outstanding at June 30, 2019 394,317 $ 3.20 7.7 $ — Vested and expected to vest at June 30, 2019 375,592 $ 3.23 7.7 $ — Exercisable at June 30, 2019 368,484 $ 3.24 7.6 $ —
Summary of Stock-Based Compensation and Resricted stock awards	The allocation of stock-based compensation expense for all options granted and restricted stock awards is as follows: Three Months Ended June 30, Six Months Ended June 30, 2019 2018 2019 2018 (in thousands) Research and development $ — $ 120 $ (38 ) $ 594 General and administrative 36 288 182 216 Total stock-based compensation expense $ 36 $ 408 $ 144 $ 810
Summary of Weighted-Average Assumptions Used in the Black-Scholes Option Pricing Model to Determine the Fair Value of the Employee Stock Option Grants	The weighted-average assumptions used in the Black-Scholes option pricing model to determine the fair value of the employee stock option grants and non-employee Three Months Ended June 30, Six Months Ended June 30, Employees Non-Employees Employees Non-Employees Risk-free interest rate 2.81 % 1.97 % 2.72 % 1.97 % Expected volatility 59.8 % 74.0 % 83.1 % 74 % Expected term (in years) 6.08 6.08 6.08 6.08 Expected dividend yield 0.0 % 0.0 % 0.0 % 0.0 %

Nature of Business - Additional

Nature of Business - Additional Information (Detail) - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2019	Dec. 31, 2018
Nature Of Business And Basis Of Presentation [Line Items]
Percentage of Ownership before transaction	17.00%
Termination fees	$ 700
Liabilities obligation, termination fee	$ 300
Transfer of shares restriction period	180 days
Accumulated deficit	$ (229,481)	$ (216,830)
Common stock, shares authorized	100,000,000	100,000,000
Restatement Adjustment [Member]
Nature Of Business And Basis Of Presentation [Line Items]
Common stock, shares authorized	200,000,000
Ocugen [Member]
Nature Of Business And Basis Of Presentation [Line Items]
Percentage of Ownership before transaction	83.00%
Termination fees	$ 600
Payments for Merger Related Costs	$ 100
Voting Agreement [Member]
Nature Of Business And Basis Of Presentation [Line Items]
Percentage of Voting Interests Acquired	68.00%
Merger Agreement [Member] | Ocugen [Member]
Nature Of Business And Basis Of Presentation [Line Items]
Sale of Stock, Consideration Received	$ 25,000

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Assets:
Money market funds, fair value	$ 11	$ 9,711
Liabilities:
Warrant liability, fair value	15	2,512
Quoted Prices in Active Markets (Level 1) [Member]
Assets:
Money market funds, fair value	11	9,711
Significant Unobservable Inputs (Level 3) [Member]
Liabilities:
Warrant liability, fair value	$ 15	$ 2,512

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Schedule of Reconciliation of Liabilities Measured at Fair Value (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Change in fair value of warrant liability	$ (5)	$ 3,501	$ (1,412)	$ (5,252)
Significant Unobservable Inputs (Level 3) [Member]
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items]
Beginning balance			2,512
Exercise of warrants			(3,909)
Change in fair value of warrant liability			1,412
Ending balance	$ 15		$ 15

Summary of Significant Accoun_5

Summary of Significant Accounting Policy - Additional Information (Detail) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended	6 Months Ended
	Jan. 31, 2018	Jun. 30, 2019	Jun. 30, 2019	Jan. 01, 2019	Dec. 31, 2018	Jun. 30, 2018
Summary Of Significant Accounting Policies [Line Items]
Restricted cash					$ 100	$ 137
Deferred license agreement cost		800	800
Cost incurred related to license agreement			900
Deductions for aggregate write-downs			0
Asset Impairment Charges			750
Cash paid to purchase assets			25
ASU 2016-02 [Member]
Summary Of Significant Accounting Policies [Line Items]
Right-of-use assets				$ 6,600
Lease liability				$ 8,300
MEDINET Co Ltd Member
Summary Of Significant Accounting Policies [Line Items]
Non-refundable upfront cash payment under license agreement	$ 10,000
Remaining performance obligations		$ 10,000	10,000
Deferred revenue			10,000
MEDINET Co Ltd Member | Asset Purchase Agreement [Member]
Summary Of Significant Accounting Policies [Line Items]
Deferred revenue			10,000
Cash paid to purchase assets			$ 6,500

