Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 03, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | SOLENO THERAPEUTICS INC | |
Entity Central Index Key | 0001484565 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 9,992,178 | |
Entity File Number | 001-36593 | |
Entity Tax Identification Number | 77-0523891 | |
Entity Address, Address Line One | 203 Redwood Shores Parkway | |
Entity Address, Address Line Two | Suite 500 | |
Entity Address, City or Town | Redwood City | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94065 | |
City Area Code | 650 | |
Local Phone Number | 213-8444 | |
Entity Incorporation, State or Country Code | DE | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Interactive Data Current | Yes | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Trading Symbol | SLNO | |
Security Exchange Name | NASDAQ |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets | ||
Cash and cash equivalents | $ 19,368 | $ 14,602 |
Prepaid expenses and other current assets | 1,130 | 1,045 |
Total current assets | 20,498 | 15,647 |
Long-term assets | ||
Property and equipment, net | 19 | 26 |
Operating lease right-of-use assets | 541 | 131 |
Intangible assets, net | 9,721 | 10,693 |
Other long-term assets | 165 | |
Total assets | 30,944 | 26,497 |
Current liabilities | ||
Accounts payable | 3,442 | 1,777 |
Accrued compensation | 1,165 | 1,675 |
Accrued clinical trial site costs | 3,466 | 3,222 |
Operating lease liabilities - current | 212 | 155 |
Other current liabilities | 513 | 484 |
Total current liabilities | 8,798 | 7,313 |
Long-term liabilities | ||
Operating lease liabilities - noncurrent | 273 | |
Contingent liability for Essentialis purchase price | 9,447 | 8,835 |
Total liabilities | 18,518 | 16,149 |
Commitments and contingencies (Note 6) | ||
Stockholders’ equity | ||
Preferred stock, $0.001 par value; 10,000,000 shares authorized, no shares issued and outstanding | ||
Common stock, $0.001 par value, 100,000,000 shares authorized, 9,141,185 and 8,159,382 shares issued and outstanding at June 30, 2023 and December 31, 2022, respectively | 10 | 8 |
Additional paid-in-capital | 266,669 | 247,762 |
Accumulated deficit | (254,253) | (237,422) |
Accumulated other comprehensive income | ||
Total stockholders’ equity | 12,426 | 10,348 |
Total liabilities and stockholders’ equity | $ 30,944 | 26,497 |
2018 PIPE Warrant Liability [Member] | ||
Long-term liabilities | ||
Warrant liability | $ 1 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 9,141,185 | 8,159,382 |
Common stock, shares outstanding | 9,141,185 | 8,159,382 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Operating expenses | ||||
Research and development | $ 5,141 | $ 3,696 | $ 10,457 | $ 7,684 |
General and administrative | 3,169 | 2,467 | 6,023 | 5,110 |
Change in fair value of contingent consideration | 313 | 616 | 612 | (242) |
Total operating expenses | 8,623 | 6,779 | 17,092 | 12,552 |
Operating loss | (8,623) | (6,779) | (17,092) | (12,552) |
Other income | ||||
Change in fair value of warrants liabilities | 1 | 2 | 1 | 29 |
Interest income | 147 | 52 | 260 | 74 |
Total other income | 148 | 54 | 261 | 103 |
Net loss | (8,475) | (6,725) | (16,831) | (12,449) |
Other comprehensive income (loss) | ||||
Foreign currency translation adjustment | (16) | 1 | (1) | |
Total comprehensive loss | $ (8,491) | $ (6,724) | $ (16,831) | $ (12,450) |
Net loss per common share basic | $ (0.81) | $ (0.72) | $ (1.69) | $ (1.69) |
Net loss per common share diluted | $ (0.81) | $ (0.72) | $ (1.69) | $ (1.69) |
Weighted-average common shares outstanding used to calculate basic net loss per common share | 10,423,598 | 9,339,254 | 9,938,171 | 7,348,045 |
Weighted-average common shares outstanding used to calculate diluted net loss per common share | 10,423,598 | 9,339,254 | 9,938,171 | 7,348,045 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated other Compressive Income (Loss) [Member] |
Balances at beginning at Dec. 31, 2021 | $ 17,793 | $ 5 | $ 231,143 | $ (213,355) | |
Balances at beginning (shares) at Dec. 31, 2021 | 5,324,287 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation | 464 | 464 | |||
Issuance of restricted stock units under equity incentive plan | 180 | 180 | |||
Issuance of restricted stock units under equity incentive plan (shares) | 18,650 | ||||
Tax withholding payments for net share-settled equity awards | (16) | (16) | |||
Tax withholding payments for net share-settled equity awards (shares) | (3,683) | ||||
Sale of common stock\pre-funded warrants in public offering, net of costs | 13,766 | $ 3 | 13,763 | ||
Sale of common stock\pre-funded warrants in public offering, net of costs (shares) | 2,666,667 | ||||
Foreign currency translation adjustment | (2) | $ (2) | |||
Net loss | (5,724) | (5,724) | |||
Balances at ending at Mar. 31, 2022 | 26,461 | $ 8 | 245,534 | (219,079) | (2) |
Balances at end (shares) at Mar. 31, 2022 | 8,005,921 | ||||
Balances at beginning at Dec. 31, 2021 | 17,793 | $ 5 | 231,143 | (213,355) | |
Balances at beginning (shares) at Dec. 31, 2021 | 5,324,287 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Foreign currency translation adjustment | (1) | ||||
Net loss | (12,449) | ||||
Balances at ending at Jun. 30, 2022 | 20,308 | $ 8 | 246,105 | (225,804) | (1) |
Balances at end (shares) at Jun. 30, 2022 | 8,005,921 | ||||
Balances at beginning at Mar. 31, 2022 | 26,461 | $ 8 | 245,534 | (219,079) | (2) |
Balances at beginning (shares) at Mar. 31, 2022 | 8,005,921 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation | 571 | 571 | |||
Foreign currency translation adjustment | 1 | 1 | |||
Net loss | (6,725) | (6,725) | |||
Balances at ending at Jun. 30, 2022 | 20,308 | $ 8 | 246,105 | (225,804) | (1) |
Balances at end (shares) at Jun. 30, 2022 | 8,005,921 | ||||
Balances at beginning at Dec. 31, 2022 | 10,348 | $ 8 | 247,762 | (237,422) | |
Balances at beginning (shares) at Dec. 31, 2022 | 8,159,382 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation | 495 | 495 | |||
Issuance of restricted stock units under equity incentive plan | 136 | 136 | |||
Issuance of restricted stock units under equity incentive plan (shares) | 9,534 | ||||
Tax withholding payments for net share-settled equity awards (shares) | (128) | ||||
Foreign currency translation adjustment | 16 | 16 | |||
Net loss | (8,356) | (8,356) | |||
Balances at ending at Mar. 31, 2023 | 2,639 | $ 8 | 248,393 | (245,778) | 16 |
Balances at end (shares) at Mar. 31, 2023 | 8,168,788 | ||||
Balances at beginning at Dec. 31, 2022 | 10,348 | $ 8 | 247,762 | (237,422) | |
Balances at beginning (shares) at Dec. 31, 2022 | 8,159,382 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (16,831) | ||||
Balances at ending at Jun. 30, 2023 | 12,426 | $ 10 | 266,669 | (254,253) | |
Balances at end (shares) at Jun. 30, 2023 | 9,941,185 | ||||
Balances at beginning at Mar. 31, 2023 | 2,639 | $ 8 | 248,393 | (245,778) | 16 |
Balances at beginning (shares) at Mar. 31, 2023 | 8,168,788 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation | 1,204 | 1,204 | |||
Issuance of common stock warrants, net of issuance costs | 9,973 | 9,973 | |||
Sale of common stock\pre-funded warrants in public offering, net of costs | 7,101 | $ 2 | 7,099 | ||
Sale of common stock\pre-funded warrants in public offering, net of costs (shares) | 1,772,397 | ||||
Foreign currency translation adjustment | (16) | $ (16) | |||
Net loss | (8,475) | (8,475) | |||
Balances at ending at Jun. 30, 2023 | $ 12,426 | $ 10 | $ 266,669 | $ (254,253) | |
Balances at end (shares) at Jun. 30, 2023 | 9,941,185 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (unaudited) (Parenthetical) $ in Thousands | 3 Months Ended |
Mar. 31, 2022 USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Less transaction costs | $ 1,034 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (16,831) | $ (12,449) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 979 | 984 |
Non-cash lease expense | 187 | 142 |
Stock-based compensation expense | 1,835 | 1,215 |
Change in fair value of stock warrants | (1) | (29) |
Change in fair value of contingent consideration | 612 | (242) |
Other non-cash reconciling items | (1) | |
Change in operating assets and liabilities: | ||
Prepaid expenses, other current assets and other assets | (290) | 334 |
Accounts payable | 1,679 | (848) |
Accrued compensation | (510) | 204 |
Accrued clinical trial site costs | 244 | (264) |
Operating lease liabilities | (227) | (120) |
Other liabilities | 29 | 92 |
Net cash used in operating activities | (12,294) | (10,982) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (7) | |
Net cash used in investing activities | (7) | |
Cash flows from financing activities: | ||
Proceeds from sale of common stock and common stock warrants, net of costs | 17,060 | |
Proceeds from sale of common stock and pre-funded warrants, net of costs | 13,766 | |
Tax withholding payments for net share-settled equity awards | (16) | |
Net cash provided by financing activities | 17,060 | 13,750 |
Net increase in cash and cash equivalents | 4,766 | 2,761 |
Cash and cash equivalents, beginning of period | 14,602 | 21,304 |
Cash and cash equivalents, end of period | 19,368 | $ 24,065 |
Supplemental disclosure of non-cash financing information | ||
Operating lease right-of-use assets obtained in exchange for operating lease obligations | 597 | |
Unpaid financing costs included in accounts payable | $ 14 |
Overview
