DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 31, 2017 | Apr. 15, 2017 | Jul. 31, 2016 | |
DOCUMENT AND ENTITY INFORMATION | |||
Entity Registrant Name | BioPharmX Corp | ||
Entity Central Index Key | 1,504,167 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Jan. 31, 2017 | ||
Current Fiscal Year End Date | --01-31 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Public Float | $ 14.6 | ||
Entity Common Stock, Shares Outstanding | 67,719,577 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,017 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jan. 31, 2017 | Jan. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 6,501 | $ 4,039 |
Accounts receivable, net | 4 | 7 |
Inventories | 38 | 100 |
Prepaid expenses and other current assets | 284 | 285 |
Total current assets | 6,827 | 4,431 |
Property and equipment, net | 120 | 216 |
Intangible assets, net | 119 | |
Other assets | 154 | 85 |
Total assets | 7,101 | 4,851 |
Current liabilities: | ||
Accounts payable | 2,551 | 1,777 |
Accrued expenses and other current liabilities | 1,176 | 795 |
Related party payables | 0 | 225 |
Total current liabilities | 3,727 | 2,797 |
Long-term liabilities: | ||
Warrant liability | 403 | |
Total liabilities | 4,130 | 2,797 |
Commitments and contingencies (Note 6) | ||
Stockholders' equity | ||
Series A convertible preferred stock, $0.001 par value; 10,000,000 shares authorized; 1,515 and none issued and outstanding as of January 31, 2017 and 2016, respectively | 1,515 | |
Common stock, $0.001 par value; 90,000,000 shares authorized; 67,719,577 and 25,208,684 shares issued and outstanding as of January 31, 2017 and 2016, respectively | 68 | 25 |
Additional paid-in capital | 46,026 | 28,261 |
Accumulated deficit | (44,638) | (26,232) |
Total stockholders' equity | 2,971 | 2,054 |
Total liabilities and stockholders' equity | $ 7,101 | $ 4,851 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jan. 31, 2017 | Jan. 31, 2016 |
CONSOLIDATED BALANCE SHEETS | ||
Series A convertible preferred stock, par value | $ 0.001 | $ 0.001 |
Series A convertible preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Series A convertible preferred stock, shares issued | 1,515 | 0 |
Series A convertible preferred stock, shares outstanding | 1,515 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 67,719,577 | 25,208,684 |
Common stock, shares outstanding | 67,719,577 | 25,208,684 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS | ||
Revenues, net | $ 100 | $ 64 |
Cost of goods sold | 516 | 237 |
Gross deficit | (416) | (173) |
Operating expenses: | ||
Research and development | 10,158 | 5,702 |
Sales and marketing | 3,198 | 5,109 |
General and administrative | 4,654 | 4,174 |
Total operating expenses | 18,010 | 14,985 |
Loss from operations | (18,426) | (15,158) |
Change in fair value of warrant liability | 163 | |
Other expense, net | (141) | (436) |
Loss before income taxes | (18,404) | (15,594) |
Provision for income taxes | 2 | 4 |
Net loss and comprehensive loss | (18,406) | (15,598) |
Accretion on Series A convertible redeemable preferred stock | (202) | |
Deemed dividend on Series A convertible redeemable preferred stock | (201) | |
Deemed dividend on Series A convertible preferred stock | (126) | |
Net loss available to common stockholders | $ (18,532) | $ (16,001) |
Basic and diluted net loss available to common stockholders per share | $ (0.52) | $ (0.89) |
Shares used in computing basic and diluted net loss per share | 35,806,000 | 17,950,000 |
CONSOLIDATED STATEMENTS OF CONV
CONSOLIDATED STATEMENTS OF CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Series A Convertible Redeemable Preferred Stock | Series A Convertible Preferred Stock | Total |
Balance at Jan. 31, 2015 | $ 6,823 | |||||
Balance (in shares) at Jan. 31, 2015 | 4,207,987 | |||||
Increase (decrease) in convertible redeemable preferred stock | ||||||
Issuance of common and preferred stock, net of expenses | $ (7,226) | $ (7,226) | ||||
Issuance of common and preferred stock, net of expenses (in shares) | (4,207,987) | |||||
Interest on preferred stock | $ (201) | $ 201 | (201) | |||
Balance Beginning, Amount at Jan. 31, 2015 | $ 11 | 4,416 | $ (10,634) | (6,207) | ||
Balance Beginning, Shares at Jan. 31, 2015 | 11,415,416 | |||||
Increase (decrease) in stockholders' deficit | ||||||
Issuance of common and preferred stock, net of expenses | $ 12 | 20,530 | 20,542 | |||
Issuance of common and preferred stock, net of expenses (in shares) | 12,508,395 | |||||
Issuance of common stock due to exercise of options | $ 1 | 82 | 83 | |||
Issuance of common stock due to exercise of options (in shares) | 666,157 | |||||
Issuance of common stock due to exercise of warrants | $ 1 | 1,486 | 1,487 | |||
Issuance of common stock due to exercise of warrants (in shares) | 618,716 | |||||
