Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jun. 30, 2019 | Aug. 01, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ONVO | |
Entity Registrant Name | ORGANOVO HOLDINGS, INC. | |
Entity Central Index Key | 0001497253 | |
Current Fiscal Year End Date | --03-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 130,279,463 | |
Entity File Number | 001-35996 | |
Entity Current Reporting Status | Yes | |
Entity Tax Identification Number | 271488943 | |
Entity Address, Address Line One | 6275 Nancy Ridge Drive | |
Entity Address, Address Line Two | Suite 110 | |
Entity Address, City or Town | San Diego | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92121 | |
City Area Code | 858 | |
Local Phone Number | 224-1000 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Mar. 31, 2019 |
Current Assets | ||
Cash and cash equivalents | $ 35,487 | $ 36,477 |
Accounts receivable | 538 | 503 |
Grant receivable | 99 | 55 |
Inventory, net | 506 | 490 |
Prepaid expenses and other current assets | 726 | 1,049 |
Total current assets | 37,356 | 38,574 |
Fixed assets, net | 1,594 | 1,832 |
Restricted cash | 79 | 79 |
Operating lease right-of-use assets | 4,288 | 0 |
Other assets, net | 134 | 138 |
Total assets | 43,451 | 40,623 |
Current Liabilities | ||
Accounts payable | 553 | 628 |
Accrued expenses | 1,407 | 2,549 |
Deferred revenue | 532 | 525 |
Deferred rent | 0 | 35 |
Operating lease liability, current portion | 1,046 | 0 |
Total current liabilities | 3,538 | 3,737 |
Deferred rent, net of current portion | 0 | 588 |
Operating lease liability, net of current portion | 3,774 | 0 |
Total liabilities | 7,312 | 4,325 |
Commitments and Contingencies | 0 | 0 |
Stockholders’ Equity | ||
Common stock, $0.001 par value; 200,000,000 shares authorized, 130,279,463 and 124,015,429 shares issued and outstanding at June 30, 2019 and March 31, 2019, respectively | 130 | 124 |
Additional paid-in capital | 303,087 | 296,929 |
Accumulated deficit | (267,078) | (260,755) |
Total stockholders’ equity | 36,139 | 36,298 |
Total Liabilities and Stockholders’ Equity | $ 43,451 | $ 40,623 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2019 | Mar. 31, 2019 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 130,279,463 | 124,015,429 |
Common stock, shares outstanding | 130,279,463 | 124,015,429 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Statements of Operations and Other Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Revenues | ||
Total Revenues | $ 668 | $ 689 |
Cost of revenues | 51 | 120 |
Research and development expenses | 3,823 | 3,379 |
Selling, general and administrative expenses | 3,315 | 4,767 |
Total costs and expenses | 7,189 | 8,266 |
Loss from Operations | (6,521) | (7,577) |
Other Income (Expense) | ||
Gain on fixed asset disposals | 1 | 2 |
Interest income | 197 | 162 |
Total Other Income | 198 | 164 |
Income Tax Expense | 0 | (3) |
Net Loss | (6,323) | (7,416) |
Comprehensive Loss | $ (6,323) | $ (7,416) |
Net loss per common share—basic and diluted | $ (0.05) | $ (0.07) |
Weighted average shares used in computing net loss per common share—basic and diluted | 126,854,907 | 111,458,445 |
Products and Services [Member] | ||
Revenues | ||
Total Revenues | $ 606 | $ 546 |
Collaborations and Licenses [Member] | ||
Revenues | ||
Total Revenues | 10 | 43 |
Grants [Member] | ||
Revenues | ||
Total Revenues | $ 52 | $ 100 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Beginning balance at Mar. 31, 2018 | $ 44,586 | $ 111 | $ 278,595 | $ (234,120) | $ 0 |
Beginning balance, Shares at Mar. 31, 2018 | 111,033 | ||||
Issuance of common stock under employee and director stock option, RSU, and purchase plans | (103) | $ 0 | (103) | 0 | 0 |
Issuance of common stock under employee and director stock option, RSU, and purchase plans, Shares | 200 | ||||
Issuance of common stock from public offering, net | 3,010 | $ 2 | 3,008 | 0 | 0 |
Issuance of common stock from public offering, Shares | 2,085 | ||||
Stock-based compensation expense | 1,279 | $ 0 | 1,279 | 0 | 0 |
Net loss | (7,416) | 0 | 0 | (7,416) | 0 |
Ending balance at Jun. 30, 2018 | 41,356 | $ 113 | 282,779 | (241,536) | 0 |
Ending balance, Shares at Jun. 30, 2018 | 113,318 | ||||
Beginning balance at Mar. 31, 2019 | 36,298 | $ 124 | 296,929 | (260,755) | 0 |
Beginning balance, Shares at Mar. 31, 2019 | 124,015 | ||||
Issuance of common stock under employee and director stock option, RSU, and purchase plans | (52) | $ 0 | (52) | 0 | 0 |
Issuance of common stock under employee and director stock option, RSU, and purchase plans, Shares | 177 | ||||
Issuance of common stock from public offering, net | 4,996 | $ 6 | 4,990 | 0 | 0 |
Issuance of common stock from public offering, Shares | 6,087 | ||||
Stock-based compensation expense | 1,220 | $ 0 | 1,220 | 0 | 0 |
Net loss | (6,323) | 0 | 0 | (6,323) | 0 |
Ending balance at Jun. 30, 2019 | $ 36,139 | $ 130 | $ 303,087 | $ (267,078) | $ 0 |
Ending balance, Shares at Jun. 30, 2019 | 130,279 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash Flows From Operating Activities | ||
Net loss | $ (6,323) | $ (7,416) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Gain on disposal of fixed assets | (1) | (2) |
Depreciation and amortization | 205 | 288 |
Stock-based compensation | 1,220 | 1,279 |
Increase (decrease) in cash resulting from changes in: | ||
Accounts receivable | (35) | 255 |
Grants receivable | (44) | 45 |
Inventory | (16) | (202) |
Prepaid expenses and other assets | 360 | 236 |
Accounts payable | (75) | (68) |
Accrued expenses | (1,142) | (1,346) |
Deferred revenue | 7 | (42) |
Deferred rent | 0 | (49) |
Operating lease right-of-use assets and liabilities, net | (91) | 0 |
Net cash used in operating activities | (5,935) | (7,022) |
Cash Flows From Investing Activities | ||
Proceeds from disposals of fixed assets | 1 | 2 |
Net cash provided by investing activities | 1 | 2 |
Cash Flows From Financing Activities | ||
Proceeds from issuance of common stock and exercise of warrants, net | 4,996 | 3,010 |
Employee taxes paid related to net share settlement of equity awards | (52) | (103) |
Net cash provided by financing activities | 4,944 | 2,907 |
Net decrease in cash, cash equivalents, and restricted cash | (990) | (4,113) |
Cash, cash equivalents, and restricted cash at beginning of period | 36,556 | 43,853 |
Cash, cash equivalents, and restricted cash at end of period | 35,566 | 39,740 |
Reconciliation of cash, cash equivalents, and restricted cash to the condensed consolidated balance sheets | ||
Cash and cash equivalents | 35,487 | 39,613 |
Restricted cash | 79 | 127 |
Cash, cash equivalents, and restricted cash at end of period | 35,566 | 39,740 |
Supplemental Disclosure of Cash Flow Information: | ||
Income taxes paid | $ 0 | $ (3) |
Description of Business
Description of Business | 3 Months Ended |
Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of Business | Note Nature of operations Organovo Holdings, Inc. (“Organovo Holdings,” “we,” “us,” “our,” “the Company” and “our Company”) is a biotechnology company pioneering the development of bioprinted human tissues that emulate human biology and disease. We have been developing our in vivo Except where specifically noted or the context otherwise requires, references to “Organovo Holdings,” “the Company,” “we,” “our,” and “us” in these notes to the unaudited condensed consolidated financial statements refers to Organovo Holdings, Inc. and its wholly owned subsidiaries, Organovo, Inc. and Samsara Sciences, Inc. The Company’s activities are subject to significant risks and uncertainties including failing to successfully develop products and services based on its technology, failing to achieve regulatory approvals for its therapeutic candidates, and failing to achieve the market acceptance necessary to generate sufficient revenues to achieve and sustain profitability. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies Basis of presentation and principles of consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not necessarily include all information and notes required by GAAP for complete financial statements. The balance sheet at March 31, 2019 is derived from the Company’s audited consolidated balance sheet at that date. The unaudited condensed consolidated financial statements include the accounts of Organovo Holdings and its wholly owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the unaudited financial information for the interim periods presented reflects all adjustments, which are only normal and recurring, necessary for a fair statement of the Company’s financial position, results of operations, stockholders’ equity and cash flows. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended March 31, 2019, as filed with the Securities and Exchange Commission (“SEC”). Operating results for interim periods are not necessarily indicative of operating results for the Company’s fiscal year ending March 31, 2020. Liquidity As of June 30, 2019, the Company had cash and cash equivalents of approximately $35.5 million and restricted cash of approximately $0.1 million. The restricted cash was pledged as collateral for a letter of credit that the Company is required to maintain as a security deposit under the terms of the lease of its facilities. The Company had an accumulated deficit of approximately $267.1 million at June 30, 2019. The Company also had negative cash flows from operations of approximately $5.9 million during the three months ended June 30, 2019. Through June 30, 2019, the Company has financed its operations primarily through the sale of convertible notes, warrants, the private placement of equity securities, the sale of common stock through public and at-the-market (“ATM”) offerings, and through revenue derived from product and research service-based agreements, collaborative agreements, licenses, and grants. During the three months ended June 30, 2019, the Company issued 6,087,382 shares of its common stock through its ATM facility and received net proceeds of approximately $5.0 million. After a rigorous assessment of the Company’s liver therapeutic tissue program following completion of various preclinical studies, it has concluded that the variability of biological performance and related duration of potential benefits presents development challenges and lengthy timelines that no longer support an attractive opportunity. As a result, the Company has suspended development of its lead program and its Board of Directors has engaged a financial advisory firm to explore its available strategic alternatives, including evaluating include While the Company believes that it can maintain its current operations for at least the next 12 months, based on its current plans and available resources, Although the Company is actively pursuing strategic alternatives, there is no assurance that it will be able to successfully negotiate and consummate a transaction on a timely basis, or at all. Further, the Company’s expenses may exceed its current plans and expectations, which could require the Company to complete a transaction or wind-down its operations sooner than anticipated. Additionally, any transaction the Company consummates may offer limited value for the Company’s existing business and proprietary technology and may not enhance stockholder value or provide the expected benefits. If the Company is unable to successfully complete a strategic transaction or secure additional capital on a timely basis and on terms that are acceptable to its stockholders, the Company may be required to cease its operations altogether. Use of estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Significant estimates used in preparing the consolidated financial statements include those assumed in revenue recognition, the measurement of operating lease right-of-use assets and lease liabilities, the valuation of stock-based compensation expense, and the valuation allowance on deferred tax assets. On an ongoing basis, management reviews these estimates and assumptions. Revenue recognition The Company generates revenues from payments received from research service agreements, product sales, collaborative agreements with partners including pharmaceutical and biotechnology companies and academic institutions, licenses, and grants from the National Institutes of Health (“NIH”) and private not-for-profit organizations. The Company recognizes revenue under Topic 606, Revenue from Contracts with Customers Billings to customers or payments received from customers are included in deferred revenue on the balance sheet until all revenue recognition criteria are met. As of June 30, 2019 and March 31, 2019, the Company had approximately $532,000 and $525,000, respectively, in deferred revenue related to its research service agreements, collaborative agreements, and licenses within the scope of Topic 606. In the three months ended June 30, 2019, the Company recognized revenue on approximately $25,000 that had been recorded as deferred revenue at March 31, 2019. Service revenues The Company’s service-based business, Organovo, Inc., utilizes its NovoGen® bioprinting platform to provide customers access to its highly specialized tissues that model human biology and disease, and to in vitro For service contracts, the Company allocates the transaction price to each performance obligation based on the estimated relative standalone selling prices of the promised products or services underlying each performance obligation. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. The transaction price for service business contracts is a fixed consideration. Product sales, net The Company’s product-based business, Samsara Sciences, Inc., produces high-quality cell-based products for use in Organovo’s 3D tissue manufacturing and for use by life science customers. The Company recognizes product revenue when the performance obligation is satisfied, which is at the point in time the customer obtains control of the Company’s product, typically upon delivery. Product revenues are recorded at the transaction price, net of any estimates for variable consideration under Topic 606. The Company’s process for estimating variable consideration does not differ materially from its historical practices. Variable consideration is estimated using the expected value method which considers the sum of probability-weighted amounts in a range of possible amounts under the contract. Product revenue reflects the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of the individual contracts. Actual amounts of consideration ultimately received may differ from the Company’s estimates. If actual results vary materially from the Company’s estimates, the Company will adjust these estimates, which will affect revenue from product sales and earnings in the period such estimates are adjusted. The Company provides no right of return to its customers except in cases where a customer obtains authorization from the Company for the return. To date, there have been no product returns. The Company will continue to assess its estimates of variable consideration as it accumulates additional historical data and will adjust its estimates accordingly. Collaborative research, development, and licenses The Company enters into collaborative agreements with partners that typically include one or more of the following: (i) non-exclusive license fees; (ii) non-refundable up-front fees; (iii) payments for reimbursement of research costs; (iv) payments associated with achieving specific development milestones; and (v) royalties based on specified percentages of net product sales, if any. At the initiation of an agreement, the Company analyzes whether it results in a contract with a customer under Topic 606 or in an arrangement with a collaborator subject to guidance under ASC 808, Collaborative Arrangements The Company considers a variety of factors in determining the appropriate estimates and assumptions under these arrangements, such as whether the elements are distinct performance obligations, whether there are determinable stand-alone prices, and whether any licenses are functional or symbolic. The Company evaluates each performance obligation to determine if it can be satisfied and recognized as revenue at a point in time or over time. Typically, non-exclusive license fees, non-refundable upfront fees, and funding of research activities are considered fixed, while milestone payments are identified as variable consideration which must be evaluated to determine if it is constrained and, therefore, excluded from the transaction price. The Company’s collaborative agreements that were not completed at the implementation of Topic 606 on April 1, 2018, consisted of research collaboration and limited technology access licenses. These agreements provide the licensee with a non-exclusive, non-transferable, limited, royalty-free technology license, including access to Organovo’s proprietary bioprinter platform, training, and continued support by means of consumables and consultation throughout the duration of the contract. The Company has determined the intellectual property license is not distinct from the continued support promised under the agreement and is therefore a single combined performance obligation. The Company recognizes revenue for these combined performance obligations over time for the duration of the license period, as the combined performance obligation will not be fully satisfied until the end of the contract. For the three months ended June 30, 2019, all collaborations and licenses revenue was within the scope of Topic 606 and recognized accordingly. See “Note 4. Collaborative Research, Development, and License Agreements” for more information on the Company’s collaborative agreements. Grant revenue In July 2017, the NIH awarded the Company a “Research and Development” grant totaling approximately $1,657,000 of funding over three years. The Company has concluded this government grant is not within the scope of Topic 606, as government entities do not meet the definition of a “customer” as defined by Topic 606, as there is not considered to be a transfer of control of goods or services to the government entity funding the grant. Additionally, the Company has concluded this government grant does meet the definition of a contribution and is a non-reciprocal transaction, however, Subtopic 958-605, Not-for-Profit-Entities-Revenue Recognition does not apply, as the Company is a business entity and the grant is with a governmental agency. Revenues from this grant are based upon internal costs incurred that are specifically covered by the grant, plus an additional rate that provides funding for overhead expenses. Revenue is recognized as the Company incurs expenses that are related to the grant. T he Company believes this policy is consistent with the overarching premise in Topic 606, to ensure that it recognizes revenues to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services, even though there is no “exchange” as defined in the ASC. The Company believes the recognition of revenue as costs are incurred and amounts become earned/realizable is analogous to the concept of transfer of control of a service over time under Topic 606. Revenue recognized under this grant was approximately $52,000 and $100,000 for the three months ended June 30, 2019 and 2018, respectively. Cost of revenues The Company reported approximately $0.1 million in cost of revenues for the three months ended June 30, 2019 and 2018. Cost of revenues consists of costs related to manufacturing and delivering product and service revenue. Net loss per share Basic and diluted net loss per share has been computed using the weighted-average number of shares of common stock outstanding during the period. The weighted-average number of shares used to compute diluted loss per share excludes any assumed exercise of stock options and warrants, shares reserved for purchase under the Company’s 2016 Employee Stock Purchase Plan (“ESPP”), the assumed release of restriction of restricted stock units, and shares subject to repurchase as the effect would be anti-dilutive. No dilutive effect was calculated for the three months ended June 30, 2019 or 2018, as the Company reported a net loss for each respective period and the effect would have been anti-dilutive. Common stock equivalents excluded from computing diluted net loss per share were approximately 14.6 million at June 30, 2019 and 2018. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies. Unless otherwise stated, the Company believes that the impact of the recently issued accounting pronouncements that are not yet effective will not have a material impact on its consolidated financial position or results of operations upon adoption. Adoption of New Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, Leases (“ASC 842”), which supersedes the lease guidance under ASC 840 – Leases. The new accounting standard requires an entity to recognize right-of-use assets and corresponding lease liabilities on the balance sheet for all leases with terms of more than 12 months and to disclose key information about leasing arrangements. This new guidance became effective for the Company on April 1, 2019. The Company adopted ASC 842 on April 1, 2019 and elected the optional transition method that allows for a cumulative-effect adjustment in the period of adoption and did not require restatement of prior periods. The Company elected the package of practical expedients permitted under the transition guidance, but not the hindsight practical expedient. Please refer to “Note 6. Leases” for more information regarding the Company’s adoption of the new lease standard. In February 2018, the FASB issued ASU No. 2018-02, Income Statement – Reporting Comprehensive Income In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting Recent Accounting Pronouncements Not Yet Adopted In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Note 3 Stock-based compensation expense and valuation information Stock-based awards include stock options and restricted stock units under the 2012 Equity Incentive Plan, as amended (“2012 Plan”) and Inducement Awards, performance-based restricted stock units under an Incentive Award Performance-Based Restricted Stock Unit Agreement, and rights to purchase stock under the 2016 Employee Stock Purchase Plan (“ESPP”). The Company calculates the grant date fair value of all stock-based awards in determining the stock-based compensation expense. Stock-based compensation expense for all stock-based awards consists of the following (in thousands): Three Months Ended Three Months Ended June 30, 2019 June 30, 2018 Research and development $ 164 $ 202 General and administrative $ 1,056 $ 1,077 Total $ 1,220 $ 1,279 The total unrecognized compensation cost related to unvested stock option grants as of June 30, 2019 was approximately $6,528,000 and the weighted average period over which these grants are expected to vest is 2.55 years. The total unrecognized compensation cost related to unvested restricted stock units (not including performance-based restricted stock units) as of June 30, 2019 was approximately $3,295,000, which will be recognized over a weighted average period of 2.56 years. The total unrecognized compensation cost related to unvested performance-based restricted stock units as of June 30, 2019 was approximately $127,000, which will be recognized over a weighted average period of 3.82 years. The total unrecognized stock-based compensation cost related to unvested employee stock purchase plan shares as of June 30, 2019 was approximately $4,000, which will be recognized over a period of 2 months. The Company uses the Black-Scholes valuation model to calculate the fair value of stock options. Stock-based compensation expense is recognized over the vesting period using the straight-line method. The fair value of stock options was estimated at the grant date using the following weighted average assumptions: Three Months Ended Three Months Ended June 30, 2019* June 30, 2018 Dividend yield — — Volatility 0.00 % 72.25 % Risk-free interest rate 0.00 % 2.82 % Expected life of options 0 years 6 years Weighted average grant date fair value $ — $ 1.21 *No options were granted during the three months ended June 30, 2019, as such the weighted average assumptions are not applicable. The assumed dividend yield was based on the Company’s expectation of not paying dividends in the foreseeable future. Prior to fiscal year 2020, the Company used a blend of historical volatility and implied volatility of comparable companies. As of April 1, 2019, the Company is using the Company-specific historical volatility rate as it is more reflective of market conditions and a better indicator of expected volatility. The risk-free interest rate assumption was based on U.S. Treasury rates. The weighted average expected life of options was estimated using the average of the contractual term and the weighted average vesting term of the options. Prior to fiscal year 2020, certain options granted to consultants were subject to variable accounting treatment and were required to be revalued until vested. As of April 1, 2019, the measurement and classification of share-based payment to non-employees is consistent with the measurement and classification of share-based payment to employees. The fair value of each restricted stock unit and performance-based restricted stock unit is recognized as stock-based compensation expense over the vesting term of the award. The fair value is based on the closing stock price on the date of the grant. The Company uses the Black-Scholes valuation model to calculate the fair value of shares issued pursuant to the Company’s ESPP. Stock-based compensation expense is recognized over the purchase period using the straight-line method. The fair value of ESPP shares was estimated at the purchase period commencement date using the following assumptions: Three Months Ended Three Months Ended June 30, 2019 June 30, 2018 Dividend yield — — Volatility 43.69 % 61.35 % Risk-free interest rate 2.52 % 1.85 % Expected term 6 months 6 months Grant date fair value $ 0.29 $ 0.30 The assumed dividend yield was based on the Company’s expectation of not paying dividends in the foreseeable future. The Company uses the Company-specific historical volatility rate as the indicator of expected volatility. The risk-free interest rate assumption was based on U.S. Treasury rates. The expected life is the 6-month purchase period. Preferred stock The Company is authorized to issue 25,000,000 shares of preferred stock. There are no shares of preferred stock currently outstanding, and the Company has no current plans to issue shares of preferred stock. Common stock On June 25, 2019, the Company received a notice letter from the Listing Qualifications Staff of the Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price of the Company’s common stock for the last 30 consecutive business days, the Company no longer meets the requirement to maintain a minimum closing bid price of $1 per share, as set forth in Nasdaq Listing Rule 5450(a)(1). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), Nasdaq will provide the Company with a period of 180 calendar days, or until December 23, 2019, in which to regain compliance. In order to regain compliance with the minimum bid price requirement, the closing bid price of the Company’s common stock must be at least $1 per share for a minimum of ten consecutive business days during this 180-day period. In the event that the Company does not regain compliance within this 180-day period, the Company may be eligible to seek an additional compliance period of 180 calendar days if it elects to transfer to The Nasdaq Capital Market to take advantage of the additional compliance period offered on that market. To qualify, the Company would be required to meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for The Nasdaq Capital Market, with the exception of the bid price requirement, and would need to provide written notice of its intention to cure the bid price deficiency during the second compliance period. The Company’s failure to regain compliance during this second compliance period could result in delisting. The June 25, 2019 Notice does not result in the immediate delisting of the Company’s common stock from the Nasdaq Global Market. The Company will continue to monitor the closing bid price of its common stock over the 180-day period to see if its closing bid price may increase based on its future filings with the Securities and Exchange Commission or any future announcements the Company may be able to issue regarding its business. The Company will also consider its available options to regain compliance, including effecting a reverse stock split, which would be subject to the prior approval of the Company’s stockholders. On July 26, 2019, the Company filed a proxy statement in connection with the Company’s annual meeting of stockholders to be held on September 5, 2019. At the annual meeting, the Company is requesting stockholders to authorize the Board, in its discretion but in no event later than the date of the 2020 annual meeting of stockholders, to amend the Company’s Certificate of Incorporation, as previously amended, to effect a reverse stock split of the Company’s common stock, at a ratio in the range of 1-for-5 to 1-for-20, such ratio to be determined by the Board of Directors and included in a public announcement. The Company has an effective shelf registration statement on Form S-3 (File No. 333-222929) and the related prospectus previously declared effective by the Securities and Exchange Commission (the “SEC”) on February 22, 2018 (the “2018 Shelf”), that expires on February 22, 2021, which registered $100,000,000 of common stock, preferred stock, warrants and units, or any combination of the foregoing. On March 16, 2018, the Company entered into a Sales Agreement (“2018 Sales Agreement”) with H.C. Wainwright & Co., LLC and Jones Trading Institutional Services LLC (each an “Agent” and together, the “Agents”) and filed a prospectus supplement to the 2018 Shelf, pursuant to which the Company may offer and sell, from time to time through the Agents, shares of its common stock in “at the market” sales transactions having an aggregate offering price of up to $50,000,000 (the “Shares”). Any shares offered and sold will be issued pursuant to the Company’s 2018 Shelf. During the three months ended June 30, 2019, the Company issued 6,087,382 shares of common stock for net proceeds of $5.0 million in at-the-market offerings under the 2018 Sales Agreement. During the three months ended June 30, 2018, the Company issued 2,085,540 shares of common stock for net proceeds of approximately $3.0 million under the 2018 Sales Agreement. As of June 30, 2019, the Company has sold an aggregate of 17,719,185 shares of common stock in at-the-market offerings under the 2018 Sales Agreement, with gross proceeds of approximately $18.7 million. Based on these sales, the Company cannot raise more than an aggregate of $81.3 million in future offerings under the 2018 Shelf, including the $31.3 million remaining available for future issuance through its at-the-market program under the 2018 Sales Agreement. The Company intends to use the net proceeds raised through any at-the-market sales for general corporate purposes, general administrative expenses, and working capital and capital expenditures. On July 26, 2018, the Company filed an amendment to its certificate of incorporation to increase the number of authorized shares of common stock to 200,000,000 shares. Restricted stock units During the three months ended June 30, 2019, the Company issued restricted stock units for an aggregate of 585,926 shares of common stock to its employees and directors. These shares of common stock will be issued upon vesting of the restricted stock units. A summary of the Company’s restricted stock unit (not including performance-based restricted stock units) activity from March 31, 2019 through June 30, 2019 is as follows: Number of Shares Weighted Average Price Unvested at March 31, 2019 2,080,723 $ 1.80 Granted 585,926 $ 0.97 Vested (253,219 ) $ 2.49 Cancelled / forfeited (88,992 ) $ 1.53 Unvested at June 30, 2019 2,324,438 $ 1.53 Performance-based restricted stock units On April 24, 2017, the Company issued a Performance-Based Restricted Stock Unit Award for 208,822 shares of common stock (the “PBRSU”) to its newly hired Chief Executive Officer. The PBRSU was issued outside of the 2012 Plan, in the Inducement Award Agreement, as an “inducement award” within the meaning of Nasdaq Marketplace Rule 5635(c)(4). While outside the Company’s 2012 Plan, the terms and conditions of these awards are consistent with awards granted to the Company’s executive officers pursuant to the 2012 Plan. On August 23, 2017, the Board of Directors formally approved the vesting criteria for the PBRSU. The vesting of the PBRSU is divided into five separate tranches each with independent vesting criteria. The first four tranches had performance criteria related to annual revenue goals with measurement at the end of fiscal year 2018 (20 percent), fiscal year 2019 (20 percent), fiscal year 2020 (20 percent), and fiscal year 2021 (20 percent). The fifth tranche had a performance metric related to a path to profitability goal measured as Negative Adjusted Earnings Before Interest, Taxes, Depreciation and Amortization (“EBITDA”) achievable at any point between the grant date and the end of fiscal year 2020 (20 percent). The number of units that ultimately vest for each tranche will range from 0 percent to 120 percent of the target amount, not to exceed 208,822 in aggregate. Based on changes to the Company’s strategy, on December 12, 2018, the Board of Directors formally approved an amendment to the vesting criteria for the PBRSUs. As of December 12, 2018, 100% of the Negative Adjusted EBITDA tranche, or 41,764 shares had vested and 8,352 units had been forfeited. Based on the amendment to the vesting criteria, the remaining 158,706 units eligible to vest upon future performance were divided into three separate but equal tranches with independent vesting criteria based on the achievement of certain regulatory milestones. As of June 30, 2019, no tranches are currently expected to vest in fiscal year 2020. Based on the amended PBRSU vesting terms, which the Company believes are probable of being achieved, a Type III modification, the modified grant date fair value of the PBRSUs is $165,000 of which one-third is being recognized over the expected service period of each tranche ending on April 23, 2023. The Company began recording stock-based compensation expense for the initial performance tranches after the August 23, 2017 grant date when the initial financial performance goals were established and approved and has modified its recording of compensation expense in accordance with the amended performance tranches beginning on December 12, 2018. A summary of the Company’s performance-based restricted stock unit activity from March 31, 2019 through June 30, 2019 is as follows: Number of Shares Weighted Average Price Unvested at March 31, 2019 158,706 $ 1.04 Granted — $ — Vested — $ — Cancelled / forfeited — $ — Unvested at June 30, 2019 158,706 $ 1.04 Stock options A summary of the Company’s stock option activity from March 31, 2019 to June 30, 2019 is as follows: Options Outstanding Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding at March 31, 2019 12,039,264 $ 2.24 $ — Options granted — $ — $ — Options cancelled / forfeited (101,077 ) $ 1.88 $ — Options exercised — $ — $ — Outstanding at June 30, 2019 11,938,187 $ 2.24 $ — Vested and Exercisable at June 30, 2019 4,108,458 $ 3.60 $ — The weighted average remaining contractual term of options exercisable and outstanding at June 30, 2019 was approximately 6.74 years. Employee Stock Purchase Plan In June 2016, Warrants The following table summarizes warrant activity for the three months ended June 30, 2019: Warrants Weighted Average Exercise Price Balance at March 31, 2019 145,000 $ 7.11 Granted — $ — Exercised — $ — Cancelled — $ — Balance at June 30, 2019 145,000 $ 7.11 The warrants outstanding at June 30, 2019 are exercisable at prices of $6.84 and $7.62 per share and have a weighted average remaining term of approximately 0.28 years. Common stock reserved for future issuance Common stock reserved for future issuance consisted of the following at June 30, 2019: Common stock warrants outstanding 145,000 Common stock options outstanding and reserved under the 2012 Plan 8,875,281 Common stock reserved under the 2012 Plan 13,068,863 Common stock reserved under the 2016 Employee Stock Purchase Plan 1,188,718 Restricted stock units outstanding under the 2012 Plan 2,163,724 Common stock options outstanding and reserved under the Incentive Award Agreement 3,062,906 Restricted stock units outstanding under the Incentive Award Agreement 160,714 Performance-based restricted stock units outstanding under the Incentive Award Agreement 158,706 Total at June 30, 2019 28,823,912 |
Collaborative Research, Develop
Collaborative Research, Development, and License Agreements | 3 Months Ended |
Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Collaborative Research, Development, and License Agreements | Note 4. Collaborative Research, Development, and License Agreements In December 2016, the Company signed a collaborative non-exclusive research affiliation with a university medical school and a non-profit medical charity, under which the Company received a one-time grant from the charity towards the placement of a NovoGen® Bioprinter at the university for the purpose of developing a kidney organoid for potential therapeutic applications. The Company received up-front payments in January and March 2017, which has been recorded as deferred revenue. Revenue of $10,000 has been recorded under this agreement for the three months ended June 30, 2019 and 2018. In April 2017, the Company signed a collaborative non-exclusive research affiliation with a university, under which the Company received a one-time non-refundable payment toward the placement of a NovoGen® Bioprinter at the university for the purpose of specific research projects mutually agreed upon by the university and the Company in the field of volumetric muscle loss. The Company received an up-front payment in May 2017, which was recorded as deferred revenue. Revenue of approximat ely $0 and $14,000 has been recorded under this agreement for the three months ended June 30, 2019 and 2018, respectively. In addition, during April 2017, the Company signed a non-exclusive patent license agreement with the university including an annual fee of $75,000 for each of the two years for the license to the Company patents for research use limited to the field of volumetric muscle loss. The Company received the first annual payment of $75,000 in April 2017 and the second annual payment of $75,000 in May 2018, which were initially recorded as deferred revenue. Revenue of $0 and $19,000 has been recorded under this agreement for the three months ended June 30, 2019 and 2018, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Jun. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 5. Commitments and Contingencies Legal matters In addition to commitments and obligations in the ordinary course of business, the Company may be subject, from time to time, to various claims and pending and potential legal actions arising out of the normal conduct of its business. The Company assesses contingencies to determine the degree of probability and range of possible loss for potential accrual in its financial statements. Because litigation is inherently unpredictable and unfavorable resolutions could occur, assessing litigation contingencies is subjective and requires judgments about future events. When evaluating contingencies, the Company may be unable to provide a meaningful estimate due to a number of factors, including the procedural status of the matter in question, the presence of complex or novel legal theories, and/or the ongoing discovery and development of information important to the matters. In addition, damage amounts claimed in litigation against it may be unsupported, exaggerated or unrelated to possible outcomes, and as such are not meaningful indicators of its potential liability. The Company regularly reviews contingencies to determine the adequacy of its accruals and related disclosures. During the period presented, the Company has not recorded any accrual for loss contingencies associated with such claims or legal proceedings; determined that an unfavorable outcome is probable or reasonably possible; or determined that the amount or range of any possible loss is reasonably estimable. However, the outcome of legal proceedings and claims brought against the Company is subject to significant uncertainty. Therefore, although management considers the likelihood of such an outcome to be remote, if one or more of these legal matters were resolved against the Company in a reporting period, the Company’s consolidated financial statements for that reporting period could be materially adversely affected. As of June 30, 2019, the Company had no claims outstanding. |
Leases
Leases | 3 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Leases | Note 6. Leases Adoption of ASC 842 As of April 1, 2019, the Company adopted ASC 842, which requires lessees to recognize a right-of-use asset (ROU asset) and lease liability for leases with terms of greater than twelve months. ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments arising from the lease. The Company implemented this new accounting standard using the modified retrospective method for its existing leases, which did not cause any adjustments to prior year financial statements. The Company elected the package of practical expedients available for existing contracts, which allowed it to carry forward its historical assessments of whether contracts are or contain leases and the classification of its existing operating leases. Additionally, the Company elected the practical expedient to treat lease and non-lease components as a single lease component. The Company leases property and equipment under operating leases, specifically its office building and various copier machines. The Company also has a short-term lease (lease term is less than 12 months), which is not required to be recorded on the balance sheet under ASC 842. Instead, under ASC 842, the Company has elected the accounting policy for short term leases to recognize lease payments as an expense on a straight-line basis over the lease term. Upon adoption of ASC 842, the Company recognized ROU assets and corresponding lease liabilities based on the present value of remaining lease payments over the lease terms. ROU assets were measured as lease liabilities plus prepaid rent less any deferred rent. As interest rates were not implicitly stated in the respective lease agreements, nor were they readily determinable, the Company used its incremental borrowing rate as the discount rate when measuring lease liabilities. Upon adoption of ASC 842, the Company recorded ROU assets and lease liabilities of $4.5 million and $5.0 million, respectively. The Company also classified deferred rent of $0.6 million as an offset to the Company’s ROU asset upon adoption. The impact of the adoption of ASC 842 on the consolidated balance sheet as of April 1, 2019 is as follows (in thousands): ASC 840 ASC 842 March 31, 2019 Impact of Adoption April 1, 2019 Deferred Rent $ 35 $ (35 ) $ — Deferred Rent, net of current portion $ 588 $ (588 ) $ — Prepaid Rent $ 88 $ (88 ) $ — Operating right-of-use assets $ — $ 4,451 $ 4,451 Operating lease liability $ — $ 1,038 $ 1,038 Operating lease liability, net of current portion $ — $ 3,948 $ 3,948 After the initial adoption of ASC 842, on an on-going basis, the Company evaluates all contracts upon inception and determines whether the contract contains a lease by assessing whether there is an identified asset and whether the contract conveys the right to control the use of identified asset in exchange for consideration over a period of time. If a lease is identified, the Company will apply the guidance from ASC 842 to properly account for the lease. Operating Leases Since July 2012, the Company has leased its main facilities at 6275 Nancy Ridge Drive, San Diego, California 92121. The lease, as amended in 2013, 2015, 2016, 2018, and 2019, consisted of approximately 45,580 rentable square feet containing laboratory, clean room and office space. Monthly rental payments are approximately $87,000 with 3% annual escalators. The lease for 14,685 of the total rentable square footage was amended to accelerate the expiration date from December 15, 2018 to October 31, 2018. On November 30, 2018, the Company agreed to extend the term for the remainder of the total rentable square footage under the lease from August 31, 2021 to August 31, 2024 in exchange for $500,000 of landlord funded tenant improvements and a rescission of its option to terminate the lease on or after September 1, 2019 with 9 months prior written notice. In addition to the Company’s main facilities’ lease, on March 21, 2019, the Company entered into an agreement to lease several copy machines for a term of 36 months. The lease contains fixed monthly payments through the entire term of the lease, and it does not contain an option to extend the term or a bargain purchase option. This lease was also carried forward as an operating lease through the adoption of Topic 842. The table below summarizes the Company’s lease liabilities and corresponding right-of-use assets as of June 30, 2019 (in thousands): June 30, 2019 ASSETS Operating lease right-of-use assets $ 4,288 Total lease right-of-use assets $ 4,288 LIABILITIES Current Operating lease liability $ 1,046 Noncurrent Operating lease liability, net of current portion $ 3,774 Total lease liabilities $ 4,820 Weighted average remaining lease term: 5.15 years Weighted average discount rate: 8 % The Company records operating lease expense on a straight-line basis over the life of the leases. This is consistent with the Company’s historical treatment of the lease costs included in operating expenses (referred to as “Rent Expense” prior to adoption of Topic 842). For the three months ended June 30, 2019, the Company recorded operating lease expense of approximately $262,000. For the three months ended June 30, 2018, the Company recorded rent expense of approximately $325,000. Variable lease costs associated with the Company’s leases, such as payments for additional monthly fees to cover the Company’s share of certain facility expenses (common area maintenance, or CAM) are not included in operating lease right-of use assets and lease liabilities, but rather expensed as incurred. Variable lease expense was approximately $107,000 for the three months ended June 30, 2019. Short term lease cost for the three months ended June 30, 2019 was approximately $15,000. The table below is a summary of the cash flows associated with the Company’s leases for the three months ended June 30, 2019 (in thousands): For the Three Months Ended June 30, 2019 Cash paid for amount included in measurement of liabilities: Operating cash flows from operating leases $ 265 Future lease payments relating to the Company’s operating lease liabilities as of June 30, 2019, are as follows (in thousands): Fiscal year ended March 31, 2020 $ 729 Fiscal year ended March 31, 2021 1,113 Fiscal year ended March 31, 2022 1,153 Fiscal year ended March 31, 2023 1,183 Fiscal year ended March 31, 2024 1,219 Thereafter 514 Total future lease payments 5,911 Less: Imputed interest (1,091 ) Total lease obligations 4,820 Less: Current obligations (1,046 ) Noncurrent lease obligations $ 3,774 |
Concentrations
Concentrations | 3 Months Ended |
Jun. 30, 2019 | |
Risks And Uncertainties [Abstract] | |
Concentrations | Note 7. Concentrations Credit risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of temporary cash investments. The Company maintains cash balances at various financial institutions primarily located within the United States. Accounts at these institutions are secured by the Federal Deposit Insurance Corporation. Balances may exceed federally insured limits. The Company has not experienced losses in such accounts and management believes that the Company is not exposed to any significant credit risk with respect to its cash and cash equivalents. The Company is also potentially subject to concentrations of credit risk in its revenues and accounts receivable. Because it is in the early commercial stage, the Company’s revenues to date have been derived from a relatively small number of customers and collaborators. However, the Company has not historically experienced any accounts receivable write-downs and management does not believe significant credit risk exists as of June 30, 2019. |
Related Parties
Related Parties | 3 Months Ended |