Overview | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Overview | Note 1. Overview Soleno Therapeutics, Inc. (the Company or Soleno) is focused on the development and commercialization of novel therapeutics for the treatment of rare diseases. Its lead candidate is DCCR (Diazoxide Choline Extended-Release) tablets, a once-daily oral tablet for the treatment of Prader-Willi Syndrome (PWS). DCCR has received orphan designation for the treatment of PWS in the United States (U.S.) as well as in the European Union (E.U.). The Company incorporated in the State of Delaware on August 25, 1999, and is located in Redwood City, California. It initially established its operations as Capnia, a diversified healthcare company that developed and commercialized innovative diagnostics, devices and therapeutics addressing unmet medical needs. During 2017, the Company merged with Essentialis, Inc (Essentialis) and subsequently received stockholder approval to amend its Amended and Restated Certificate of Incorporation to change its name from “Capnia, Inc.” to “Soleno Therapeutics, Inc.”. Essentialis was a privately held clinical-stage company focused on the development of breakthrough medicines for the treatment of rare diseases where there is increased mortality and risk of cardiovascular and endocrine complications. After the merger, the Company’s primary focus has been the development and commercialization of novel therapeutics for the treatment of rare diseases and the Company divested all prior business efforts. |
Going Concern and Management's
Going Concern and Management's Plans | 6 Months Ended |
Jun. 30, 2023 | |
Cash and Cash Equivalents [Abstract] | |
Going Concern and Management's Plans | Note 2. Going Concern and Management’s Plans The Company had a net loss of $ 16.8 million during the six months ended June 30, 2023 and has an accumulated deficit of $ 254.3 million at June 30, 2023 resulting from having incurred losses since its inception. The Company had $ 19.4 million of cash and cash equivalents on hand at June 30, 2023 and used $ 12.3 million of cash in its operating activities during the six months ended June 30, 2023. The accompanying condensed consolidated financial statements have been prepared under the assumption the Company will continue to operate as a going concern, which contemplates the realization of assets and the settlement of liabilities in the normal course of business. The condensed consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts of liabilities that may result from uncertainty related to the Company’s ability to continue as a going concern. The Company expects to continue incurring losses for the foreseeable future and will be required to raise additional capital to complete its clinical trials, pursue product development initiatives, obtain regulatory approval and penetrate markets for the sale of its products. In December 2022, the Company entered into a Securities Purchase Agreement for up to $ 60.0 million in additional funding if certain conditions are met. We completed the closing of the sale and issuance of the warrants for $ 10.0 million in May 2023. The receipt of up to $ 50.0 million is contingent upon the exercise of the warrants and the future performance of the Company. As the remaining funds are contingent, under accounting principles generally accepted in the United States of America (GAAP), management is not able to consider them available when assessing the Company's ability to operate as a going concern. Management believes that the Company will continue to have access to capital resources through possible public or private equity offerings, debt financings, corporate collaborations or other means. However, access to such capital resources is uncertain and not assured. If the Company is unable to secure additional capital, it may be required to curtail its clinical trials and development of new products and take additional measures to reduce expenses in order to conserve its cash in amounts sufficient to sustain operations and meet its obligations. These measures could cause significant delays in the Company’s efforts to complete its clinical trials and commercialize its products, which are critical to the realization of its business plan and the future operations of the Company. Management believes that the Company does not have sufficient capital resources to sustain operations through at least the next twelve months from the date of this filing. Additionally, in view of the Company’s expectation to incur significant losses for the foreseeable future it will be required to raise additional capital resources in order to fund its operations, although the availability of, and the Company’s access to such resources is not assured. Accordingly, management believes that there is substantial doubt regarding the Company’s ability to continue operating as a going concern through at least the next twelve months from the date of this filing. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | Note 3. Basis of Presentation and Summary of Significant Accounting Policies Significant Accounting Policies There have been no material changes to the significant accounting policies during the three and six months ended June 30, 2023 as compared to the significant accounting policies described in Note 3 of the “Notes to Consolidated Financial Statements” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022. Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on a going concern basis in accordance with GAAP for interim financial reporting and as required by Regulation S-X, Rule 10-01. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (including those which are normal and recurring) considered necessary for a fair presentation of the interim financial information have been included. When preparing financial statements in conformity with GAAP, the Company must make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures at the date of the financial statements. Actual results could differ from those estimates. Additionally, operating results for the three and six months ended June 30, 2023, are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending December 31, 2023. For further information, refer to the financial statements and footnotes included in the Company’s annual financial statements for the fiscal year ended December 31, 2022, which are included in the Company’s annual report on Form 10-K filed with the SEC on March 22, 2023. Reverse Stock Split On August 26, 2022, the Company filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation in order to effectuate a reverse stock split of the Company’s issued and outstanding common stock on a one-for-fifteen basis. All common share and per share data are retrospectively restated to give effect of the split for all periods presented herein. After giving eff ect to the reverse stock split, the total number of shares of all classes of capital stock that the Corporation is authorized to issue is 110,000,000 shares, consisting of 100,000,000 shares of common stock, having a par value of $ 0.001 and 10,000,000 shares of preferred stock, having a par value of $ 0.001 . Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of expenses in the financial statements and accompanying notes. Actual results could differ from those estimates. Key estimates included in the financial statements include the valuation of deferred income tax assets, the valuation of financial instruments, stock-based compensation, accrued costs for services rendered in connection with third-party contractor clinical trial activities, and the valuation of contingent liabilities for the purchase price of assets obtained through acquisition. Recently Adopted Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies that are adopted by the Company as of the specified effective date. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses of Financial Instruments , which, together with subsequent amendments, amends the requirement on the measurement and recognition of expected credit losses for financial assets held. ASU 2016-13 is effective for the Company for the annual periods beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company adopted this ASU effective January 1, 2023 . There was no impact on the Company's financial statements upon the adoption of this ASU. Other accounting standards that have been issued or proposed by FASB or other standards-setting bodies that do not require adoption until a future date are not currently expected to have a material impact on the Company’s financial statements upon adoption. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 4. Fair Value of Financial Instruments The carrying value of the Company’s cash, cash equivalents and accounts payable, approximate fair value due to the short-term nature of these items. Fair value is defined as the exchange price that would be received for an asset or an exit price 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. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy defines a three-level valuation hierarchy for disclosure of fair value measurements as follows: • Level I — Unadjusted quoted prices in active markets for identical assets or liabilities; • Level II — Inputs other than quoted prices included within Level I that are observable, unadjusted quoted prices in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the related assets or liabilities; and • Level III — Unobservable inputs that are supported by little or no market activity for the related assets or liabilities. The categorization of a financial instrument within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): Fair Value Measurements at June 30, 2023 Total Level 1 Level 2 Level 3 Liabilities 2018 PIPE warrant liability $ — $ — $ — $ — Essentialis purchase price contingency liability 9,447 — — 9,447 Total common stock warrant and contingent $ 9,447 $ — $ — $ 9,447 Fair Value Measurements at December 31, 2022 Total Level 1 Level 2 Level 3 Liabilities 2018 PIPE warrant liability $ 1 $ — $ — $ 1 Essentialis purchase price contingency liability 8,835 — — 8,835 Total common stock warrant and contingent $ 8,836 $ — $ — $ 8,836 The Company’s estimated fair value of the 2018 PIPE Warrants was calculated using a Black-Scholes pricing model. The Black-Scholes pricing model requires the input of highly subjective assumptions including the expected stock price volatility, the expected term, the expected dividend yield and the risk-free interest rate. Based on the terms of the Company’s completed merger with Essentialis on March 7, 2017, the Company is obligated to make cash earnout payments of up to a maximum of $ 21.2 million to the former Essentialis stockholders. The fair value of the Essentialis purchase price contingent liability is estimated using scenario-based methods based upon the Company’s analysis of the likelihood of obtaining specified approvals from the U.S. Food and Drug Administration (FDA) as well as achieving two commercial sales milestones of $ 100 million and $ 200 million in revenue, respectively. The Level 3 estimates are based, in part, on subjective assumptions. In determining the likelihood of this occurring, the analysis relied on published research relating to clinical development success rates. Based on management’s assessment, a 72 % probability of achieving each milestone was determined to be reasonable as of each of June 30, 2023 and December 31, 2022. During the periods presented, the Company has not changed the manner in which it values its Essentialis purchase price contingent liability. The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers between levels within the hierarchy during the periods presented. The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 liabilities for the six months ended June 30, 2023 and 2022 (dollars in thousands): 2018 PIPE Warrants Purchase Price Number of Liability Contingent Balance at January 1, 2023 34,241 $ 1 $ 8,835 Change in value of 2018 PIPE Warrants — ( 1 ) — Change in value of contingent liability — — 612 Balance at June 30, 2023 34,241 $ - $ 9,447 2018 PIPE Warrants Purchase Price Number of Liability Contingent Balance at January 1, 2022 34,241 $ 31 $ 9,547 Change in value of 2018 PIPE Warrants — ( 29 ) — Change in value of contingent liability — — ( 242 ) Balance at June 30, 2022 34,241 $ 2 $ 9,305 |
Warrants
Warrants | 6 Months Ended |
Jun. 30, 2023 | |
Text Block [Abstract] | |
Warrants | Note 5. Warrants The Company has issued multiple warrant series, of which the 2018 PIPE Warrants were determined to be liabilities pursuant to the guidance established by ASC 815 Derivatives and Hedging. Warrants Issued as Part of the Units in the 2018 PIPE Offering The 2018 PIPE Warrants were issued on December 19, 2018 in the 2018 PIPE Offering, pursuant to a Warrant Agreement with each of the investors in the 2018 PIPE Offering, and entitle the holders to purchase 34,241 shares of the Company’s common stock at an exercise price equal to $ 30.00 per share, subject to adjustment as discussed below, at any time commencing upon issuance of the 2018 PIPE Warrants and terminating on December 21, 2023. The exercise price and number of shares of common stock issuable upon exercise of the 2018 PIPE Warrants may be adjusted in certain circumstances, including the event of a stock split, stock dividend, extraordinary dividend, or recapitalization, reorganization, merger or consolidation. However, the exercise price of the 2018 PIPE Warrants will not be reduced below $ 30.00 . In the event of a change of control of the Company, the holders of unexercised warrants may present their unexercised warrants to the Company, or its successor, to be purchased by the Company, or its successor, in an amount equal to the per share value determined by the Black Scholes methodology. Since the Company may be obligated to settle the 2018 PIPE Warrants in cash, the Company classified the 2018 PIPE Warrants as long-term liabilities at their fair value and will re-measure the warrants at each balance sheet date until they are exercised or expire. Any change in the fair value is recognized as Other income (expense) in the Company’s condensed consolidated statements of operations and comprehensive loss. As of June 30, 2023 and December 31, 2022, the fair value of the 2018 PIPE Warrants was estimated at approximately $ 0 and $ 1,000 , respectively. The Company has calculated the fair value of the 2018 PIPE Warrants using a Black-Scholes pricing model. The following summarizes certain key assumptions used in estimating the fair value: June 30, December 31, Volatility 91 % 117 % Contractual term (years) 0.5 1.0 Expected dividend yield — % — % Risk-free rate 5.51 % 4.74 % The Black-Scholes pricing model requires the use of highly subjective assumptions to estimate the fair value of stock-based awards. These assumptions include the following estimates: • Volatility: The Company calculated the estimated volatility rate based on its historical volatility over the expected life of the warrants. • Contractual term: The expected life of the warrants, which is based on the contractual term of the warrants. • Expected dividend yield: The Company has never declared or paid any cash dividends and does not currently plan to pay cash dividends in the foreseeable future. Consequently, the Company used an expected dividend yield of zero . • Risk-free rate: The risk-free interest rate is based on the U.S. Treasury rate for similar periods as the expected life of the warrants. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 6. Commitments and Contingencies Facility Leases The Company’s operating lease for its headquarters facility office space in Redwood City, California began in June 2021 and expired in May 2023 . In April 2023, the Company entered into a twenty-four month lease extension commencing on June 1, 2023. The term of the lease extension expires in May 2025 . The Company recorded an increase to its right-of-use asset by $ 0.6 million and an increase to its lease liability by $ 0.6 million as a result of the lease extension. The weighted average discount rate related to the Company's lease liabilities as of June 30, 2023 was 8.25 % over a remaining term of 23 months. The weighted average discount rate related to the Company's lease liabilities as of December 31, 2022 was 9 % over a remaining term of 5 months. The discount rate was determined based on estimates of the Company’s incremental borrowing rate, as the discount rate implicit in the lease cannot be readily determined. The following is a schedule by year of future maturities of the Company's operating lease liabilities as of June 30, 2023 (in thousands): 2023 (remainder of the year) $ 102 2024 287 2025 143 Total lease payments 532 Less interest ( 47 ) Total $ 485 The components of lease expense during the three and six months ended June 30, 2023 and 2022 were as follows (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Operating lease cost: Operating lease cost $ 78 $ 81 $ 159 $ 162 Short-term lease cost 11 7 21 12 Total operating lease cost $ 89 $ 88 $ 180 $ 174 Contingencies In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnifications. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future but have not yet been made. The Company accrues a liability for such matters when it is probable that future expenditures will be made, and such expenditures can be reasonably estimated. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Stockholders' Equity | Note 7. Stockholders’ Equity Convertible Preferred Stock The Company is authorized to issue 10,000,000 shares of Preferred Stock. Securities Purchase Agreement On December 16, 2022, the Company entered into a Securities Purchase Agreement for a private placement (Private Placement) with certain entities and members of management (collectively, Purchasers). Pursuant to the Securities Purchase Agreement, the Company agreed to sell to the Purchasers warrants to purchase up to an aggregate of 22,598,870 shares of the Company’s common stock, at a purchase price of $ 0.4425 per warrant. The closing of the Private Placeme nt occurred on May 8, 2023 (the Issue Date), following the satisfaction of certain closing conditions, including the completion of enrollment in the randomized withdrawal period of Study C602, an ongoing open-label extension study of DCCR for the treatment of PWS. The Company received gross proceeds of $ 10.0 million for the sale and issuance of warrants to purchase common stock. The warrants are separated into two tranches with 8,598,870 Tranche A Warrants and 14,000,000 Tranche B Warrants. The Tranche A warrants are exercisable for $ 1.75 per share, with an aggregate exercise price of up to approximately $ 15.0 million, and the Tranche B warrants are exercisable for $ 2.50 per share, with an aggregate exercise price of up to $ 35.0 million. The Tranche A warrants are immediately exercisable and must be exercised within 30 days of announcement of positive top-line data from the randomized withdrawal period of Study C602 and will expire if positive top-line data is not announced prior to the 3.5 year anniversary of the date of issuance. As of June 30, 2023, such announcement has not occurred. The Tranche B warrants are also immediately exercisable and expire upon the earlier of 3.5 years from the date of issuance or 30 days following receipt of U.S. Food and Drug Administration approval of