Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Mar. 25, 2019 | Jun. 30, 2018 | |
Document Information [Line Items] | |||
Entity Registrant Name | ATOSSA GENETICS INC | ||
Entity Central Index Key | 0001488039 | ||
Trading Symbol | atos | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity Common Stock, Shares Outstanding (in shares) | 9,116,490 | ||
Entity Public Float | $ 4,874,099 | ||
Entity Shell Company | false | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 10,380,493 | $ 7,217,469 |
Restricted cash | 110,000 | 55,000 |
Prepaid expenses | 509,833 | 250,944 |
Research and development tax rebate receivable | 518,098 | 358,277 |
Other current assets | 30,942 | 16,344 |
Total current assets | 11,549,366 | 7,898,034 |
Furniture and equipment, net | 54,487 | 11,467 |
Intangible assets, net | 99,375 | 75,686 |
Other assets | 17,218 | 178,907 |
Total Assets | 11,720,446 | 8,164,094 |
Current liabilities | ||
Accounts payable | 353,328 | 334,901 |
Accrued expenses | 177,074 | 90,105 |
Payroll liabilities | 935,070 | 784,867 |
Stock-based compensation liability | 1,410,025 | |
Other current liabilities | 39,939 | 15,534 |
Total Current Liabilities | 2,915,436 | 1,225,407 |
Commitments and contingencies (note 13) | ||
Stockholders' equity | ||
Preferred stock - $0.001 par value; 10,000,000 shares authorized, consisting of Series A convertible preferred stock- $0.001 par value; 4,000 shares authorized, and 0 shares outstanding as of December 31, 2018 and December 31, 2017; Series B convertible preferred stock- $0.001 par value; 25,000 and 0 shares authorized, and 2,379 and 0 shares issued and outstanding as of December 31, 2018 and December 31, 2017, respectively | 2 | |
Additional paid-in capital- Series B convertible preferred stock | 2,378,997 | |
Common stock - $0.18 par value; 175,000,000 shares authorized, and 5,846,552 and 2,651,952 shares issued and outstanding, as of December 31, 2018 and December 31, 2017, respectively | 1,052,372 | 477,342 |
Additional paid-in capital | 82,204,902 | 71,887,674 |
Accumulated deficit | (76,831,263) | (65,426,329) |
Total Stockholders' Equity | 8,805,010 | 6,938,687 |
Total Liabilities and Stockholders' Equity | $ 11,720,446 | $ 8,164,094 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 |
Common stock, par value (in dollars per share) | $ 0.18 | $ 0.18 |
Common stock, authorized (in shares) | 175,000,000 | 175,000,000 |
Common stock, issued (in shares) | 5,846,552 | 2,651,952 |
Common stock, outstanding (in shares) | 5,846,552 | 2,651,952 |
Series A Convertible Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (in shares) | 4,000 | 4,000 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Preferred stock, issued (in shares) | 0 | |
Series B Convertible Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (in shares) | 25,000 | 0 |
Preferred stock, outstanding (in shares) | 2,379 | 0 |
Preferred stock, issued (in shares) | 2,379 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Operating Expenses | ||
Research and development | $ 4,209,981 | $ 2,328,087 |
General and administrative | 7,224,252 | 4,859,369 |
Impairment of intangible assets | 0 | 461,715 |
Total operating expenses | 11,434,233 | 7,649,171 |
Operating loss | (11,434,233) | (7,649,171) |
Change in fair value of common stock warrants | (280,747) | |
Warrant financing expense | (192,817) | |
Other income | 29,299 | 154 |
Loss before income taxes | (11,404,934) | (8,122,581) |
Income taxes | 0 | 0 |
Net loss | (11,404,934) | (8,122,581) |
Deemed dividend attributable to preferred stock | (11,479,308) | (2,568,132) |
Net loss applicable to common shareholders | $ (22,884,242) | $ (10,690,713) |
Loss per common share -basic and diluted (in dollars per share) | $ (5.50) | $ (10.97) |
Weighted average shares outstanding - basic and diluted (in shares) | 4,157,746 | 974,773 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Sale of Common Stock in Class A Units [Member]Preferred Stock [Member]Series A Convertible Preferred Stock [Member] | Sale of Common Stock in Class A Units [Member]Preferred Stock [Member]Series B Convertible Preferred Stock [Member] | Sale of Common Stock in Class A Units [Member]Preferred Stock Additional Paid-in Capital [Member]Series A Convertible Preferred Stock [Member] | Sale of Common Stock in Class A Units [Member]Preferred Stock Additional Paid-in Capital [Member]Series B Convertible Preferred Stock [Member] | Sale of Common Stock in Class A Units [Member]Common Stock [Member] | Sale of Common Stock in Class A Units [Member]Common Stock Additional Paid-in Capital [Member] | Sale of Common Stock in Class A Units [Member]Retained Earnings [Member] | Sale of Common Stock in Class A Units [Member] | Preferred Stock [Member]Series A Convertible Preferred Stock [Member] | Preferred Stock [Member]Series B Convertible Preferred Stock [Member] | Preferred Stock Additional Paid-in Capital [Member]Series A Convertible Preferred Stock [Member] | Preferred Stock Additional Paid-in Capital [Member]Series B Convertible Preferred Stock [Member] | Common Stock [Member] | Common Stock Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2016 | 315,576 | |||||||||||||||
Balance at Dec. 31, 2016 | $ 56,804 | $ 60,344,050 | $ (57,303,748) | $ 3,097,106 | ||||||||||||
Issuance of stock and warrants net of issuance costs (in shares) | 1,483,333 | |||||||||||||||
Issuance of stock and warrants net of issuance costs | $ 267,001 | 5,895,587 | 6,162,588 | |||||||||||||
Issuance of stock, net of issuance costs (in shares) | 99,500 | |||||||||||||||
Issuance of stock, net of issuance costs | $ 17,910 | $ 811,774 | $ 829,684 | |||||||||||||
Allocation of Class A unit proceeds to warrant liability | (328,350) | (328,350) | ||||||||||||||
Issuance of Series A convertible preferred stock in Class B units, net of issuance costs of $267,231 (in shares) | 292 | |||||||||||||||
Issuance of Series A convertible preferred stock in Class B units, net of issuance costs of $267,231 | $ 4 | 3,234,769 | 3,234,773 | |||||||||||||
Allocation of convertible preferred stock to warrants and beneficial conversion feature | (2,568,132) | 1,284,066 | (1,284,066) | |||||||||||||
Deemed dividend on convertible preferred stock | 2,568,132 | (2,568,132) | ||||||||||||||
Conversion of convertible preferred stock to common stock (in shares) | (292) | (389,111) | ||||||||||||||
Conversion of convertible preferred stock to common stock | $ (4) | (3,234,769) | $ (70,040) | (3,164,733) | ||||||||||||
Conversion of convertible preferred stock to common stock (in shares) | 292 | 389,111 | ||||||||||||||
Conversion of convertible preferred stock to common stock | $ 4 | 3,234,769 | $ 70,040 | 3,164,733 | ||||||||||||
Reclassification of warrant liability upon exercise of common stock warrants (in shares) | 124,236 | |||||||||||||||
Reclassification of warrant liability upon exercise of common stock warrants | $ 22,362 | 1,870,798 | 1,893,160 | |||||||||||||
Issuance of common stock upon warrant exercise for cash on liability warrant exercise (in shares) | 240,196 | |||||||||||||||
Issuance of common stock upon warrant exercise for cash on liability warrant exercise | $ 43,225 | 706,008 | 749,233 | |||||||||||||
Amortization of commitment shares | (79,410) | (79,410) | ||||||||||||||
Compensation cost for stock options granted | 786,550 | 786,550 | ||||||||||||||
Net loss | (8,122,581) | (8,122,581) | ||||||||||||||
Balance (in shares) at Dec. 31, 2017 | 2,651,952 | |||||||||||||||
Balance at Dec. 31, 2017 | $ 477,342 | 71,887,674 | (65,426,329) | 6,938,687 | ||||||||||||
Deemed dividend on convertible preferred stock | (2,568,132) | 2,568,132 | ||||||||||||||
Issuance of stock and warrants net of issuance costs (in shares) | 13,624 | |||||||||||||||
Issuance of stock and warrants net of issuance costs | $ 14 | 6,926,778 | 5,363,759 | 12,290,551 | ||||||||||||
Allocation of convertible preferred stock to warrants and beneficial conversion feature | (4,782,100) | 4,782,100 | ||||||||||||||
Deemed dividend on convertible preferred stock | 11,479,308 | (11,479,308) | ||||||||||||||
Conversion of convertible preferred stock to common stock (in shares) | (11,245) | (3,194,600) | ||||||||||||||
Conversion of convertible preferred stock to common stock | $ (12) | (11,244,989) | $ (575,030) | (10,669,971) | ||||||||||||
Conversion of convertible preferred stock to common stock (in shares) | 11,245 | 3,194,600 | ||||||||||||||
Conversion of convertible preferred stock to common stock | $ 12 | 11,244,989 | $ 575,030 | 10,669,971 | ||||||||||||
Amortization of commitment shares | (72,790) | (72,790) | ||||||||||||||
Compensation cost for stock options granted | 1,053,496 | 1,053,496 | ||||||||||||||
Net loss | (11,404,934) | (11,404,934) | ||||||||||||||
Balance (in shares) at Dec. 31, 2018 | 2,379 | 5,846,552 | ||||||||||||||
Balance at Dec. 31, 2018 | $ 2 | 2,378,997 | $ 1,052,372 | 82,204,902 | (76,831,263) | 8,805,010 | ||||||||||
Deemed dividend on convertible preferred stock | $ (11,479,308) | $ 11,479,308 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parentheticals) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Sale of Common Stock in Class A Units [Member] | ||
Issuance of common stock, issuance costs | $ 65,816 | |
Issuance of common stock and warrants, issuance costs | $ 1,333,449 | 768,412 |
Issuance of common stock, issuance costs | $ 267,231 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (11,404,934) | $ (8,122,581) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Compensation cost for stock options granted | 1,053,496 | 786,550 |
Loss on disposal of assets | 17,695 | |
Impairment of intangible assets | 0 | 461,715 |
Depreciation and amortization | 44,197 | 128,994 |
Change in fair value of common stock warrants | 280,747 | |
Warrant financing expense | 192,817 | |
Change in stock-based compensation liability | 1,410,025 | |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (258,889) | (79,343) |
