Significant Accounting Policies [Text Block] | NOTE 2. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP") and are expressed in U.S. dollars. Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. These estimates include useful lives for property and equipment and related depreciation calculations, estimated amortization periods for payments received from product development and license agreements as they relate to revenue recognition, assumptions for valuing options and warrants, and income taxes. Actual results could differ from those estimates. Cash and Cash Equivalents The Company considers all highly-liquid instruments with a stated maturity of three December 31, 2019, December 31, 2018, two The following table provides a reconciliation of the cash, cash equivalents, and restricted cash reported in the consolidated balance sheets that sum to the total of the same reported in the consolidated statements of cash flows: December 31, December 31, 2019 2018 Cash and cash equivalents $ 6,937 $ 3,183 Restricted cash included in Other assets 475 475 Total cash, cash equivalents, and restricted cash in the statements of cash flows $ 7,412 $ 3,658 The restricted cash amount included in Other assets on the consolidated balance sheets represent amounts held as certificates of deposit for long-term financing and lease arrangements as contractually required by our financial institution and landlord. Concentrations of Credit Risk, Major Partners and Customers, and Suppliers Financial instruments that potentially subject us to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains deposits of cash and cash equivalents with a highly-rated, major financial institution in the United States. Deposits in this bank may not During the year ended December 31, 2019, three December 31, 2018 2017, three As of December 31, 2019, December 31, 2018 December 31, 2017, 10% Year Ended December 31, Major distribution or collaboration partner 2019 2018 2017 Distributer A 16 % 23 % 22 % Distributer B 17 % 26 % 23 % Distributer C 15 % 25 % 21 % Collaborator D * % * % 10 % Avenova Direct via Amazon 15 % — % — % *Not 10% As of December 31, 2019 December 31, 2018, 10% Year Ended December 31, Major distribution or collaboration partner 2019 2018 Distributer A 28 % 32 % Distributer B 13 % 31 % Distributer C 19 % 23 % Avenova Direct via Amazon 20 % — % The Company relies on two not third third may not Fair Value of Financial Assets and Liabilities The Company’s financial instruments include cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, related party notes payable, a convertible note, and warrants. The fair value of cash and cash equivalents, accounts receivable, accounts payable and accrued liabilities, and related party notes payable is carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. The Secured Convertible Promissory Note issued on March 26, 2019 ( The Company follows ASC 820, Fair Value Measurements and Disclosures three may Level 1 Level 2 Level 3 Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Allowance for Doubtful Accounts The Company charges bad debt expense and records an allowance for doubtful accounts when management believes it unlikely a specific invoice will be collected. Management identifies amounts due that are in dispute, and it believes are unlikely to be collected at the end of each reporting period. At December 31, 2019 December 31, 2018, $51 $10 120 Inventory Inventory is comprised of ( 1 2 3 December 31, 2019 2018, $247 $104 Inventory is stated at the lower of cost or estimated net realizable value determined by the first first Property and Equipment Property and equipment are stated at cost, less accumulated depreciation and amortization. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets of five seven three seven seven The costs of normal maintenance, repairs, and minor replacements are charged to operations when incurred. Impairment of Long-Lived Assets The Company accounts for long-lived assets and operating lease right-of-use assets in accordance with ASC 360, Property, Plant and Equipment may not first 2019, $125 December 31, 2019. 8, third 2019, $32 December 31, 2019. Leases In February 2016, 2016 02, Leases (Topic 842 January 1, 2019. not At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected lease term. The interest rate implicit in lease contracts is typically not may The Company has elected to combine lease and non-lease components as a single component for all leases in which it is a lessee or a lessor. The lease expense is recognized over the expected term on a straight-line basis. Operating leases are recognized on the balance sheet as right-of-use assets, operating lease liabilities current and operating lease liabilities non-current. As a result, as of the effective date, the Company no Comprehensive Income (Loss) ASC 220, Comprehensive Income, Revenue Recognition The Company generates product revenue through product sales to its major distribution partners, a limited number of other distributors and via its webstore. Product supply is the only performance obligation contained in these arrangements, and the Company recognizes product revenue upon transfer of control to its major distribution partners at the amount of consideration that the Company expects