DCCR for the treatment of PWS. Underwritten Public Offering On March 31, 2022, the Company sold 2,666,667 shares of its common stock at a public offering price of $ 3.75 , and for certain investors, in lieu of common stock, pre-funded warrants (the 2022 pre-funded warrants) to purchase 1,333,333 shares of its common stock at a public offering price $ 3.60 per pre-funded warrant, which represents the per share public offering price for the common stock less the $ 0.15 per share exercise price for each 2022 pre-funded warrant. The 2022 pre-funded warrants are immediately exercisable and may be exercised at any time until all 2022 pre-funded warrants are exercised in full. Each share of common stock or 2022 pre-funded warrant was sold together with one, immediately exercisable, common warrant (the 2022 common warrants) with a five-year term to purchase one share of common stock at an exercise price of $ 4.50 per share. The net proceeds of the offering were $ 13.8 million, after deducting the underwriting discount and other offering expenses. The Company is not required under any circumstance to settle any of the 2022 pre-funded warrants or the 2022 common warrants for cash, and therefore classified both types of warrants as permanent equity. At the Market Offering In July 2021, the Company entered into a Controlled Equity Offering Sales Agreement under which the Company may sell shares of its common stock having an aggregate offering price of up to $ 25.0 million from time to time in any method permitted by law deemed to be an “at the market” Rule 415 under the Securities Act of 1933, as amended. As of June 30, 2023, the Company has sold an aggregate of 1,877,170 shares of common stock through the at the market program, totaling $ 7.4 million in net proceeds. Other Common Stock Warrants As of June 30, 2023, the Company had 6,804 common stock warrants outstanding from the 2010/2012 convertible notes, with an exercise price of $ 365.25 and a term of 10 years expiring in November 2024 . The Company also had 1,100 common stock warrants issued to the underwriter in the Company’s IPO, with an exercise price of $ 535.50 and a term of 10 years, expiring in November 2024 . As of June 30, 2023 and December 31, 2022, the following table summarizes the Company's outstanding common stock warrants: As of June 30, 2023 As of December 31, 2022 Number of Common Warrant Shares Weighted Average Exercise Price per Share Number of Common Warrant Shares Weighted Average Exercise Price per Share Expiration Date Common stock warrants 7,904 $ 388.94 7,904 $ 388.94 November 2024 2018 PIPE warrants 34,241 $ 30.00 34,241 $ 30.00 December 2023 2022 Common warrants 4,000,000 $ 4.50 4,000,000 $ 4.50 March 2027 2022 Pre-funded warrants 1,280,965 $ 0.15 1,280,965 $ 0.15 March 2027 2023 Tranche A warrants 8,598,870 $ 1.75 — $ - November 2026 (1) 2023 Tranche B warrants 14,000,000 $ 2.50 — $ — November 2026 (1) Total 27,921,980 5,323,110 (1) Subject to earlier expiration as described above. Equity Incentive Plans 2014 Plan The Company maintains the 2014 Equity Incentive Plan (the 2014 Plan). Under the 2014 Plan the Company may grant stock options, stock appreciation rights, restricted stock, restricted stock units, performance units or performance shares to employees, directors, advisors, and consultants. Options granted under the 2014 Plan may be incentive stock options (ISOs) or nonqualified stock options (NSOs). ISOs may be granted only to Company employees, including officers and directors. The Board has the authority to determine to whom stock options will be granted, the number of options, the term, and the exercise price. Options are to be granted at an exercise price not less than fair value. For individuals holding more than 10 % of the voting rights of all classes of stock, the exercise price of an option will not be less than 110 % of fair value. The vesting period for service-based stock options is normally monthly over a period of 4 years from the vesting date. Performance-based grants have vesting contingent upon the achievement of certain performance criteria related to the Company’s commercialization of its therapeutics. The contractual term of an option is no longer than five years for ISOs for which the grantee owns greater than 10% of the voting power of all classes of stock and no longer than ten years for all other options. The terms and conditions governing restricted stock units is at the sole discretion of the Board. On March 23, 2023, the Company filed a Registration Statement on Form S-8 which registered 238,329 shares available for grant and issuance under the 2014 Plan, all of which became available for grant and issuance under the 2014 Plan on January 1, 2023. On May 25, 2023, the stockholders approved the Amended and Restated 2014 Plan which included an increase of $ 1.8 million shares available for grant and issuance. As of June 30, 2023, a total of 94,190 shares are available for future grant under the 2014 Plan. Inducement Plan The Company maintains the 2020 Inducement Equity Incentive Plan (the Inducement Plan). The Inducement Plan provides for the grant of equity-based awards, including non-statutory stock options, restricted stock units, restricted stock, stock appreciation rights, performance shares and performance units, and its terms are substantially similar to the 2014 Plan. In accordance with Rule 5635(c)(4) and Rule 5635(c)(3) of the Nasdaq Listing Rules, awards under the Inducement Plan may only be made to individuals not previously employees or non-employee directors of the Company (or following such individuals’ bona fide period of non-employment with the Company), as an inducement material to the individuals’ entry into employment with the Company, or, to the extent permitted by Rule 5635(c)(3) of the Nasdaq Listing Rules, in connection with a merger or acquisition. On March 23, 2023, the Company filed a Registration Statement on Form S-8 which registered 500,000 shares available for issuance under the Inducement Plan, all of which became available for grant and issuance under the Inducement Plan on February 17, 2023. As of June 30, 2023, a total of 588,585 shares are available for future grant under the Inducement Plan. Stock-based compensation expense The Company recognizes stock-based compensation expense related to options and restricted stock units granted to employees, directors and consultants. The compensation expense is allocated on a departmental basis, based on the classification of the award holder. No income tax benefits have been recognized in the condensed consolidated statements of operations and comprehensive loss for stock-based compensation arrangements during any of the periods presented. Stock-based compensation expense was recognized in the condensed consolidated statements of operations and comprehensive loss as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 470 $ 151 $ 652 $ 311 General and administrative 734 420 1,183 904 Total $ 1,204 $ 571 $ 1,835 $ 1,215 Stock Options The Company granted options to purchase 1,346,454 and 219,310 shares of the Company’s common stock during the three months ended June 30, 2023 and 2022, respectively, and granted options to purchase 1,586,454 and 225,854 of the Company's common stock during the six months ended June 30, 2023 and 2022, respectively. There were no performance-based options granted during the three and six months ended June 30, 2023 and 2022, respectively. The fair value of each award granted was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Expected life (years) 5.3 - 6.0 5.5 - 6.0 5.3 - 6.0 5.5 - 6.0 Risk-free interest rate 3.6 %- 3.9 % 3.0 % 3.5 %- 4.0 % 1.7 %- 3.0 % Volatility 99 % 90 %- 93 % 98 %- 99 % 88 %- 93 % Dividend rate — % — % — % — % The Black-Scholes option-pricing model requires the use of highly subjective assumptions to estimate the fair value of stock-based awards. These assumptions include the following estimates: • Expected life: The expected life of stock options represents the period of time that the options are expected to be outstanding. Due to the lack of historical exercise history, the expected life of the Company’s service-based stock options has been determined utilizing the “simplified method”, based on the average of the contractual term of the options and the weighted-average vesting period. The expected life for the performance-based options was determined based on consideration of the contractual term of the stock options, an estimate of the date the performance criteria would be met and expectations of employee behavior. • Risk-free interest rate: The risk-free interest rate is based on the yields of U.S. Treasury securities with maturities similar to the expected life of the stock options. • Volatility: The estimated volatility rate is based on the volatilities of the Company’s common stock for a historical period equal to the expected life of the stock options. • Dividend rate: The Company has never declared or paid any cash dividends and does not presently plan to pay cash dividends in the foreseeable future. Consequently, the Company used an expected dividend yield of zero . The following table summarizes stock option transactions for the six months ended June 30, 2023 as issued under the 2014 Plan and the Inducement Plan: Number of Weighted- Weighted Aggregate Intrinsic Value Outstanding Share (in years) (in thousands) Balance at January 1, 2023 686,574 $ 28.83 7.93 Options granted 1,586,454 4.80 Options exercised — — Options canceled/forfeited ( 43,012 ) 75.84 Balance at June 30, 2023 2,230,016 $ 10.83 9.11 $ — Options exercisable at June 30, 2023 