Expense related to the modification of warrants | 436 | 436 | ||||
Conversion of convertible notes payable to common stock | 500 | 500 | ||||
Stock-based compensation | 1,214 | 1,214 | ||||
Interest on preferred stock | (201) | 201 | (201) | |||
Accretion of stock issuance costs | (202) | $ 202 | (202) | |||
Net and comprehensive loss | (15,598) | (15,598) | ||||
Balance Ending, Amount at Jan. 31, 2016 | $ 25 | 28,261 | (26,232) | 2,054 | ||
Balance Ending, Shares at Jan. 31, 2016 | 25,208,684 | |||||
Increase (decrease) in convertible redeemable preferred stock | ||||||
Issuance of common and preferred stock, net of expenses (in shares) | 1,515 | |||||
Balance at Jan. 31, 2017 | $ 1,515 | |||||
Increase (decrease) in stockholders' deficit | ||||||
Issuance of common and preferred stock, net of expenses | $ 40 | 15,283 | 1,389 | 16,712 | ||
Issuance of common and preferred stock, net of expenses (in shares) | 40,453,182 | |||||
Issuance of common stock due to exercise of options | $ 1 | 40 | 41 | |||
Issuance of common stock due to exercise of options (in shares) | 131,000 | |||||
Conversion of convertible notes payable to common stock | $ 2 | 1,643 | 1,645 | |||
Conversion of convertible notes payable to common stock (in shares) | 1,926,711 | |||||
Stock-based compensation | 1,491 | 1,491 | ||||
Deemed dividend for preferred stock | (126) | $ 126 | (126) | |||
Fair value of warrants issued | (566) | (566) | ||||
Net and comprehensive loss | (18,406) | (18,406) | ||||
Balance Ending, Amount at Jan. 31, 2017 | $ 68 | $ 46,026 | $ (44,638) | $ 2,971 | ||
Balance Ending, Shares at Jan. 31, 2017 | 67,719,577 | 1,515 |
CONSOLIDATED STATEMENTS OF CON6
CONSOLIDATED STATEMENTS OF CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Issuance costs | $ 3,138 | |
Common Stock | ||
Issuance costs | $ 2,500 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (18,406) | $ (15,598) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 1,491 | 1,214 |
Expense related to modification of warrants | 436 | |
Depreciation expense | 141 | 56 |
Amortization expense | 119 | 30 |
Non-cash interest expense | 145 | |
Change in fair value of warrant liability | (163) | |
Changes in assets and liabilities: | ||
Accounts receivable | 3 | (6) |
Inventories | 62 | 60 |
Prepaid expenses and other assets | (68) | (46) |
Accounts payable | 774 | 625 |
Accrued expenses and other liabilities | 381 | 608 |
Related party payables | (225) | 7 |
Net cash used in operating activities | (15,746) | (12,614) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (45) | (38) |
Net cash used in investing activities | (45) | (38) |
Cash flows from financing activities: | ||
Proceeds from the issuance of common stock, preferred stock and warrants, net of issuance costs | 16,712 | 13,316 |
Proceeds from exercises of stock options | 41 | 83 |
Proceeds from exercises of common stock warrants | 1,487 | |
Proceeds from issuance of convertible notes, net | 1,500 | 500 |
Net cash provided by financing activities | 18,253 | 15,386 |
Net increase in cash and cash equivalents | 2,462 | 2,734 |
Cash and cash equivalents at beginning of period | 4,039 | 1,305 |
Cash and cash equivalents at end of period | 6,501 | 4,039 |
Non-cash investing and financing activities: | ||
Conversion of preferred stock to common stock | 7,226 | |
Conversion of convertible notes payable and accrued interest to common stock | 1,645 | |
Fair value of beneficial conversion feature issued in connection with convertible notes | 88 | |
Deemed dividend on Series A convertible preferred stock | 126 | |
Supplemental disclosures: | ||
Income taxes paid | $ 2 | $ 4 |
DESCRIPTION OF BUSINESS AND SUM
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jan. 31, 2017 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of Business BioPharmX Corporation (the “Company”) is incorporated under the laws of the state of Delaware and originally incorporated on August 30, 2010 in Nevada under the name Thompson Designs, Inc. The Company has one wholly-owned subsidiary, BioPharmX, Inc., a Nevada corporation. The Company is a specialty pharmaceutical company focused on utilizing its proprietary drug delivery technologies to develop and commercialize novel prescription and over-the-counter, or OTC, products that address large markets in dermatology and women’s health. The Company’s objective is to develop products that treat health or age-related conditions that (1) are not presently being addressed or treated at all or (2) are currently treated with drug therapies or drug delivery approaches that are suboptimal. The Company’s strategy is designed to bring new products to market by identifying optimal delivery mechanisms and/or alternative applications for FDA-approved active pharmaceutical