Jun. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Parties | Note 8. Related Parties From time to time, the Company will enter into an agreement with a related party in the ordinary course of its business and on terms and conditions it believes are as fair as those it offers and receives from independent third parties. These agreements are ratified by the Company’s Board of Directors or a committee thereof pursuant to its related party transaction policy. In August 2017, the Company entered into a research services agreement with Cirius Therapeutics, Inc. (“Cirius”), an entity for which Robert Baltera, Jr., a director of the Company, serves as Chief Executive Officer and President. Under this agreement, the Company is providing standard research services to Cirius utilizing its ExVive™ Liver Tissue platform. The Company has provided and recognized revenue for ExVive™ Liver Tissue Services for Cirius in the amount of $281,000 to date. Organovo completed its obligations as of December 2018. No further revenues are expected. In November 2018, the Company entered into a research services Quote with Viscient Biosciences (“Viscient”), an entity for which Keith Murphy, the Company’s former director, Chief Executive Officer, and President, serves as the Chief Executive Officer and President. Under this Quote, the Company is providing research services in the amount of $142,000, amended in April 2019 to include an additional $7,000 of services. As of March 31, 2019, the Company recognized revenue of $42,000 for services provided and the remaining amount of $107,000 was recognized as revenue in the three months ended June 30, 2019. In addition to the services provided by Organovo, Viscient has purchased primary human cell-based products from our subsidiary, Samsara. Pursuant to the terms of multiple Quotes, $12,000 and $2,000 was recognized as revenue in the three months ended June 30, 2019 and 2018, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Jun. 30, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 9. Subsequent Events On August 7, 2019, the Company undertook a business restructuring to better focus and align resources, reducing approximately 40 positions, or 69% of its overall workforce. This restructuring allows the Company to manage resources and extend its cash runway as the Company explores its available strategic alternatives, including as it evaluates a range of ways to generate value from its technology platform and intellectual property, its commercial and development capabilities, and its financial assets. As a result, the Company expects to record a restructuring charge in the fiscal second quarter of approximately $1.3 million, primarily related to employee severance and benefits costs. The actions associated with the restructuring announcement are anticipated to be complete by the end of fiscal second quarter 2020, with liabilities anticipated to be paid by the end of fiscal second quarter 2020 and yield approximately $5.3 million of annual savings to employee costs. In accordance with ASC 360-10, the Company records an impairment loss on long-lived assets used in operations when events and circumstances indicate that long-lived assets might be impaired and the undiscounted cash flows estimated to be generated by those assets are less than the carrying amounts of those assets (i.e. not able to be recovered). On August 7, 2019, events and circumstances relating to a forecast of operating cash flow losses and the expectation that, more likely than not, an asset group will be sold or disposed of significantly before the end of its previously estimated useful life indicated that long-lived assets of approximately $5.9 million might be impaired. The Company performed an asset impairment analysis on its long-lived asset group, consisting of its property, plant and equipment, leases, and intangibles, which concluded that the carrying amount is not recoverable. Further, the Company’s analysis indicated that carrying amount of the asset group does not exceed its fair value. Thus, no impairment loss is required to be recognized. Nonetheless, it is reasonably possible that the impairment analysis may change in the near term resulting in the need to write down those assets to fair value. The Company will continue to monitor assets for impairment. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of presentation and principles of consolidation | Basis of presentation and principles of consolidation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not necessarily include all information and notes required by GAAP for complete financial statements. The balance sheet at March 31, 2019 is derived from the Company’s audited consolidated balance sheet at that date. The unaudited condensed consolidated financial statements include the accounts of Organovo Holdings and its wholly owned subsidiaries. All material intercompany accounts and transactions have been eliminated in consolidation. In the opinion of management, the unaudited financial information for the interim periods presented reflects all adjustments, which are only normal and recurring, necessary for a fair statement of the Company’s financial position, results of operations, stockholders’ equity and cash flows. These unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes included in the Company’s Annual Report on Form 10-K for the year ended March 31, 2019, as filed with the Securities and Exchange Commission (“SEC”). Operating results for interim periods are not necessarily indicative of operating results for the Company’s fiscal year ending March 31, 2020. |
Liquidity | Liquidity As of June 30, 2019, the Company had cash and cash equivalents of approximately $35.5 million and restricted cash of approximately $0.1 million. The restricted cash was pledged as collateral for a letter of credit that the Company is required to maintain as a security deposit under the terms of the lease of its facilities. The Company had an accumulated deficit of approximately $267.1 million at June 30, 2019. The Company also had negative cash flows from operations of approximately $5.9 million during the three months ended June 30, 2019. Through June 30, 2019, the Company has financed its operations primarily through the sale of convertible notes, warrants, the private placement of equity securities, the sale of common stock through public and at-the-market (“ATM”) offerings, and through revenue derived from product and research service-based agreements, collaborative agreements, licenses, and grants. During the three months ended June 30, 2019, the Company issued 6,087,382 shares of its common stock through its ATM facility and received net proceeds of approximately $5.0 million. After a rigorous assessment of the Company’s liver therapeutic tissue program following completion of various preclinical studies, it has concluded that the variability of biological performance and related duration of potential benefits presents development challenges and lengthy timelines that no longer support an attractive opportunity. As a result, the Company has suspended development of its lead program and its Board of Directors has engaged a financial advisory firm to explore its available strategic alternatives, including evaluating include While the Company believes that it can maintain its current operations for at least the next 12 months, based on its current plans and available resources, Although the Company is actively pursuing strategic alternatives, there is no assurance that it will be able to successfully negotiate and consummate a transaction on a timely basis, or at all. Further, the Company’s expenses may exceed its current plans and expectations, which could require the Company to complete a transaction or wind-down its operations sooner than anticipated. Additionally, any transaction the Company consummates may offer limited value for the Company’s existing business and proprietary technology and may not enhance stockholder value or provide the expected benefits. If the Company is unable to successfully complete a strategic transaction or secure additional capital on a timely basis and on terms that are acceptable to its stockholders, the Company may be required to cease its operations altogether. |
Use of estimates | Use of estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect certain reported amounts and disclosures. Accordingly, actual results could differ from those estimates. Significant estimates used in preparing the consolidated financial statements include those assumed in revenue recognition, the measurement of operating lease right-of-use assets and lease liabilities, the valuation of stock-based compensation expense, and the valuation allowance on deferred tax assets. On an ongoing basis, management reviews these estimates and assumptions. |
Revenue recognition | Revenue recognition The Company generates revenues from payments received from research service agreements, product sales, collaborative agreements with partners including pharmaceutical and biotechnology companies and academic institutions, licenses, and grants from the National Institutes of Health (“NIH”) and private not-for-profit organizations. The Company recognizes revenue under Topic 606, Revenue from Contracts with Customers Billings to customers or payments received from customers are included in deferred revenue on the balance sheet until all revenue recognition criteria are met. As of June 30, 2019 and March 31, 2019, the Company had approximately $532,000 and $525,000, respectively, in deferred revenue related to its research service agreements, collaborative agreements, and licenses within the scope of Topic 606. In the three months ended June 30, 2019, the Company recognized revenue on approximately $25,000 that had been recorded as deferred revenue at March 31, 2019. Service revenues The Company’s service-based business, Organovo, Inc., utilizes its NovoGen® bioprinting platform to provide customers access to its highly specialized tissues that model human biology and disease, and to in vitro For service contracts, the Company allocates the transaction price to each performance obligation based on the estimated relative standalone selling prices of the promised products or services underlying each performance obligation. If the standalone selling price is not observable through past transactions, the Company estimates the standalone selling price taking into account available information such as market conditions and internally approved pricing guidelines related to the performance obligations. The transaction price for service business contracts is a fixed consideration. Product sales, net The Company’s product-based business, Samsara Sciences, Inc., produces high-quality cell-based products for use in Organovo’s 3D tissue manufacturing and for use by life science customers. The Company recognizes product revenue when the performance obligation is satisfied, which is at the point in time the customer obtains control of the Company’s product, typically upon delivery. Product revenues are recorded at the transaction price, net of any estimates for variable consideration under Topic 606. The Company’s process for estimating variable consideration does not differ materially from its historical practices. Variable consideration is estimated using the expected value method which considers the sum of probability-weighted amounts in a range of possible amounts under the contract. Product revenue reflects the Company’s best estimates of the amount of consideration to which it is entitled based on the terms of the individual contracts. Actual amounts of consideration ultimately received may differ from the Company’s estimates. If actual results vary materially from the Company’s estimates, the Company will adjust these estimates, which will affect revenue from product sales and earnings in the period such estimates are adjusted. The Company provides no right of return to its customers except in cases where a customer obtains authorization from the Company for the return. To date, there have been no product returns. The Company will continue to assess its estimates of variable consideration as it accumulates additional historical data and will adjust its estimates accordingly. Collaborative research, development, and licenses The Company enters into collaborative agreements with partners that typically include one or more of the following: (i) non-exclusive license fees; (ii) non-refundable up-front fees; (iii) payments for reimbursement of research costs; (iv) payments associated with achieving specific development milestones; and (v) royalties based on specified percentages of net product sales, if any. At the initiation of an agreement, the Company analyzes whether it results in a contract with a customer under Topic 606 or in an arrangement with a collaborator subject to guidance under ASC 808, Collaborative Arrangements The Company considers a variety of factors in determining the appropriate estimates and assumptions under these arrangements, such as whether the elements are distinct performance obligations, whether there are determinable stand-alone prices, and whether any licenses are functional or symbolic. The Company evaluates each performance obligation to determine if it can be satisfied and recognized as revenue at a point in time or over time. Typically, non-exclusive license fees, non-refundable upfront fees, and funding of research activities are considered fixed, while milestone payments are identified as variable consideration which must be evaluated to determine if it is constrained and, therefore, excluded from the transaction price. The Company’s collaborative agreements that were not completed at the implementation of Topic 606 on April 1, 2018, consisted of research collaboration and limited technology access licenses. These agreements provide the licensee with a non-exclusive, non-transferable, limited, royalty-free technology license, including access to Organovo’s proprietary bioprinter platform, training, and