Research and development tax rebate receivable | (159,821) | (358,277) |
Other assets | 74,301 | (80,408) |
Accounts payable | 18,427 | 80,581 |
Payroll liabilities | 150,203 | 14,968 |
Accrued expenses | 86,969 | 73,141 |
Other current liabilities | 24,405 | 9,451 |
Net cash used in operating activities | (8,961,621) | (6,593,950) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Purchase of furniture and equipment | (110,906) | |
Net cash used in investing activities | (110,906) | |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from issuance of Series B convertible preferred stock and warrants, net of issuance costs | 12,290,551 | |
Proceeds from issuance of Class A and Class B Units, net of issuance costs | 3,871,636 | |
Proceeds from exercise of warrants | 749,233 | |
Proceeds from issuance of common stock and warrants, net of issuance costs | 6,162,588 | |
Net cash provided by financing activities | 12,290,551 | 10,783,457 |
NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 3,218,024 | 4,189,507 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, BEGINNING BALANCE | 7,272,469 | 3,082,962 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH, ENDING BALANCE | 10,490,493 | 7,272,469 |
SUPPLEMENTAL DISCLOSURES | ||
Interest Paid | 330 | |
NONCASH INVESTING AND FINANCING ACTIVITIES | ||
Amortization of commitment shares | $ 72,790 | $ 79,410 |
Note 1 - Nature of Operations
Note 1 - Nature of Operations | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Nature of Operations [Text Block] | 1: Atossa Genetics Inc. (the “Company”) was incorporated on April 30, 2009, December 31. |
Note 2 - Liquidity and Capital
Note 2 - Liquidity and Capital Resources | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Substantial Doubt about Going Concern [Text Block] | NOTE 2: LIQUIDITY The Company has incurred net losses and negative operating cash flows since inception. For the year ended December 31, 2018, $11.4 $9.0 December 31, 2018, $10.4 $8.6 March 2019, $11.3 March 25, 2019, $19.3 not March 2019, one not may not may |
Note 3 - Summary of Accounting
Note 3 - Summary of Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Basis of Presentation and Significant Accounting Policies [Text Block] | NOTE 3: Basis of Presentation: The accompanying consolidated financial statements have been prepared pursuant to the rules of the Securities and Exchange Commission (“SEC”) and in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The accompanying consolidated financial statements include the financial statements of Atossa Genetics Inc. and its wholly-owned subsidiaries. All significant intercompany account balances and transactions have been eliminated in consolidation. On April 20, 2018, 1 12 12 one $0.18 not April 20, 2018. Use of Estimates: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. Recently Issued Accounting Pronouncements: In February 2016, No. 2016 02, Lease Accounting Topic 842. December 15, 2018 two one one January 1, 2019 not 2016 02, $100,000, footnote 13. In November 2016, No. 2016 18, Statement of Cash Flows No. 2016 18 January 1, 2018 December 31, 2018 2017, $110,000 $55,000, no In July 2017, 2017 11, Accounting for Certain Financial Instruments with Down Round Features and Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception not no no 260 December 15, 2018. No. 2017 11 January 1, 2018. not not In June 2018, 2018 07, Compensation-Stock Compensation Improvements to Nonemployee Share Based Payment Accounting. 718 718 718 not 606, Revenue from Contracts with Customers December 15, 2018, No. 2018 17 April 1, 2018 not In June 2018, 2018 08, Not 958 not 958 December 15, 2018. Research and Development All research and development costs are expensed as incurred. Income Taxes The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered or settled. Realization of deferred tax assets is dependent upon future taxable income. A valuation allowance is recognized if it is more likely than not not not first not Cash and Cash Equivalents Cash and cash equivalents include cash and all highly liquid instruments with original maturities of three Furniture and Equipment Furniture and equipment are stated at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When furniture and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation is computed using the straight-line method over the estimated useful lives ranging from three five Furniture and equipment amounted to $216,000 $171,000 December 31, 2018 2017, $162,000 $160,000 December 31, 2018 2017, December 31, 2018 2017 $14,386 $25,956, The Company periodically evaluates the carrying value of long-lived assets to be held and used and, if necessary, records impairment losses when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-loved assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal. For the years ended December 31, 2018 2017, no Fair Value Measurements The Company records financial assets and liabilities measured on a recurring and non-recurring basis as well as all non-financial assets and liabilities subject to fair value measurement at the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. These fair value principles prioritize valuation inputs across three 1 2 3 Intangible Assets Intangible assets consist of intellectual property and software acquired. Intangibles are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets might not not During the year ended December 31, 2017, $461,715 December 31, 2017, zero December 31, 2017. No December 31, 2018. We determined the fair values of the Acueity intangibles using an income approach (Level 3 48.50%. 820, Fair Value Measurements Amortization of intangible assets is computed using the straight-line method over the estimated useful lives ranging from three ten Intangible assets amounted to $192,000 $234,000 December 31, 2018 2017, $93,000 $158,000 December 31, 2018 2017, December 31, 2018 2017 $29,811 $103,038, Financial Instruments with Characteristics of Both Liabilities and Equity During the year ended December 31, 2017, no December 31, 2018 2017. Share-Based Payments The Company follows the provisions of ASC Topic 718, Compensation - Stock Compensation 718” 718 The fair value of each option grant is estimated using the Black-Scholes option-pricing model, which requires assumptions regarding the expected volatility of the stock options, the expected life of the options, an expectation regarding future dividends on the Company’s common stock, and estimation of an appropriate risk-free interest rate. The Company’s expected common stock price volatility assumption is based upon the historical volatility of our stock price. The expected life assumption for stock options grants was based upon the simplified method provided for under ASC 718 10, ten one four zero no |
Note 4 - Restricted Cash
Note 4 - Restricted Cash | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Restricted Assets Disclosure [Text Block] | NOTE 4: Our restricted cash balance of $110,000 $55,000 December 31, 2018 2017, |
Note 5 - Prepaid Expenses
Note 5 - Prepaid Expenses | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Prepaid Expenses [Text Block] | NOTE 5: Prepaid expenses consisted of the following: December 31, December 31, 2018 2017 Prepaid insurance $ 160,576 $ 125,056 Prepaid research and development 218,090 Professional services 110,094 97,788 Retainer and security deposits 16,718 14,218 Other 4,355 13,882 Total prepaid expenses $ 509,833 $ 250,944 |
Note 6 - Research and Developme
Note 6 - Research and Development Tax Rebate Receivable | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Research and Development Tax Rebate Receivable [Text Block] | NOTE 6: On May 23, 2017, 1 2 $0.435 December 31, 2018 2017, $851,000 $824,000, $370,000 $358,000 December 31, 2018 2017, December 31, 2018, $518,000 $148,000 December 31, 2017. |
Note 7 - Payroll Liabilities
Note 7 - Payroll Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block] | NOTE 7 : PAYROLL LIABILITIES Payroll liabilities consisted of the following: December 31, 2018 December 31, 2017 Accrued bonus payable $ 697,995 $ 566,000 Accrued vacation 160,740 147,861 Accrued payroll liabilities 76,335 71,006 Total payroll liabilities $ 935,070 $ 784,867 |
Note 8 - Fair Value of Financia
Note 8 - Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | NOTE 8 : FAIR VALUE OF FINANCIAL INSTRUMENTS There were no December 31, 2018 December 31, 2017. Warrants issued in the April 3, 2017, 9, not not 3 The following table summarizes the changes in the Company’s Level 3 December 31, 2017: Warrant liability Beginning balance $ Issuances of warrants 1,612,413 Warrant exercises (1,893,160 ) Change in fair value 280,747 Ending balance $ The Company’s intangible assets are classified within Level 3 3 There were no 1, 2 3 December 31, 2018 December 31, 2017. |
Note 9 - Stockholders' Equity