545,354 $ 22.98 7.48 $ — Options vested and expected to vest at June 30, 2023 2,207,058 $ 10.60 9.15 $ — The weighted-average grant date fair value of options granted was $ 3.79 and $ 3.45 per share for the six months ended June 30, 2023 and 2022, respectively. At June 30, 2023 total unrecognized employee stock-based compensation related to stock options that are likely to vest was $ 7.9 million, which is expected to be recognized over the weighted-average remaining vesting period of 2.8 years. Restricted Stock Units There were 414,710 and zero restricted stock units granted by the Company during the three months ended June 30, 2023 and 2022, respectively, and 414,710 and 8,967 restricted stock units granted during the six months ended June 30, 2023 and 2022, respectively, to employees and directors. The restricted stock units granted to directors were 100 % vested on the grant date and represent compensation for past board services. Restricted stock units granted during the current quarter were 100 % vested six months from date of grant. The restricted stock units were valued based on the Company’s common stock price on the grant date. The following table summarizes restricted stock unit transactions for the six months ended June 30, 2023 as issued under the 2014 Plan: Number of Weighted- Outstanding at January 1, 2023 19,068 $ 57.75 Restricted stock units granted 414,710 $ 5.25 Restricted stock units vested ( 9,534 ) $ 57.75 Restricted stock units canceled/forfeited - $ 0.00 Outstanding at June 30, 2023 424,244 $ 6.43 The weighted-average grant-date fair value of all restricted stock units granted during the six months ended June 30, 2023 and 2022 was $ 5.25 and $ 5.40 , respectively. The fair value of all restricted stock units vested during the six months ended June 30, 2023 and 2022 was $ 23,000 and $ 0.1 million, respectively. At June 30, 2023, total unrecognized employee stock-based compensation related to restricted stock units was $ 2.1 million, which is expected to be recognized over the weighted-average remaining vesting period of 0.4 years. 2014 Employee Stock Purchase Plan The Company’s board of directors and stockholders have adopted the 2014 Employee Stock Purchase Plan (ESPP). The ESPP has become effective, and the board of directors will implement commencement of offers thereunder in its discretion. A total of 1,864 shares of the Company’s common stock has been made available for sale under the ESPP. In addition, the ESPP provides for annual increases in the number of shares available for issuance under the plan on the first day of each year beginning in the year following the initial date that the board of directors authorizes commencement, equal to the least of: • 1.0 % of the outstanding shares of the Company’s common stock on the first day of such year; • 3,729 shares; or • such amount as determined by the board of directors. As of June 30, 2023, there were no purchases by employees under this plan. |
Net Loss per Share
Net Loss per Share | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Note 8. Net loss per share Basic net loss per share is computed by dividing net loss by the weighted-average number of common stock outstanding during the period. Shares of common stock that are potentially issuable for little or no cash consideration at issuance, such as the Company's pre-funded warrants issued in March 2022, are considered outstanding common stock and are included in the calculation of basic and diluted net loss per share in connection with ASC 260 Earnings Per Shares . Diluted net loss per share is computed by dividing net loss by the weighted-average number of common stock outstanding and dilutive potential common stock that would be issued upon the exercise or vesting of common stock awards and exercise of common stock warrants that are not pre-funded. The Company applies the two-class method to calculate basic and diluted earnings per share as its warrants issued in March 2022 are participating securities. However, the two-class method does not impact the net loss per share of common stock as the 2022 common warrants issued in March 2022 do not participate in losses. For the three and six months ended June 30, 2023 and 2022, the effect of issuing potential common stock is anti-dilutive due to the net losses in those periods and therefore the number of shares used to compute basic and diluted net loss per share are the same in each of those periods. The following securities are the weighted-average common shares outstanding used to calculate basic and diluted net loss per common share: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 (1) 2023 2022 (1) Common stock 9,142,633 8,005,921 8,657,206 6,677,695 2022 pre-funded warrants 1,280,965 1,333,333 1,280,965 670,350 Total 10,423,598 9,339,254 9,938,171 7,348,045 (1) The Company revised the 2022 weighted-average common shares outstanding calculation to include the 2022 pre-funded warrants. Management believes this version results in a more appropriate treatment of the pre-funded warrants in calculating the net loss per share. The following potentially dilutive securities outstanding have been excluded from the computations of diluted weighted-average shares outstanding for the periods presented because such securities have an antidilutive impact due to losses reported (in common stock equivalent shares): As of June 30, 2023 2022 Warrants issued to 2010/2012 convertible note 6,804 6,804 Options to purchase common stock 2,230,016 530,562 Outstanding restricted stock units 424,244 19,067 Warrants issued to underwriter to purchase common stock 1,100 1,100 2018 PIPE warrants 34,241 34,241 2022 common warrants 4,000,000 4,000,000 2023 Tranche A warrants 8,598,870 — 2023 Tranche B warrants 14,000,000 — Total 29,295,275 4,591,774 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 9. Subsequent Events The Company has evaluated its subsequent events from June 30, 2023 through the date these condensed consolidated financial statements were issued and has determined that there are no subsequent events disclosure required. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on a going concern basis in accordance with GAAP for interim financial reporting and as required by Regulation S-X, Rule 10-01. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (including those which are normal and recurring) considered necessary for a fair presentation of the interim financial information have been included. When preparing financial statements in conformity with GAAP, the Company must make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures at the date of the financial statements. Actual results could differ from those estimates. Additionally, operating results for the three and six months ended June 30, 2023, are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending December 31, 2023. For further information, refer to the financial statements and footnotes included in the Company’s annual financial statements for the fiscal year ended December 31, 2022, which are included in the Company’s annual report on Form 10-K filed with the SEC on March 22, 2023. |
Reverse Stock Split | Reverse Stock Split On August 26, 2022, the Company filed a Certificate of Amendment to its Amended and Restated Certificate of Incorporation in order to effectuate a reverse stock split of the Company’s issued and outstanding common stock on a one-for-fifteen basis. All common share and per share data are retrospectively restated to give effect of the split for all periods presented herein. After giving eff ect to the reverse stock split, the total number of shares of all classes of capital stock that the Corporation is authorized to issue is 110,000,000 shares, consisting of 100,000,000 shares of common stock, having a par value of $ 0.001 and 10,000,000 shares of preferred stock, having a par value of $ 0.001 . |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of expenses in the financial statements and accompanying notes. Actual results could differ from those estimates. Key estimates included in the financial statements include the valuation of deferred income tax assets, the valuation of financial instruments, stock-based compensation, accrued costs for services rendered in connection with third-party contractor clinical trial activities, and the valuation of contingent liabilities for the purchase price of assets obtained through acquisition. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (FASB) or other standard setting bodies that are adopted by the Company as of the specified effective date. In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses of Financial Instruments , which, together with subsequent amendments, amends the requirement on the measurement and recognition of expected credit losses for financial assets held. ASU 2016-13 is effective for the Company for the annual periods beginning after December 15, 2022, including interim periods within those fiscal years, with early adoption permitted. The Company adopted this ASU effective January 1, 2023 . There was no impact on the Company's financial statements upon the adoption of this ASU. Other accounting standards that have been issued or proposed by FASB or other standards-setting bodies that do not require adoption until a future date are not currently expected to have a material impact on the Company’s financial statements upon adoption. |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Summary of Financial Instruments Measured at Fair Value on Recurring Basis | The following table sets forth the Company’s financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): Fair Value Measurements at June 30, 2023 Total Level 1 Level 2 Level 3 Liabilities 2018 PIPE warrant liability $ — $ — $ — $ — Essentialis purchase price contingency liability 9,447 — — 9,447 Total common stock warrant and contingent $ 9,447 $ — $ — $ 9,447 Fair Value Measurements at December 31, 2022 Total Level 1 Level 2 Level 3 Liabilities 2018 PIPE warrant liability $ 1 $ — $ — $ 1 Essentialis purchase price contingency liability 8,835 — — 8,835 Total common stock warrant and contingent $ 8,836 $ — $ — $ 8,836 |
