Timber Pharmaceuticals (TMBR) S-4/A 30 Mar 20 Registration of securities issued in business combination transactions (amended) Financial data

DOCUMENT AND ENTITY INFORMATION

DOCUMENT AND ENTITY INFORMATION	12 Months Ended
	Jan. 31, 2020
DOCUMENT AND ENTITY INFORMATION
Document Type	S-4/A
Entity Registrant Name	BioPharmX Corp
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Central Index Key	0001504167
Amendment Flag	false

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jan. 31, 2020	Jan. 31, 2019
Current assets:
Cash and cash equivalents	$ 727	$ 3,069
Prepaid expenses and other	259	316
Total current assets	986	3,385
Property and equipment, net	93	148
Operating lease right-of-use asset, net	936
Other	115	121
Total assets	2,130	3,654
Current liabilities:
Accounts payable	564	1,363
Accrued expenses and other	942	934
Note payable, net of discount and issuance costs of $522	178
Total current liabilities	1,684	2,297
Long-term liabilities:
Non-current operating lease liability	761
Other	24	59
Total liabilities	2,469	2,356
Commitments and contingencies (Note 5)
Stockholders' equity (deficit):
Preferred stock, $0.001 par value; 10,000,000 shares authorized; none issued and outstanding as of January 31, 2020 and 2019
Common stock, $0.001 par value; 450,000,000 shares authorized; 15,227,891 and 8,732,612 shares issued and outstanding as of January 31, 2020 and 2019, respectively	15	9
Additional paid-in capital	87,867	79,823
Accumulated deficit	(88,221)	(78,534)
Total stockholders' equity (deficit)	(339)	1,298
Total liabilities and stockholders' equity (deficit)	$ 2,130	$ 3,654

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Thousands	Jan. 31, 2020USD ($)$ / sharesshares	Jan. 31, 2019$ / sharesshares
CONSOLIDATED BALANCE SHEETS
Discount and issuance costs on notes payable | $	$ 522
Preferred stock, par value (in dollars per share) | $ / shares	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value (in dollars per share) | $ / shares	$ 0.001	$ 0.001
Common stock, shares authorized	450,000,000	450,000,000
Common stock, shares issued	15,227,891	8,732,612
Common stock, shares outstanding	15,227,891	8,732,612

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
Revenues, net		$ 57
Cost of goods sold		83
Gross margin		(26)
Operating expenses:
Research and development	$ 4,690	9,079
Sales and marketing	714	2,157
General and administrative	4,282	5,244
Total operating expenses	9,686	16,480
Loss from operations	(9,686)	(16,506)
Change in fair value of warrant and stock liabilities	291	28
Other income (expense), net	(290)	(778)
Loss before provision for income taxes	(9,685)	(17,256)
Provision for income taxes	2	2
Net loss and comprehensive loss	$ (9,687)	$ (17,258)
Basic and diluted net loss per share	$ (0.75)	$ (2.23)
Shares used in computing basic and diluted net loss per share	12,921,000	7,727,000

CONSOLIDATED STATEMENTS OF OP_2

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Parenthetical)	Apr. 25, 2019
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS
Conversion reverse stock split ratio	0.04

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total
Balance Beginning, Amount at Jan. 31, 2018	$ 6	$ 66,344	$ (61,278)	$ 5,072
Balance Beginning, Shares at Jan. 31, 2018	6,402,500
Increase (decrease) in stockholders' deficit
Cumulative-effect adjustment from adoption of new accounting pronouncement			2	2
Issuance of common stock due to exercise of options	$ 1	1		2
Issuance of common stock due to exercise of options (in shares)	5,602
Issuance of common stock due to exercise of warrants	$ 2	10,543		10,545
Issuance of common stock due to exercise of warrants (in shares)	2,324,510
Stock-based compensation expense		2,061		2,061
Fair value of modification of warrants		874		874
Net loss			(17,258)	(17,258)
Balance Ending, Amount at Jan. 31, 2019	$ 9	79,823	(78,534)	1,298
Balance Ending, Shares at Jan. 31, 2019	8,732,612
Increase (decrease) in stockholders' deficit
Issuance of common stock due to exercise of options		4		4
Issuance of common stock due to exercise of options (in shares)	1,667
Issuance of common stock, net of issuance costs	$ 6	7,194		7,200
Issuance of common stock, net of issuance costs (in shares)	6,493,612
Stock-based compensation expense		741		741
Fair value of common stock liability reclassed to accrued expenses and other		(663)		(663)
Fair value of modification of warrants		308		308
Fair value of warrant issued with note payable		460		460
Net loss			(9,687)	(9,687)
Balance Ending, Amount at Jan. 31, 2020	$ 15	$ 87,867	$ (88,221)	$ (339)
Balance Ending, Shares at Jan. 31, 2020	15,227,891

CONSOLIDATED STATEMENTS OF ST_2

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical) $ in Millions	12 Months Ended
	Jan. 31, 2020USD ($)
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)
Issuance costs	$ 0.6

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Cash flows from operating activities:
Net loss	$ (9,687)	$ (17,258)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	741	2,061
Fair value of modification of warrants	308	874
Depreciation expense	61	62
Amortization of note discount	13
Change in fair value of warrant and stock liabilities	(291)	(28)
Impairment loss on property and equipment	78
Other non-cash expense		3
Changes in assets and liabilities:
Prepaid expenses and other assets	63	(32)
Accounts payable	(799)	(13)
Accrued expenses and other liabilities	(594)	(661)
Net cash used in operating activities	(10,107)	(14,992)
Cash flows from investing activities:
Purchases of property and equipment	(30)	(43)
Net cash used in investing activities	(30)	(43)
Cash flows from financing activities:
Proceeds from the issuance of common stock, net of issuance costs	7,200
Proceeds from exercises of common stock warrants		10,546
Proceeds from exercises of stock options	4	1
Payments on financing lease obligation	(34)	(19)
Proceeds from issuance of note payable	625
Net cash provided by financing activities	7,795	10,528
Net decrease in cash and cash equivalents	(2,342)	(4,507)
Cash and cash equivalents as of beginning of year	3,069	7,576
Cash and cash equivalents as of end of year	727	3,069
Non-cash investing activities:
Property and equipment acquired through finance lease	54	61
Non-cash financing activities:
Issuance of warrants in connection with note payable	460
Fair value of common stock liability reclassed to accrued expenses and other	663
Supplemental disclosures:
Income taxes paid	$ 2	$ 2

GOING CONCERN

GOING CONCERN	12 Months Ended
	Jan. 31, 2020
GOING CONCERN
GOING CONCERN	2. GOING CONCERN The accompanying consolidated financial statements have been prepared assuming the Company will continue as a going concern and will continue to conduct operations for the foreseeable future and realize assets and discharge liabilities in the ordinary course of operations. As of January 31, 2020, the Company had cash and cash equivalents of $0.7 million and working capital deficit of $0.7 million. The Company has incurred recurring losses and negative cash flows from operations since inception and has funded its operating losses through the sale of common stock, preferred stock, warrants to purchase common stock and the issuance of notes. The Company incurred a net loss of $9.7 million and $17.3 million for the years ended January 31, 2020 and 2019, respectively, and had an accumulated deficit of $88.2 million as of January 31, 2020. The Company has a limited operating history and its prospects are subject to risks, expenses and uncertainties frequently encountered by companies in its industry. The Company will require significant additional financing in the future. If the Merger is not consummated, it will likely be required to wind-down and dissolve as a company and would be required to pay all its debts and contractual obligations and set aside certain reserves for potential future claims. While the Company will also attempt to consummate a financing to allow it to continue as a going concern, based on its recent strategic process, it does not believe that it will be able to consummate a financing on reasonable terms sufficient to obtain such additional financial resources. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The consolidated financial statements do not contain any adjustments that might result from the resolution of any of the above uncertainties.

BALANCE SHEET DETAILS

BALANCE SHEET DETAILS	12 Months Ended
	Jan. 31, 2020
BALANCE SHEET DETAILS
BALANCE SHEET DETAILS	3. BALANCE SHEET DETAILS January 31, 2020 2019 (in thousands) Property and equipment, net: Laboratory equipment $ 214 $ 196 Computer and equipment Less: accumulated depreciation $ $ Depreciation expense for the years ended January 31, 2020 and 2019 was approximately $61,000 and $62,000, respectively. In the fourth quarter of fiscal year 2020, the Company recorded a write-down of approximately $78,000 for certain property and equipment as result of the closure of the office and laboratory space in San Jose, California. January 31, 2020 2019 (in thousands) Accrued expenses and other current liabilities: Fair value of common stock liability $ 383 $ — Operating lease liability - current portion 260 — Legal 138 45 Compensation 51 371 Research and development 49 399 Other 61 119 $ 942 $ 934

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	12 Months Ended
	Jan. 31, 2020
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	4. FAIR VALUE MEASUREMENTS The Company recognizes and discloses the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). Each level of input has different levels of subjectivity and difficulty involved in determining fair value. · Level 1—Inputs used to measure fair value are unadjusted quoted prices that are available in active markets for the identical assets or liabilities as of the reporting date. · Level 2— Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the asset or liability. · Le vel 3— Unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. As of January 31, 2020, the Company recorded a $0.4 million common stock liability, which is classified as Level 1 within the fair value hierarchy. The fair value of the warrant liability was classified as a Level 3 liability, as the Company uses unobservable inputs to value it. The table below presents the activity within Level 3 of the fair value hierarchy (in thousands): Warrant Liability Balance as of February 1, 2018 $ 39 Change in fair value of warrants (28) Balance as of January 31, 2019 11 Change in fair value of warrants (11) Balance as of January 31, 2020 $ — The warrant liability is included in accrued expenses and other current liabilities on the consolidated balance sheets.