continued support by means of consumables and consultation throughout the duration of the contract. The Company has determined the intellectual property license is not distinct from the continued support promised under the agreement and is therefore a single combined performance obligation. The Company recognizes revenue for these combined performance obligations over time for the duration of the license period, as the combined performance obligation will not be fully satisfied until the end of the contract. For the three months ended June 30, 2019, all collaborations and licenses revenue was within the scope of Topic 606 and recognized accordingly. See “Note 4. Collaborative Research, Development, and License Agreements” for more information on the Company’s collaborative agreements. Grant revenue In July 2017, the NIH awarded the Company a “Research and Development” grant totaling approximately $1,657,000 of funding over three years. The Company has concluded this government grant is not within the scope of Topic 606, as government entities do not meet the definition of a “customer” as defined by Topic 606, as there is not considered to be a transfer of control of goods or services to the government entity funding the grant. Additionally, the Company has concluded this government grant does meet the definition of a contribution and is a non-reciprocal transaction, however, Subtopic 958-605, Not-for-Profit-Entities-Revenue Recognition does not apply, as the Company is a business entity and the grant is with a governmental agency. Revenues from this grant are based upon internal costs incurred that are specifically covered by the grant, plus an additional rate that provides funding for overhead expenses. Revenue is recognized as the Company incurs expenses that are related to the grant. T he Company believes this policy is consistent with the overarching premise in Topic 606, to ensure that it recognizes revenues to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration to which it expects to be entitled in exchange for those goods or services, even though there is no “exchange” as defined in the ASC. The Company believes the recognition of revenue as costs are incurred and amounts become earned/realizable is analogous to the concept of transfer of control of a service over time under Topic 606. Revenue recognized under this grant was approximately $52,000 and $100,000 for the three months ended June 30, 2019 and 2018, respectively. |
Cost of revenues | Cost of revenues The Company reported approximately $0.1 million in cost of revenues for the three months ended June 30, 2019 and 2018. Cost of revenues consists of costs related to manufacturing and delivering product and service revenue. |
Net loss per share | Net loss per share Basic and diluted net loss per share has been computed using the weighted-average number of shares of common stock outstanding during the period. The weighted-average number of shares used to compute diluted loss per share excludes any assumed exercise of stock options and warrants, shares reserved for purchase under the Company’s 2016 Employee Stock Purchase Plan (“ESPP”), the assumed release of restriction of restricted stock units, and shares subject to repurchase as the effect would be anti-dilutive. No dilutive effect was calculated for the three months ended June 30, 2019 or 2018, as the Company reported a net loss for each respective period and the effect would have been anti-dilutive. Common stock equivalents excluded from computing diluted net loss per share were approximately 14.6 million at June 30, 2019 and 2018. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the FASB or other standard setting bodies. Unless otherwise stated, the Company believes that the impact of the recently issued accounting pronouncements that are not yet effective will not have a material impact on its consolidated financial position or results of operations upon adoption. Adoption of New Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ASU”) 2016-02, Leases (“ASC 842”), which supersedes the lease guidance under ASC 840 – Leases. The new accounting standard requires an entity to recognize right-of-use assets and corresponding lease liabilities on the balance sheet for all leases with terms of more than 12 months and to disclose key information about leasing arrangements. This new guidance became effective for the Company on April 1, 2019. The Company adopted ASC 842 on April 1, 2019 and elected the optional transition method that allows for a cumulative-effect adjustment in the period of adoption and did not require restatement of prior periods. The Company elected the package of practical expedients permitted under the transition guidance, but not the hindsight practical expedient. Please refer to “Note 6. Leases” for more information regarding the Company’s adoption of the new lease standard. In February 2018, the FASB issued ASU No. 2018-02, Income Statement – Reporting Comprehensive Income In June 2018, the FASB issued ASU No. 2018-07, Compensation - Stock Compensation: Improvements to Nonemployee Share-Based Payment Accounting Recent Accounting Pronouncements Not Yet Adopted In November 2018, the FASB issued ASU 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Class Of Stock [Line Items] | |
Schedule of Stock-based Compensation Expense | Stock-based compensation expense for all stock-based awards consists of the following (in thousands): Three Months Ended Three Months Ended June 30, 2019 June 30, 2018 Research and development $ 164 $ 202 General and administrative $ 1,056 $ 1,077 Total $ 1,220 $ 1,279 |
Fair Value of Employee Stock Options | The fair value of stock options was estimated at the grant date using the following weighted average assumptions: Three Months Ended Three Months Ended June 30, 2019* June 30, 2018 Dividend yield — — Volatility 0.00 % 72.25 % Risk-free interest rate 0.00 % 2.82 % Expected life of options 0 years 6 years Weighted average grant date fair value $ — $ 1.21 *No options were granted during the three months ended June 30, 2019, as such the weighted average assumptions are not applicable. |
Fair Value of Employee Stock Purchase Plan | The fair value of ESPP shares was estimated at the purchase period commencement date using the following assumptions: Three Months Ended Three Months Ended June 30, 2019 June 30, 2018 Dividend yield — — Volatility 43.69 % 61.35 % Risk-free interest rate 2.52 % 1.85 % Expected term 6 months 6 months Grant date fair value $ 0.29 $ 0.30 |
Summary of Stock Option Activity | A summary of the Company’s stock option activity from March 31, 2019 to June 30, 2019 is as follows: Options Outstanding Weighted Average Exercise Price Aggregate Intrinsic Value Outstanding at March 31, 2019 12,039,264 $ 2.24 $ — Options granted — $ — $ — Options cancelled / forfeited (101,077 ) $ 1.88 $ — Options exercised — $ — $ — Outstanding at June 30, 2019 11,938,187 $ 2.24 $ — Vested and Exercisable at June 30, 2019 4,108,458 $ 3.60 $ — |
Summary of Warrant Activity | The following table summarizes warrant activity for the three months ended June 30, 2019: Warrants Weighted Average Exercise Price Balance at March 31, 2019 145,000 $ 7.11 Granted — $ — Exercised — $ — Cancelled — $ — Balance at June 30, 2019 145,000 $ 7.11 |
Common Stock Reserved for Future Issuance | Common stock reserved for future issuance consisted of the following at June 30, 2019: Common stock warrants outstanding 145,000 Common stock options outstanding and reserved under the 2012 Plan 8,875,281 Common stock reserved under the 2012 Plan 13,068,863 Common stock reserved under the 2016 Employee Stock Purchase Plan 1,188,718 Restricted stock units outstanding under the 2012 Plan 2,163,724 Common stock options outstanding and reserved under the Incentive Award Agreement 3,062,906 Restricted stock units outstanding under the Incentive Award Agreement 160,714 Performance-based restricted stock units outstanding under the Incentive Award Agreement 158,706 Total at June 30, 2019 28,823,912 |
Restricted stock units (RSUs) [Member] | |
Class Of Stock [Line Items] | |
Summary of Company's Restricted Stock Unit Activity and Performance Based Restricted Stock Unit Activity | A summary of the Company’s restricted stock unit (not including performance-based restricted stock units) activity from March 31, 2019 through June 30, 2019 is as follows: Number of Shares Weighted Average Price Unvested at March 31, 2019 2,080,723 $ 1.80 Granted 585,926 $ 0.97 Vested (253,219 ) $ 2.49 Cancelled / forfeited (88,992 ) $ 1.53 Unvested at June 30, 2019 2,324,438 $ 1.53 |
Performance-Based Restricted Stock Units [Member] | |
Class Of Stock [Line Items] | |
Summary of Company's Restricted Stock Unit Activity and Performance Based Restricted Stock Unit Activity | A summary of the Company’s performance-based restricted stock unit activity from March 31, 2019 through June 30, 2019 is as follows: Number of Shares Weighted Average Price Unvested at March 31, 2019 158,706 $ 1.04 Granted — $ — Vested — $ — Cancelled / forfeited — $ — Unvested at June 30, 2019 158,706 $ 1.04 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Jun. 30, 2019 | |
Leases [Abstract] | |
Schedule of Impact of Adoption of ASC 842 on Consolidated Balance Sheet | The impact of the adoption of ASC 842 on the consolidated balance sheet as of April 1, 2019 is as follows (in thousands): ASC 840 ASC 842 March 31, 2019 Impact of Adoption April 1, 2019 Deferred Rent $ 35 $ (35 ) $ — Deferred Rent, net of current portion $ 588 $ (588 ) $ — Prepaid Rent $ 88 $ (88 ) $ — Operating right-of-use assets $ — $ 4,451 $ 4,451 Operating lease liability $ — $ 1,038 $ 1,038 Operating lease liability, net of current portion $ — $ 3,948 $ 3,948 |
Summary of Lease Liabilities and Corresponding Right-of-use assets | The table below summarizes the Company’s lease liabilities and corresponding right-of-use assets as of June 30, 2019 (in thousands): June 30, 2019 ASSETS Operating lease right-of-use assets $ 4,288 Total lease right-of-use assets $ 4,288 LIABILITIES Current Operating lease liability $ 1,046 Noncurrent Operating lease liability, net of current portion $ 3,774 Total lease liabilities $ 4,820 Weighted average remaining lease term: 5.15 years Weighted average discount rate: 8 % |
Summary of Cash Flows Associated with Company’s Leases | The table below is a summary of the cash flows associated with the Company’s leases for the three months ended June 30, 2019 (in thousands): For the Three Months Ended June 30, 2019 Cash paid for amount included in measurement of liabilities: Operating cash flows from operating leases $ 265 |
Future Lease Payments Relating to Operating Lease Liabilities | Future lease payments relating to the Company’s operating lease liabilities as of June 30, 2019, are as follows (in thousands): Fiscal year ended March 31, 2020 $ 729 Fiscal year ended March 31, 2021 1,113 Fiscal year ended March 31, 2022 1,153 Fiscal year ended March 31, 2023 1,183 Fiscal year ended March 31, 2024 1,219 Thereafter 514 Total future lease payments 5,911 Less: Imputed interest (1,091 ) Total lease obligations 4,820 Less: Current obligations (1,046 ) Noncurrent lease obligations $ 3,774 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | ||
Jul. 31, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | Mar. 31, 2019 | |
Summary Of Significant Accounting Policies [Line Items] | ||||
Cash and cash equivalents | $ 35,487,000 | $ 39,613,000 | $ 36,477,000 | |
Restricted cash | 100,000 | |||
Accumulated deficit | (267,078,000) | $ (260,755,000) | ||
Cash flow from operations | $ 5,935,000 | 7,022,000 | ||
Issuance of common stock | 130,279,463 | 124,015,429 | ||
Deferred revenue | $ 532,000 | $ 525,000 | ||
Revenue recognized | 25,000 | |||
Revenue recognized under grants | 668,000 | 689,000 | ||
Cost of revenues | 100,000 | 100,000 | ||
Dilutive effect | $ 0 | $ 0 | ||
Common stock equivalents excluded from computing diluted net loss per share | 14,600,000 | 14,600,000 | ||
NIH Research Grants Two [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Revenue recognized under grants | $ 1,657,000 | |||
Grant revenue funding period | 3 years | |||
Product [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Product return revenue | $ 0 | |||
Grants [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Revenue recognized under grants | 52,000 | $ 100,000 | ||
Grants [Member] | NIH Research Grants Two [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Revenue recognized under grants | 52,000 | $ 100,000 | ||
Research and Development Services [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Deferred revenue | $ 532,000 | $ 525,000 | ||