Summary of Changes in Fair Value of Level 3 Financial Instruments | The following table sets forth a summary of the changes in the fair value of the Company’s Level 3 liabilities for the six months ended June 30, 2023 and 2022 (dollars in thousands): 2018 PIPE Warrants Purchase Price Number of Liability Contingent Balance at January 1, 2023 34,241 $ 1 $ 8,835 Change in value of 2018 PIPE Warrants — ( 1 ) — Change in value of contingent liability — — 612 Balance at June 30, 2023 34,241 $ - $ 9,447 2018 PIPE Warrants Purchase Price Number of Liability Contingent Balance at January 1, 2022 34,241 $ 31 $ 9,547 Change in value of 2018 PIPE Warrants — ( 29 ) — Change in value of contingent liability — — ( 242 ) Balance at June 30, 2022 34,241 $ 2 $ 9,305 |
Warrants (Tables)
Warrants (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Warrants and Rights Note Disclosure [Abstract] | |
Fair Value of Convertible Preferred Stock Warrant Liability | The following summarizes certain key assumptions used in estimating the fair value: June 30, December 31, Volatility 91 % 117 % Contractual term (years) 0.5 1.0 Expected dividend yield — % — % Risk-free rate 5.51 % 4.74 % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Reconciliation of Undiscounted Future Minimum Lease Payments Remaining under Operating Lease | The following is a schedule by year of future maturities of the Company's operating lease liabilities as of June 30, 2023 (in thousands): 2023 (remainder of the year) $ 102 2024 287 2025 143 Total lease payments 532 Less interest ( 47 ) Total $ 485 |
Schedule of Components of Lease Expense | The components of lease expense during the three and six months ended June 30, 2023 and 2022 were as follows (in thousands): Three Months Ended Six Months Ended 2023 2022 2023 2022 Operating lease cost: Operating lease cost $ 78 $ 81 $ 159 $ 162 Short-term lease cost 11 7 21 12 Total operating lease cost $ 89 $ 88 $ 180 $ 174 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Equity [Abstract] | |
Summary of Outstanding Common Stock Warrants | As of June 30, 2023 and December 31, 2022, the following table summarizes the Company's outstanding common stock warrants: As of June 30, 2023 As of December 31, 2022 Number of Common Warrant Shares Weighted Average Exercise Price per Share Number of Common Warrant Shares Weighted Average Exercise Price per Share Expiration Date Common stock warrants 7,904 $ 388.94 7,904 $ 388.94 November 2024 2018 PIPE warrants 34,241 $ 30.00 34,241 $ 30.00 December 2023 2022 Common warrants 4,000,000 $ 4.50 4,000,000 $ 4.50 March 2027 2022 Pre-funded warrants 1,280,965 $ 0.15 1,280,965 $ 0.15 March 2027 2023 Tranche A warrants 8,598,870 $ 1.75 — $ - November 2026 (1) 2023 Tranche B warrants 14,000,000 $ 2.50 — $ — November 2026 (1) Total 27,921,980 5,323,110 (1) Subject to earlier expiration as described above. |
Summary of Stock Based Compensation Expense | Stock-based compensation expense was recognized in the condensed consolidated statements of operations and comprehensive loss as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 470 $ 151 $ 652 $ 311 General and administrative 734 420 1,183 904 Total $ 1,204 $ 571 $ 1,835 $ 1,215 |
Schedule of Fair Value of Award Granted Using Black-Scholes Option Pricing Model | The fair value of each award granted was estimated on the date of grant using the Black-Scholes option pricing model with the following assumptions: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Expected life (years) 5.3 - 6.0 5.5 - 6.0 5.3 - 6.0 5.5 - 6.0 Risk-free interest rate 3.6 %- 3.9 % 3.0 % 3.5 %- 4.0 % 1.7 %- 3.0 % Volatility 99 % 90 %- 93 % 98 %- 99 % 88 %- 93 % Dividend rate — % — % — % — % |
Summary of Stock Option Transactions | The following table summarizes stock option transactions for the six months ended June 30, 2023 as issued under the 2014 Plan and the Inducement Plan: Number of Weighted- Weighted Aggregate Intrinsic Value Outstanding Share (in years) (in thousands) Balance at January 1, 2023 686,574 $ 28.83 7.93 Options granted 1,586,454 4.80 Options exercised — — Options canceled/forfeited ( 43,012 ) 75.84 Balance at June 30, 2023 2,230,016 $ 10.83 9.11 $ — Options exercisable at June 30, 2023 545,354 $ 22.98 7.48 $ — Options vested and expected to vest at June 30, 2023 2,207,058 $ 10.60 9.15 $ — |
Summary of Restricted Stock Unit Transactions | The following table summarizes restricted stock unit transactions for the six months ended June 30, 2023 as issued under the 2014 Plan: Number of Weighted- Outstanding at January 1, 2023 19,068 $ 57.75 Restricted stock units granted 414,710 $ 5.25 Restricted stock units vested ( 9,534 ) $ 57.75 Restricted stock units canceled/forfeited - $ 0.00 Outstanding at June 30, 2023 424,244 $ 6.43 |
Net Loss per Share (Tables)
Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of Weighted-Average Common Shares Outstanding | The following securities are the weighted-average common shares outstanding used to calculate basic and diluted net loss per common share: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 (1) 2023 2022 (1) Common stock 9,142,633 8,005,921 8,657,206 6,677,695 2022 pre-funded warrants 1,280,965 1,333,333 1,280,965 670,350 Total 10,423,598 9,339,254 9,938,171 7,348,045 (1) The Company revised the 2022 weighted-average common shares outstanding calculation to include the 2022 pre-funded warrants. Management believes this version results in a more appropriate treatment of the pre-funded warrants in calculating the net loss per share. |
Schedule of Potentially Dilutive Securities Outstanding Excluded from Computations of Diluted Weighted-Average Shares Outstanding | The following potentially dilutive securities outstanding have been excluded from the computations of diluted weighted-average shares outstanding for the periods presented because such securities have an antidilutive impact due to losses reported (in common stock equivalent shares): As of June 30, 2023 2022 Warrants issued to 2010/2012 convertible note 6,804 6,804 Options to purchase common stock 2,230,016 530,562 Outstanding restricted stock units 424,244 19,067 Warrants issued to underwriter to purchase common stock 1,100 1,100 2018 PIPE warrants 34,241 34,241 2022 common warrants 4,000,000 4,000,000 2023 Tranche A warrants 8,598,870 — 2023 Tranche B warrants 14,000,000 — Total 29,295,275 4,591,774 |
Going Concern and Management'_2
Going Concern and Management's Plans - Additional Information (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
May 31, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Cash And Cash Equivalents [Line Items] | ||||||||
Net loss | $ (8,475) | $ (8,356) | $ (6,725) | $ (5,724) | $ (16,831) | $ (12,449) | ||
Accumulated deficit | (254,253) | (254,253) | $ (237,422) | |||||
Cash and cash equivalents | $ 19,368 | 19,368 | 14,602 | |||||
Net cash used in operating activities | (12,294) | $ (10,982) | ||||||
Maximum [Member] | ||||||||
Cash And Cash Equivalents [Line Items] | ||||||||
Contingent receipt upon exerise of warrants and future performance of company | $ 50,000 | |||||||
Securities Purchase Agreement [Member] | ||||||||
Cash And Cash Equivalents [Line Items] | ||||||||
Sale and issuance of warrants | $ 10,000 | |||||||
Underwritten Public Offering [Member] | Securities Purchase Agreement [Member] | ||||||||
Cash And Cash Equivalents [Line Items] | ||||||||
Proceeds from sale of common stock, net of costs | $ 60,000 |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Detail) | Aug. 26, 2022 $ / shares shares | Jun. 30, 2023 $ / shares shares | Dec. 31, 2022 $ / shares shares |
Schedule Of Significant Accounting Policies [Line Items] | |||
Reverse stock split ratio | 0.0666 | ||
Reverse stock split | one-for-fifteen | ||
Capital stock, shares authorized | 110,000,000 | ||
Common stock, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 |
ASU No. 2016-13 [Member] | |||
Schedule Of Significant Accounting Policies [Line Items] | |||
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | ||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 01, 2023 | ||
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Summary of Financial Instruments Measured at Fair Value on Recurring Basis (Detail) - USD ($) $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 |
Liabilities | ||
Contingent liability for Essentialis purchase price | $ 9,447 | $ 8,835 |
2018 PIPE Warrant Liability [Member] | ||
Liabilities | ||
Warrant liability | 1 | |
Fair Value, Measurements, Recurring [Member] | ||
Liabilities | ||
Total common stock warrant and contingent consideration liability | 9,447 | 8,836 |
Fair Value, Measurements, Recurring [Member] | Derivative Financial Instruments, Liabilities [Member] | 2018 PIPE Warrant Liability [Member] | ||
Liabilities | ||
Warrant liability | 0 | 1 |
Essentialis, Inc. [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities | ||
Contingent liability for Essentialis purchase price | 9,447 | 8,835 |
Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities | ||
Total common stock warrant and contingent consideration liability | 9,447 | 8,836 |