COMMITMENTS AND CONTINGENCIES

COMMITMENTS AND CONTINGENCIES	12 Months Ended
	Jan. 31, 2020
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES	5. COMMITMENTS AND CONTINGENCIES Commitments As part of the Merger process, the Company’s board of directors approved a retention bonus plan totaling $120,000 to be paid to employees. Payments under the retention bonus plan are based on meeting certain objectives. As of January 31, 2020, none of these objectives had been met. In the event the remaining employees are terminated as part of the Merger, severance payment obligations of approximately $75,000 are expected to be paid. See Note 10 for discussion regarding the Company’s operating and financing lease commitments. Legal Proceedings The Company may become subject to legal proceedings, claims and litigation arising in the ordinary course of business. In addition, the Company may receive letters alleging infringement of patents or other intellectual property rights. The Company is not a party to any material legal proceeding, nor is it aware of any pending or threatened litigation that the Company believes is likely to have a material adverse effect on its business, results of operations, cash flows or financial condition should such litigation be resolved unfavorably. These claims, even if not meritorious, could result in the expenditure of significant financial resources and diversion of management efforts. Indemnification The Company enters into standard indemnification arrangements in the ordinary course of business. Pursuant to these arrangements, the Company indemnifies, holds harmless, and agrees to reimburse the indemnified parties for losses suffered or incurred by the indemnified party, in connection with any trade secret, copyright, patent or other intellectual property infringement claim by any third-party with respect to the Company’s technology. The term of these indemnification agreements is generally perpetual. The maximum potential amount of future payments the Company could be required to make under these agreements is not determinable because it involves claims that may be made against the Company in the future, but have not yet been made. The Company has entered into indemnification agreements with its directors, officers and certain of its medical advisors that may require the Company to indemnify its directors, officers and such medical advisors against liabilities that may arise by reason of their status or service in these roles, other than liabilities arising from willful misconduct of the individual. The Company has not incurred costs to defend lawsuits or settle claims related to these indemnification agreements. No liability associated with such indemnifications has been recorded to date.

STOCKHOLDERS' EQUITY (DEFICIT)

STOCKHOLDERS' EQUITY (DEFICIT)	12 Months Ended
	Jan. 31, 2020
STOCKHOLDERS' EQUITY (DEFICIT)
STOCKHOLDERS' EQUITY (DEFICIT)	6. STOCKHOLDERS’ EQUITY (DEFICIT) Common Stock In March 2019, the Company issued 1,745,800 shares of common stock at a price per share of $0.09 resulting in net proceeds of $3.6 million in a registered direct offering. On May 16, 2019, the Company entered into a Capital on Demand TM Sales Agreement (Sales Agreement) with JonesTrading Institutional Services LLC, as agent (JonesTrading), pursuant to which the Company may offer and sell, from time to time through JonesTrading, shares of the Company’s common stock, par value $0.001 per share (the Common Stock), having an aggregate offering price of up to $8.5 million. As of January 31, 2020, the Company had sold an aggregate of 4,747,812 shares of Common Stock pursuant to the terms of such Sales Agreement for aggregate net proceeds of $3.6 million. Warrants A summary of warrants outstanding as of January 31, 2020 is as follows: Total Price per Share Expiration Date Warrants related to June 2015 financing 4,363 $ 68.75 June 2020 Warrants related to April 2016 financing 70,581 $ 30.00 April 2021 Warrants related to September 2016 financing (1)(4) 51,466 $ 18.75 September 2021 to March 2022 Warrants related to November 2016 financing 1,216,230 $ 8.75 November 2024 Warrants related to November 2016 financing 35,818 $10.938 November 2022 Warrants related to November 2016 financing 7,926 $ 8.25 November 2022 Warrants related to April 2017 financing 32,053 $ 22.50 October 2022 Warrants related to October 2017 financing 153,848 $ 7.50 October 2022 Warrants related to November 2017 financing (4) 2,277,412 $ 5.00 November 2022 Warrants related to November 2018 financing (2)(4) 1,066,670 $ 4.10 May/June 2021 Warrants related to note payable (3) 2,255,336 $ 0.01 July 2022 7,171,703 (1) In connection with the sale of common stock in September 2016, warrants to purchase 51,466 shares of common stock were issued at an exercise price of $18.75 per share. These warrants included a cash settlement option requiring the Company to record a liability for the fair value of the warrants at the time of issuance and at each reporting period with any change in the fair value reported as other income or expense. At the time of issuance, approximately $566,000 was recorded as a warrant liability. To value the warrant liability, the Company used the Black-Scholes pricing model with the following assumptions: risk-free interest rate of 1.1%, contractual term of 5 years, expected volatility of 95.8% and a dividend rate of 0%. As of January 31, 2020, there was no fair value related to these warrants. (2) On November 20, 2018, the Company entered into agreements with holders of certain of its warrants to purchase common stock with an exercise price per share of $6.25 originally issued on November 24, 2017 (Existing Warrants), whereby the holders and the Company agreed that the holders would cash exercise 1,066,670 shares of common stock underlying such Existing Warrants at a reduced price of $3.50, and the Company would issue new warrants to such holders to purchase up to an aggregate of 1,066,670 shares of common stock (New Warrants). The New Warrants are exercisable after the six-month anniversary of their issuance and terminate on the 30-month anniversary following their issuance. The New Warrants have an exercise price per share of $4.10. The Company recorded a charge for the incremental fair value of approximately $874,000 in the other expense line item in the consolidated statements of operations and comprehensive loss. The fair value of the warrants exercised was computed as of the date of exercise using the following assumptions: risk-free interest rate of 2.51%, contractual term of 6 months, expected volatility of 78.4% and a dividend rate of 0%. (3) On January 28, 2020, in connection with the Bridge Loan, the Company issued a warrant to purchase common stock. See Note 11 for discussion regarding the accounting treatment of this warrant. (4) On January 28, 2020, the Company entered into an exchange agreement with certain warrant holders, in which approximately 2.3 million warrants to purchase shares of common stock will be exchanged for 850,000 shares of common stock. These certain warrants contained language that would have allowed the warrant holders to convert the warrants into shares of common stock at the time of the consummation of the Merger based on a Black-Scholes value of these certain warrants. On January 28, 2020, the Company revalued the warrants for the shares of common stock to be issued resulting in a charge to other income and expense of approximately $308,000 due to the incremental value between the warrants and exchanged shares of common stock. To value the warrants for approximately 2.3 million shares of common stock to be exchanged, the Company used the Black-Scholes pricing model with the following assumptions: risk-free interest rate of 1.47%, remaining contractual term of warrant, average expected volatility of 106% and a dividend rate of 0%. On January 31, 2020, the Company revalued the common stock liability and due to the lower closing stock price of the Company’s common stock, the common stock liability was reduced by approximately $280,000. As of January 31, 2020, the common stock liability was approximately $383,000. The exchange was effected on February 3, 2020. Equity Incentive Plan On July 5, 2016, the Company adopted the 2016 Equity Incentive Plan (“2016 Plan”), which permits the Company to grant equity awards to directors, officers, employees and consultants. In connection with the adoption of the 2016 Plan, the Company ceased to grant equity awards under its 2014 Equity Incentive Plan (“2014 Plan”), which was adopted on January 23, 2014. All grants and awards under the 2014 Plan, including stock options previously issued under BioPharmX, Inc.’s 2011 Equity Incentive Plan that were substituted with stock options issued under the 2014 Plan, remain in effect in accordance with their terms. Stock options generally vest in one to four years and expire ten years from the date of grant. In March 2017, the 2016 Plan was amended and the shares reserved for issuance was increased by 800,000 shares to a total of 960,000 shares. In August 2018, the 2016 Plan was amended and the shares reserved for issuance were increased by 2,000,000 shares to a total of 2,960,000 shares of common stock. The 2014 Plan and 2016 Plan are referred to collectively as the “Plans.” The following table summarizes the Company’s stock option activities under the Plans: Weighted Average Remaining Aggregate Available for Exercise Contractual Intrinsic Grant Shares Prices Life Value (in thousands) Balance as of February 1, 2018 75,396 988,452 $ $ 304 Shares authorized for issuance 2,000,000 — Granted (417,660) 417,660 $ Exercised — (11,129) $ Canceled and returned to the 2016 Plan 449,839 (449,839) $ Canceled subsequent to termination of the 2014 Plan — (27,199) $ Balance as of January 31, 2019 2,107,575 917,945 $ $ 23 Granted (893,820) 893,820 $ Exercised — (1,667) $ Canceled and returned to the 2016 Plan 524,231 (524,231) $ Canceled subsequent to termination of the 2014 Plan — (51,375) $ Balance as of January 31, 2020 1,737,986 1,234,492 $ $ 1 Vested and exercisable 508,154 $ $ — Vested and expected to vest 1,069,509 $ $ 1 Inducement Grants The Company has also awarded inducement option grants to purchase common stock to new employees outside of the 2016 Plan as permitted under Section 711(a) of the NYSE American Company Guide. Such options vest at the rate of 25% of the shares on the first anniversary of the commencement of such employee’s employment with the Company, and then one forty-eighth (1/48) of the shares monthly thereafter subject to such employee’s continued service. The following table summarizes the Company’s inducement grant stock option activities: Weighted Average Remaining Exercise Contractual Aggregate Shares Prices Life Intrinsic Value (in thousands) Balance as of February 1, 2018 26,400 $ $ — Granted 16,000 $ Canceled (11,400) $ Balance as of January 31, 2019 31,000 $ $ — Canceled (24,333) $ Balance as of January 31, 2020 6,667 $ — $ — Vested and exercisable 6,667 $ — $ — Vested and expected to vest 6,667 $ — $ — The following table summarizes significant ranges of outstanding and exercisable options as of January 31, 2020: Options Outstanding Options Vested and Exercisable Weighted Average Weighted Weighted Remaining Average Number Average Number Contractual Exercise Vested and Exercise Range of Exercise Prices Outstanding Life (in Years) Prices Exercisable Prices $0.44 - $0.84 666,764 9.21 $ 175,072 $ $0.85 - $4.00 95,094 6.59 $ 2.54 82,206 $ $4.01 - $10.50 388,625 8.06 $ 5.62 172,205 $ 5.84 $10.51- $18.50 69,893 4.70 $ 16.78 64,555 $ 16.69 $18.51 - $28.50 6,400 6.30 $ 20.19 6,400 $ 20.19 $28.51 - $75.00 14,383 4.33 $ 51.17 14,383 $ 51.17 1,241,159 8.33 $ 4.02 514,821 $ 6.41 The total intrinsic value of stock options exercised during the year ended January 31, 2020 was di minimus. The total intrinsic value of stock options exercised during the year ended January 31, 2019 was approximately $26,000. During the year ended January 31, 2019, certain stock options were exercised pursuant to net exercise provisions, resulting in 138,157 shares of common stock retired in exchange of the total exercise price. The weighted average grant date fair values of the stock options granted during the years ended January 31, 2020 and 2019 was $0.44 and $3.00, respectively.