Note 9 - Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 9 : STOCKHOLDERS’ EQUITY The Company is authorized to issue a total of 185,000,000 175,000,000 $0.18 10,000,000 $0.001 750,000 $0.001 4,000 $0.001 25,000 $0.001 No December 31, 2018. On May 19, 2014, May 26, 2014, one one 1 15% 15% 2.0% 2 $15.00, $30.00 2017 On March 28, 2017, April 3, 2017. $4.4 $3.9 The offering included 55,333 $9.00 55,333 55,333 292 $12,000 292 389,111 389,111 44,167 44,167 $4.4 $11.25, five As of December 31, 2017, April 3, 2017 no Accounting Treatment The Company allocated the proceeds from the sale of the Class A and Class B units to the separate securities issued. The Company determined that, on the date of issuance, the warrants were not not The Company allocated the amount representing the fair value of the warrants at the date of issuance separately to the warrant liability and recorded the remaining proceeds as common stock, in the case of the Class A units, or as Series A convertible preferred stock, in the case of the Class B units. Due to the allocation of a portion of the proceeds to the warrants, the Series A convertible preferred stock contained a beneficial conversion feature upon issuance, which was recorded in the amount of $1,284,066 $1,284,066 $2,568,132 Exercise of 2017 On June 29, 2017, April 3, 2017. $3.12 $6.24 8:00 June 30, 2017. 250,000 125,000 1933, March 28, 2017, 45 not third 2017, no April 3, 2017, The following table summarizes the 2017 Shares Weighted Outstanding as of January 1, 2017 Warrants granted 488,611 $ 11.25 Warrants exercised (488,611 ) 3.12 Outstanding as of December 31, 2017 The Company estimated the fair value of the warrants using the Monte Carlo simulation (MCS) model, which is a type of income approach, where the current value of an asset is expressed as the sum of probable future cash flows across various scenarios and time frames discounted for risk and time. The significant assumptions included timing of future rounds of financing, timing and success rates of oncology clinical trials, and the probability of a merger and acquisition adjusted for a lack of marketability discount. The MCS model also included a full term and an early conversion scenario that were each weighted at 50% Inputs used in the valuation of the warrants at the issuance date of April 3, 2017 June 30, 2017, April 2017 2017 none December 31, 2017. Initial valuation Common stock price $9.00 Exercise price $11.25 Expected volatility 50% Dividend yield 0% Risk-free interest rate 0.79% - 1.88% Expected term (in years) 0.24 - 5 June 30, 2017 valuation Common stock price $6.00 Exercise price $3.12 Expected volatility 50% Dividend yield 0% Risk-free interest rate 0.79 - 1.88% Expected term (in years) 0.08 - 4.76 Conversion of Series A Convertible Preferred Stock During the year ended December 31, 2017, 292 389,111 111 December 31, 2017 2018, no October 2017 On October 26, 2017, October 30, 2017. $5.5 $4.9 The offering included 958,333 $5.28 83,333 $5.28 $5.5 December 2017 On December 20, 2017, December 20, 2017, 441,667 $3.24 $1.4 $1.2 Concurrently with the public offering the Company also commenced a private placement whereby it issued and sold Class A and Class B Warrants, exercisable for an aggregate of 883,333 $3.78 $3.78 six first None not no December 22, 2018, 2018 On May 9, 2018, 1 25,000 $1,000 one 284 On May 29, 2018, $0.001 25,000 On May 30, 2018, 13,624 13,624 3,869,216 one $4.048 “2018 $12.3 Series B Convertible Preferred Stock The terms and provisions of our Series B convertible preferred stock are: Conversion. first $1,000 $3.52 not 9.99% Fundamental Transactions. 50% 50% Dividends. Voting Rights. no Liquidation Preference . Redemption Rights. not not 2018 The terms and conditions of the warrants included in the 2018 Exercisability four The number of shares of common stock issuable upon exercise of the warrants is subject to adjustment in certain circumstances, including a stock split of, stock dividend on, or a subdivision, combination or recapitalization of the common stock. Upon the merger, consolidation, sale of substantially all of our assets, or other similar transaction, the holders of warrants shall, at the option of the company, be required to exercise the warrants immediately prior to the closing of the transaction, or such warrants shall automatically expire. Upon such exercise, the holders of warrants shall participate on the same basis as the holders of common stock in connection with the transaction. Cashless Exercise no not may Exercise Price one $4.048 not 4.99% may no 9.99% Transferability may may Exchange Listing not Rights as Stockholder not Redemption Rights may $0.18 $10.56 ten may not first Accounting Treatment The Company allocated the proceeds from the sale of the Series B convertible preferred stock and the warrants to purchase common stock to the separate securities issued. The Company allocated the amount representing the fair value of the warrants at the date of issuance to common stock based on the relative warrant fair value in the amount of $5,363,759, $4,782,100 $11,479,308, $4,782,100, $5,363,759, $1,333,449. $11,479,308 Outstanding Warrants As of December 31, 2018, 3,875,699 Outstanding Warrants to Purchase Shares Exercise Price Expiration Date 2014 public offering 6,483 $ 540.00 January 29, 2019 2018 warrants 3,869,216 4.05 May 30, 2022 3,875,699 Conversion of Series B Convertible Preferred Stock During the year ended December 31, 2018, 11,245 3,194,600 284 |
Note 10 - Net Loss Per Share
Note 10 - Net Loss Per Share | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | NOTE 1 0 : NET LOSS PER SHARE The Company accounts for and discloses net income (loss) per common share in accordance with Accounting Standards Codification ("ASC") Topic 260, Earnings Per Share The following table summarizes the Company’s calculation of net loss per common share: Year Ended December 31, 2018 2017 Numerator Net loss $ (11,404,934 ) $ (8,122,581 ) Deemed dividend attributable to preferred stock (11,479,308 ) (2,568,132 ) Net loss attributable to common shareholders $ (22,884,242 ) $ (10,690,713 ) Denominator Weighted average common shares outstanding used to compute net loss per share, basic and diluted 4,157,746 974,773 Net loss per share of common stock, basic and diluted: $ (5.50 ) $ (10.97 ) The following table sets forth the number of potential common shares excluded from the calculation of net loss per diluted share, because including them would be anti-dilutive: Year Ended December 31, 2018 2017 Options to purchase common stock 487,941 117,301 Series A convertible preferred stock 55,835 Series B convertible preferred stock 774,983 Warrants to purchase common stock 3,054,481 202,063 4,317,405 375,199 |
Note 11 - Income Taxes
Note 11 - Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 1 1 : INCOME TAXES The Company accounts for income taxes using the asset and liability method, under which deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not On December 22, 2017, 2017 “2017 2017 35% 21%, 740, Accounting for Income Taxes During the year ended December 31, 2017, $1.9 2017 35% 21%, The Company did not December 31, 2018 2017, As of December 31, 2018 2017 Expected federal income tax benefit $ (2,395,036 ) $ (2,761,678 ) Stock compensation 169,957 197,336 Other permanent items 1,616 2,668 Effect of change in valuation allowance 2,223,463 (15,344,015 ) Prior year true-up (126,031 ) Tax rate change 1,912,427 Effect of NOL limitation 16,119,293 Actual federal income tax benefit $ $ The components of net deferred tax assets and liabilities are as follows: Year Ended December 31, 2018 2017 Deferred tax assets Obsolete inventory $ 21,881 $ 21,881 Accrued vacation 33,755 31,051 Accrued bonuses 99,666 Stock-based compensation 968,170 620,789 Basis difference in fixed assets 33,241 33,241 Intangible assets, net 572,687 634,521 Contribution, carryforward 707 677 Net operating loss carryforwards 2,588,401 747,589 Capital loss carryforward 1,027,111 1,027,111 Valuation allowance (5,312,769 ) (3,089,306 ) Deferred tax asset $ 32,850 $ 27,554 Deferred tax liabilities Other $ (32,850 ) $ (27,554 ) Net deferred tax asset $ $ Based on an assessment of all available evidence including, but not not not may may 382. three 50 may 382 The Company has incurred net operating losses from inception. At December 31, 2018, $58.2 May 2018 October 2017, 382. December 31, 2018, 12.3 December 31, 2017 2029 2038, 2018 not $5.3 $3.1 December 31, 2018 2017, $2.2 2017 2018 $15.5 2016 2017. The Company files income tax returns in the U.S. The Company is subject to tax examinations for the 2012 no not 12 not |
Note 12 - Concentration of Cred
Note 12 - Concentration of Credit Risk | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Concentration Risk Disclosure [Text Block] | NOTE 1 2 : CONCENTRATION OF CREDIT RISK Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash deposits. Accounts at each institution are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000. December 31, 2018 2017, $10,052,914 $6,967,469 |
Note 13 - Commitments and Conti
Note 13 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 1 3 : COMMITMENTS AND CONTINGENCIES Lease Commitments On November 1, 2018, $3,660 22 are $73,200 $43,920 $29,280 2019 2020, The total rent expense for the years ended December 31, 2018 2017, $31,457 $33,285, On October 30, 2018, 36 $42,228, $14,904, $14,904 $12,420 2019, 2020 2021, Litigation and Contingencies On October 10, 2013, Cook v. Atossa Genetics, Inc., et al. No. 2:13 01836 November 2012 11 12 2 15, 10 20A 10b 5 November 8, 2012 October 4, 2013, unspecific amount. March 23, 2018, $3.5 July 20, 2018 We are subject to other legal proceedings and claims that arise in the normal course of business. We believe these matters are either without merit or of a kind that should not |
Note 14 - Stock Based Compensat