ingredients, or APIs, and biological materials, while, in appropriate circumstances, reducing the time, cost and risk typically associated with new product development by repurposing drugs with demonstrated safety profiles and, when applicable, taking advantage of the regulatory approval pathway under Section 505(b)(2) of the Federal Food, Drug and Cosmetic Act. The Company believes these approaches may reduce drug development risk and could reduce the time and resources it spends during development. Its current platform technologies include innovative delivery mechanisms for antibiotics, biologic materials and molecular iodine (I 2 ). Since the Company’s inception, substantially all of the Company’s efforts have been devoted to developing its product candidates, including conducting preclinical and clinical trials, and providing general and administrative support for its operations. The Company commercially launched its breast health supplement in December 2014, although to-date the Company has not generated significant revenue from product sales. The Company is not dependent on sales to any one customer. The Company has financed its operations primarily through the sale of equity and convertible notes. In June 2015, the Company raised net proceeds of $7.8 million through the sale of its common stock in a public offering and concurrently completed an uplisting to the NYSE MKT. In December 2015 the Company raised net proceeds of $5.5 million in a private offering of its common stock and, in April 2016, it raised net proceeds of $3.6 million from an issuance of common stock and warrants to purchase common stock in a public offering. In August 2016, the Company raised net proceeds of $1.3 million in a private offering of its common stock and $1.5 million through the sale of convertible promissory notes. In September 2016, the Company raised net proceeds of $0.8 million in a registered direct offering. In November 2016, the Company raised net proceeds of $10.6 million from a public offering of common stock, preferred stock and warrants to purchase common stock in a public offering. In December 2016, the underwriters exercised their option to purchase additional shares of common stock to cover over-allotments resulting in net proceeds of $0.4 million. Share Exchange On January 23, 2014, the Company (then operating as Thompson Designs, Inc.), BioPharmX, Inc. and stockholders of BioPharmX, Inc., who collectively owned 100% of BioPharmX, Inc., entered into and consummated transactions pursuant to a share exchange agreement, such transaction referred to as the Share Exchange, whereby the Company issued to the stockholders of BioPharmX, Inc. an aggregate of 7,025,000 shares of its common stock, in exchange for 100% of the shares of BioPharmX, Inc. held by stockholders. The shares of the Company’s common stock received by the stockholders of BioPharmX, Inc. in the Share Exchange constituted approximately 77.8% of its then issued and outstanding common stock, after giving effect to the issuance of shares pursuant to the share exchange agreement. As a result of the Share Exchange, BioPharmX, Inc. became the Company’s wholly-owned subsidiary. For accounting purposes, the Share Exchange was treated as a reverse acquisition with BioPharmX, Inc. as the acquirer and the Company as the acquired party. On March 3, 2014, the Company changed its name to BioPharmX Corporation. On May 16, 2014, the Company reincorporated from Nevada to Delaware. Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (GAAP). The accompanying financial statements include the accounts of BioPharmX and its wholly-owned subsidiary. All intercompany transactions have been eliminated in consolidation. Use of Estimates The preparation of 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 financial statements and reported amounts of revenues and expenses recognized during the reported period. Actual results could differ from those estimates. Reclassification Certain prior year amounts have been reclassified to conform to the current year presentation. Restricted cash has been included in other assets. The amounts for the prior periods have been reclassified to be consistent with the current year presentation and have no impact on previously reported total assets, total stockholders’ equity or net loss. Accounts Receivable Accounts receivable is recorded net of cash discounts for prompt payment and return allowances. There was no allowance for doubtful accounts receivable recorded at either January 31, 2017 or 2016. Inventories Inventories are stated at the lower of cost or market. Cost is determined using the standard cost method which approximates actual cost on a first-in, first-out basis. Market value is determined as the lower of replacement cost or