STOCK-BASED COMPENSATION

STOCK-BASED COMPENSATION	12 Months Ended
	Jan. 31, 2020
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION	7. STOCK-BASED COMPENSATION The following table summarizes the stock-based compensation expenses included in the statements of operations and comprehensive loss (in thousands): Year ended January 31, 2020 2019 Research and development $ 238 $ 654 Sales and marketing 57 414 General and administrative 446 993 Total $ 741 $ 2,061 The Company estimates the fair value of stock options granted using the Black-Scholes pricing model. This model also requires subjective assumptions, including future stock price volatility and expected time to exercise, which greatly affect the calculated values. For employee grants, the fair value is amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period. As of January 31, 2020, total compensation costs related to unvested, but not yet recognized, stock-based awards was $0.8 million, net of estimated forfeitures. This cost will be amortized on a straight-line basis over a weighted average remaining period of 2.29 years and will be adjusted for subsequent changes in estimated forfeitures. Valuation Assumptions The following assumptions were used to calculate the estimated fair value of awards granted: Year ended January 31, 2020 2019 Expected volatility 68.3% - 70.8% 78.8% - 91.0% Expected term in years 4.0 4.0 Risk-free interest rate 1.88% - 2.51% 2.43% - 2.98% Expected dividend yield — — Expected Term The expected term represents the period that the Company’s stock-based awards are expected to be outstanding. For awards granted subject only to service vesting requirements, the Company utilizes the simplified method for estimating the expected term of the stock-based award, instead of historical exercise data. Expected Volatility The Company uses the historical volatility of the price of shares of common stock of selected public companies, including the Company’s stock price, in the biotechnology sector due to its limited trading history. Risk-Free Interest Rate The Company bases the risk-free interest rate used in the Black-Scholes pricing model upon the implied yield curve currently available on U.S. Treasury zero-coupon issues with a remaining term equal to the expected term used as the assumption in the model. Expected Dividend The Company has never paid dividends on its common shares and currently does not intend to do so and, accordingly, the dividend yield percentage is zero for all periods.

EMPLOYEE BENEFIT PLAN

EMPLOYEE BENEFIT PLAN	12 Months Ended
	Jan. 31, 2020
EMPLOYEE BENEFIT PLAN
EMPLOYEE BENEFIT PLAN	8. EMPLOYEE BENEFIT PLAN The Company sponsors a 401(k) defined contribution plan for its employees. This plan provides for tax-deferred salary deductions for all full-time employees. Employee contributions are voluntary. Employees may contribute up to 100% of their annual compensation to this plan, as limited by an annual maximum amount as determined by the Internal Revenue Service. The Company may match employee contributions in amounts to be determined at the Company’s sole discretion. The Company has made no contributions to the plan for the years ended January 31, 2020 and 2019.

INCOME TAXES

INCOME TAXES	12 Months Ended
	Jan. 31, 2020
INCOME TAXES
INCOME TAXES	9. INCOME TAXES No federal income taxes were paid during the years ended January 31, 2020 and 2019 due to the Company’s net losses. The provision of income taxes consist of state minimum income taxes. As of January 31, 2020, the Company had available federal net operating loss (“NOL”) carryforwards of $77.4 million which will begin to expire in 2030 and California state NOL carryforwards of $70.8 million which will begin to expire in 2033. As of January 31, 2020 and 2019, the net deferred tax assets of approximately $24.0 million and $21.1 million, respectively, generated primarily by NOL carryforwards, have been fully reserved due to the uncertainty surrounding the realization of such benefits. The net valuation allowance increased by $2.6 million and $4.9 million during the years ended January 31, 2020 and 2019, respectively. Current tax laws impose substantial restrictions on the utilization of NOL and credit carryforwards in the event of an “ownership change,” as defined by the Internal Revenue Code. If there should be an ownership change, the Company’s ability to utilize its carryforwards could be limited. Significant components of the Company’s deferred tax assets were as follows (in thousands): January 31, 2020 2019 Deferred tax assets: Net operating loss carryforwards $ 21,101 $ 18,769 Stock-based compensation expense 1,251 1,163 Tax credit carryforwards 1,203 1,022 Operating lease liability 285 — Other 121 160 Total deferred tax assets 23,961 21,114 Less: valuation allowance (23,700) (21,114) Net deferred tax assets 261 — Deferred tax liability: Operating lease right-of-use asset (261) — Total deferred tax liability (261) — Net deferred tax assets $ — $ — A reconciliation of income taxes provided at the federal statutory rate (21% in 2019) to the actual income tax provision was as follows (in thousands): Year ended January 31, 2020 2019 Income tax benefit computed at U.S. statutory rate $ (2,034) $ (3,624) State income tax (net of federal benefit) (645) (1,478) Change in valuation allowance 2,586 4,857 Research and development credits (86) (158) Other 181 405 Provision for income taxes $ 2 $ 2 As of January 31, 2020 and 2019, the Company did not have any material unrecognized tax benefits. The tax years from 2010 to 2020 remain open for examination by the federal and state authorities.

LEASES

LEASES	12 Months Ended
	Jan. 31, 2020
LEASES
LEASES	10. LEASES On October 30, 2018, the Company signed a lease for 11,793 square feet of office and laboratory space in San Jose, California. The lease commenced in December 2018 and will terminate in December 2023. The lease requires payment of maintenance, utilities, taxes, insurance and other operating expenses associated with the leased space. On February 14, 2020, the Company entered into a sublease agreement for its 11,793 square feet office and laboratory space in San Jose, California. The sublease covers the term of the master lease. Payments from the sublease are expected to materially offset the costs for lease and related operating expenses. Effective February 1, 2019, the Company adopted ASC 842, Leases , which resulted in the recording of an operating lease right-to-use asset of $1.2 million and corresponding short-term and long-term liabilities of $0.3 million and $1.0 million, respectively. The right-to-use asset and corresponding liability for the facility lease have been measured at the present value of the future minimum lease payments using a 15% rate which was considered the Company’s incremental borrowing rate at the time of adoption. The Company has an option to extend the lease for an additional 36 months, but, as the renewal is not reasonably certain, the Company has not included this renewal option in its accounting for the lease. Lease expense is recognized on a straight-line basis over the lease term and was approximately $370,000 and $586,000 for the years ended January 31, 2020 and 2019, respectively. Cash paid for amounts included in the measurement of the operating lease liability for the year ended January 31, 2020 was approximately $338,000 and was included in net cash used in operating activities in the statement of cash flows. The future minimum payments under the Company’s operating lease as of January 31, 2020 are as follows (in thousands) : Operating Lease Fiscal years ending January 31, 2021 $ 372 2022 382 2023 392 2024 334 Total future minimum lease payments 1,480 Less: present value discount (459) Present value of operating lease liabilities $ 1,021 The Company recorded financing leases related to laboratory equipment purchased in March 2018 and May 2019. The leased asset values were approximately $61,000 and $54,000, respectively, and the corresponding current and long-term liabilities were recorded in accrued expenses and other current liabilities and other long-term liabilities, respectively. Total future payments representing interest until the termination of leases were approximately $6,000 as of January 31, 2020. The following table summarizes the Company’s financing lease commitment as of January 31, 2020 (in thousands): Financing Leases Fiscal years ending January 31, 2021 $ 43 2022 22 2023 5 Total $ 70