Level 3 [Member] | Fair Value, Measurements, Recurring [Member] | Derivative Financial Instruments, Liabilities [Member] | 2018 PIPE Warrant Liability [Member] | ||
Liabilities | ||
Warrant liability | 0 | 1 |
Level 3 [Member] | Essentialis, Inc. [Member] | Fair Value, Measurements, Recurring [Member] | ||
Liabilities | ||
Contingent liability for Essentialis purchase price | $ 9,447 | $ 8,835 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | Mar. 07, 2017 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Milestones payment | $ 100 | $ 200 | |
Percentage of probability of achieving milestone | 72% | 72% | |
Essentialis, Inc. [Member] | |||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |||
Maximum potential cash earnout payments | $ 21.2 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Summary of Changes in Fair Value of Level 3 Financial Instruments (Detail) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at the beginning of period, in shares | 5,323,110 | |
Balance at the end of period, in shares | 27,921,980 | |
Purchase price contingent liability [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at the beginning of period | $ 8,835,000 | $ 9,547,000 |
Change in value of liabilities | 612,000 | (242,000) |
Balance at end of period | $ 9,447,000 | 9,305,000 |
2018 PIPE Warrant Liability [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at the beginning of period, in shares | 34,241 | |
Balance at the end of period, in shares | 34,241 | |
2018 PIPE Warrant Liability [Member] | Common stock warrant liability [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | ||
Balance at the beginning of period | $ 1,000 | $ 31,000 |
Balance at the beginning of period, in shares | 34,241 | 34,241 |
Change in value of liabilities | $ (1) | $ (29,000) |
Fair Value, Liability, Recurring Basis, Unobservable Input Reconciliation, Gain (Loss), Statement of Income or Comprehensive Income [Extensible Enumeration] | Fair Value Adjustment of Warrants | Fair Value Adjustment of Warrants |
Balance at end of period | $ 0 | $ 2,000 |
Balance at the end of period, in shares | 34,241 | 34,241 |
Warrants - Additional Informati
Warrants - Additional Information (Detail) | 6 Months Ended | ||
Jun. 30, 2023 USD ($) $ / shares | Dec. 31, 2022 USD ($) $ / shares | Dec. 19, 2018 $ / shares shares | |
Expected Dividend Yield [Member] | |||
Class Of Warrant Or Right [Line Items] | |||
Measurement input | 0 | ||
2018 PIPE Warrant Liability [Member] | |||
Class Of Warrant Or Right [Line Items] | |||
Number of common stock purchased upon issuance of warrants | shares | 34,241 | ||
Weighted Average Exercise Price per Share | $ 30 | $ 30 | $ 30 |
Warrant issuance description | The 2018 PIPE Warrants were issued on December 19, 2018 in the 2018 PIPE Offering, pursuant to a Warrant Agreement with each of the investors in the 2018 PIPE Offering, and entitle the holders to purchase 34,241 shares of the Company’s common stock at an exercise price equal to $30.00 per share, subject to adjustment as discussed below, at any time commencing upon issuance of the 2018 PIPE Warrants and terminating on December 21, 2023. | ||
Fair value of estimated warrants | $ | $ 0 | $ 1,000 | |
2018 PIPE Warrant Liability [Member] | Minimum [Member] | |||
Class Of Warrant Or Right [Line Items] | |||
Weighted Average Exercise Price per Share | $ 30 |
Warrants - Fair Value of Conver
Warrants - Fair Value of Convertible Preferred Stock Warrant Liability (Detail) - 2018 PIPE Warrant Liability [Member] | Jun. 30, 2023 | Dec. 31, 2022 |
Volatility [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement input | 0.91 | 1.17 |
Contractual Term [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement term | 6 months | 1 year |
Risk-free Rate [Member] | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Measurement input | 0.0551 | 0.0474 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2023 | Dec. 31, 2022 | |
Commitments And Contingencies [Line Items] | ||
Operating lease, extension expiration | 2025-05 | |
Increase in right of use assets | $ 597 | |
Increase in right of use assets | 600 | |
Increase in lease liability | $ 600 | |
Operating lease, weighted average discount rate | 8.25% | 9% |
Operating lease remaining term | 23 months | 5 months |
Redwood City, California [Member] | ||
Commitments And Contingencies [Line Items] | ||
Operating lease, description | began in June 2021 and expired in May 2023. | |
Operating lease beginning date | 2021-06 | |
Operating lease, expiration | 2023-05 |
Commitments and Contingencies_2
Commitments and Contingencies - Reconciliation of Undiscounted Future Minimum Lease Payments Remaining under Operating Lease (Details) | Jun. 30, 2023 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2023 (remainder of the year) | $ 102 |
2024 | 287 |
2025 | 143 |
Total lease payments | 532 |
Less interest | 47 |
Total | $ 485 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Components of Lease Expense (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Operating lease cost | $ 78 | $ 81 | $ 159 | $ 162 |
Short-term lease cost | 11 | 7 | 21 | 12 |
Total operating lease cost | $ 89 | $ 88 | $ 180 | $ 174 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||||||
Dec. 16, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | May 25, 2023 | Mar. 23, 2023 | Feb. 17, 2023 | Aug. 26, 2022 | Jul. 31, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Number of Common Warrant Shares | 27,921,980 | 27,921,980 | 5,323,110 | |||||||||
Weighted average grant date fair value per option granted (in dollars per share) | $ 3.79 | $ 3.45 | ||||||||||
Number of shares available for issuance under the plan on the first day of each year | 9,141,185 | 9,141,185 | 8,159,382 | |||||||||
Convertible preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | ||||||||
Tranche A [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Number of Common Warrant Shares | 8,598,870 | |||||||||||
Warrants and rights immediately exercisable term | 30 days | |||||||||||
Warrants expire term prior to anniversary date of issuance | 3 years 6 months | |||||||||||
Weighted Average Exercise Price per Share | $ 1.75 | |||||||||||
Exercisable warrants maximum aggregate exercise price | $ 15,000,000 | |||||||||||
Tranche B [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Number of Common Warrant Shares | 14,000,000 | |||||||||||
Warrants expire term prior to anniversary date of issuance | 3 years 6 months | |||||||||||
Warrants and rights exercisable term from following receipt of U.S. Food and drug administration approval | 30 days | |||||||||||
Weighted Average Exercise Price per Share | $ 2.5 | |||||||||||
Exercisable warrants maximum aggregate exercise price | $ 35,000,000 | |||||||||||
Minimum [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Ownership interest of voting rights of all classes of stock (percent) | 10% | 10% | ||||||||||
2020 Inducement Equity Incentive Plan [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Number of shares available for grant | 588,585 | 588,585 | 500,000 | |||||||||
Stock Options [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Income tax benefits recognized from stock-based compensation | $ 0 | $ 0 | ||||||||||
Number of options granted | 1,346,454 | 219,310 | 1,586,454 | 225,854 | ||||||||
Future stock-based compensation for unvested employee options granted and outstanding | $ 7,900,000 | $ 7,900,000 | ||||||||||
Future stock-based compensation, requisite service period | 2 years 9 months 18 days | |||||||||||
Stock Options [Member] | 2014 Equity Incentive Plan [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Vesting period | 4 years | |||||||||||
Number of shares available for grant | 94,190 | 94,190 | 1,800,000 | 238,329 | ||||||||
Stock Options [Member] | 2014 Equity Incentive Plan [Member] | Minimum [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Percentage of fair market value | 110% | |||||||||||
Stock Options [Member] | 2014 Equity Incentive Plan [Member] | Maximum [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Contractual term of option | 10 years | |||||||||||
ISOs [Member] | 2014 Equity Incentive Plan [Member] | Maximum [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Contractual term of option | 5 years | |||||||||||
Restricted Stock Units [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Unrecognized stock based compensation expense | $ 2,100,000 | $ 2,100,000 | ||||||||||
Stock units granted | 414,710 | 0 | 414,710 | 8,967 | ||||||||
Vesting percentage | 100% | 100% | ||||||||||
Fair value of restricted stock units vested | $ 23,000,000 | $ 100,000 | ||||||||||
Weighted average grant-date fair value of all restricted stock units granted | $ 5.25 | $ 5.4 | ||||||||||
Weighted average remaining vesting period | 4 months 24 days | |||||||||||
Restricted Stock Units [Member] | 2014 Equity Incentive Plan [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Stock units granted | 414,710 | |||||||||||
Weighted average grant-date fair value of all restricted stock units granted | $ 5.25 | |||||||||||
Warrants to Purchase Stock [Member] | 2010 and 2012 Convertible Promissory Notes [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Number of Common Warrant Shares | 6,804 | 6,804 | ||||||||||
Weighted Average Exercise Price per Share | $ 365.25 | $ 365.25 | ||||||||||
Warrants term | 10 years | |||||||||||
Expiration period | 2024-11 | |||||||||||
Underwriter [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Number of Common Warrant Shares | 1,100 | 1,100 | ||||||||||
Weighted Average Exercise Price per Share | $ 535.50 | $ 535.50 | ||||||||||