net realizable value. The Company regularly reviews inventory quantities in consideration of actual loss experiences, projected future demand and remaining shelf life to record a provision for inventory, which may have become obsolete or are in excess of anticipated demand or net realizable value. If future demand or market conditions for the products are less favorable than forecasted, the Company may be required to record additional write-downs, which would negatively affect its results of operations in the period when the write-downs were recorded. The Company must order components for its products and build inventory in advance of product shipments. The Company has a purchase commitment relating to the manufacturing of VI 2 OLET finished product (iodine supplement tablets) and is non-cancelable as detailed in Note 6. The Company assesses its purchase commitment based on demand forecasts and establishes a liability for quantities deemed in excess of these forecasts. 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 and other liabilities and related party payables approximate fair value due to their short maturities. Property and Equipmen t Property, plant and equipment is stated at cost less accumulated depreciation and amortization. Depreciation and amortization are recognized using the straight-line method. Repairs and maintenance costs are expensed as incurred. Estimated useful lives in years are as follows: Estimated Description Useful Life Furniture 5 - 7 Laboratory equipment 3 - 5 Computer and equipment 3 - 5 Software 5 Intangible Assets Intangible assets with finite useful lives are amortized over their estimated useful lives. Intangible assets with finite useful lives are reviewed for impairment when facts or circumstances suggest that the carrying value of these assets may not be recoverable. The intangible assets were acquired in March 2013 in connection with the collaboration and license agreement with Iogen detailed in Note 6. Amortization of the intangible assets commenced in January 2015 with the first recognition of revenue related to VI 2 OLET and was being taken on a straight-line basis over 5 years. In the fourth quarter of 2017, the Company determined that the future cash flows expected to be generated by the intangible assets did not exceed their fair value, therefore deemed the intangible assets were fully impaired. The Company recorded an impairment charge of approximately $89,000, which is included in amortization expense in the consolidated statement of operations and cash flows. 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. The Company recorded an impairment loss related to the intangible assets as detailed in Note 6. In the fourth quarter of 2017, the Company determined that the future cash flows expected to be generated from capitalized software costs did not exceed their fair value, therefore deemed the asset was fully impaired. The Company recorded accelerated depreciation of approximately $73,000, which is included in depreciation expense in the consolidated statement of operations and cash flows. Convertible Notes The Company issued convertible notes that had conversion prices which resulted in an embedded beneficial conversion feature. The intrinsic value of the beneficial conversion feature was recorded as a debt discount with the corresponding amount to additional paid in capital. The debt discount was amortized to interest expense over the life of the convertible notes using the effective interest method. 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 warrant is revalued to the instrument’s fair value. The fair value of the warrant is 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 statement of operations and comprehensive loss. Revenue Recognition VI 2 OLET is an iodine dietary supplement. Revenue is recognized provided that persuasive evidence of a sales arrangement exists, the price is fixed or determinable, title and risk of loss has transferred, collectibility of the resulting receivable is reasonably assured, there are no customer acceptance requirements and we do not have any significant post-shipment obligations. The Company recognizes revenue on a sell-through basis for customer arrangements in which it does not have historical information to estimate product returns, pricing discounts or other concessions upon shipment. For these product shipments, the Company invoices the reseller, records deferred revenue at the gross invoice sales price and classifies the cost basis of the product held by the wholesaler as a component of inventory. Deferred revenue is adjusted for price protection and other revenue reserves. Revenue is recognized when product is sold by the reseller to the end user, on a first-in first-out (FIFO) basis. For customer arrangements in which returns, price discounts and other concessions can be reasonably estimated, revenue is recognized upon shipment and a reserve is recorded for returns, price discounts and other concessions. Cost of Good Sold Costs of good sold includes direct costs related to the sale of the Company’s iodine dietary supplement, write-downs of excess and obsolete inventories and amortization of intangible assets. Shipping and Handling Costs Shipping and handling costs are expensed as incurred and are included in cost of goods sold. 