NOTE PAYABLE

NOTE PAYABLE	12 Months Ended
	Jan. 31, 2020
NOTE PAYABLE
NOTE PAYABLE	11. NOTE PAYABLE In connection with the Merger Agreement, the Company and Timber entered into a Credit Agreement, dated as of January 28, 2020, pursuant to which Timber has agreed to make a Bridge Loan to the Company in an aggregate amount of $2.25 million. Pursuant to the terms of the Credit Agreement, Timber will make the Bridge Loan to the Company in three tranches: (i) a $625,000 initial advance ($700,000 less $75,000 of original issue discount (OID)) made on the closing date of the Credit Agreement; (ii) $625,000 ($700,000 less $75,000 of OID) 30 days thereafter; and (iii) $1,000,000 ($1,100,000 less $100,000 of OID) upon the closing of the Merger. The Bridge Loan bears interest at a rate of 12% per annum and is repayable on June 15, 2020, subject to extension for an additional month under certain circumstances, the termination (without completion) of the Merger or upon a liquidity event, as defined in the Credit Agreement. The Company has also issued to Timber a promissory note setting forth the terms of repayment (the Note). The Bridge Loan is collaterized by a lien on all of the Company's assets. Further, in connection with the Bridge Loan, on January 28, 2020 the Company issued to Timber a warrant to purchase approximately 2.3 million shares of common stock at an exercise price of $0.01 (the Bridge Warrant). The Bridge Warrant was exercised on a cashless basis on February 10, 2020 for a total amount of 2,200,328 shares of the Company’s common stock. As of January 31, 2020, the Company received the initial tranche of $625,000 and recorded the note payable based on the relative fair values of the Bridge Warrant and Note. To value the Bridge Warrrant, the Company used the Black-Scholes pricing model with the following assumptions: risk-free interest rate of 1.44%, contractual term of 30 months, expected volatility of 70.3% and a dividend rate of 0%. The fair value of the Bridge Warrant was approximately $460,000 and was recorded as additional paid-in capital and a discount on the Bridge Loan. The debt discount and issuance costs of $522,000 as of January 31, 2020 will be amortized through June 15, 2020. The Company recorded $13,000 in note discount in interest expense for the year ended January 31, 2020.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	12 Months Ended
	Jan. 31, 2020
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	12. SUBSEQUENT EVENTS Except as noted in Note 11 and below, there are no subsequent events that have occurred since January 31, 2020 that required recognition or disclosure in the financial statements. RIDER A Securities Purchase Agreement In connection with the financing between Timber and certain investors (“Timber Funding”) on March 27, 2020, Timber and BioPharmX entered into a securities purchase agreement (the ‘‘Securities Purchase Agreement’’), with certain accredited investors (the ‘‘Investors’’) pursuant to which, among other things, Timber agreed to issue to the Investors Timber common units immediately prior to the Merger and BioPharmX agreed to issue to the Investors warrants to purchase shares of BioPharmX common stock on the tenth trading day following the consummation of the Merger (the ‘‘Investor Warrants’’) in a private placement transaction for an aggregate purchase price of approximately $25 million (which amount is comprised of (x) a $5 million credit with respect to certain senior secured notes (the ‘‘Notes’’) issued in connection with a bridge loan from the Investors to Timber in an aggregate amount of $3.75 million (the ‘‘Timber Bridge Loan’’) and (y) $20 million in cash from the Investors (the ‘‘Purchase Price’’). In summary, immediately after the Merger, and not accounting for additional shares of BioPharmX common stock that may be issuable pursuant to the adjustment provisions in the Investor Warrants sold in the Timber Funding, Timber’s common members (including holders of VARs and investors providing the Timber Funding) will own in the aggregate (or have the right to receive) approximately 88.5% of the outstanding capital stock of BioPharmX, with BioPharmX’s stockholders as of immediately prior to the Effective Time owning approximately 11.5% of the outstanding capital stock of BioPharmX, subject to adjustment as set forth in this proxy statement/prospectus/information statement. The formula used to determine the shares to be issued to Timber common unitholders in the Merger excludes BioPharmX’s outstanding stock options and warrants which are out-of-the-money and not exchangeable for common stock of BioPharmX pursuant to a fundamental transaction and other adjustments. Each preferred membership unit of Timber will be converted into shares of a newly created class of BioPharmX convertible preferred stock. BioPharmX will assume outstanding and unexercised VARs of Timber, and in connection with the Merger they will become denoted in (and payable in) shares of BioPharmX’s common stock (instead of Timber common units).

DESCRIPTION OF BUSINESS AND SUM

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	12 Months Ended
	Jan. 31, 2020
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
Basis of Presentation and Principles of Consolidation	Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP). The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary. All intercompany transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenues and expenses recognized during the reported period. Actual results could differ from those estimates.
Reclassifications	Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. Accounts receivable have been included in prepaid expenses and other current assets in the consolidated balance sheets. The amount for the prior period has been reclassified to be consistent with the current year presentation and has no impact on previously reported total assets, total stockholders’ equity (deficit) or net loss.
Reverse Stock Split	Reverse Stock Split On April 25, 2019, the Company effected a 1-for-25 reverse stock split of its common stock. As a result of the reverse stock split, every twenty-five shares of the Company’s pre-reverse split outstanding common stock was combined and reclassified into one share of common stock. Par value per share remained unchanged at $0.001 per share. Proportionate voting rights and other rights of common stockholders were not affected by the reverse stock split. No fractional shares were issued in connection with the reverse stock split; stockholders who would otherwise hold a fractional share of common stock received cash in an amount equal to the product obtained by multiplying (i) the closing price of the Company’s common stock on the last trading day prior to the effective date of the reverse stock split, by (ii) the number of shares of the Company’s common stock held by the stockholder that would otherwise have been exchanged for the fractional share interest. All stock options and warrants outstanding and common stock reserved for issuance under the Company’s equity incentive plans immediately prior to the reverse stock split were adjusted by dividing the number of affected shares of common stock by 25 and, as applicable, multiplying the exercise price by 25, as a result of the reverse stock split. All of the share numbers, share prices and exercise prices have been adjusted on a retroactive basis as if such 1-for-25 reverse stock split occurred on the first day of the first period presented. Certain amounts in the notes to the financial statements may be slightly different than previously reported due to rounding of fractional shares as a result of the reverse stock split.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Carrying amounts of certain of the Company’s financial instruments, including cash and cash equivalents, prepaid and other current assets, accounts payable, accrued expenses, notes payable and other liabilities approximate fair value due to their short maturities.
Property and Equipment, net	Property and Equipmen t , net Property and equipment is stated at cost less accumulated depreciation. Depreciation is recognized using the straight-line method. Repairs and maintenance costs are expensed as incurred.
Impairment of Long-Lived Assets	Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset might not be recoverable. When such an event occurs, management determines whether there has been an impairment by comparing the anticipated undiscounted future net cash flows to the related asset’s carrying value. If an asset is considered impaired, the asset is written down to fair value, which is determined based either on discounted cash flows or appraised value, depending on the nature of the asset. For the year ended January 31, 2020, the Company recorded an impairment loss of approximately $78,000 on property and equipment, net as result of the closure of the office and laboratory space in San Jose, California. The Company did not identify any impairment losses for the year ended January 31, 2019.
Warrant Liability	Warrant Liability The Company accounts for certain of its warrants as derivative liabilities based on provisions relating to cash settlement options. The Company recorded a liability for the fair value of the warrants at the time of issuance, and at each reporting date the warrants are revalued to the instrument’s fair value. The fair value of the warrants are estimated using the Black-Scholes pricing model. This liability is subject to fair value re-measurement until the warrants are exercised or expired, and any change in fair value is recognized as other income or expense in the consolidated statements of operations and comprehensive loss.
Common Stock Liability	Common Stock Liability In January 2020, the Company entered into an exchange agreement with certain warrant holders, in which approximately 2.3 million warrants to purchase shares of common stock will be exchanged for 850,000 shares of common stock. As of January 31, 2020, the common stock liability included the value of common stock to be issued in the exchange. The value of these shares was approximately $383,000 as of January 31, 2020 and is included in accrued expenses and other on the consolidated balance sheets.
Revenue Recognition	Revenue Recognition Revenue is related to the iodine dietary supplement, VI 2 OLET, which was divested in November 2018. Effective February 1, 2018, the Company adopted Financial Accounting Standards Board (FASB) Accounting Standards Codification Topic 606, Revenue from Contracts with Customers (ASC 606), using the modified retrospective transition method. The cumulative effect of the initial application of ASC 606 of approximately $2,000 was recognized as an adjustment to accumulated deficit and a decrease to deferred revenue as of February 1, 2018. The adoption of ASC 606 did not have a material impact on the Company’s consolidated balance sheets, or statements of operations and comprehensive loss and cash flows for the year ended January 31, 2019.
Cost of Good Sold	Cost of Good Sold Cost of goods sold is related to the iodine dietary supplement, VI 2 OLET, which was divested in November 2018. Cost of good sold includes direct costs related to the sale of VI 2 OLET, write-downs of excess and obsolete inventories and amortization of intangible assets.
Research and Development Expenses	Research and Development Expenses Research and development expenses are expensed as incurred and consist primarily of personnel costs, including salaries, benefits and stock-based compensation, clinical studies performed by contract research organizations, product development, consulting, materials, supplies, and facilities and other overhead allocations.
Income Taxes	Income Taxes The Company accounts for income taxes using the liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. Valuation allowances are established to reduce deferred tax assets when management estimates, based on available objective evidence, that it is more-likely-than-not that the benefit will not be realized for the deferred tax assets. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. No interest expense was recognized during the periods presented.
Stock-Based Compensation	Stock-Based Compensation The Company recognizes stock-based compensation for equity awards on a straight-line basis over their vesting periods based on the grant date fair value. The Company estimates the fair value of stock options granted using the Black-Scholes pricing model. This model also requires subjective assumptions, including future stock price volatility and expected time to exercise, which greatly affect the calculated values. Equity instruments issued to non-employees are recorded at their fair value on the measurement date and are subject to periodic adjustment as the underlying equity instruments vest.
Comprehensive Loss	Comprehensive Loss Comprehensive loss is the change in equity of an enterprise, except those resulting from stockholder transactions. Accordingly, comprehensive loss includes certain changes in equity that are excluded from net loss. For the years ended January 31, 2020 and 2019, the Company’s comprehensive loss is equal to its net loss. There were no components of other comprehensive loss for any of the periods presented.
Net Loss per Share	Net Loss Per Share Basic net loss per share attributable to common stockholders is calculated based on the weighted average number of shares of the Company’s common stock outstanding during the period. The weighted average shares outstanding for the years ended January 31, 2020 and 2019 exclude 7,733 shares of unvested restricted common stock. Diluted net loss per share attributable to common stockholders is calculated based on the weighted average number of shares of the Company’s common stock outstanding and other dilutive securities outstanding during the period. As of January 31, 2020 and 2019, approximately 8,421,000 and 7,308,000, potentially dilutive securities, respectively, were excluded from the computation of diluted loss per share because their effect on net loss per share would be anti-dilutive.