At-The-Market Facility [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Issuance of common stock | 6,087,382 | |||
Gross proceeds from sale of common stock shares | $ 5,000,000 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Stock-based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | $ 1,220 | $ 1,279 |
Research and development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | 164 | 202 |
General and administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total stock-based compensation expense | $ 1,056 | $ 1,077 |
Stockholders' Equity - Stock-ba
Stockholders' Equity - Stock-based Compensation Expense and Valuation Information - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Class Of Stock [Line Items] | ||
Total unrecognized compensation cost related to unvested stock option grants | $ 6,528,000 | |
Employee Stock Purchase Plan [Member] | ||
Class Of Stock [Line Items] | ||
Total unrecognized compensation cost related, weighted average period | 2 months | |
Unrecognized stock-based compensation expense | $ 4,000 | |
Stock options [Member] | ||
Class Of Stock [Line Items] | ||
Total unrecognized compensation cost related, weighted average period | 2 years 6 months 18 days | |
Restricted stock units (RSUs) [Member] | ||
Class Of Stock [Line Items] | ||
Total unrecognized compensation cost related, weighted average period | 2 years 6 months 21 days | |
Unrecognized stock-based compensation expense | $ 3,295,000 | |
Performance-Based Restricted Stock Units [Member] | ||
Class Of Stock [Line Items] | ||
Total unrecognized compensation cost related, weighted average period | 3 years 9 months 25 days | |
Unrecognized stock-based compensation expense | $ 127,000 |
Stockholders' Equity - Fair Val
Stockholders' Equity - Fair Value of Employee Stock Options (Detail) - $ / shares | 3 Months Ended | ||
Jun. 30, 2019 | [1] | Jun. 30, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |||
Dividend yield | 0.00% | 0.00% | |
Volatility | 0.00% | 72.25% | |
Risk-free interest rate | 0.00% | 2.82% | |
Expected life of options | 0 days | 6 years | |
Weighted average grant date fair value | $ 0 | $ 1.21 | |
[1] | No options were granted during the three months ended June 30, 2019, as such the weighted average assumptions are not applicable. |
Stockholders' Equity - Fair V_2
Stockholders' Equity - Fair Value of Employee Stock Options (Parenthetical) (Detail) | 3 Months Ended |
Jun. 30, 2019USD ($) | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Options granted | $ 0 |
Stockholders' Equity - Fair V_3
Stockholders' Equity - Fair Value of Employee Stock Purchase Plan (Detail) - $ / shares | 3 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Dividend yield | 0.00% | [1] | 0.00% |
Volatility | 0.00% | [1] | 72.25% |
Risk-free interest rate | 0.00% | [1] | 2.82% |
Expected term | 0 days | [1] | 6 years |
Grant date fair value | $ 0 | [1] | $ 1.21 |
2016 Employee Stock Purchase Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Dividend yield | 0.00% | 0.00% | |
Volatility | 43.69% | 61.35% | |
Risk-free interest rate | 2.52% | 1.85% | |
Expected term | 6 months | 6 months | |
Grant date fair value | $ 0.29 | $ 0.30 | |
[1] | No options were granted during the three months ended June 30, 2019, as such the weighted average assumptions are not applicable. |
Stockholders' Equity - Preferre
Stockholders' Equity - Preferred Stock - Additional Information (Detail) | Jun. 30, 2019shares |
Equity [Abstract] | |
Preferred stock, shares authorized | 25,000,000 |
Preferred stock, shares outstanding | 0 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock - Additional Information (Detail) | Jun. 25, 2019$ / shares | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($)shares | Jun. 30, 2018USD ($)shares | Mar. 31, 2019shares | Jul. 26, 2018shares | Mar. 16, 2018USD ($) |
Class Of Stock [Line Items] | |||||||
Issuance of common stock | shares | 130,279,463 | 124,015,429 | |||||
Common stock, shares authorized | shares | 200,000,000 | 200,000,000 | |||||
Certificate of Amendment [Member] | |||||||
Class Of Stock [Line Items] | |||||||
Common stock, shares authorized | shares | 200,000,000 | ||||||
Minimum [Member] | |||||||
Class Of Stock [Line Items] | |||||||
Minimum closing bid price | $ / shares | $ 1,000,000 | ||||||
Stockholders equity reverse stock split conversion ratio | 0.2 | ||||||
Maximum [Member] | |||||||
Class Of Stock [Line Items] | |||||||
Stockholders equity reverse stock split conversion ratio | 0.05 | ||||||
2018 Sales Agreement [Member] | |||||||
Class Of Stock [Line Items] | |||||||
Equity sales agreement expiration date | Feb. 22, 2021 | ||||||
Value of shares sold under equity distribution agreement | $ | $ 18,700,000 | ||||||
Issuance of common stock | shares | 17,719,185 | ||||||
2018 Sales Agreement [Member] | Maximum [Member] | |||||||
Class Of Stock [Line Items] | |||||||
Common stock value reserved for future issuance | $ | $ 81,300,000 | ||||||
IPO [Member] | |||||||
Class Of Stock [Line Items] | |||||||
Securities authorized for offer and sale, amount | $ | $ 100,000,000 | ||||||
At-The-Market Facility [Member] | |||||||
Class Of Stock [Line Items] | |||||||
Issuance of common stock | shares | 6,087,382 | ||||||
At-The-Market Facility [Member] | 2018 Sales Agreement [Member] | |||||||
Class Of Stock [Line Items] | |||||||
Common stock value reserved for future issuance | $ | $ 31,300,000 | ||||||
Issuance of common stock from stock options exercises, net, Shares | shares | 6,087,382 | 2,085,540 | |||||
Value of shares sold under equity distribution agreement | $ | $ 5,000,000 | $ 3,000,000 | |||||
At-The-Market Facility [Member] | 2018 Sales Agreement [Member] | Maximum [Member] | |||||||
Class Of Stock [Line Items] | |||||||
Common stock value reserved for future issuance | $ | $ 50,000,000 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted Stock Awards, Restricted Stock Units and Performance-Based Restricted Stock Units - Additional Information (Detail) | Dec. 12, 2018shares | Aug. 23, 2017USD ($)Trancheshares | Jun. 30, 2019Trancheshares | Mar. 31, 2019shares | Apr. 24, 2017shares |
Restricted stock units (RSUs) [Member] | |||||
Class Of Stock [Line Items] | |||||
Restricted stock awards granted | 585,926 | ||||
Number of shares allocated | 2,324,438 | 2,080,723 | |||
Share based compensation arrangement, number of shares vested | 253,219 | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | |||||
Class Of Stock [Line Items] | |||||
Number of tranches | Tranche | 5 | ||||
Award vesting percentage | 100.00% | ||||
Number of tranches expected to vest | Tranche | 0 | ||||
Grant date fair values of tranches | $ | $ 165,000 | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Maximum [Member] | |||||
Class Of Stock [Line Items] | |||||
Number of shares allocated | 208,822 | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share-based Compensation Award, Tranche One [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 20.00% | ||||
Stock units vesting year | 2018 | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share-based Compensation Award, Tranche One [Member] | Minimum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 0.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share-based Compensation Award, Tranche One [Member] | Maximum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 120.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share-based Compensation Award, Tranche Two [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 20.00% | ||||
Stock units vesting year | 2019 | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share-based Compensation Award, Tranche Two [Member] | Minimum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 0.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share-based Compensation Award, Tranche Two [Member] | Maximum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 120.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share-based Compensation Award, Tranche Three [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 20.00% | ||||
Stock units vesting year | 2020 | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share-based Compensation Award, Tranche Three [Member] | Minimum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 0.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share-based Compensation Award, Tranche Three [Member] | Maximum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 120.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share Based Compensation Award Tranche Four [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 20.00% | ||||
Stock units vesting year | 2021 | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share Based Compensation Award Tranche Four [Member] | Minimum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 0.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share Based Compensation Award Tranche Four [Member] | Maximum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 120.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share Based Compensation Award Tranche Five [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 20.00% | ||||
Stock units vesting year | 2020 | ||||
Share based compensation arrangement, number of shares vested | 41,764 | ||||
Share based compensation arrangement, number of shares forfeited | 8,352 | ||||
Share based compensation arrangement, number of shares eligible to vest upon future performance | 158,706 | ||||
Share based compensation arrangement amendment description and terms | Based on the amendment to the vesting criteria, the remaining 158,706 units eligible to vest upon future performance were divided into three separate but equal tranches with independent vesting criteria based on the achievement of certain regulatory milestones. | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share Based Compensation Award Tranche Five [Member] | Minimum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 0.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | Share Based Compensation Award Tranche Five [Member] | Maximum [Member] | |||||
Class Of Stock [Line Items] | |||||
Award vesting percentage | 120.00% | ||||
Inducement Award Performance-Based Restricted Stock Units [Member] | CEO [Member] | |||||
Class Of Stock [Line Items] | |||||
Number of shares allocated | 208,822 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Company's Restricted Stock Unit Activity and Performance-Based Restricted Stock Unit Activity (Detail) | 3 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Restricted stock units (RSUs) [Member] | |
Class Of Stock [Line Items] | |
Beginning balance, Unvested, Number of Shares | shares | 2,080,723 |
Granted, Number of Shares | shares | 585,926 |
Vested, Number of Shares | shares | (253,219) |
Canceled / forfeited, Number of Shares | shares | (88,992) |
Ending balance, Unvested, Number of Shares | shares | 2,324,438 |
Beginning balance, Unvested, Weighted Average Price | $ / shares | $ 1.80 |
Granted, Weighted Average Price | $ / shares | 0.97 |
Vested, Weighted Average Price | $ / shares | 2.49 |
Canceled / forfeited, Weighted Average Price | $ / shares | 1.53 |
Ending balance, Unvested, Weighted Average Price | $ / shares | $ 1.53 |
Performance-Based Restricted Stock Units [Member] | |
Class Of Stock [Line Items] | |
Beginning balance, Unvested, Number of Shares | shares | 158,706 |
Granted, Number of Shares | shares | 0 |
Vested, Number of Shares | shares | 0 |
Canceled / forfeited, Number of Shares | shares | 0 |
Ending balance, Unvested, Number of Shares | shares | 158,706 |
Beginning balance, Unvested, Weighted Average Price | $ / shares | $ 1.04 |
Granted, Weighted Average Price | $ / shares | 0 |
Vested, Weighted Average Price | $ / shares | 0 |
Canceled / forfeited, Weighted Average Price | $ / shares | 0 |
Ending balance, Unvested, Weighted Average Price | $ / shares | $ 1.04 |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of Stock Option Activity (Detail) | 3 Months Ended |
Jun. 30, 2019USD ($)$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Options Outstanding, Beginning balance | shares | 12,039,264 |
Granted, Options Outstanding | shares | 0 |
Cancelled / forfeited, Options Outstanding | shares | (101,077) |
Exercised, Options Outstanding | shares | 0 |
Options Outstanding, Ending balance | shares | 11,938,187 |
Vested and Exercisable, Options Outstanding | shares | 4,108,458 |
Weighted-Average Exercise Price, Options Beginning balance | $ / shares | $ 2.24 |
Options granted, Weighted-Average Exercise Price | $ / shares | 0 |