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. Advertising Expenses The Company expenses the costs of advertising, including promotional expenses, as incurred. Advertising expenses were $0.3 million and $1.2 million for years ended January 31, 2017 and 2016, respectively. 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 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 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, 2017 and 2016, the Company’s comprehensive loss is equal to net loss. There were no components of other comprehensive loss for any of the periods presented. 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 year ended January 31, 2017 excludes 193,333 shares of unvested 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. The potential dilutive shares of common stock resulting from the assumed exercise of outstanding stock options, warrants, and the assumed conversion of preferred stock are determined under the treasury stock method. As of January 31, 2017 and 2016, approximately 48,762,000 and 5,741,000, 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. Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (FASB), issued Accounting Standards Update (ASU) No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (ASU No. 2014-15) to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. This update is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early application is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The Company has adopted ASU No. 2014-15, see Note 2 for further disclosure. In July 2015, FASB issued Accounting Standards Update (ASU) No. 2015-11, Inventory (Topic 330), Simplifying the Measurement of Inventory, which applies to all inventory except that which is measured using last-in, first-out (LIFO) or the retail inventory method. Inventory measured using first-in, first-out (FIFO) or average cost is included in the new amendment. The amendment took effect for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company adopted this standard on February 1, 2017, and there was no material impact on the Company’s consolidated financial statements. In August 2015, FASB issued Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers (ASU No. 2014-09). This update defers the effective dates of ASU No. 2014-09 (originally issued in June 2014) for public business entities by one year, or until annual reporting periods beginning after December 15, 2017, including interim reporting periods within the reporting period. ASU No. 2014-09 gives entities a single comprehensive model to use in reporting information about the amount and timing of revenue resulting from contracts to provide goods or services to customers. The proposed ASU, which would apply to any entity that enters into contracts to provide goods or services, would supersede the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance throughout the Industry Topics of the Codification. Additionally, the update would supersede some cost guidance included in Subtopic 605-35, Revenue Recognition — Construction-Type and Production-Type Contracts. The update removes inconsistencies and weaknesses in revenue requirements and provides a more robust framework for addressing revenue issues and more useful information to users of financial statements through improved disclosure requirements. In addition, the update improves comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets and simplifies the preparation of financial statements by reducing the number of requirements to which an entity must refer. The Company is in process of evaluating the impact of adoption on its consolidated financial statements. In February 2016, FASB issued ASU No. 2016-02, Leases, which requires entities to recognize assets and liabilities for leases with lease terms greater than twelve months. The new guidance also requires quantitative and qualitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. The standard is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance. The Company is in process of evaluating the impact of adoption on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting, which relates to the accounting for employee share-based payments. This standard provides guidance on simplifying several aspects of the accounting for employee share-based payment transactions, including the income tax consequences, accounting for forfeitures and classification of excess tax benefits on the statement of cash flows. This standard will be effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company adopted this standard on February 1, 2017, and there was no material impact on the Company’s consolidated financial statements. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which addresses certain implementation issues that have surfaced since the issuance of ASU No. 2014-09 in May 2014. ASU No. 2016-10 provides guidance in identifying performance obligations and determining the appropriate accounting for licensing arrangements. This standard will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is in the process of evaluating the impact of adoption on its consolidated financial statements. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients. ASU No. 2016-12 will affect all entities that enter into contracts with customers to transfer goods or services that are an output of the entity’s ordinary activities in exchange for consideration. The amendments in this update affect the guidance in ASU No. 2014-09 which is not yet effective. The amendments in this update also affect narrow aspects of Topic 606 including among others: assessing collectability criterion, noncash consideration, and presentation of sales taxes and other similar taxes collected from customers. The effective date of this update is the same as ASU No. 2014-09. The Company is in the process of evaluating the impact of adoption on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This amendment gives guidance and reduces diversity in practice with respect to certain types of cash flows. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. The Company is in process of evaluating the impact of this guidance on its consolidated financial statements. The Company has reviewed other recent accounting pronouncements and concluded they are either not applicable to the business, or no material effect is expected on the consolidated financial statements as a result of future adoption. |
GOING CONCERN
GOING CONCERN | 12 Months Ended |
Jan. 31, 2017 | |
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, 2017, the Company had cash and cash equivalents of $6.5 million and working capital of $3.1 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 convertible notes. The Company incurred a net loss available to common stockholders of $18.5 million and $16.0 million for the years ended January 31, 2017 and 2016, respectively, and had an accumulated deficit of $44.6 million as of January 31, 2017. 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 continues its research and development efforts for its product candidates, which will require significant funding. If the Company is unable to obtain additional financing in the future or research and development efforts require higher than anticipated capital, there may be a negative impact on the financial viability of the Company. The Company plans to increase working capital by managing its cash flows and expenses and raising additional capital through either private or public equity or debt financing. There can be no assurance that such financing will be available or on terms which are favorable to the Company. While management of the Company believes that it has a plan to fund ongoing operations, there is no assurance that its plan will be successfully implemented. Failure to generate sufficient cash flows from operations, raise additional capital through one or more financings, or reduce certain discretionary spending could have a material adverse effect on the Company’s ability to achieve its intended business objectives. 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, 2017 | |
BALANCE SHEET DETAILS | |
BALANCE SHEET DETAILS | 3. BALANCE SHEET DETAILS January 31, 2017 2016 (in thousands) Inventories: Work in process $ $ Finished goods Channel inventory $ $ January 31, 2017 2016 (in thousands) Property and equipment, net: Furniture $ $ Laboratory equipment Computer and equipment Software — Less: accumulated depreciation $ $ Depreciation expense for the year ended January 31, 2017 was approximately $141,000, which included approximately $73,000 of accelerated depreciation related to capitalized software costs. Depreciation expense for the year ended January 31, 2016 was approximately $56,000. Intangible assets, net: Intangible assets were as follows (dollar amounts in thousands): January 31, 2017 Estimated Gross Accumulated Net Useful Life Value Amortization Value Intangible assets — $ 150 $ (150) $ — January 31, 2016 Estimated Gross Accumulated Net Useful Life Value