BALANCE SHEET DETAILS (Tables)

BALANCE SHEET DETAILS (Tables)	12 Months Ended
	Jan. 31, 2020
BALANCE SHEET DETAILS
Property and equipment	January 31, 2020 2019 (in thousands) Property and equipment, net: Laboratory equipment $ 214 $ 196 Computer and equipment Less: accumulated depreciation $ $
Schedule accrued expenses and other current liabilities	January 31, 2020 2019 (in thousands) Accrued expenses and other current liabilities: Fair value of common stock liability $ 383 $ — Operating lease liability - current portion 260 — Legal 138 45 Compensation 51 371 Research and development 49 399 Other 61 119 $ 942 $ 934

FAIR VALUE MEASUREMENTS (Tables

FAIR VALUE MEASUREMENTS (Tables)	12 Months Ended
	Jan. 31, 2020
FAIR VALUE MEASUREMENTS
Schedule of Fair Value of Warrant Liability Classified as Level 3 Liabilities	The table below presents the activity within Level 3 of the fair value hierarchy (in thousands): Warrant Liability Balance as of February 1, 2018 $ 39 Change in fair value of warrants (28) Balance as of January 31, 2019 11 Change in fair value of warrants (11) Balance as of January 31, 2020 $ —

STOCKHOLDERS' EQUITY (DEFICIT)

STOCKHOLDERS' EQUITY (DEFICIT) (Tables)	12 Months Ended
	Jan. 31, 2020
Schedule of outstanding warrants	A summary of warrants outstanding as of January 31, 2020 is as follows: Total Price per Share Expiration Date Warrants related to June 2015 financing 4,363 $ 68.75 June 2020 Warrants related to April 2016 financing 70,581 $ 30.00 April 2021 Warrants related to September 2016 financing (1)(4) 51,466 $ 18.75 September 2021 to March 2022 Warrants related to November 2016 financing 1,216,230 $ 8.75 November 2024 Warrants related to November 2016 financing 35,818 $10.938 November 2022 Warrants related to November 2016 financing 7,926 $ 8.25 November 2022 Warrants related to April 2017 financing 32,053 $ 22.50 October 2022 Warrants related to October 2017 financing 153,848 $ 7.50 October 2022 Warrants related to November 2017 financing (4) 2,277,412 $ 5.00 November 2022 Warrants related to November 2018 financing (2)(4) 1,066,670 $ 4.10 May/June 2021 Warrants related to note payable (3) 2,255,336 $ 0.01 July 2022 7,171,703 (1) In connection with the sale of common stock in September 2016, warrants to purchase 51,466 shares of common stock were issued at an exercise price of $18.75 per share. These warrants included a cash settlement option requiring the Company to record a liability for the fair value of the warrants at the time of issuance and at each reporting period with any change in the fair value reported as other income or expense. At the time of issuance, approximately $566,000 was recorded as a warrant liability. To value the warrant liability, the Company used the Black-Scholes pricing model with the following assumptions: risk-free interest rate of 1.1%, contractual term of 5 years, expected volatility of 95.8% and a dividend rate of 0%. As of January 31, 2020, there was no fair value related to these warrants. (2) On November 20, 2018, the Company entered into agreements with holders of certain of its warrants to purchase common stock with an exercise price per share of $6.25 originally issued on November 24, 2017 (Existing Warrants), whereby the holders and the Company agreed that the holders would cash exercise 1,066,670 shares of common stock underlying such Existing Warrants at a reduced price of $3.50, and the Company would issue new warrants to such holders to purchase up to an aggregate of 1,066,670 shares of common stock (New Warrants). The New Warrants are exercisable after the six-month anniversary of their issuance and terminate on the 30-month anniversary following their issuance. The New Warrants have an exercise price per share of $4.10. The Company recorded a charge for the incremental fair value of approximately $874,000 in the other expense line item in the consolidated statements of operations and comprehensive loss. The fair value of the warrants exercised was computed as of the date of exercise using the following assumptions: risk-free interest rate of 2.51%, contractual term of 6 months, expected volatility of 78.4% and a dividend rate of 0%. (3) On January 28, 2020, in connection with the Bridge Loan, the Company issued a warrant to purchase common stock. See Note 11 for discussion regarding the accounting treatment of this warrant. (4) On January 28, 2020, the Company entered into an exchange agreement with certain warrant holders, in which approximately 2.3 million warrants to purchase shares of common stock will be exchanged for 850,000 shares of common stock. These certain warrants contained language that would have allowed the warrant holders to convert the warrants into shares of common stock at the time of the consummation of the Merger based on a Black-Scholes value of these certain warrants. On January 28, 2020, the Company revalued the warrants for the shares of common stock to be issued resulting in a charge to other income and expense of approximately $308,000 due to the incremental value between the warrants and exchanged shares of common stock. To value the warrants for approximately 2.3 million shares of common stock to be exchanged, the Company used the Black-Scholes pricing model with the following assumptions: risk-free interest rate of 1.47%, remaining contractual term of warrant, average expected volatility of 106% and a dividend rate of 0%. On January 31, 2020, the Company revalued the common stock liability and due to the lower closing stock price of the Company’s common stock, the common stock liability was reduced by approximately $280,000. As of January 31, 2020, the common stock liability was approximately $383,000. The exchange was effected on February 3, 2020.
Schedule of significant ranges of outstanding and exercisable options	Options Outstanding Options Vested and Exercisable Weighted Average Weighted Weighted Remaining Average Number Average Number Contractual Exercise Vested and Exercise Range of Exercise Prices Outstanding Life (in Years) Prices Exercisable Prices $0.44 - $0.84 666,764 9.21 $ 175,072 $ $0.85 - $4.00 95,094 6.59 $ 2.54 82,206 $ $4.01 - $10.50 388,625 8.06 $ 5.62 172,205 $ 5.84 $10.51- $18.50 69,893 4.70 $ 16.78 64,555 $ 16.69 $18.51 - $28.50 6,400 6.30 $ 20.19 6,400 $ 20.19 $28.51 - $75.00 14,383 4.33 $ 51.17 14,383 $ 51.17 1,241,159 8.33 $ 4.02 514,821 $ 6.41
The Plans
Stock option plan activity	Weighted Average Remaining Aggregate Available for Exercise Contractual Intrinsic Grant Shares Prices Life Value (in thousands) Balance as of February 1, 2018 75,396 988,452 $ $ 304 Shares authorized for issuance 2,000,000 — Granted (417,660) 417,660 $ Exercised — (11,129) $ Canceled and returned to the 2016 Plan 449,839 (449,839) $ Canceled subsequent to termination of the 2014 Plan — (27,199) $ Balance as of January 31, 2019 2,107,575 917,945 $ $ 23 Granted (893,820) 893,820 $ Exercised — (1,667) $ Canceled and returned to the 2016 Plan 524,231 (524,231) $ Canceled subsequent to termination of the 2014 Plan — (51,375) $ Balance as of January 31, 2020 1,737,986 1,234,492 $ $ 1 Vested and exercisable 508,154 $ $ — Vested and expected to vest 1,069,509 $ $ 1
Outside of the 2016 Equity Incentive Plan
Stock option plan activity	Weighted Average Remaining Exercise Contractual Aggregate Shares Prices Life Intrinsic Value (in thousands) Balance as of February 1, 2018 26,400 $ $ — Granted 16,000 $ Canceled (11,400) $ Balance as of January 31, 2019 31,000 $ $ — Canceled (24,333) $ Balance as of January 31, 2020 6,667 $ — $ — Vested and exercisable 6,667 $ — $ — Vested and expected to vest 6,667 $ — $ —

STOCK-BASED COMPENSATION (Table

STOCK-BASED COMPENSATION (Tables)	12 Months Ended
	Jan. 31, 2020
STOCK-BASED COMPENSATION
Summary of stock based compensation expense	The following table summarizes the stock-based compensation expenses included in the statements of operations and comprehensive loss (in thousands): Year ended January 31, 2020 2019 Research and development $ 238 $ 654 Sales and marketing 57 414 General and administrative 446 993 Total $ 741 $ 2,061
Black-Scholes option pricing model fair value assumptions	Year ended January 31, 2020 2019 Expected volatility 68.3% - 70.8% 78.8% - 91.0% Expected term in years 4.0 4.0 Risk-free interest rate 1.88% - 2.51% 2.43% - 2.98% Expected dividend yield — —

INCOME TAXES (Tables)