Options cancelled / forfeited, Weighted-Average Exercise Price | $ / shares | 1.88 |
Options exercised, Weighted-Average Exercise Price | $ / shares | 0 |
Weighted-Average Exercise Price, Options Ending balance | $ / shares | 2.24 |
Vested and Exercisable, Weighted-Average Exercise Price | $ / shares | $ 3.60 |
Aggregate Intrinsic Value, Options Beginning balance | $ | $ 0 |
Options Exercised, Aggregate Intrinsic Value | $ | 0 |
Aggregate Intrinsic Value, Options | $ | 0 |
Vested and Exercisable, Aggregate Intrinsic Value | $ | $ 0 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Options and Employee Stock Purchase Plan - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | ||
Class Of Stock [Line Items] | |||
Weighted-average remaining contractual term of options exercisable | 6 years 8 months 26 days | ||
Weighted-average remaining contractual term of options outstanding | 6 years 8 months 26 days | ||
Number of common stock shares approved under ESPP | 28,823,912 | ||
Expected life of options | 0 days | [1] | 6 years |
2016 Employee Stock Purchase Plan [Member] | |||
Class Of Stock [Line Items] | |||
Number of common stock shares approved under ESPP | 1,500,000 | ||
Employee subscription rate | 15.00% | ||
Compensation amount per employee | $ 25,000 | ||
Number of shares per employee | 10,000 | ||
Fair market value at discount | 85.00% | ||
Purchase period | 6 months | ||
Initial offering period | 2016-09 | ||
Description of plan | Shares under the ESPP are purchased at 85 percent of the fair market value at the lower of (i) the closing price on the first trading day of the six-month purchase period or (ii) the closing price on the last trading day of the six-month purchase period. | ||
Expected life of options | 6 months | 6 months | |
Shares available for purchase under ESPP | 1,188,718 | ||
[1] | No options were granted during the three months ended June 30, 2019, as such the weighted average assumptions are not applicable. |
Stockholders' Equity - Summar_3
Stockholders' Equity - Summary of Warrant Activity (Detail) | 3 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options Outstanding, Beginning balance | shares | 12,039,264 |
Granted, Options Outstanding | shares | 0 |
Exercised, Options Outstanding | shares | 0 |
Options Outstanding, Ending balance | shares | 11,938,187 |
Weighted-Average Exercise Price, Options Beginning balance | $ / shares | $ 2.24 |
Granted, Weighted-Average Exercise Price | $ / shares | 0 |
Exercised, Weighted-Average Exercise Price | $ / shares | 0 |
Weighted-Average Exercise Price, Options Ending balance | $ / shares | $ 2.24 |
Warrants [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options Outstanding, Beginning balance | shares | 145,000 |
Granted, Options Outstanding | shares | 0 |
Exercised, Options Outstanding | shares | 0 |
Cancelled, Options Outstanding | shares | 0 |
Options Outstanding, Ending balance | shares | 145,000 |
Weighted-Average Exercise Price, Options Beginning balance | $ / shares | $ 7.11 |
Granted, Weighted-Average Exercise Price | $ / shares | 0 |
Exercised, Weighted-Average Exercise Price | $ / shares | 0 |
Cancelled, Weighted-Average Exercise Price | $ / shares | 0 |
Weighted-Average Exercise Price, Options Ending balance | $ / shares | $ 7.11 |
Stockholders' Equity - Warrants
Stockholders' Equity - Warrants - Additional Information (Detail) | 3 Months Ended |
Jun. 30, 2019$ / shares | |
Class Of Stock [Line Items] | |
Weighted-average remaining contractual term of options exercisable | 6 years 8 months 26 days |
Minimum [Member] | |
Class Of Stock [Line Items] | |
Warrants exercisable price, per share | $ 6.84 |
Maximum [Member] | |
Class Of Stock [Line Items] | |
Warrants exercisable price, per share | $ 7.62 |
Warrants [Member] | |
Class Of Stock [Line Items] | |
Weighted-average remaining contractual term of options exercisable | 3 months 10 days |
Stockholders' Equity - Common_2
Stockholders' Equity - Common Stock Reserved for Future Issuance (Detail) | Jun. 30, 2019shares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 28,823,912 |
Equity Incentive Plan 2012 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 13,068,863 |
2016 Employee Stock Purchase Plan [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 1,500,000 |
Warrants [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 145,000 |
Stock options [Member] | Equity Incentive Plan 2012 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 8,875,281 |
Stock options [Member] | 2016 Employee Stock Purchase Plan [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 1,188,718 |
Stock options [Member] | Inducement Award Agreement [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 3,062,906 |
Restricted stock units (RSUs) [Member] | Equity Incentive Plan 2012 [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 2,163,724 |
Restricted stock units (RSUs) [Member] | Inducement Award Agreement [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 160,714 |
Performance-Based Restricted Stock Units [Member] | Inducement Award Agreement [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Common stock reserved for future issuance | 158,706 |
Collaborative Research, Devel_2
Collaborative Research, Development, and License Agreements - Additional Information (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | ||
May 31, 2018 | Apr. 30, 2017 | Jun. 30, 2019 | Jun. 30, 2018 | |
Collaborative Arrangements and Noncollaborative Arrangement Transactions [Line Items] | ||||
Total Revenues | $ 668,000 | $ 689,000 | ||
Non-exclusive patent license agreement annual fee | 51,000 | 120,000 | ||
April 2017 Non-exclusive Research Affiliation Collaborative [Member] | ||||
Collaborative Arrangements and Noncollaborative Arrangement Transactions [Line Items] | ||||
Non-exclusive patent license agreement term | 2 years | |||
Proceeds from Non-exclusive patent annual license fee | $ 75,000 | $ 75,000 | ||
Collaborations and Licenses [Member] | ||||
Collaborative Arrangements and Noncollaborative Arrangement Transactions [Line Items] | ||||
Total Revenues | 10,000 | 43,000 | ||
Collaborations and Licenses [Member] | December 2016 Non-exclusive Research Affiliation Collaborative [Member] | ||||
Collaborative Arrangements and Noncollaborative Arrangement Transactions [Line Items] | ||||
Total Revenues | 10,000 | 10,000 | ||
Collaborations and Licenses [Member] | April 2017 Non-exclusive Research Affiliation Collaborative [Member] | ||||
Collaborative Arrangements and Noncollaborative Arrangement Transactions [Line Items] | ||||
Total Revenues | 0 | 19,000 | ||
Collaborations and Licenses [Member] | April 2017 Non-exclusive Research Affiliation Collaborative [Member] | Up-front Payment Received [Member] | ||||
Collaborative Arrangements and Noncollaborative Arrangement Transactions [Line Items] | ||||
Total Revenues | $ 0 | $ 14,000 | ||
License [Member] | April 2017 Non-exclusive Research Affiliation Collaborative [Member] | ||||
Collaborative Arrangements and Noncollaborative Arrangement Transactions [Line Items] | ||||
Non-exclusive patent license agreement annual fee | $ 75,000 |
Leases - Additional Information
Leases - Additional Information (Details) | 3 Months Ended | ||||
Jun. 30, 2019USD ($)ft² | Jun. 30, 2018USD ($) | Apr. 01, 2019USD ($) | Mar. 31, 2019USD ($) | Mar. 21, 2019 | |
Operating Lease [Line Items] | |||||
Operating right-of-use assets | $ 4,288,000 | $ 4,500,000 | $ 0 | ||
Operating lease liability | $ 4,820,000 | 5,000,000 | |||
Deferred rent | $ 600,000 | ||||
Office space under lease agreement | ft² | 45,580 | ||||
Monthly rental payments | $ 87,000 | ||||
Base rent escalators | 3.00% | ||||
Landlord tenant improvements funded amount | $ 500,000 | ||||
Lease option termination description | 0 | ||||
Lease term | 36 months | ||||
Operating lease expense | $ 262,000 | ||||
Rent expense | $ 325,000 | ||||
Variable lease expense | 107,000 | ||||
Short term lease cost | $ 15,000 | ||||
Lease Term For Remainder of Total Rentable Square Footage [Member] | |||||
Operating Lease [Line Items] | |||||
Lease expiration date | Aug. 31, 2024 | ||||
Lease Term For 14,685 of Total Rentable Square Footage [Member] | |||||
Operating Lease [Line Items] | |||||
Office space under lease agreement | ft² | 14,685 | ||||
Lease expiration date | Oct. 31, 2018 |
Leases - Schedule of Impact of
Leases - Schedule of Impact of Adoption of ASC 842 on Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Apr. 01, 2019 | Mar. 31, 2019 |
Operating Lease [Line Items] | |||
Deferred rent | $ 0 | $ 35 | |
Deferred rent, net of current portion | 0 | 588 | |
Prepaid Rent | 88 | ||
Operating right-of-use assets | 4,288 | $ 4,500 | 0 |
Operating lease liability | 1,046 | 0 | |
Operating lease liability, net of current portion | $ 3,774 | $ 0 | |
ASC 842 [Member] | |||
Operating Lease [Line Items] | |||
Deferred rent | 0 | ||
Deferred rent, net of current portion | 0 | ||
Prepaid Rent | 0 | ||
Operating right-of-use assets | 4,451 | ||
Operating lease liability | 1,038 | ||
Operating lease liability, net of current portion | 3,948 | ||
Impact of Adoption [Member] | ASC 842 [Member] | |||
Operating Lease [Line Items] | |||
Deferred rent | (35) | ||
Deferred rent, net of current portion | (588) | ||
Prepaid Rent | (88) | ||
Operating right-of-use assets | 4,451 | ||
Operating lease liability | 1,038 | ||
Operating lease liability, net of current portion | $ 3,948 |
Leases - Summary of Lease Liabi
Leases - Summary of Lease Liabilities and Corresponding Right-of-use assets (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Apr. 01, 2019 | Mar. 31, 2019 |
Assets | |||
Operating lease right-of-use assets | $ 4,288 | $ 4,500 | $ 0 |
Total lease right-of-use assets | 4,288 | ||
Current Liabilities | |||
Operating lease liability | 1,046 | 0 | |
Noncurrent | |||
Operating lease liability, net of current portion | 3,774 | $ 0 | |
Total lease liabilities | $ 4,820 | $ 5,000 | |
Weighted average remaining lease term: | 5 years 1 month 24 days | ||
Weighted average discount rate: | 8.00% |
Leases - Summary of Cash Flows
Leases - Summary of Cash Flows Associated with Company's Leases (Details) $ in Thousands | 3 Months Ended |
Jun. 30, 2019USD ($) | |
Cash paid for amount included in measurement of liabilities: | |
Operating cash flows from operating leases | $ 265 |
Leases - Future Lease Payments
Leases - Future Lease Payments Relating to Operating Lease Liabilities (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Apr. 01, 2019 | Mar. 31, 2019 |
Leases [Abstract] | |||
Fiscal year ended March 31, 2020 | $ 729 | ||
Fiscal year ended March 31, 2021 | 1,113 | ||
Fiscal year ended March 31, 2022 | 1,153 | ||
Fiscal year ended March 31, 2023 | 1,183 | ||
Fiscal year ended March 31, 2024 | 1,219 | ||
Thereafter | 514 | ||
Total future lease payments | 5,911 | ||
Less: Imputed interest | (1,091) | ||
Total lease obligations | 4,820 | $ 5,000 | |
Less: Current obligations | (1,046) | $ 0 | |
Operating lease liability, net of current portion | $ 3,774 | $ 0 |
Related Parties - Additional In
Related Parties - Additional Information (Detail) - USD ($) | Mar. 31, 2019 | Apr. 30, 2019 | Nov. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 |
Cirius Therapeutics, Inc., [Member] | Research Services [Member] | |||||
Related Party Transaction [Line Items] | |||||
Amount of transactions with related party for providing services | $ 281,000 | ||||
Revenue recognized from related parties agreement | 281,000 | ||||
Viscient Biosciences [Member] | Research Services [Member] | |||||
Related Party Transaction [Line Items] | |||||
Amount of transactions with related party for providing services | $ 7,000 | $ 142,000 | |||
Revenue recognized from related parties agreement | $ 42,000 | 107,000 | |||
Viscient Biosciences [Member] | Samsara [Member] | Primary Human Cell-based Products [Member] | |||||
Related Party Transaction [Line Items] | |||||
Revenue recognized from related parties agreement | $ 12,000 | $ 2,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) | Aug. 07, 2019USD ($)Position | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) |
Subsequent Event [Line Items] | |||
Impairment loss | $ 0 | ||
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Number of positions reduced | Position | 40 | ||
Percentage of overall workforce reduced | 69.00% | ||
Impairment of long-lived assets | $ 5,900,000 | ||
Scenario, Forecast [Member] | |||
Subsequent Event [Line Items] | |||
Annual savings to employee costs | $ 5,300,000 | ||
Scenario, Forecast [Member] | Employee Severance and Benefits Costs [Member] | |||
Subsequent Event [Line Items] | |||
Restructuring charge | $ 1,300,000 |