Amortization Value Intangible assets 5 years $ 150 $ (31) $ 119 In the fourth quarter of 2017, the Company determed that the future cash flows expected to be generated from the intangible assets did not exceed their fair value, therefore recorded an impairment loss of approximately $89,000 related to the intangible assets. The impairment charge is recorded as amortization expense. Amortization expense for the years ended January 31, 2017 and 2016 was approximately $119,000 and $30,000, respectively. Amortization is recorded in cost of goods sold. January 31, 2017 2016 (in thousands) Accrued liabilities: Research and development $ 327 $ 160 Payroll 412 209 Legal 55 125 Marketing — 74 Deferred rent — 26 Deferred revenue 11 19 Other 371 182 $ 1,176 $ 795 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Jan. 31, 2017 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | 4. FAIR VALUE MEASURMENTS 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. · Level 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, 2017 and 2016, the Company held $5.5 million and $3.6 million, respectively, in money market funds, which are classified as Level 1 within the fair value hierarchy. No unrealized gains or losses are recorded in connection with these amounts. 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 hierachy (in thousands): Warrant Liability Balance as of January 31, 2016 $ — Fair value of warrants issued Change in fair value of warrants (163) Balance as of January 31, 2017 $ 403 |
RELATED PARTY PAYABLES
RELATED PARTY PAYABLES | 12 Months Ended |
Jan. 31, 2017 | |
RELATED PARTY PAYABLES | |
RELATED PARTY PAYABLES | 5. RELATED PARTY PAYABLES Since the beginning of 2014, a portion of the compensation of the founding executives of the Company was deferred and included in the related party payables balance. The deferred compensation was non-interest bearing and has periodically been paid to these executives. There were no related party payables as of January 31, 2017. Related party payables as of January 31, 2016 was $225,000. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Jan. 31, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 6. COMMITMENTS AND CONTINGENCIES Commitments The following table summarizes the Company’s commitments as of January 31, 2017 (in thousands): Total 2018 2019 2020 2021 Operating lease $ 564 $ $ — $ — $ — Purchase commitment 1,053 Total $ 1,617 $ 828 $ $ $ On December 14, 2016, the Company signed a lease for 12,066 square feet of office and laboratory space in Menlo Park, California. The lease expires in December 2017. Rent expense for the years ended January 31, 2017 and 2016 was $434,000 was $357,000, respectively. The purchase commitment relates to the manufacturing of VI 2 OLET finished product (iodine supplement tablets) and is non-cancelable. The Company assesses its purchase commitments based on demand forecasts and establishes a liability for quantities deemed in excess of these forecasts. During the year ended January 31, 2017, the Company recorded a charge of approximately $343,000 as its demand forecast indicated such inventory was deemed excess. The Company continues to pursue additional channel distribution expansion for VI 2 OLET by way of partnerships and sublicense with women’s health and/or consumer companies. The expected increase in demand generated from these partnerships is included in the Company’s demand forecast. If the Company is unsuccessful in securing such partnerships or sublicensee, it is possible that a loss contingency related to the excess purchase commitments will be required to record additional write-downs, which would negatively affect its results of operations in the period when the write-downs were recorded. Legal Proceedings The Company is not a party to any material legal proceeding that the Company believes is likely to have a material adverse effect on its consolidated financial position or results of operations. From time to time the Company may be subject to legal proceedings and claims in the ordinary course of business. 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 and officers that may require the Company to indemnify its directors and officers against liabilities that may arise by reason of their status or service as directors or officers, 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. License Agreement In March 2013, the Company entered into an amended and restated collaboration and license agreement with Iogen LLC, which provides the Company with a license to certain rights to label, market, and resell the finished inventory and ongoing manufacturing of the Iogen molecular iodine technology for future product formulation development and commercialization. New formulation patents developed by the Company will be solely