Loss Per Common Share - Schedul

Loss Per Common Share - Schedule of Basic and Diluted Loss Per Common Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended						6 Months Ended
	Jun. 30, 2019		Mar. 31, 2019	Jun. 30, 2018		Mar. 31, 2018	Jun. 30, 2019		Jun. 30, 2018
Numerator:
Net loss	$ (3,236)		$ (9,415)	$ (3,777)		$ (14,833)	$ (12,651)		$ (18,610)
Net loss attributable to Series A Preferred Stock (a)	(6)	[1]		(80)	[1]		(26)	[1]	(486)
Income attributable to common stockholders—basic and diluted	$ (3,230)			$ (3,697)			$ (12,625)		$ (18,124)
Denominator:
Weighted-average number of common shares used in loss per share—basic and diluted	94,599,601			28,740,030			87,580,850		28,208,030
Loss per share—basic and diluted	$ (0.03)			$ (0.13)			$ (0.14)		$ (0.64)
[1]	The Series A Preferred Stock participates in income and losses.

Loss Per Common Share - Sched_2

Loss Per Common Share - Schedule of Antidilutive Securities Excluded from computation of Earnings Per Share (Detail) - shares	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Series A Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of earnings per share	177,996	622,987
Unvested Restricted Stock and Options to Purchase Common Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of earnings per share	394,317	3,305,743
Warrants Exercisable into Common Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Anti-dilutive securities excluded from computation of earnings per share	571,025	13,528,978

Property and Equipment - Schedu

Property and Equipment - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Total property and equipment		$ 10,427
Less: accumulated depreciation		(10,286)
Property and equipment, net		141
Office Equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment		266
Laboratory Equipment [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment		4,561
Leasehold Improvements [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment		5,504
Software [Member]
Property, Plant and Equipment [Line Items]
Total property and equipment		$ 96

Property and Equipment - Additi

Property and Equipment - Additional Information (Detail) - USD ($)	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Property, Plant and Equipment [Line Items]
Proceeds from Sale of Property, Plant, and Equipment	$ 25,000
Gain (Loss) on Disposition of Property Plant Equipment	100,000
Maximum [Member]
Property, Plant and Equipment [Line Items]
Depreciation expense	$ 100,000	$ 300,000

Commitments and Contingencies -

Commitments and Contingencies - Additional Information (Detail) - USD ($)	1 Months Ended	3 Months Ended		6 Months Ended
	Jun. 30, 2012	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018	Apr. 01, 2019	Jan. 01, 2019
Loss Contingencies [Line Items]
Rent expense under operating lease agreements		$ 200,000	$ 400,000	$ 600,000	$ 800,000
Research and development expense		446,000	$ 4,458,000	2,029,000	7,744,000
Payments to lessor				1,780,000
Security deposit						$ 100,000
ASU 2016-02 [Member]
Loss Contingencies [Line Items]
Right-of-use assets							$ 6,600,000
Lease liability							$ 8,300,000
Lease Arrangement Type [Member]
Loss Contingencies [Line Items]
Payments to lessor		1,800,000
Loss on lease obligations		300,000
Waltham and Lexington facilities [Member]
Loss Contingencies [Line Items]
Operating Leasing Termination Payable		315,795		315,795
Tissue Processor Sub License Agreement [Member]
Loss Contingencies [Line Items]
Research and development expense				700,000
Reimbursement for development cost	$ 300,000
Additional non-refundable royalty fee				$ 30,000
Additional non-refundable royalty fee payment description				2016 through 2019
Potential milestone payment		10,200,000		$ 10,200,000
Minimum [Member] | Tissue Processor Sub License Agreement [Member]
Loss Contingencies [Line Items]
Additional non-refundable royalty fee				20,000
Hydrogel License Agreement [Member]
Loss Contingencies [Line Items]
Research and development expense				3,200,000
Amount to be paid upon FDA approval		3,000,000		3,000,000
Tissue Regeneration License Agreement [Member]
Loss Contingencies [Line Items]
Research and development expense				800,000
Amount to be paid upon FDA approval		$ 300,000		$ 300,000
Percentage of royalty offsetting				50.00%
Tissue Regeneration License Agreement [Member] | Minimum [Member]
Loss Contingencies [Line Items]
Non-refundable royalty fee				$ 10,000