INCOME TAXES (Tables)	12 Months Ended
	Jan. 31, 2020
INCOME TAXES
Summary of components of deferred tax assets	Significant components of the Company’s deferred tax assets were as follows (in thousands): January 31, 2020 2019 Deferred tax assets: Net operating loss carryforwards $ 21,101 $ 18,769 Stock-based compensation expense 1,251 1,163 Tax credit carryforwards 1,203 1,022 Operating lease liability 285 — Other 121 160 Total deferred tax assets 23,961 21,114 Less: valuation allowance (23,700) (21,114) Net deferred tax assets 261 — Deferred tax liability: Operating lease right-of-use asset (261) — Total deferred tax liability (261) — Net deferred tax assets $ — $ —
Schedule of reconciliation of income taxes at the federal statutory rate to the actual income tax provision	A reconciliation of income taxes provided at the federal statutory rate (21% in 2019) to the actual income tax provision was as follows (in thousands): Year ended January 31, 2020 2019 Income tax benefit computed at U.S. statutory rate $ (2,034) $ (3,624) State income tax (net of federal benefit) (645) (1,478) Change in valuation allowance 2,586 4,857 Research and development credits (86) (158) Other 181 405 Provision for income taxes $ 2 $ 2

LEASES (Tables)

LEASES (Tables)	12 Months Ended
	Jan. 31, 2020
LEASES
Schedule of future minimum payments under operating lease	The future minimum payments under the Company’s operating lease as of January 31, 2020 are as follows (in thousands) : Operating Lease Fiscal years ending January 31, 2021 $ 372 2022 382 2023 392 2024 334 Total future minimum lease payments 1,480 Less: present value discount (459) Present value of operating lease liabilities $ 1,021
Schedule of financing lease commitment	The following table summarizes the Company’s financing lease commitment as of January 31, 2020 (in thousands): Financing Leases Fiscal years ending January 31, 2021 $ 43 2022 22 2023 5 Total $ 70

DESCRIPTION OF BUSINESS AND S_2

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details)	Jan. 31, 2020USD ($)subsidiary$ / shares	Jan. 28, 2020USD ($)shares	Apr. 25, 2019$ / sharesshares	Jan. 31, 2020USD ($)subsidiary$ / shares	Jan. 31, 2020USD ($)subsidiary$ / shares	Jan. 31, 2019$ / shares
Significant Accounting Policies [Line Items]
Number of wholly owned subsidiaries | subsidiary	1			1	1
Proceeds from Notes Payable					$ 625,000
Conversion reverse stock split ratio			0.04
Number of fractional shares issued | shares			0
Reverse stock split shares | shares			25
Common stock, par value (in dollars per share) | $ / shares	$ 0.001		$ 0.001	$ 0.001	$ 0.001	$ 0.001
Impairment loss on property and equipment					$ 78,000
Bridge Loan
Significant Accounting Policies [Line Items]
Aggregate amount		$ 2,250,000
Discount on notes payable	$ 75,000	250,000		$ 75,000	75,000
Proceeds from loan	1,250,000
Remaining expected proceeds from closing of merger	1,000,000			1,000,000	1,000,000
Proceeds from Notes Payable					625,000
Debt discount	$ 75,000	250,000		75,000	75,000
Merger Agreement
Significant Accounting Policies [Line Items]
Proceeds from business combination		$ 20,000,000
Percentage of voting interests acquired		88.50%
Preferred shares exchanged | shares		1,700,000
Merger Agreement | BioPharmX Corporation [Member]
Significant Accounting Policies [Line Items]
Noncontrolling interest ownership percentage		11.50%
San Jose, California
Significant Accounting Policies [Line Items]
Impairment loss on property and equipment				$ 78,000	$ 78,000

DESCRIPTION OF BUSINESS AND S_3

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Common Stock Liability (Details)	1 Months Ended
	Jan. 31, 2020USD ($)shares
Significant Accounting Policies [Line Items]
Number of common stock exchanged underlying warrants | shares	2,300,000
Common stock exchanged | shares	850,000
Value of common stock to be issued in warrant exchange | $	$ 383,000
Accrued Liabilities Current
Significant Accounting Policies [Line Items]
Value of common stock to be issued in warrant exchange | $	$ 383,000

DESCRIPTION OF BUSINESS AND S_4

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Revenue Recognition (Details) - ASU 2014-09 - ASC 606 Adjustment	Feb. 01, 2018USD ($)
Revenue Recognition
Accumulated deficit adjustment	$ 2,000
Deferred revenue decrease	$ 2,000

DESCRIPTION OF BUSINESS AND S_5

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Income taxes and Net loss per share (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Income taxes
Unrecognized tax benefits, interest on income tax expense	$ 0	$ 0
Net Loss Per Share
Unvested restricted common stock shares	7,733	7,733
Potentially dilutive securities excluded from computation of diluted loss per share	8,421,000	7,308,000

DESCRIPTION OF BUSINESS AND S_6

DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recent Accounting Pronouncement (Details) - USD ($) $ in Thousands	Jan. 31, 2020	Feb. 01, 2019
Recent Accounting Pronouncements
Operating lease asset	$ 936
Operating lease liability	$ 1,021
ASU 2016-02 | Restatement adjustment
Recent Accounting Pronouncements
Operating lease asset		$ 1,200
Operating lease discount rate		15.00%
Operating lease liability		$ 1,300

GOING CONCERN (Details)

GOING CONCERN (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
GOING CONCERN
Cash and cash equivalents	$ 727	$ 3,069
Working capital (deficit)	(700)
Net loss	9,685	17,256
Accumulated deficit	$ 88,221	$ 78,534

BALANCE SHEET DETAILS (Details)

BALANCE SHEET DETAILS (Details) - USD ($)	3 Months Ended	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2020	Jan. 31, 2019	May 31, 2019	Mar. 31, 2018
Property and equipment
Property and equipment, gross	$ 310,000	$ 310,000	$ 325,000
Less: accumulated depreciation	(217,000)	(217,000)	(177,000)
Property and equipment, net	93,000	93,000	148,000
Depreciation		61,000	62,000
Write-down of property and equipment		78,000
San Jose, California
Property and equipment
Write-down of property and equipment	78,000	78,000
Laboratory equipment
Property and equipment
Property and equipment, gross	214,000	214,000	196,000
Property and equipment, net				$ 54,000	$ 61,000
Computer and equipment
Property and equipment
Property and equipment, gross	$ 96,000	$ 96,000	$ 129,000

BALANCE SHEET DETAILS - Accrued

BALANCE SHEET DETAILS - Accrued expenses and other current liabilities (Details) - USD ($) $ in Thousands	Jan. 31, 2020	Jan. 31, 2019
Accrued expenses and other current liabilities:
Fair value of common stock liability	$ 383
Operating lease liability - current portion	260
Legal	138	$ 45
Compensation	51	371
Research and development	49	399
Other	61	119
Accrued expenses and other current liabilities	$ 942	$ 934

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) $ in Thousands	Jan. 31, 2020USD ($)
Fair Value Measurements
Common stock liability	$ 383
Level 1
Fair Value Measurements
Common stock liability	$ 400

FAIR VALUE MEASUREMENTS - Fair

FAIR VALUE MEASUREMENTS - Fair Value of Warrant Liability Classified as Level 3 Liabilities (Details) - Level 3 - Accrued Expenses And Other Current Liabilities [Member] - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Fair Value of Warrant Liability Classified as Level 3 Liabilities
Beginning balance	$ 11	$ 39
Change in fair value of warrants	$ (11)	(28)
Ending balance		$ 11

COMMITMENTS AND CONTINGENCIES (

COMMITMENTS AND CONTINGENCIES (Details)	12 Months Ended
	Jan. 31, 2020USD ($)
Commitments
Retention Bonus Payable	$ 120,000
In the event of remaining employees terminated as part of merger
Commitments
Severance Costs	$ 75,000

COMMITMENTS AND CONTINGENCIES -

COMMITMENTS AND CONTINGENCIES - Legal Proceedings and License Agreement (Details)	Jan. 31, 2020USD ($)
COMMITMENTS AND CONTINGENCIES
Estimated claim liability	$ 0

STOCKHOLDERS' EQUITY (DEFICIT_2

STOCKHOLDERS' EQUITY (DEFICIT) - Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	12 Months Ended
	Mar. 31, 2019	Jan. 31, 2020	May 16, 2019	Apr. 25, 2019	Jan. 31, 2019
Proceeds from the issuance of common stock, net of issuance costs		$ 7,200
Common stock, par value		$ 0.001		$ 0.001	$ 0.001
Aggregate offering price		450,000,000			450,000,000
Common Stock
Number of shares issued		6,493,612
Private placement
Number of shares issued	1,745,800
Proceeds from the issuance of common stock, net of issuance costs	$ 3,600
Share price (in dollars per share)	$ 0.09
Sales Agreement | JonesTrading
Number of shares issued		4,747,812
Proceeds from the issuance of common stock, net of issuance costs		$ 3,600
Common stock, par value			$ 0.001
Aggregate offering price			8,500,000