Note 14 - Stock Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | NOTE 1 4 : STOCK BASED COMPENSATION Stock Option and Incentive Plan On September 28, 2010, 2010 “2010 may 2010 September 2020. No may 2010 10 5,556 2010 May 18, 2016, 11,111 2010 May 9, 2017, 125,000 2010 April 12, 2018, 500,000 2010 The following table presents the automatic additions to the 2010 2010 January 1, Number of 2012 2,502 2013 2,871 2014 4,128 2015 5,463 2016 7,257 2017 12,623 2018 106,076 Total additional shares 140,920 The Company granted options to purchase 611,668 143,027 December 31, 2018 2017, 2018 2017 $2.02 $4.80, 3,575 2010 December 31, 2018, 2010 233,862 2010 January 1, 2019. Compensation costs associated with the Company’s stock options are recognized, based on the grant-date fair values of these options, over the requisite service period, or vesting period. Accordingly, the Company recognized stock-based compensation expense of $1,053,496 $786,550 December 31, 2018 2017, Year Ended December 31, 201 8 201 7 General and administrative $ 809,110 $ 621,668 Research and development 244,386 164,882 Total stock compensation expense $ 1,053,496 $ 786,550 The fair value of stock options granted for the years ended December 31, 2018 2017, Year ended December 31, 201 8 201 7 Risk free interest rate 2.47% - 2.71% 1.86% - 2.04% Expected term (in years) 5.24 - 5.57 5.32 - 6.36 Dividend yield -% -% Expected volatility 108.81% - 126.43% 112.86% - 114.19 Options issued and outstanding as of December 31, 2018, Number of Weighted- Weighted- Aggregate Outstanding as of January 1, 2018 172,510 $ 49.27 $ Granted 611,668 2.39 Forfeited (795 ) 562.55 Outstanding as of December 31, 2018 783,383 12.14 9.17 $ Exercisable as of December 31, 2018 317,042 24.39 8.97 $ Vested and expected to vest 783,383 12.14 9.17 $ At December 31, 2018, 466,341 $1,152,367. 1.45 Executive Option Grants Classified as Liabilities ( "2018 On June 27, 2018, 2,300,000 700,000 2010 2010 January 13, 2019, 2018 The Liability Grants were exercisable for shares of common stock at an exercise price of $2.38 ten not The Liability Grants were subject to vesting requirements. Twenty- five 50% two 25% December 31, 2018, December 31, 2018, 1,125,000 $857,673. 1.5 Compensation costs associated with the Liability Grants were initially recognized, based on the grant-date fair values of these options, over the requisite or vesting period for time-based options or when it is probable the performance criteria were achieved for options that vest based on performance. Compensation cost was remeasured each period based on the market value of our underlying stock until award vesting or settlement. For the year ended December 31, 2018, $1,410,025, Year Ended December 31, 2018 General and administrative $ 869,515 Research and development 540,510 Total stock compensation expense $ 1,410,025 The fair value of liability options granted for the year ended December 31, 2018, Year Ended December 31 , 2018 Risk free interest rate 2.51 - 2.94% Expected term (in years) 4.5 - 5.0 Stock price $1.02 - $2.38 Dividend yield % Expected volatility 122.0 - 125.0% Refer to footnote 16 |
Note 15 - Restatement to Previo
Note 15 - Restatement to Previously Issued Condensed Consolidated Financial Statements | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Reclassifications [Text Block] | NOTE 15: The Company has corrected an inadvertent error in the calculation of the deemed dividend on Series B convertible preferred stock in the financial statements for the three six June 30, 2018 10 August 13, 2018 ( 10 May 2018 10 not not three six June 30, 2018 $4,782,100, $11,479,308. not In accordance with applicable generally accepted accounting principles, the Company has calculated and recognized adjustments accordingly. The following table shows the effect of the restatement on certain line items within the Company’s Condensed Consolidated Statement of Operations for the three six June 30, 2018: For the Three Months Ended For the Six Months Ended Previously Reported Restated Previously Reported Restated Deemed dividend attributable to preferred stock $ (4,782,100 ) $ (11,479,308 ) $ (4,782,100 ) $ (11,479,308 ) Net loss applicable to common stockholders $ (8,924,677 ) $ (15,621,885 ) $ (10,799,059 ) $ (17,496,267 ) Loss per common share -basic and diluted $ (2.90 ) $ (5.08 ) $ (3.77 ) $ (6.11 ) The following table shows the effect of the restatement on certain line items within the Company’s Condensed Consolidated Statement of Stockholders’ Equity for the six June 30, 2018: Preferred Stock Additional Paid-in Capital Common Stock Additional Paid-in Capital Previously Reported Restated Previously Reported Restated Issuance of Series B convertible preferred stock, net of issuance costs $ 12,290,537 $ 6,926,778 $ 0 $ 5,363,759 Deemed Dividend on Series B convertible preferred stock $ 4,782,100 $ 11,479,308 $ (4,782,100 ) $ (11,479,308 ) Conversion of Series B convertible preferred stock to common stock $ (7,056,421 ) $ (7,821,992 ) $ 6,656,442 $ 7,422,013 |
Note 16 - Subsequent Events
Note 16 - Subsequent Events | 12 Months Ended |
Dec. 31, 2018 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | NOTE 16 : SUBSEQUENT EVENTS Stock Option and Incentive Plan June 27, 2018, 2,300,000 700,000 “2018 2018 2018 not On January 13, 2019, 2018 no no January 13, 2019, 2,300,000 800,000 “2019 2019 $1.36 not January 13, 2019, 2019 2019 not 2018 2019 not 3,575 December 31, 2018, 2019 The above actions were unanimously approved by the disinterested members of the Board of Directors. The above actions are intended to eliminate the Company’s potential liability associated with the Net Cash Exercise Provision of the liability options, and to allow the stockholders of the Company the opportunity to vote on the Amended Plan, which includes shares issuable upon exercise of the 2019 Warrant Exercises In March 2019, $11.3 May 30, 2018. 2.8 2.8 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation: The accompanying consolidated financial statements have been prepared pursuant to the rules of the Securities and Exchange Commission (“SEC”) and in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The accompanying consolidated financial statements include the financial statements of Atossa Genetics Inc. and its wholly-owned subsidiaries. All significant intercompany account balances and transactions have been eliminated in consolidation. On April 20, 2018, 1 12 12 one $0.18 not April 20, 2018. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Actual results could differ from those estimates. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Issued Accounting Pronouncements: In February 2016, No. 2016 02, Lease Accounting Topic 842. December 15, 2018 two one one January 1, 2019 not 2016 02, $100,000, footnote 13. In November 2016, No. 2016 18, Statement of Cash Flows No. 2016 18 January 1, 2018 December 31, 2018 2017, $110,000 $55,000, no In July 2017, 2017 11, Accounting for Certain Financial Instruments with Down Round Features and Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception not no no 260 December 15, 2018. No. 2017 11 January 1, 2018. not not In June 2018, 2018 07, Compensation-Stock Compensation Improvements to Nonemployee Share Based Payment Accounting. 718 718 718 not 606, Revenue from Contracts with Customers December 15, 2018, No. 2018 17 April 1, 2018 not In June 2018, 2018 08, Not 958 not 958 December 15, 2018. |
Research and Development Expense, Policy [Policy Text Block] | Research and Development All research and development costs are expensed as incurred. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes under the asset and liability method. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using enacted tax rates and laws that are expected to be in effect when the differences are expected to be recovered or settled. Realization of deferred tax assets is dependent upon future taxable income. A valuation allowance is recognized if it is more likely than not not not first not |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents include cash and all highly liquid instruments with original maturities of three |
Property, Plant and Equipment, Policy [Policy Text Block] | Furniture and Equipment Furniture and equipment are stated at cost less accumulated depreciation. Expenditures for maintenance and repairs are charged to earnings as incurred; additions, renewals and betterments are capitalized. When furniture and equipment are retired or otherwise disposed of, the related cost and accumulated depreciation are removed from the respective accounts, and any gain or loss is included in operations. Depreciation is computed using the straight-line method over the estimated useful lives ranging from three five Furniture and equipment amounted to $216,000 $171,000 December 31, 2018 2017, $162,000 $160,000 December 31, 2018 2017, December 31, 2018 2017 $14,386 $25,956, The Company periodically evaluates the carrying value of long-lived assets to be held and used and, if necessary, records impairment losses when indicators of impairment are present and the undiscounted cash flows estimated to be generated by those assets are less than the assets' carrying amounts. In that event, a loss is recognized based on the amount by which the carrying amount exceeds the fair market value of the long-loved assets. Loss on long-lived assets to be disposed of is determined in a similar manner, except that fair market values are reduced for the cost of disposal. For the years ended December 31, 2018 2017, no |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements The Company records financial assets and liabilities measured on a recurring and non-recurring basis as well as all non-financial assets and liabilities subject to fair value measurement at the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. These fair value principles prioritize valuation inputs across three 1 2 3 |
Intangible Assets, Finite-Lived, Policy [Policy Text Block] | Intangible Assets Intangible assets consist of intellectual property and software acquired. Intangibles are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of the assets might not not During the year ended December 31, 2017, $461,715 December 31, 2017, zero December 31, 2017. No December 31, 2018. We determined the fair values of the Acueity intangibles using an income approach (Level 3 48.50%. 820, Fair Value Measurements Amortization of intangible assets is computed using the straight-line method over the estimated useful lives ranging from three ten Intangible assets amounted to $192,000 $234,000 December 31, 2018 2017, $93,000 $158,000 December 31, 2018 2017, December 31, 2018 2017 $29,811 $103,038, |