Warrants term | 10 years | |||||||||||
Expiration period | 2024-11 | |||||||||||
Controlled Equity Offering Sales Agreement [Member] | Cantor [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Issuance of common stock (shares) | 1,877,170 | |||||||||||
Common stock, maximum aggregate purchase price | $ 25,000,000 | |||||||||||
Net proceeds from sale of common stock | $ 7,400,000 | |||||||||||
Securities Purchase Agreement [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Sale and issuance of warrants to purchase common stock | $ 10,000,000 | |||||||||||
Number of common stock purchased upon issuance of warrants | 22,598,870 | |||||||||||
Weighted Average Exercise Price per Share | $ 0.4425 | |||||||||||
Underwritten Public Offering [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Issuance of common stock (shares) | 2,666,667 | |||||||||||
Price per unit | $ 3.75 | |||||||||||
Number of common stock purchased upon issuance of warrants | 1,333,333 | |||||||||||
Public offering price per pre-funded warrant | $ 3.60 | |||||||||||
Per share exercise price for pre-funded warrant | $ 0.15 | |||||||||||
Measurement term | 5 years | |||||||||||
Proceeds from offering after deducting underwriting discount and other estimated offering expenses | $ 13,800,000 | |||||||||||
Weighted Average Exercise Price per Share | $ 4.50 | |||||||||||
Underwritten Public Offering [Member] | Securities Purchase Agreement [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Net proceeds from sale of common stock | $ 60,000,000 | |||||||||||
Employee Stock Purchase Plan [Member] | ||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||
Number of shares available for grant | 1,864 | 1,864 | ||||||||||
Percentage of outstanding stock maximum | 1% | |||||||||||
Number of shares available for issuance under the plan on the first day of each year | 3,729 | 3,729 | ||||||||||
Number of shares purchases by employees | 0 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Outstanding Common Stock Warrants (Details) - $ / shares | 6 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2022 | Dec. 19, 2018 | |
Class of Warrant or Right [Line Items] | |||
Number of Common Warrant Shares | 27,921,980 | 5,323,110 | |
Common Stock Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Common Warrant Shares | 7,904 | 7,904 | |
Weighted Average Exercise Price per Share | $ 388.94 | $ 388.94 | |
Expiration Date | 2024-11 | ||
2018 PIPE Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Common Warrant Shares | 34,241 | 34,241 | |
Weighted Average Exercise Price per Share | $ 30 | $ 30 | $ 30 |
Expiration Date | 2023-12 | ||
2022 Common Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Common Warrant Shares | 4,000,000 | 4,000,000 | |
Weighted Average Exercise Price per Share | $ 4.5 | $ 4.5 | |
Expiration Date | 2027-03 | ||
2022 Pre-funded Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Common Warrant Shares | 1,280,965 | 1,280,965 | |
Weighted Average Exercise Price per Share | $ 0.15 | $ 0.15 | |
Expiration Date | 2027-03 | ||
2023 Tranche A Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Common Warrant Shares | 8,598,870 | ||
Weighted Average Exercise Price per Share | $ 1.75 | ||
Expiration Date | 2026-11 | ||
2023 Tranche B Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Number of Common Warrant Shares | 14,000,000 | ||
Weighted Average Exercise Price per Share | $ 2.5 | ||
Expiration Date | 2026-11 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Stock Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 1,204 | $ 571 | $ 1,835 | $ 1,215 |
Research and Development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 470 | 151 | 652 | 311 |
General and Administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 734 | $ 420 | $ 1,183 | $ 904 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Fair Value of Award Granted Using Black-Scholes Option Pricing Model (Detail) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Risk-free interest rate | 3% | ||||
Volatility | 99% | ||||
Dividend rate | 0% | 0% | 0% | ||
Minimum [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Expected life (years) | 5 years 3 months 18 days | 5 years 6 months | 5 years 3 months 18 days | 5 years 6 months | |
Risk-free interest rate | 3.60% | 3.50% | 1.70% | ||
Volatility | 90% | 98% | 88% | ||
Maximum [Member] | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Expected life (years) | 6 years | 6 years | 6 years | 6 years | |
Risk-free interest rate | 3.90% | 4% | 3% | ||
Volatility | 93% | 99% | 93% |
Stockholders' Equity - Summar_3
Stockholders' Equity - Summary of Stock Option Transactions (Detail) - Stock Options [Member] - $ / shares | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||||
Options granted | 1,346,454 | 219,310 | 1,586,454 | 225,854 | |
2014 Plan and Inducement Plan [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||||
Beginning balance | 686,574 | ||||
Options granted | 1,586,454 | ||||
Options canceled/forfeited | (43,012) | ||||
Ending balance | 2,230,016 | 2,230,016 | 686,574 | ||
Options exercisable at end of period (shares) | 545,354 | 545,354 | |||
Options vested and expected to vest at end of period (shares) | 2,207,058 | 2,207,058 | |||
Weighted-Average Exercise Price per Share | |||||
Beginning balance (in dollars per share) | $ 28.83 | ||||
Options granted (in dollars per share) | 4.80 | ||||
Options canceled/forfeited (in dollars per share) | 75.84 | ||||
Ending balance (in dollars per share) | $ 10.83 | 10.83 | $ 28.83 | ||
Options exercisable at end of period (in dollars per share) | 22.98 | 22.98 | |||
Options vested and expected to vest at end of period (in dollars per share) | $ 10.60 | $ 10.60 | |||
Weighted Average Remaining Contractual Term | |||||
Options outstanding at end of period | 9 years 1 month 9 days | 7 years 11 months 4 days | |||
Options exercisable at end of period | 7 years 5 months 23 days | ||||
Options vested and expected to vest at end of period | 9 years 1 month 24 days |
Stockholders' Equity - Summar_4
Stockholders' Equity - Summary of Restricted Stock Unit Transactions (Detail) - Restricted Stock Units [Member] - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Restricted stock units granted | 414,710 | 0 | 414,710 | 8,967 |
Weighted-average grant date fair value | ||||
Restricted stock units granted (in dollars per share) | $ 5.25 | $ 5.4 | ||
2014 Equity Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | ||||
Beginning balance | 19,068 | |||
Restricted stock units granted | 414,710 | |||
Restricted stock units vested | (9,534) | |||
Ending balance | 424,244 | 424,244 | ||
Weighted-average grant date fair value | ||||
Beginning balance (in dollars per share) | $ 57.75 | |||
Restricted stock units granted (in dollars per share) | 5.25 | |||
Restricted stock units vested (in dollars per share) | 57.75 | |||
Restricted stock units canceled/forfeited (in dollars per share) | 0 | |||
Ending balance (in dollars per share) | $ 6.43 | $ 6.43 |
Net Loss per Share - Schedule o
Net Loss per Share - Schedule of Weighted-Average Common Shares Outstanding (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Class of Stock [Line Items] | ||||
Weighted-average common shares outstanding used to calculate basic shares | 10,423,598 | 9,339,254 | 9,938,171 | 7,348,045 |
Weighted-average common shares outstanding used to calculate diluted shares | 10,423,598 | 9,339,254 | 9,938,171 | 7,348,045 |
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Weighted-average common shares outstanding used to calculate basic shares | 9,142,633 | 8,005,921 | 8,657,206 | 6,677,695 |
Weighted-average common shares outstanding used to calculate diluted shares | 9,142,633 | 8,005,921 | 8,657,206 | 6,677,695 |
2022 Pre-funded Warrants [Member] | ||||
Class of Stock [Line Items] | ||||
Weighted-average common shares outstanding used to calculate basic shares | 1,280,965 | 1,333,333 | 1,280,965 | 670,350 |
Weighted-average common shares outstanding used to calculate diluted shares | 1,280,965 | 1,333,333 | 1,280,965 | 670,350 |
Net Loss per Share - Schedule_2
Net Loss per Share - Schedule of Potentially Dilutive Securities Outstanding Excluded from Computations of Diluted Weighted-Average Shares Outstanding (Detail) - shares | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computations of diluted weighted-average shares outstanding | 29,295,275 | 4,591,774 |
Warrants Issued to 2010/2012 Convertible Note Holders to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computations of diluted weighted-average shares outstanding | 6,804 | 6,804 |
Options to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computations of diluted weighted-average shares outstanding | 2,230,016 | 530,562 |
Outstanding Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computations of diluted weighted-average shares outstanding | 424,244 | 19,067 |
Warrants Issued to Underwriter to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computations of diluted weighted-average shares outstanding | 1,100 | 1,100 |
2018 PIPE Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computations of diluted weighted-average shares outstanding | 34,241 | 34,241 |
2022 Common Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computations of diluted weighted-average shares outstanding | 4,000,000 | 4,000,000 |
2023 Tranche A Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computations of diluted weighted-average shares outstanding | 8,598,870 | |
2023 Tranche B warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computations of diluted weighted-average shares outstanding | 14,000,000 |