Capital Stock - Additional Info

Capital Stock - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended			3 Months Ended		6 Months Ended
	Oct. 31, 2018	Jan. 31, 2018	Sep. 30, 2016	Mar. 31, 2019	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Class of Stock [Line Items]
Minimum percentage of outstanding common stock						50.00%
Fair value of warrants						$ 8,400
Proceeds from Warrant Exercises						326	$ 2
Proceeds from issuance of common stock							$ 5,732
Convertible preferred stock, shares outstanding						400.4910		400.4910
Preferred stock par value						$ 0.01		$ 0.01
Common Stock [Member]
Class of Stock [Line Items]
Number of shares issued		2,691,494			2,691,494
Common stock price per share		$ 2.35
Proceeds from issuance of common stock		$ 5,700
Private Placement [Member]
Class of Stock [Line Items]
Class of Warrants or right to purchase common stock			13,333,334
Common stock price per share			$ 2.25
Class of Warrants or right to purchase common stock, exercise price			$ 2.25
Minimum percentage of outstanding common stock						50.00%
Fair value of warrants						$ 30,700
Gross proceeds from issuance of common stock, preferred stock and warrants			$ 30,000
Proceeds from issuance of common stock, preferred stock and warrants, net of issuance costs			$ 27,600
Conversion of preferred stock in to common stock, preferred stock converted			10,737,275			444.44
Warrants granted to placement agent			133,333
Warrants granted to placement agent,exercise price			$ 2.25
Warrants expiry period						5 years
Warrants exercisable period						6 months
Preferred stock par value						$ 0.01
Private Placement [Member] | Series A Preferred Stock [Member]
Class of Stock [Line Items]
Number of shares issued			24,158.8693
Convertible preferred stock, shares outstanding						400.4910
Private Placement [Member] | Common Stock [Member]
Class of Stock [Line Items]
Number of shares issued			2,596,059
Private Placement [Member] | Common Stock [Member] | Series A Preferred Stock [Member]
Class of Stock [Line Items]
Conversion of preferred stock in to common stock, preferred stock converted						177,996
The Equity Distribution Agreement [Member] | Common Stock [Member]
Class of Stock [Line Items]
Number of shares issued						0	0
Underwritten Public Offering [Member]
Class of Stock [Line Items]
Class of Warrants or right to purchase common stock	19,616,250
Gross proceeds from offering, before deducting underwriting discounts and commissions and offering expenses	$ 17,000
Class of Warrants or right to purchase common stock, exercise price	$ 0.70
Warrants exercisable term	5 years
Underwritten Public Offering [Member] | Common Stock And Warrants [Member]
Class of Stock [Line Items]
Common stock price per share	$ 0.65
Underwritten Public Offering [Member] | Common Stock [Member]
Class of Stock [Line Items]
Number of shares issued	26,155,000
Maximum [Member] | The Equity Distribution Agreement [Member] | Common Stock [Member]
Class of Stock [Line Items]
Aggregate offering price of shares					$ 10,000
Members of Board of Directors [Member] | Private Placement [Member]
Class of Stock [Line Items]
Class of Warrants or right to purchase common stock						1,422,221
Class of Warrants or right to purchase common stock, exercise price						$ 2.25
Members of Board of Directors [Member] | Private Placement [Member] | Series A Preferred Stock [Member]
Class of Stock [Line Items]
Number of shares issued						2,563.1439
Members of Board of Directors [Member] | Private Placement [Member] | Common Stock [Member]
Class of Stock [Line Items]
Number of shares issued						283,046
Two Thousand Eighteen Warrants [Member]
Class of Stock [Line Items]
Class of Warrants or right to purchase common stock, exercise price				$ 0.70
Warrant reduced exercise price				$ 0.01
Proceeds from Warrant Exercises				$ 200
Two Thousand Sixteen Warrants [Member]
Class of Stock [Line Items]
Class of Warrants or right to purchase common stock				508,714
Class of Warrants or right to purchase common stock, exercise price				$ 2.25
Warrant reduced exercise price				$ 0.01
Proceeds from Warrant Exercises				$ 100