Financial Instruments with Characteristics of Both Liabilities and Equity, Policy [Policy Text Block] | Financial Instruments with Characteristics of Both Liabilities and Equity During the year ended December 31, 2017, no December 31, 2018 2017. |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Share-Based Payments The Company follows the provisions of ASC Topic 718, Compensation - Stock Compensation 718” 718 The fair value of each option grant is estimated using the Black-Scholes option-pricing model, which requires assumptions regarding the expected volatility of the stock options, the expected life of the options, an expectation regarding future dividends on the Company’s common stock, and estimation of an appropriate risk-free interest rate. The Company’s expected common stock price volatility assumption is based upon the historical volatility of our stock price. The expected life assumption for stock options grants was based upon the simplified method provided for under ASC 718 10, ten one four zero no |
Note 5 - Prepaid Expenses (Tabl
Note 5 - Prepaid Expenses (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block] | December 31, December 31, 2018 2017 Prepaid insurance $ 160,576 $ 125,056 Prepaid research and development 218,090 Professional services 110,094 97,788 Retainer and security deposits 16,718 14,218 Other 4,355 13,882 Total prepaid expenses $ 509,833 $ 250,944 |
Note 7 - Payroll Liabilities (T
Note 7 - Payroll Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | December 31, 2018 December 31, 2017 Accrued bonus payable $ 697,995 $ 566,000 Accrued vacation 160,740 147,861 Accrued payroll liabilities 76,335 71,006 Total payroll liabilities $ 935,070 $ 784,867 |
Note 8 - Fair Value of Financ_2
Note 8 - Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Warrant liability Beginning balance $ Issuances of warrants 1,612,413 Warrant exercises (1,893,160 ) Change in fair value 280,747 Ending balance $ |
Note 9 - Stockholders' Equity (
Note 9 - Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Warrants Activity [Table Text Block] | Shares Weighted Outstanding as of January 1, 2017 Warrants granted 488,611 $ 11.25 Warrants exercised (488,611 ) 3.12 Outstanding as of December 31, 2017 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Outstanding Warrants to Purchase Shares Exercise Price Expiration Date 2014 public offering 6,483 $ 540.00 January 29, 2019 2018 warrants 3,869,216 4.05 May 30, 2022 3,875,699 |
Warrant [Member] | |
Notes Tables | |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | Initial valuation Common stock price $9.00 Exercise price $11.25 Expected volatility 50% Dividend yield 0% Risk-free interest rate 0.79% - 1.88% Expected term (in years) 0.24 - 5 June 30, 2017 valuation Common stock price $6.00 Exercise price $3.12 Expected volatility 50% Dividend yield 0% Risk-free interest rate 0.79 - 1.88% Expected term (in years) 0.08 - 4.76 |
Note 10 - Net Loss Per Share (T
Note 10 - Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Year Ended December 31, 2018 2017 Numerator Net loss $ (11,404,934 ) $ (8,122,581 ) Deemed dividend attributable to preferred stock (11,479,308 ) (2,568,132 ) Net loss attributable to common shareholders $ (22,884,242 ) $ (10,690,713 ) Denominator Weighted average common shares outstanding used to compute net loss per share, basic and diluted 4,157,746 974,773 Net loss per share of common stock, basic and diluted: $ (5.50 ) $ (10.97 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Year Ended December 31, 2018 2017 Options to purchase common stock 487,941 117,301 Series A convertible preferred stock 55,835 Series B convertible preferred stock 774,983 Warrants to purchase common stock 3,054,481 202,063 4,317,405 375,199 |
Note 11 - Income Taxes (Tables)
Note 11 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | As of December 31, 2018 2017 Expected federal income tax benefit $ (2,395,036 ) $ (2,761,678 ) Stock compensation 169,957 197,336 Other permanent items 1,616 2,668 Effect of change in valuation allowance 2,223,463 (15,344,015 ) Prior year true-up (126,031 ) Tax rate change 1,912,427 Effect of NOL limitation 16,119,293 Actual federal income tax benefit $ $ |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | Year Ended December 31, 2018 2017 Deferred tax assets Obsolete inventory $ 21,881 $ 21,881 Accrued vacation 33,755 31,051 Accrued bonuses 99,666 Stock-based compensation 968,170 620,789 Basis difference in fixed assets 33,241 33,241 Intangible assets, net 572,687 634,521 Contribution, carryforward 707 677 Net operating loss carryforwards 2,588,401 747,589 Capital loss carryforward 1,027,111 1,027,111 Valuation allowance (5,312,769 ) (3,089,306 ) Deferred tax asset $ 32,850 $ 27,554 Deferred tax liabilities Other $ (32,850 ) $ (27,554 ) Net deferred tax asset $ $ |
Note 14 - Stock Based Compens_2
Note 14 - Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Disclosure of Share-based Compensation Arrangements by Share-based Payment Award [Table Text Block] | January 1, Number of 2012 2,502 2013 2,871 2014 4,128 2015 5,463 2016 7,257 2017 12,623 2018 106,076 Total additional shares 140,920 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Year ended December 31, 201 8 201 7 Risk free interest rate 2.47% - 2.71% 1.86% - 2.04% Expected term (in years) 5.24 - 5.57 5.32 - 6.36 Dividend yield -% -% Expected volatility 108.81% - 126.43% 112.86% - 114.19 |
Share-based Compensation, Stock Options, Activity [Table Text Block] | Number of Weighted- Weighted- Aggregate Outstanding as of January 1, 2018 172,510 $ 49.27 $ Granted 611,668 2.39 Forfeited (795 ) 562.55 Outstanding as of December 31, 2018 783,383 12.14 9.17 $ Exercisable as of December 31, 2018 317,042 24.39 8.97 $ Vested and expected to vest 783,383 12.14 9.17 $ |
Liability Options [Member] | |
Notes Tables | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Year Ended December 31, 2018 General and administrative $ 869,515 Research and development 540,510 Total stock compensation expense $ 1,410,025 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Year Ended December 31 , 2018 Risk free interest rate 2.51 - 2.94% Expected term (in years) 4.5 - 5.0 Stock price $1.02 - $2.38 Dividend yield % Expected volatility 122.0 - 125.0% |
Employee Stock Option [Member] | |
Notes Tables | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Year Ended December 31, 201 8 201 7 General and administrative $ 809,110 $ 621,668 Research and development 244,386 164,882 Total stock compensation expense $ 1,053,496 $ 786,550 |
Note 15 - Restatement to Prev_2
Note 15 - Restatement to Previously Issued Condensed Consolidated Financial Statements (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Notes Tables | |
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | For the Three Months Ended For the Six Months Ended Previously Reported Restated Previously Reported Restated Deemed dividend attributable to preferred stock $ (4,782,100 ) $ (11,479,308 ) $ (4,782,100 ) $ (11,479,308 ) Net loss applicable to common stockholders $ (8,924,677 ) $ (15,621,885 ) $ (10,799,059 ) $ (17,496,267 ) Loss per common share -basic and diluted $ (2.90 ) $ (5.08 ) $ (3.77 ) $ (6.11 ) Preferred Stock Additional Paid-in Capital Common Stock Additional Paid-in Capital Previously Reported Restated Previously Reported Restated Issuance of Series B convertible preferred stock, net of issuance costs $ 12,290,537 $ 6,926,778 $ 0 $ 5,363,759 Deemed Dividend on Series B convertible preferred stock $ 4,782,100 $ 11,479,308 $ (4,782,100 ) $ (11,479,308 ) Conversion of Series B convertible preferred stock to common stock $ (7,056,421 ) $ (7,821,992 ) $ 6,656,442 $ 7,422,013 |
Note 2 - Liquidity and Capita_2
Note 2 - Liquidity and Capital Resources (Details Textual) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Mar. 25, 2019 | Mar. 24, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Net Income (Loss) Attributable to Parent, Total | $ (11,404,934) | $ (8,122,581) | ||
Net Cash Provided by (Used in) Operating Activities, Total | (8,961,621) | (6,593,950) | ||
Cash and Cash Equivalents, at Carrying Value, Ending Balance | 10,380,493 | 7,217,469 | ||
Working Capital | 8,600,000 | |||
Proceeds from Warrant Exercises | $ 749,233 | |||
Subsequent Event [Member] | ||||
Cash and Cash Equivalents, at Carrying Value, Ending Balance | $ 19,300,000 | |||
Proceeds from Warrant Exercises | $ 11,300,000 | $ 11,300,000 |
Note 3 - Summary of Accountin_2
Note 3 - Summary of Accounting Policies (Details Textual) | Apr. 20, 2018 | Dec. 31, 2018USD ($)$ / shares | Dec. 31, 2017USD ($)$ / shares |
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.18 | $ 0.18 | |
Restricted Cash and Cash Equivalents, Total | $ 110,000 | $ 55,000 | |
Property, Plant and Equipment, Gross, Ending Balance | 216,000 | 171,000 | |
Accumulated Depreciation, Depletion and Amortization, Property, Plant, and Equipment, Ending Balance | 162,000 | 160,000 | |
Depreciation, Total | 14,386 | 25,956 | |
Impairment of Long-Lived Assets Held-for-use | 0 | 0 | |
Impairment of Intangible Assets (Excluding Goodwill), Total | 0 | 461,715 | |
Intangible Assets, Net (Excluding Goodwill), Total | $ 192,000 | 234,000 | |
Intangible Asset, Measurement Input | 0.485 | ||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 93,000 | 158,000 | |
Amortization of Intangible Assets, Total | 29,811 | 103,038 | |
Warrant Liabilities | $ 0 | 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term | 10 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | ||
Acueity intangible Assets [Member] | |||
Impairment of Intangible Assets (Excluding Goodwill), Total | 461,715 | ||
Intangible Assets, Net (Excluding Goodwill), Total | $ 0 | ||
Minimum [Member] | |||
Property, Plant and Equipment, Useful Life | 3 years | ||
Finite-Lived Intangible Asset, Useful Life | 3 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Vesting Term | 1 year | ||
Maximum [Member] | |||
Property, Plant and Equipment, Useful Life | 5 years | ||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Vesting Term | 4 years | ||
Reverse Stock Split [Member] | |||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 12 |
Note 4 - Restricted Cash (Detai
Note 4 - Restricted Cash (Details Textual) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Restricted Cash and Cash Equivalents, Total | $ 110,000 | $ 55,000 |