STOCKHOLDERS' EQUITY (DEFICIT_3

STOCKHOLDERS' EQUITY (DEFICIT) - Warrants (Details)	Jan. 28, 2020USD ($)shares	Nov. 20, 2018USD ($)$ / sharesshares	Jan. 31, 2020USD ($)$ / sharesshares	Jan. 31, 2020USD ($)$ / sharesshares	Jan. 31, 2019USD ($)shares	Mar. 31, 2019$ / shares	Nov. 24, 2017$ / shares	Sep. 30, 2016USD ($)item$ / sharesshares
Equity
Proceeds from warrant exercises to purchase common stock | $					$ 10,546,000
Fair value of modification of warrants | $				$ 308,000	$ 874,000
Preferred stock, shares authorized			10,000,000	10,000,000	10,000,000
Preferred stock, shares issued			0	0	0
Number of common stock exchanged underlying warrants			2,300,000
Common stock exchanged			850,000
Common stock liability | $			$ 383,000	$ 383,000
Private placement
Equity
Share price (in dollars per share) | $ / shares						$ 0.09
Warrant
Equity
Warrants outstanding			7,171,703	7,171,703
Warrant | Series B Warrants
Equity
Warrants exercise price (in dollars per share) | $ / shares		$ 6.25					$ 3.50
Issuance of common stock due to exercise of warrants (in shares)		1,066,670
Warrant | New Warrants
Equity
Warrants exercise price (in dollars per share) | $ / shares		$ 4.10
Warrants expiry after number of months from issuance		30 months
Warrants exercisable period after anniversary of issuance (in months)		6 months
Warrant | New Warrants | Maximum
Equity
Number of shares of common stock subject to warrant (in shares)		1,066,670
Warrants related to June 2015 financing | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 68.75	$ 68.75
Warrants outstanding			4,363	4,363
Warrants related to April 2016 financing | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 30	$ 30
Warrants outstanding			70,581	70,581
Warrants related to September 2016 financing | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 18.75	$ 18.75				$ 18.75
Warrant liability | $			$ 0	$ 0				$ 566,000
Number of shares of common stock subject to warrant (in shares)								51,466
Warrants outstanding			51,466	51,466
Warrants related to September 2016 financing | Warrant | Risk-free interest rate
Equity
Warrants, measurement input | item								0.011
Warrants related to September 2016 financing | Warrant | Contractual term
Equity
Warrants, contractual term								5 years
Warrants related to September 2016 financing | Warrant | Expected volatility
Equity
Warrants, measurement input | item								0.958
Warrants related to September 2016 financing | Warrant | Dividend rate
Equity
Warrants, measurement input | item								0
Warrants related to November 2016 financing | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 8.75	$ 8.75
Warrants outstanding			1,216,230	1,216,230
Warrants related to November 2016 financing, tranche two | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 10.938	$ 10.938
Warrants outstanding			35,818	35,818
Warrants related to November 2016 financing, tranche three | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 8.25	$ 8.25
Warrants outstanding			7,926	7,926
Warrants related to April 2017 financing | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 22.50	$ 22.50
Warrants outstanding			32,053	32,053
Warrants related to October 2017 financing | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 7.50	$ 7.50
Warrants outstanding			153,848	153,848
Warrants related to November 2017 financing | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 5	$ 5
Warrants outstanding			2,277,412	2,277,412
Warrants related to November 2017 financing, tranche two | Warrant
Equity
Fair value of modification of warrants | $		$ 874,000
Warrants related to November 2017 financing, tranche two | Warrant | Risk-free interest rate
Equity
Warrants, measurement input		2.51
Warrants related to November 2017 financing, tranche two | Warrant | Contractual term
Equity
Warrants, contractual term		6 months
Warrants related to November 2017 financing, tranche two | Warrant | Expected volatility
Equity
Warrants, measurement input		78.4
Warrants related to November 2017 financing, tranche two | Warrant | Dividend rate
Equity
Warrants, measurement input		0
Warrants related To November 2018 financing | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 4.10	$ 4.10
Warrants outstanding			1,066,670	1,066,670
Warrants Related To January 2020 Financing | Warrant
Equity
Number of common stock exchanged underlying warrants	2,300,000
Common stock exchanged	850,000
Change in common stock liability | $	$ 280,000
Common stock liability | $			$ 383,000	$ 383,000
Warrants Related To January 2020 Financing | Warrant | Risk-free interest rate
Equity
Warrants, measurement input	1.47
Warrants Related To January 2020 Financing | Warrant | Expected volatility | Average
Equity
Warrants, measurement input	106
Warrants Related To January 2020 Financing | Warrant | Dividend rate
Equity
Warrants, measurement input	0
Warrants Related To January 2020 Financing | Warrant | Other income and expense
Equity
Incremental value of warrant liability | $	$ 308,000
Warrants related to notes payable | Warrant
Equity
Warrants exercise price (in dollars per share) | $ / shares			$ 0.01	$ 0.01
Warrants outstanding			2,255,336	2,255,336

STOCKHOLDERS' EQUITY (DEFICIT_4

STOCKHOLDERS' EQUITY (DEFICIT) - Equity Incentive Plan (Details) - 2016 Equity Incentive Plan - shares	1 Months Ended		12 Months Ended
	Aug. 31, 2018	Mar. 31, 2017	Jan. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award
Additional shares authorized	2,000,000	800,000
Number of shares reserved for issuance	2,960,000	960,000
Options
Share-based Compensation Arrangement by Share-based Payment Award
Expiration period			10 years
Minimum | Options
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period			1 year
Maximum | Options
Share-based Compensation Arrangement by Share-based Payment Award
Vesting period			4 years

STOCKHOLDERS' EQUITY (DEFICIT_5

STOCKHOLDERS' EQUITY (DEFICIT) - Stock Option Activities (Details) - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended		12 Months Ended
	Aug. 31, 2018	Mar. 31, 2017	Jan. 31, 2020	Jan. 31, 2019	Jan. 31, 2018
Weighted Average Exercise Prices
Granted			$ 0.44	$ 3
The Plans
Available for Grant
Available for grant, beginning			2,107,575	75,396
Shares authorized for issuance				2,000,000
Granted			(893,820)	(417,660)
Available for grant, ending			1,737,986	2,107,575	75,396
Shares
Outstanding, Beginning			917,945	988,452
Granted			893,820	417,660
Exercised			(1,667)	(11,129)
Outstanding, Ending			1,234,492	917,945	988,452
Vested and exercisable			508,154
Vested and expected to vest			1,069,509
Weighted Average Exercise Prices
Outstanding, Beginning			$ 9.02	$ 10.30
Granted			0.84	5.23
Exercised			2.50	2.53
Outstanding, Ending			4.02	$ 9.02	$ 10.30
Vested and exercisable			6.43
Vested and expected to vest			$ 4.27
Remaining Contractual Life
Outstanding			8 years 4 months 13 days	7 years 11 months 1 day	9 years 2 months 1 day
Vested and exercisable			7 years 3 months 18 days
Vested and expected to vest			8 years 3 months
Aggregate Intrinsic Value
Outstanding			$ 1	$ 23	$ 304
Vested and expected to vest			$ 1
Subsequent to termination of the 2014 plan
Available for Grant
Canceled			51,375	27,199
Shares
Canceled			(51,375)	(27,199)
Weighted Average Exercise Prices
Canceled			$ 25.43	$ 25.33
2016 Equity Incentive Plan
Available for Grant
Shares authorized for issuance	2,000,000	800,000
Canceled			524,231	449,839
Shares
Canceled			(524,231)	(449,839)
Weighted Average Exercise Prices
Canceled			$ 5.26	$ 7.52
Outside the 2014 Equity Incentive Plan
Available for Grant
Granted				(16,000)
Canceled			24,333	11,400
Shares
Outstanding, Beginning			31,000	26,400
Granted				16,000
Canceled			(24,333)	(11,400)
Outstanding, Ending			6,667	31,000	26,400
Vested and exercisable			6,667
Vested and expected to vest			6,667
Weighted Average Exercise Prices
Outstanding, Beginning			$ 17.86	$ 35.90
Granted				4.75
Canceled			21.46	41.22
Outstanding, Ending			4.75	$ 17.86	$ 35.90
Vested and exercisable			4.75
Vested and expected to vest			$ 4.75
Remaining Contractual Life
Outstanding				6 years 7 months 6 days	7 years 8 months 19 days
Outside the 2014 Equity Incentive Plan | First anniversary
Available for Grant
Vesting percentage			25.00%
Outside the 2014 Equity Incentive Plan | Subsequent to first anniversary
Available for Grant
Vesting percentage			2.083%

