Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2022 |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying unaudited condensed 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. In management’s opinion, the condensed consolidated financial statements include all normal and recurring adjustments that are considered necessary for the fair presentation of the Company’s financial position and operating results. |
Use of Estimates, Policy [Policy Text Block] | 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 unaudited condensed consolidated financial statements and accompanying notes. These estimates include contract liabilities related to product sales, useful lives for property and equipment and related depreciation calculations, assumptions for valuing options and warrants, the fair value of contingent consideration, intangible assets, goodwill, stock-based compensation, income taxes and other contingencies as of March 31, 2022. These estimates are based on management’s best estimates and judgment. Actual results may |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash, Cash Equivalents, and Restricted Cash The Company considers all highly-liquid instruments with a stated maturity of three March 31, 2022 December 31, 2021, The following table provides a reconciliation of the cash, cash equivalents, and restricted cash reported in the condensed consolidated balance sheets that sum to the total of the same reported in the condensed consolidated statements of cash flows (in thousands): March 31, December 31, 2022 2021 Cash and cash equivalents $ 5,641 $ 7,504 Restricted cash included in other assets 152 475 Total cash, cash equivalents, and restricted cash in the condensed consolidated statements of cash flows $ 5,793 $ 7,979 The restricted cash amount included in other assets on the condensed consolidated balance sheets represents amounts held as certificates of deposit for long-term financing and lease arrangements as contractually required by our financial institution and landlord. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Credit Risk and Major Partners Financial instruments that potentially subject us to significant concentrations of credit risk consist primarily of cash, cash equivalents and restricted cash. The Company maintains deposits of cash, cash equivalents and restricted cash with a highly-rated, major financial institution in the United States. Deposits in this bank may not During the three March 31, 2022 2021, three March 31, 2022, During the three March 31, 2022 2021, Three Months Ended March 31, 2022 2021 Avenova Spray $ 1,426 $ 1,575 DERMAdoctor 891 — NeutroPhase 148 — Other products 158 226 Total product revenue, net 2,623 1,801 Other revenue, net 6 6 Total sales, net $ 2,629 $ 1,807 During the three March 31, 2022 2021, No 10% three March 31, 2022 2021. three March 31, 2022 no three March 31, 2021. As of March 31, 2022 December 31, 2021, 10% March 31, December 31, Major distribution partner 2022 2021 Major U.S. Retailer 35 % 33 % Avenova Spray Pharmacy Distributor B 14 % 11 % Avenova Spray Pharmacy Distributor A 13 % 13 % The Company relies on seven not third may may not may 19 |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Assets and Liabilities The Company’s financial instruments include cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities, and contingent consideration. The Company’s cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. The Company follows Accounting Standards Codification (“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. |
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | Allowance for Doubtful Accounts The Company charges bad debt expense and records an allowance for doubtful accounts when management believes it to be unlikely that specific invoices will be collected. Management identifies amounts due that are in dispute and believes are unlikely to be collected. Management recorded no reserve for accounts receivable at March 31, 2022 December 31, 2021. |
Inventory, Policy [Policy Text Block] | Inventory Inventory is comprised of ( 1 2 3 first first March 31, 2022 December 31, 2021, |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment, net 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 five five seven The costs of normal maintenance, repairs, and minor replacements are expensed as incurred. |
Business Combinations Policy [Policy Text Block] | Business Combinations We account for 805, Business Combinations The determination of estimated fair value requires us to make significant estimates and assumptions. These fair value determinations require judgment and involve the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, and asset lives, among other items. As a result, we may one Transaction costs associated with business combinations are expensed as they are incurred. |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Goodwill and Intangible Assets Goodwill represents the excess of the consideration transferred over the estimated fair value of assets acquired and liabilities assumed in a business combination. Intangible assets are measured at their respective fair values as of the acquisition date and may may one not March 31, 2022 December 31, 2021. Intangible Asset Fair Value (in thousands) Useful Life (in years) Amortization Method Customer relationships $ 290 7 Straight line Trade secrets / product formulations 2,890 9 Straight line Trade names 2,080 Indefinite N/A Goodwill 4,528 Indefinite N/A $ 9,788 |
Valuation of Contingent Consideration from Business Combination Policy [Policy Text Block] | Valuation of Contingent Consideration Resulting from a Business Combination In connection with certain acquisitions, we may Increases or decreases in fair value of the contingent consideration liabilities can result from updates to assumptions such as the expected timing or probability of achieving the specified milestones. Significant judgment is employed in determining these assumptions as of the acquisition date and for each subsequent period. Updates to assumptions could have a significant impact on our results of operations in any given period. Actual results may |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block] | Impairment of Long-Lived Assets The Company accounts for long-lived assets, other than goodwill and intangible assets, and operating lease right-of-use assets in accordance with ASC 360, Property, Plant and Equipment may may not no not no March 31, 2022 December 31, 2021. |