Note 5 - Prepaid Expenses - Sch
Note 5 - Prepaid Expenses - Schedule of Prepaid Expenses (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Prepaid insurance | $ 160,576 | $ 125,056 |
Prepaid research and development | 218,090 | |
Professional services | 110,094 | 97,788 |
Retainer and security deposits | 16,718 | 14,218 |
Other | 4,355 | 13,882 |
Total prepaid expenses | $ 509,833 | $ 250,944 |
Note 6 - Research and Develop_2
Note 6 - Research and Development Tax Rebate Receivable (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | May 23, 2017 | |
Research and Development Expense, Total | $ 4,209,981 | $ 2,328,087 | |
Increase (Decrease) in Research and Development Tax Rebate Receivable | 159,821 | 358,277 | |
Research and Development Tax Rebate Receivable | 518,098 | 358,277 | |
Atossa Genetics AUS Pty Ltd [Member] | |||
Research and Development Cash Rebate per Dollar | $ 0.435 | ||
Research and Development Expense, Total | 851,000 | 824,000 | |
Increase (Decrease) in Research and Development Tax Rebate Receivable | 370,000 | 358,000 | |
Research and Development Tax Rebate Receivable | $ 518,000 | $ 148,000 |
Note 7 - Payroll Liabilities -
Note 7 - Payroll Liabilities - Schedule of Payroll Liabilities (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Accrued bonus payable | $ 697,995 | $ 566,000 |
Accrued vacation | 160,740 | 147,861 |
Accrued payroll liabilities | 76,335 | 71,006 |
Total payroll liabilities | $ 935,070 | $ 784,867 |
Note 8 - Fair Value of Financ_3
Note 8 - Fair Value of Financial Instruments (Details Textual) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value, Measurements, Recurring [Member] | ||
Assets, Fair Value Disclosure | $ 0 | $ 0 |
Note 8 - Fair Value of Financ_4
Note 8 - Fair Value of Financial Instruments - Changes in Level 3 Warrant Liability (Details) - Warrant Liability [Member] | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Beginning balance | |
Issuances of warrants | 1,612,413 |
Warrant exercises | (1,893,160) |
Change in fair value | 280,747 |
Ending balance |
Note 9 - Stockholders' Equity_2
Note 9 - Stockholders' Equity (Details Textual) | May 30, 2018USD ($)$ / sharesshares | Dec. 20, 2017USD ($)$ / sharesshares | Oct. 26, 2017USD ($)$ / sharesshares | Jun. 29, 2017$ / sharesshares | Apr. 03, 2017USD ($)$ / shares$ / itemshares | Jun. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | May 29, 2018$ / sharesshares | May 09, 2018$ / itemshares | Sep. 30, 2017shares | Dec. 31, 2016$ / sharesshares | May 19, 2014$ / sharesshares |
Number of Shares Authorized to Issue | 185,000,000 | |||||||||||||
Common Stock, Shares Authorized | 175,000,000 | 175,000,000 | ||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.18 | $ 0.18 | ||||||||||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | ||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | ||||||||||||
Stockholder Rights Agreement, Number of Preferred Stock Right Distributed for Each Share of Common Stock | 1 | |||||||||||||
Stockholder Rights Agreement, Acquiring Person, Percentage of Ownership | 15.00% | |||||||||||||
Stockholder Rights Agreement, Acquiring Person, Additional Percentage of Ownership | 2.00% | |||||||||||||
Stockholder Rights Agreement, Initial Exercise Price of Each Right | $ / shares | $ 15 | |||||||||||||
Stockholder Rights Agreement, Share Price | $ / shares | $ 30 | |||||||||||||
Stock Issued During Period, Shares, New Issues | 125,000 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0 | $ 0 | ||||||||||||
Preferred Stock, Deemed Dividend | $ | $ 11,479,308 | $ 11,479,308 | $ 11,479,308 | $ 2,568,132 | ||||||||||
Lock-up Period Extension | 45 days | |||||||||||||
Class of Warrant or Right, Outstanding | 3,875,699 | 0 | 0 | |||||||||||
Proceeds from Issuance of Stock units | $ | $ 3,871,636 | |||||||||||||
Consummate a Business Combination, Percentage of Acquired Outstanding Shares | 50.00% | |||||||||||||
Consummate a Business Combination, Percentage of Aggregate Ordinary Voting Power | 50.00% | |||||||||||||
Conversion of Series A Convertible Preferred Stock into Common Stock [Member] | ||||||||||||||
Conversion of Stock, Shares Converted | 292 | |||||||||||||
Stock Issued During Period, Shares, Conversion of Convertible Securities | 389,111 | |||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 111 | |||||||||||||
Conversion of Series B Convertible Preferred Stock into Common Stock [Member] | ||||||||||||||
Conversion of Stock, Shares Converted | 11,245 | |||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 284 | |||||||||||||
Conversion of Stock, Shares Issued | 3,194,600 | |||||||||||||
The 2017 Public Offering Class B Units Warrants [Member] | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 3.12 | |||||||||||||
Class of Warrant or Right Cancelled | 250,000 | |||||||||||||
Class of Warrant or Right, Outstanding | 0 | 0 | ||||||||||||
The 2017 Public Offering Class B Units Warrants [Member] | Weighted Average [Member] | ||||||||||||||
Share Price | $ / shares | $ 6.24 | |||||||||||||
The 2018 Warrants [Member] | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 4.048 | |||||||||||||
Warrants and Rights Outstanding, Term | 4 years | |||||||||||||
Class of Warrant or Right, Outstanding | 3,869,216 | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | |||||||||||||
Warrants Exercisable, Ownership Percentage of Company’s Shares Allowed | 4.99% | |||||||||||||
Common Stock, Convertible, Ownership Percentage of Company’s Shares Allowed | 9.99% | |||||||||||||
Warrants and Rights Outstanding, Redemption Price | $ / shares | $ 0.18 | |||||||||||||
Warrants and Rights Outstanding, Redeemable, Volume-weighted-average-price of Our Common Stock | $ / shares | $ 10.56 | |||||||||||||
Warrants and Rights, Redemption Rights, Consecutive Trading Days | 10 | |||||||||||||
The 2017 Public Offering [Member] | ||||||||||||||
Proceeds from Issuance or Sale of Equity, Total | $ | $ 4,400,000 | |||||||||||||
Proceeds from Issuance or Sale of Equity, Net | $ | $ 3,900,000 | |||||||||||||
Stock Issued During Period, Shares, New Issues | 55,333 | |||||||||||||
Adjustments to Additional Paid in Capital, Beneficial Conversion Feature on Preferred Stock | $ | $ 1,284,066 | |||||||||||||
The 2017 Public Offering [Member] | The 2017 Public Offering Class A Units Warrants [Member] | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 55,333 | |||||||||||||
The 2017 Public Offering [Member] | The 2017 Public Offering Class B Units Warrants [Member] | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 389,111 | |||||||||||||
Over-Allotment Option [Member] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 83,333 | 44,167 | ||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 5.28 | |||||||||||||
Over-Allotment Option [Member] | The 2017 Public Offering Over-allotment Warrants [Member] | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 44,167 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 11.25 | |||||||||||||
Warrants and Rights Outstanding, Term | 5 years | |||||||||||||
October 2017 Public Offering [Member] | ||||||||||||||
Proceeds from Issuance or Sale of Equity, Net | $ | $ 4,900,000 | |||||||||||||
Stock Issued During Period, Shares, New Issues | 958,333 | |||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 5,500,000 | |||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 5.28 | |||||||||||||
December 2017 Public Offering and Private Placement [Member] | ||||||||||||||
Proceeds from Issuance or Sale of Equity, Net | $ | $ 1,200,000 | |||||||||||||
Stock Issued During Period, Shares, New Issues | 441,667 | |||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 1,400,000 | |||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 3.24 | |||||||||||||
December 2017 Public Offering and Private Placement [Member] | Class A and Class B Warrants [Member] | ||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 883,333 | |||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 3.78 | |||||||||||||
Warrants and Rights Outstanding, Term | 1 year | |||||||||||||
Class of Warrant or Right, Exercisable Period | 180 days | |||||||||||||
The 2018 Subscription Rights Offering [Member] | ||||||||||||||
Number of Units Sold | 13,624 | |||||||||||||
Purchase Price of Unit | $ / item | 1,000 | |||||||||||||
Adjustments to Additional Paid in Capital, Beneficial Conversion Feature on Preferred Stock | $ | $ 4,782,100 | |||||||||||||
Preferred Stock, Deemed Dividend | $ | 11,479,308 | |||||||||||||
Number of Units Authorized to Purchase, Maximum | 25,000 | |||||||||||||
Number of Series B Convertible Preferred Stock and Warrant in Each Unit | 1 | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 284 | |||||||||||||
Proceeds from Issuance of Stock units | $ | $ 12,300,000 | |||||||||||||
Payments of Stock Issuance Costs | $ | 1,333,449 | |||||||||||||
The 2018 Subscription Rights Offering [Member] | The 2018 Warrants [Member] | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 4.048 | |||||||||||||
Class of Warrant or Right, Outstanding | 3,869,216 | |||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | |||||||||||||
Warrants Allocated to Common Stock , Net of Issuance Cost | $ | $ 5,363,759 | |||||||||||||
Series A Junior Participating Preferred Stock [Member] | ||||||||||||||
Preferred Stock, Shares Authorized | 750,000 | |||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | |||||||||||||
Preferred Stock, Shares Issued, Total | 0 | |||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance | 0 | |||||||||||||
Series A Convertible Preferred Stock [Member] | ||||||||||||||
Preferred Stock, Shares Authorized | 4,000 | 4,000 | ||||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | ||||||||||||
Preferred Stock, Shares Issued, Total | 0 | |||||||||||||
Preferred Stock, Deemed Dividend | $ | $ 2,568,132 | |||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance | 0 | 0 | ||||||||||||