to be entitled to, generally upon shipment to the distributor on a "sell-in" basis. Other revenue is primarily generated through commercial partner agreements with strategic partners for the development and commercialization of the Company's product candidates. The terms of the agreements typically include more than one In determining the appropriate amount of revenue to be recognized as it fulfills its obligations under its 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 based on estimated selling prices; and (v) recognition of revenue when (or as) the Company satisfies each performance obligation. Performance Obligations A performance obligation is a promise in a contract to transfer a distinct good or service to the customer and is the unit of account in ASC Topic 606. ● Product supply ● Exclusive distribution rights in the product territory ● Regulatory submission and approval services ● Development services ● Sample supply ● Incremental discounts and product supply prepayments considered material rights to the customer The Company has optional additional items in contracts, which are considered marketing offers and are accounted for as separate contracts when the customer elects such options. Arrangements that include a promise for future commercial product supply and optional research and development services at the customer's or the Company's discretion are generally considered options. The Company assesses if these options provide a material right to the licensee and if so, such material rights are accounted for as separate performance obligations. Transaction Price The Company has both fixed and variable consideration. Under the Company's license arrangements, non-refundable upfront fees are considered fixed, while milestone payments are identified as variable consideration when determining the transaction price. Product supply selling prices are identified as variable consideration subject to the constraint on variable consideration for estimated discounts, rebates, chargebacks and product returns. Funding of research and development activities are considered variable payments until such costs are reimbursed, at which point they are considered fixed. The Company allocates the total transaction price to each performance obligation based on the relative estimated standalone selling prices of the promised goods or services for each performance obligation. For product supply under the Company's distribution arrangements, contract liabilities are recorded for invoiced amounts that are subject to significant reversal, including product revenue allowances for cash consideration paid to customers for services, discounts, rebate programs, chargebacks, and product returns. Because the Company does not not 30 one one At the inception of each arrangement that includes milestone payments, the Company evaluates whether the milestones are considered probable of being achieved and estimates the amount to be included in the transaction price using the most likely amount method. If it is probable that a significant revenue reversal would not not not For arrangements that include sales-based royalties and the license is deemed to be the predominant item to which the royalties relate, the Company recognizes revenue at the later of (a) when the related sales occur, or (b) when the performance obligation to which some or all of the royalty has been allocated has been satisfied (or partially satisfied). Allocation of Consideration As part of the accounting for arrangements that contain multiple performance obligations, the Company must develop assumptions that require judgment to determine the stand-alone selling price of each performance obligation identified in the contract. When a contract contains more than one Timing of Recognition Significant management judgment is required to determine the level of effort required under an arrangement and the period over which the Company expects to complete its performance obligations under the arrangement. If the Company cannot reasonably estimate when its performance obligations either are completed or become inconsequential, then revenue recognition is deferred until the Company can reasonably make such estimates. Revenue is then recognized over the remaining estimated period of performance using the cumulative catch-up method. Revenue is recognized for products at a point in time and for licenses of functional intellectual property at the point in time the customer can use and benefit from the license. For performance obligations that are services, revenue is recognized over time proportionate to the costs that the Company has incurred to perform the services using the cost-to-cost input method. The Company's intellectual property in the form of distribution rights are determined to be distinct from the other performance obligations identified in the arrangements and considered "right to use" licenses which the customer can benefit from at a point in time. The Company recognizes revenues from non-refundable, up-front fees allocated to the license when the license is transferred to the customer, and the customer can use and benefit from the license. Cost of Goods Sold Cost of goods sold includes third Research and Development Costs The Company charges research