STOCKHOLDERS' EQUITY (DEFICIT_6

STOCKHOLDERS' EQUITY (DEFICIT) - Range of Exercise Price (Details) - USD ($)	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Options Outstanding
Number Outstanding (in shares)	1,241,159
Weighted Average Remaining Contractual Life	8 years 3 months 29 days
Weighted Average Exercise Prices (in dollars per share)	$ 4.02
Options Exercisable
Number Vested and Exercisable (in shares)	514,821
Weighted Average Exercise Prices (in dollars per share)	$ 6.41
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures
Total intrinsic value of options exercised		$ 26,000
The Plans
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures
Exercised	1,667	11,129
$0.44 - $0.84
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range
Exercise prices, low end of range (in dollars per share)	$ 0.44
Exercise prices, high end of range (in dollars per share)	$ 0.84
Options Outstanding
Number Outstanding (in shares)	666,764
Weighted Average Remaining Contractual Life	9 years 2 months 16 days
Weighted Average Exercise Prices (in dollars per share)	$ 0.79
Options Exercisable
Number Vested and Exercisable (in shares)	175,072
Weighted Average Exercise Prices (in dollars per share)	$ 0.81
$0.85 - $4.00
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range
Exercise prices, low end of range (in dollars per share)	0.85
Exercise prices, high end of range (in dollars per share)	$ 4
Options Outstanding
Number Outstanding (in shares)	95,094
Weighted Average Remaining Contractual Life	6 years 7 months 2 days
Weighted Average Exercise Prices (in dollars per share)	$ 2.54
Options Exercisable
Number Vested and Exercisable (in shares)	82,206
Weighted Average Exercise Prices (in dollars per share)	$ 2.54
$4.01 - $10.50
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range
Exercise prices, low end of range (in dollars per share)	4.01
Exercise prices, high end of range (in dollars per share)	$ 10.50
Options Outstanding
Number Outstanding (in shares)	388,625
Weighted Average Remaining Contractual Life	8 years 22 days
Weighted Average Exercise Prices (in dollars per share)	$ 5.62
Options Exercisable
Number Vested and Exercisable (in shares)	172,205
Weighted Average Exercise Prices (in dollars per share)	$ 5.84
$10.51- $18.50
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range
Exercise prices, low end of range (in dollars per share)	10.51
Exercise prices, high end of range (in dollars per share)	$ 18.50
Options Outstanding
Number Outstanding (in shares)	69,893
Weighted Average Remaining Contractual Life	4 years 8 months 12 days
Weighted Average Exercise Prices (in dollars per share)	$ 16.78
Options Exercisable
Number Vested and Exercisable (in shares)	64,555
Weighted Average Exercise Prices (in dollars per share)	$ 16.69
$18.51 - $28.50
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range
Exercise prices, low end of range (in dollars per share)	18.51
Exercise prices, high end of range (in dollars per share)	$ 28.50
Options Outstanding
Number Outstanding (in shares)	6,400
Weighted Average Remaining Contractual Life	6 years 3 months 18 days
Weighted Average Exercise Prices (in dollars per share)	$ 20.19
Options Exercisable
Number Vested and Exercisable (in shares)	6,400
Weighted Average Exercise Prices (in dollars per share)	$ 20.19
$28.51 - $75.00
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range
Exercise prices, low end of range (in dollars per share)	28.51
Exercise prices, high end of range (in dollars per share)	$ 75
Options Outstanding
Number Outstanding (in shares)	14,383
Weighted Average Remaining Contractual Life	4 years 3 months 29 days
Weighted Average Exercise Prices (in dollars per share)	$ 51.17
Options Exercisable
Number Vested and Exercisable (in shares)	14,383
Weighted Average Exercise Prices (in dollars per share)	$ 51.17
Options
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures
Exercised		138,157

STOCK-BASED COMPENSATION - Expe

STOCK-BASED COMPENSATION - Expense (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Share-based Compensation
Stock-based compensation expense	$ 741	$ 2,061
Total compensation costs not yet recognized	$ 800
Average remaining amortization period for recognition of expense	2 years 3 months 15 days
Research and development
Share-based Compensation
Stock-based compensation expense	$ 238	654
Sales and marketing
Share-based Compensation
Stock-based compensation expense	57	414
General and administrative
Share-based Compensation
Stock-based compensation expense	$ 446	$ 993

STOCK-BASED COMPENSATION - Assu

STOCK-BASED COMPENSATION - Assumptions (Details)	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award
Expected term in years	4 years	4 years
Minimum
Share-based Compensation Arrangement by Share-based Payment Award
Expected volatility	68.30%	78.80%
Risk-free interest rate	1.88%	2.43%
Maximum
Share-based Compensation Arrangement by Share-based Payment Award
Expected volatility	70.80%	91.00%
Risk-free interest rate	2.51%	2.98%

EMPLOYEE BENEFIT PLAN (Details)

EMPLOYEE BENEFIT PLAN (Details) - USD ($)	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
EMPLOYEE BENEFIT PLAN
Employee maximum contribution percentage	100.00%
Employer discretionary contribution amount	$ 0	$ 0

INCOME TAXES (Details)

INCOME TAXES (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Federal income taxes	$ 0	$ 0
Increase in valuation allowance	2,600	4,900
Net operating loss carryforwards	21,101	18,769
Tax credit carryforwards	1,203	1,022
Deferred tax Assets	23,961	$ 21,114
Federal
Operating loss carryforwards	77,400
State | California
Operating loss carryforwards	$ 70,800

INCOME TAXES - Components of De

INCOME TAXES - Components of Deferred Tax Assets (Details) - USD ($) $ in Thousands	Jan. 31, 2020	Jan. 31, 2019
Deferred tax assets:
Net operating loss carryforwards	$ 21,101	$ 18,769
Stock-based compensation expense	1,251	1,163
Tax credit carryforwards	1,203	1,022
Operating lease liability	285
Other	121	160
Total deferred tax assets	23,961	21,114
Less: Valuation allowance	(23,700)	$ (21,114)
Net deferred tax assets	261
Operating lease right-of-use asset	(261)
Total deferred tax liability	$ (261)

INCOME TAXES - Reconciliation o

INCOME TAXES - Reconciliation of Income Tax Provision (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 31, 2020	Jan. 31, 2019
Reconciliation of income taxes:
Income tax benefit computed at U.S. statutory rate	$ (2,034)	$ (3,624)
State income tax (net of federal benefit)	(645)	(1,478)
Change in valuation allowance	2,586	4,857
Research and development credits	(86)	(158)
Other	181	405
Income tax provision	$ 2	$ 2
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent		21.00%

LEASES (Details)

LEASES (Details)	Feb. 01, 2019USD ($)	Jan. 31, 2020USD ($)	Jan. 31, 2019USD ($)	Feb. 14, 2020ft²	Oct. 30, 2018ft²
LEASES
Operating lease asset		$ 936,000
Short-term operating lease liabilities		$ 260,000
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List]		Accrued Liabilities, Current
Long-term operating lease liabilities	$ 1,000,000	$ 761,000
Operating Lease, Liability, Statement of Financial Position [Extensible List]		Long-term operating lease liabilities
Operating lease discount rate	15.00%
Renewal options, operating lease	true
Renewal term, operating lease	36 months
Operating lease expense		$ 370,000	$ 586,000
Cash paid		$ 338,000
Restatement adjustment | ASU 2016-02
LEASES
Operating lease asset	$ 1,200,000
Short-term operating lease liabilities	$ 300,000
San Jose, California
LEASES
Leased office and laboratory area | ft²				11,793	11,793

LEASES - Future minimum payment

LEASES - Future minimum payments (Details) $ in Thousands	Jan. 31, 2020USD ($)
Operating lease
2021	$ 372
2022	382
2023	392
2024	334
Total future minimum lease payments	1,480
Less: present value discount	(459)
Present value of operating lease liabilities	$ 1,021

LEASES - Financing Lease Commit

LEASES - Financing Lease Commitments (Details) - USD ($)	Jan. 31, 2020	May 31, 2019	Jan. 31, 2019	Mar. 31, 2018
Financing lease commitments
2021	$ 43,000
2022	22,000
2023	5,000
Total	70,000
Leased asset value	93,000		$ 148,000
Total future payments of interest	$ 6,000
Laboratory equipment
Financing lease commitments
Leased asset value		$ 54,000		$ 61,000

NOTE PAYABLE (Details)

NOTE PAYABLE (Details)	Feb. 28, 2020USD ($)	Feb. 10, 2020shares	Jan. 31, 2020USD ($)	Jan. 28, 2020USD ($)tranche$ / sharesshares	Jan. 31, 2020USD ($)
Debt Instrument [Line Items]
Proceeds from issuance of note payable					$ 625,000
Notes Payable
Debt Instrument [Line Items]
Principal amount				$ 2,250,000
Debt Instrument, Number Of Tranches | tranche				3
Interest rate (as a percentage)				12.00%
Bridge Warrant | Notes Payable
Debt Instrument [Line Items]
Number of shares of common stock subject to warrant (in shares) | shares				2,300,000
Warrants exercise price (in dollars per share) | $ / shares				$ 0.01
Fair value of the bridge warrant					460,000
Unamortized debt issuance costs			$ 522,000		522,000
Bridge Warrant | Notes Payable | Interest Expense
Debt Instrument [Line Items]
Debt discount			13,000		$ 13,000
Bridge Warrant | Notes Payable | Subsequent Event
Debt Instrument [Line Items]
Shares issued on exercise of warrants (in shares) | shares		2,200,328
Tranche one | Notes Payable
Debt Instrument [Line Items]
Debt, Gross				$ 700,000
Debt discount				75,000
Debt				625,000
Proceeds from issuance of note payable			$ 625,000
Tranche two | Notes Payable
Debt Instrument [Line Items]
Debt, Gross				700,000
Debt discount				75,000
Tranche two | Notes Payable | Subsequent Event
Debt Instrument [Line Items]
Proceeds from issuance of note payable	$ 625,000
Tranche three | Notes Payable
Debt Instrument [Line Items]
Debt, Gross				1,100,000
Debt discount				100,000
Debt				$ 1,000,000
Risk-free interest rate | Bridge Warrant | Notes Payable
Debt Instrument [Line Items]
Warrants, measurement input			1.44		1.44
Contractual term | Bridge Warrant | Notes Payable
Debt Instrument [Line Items]
Warrants, contractual term			30 months		30 months
Expected volatility | Bridge Warrant | Notes Payable
Debt Instrument [Line Items]
Warrants, measurement input			70.3		70.3
Dividend rate | Bridge Warrant | Notes Payable
Debt Instrument [Line Items]
Warrants, measurement input			0		0

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Merger Agreement - USD ($) $ in Thousands	Mar. 27, 2020	Jan. 28, 2020
SUBSEQUENT EVENTS
Proceeds from business combination		$ 20,000
Percentage of voting interests acquired		88.50%
Subsequent Event
SUBSEQUENT EVENTS
Aggregate purchase price	$ 25,000
Proceeds from bridge loan	3,750
Subsequent Event | Senior Secured Notes credit
SUBSEQUENT EVENTS
Aggregate purchase price	$ 5,000
BioPharmX Corporation [Member]
SUBSEQUENT EVENTS
Noncontrolling interest ownership percentage		11.50%