Series A Convertible Preferred Stock [Member] | The 2017 Public Offering [Member] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 292 | |||||||||||||
Convertible Preferred Stock, Shares Issuable | 389,111 | |||||||||||||
Series B Convertible Preferred Stock [Member] | ||||||||||||||
Preferred Stock, Shares Authorized | 25,000 | 0 | 25,000 | |||||||||||
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Preferred Stock, Shares Issued, Total | 2,379 | 0 | ||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance | 2,379 | 0 | ||||||||||||
Stated Value per Share | $ / shares | 1,000 | |||||||||||||
Preferred Stock, Convertible, Conversion Price | $ / shares | $ 3.52 | |||||||||||||
Preferred Stock, Convertible, Ownership Percentage of Company’s Shares Allowed | 9.99% | |||||||||||||
Series B Convertible Preferred Stock [Member] | The 2018 Subscription Rights Offering [Member] | ||||||||||||||
Stock Issued During Period, Shares, New Issues | 13,624 | |||||||||||||
Class A Units [Member] | The 2017 Public Offering [Member] | ||||||||||||||
Number of Units Sold | 55,333 | |||||||||||||
Purchase Price of Unit | $ / item | 9 | |||||||||||||
Class B Units [Member] | The 2017 Public Offering [Member] | ||||||||||||||
Number of Units Sold | 292 | |||||||||||||
Purchase Price of Unit | $ / item | 12,000 |
Note 9 - Stockholders' Equity -
Note 9 - Stockholders' Equity - 2017 Liability Warrant Activity (Details) | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Outstanding as of January 1, 2017 (in shares) | shares | 0 |
Outstanding as of January 1, 2017 (in dollars per share) | $ / shares | $ 0 |
Warrants granted (in shares) | shares | 488,611 |
Warrants granted, exercise price (in dollars per share) | $ / shares | $ 11.25 |
Warrants exercised (in shares) | shares | (488,611) |
Warrants exercised, , exercise price (in dollars per share) | $ / shares | $ 3.12 |
Outstanding as of December 31, 2017 (in shares) | shares | 0 |
Outstanding as of December 31, 2017 (in dollars per share) | $ / shares | $ 0 |
Note 9 - Stockholders' Equity_3
Note 9 - Stockholders' Equity - Inputs Used in Valuation of Warrants (Details) | Jun. 30, 2017 | Apr. 03, 2017 |
Measurement Input, Share Price [Member] | ||
Inputs | 6 | 9 |
Measurement Input, Exercise Price [Member] | ||
Inputs | 3.12 | 11.25 |
Measurement Input, Price Volatility [Member] | ||
Inputs | 0.5 | 0.5 |
Measurement Input, Expected Dividend Rate [Member] | ||
Inputs | 0 | 0 |
Measurement Input, Risk Free Interest Rate [Member] | Minimum [Member] | ||
Inputs | 0.0079 | 0.0079 |
Measurement Input, Risk Free Interest Rate [Member] | Maximum [Member] | ||
Inputs | 0.0188 | 0.0188 |
Measurement Input, Expected Term [Member] | Minimum [Member] | ||
Inputs | 0.08 | 0.24 |
Measurement Input, Expected Term [Member] | Maximum [Member] | ||
Inputs | 4.76 | 5 |
Note 9 - Stockholders' Equity_4
Note 9 - Stockholders' Equity - Schedule of Warrants Outstanding (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Outstanding Warrants to Purchase Shares (in shares) | 3,875,699 | 0 | 0 |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0 | $ 0 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights | |||
The 2014 Public Offering [Member] | |||
Outstanding Warrants to Purchase Shares (in shares) | 6,483 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 540 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | January 29, 2019 | ||
The 2018 Warrants [Member] | |||
Outstanding Warrants to Purchase Shares (in shares) | 3,869,216 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 4.048 | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights | May 30, 2022 |
Note 10 - Net Loss Per Share -
Note 10 - Net Loss Per Share - Schedule of Earnings Per Share (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Net loss | $ (11,404,934) | $ (8,122,581) | ||
Deemed dividend attributable to preferred stock | $ (11,479,308) | $ (11,479,308) | (11,479,308) | (2,568,132) |
Net loss attributable to common shareholders | $ (15,621,885) | $ (17,496,267) | $ (22,884,242) | $ (10,690,713) |
Weighted average shares outstanding - basic and diluted (in shares) | 4,157,746 | 974,773 | ||
Loss per common share -basic and diluted (in dollars per share) | $ (5.08) | $ (6.11) | $ (5.50) | $ (10.97) |
Note 10 - Net Loss Per Share _2
Note 10 - Net Loss Per Share - Schedule of Antidilutive Securities (Details) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Number of potential common shares excluded (in shares) | 4,317,405 | 375,199 |
Employee Stock Option [Member] | ||
Number of potential common shares excluded (in shares) | 487,941 | 117,301 |
Series A Convertible Preferred Stock [Member] | ||
Number of potential common shares excluded (in shares) | 55,835 | |
Series B Convertible Preferred Stock [Member] | ||
Number of potential common shares excluded (in shares) | 774,983 | |
Warrant [Member] | ||
Number of potential common shares excluded (in shares) | 3,054,481 | 202,063 |
Note 11 - Income Taxes (Details
Note 11 - Income Taxes (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Reduction in Deferred Tax Assets | $ 1,900,000 | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 35.00% |
Income Tax Expense (Benefit), Total | $ 0 | $ 0 |
Deferred Tax Assets, Operating Loss Carryforwards, Subject to Expiration | 12,300,000 | |
Deferred Tax Assets, Valuation Allowance, Total | 5,312,769 | 3,089,306 |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | 2,200,000 | (15,500,000) |
Unrecognized Tax Benefits, Ending Balance | 0 | 0 |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued, Total | 0 | $ 0 |
Domestic Tax Authority [Member] | ||
Operating Loss Carryforwards, Total | $ 58,200,000 | |
Open Tax Year | 2012 2013 2014 2015 2016 2017 2018 | |
Domestic Tax Authority [Member] | Earliest Tax Year [Member] | ||
Operating Loss Carryforwards, Expiration Year | 2029 | |
Domestic Tax Authority [Member] | Latest Tax Year [Member] | ||
Operating Loss Carryforwards, Expiration Year | 2038 |
Note 11 - Income Taxes - Effect
Note 11 - Income Taxes - Effective Income Tax Rate Reconciliation (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Expected federal income tax benefit | $ (2,395,036) | $ (2,761,678) |
Stock compensation | 169,957 | 197,336 |
Other permanent items | 1,616 | 2,668 |
Effect of change in valuation allowance | 2,223,463 | (15,344,015) |
Prior year true-up | (126,031) | |
Tax rate change | 1,912,427 | |
Effect of NOL limitation | 16,119,293 | |
Actual federal income tax benefit | $ 0 | $ 0 |
Note 11 - Income Taxes - Compon
Note 11 - Income Taxes - Components of Net Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Obsolete inventory | $ 21,881 | $ 21,881 |
Deferred tax assets, accrued vacation | 33,755 | 31,051 |
Accrued bonuses | 99,666 | |
Stock-based compensation | 968,170 | 620,789 |
Basis difference in fixed assets | 33,241 | 33,241 |
Intangible assets, net | 572,687 | 634,521 |
Contribution, carryforward | 707 | 677 |
Net operating loss carryforwards | 2,588,401 | 747,589 |
Capital loss carryforward | 1,027,111 | 1,027,111 |
Valuation allowance | (5,312,769) | (3,089,306) |
Deferred tax asset | 32,850 | 27,554 |
Other | (32,850) | (27,554) |
Net deferred tax asset | $ 0 | $ 0 |
Note 12 - Concentration of Cr_2
Note 12 - Concentration of Credit Risk (Details Textual) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Cash, Uninsured Amount | $ 10,052,914 | $ 6,967,469 |
Note 13 - Commitments and Con_2
Note 13 - Commitments and Contingencies (Details Textual) - USD ($) | Nov. 01, 2018 | Mar. 23, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Oct. 30, 2018 |
Operating Lease, Lessee, Monthly Rent Expense | $ 3,660 | ||||
Lessee, Operating Lease, Term of Contract | 1 year 300 days | ||||
Operating Leases, Future Minimum Payments Due, Total | $ 73,200 | ||||
Operating Leases, Future Minimum Payments Due, Next Twelve Months | 43,920 | ||||
Operating Leases, Future Minimum Payments, Due in Two Years | 29,280 | ||||
Operating Leases, Rent Expense, Net, Total | 31,457 | $ 33,285 | |||
Loss Contingency, Damages Paid, Value | $ 3,500,000 | ||||
Lease for Copier System [Member] | |||||
Lessee, Operating Lease, Term of Contract | 3 years | ||||
Operating Leases, Future Minimum Payments Due, Total | 42,228 | ||||
Operating Leases, Future Minimum Payments Due, Next Twelve Months | 14,904 | ||||
Operating Leases, Future Minimum Payments, Due in Two Years | 14,904 | ||||
Operating Leases, Future Minimum Payments, Due in Three Years | $ 12,420 |
Note 14 - Stock Based Compens_3
Note 14 - Stock Based Compensation (Details Textual) - USD ($) | Jan. 01, 2019 | Jun. 27, 2018 | Apr. 12, 2018 | May 09, 2017 | May 18, 2016 | Sep. 28, 2010 | Dec. 31, 2018 | Dec. 31, 2017 |
Allocated Share-based Compensation Expense, Total | $ 1,053,496 | $ 786,550 | ||||||
Liability Options [Member] | ||||||||
Allocated Share-based Compensation Expense, Total | $ 1,410,025 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares, Ending Balance | 1,125,000 | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 857,673 | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 182 days | |||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 2.38 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |||||||
Liability Options [Member] | Share-based Compensation Award, Tranche One [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | |||||||
Liability Options [Member] | Share-based Compensation Award, Tranche Two [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 50.00% | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 2 years | |||||||
Liability Options [Member] | Share-based Compensation Award, Tranche Three [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Rights, Percentage | 25.00% | |||||||
Liability Options [Member] | Chief Executive Officer [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 2,300,000 | |||||||
Liability Options [Member] | Chief Financial Officer [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 700,000 | |||||||