and development costs to expense as incurred. These costs include salaries and benefits for research and development personnel, costs associated with clinical trials managed by contract research organizations, and other costs associated with research, development and regulatory activities. Research and development costs may no may Patent Costs Patent costs, including legal expenses, are expensed in the period in which they are incurred. Patent expenses are included in general and administrative expenses in the consolidated statements of operations and comprehensive loss. Stock-Based Compensation The Company’s stock-based compensation includes grants of stock options and RSUs to employees, consultants and non-employee directors. The expense associated with these programs is recognized in the Company’s consolidated statements of stockholders’ equity based on their fair values as they are earned under the applicable vesting terms or the length of an offering period. For stock options granted, the fair value of the stock options is estimated using a Black-Scholes-Merton option pricing model. See Note 13, Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recognized if it is more likely than not not Common Stock Warrant Liabilities The Company accounts for the issuance of common stock purchase warrants issued in connection with its equity offerings in accordance with the provisions of ASC 815, Derivatives and Hedging On January 1, 2019, 2017 11, Earnings Per Share (Topic 260 480 815 2017 11 no no 2017 11, $56 $56 December 31, 2019. $356 January 1, 2019, $356 11, Net Loss per Share The Company computes net loss per share by presenting both basic and diluted earnings (loss) per share ("EPS"). Basic EPS is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period, including stock options and warrants, using the treasury stock method. In computing diluted EPS, the average stock price for the period is used to determine the number of shares assumed to be purchased from the exercise of stock options or warrants. Potentially dilutive common share equivalents are excluded from the diluted EPS computation in net loss periods because their effect would be anti-dilutive. During the year ended December 31, 2019, $ 0.48 The following table sets forth the calculation of basic EPS and diluted EPS (in thousands, except per share amounts): Year Ended December 31, Numerator 2019 2018 2017 Net loss $ (9,658 ) $ (6,545 ) $ (7,403 ) Less: Preferred deemed dividend 800 — — Less: Retained earnings reduction related to warrants down round feature triggered 29 — — Net loss attributable to common stockholders, basic (10,487 ) (6,545 ) (7,403 ) Less gain on changes in fair value of warrant liability — 1,311 — Net loss attributable to common stockholders, diluted $ (10,487 ) $ (7,856 ) $ (7,403 ) Denominator Weighted average shares outstanding, basic 21,641 16,921 15,324 Net loss per share, basic $ (0.48 ) $ (0.39 ) $ (0.48 ) Weighted average shares outstanding, basic 21,641 16,921 15,324 Effect of dilutive warrants — 137 — Weighted average shares outstanding, diluted 21,641 17,058 15,324 Net loss per share, diluted $ (0.48 ) $ (0.46 ) $ (0.48 ) The following outstanding stock options and stock warrants were excluded from the diluted EPS computation as their effect would have been anti-dilutive: Year Ended December 31, 2019 2018 2017 (in thousands) Stock options 2,183 3,374 2,960 Stock warrants 8,588 — 544 10,771 3,374 3,504 Recent Accounting Pronouncements SEC Disclosure Regulation Simplifications During the fourth 2018 first 2019, No. 33 10532, No. 33 10618, December 31, 2018 2017 10 Leases In February 2016, 2016 02, Leases (Topic 842 12 2016 02 first 2019. not 1 2 3 not The adoption of the new leases standard resulted in the following adjustments to the consolidated balance sheet as of January 1, 2019 ( Prepaid expenses and other current assets (a) $ (49 ) Operating lease right-of-use assets 2,239 Other assets (b) (2 ) Other accrued liabilities (c) (101 ) Operating lease liability 1,063 Deferred rent (184 ) Operating lease liability - non-current 1,410 (a) Represents current portion of prepaid fleet leasing costs reclassified to operating lease right-of-use assets. (b) Represents noncurrent portion of prepaid fleet leasing costs reclassified to operating lease right-of-use assets. (c) Represents current portion of deferred rent and lease incentive liability reclassified to operating lease liability. The adoption of the new leases standard did not January 1, 2019, In July 2017, 2017 11, Earnings Per Share (Topic 260 480 ), Derivatives and Hedging (Topic 815 ): I. Accounting for Certain Financial Instruments with Down Round Features and II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception. 480, Distinguishing Liabilities from Equity 480” not 2017 11 December 15, 2018, 2017 11 January 1, 2019. 2017 11, March 31, 2019 January 1, 2019 ( 11, In June 2018, 2018 07, Compensation—Stock Compensation (Topic 718 2018 07 2018 07 January 1, 2019, $2 In August 2018, 2018 13, Fair Value Measurement (Topic 820 2018 13 January 1, 2020 not In June 2016, 2016 13, Financial Instruments—Credit Losses (Topic 326 2016 13 2016 13 January 1, 2020. January 1, 2023. In December 2019, 2019 12, Income Taxes (Topic 740 2019 12 first 2021 |