Warrants - Schedule of Warrants

Warrants - Schedule of Warrants to Purchase Common Stock Outstanding (Detail)	6 Months Ended
	Jun. 30, 2019$ / sharesshares
Warrants Issued September 2016 [Member]
Class of Warrant or Right [Line Items]
Issued	2016-09
Warrants Outstanding,shares | shares	508,714
Exercise Price | $ / shares	$ 2.25
Expiration	2021-11
Warrants Issued March 2015 [Member]
Class of Warrant or Right [Line Items]
Issued	2015-03
Warrants Outstanding,shares | shares	3,699
Exercise Price | $ / shares	$ 9.75
Expiration	2025-03
Warrants Issued July 2014 [Member]
Class of Warrant or Right [Line Items]
Issued	2014-07
Warrants Outstanding,shares | shares	6,566
Exercise Price | $ / shares	$ 7.99
Expiration	2024-07
Warrants Issued July 2012 [Member]
Class of Warrant or Right [Line Items]
Issued	2012-07
Warrants Outstanding,shares | shares	52,046
Exercise Price | $ / shares	$ 0.01
Expiration	2022-07

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Stock Option Activity Under the 2012 and 2013 Plans (Detail) - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2019	Dec. 31, 2018
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Number of Options, Outstanding Beginning Balance	3,339,471
Number of Options, Cancelled	(2,945,154)
Number of Options, Outstanding Ending Balance	394,317	3,339,471
Number of Options, Vested and expected to vest outstanding	375,592
Number of Options, Exercisable	368,484
Weighted Average Exercise Price, Outstanding Beginning Balance	$ 1.03
Weighted Average Exercise Price, Cancelled	0.74
Weighted Average Exercise Price, Outstanding Ending Balance	3.20	$ 1.03
Weighted Average Exercise Price, Vested and expected to vest outstanding	3.23
Weighted Average Exercise Price, Exercisable	$ 3.24
Weighted Average Remaining Contractual Term, Outstanding	7 years 8 months 12 days	8 years 1 month 6 days
Weighted Average Remaining Contractual Term, Vested and expected to vest outstanding	7 years 8 months 12 days
Weighted Average Remaining Contractual Term, Exercisable	7 years 7 months 6 days
Aggregate Intrinsic Value, Outstanding	$ 0	$ 0
Aggregate Intrinsic Value, Cancelled	0
Aggregate Intrinsic Value ,Vested and expected to vest outstanding	0
Aggregate Intrinsic Value, Exercisable	$ 0

Stock-Based Compensation - Addi

Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Weighted average grant date fair value of vested options			$ 2.09
Weighted average grant date fair value of options outstanding	$ 2.09		$ 2.09
Stock-based compensation expense	$ 36	$ 408	$ 144	$ 810
Employees [Member]
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items]
Stock options granted			0

Stock-Based Compensation - Su_2

Stock-Based Compensation - Summary of Stock-Based Compensation (Detail) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	$ 36	$ 408	$ 144	$ 810
Research and Development [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense		120	(38)	594
General and Administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Share-based compensation expense	$ 36	$ 288	$ 182	$ 216

Stock-Based Compensation - Su_3

Stock-Based Compensation - Summary of Stock-Based Compensation - Summary of Weighted-Average Assumptions Used in the Black-Scholes Option Pricing Model to Determine the Fair Value of the Employee Stock Option Grants (Detail)	3 Months Ended	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2018
Employees [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Risk-free interest rate	2.81%	2.72%
Expected volatility	59.80%	83.10%
Expected term (in years)	6 years 29 days	6 years 29 days
Expected dividend yield	0.00%	0.00%
Non Employees [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Risk-free interest rate	1.97%	1.97%
Expected volatility	74.00%	74.00%
Expected term (in years)	6 years 29 days	6 years 29 days
Expected dividend yield	0.00%	0.00%

Income Taxes - Additional Infor

Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands	6 Months Ended		12 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Income tax expense or benefit	$ 0	$ 0
Federal corporate income tax rate	21.00%		34.00%
Tax cuts and jobs act of 2017, deduction for net operating losses percentage of taxable income			80.00%

Related Party - Additional Info

Related Party - Additional Information (Detail) - Purpose, Co. [Member] - USD ($) $ in Millions	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2012
Reimbursement for development cost, amount		$ 0.3
Reimbursement for development cost, paid	$ 0.1

Restructuring - Additional Info

Restructuring - Additional Information (Detail) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019
Restructuring and Related Activities [Abstract]
Restructuring Charges		$ 2,789