The 2010 Stock Option and Incentive Plan [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Period for Granting Shares | 10 years | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 611,668 | |||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 2.39 | |||||||
The 2010 Stock Option and Incentive Plan [Member] | Subsequent Event [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 233,862 | |||||||
The 2010 Stock Option and Incentive Plan [Member] | Employee Stock Option [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 5,556 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 500,000 | 125,000 | 11,111 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 611,668 | 143,027 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 2.02 | $ 4.80 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,575 | |||||||
Allocated Share-based Compensation Expense, Total | $ 1,053,496 | $ 786,550 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares, Ending Balance | 466,341 | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 1,152,367 | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 164 days |
Note 14 - Stock Based Compens_4
Note 14 - Stock Based Compensation - Additional Shares Authorized (Details) - shares | 12 Months Ended | 84 Months Ended | ||||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2018 | |
The 2010 Stock Option and Incentive Plan [Member] | ||||||||
Total additional shares (in shares) | 106,076 | 12,623 | 7,257 | 5,463 | 4,128 | 2,871 | 2,502 | 140,920 |
Note 14 - Stock Based Compens_5
Note 14 - Stock Based Compensation - Stock-based Compensation Expense (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Total stock compensation expense | $ 1,053,496 | $ 786,550 |
General and Administrative Expense [Member] | Employee Stock Option [Member] | ||
Total stock compensation expense | 809,110 | 621,668 |
Research and Development Expense [Member] | Employee Stock Option [Member] | ||
Total stock compensation expense | $ 244,386 | $ 164,882 |
Note 14 - Stock Based Compens_6
Note 14 - Stock Based Compensation - Valuation Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Expected term (in years) (Year) | 10 years | |
Employee Stock Option [Member] | Minimum [Member] | ||
Risk free interest rate | 2.47% | 1.86% |
Expected term (in years) (Year) | 5 years 87 days | 5 years 116 days |
Expected volatility | 108.81% | 112.86% |
Employee Stock Option [Member] | Maximum [Member] | ||
Risk free interest rate | 2.71% | 2.04% |
Expected term (in years) (Year) | 5 years 208 days | 6 years 131 days |
Expected volatility | 126.43% | 114.19% |
Note 14 - Stock Based Compens_7
Note 14 - Stock Based Compensation - Stock Option Activity (Details) - The 2010 Stock Option and Incentive Plan [Member] | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Outstanding, shares (in shares) | shares | 172,510 |
Outstanding, Weighted average exercise price per share (in dollars per share) | $ / shares | $ 49.27 |
Granted, shares (in shares) | shares | 611,668 |
Granted, Weighted average exercise price per share (in dollars per share) | $ / shares | $ 2.39 |
Forfeited, shares (in shares) | shares | (795) |
Forfeited, Weighted average exercise price per share (in dollars per share) | $ / shares | $ 562.55 |
Outstanding, shares (in shares) | shares | 783,383 |
Outstanding, Weighted average exercise price per share (in dollars per share) | $ / shares | $ 12.14 |
Outstanding, weighted average contractual life remaining in years (Year) | 9 years 62 days |
Exercisable, shares (in shares) | shares | 317,042 |
Exercisable, Weighted average exercise price per share (in dollars per share) | $ / shares | $ 24.39 |
Exercisable, weighted average contractual life remaining in years (Year) | 8 years 354 days |
Vested and expected to vest, shares (in shares) | shares | 783,383 |
Vested and expected to vest, Weighted average exercise price per share (in dollars per share) | $ / shares | $ 12.14 |
Vested and expected to vest, weighted average contractual life remaining in years (Year) | 9 years 62 days |
Note 14 - Stock Based Compens_8
Note 14 - Stock Based Compensation - Compensation Expense Related to Liability Grants (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Total stock compensation expense | $ 1,053,496 | $ 786,550 |
Liability Options [Member] | ||
Total stock compensation expense | 1,410,025 | |
General and Administrative Expense [Member] | Liability Options [Member] | ||
Total stock compensation expense | 869,515 | |
Research and Development Expense [Member] | Liability Options [Member] | ||
Total stock compensation expense | $ 540,510 |
Note 14 - Stock Based Compens_9
Note 14 - Stock Based Compensation - Valuation Assumptions for Liability Options (Details) | 12 Months Ended |
Dec. 31, 2018$ / shares | |
Expected term (in years) (Year) | 10 years |
Dividend yield | 0.00% |
Liability Options [Member] | |
Dividend yield | |
Liability Options [Member] | Minimum [Member] | |
Risk free interest rate | 2.51% |
Expected term (in years) (Year) | 4 years 182 days |
Stock price (in dollars per share) | $ 1.02 |
Expected volatility | 122.00% |
Liability Options [Member] | Maximum [Member] | |
Risk free interest rate | 2.94% |
Expected term (in years) (Year) | 5 years |
Stock price (in dollars per share) | $ 2.38 |
Expected volatility | 125.00% |
Note 15 - Restatement to Prev_3
Note 15 - Restatement to Previously Issued Condensed Consolidated Financial Statements (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Preferred Stock, Deemed Dividend | $ 11,479,308 | $ 11,479,308 | $ 11,479,308 | $ 2,568,132 |
Series B Convertible Preferred Stock [Member] | ||||
Deemed Dividend on Series B Convertible Preferred Stock | 11,479,308 | |||
Previously Reported [Member] | ||||
Preferred Stock, Deemed Dividend | 4,782,100 | $ 4,782,100 | ||
Previously Reported [Member] | Series B Convertible Preferred Stock [Member] | ||||
Preferred Stock, Deemed Dividend | $ 4,782,100 |
Note 15 - Restatement to Prev_4
Note 15 - Restatement to Previously Issued Condensed Consolidated Financial Statements - Restatements (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Deemed dividend attributable to preferred stock | $ (11,479,308) | $ (11,479,308) | $ (11,479,308) | $ (2,568,132) |
Net loss applicable to common stockholders | $ (15,621,885) | $ (17,496,267) | $ (22,884,242) | $ (10,690,713) |
Loss per common share -basic and diluted (in dollars per share) | $ (5.08) | $ (6.11) | $ (5.50) | $ (10.97) |
Conversion of Series B convertible preferred stock to common stock | ||||
Additional Paid in Capital, Convertible Preferred Stock [Member] | ||||
Issuance of Series B convertible preferred stock, net of issuance costs | $ 6,926,778 | |||
Deemed Dividend on Series B convertible preferred stock | 11,479,308 | |||
Conversion of Series B convertible preferred stock to common stock | (7,821,992) | |||
Additional Paid in Capital, Common Stock [Member] | ||||
Issuance of Series B convertible preferred stock, net of issuance costs | $ 5,363,759 | |||
Deemed Dividend on Series B convertible preferred stock | (11,479,308) | |||
Conversion of Series B convertible preferred stock to common stock | 7,422,013 | |||
Previously Reported [Member] | ||||
Deemed dividend attributable to preferred stock | (4,782,100) | (4,782,100) | ||
Net loss applicable to common stockholders | $ (8,924,677) | $ (10,799,059) | ||
Loss per common share -basic and diluted (in dollars per share) | $ (2.90) | $ (3.77) | ||
Previously Reported [Member] | Additional Paid in Capital, Convertible Preferred Stock [Member] | ||||
Issuance of Series B convertible preferred stock, net of issuance costs | $ 12,290,537 | |||
Deemed Dividend on Series B convertible preferred stock | 4,782,100 | |||
Conversion of Series B convertible preferred stock to common stock | $ (7,056,421) | |||
Previously Reported [Member] | Additional Paid in Capital, Common Stock [Member] | ||||
Issuance of Series B convertible preferred stock, net of issuance costs | $ 0 | |||
Deemed Dividend on Series B convertible preferred stock | (4,782,100) | |||
Conversion of Series B convertible preferred stock to common stock | $ 6,656,442 |
Note 16 - Subsequent Events (De
Note 16 - Subsequent Events (Details Textual) - USD ($) | Jan. 13, 2019 | Jun. 27, 2018 | Jun. 29, 2017 | Mar. 25, 2019 | Mar. 24, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Proceeds from Warrant Exercises | $ 749,233 | ||||||
Stock Issued During Period, Shares, New Issues | 125,000 | ||||||
Subsequent Event [Member] | |||||||
Proceeds from Warrant Exercises | $ 11,300,000 | $ 11,300,000 | |||||
Class of Warrant or Right, Retired | 2,800,000 | ||||||
Stock Issued During Period, Shares, New Issues | 2,800,000 | ||||||
Liability Options [Member] | |||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 2.38 | ||||||
Liability Options [Member] | Chief Executive Officer [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 2,300,000 | ||||||
Liability Options [Member] | Chief Executive Officer [Member] | Subsequent Event [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance | 0 | ||||||
Liability Options [Member] | Chief Financial Officer [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 700,000 | ||||||
Liability Options [Member] | Chief Financial Officer [Member] | Subsequent Event [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance | 0 | ||||||
The 2019 Options [Member[ | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 3,575 | ||||||
The 2019 Options [Member[ | Subsequent Event [Member] | |||||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 1.36 | ||||||
The 2019 Options [Member[ | Chief Executive Officer [Member] | Subsequent Event [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 2,300,000 | ||||||
The 2019 Options [Member[ | Chief Financial Officer [Member] | Subsequent Event [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 800,000 |