Lessee, Leases [Policy Text Block] | Leases 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. |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income (Loss) ASC 220, Comprehensive Income, |
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition Revenue is recognized from sale of goods in accordance with ASC 606, Revenue from Contracts with Customers 606” 606, 606, five 606: i. identify the contract(s) with a customer; ii. identify the performance obligations in the contract; iii. determine the transaction price; iv. allocate the transaction price to the performance obligations in the contract; and v. recognize revenue when (or as) the entity satisfies performance obligations. Revenue is generated through the Company’s webstores, Avenova.com and DERMAdoctor.com, for Avenova Spray and DERMAdoctor direct to consumer sales which are recognized upon fulfillment, which generally occurs upon delivery of the related products to a third Revenue generated through Amazon.com and Walmart.com third The Company also generates Avenova Spray revenue through major pharmacy distribution partners. Product supply of Avenova Spray 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 delivery to the distributor on a “sell-in” basis. Upon recognition of product sales, 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, and product returns. The Company derives its rate of return from historical data and updates its return rate assumption quarterly. Payment for product supply is typically due 30 days after control transfers to the distributor. Revenue generated through the Company’s partner pharmacies is recognized when control of the product transfers to the end customer. Revenue for product sales to other retailers, such as Costco and CVS, is generally recognized upon transfer of control to the retailer, which generally occurs upon delivery of the products to a third |
Cost of Goods Sold, Policy [Policy Text Block] | Cost of Goods Sold Cost of goods sold includes third |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Costs The Company charges research and development costs to expense as incurred. These costs include all costs associated with research, development and regulatory activities, including submissions to the Food and Drug Administration (the “FDA”). |
Patent Costs Policy [Policy Text Block] | 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. |
Advertising Cost [Policy Text Block] | Advertising Costs Advertising costs are expensed in the period in which the costs are incurred. Advertising expenses were $0.6 million and $0.7 million for the three March 31, 2022 2021, |
Share-Based Payment Arrangement [Policy Text Block] | Stock-Based Compensation The Company’s stock-based compensation includes grants of stock options and restricted stock units (“RSUs”) to employees, consultants and non-employee directors. The expense associated with these grants 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. For stock options granted, the fair value of the stock options is estimated using a Black-Scholes option pricing model. See Note 15, |
Income Tax, Policy [Policy Text Block] | 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 |
Warrant Liabilities [Policy Text Block] | Common Stock Warrant Liabilities The Company accounts for common stock purchase warrants issued in connection with its equity offerings in accordance with the provisions of ASC 480, Distinguishing Liabilities from Equity 815, Derivatives and Hedging The Company accounts for common stock purchase warrants issued in connection with share-based compensation arrangements in accordance with the provisions of ASC 718, Stock Compensation, 480, Distinguishing Liabilities from Equity The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) give the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company), (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement) or (iii) do not 718, Stock Compensation, For warrants that are classified as liabilities, the Company records the fair value of the warrants at each balance sheet date and records changes in the estimated fair value as a non-cash gain or loss in the consolidated statements of operations and comprehensive loss. The fair values of these warrants are determined using the Black-Scholes option pricing model, the Binomial Lattice (“Lattice”) valuation model, or the Monte Carlo simulation model where deemed appropriate. These values are subject to a significant degree of management’s judgment. |
Earnings Per Share, Policy [Policy Text Block] | 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 stockholders 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. For the year ended December 31, 2021, not The following table sets forth the calculation of basic EPS and diluted EPS (in thousands, except per share amounts): Three Months Ended March 31, Numerator 2022 2021 Net loss $ (111 ) $ (1,518 ) Denominator Weighted average shares of common stock outstanding, basic and diluted 50,088 41,782 Net loss per share attributable to common stockholders, basic and diluted $ 0.00 $ (0.04 ) The following outstanding stock options and stock warrants were excluded from the diluted EPS computation as their effect would have been anti-dilutive (in thousands): Three Months Ended March 31, 2022 2021 Stock options 4,416 3,138 Stock warrants 44,582 7,082 48,998 10,220 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements For information regarding recent accounting pronouncements that could affect our business, results of operations, financial condition, and liquidity, see Note 2, 10 December 31, 2021, March 29, 2022. |