owned by the Company. The agreement gives the Company a perpetual, fully paid-up, exclusive license to make, have made, use, sell and offer for sale and import products. Pursuant to the terms of the license, the Company must pay: · a fee for the exclusive license to the IP. · 30% of net profit associated with direct commercialization of an OTC product or 30% of net royalties received from any sub-licensee. · a royalty of 3% of net sales for the first 24 months of commercialization and 2% of net sales thereafter for a prescription iodine tablet developed and commercialized under the license. · a royalty of 3% of net sales for the first 12 months of commercialization for other products developed and commercialized under the license and 2% of net sales thereafter until expiration of applicable patents covering such products and 1% thereafter. · a fixed royalty fee for the protection and indemnification of licensed intellectual property rights (“IP rights”) for the prescription product developed, marketed and sold from newly developed formulations as long as the patents are valid and cover the prescription product. · a fixed royalty fee for the protection and indemnification of licensed IP rights for the other products utilizing the molecular iodine technology developed, marketed and sold from newly developed formulations as long as the patents are valid and cover the prescription product. The Company capitalized as intangible assets, the amount of $150,000 related to this agreement. In the fourth quarter of 2017, the Company determined that the future cash flows expected to be generated from the intangible assets did not exceed their fair value, therefore deemed the assets were fully impaired. The Company recorded an impairment charge of approximately $89,000 and is included in amortization expense. As of January 31, 2016, the balance, net of amortization, was $119,000. No royalties have been paid as of January 31, 2017. |
CONVERTIBLE REDEEMABLE PREFERRE
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY | 12 Months Ended |
Jan. 31, 2017 | |
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY | |
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY | 7. CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY Common Stock As described in Note 1, on January 23, 2014, the Company issued 7,025,000 shares of its common stock to BioPharmX, Inc. stockholders. The Company issued convertible notes (“Notes”) from September 2012 through March 2014. Under the terms of the Notes, on April 11, 2014, the Notes automatically converted into 1,526,001 shares of common stock upon the Company’s sale of Series A Preferred Stock. In June 2015, the Company uplisted to the NYSE MKT and simultaneously completed a public offering in which it issued 3,636,384 shares of common stock resulting in net proceeds of $7.8 million. Pursuant to the terms of a convertible note previously issued, immediately prior to the closing of the offering, the principal amount and all accrued and unpaid interest converted into 182,266 shares of common stock. Pursuant to a subscription agreement dated October 24, 2014, Korea Investment Partners Overseas Expansion Platform Fund (“KIP”), an existing stockholder, agreed to purchase 1,081,081 shares of common stock from the Company at a price of $1.85 per share in a private placement (the “KIP private placement”) upon the earlier to occur of (i) the Company receiving revenues from VI 2 OLET of $2,000,000 or (ii) receipt by the Company of approval to list on any tier of the NYSE or Nasdaq stock market at a market price of at least $3.70 per share. In addition, KIP has previously informed the Company of its intention to complete the KIP private placement even if the Company’s stock price was not at least $3.70 per share. As of the date of this report, this private placement has not closed, and the Company does not expect the private placement to close. As consideration for Ping Wang’s service as a director of the Company (Mr. Wang is no longer a director of the Company), 290,000 shares of the Company’s common stock were issued, of which 96,667 shares vested immediately and 193,333 shares will vest immediately upon completion of the $2.0 million investment. The Company does not expect these shares to vest. In December 2015, the Company sold 4,100,000 shares of common stock at a price per share of $1.43 resulting in net proceeds of $5.5 million in a private placement to investment funds managed by Franklin Advisers. For a period of five years, Franklin Advisers has the right to purchase up to an aggregate of 20% of the securities offered by the Company in any subsequent private placement. In April 2016, the Company issued 3,600,000 shares of common stock at a price per share of $1.195 resulting in net proceeds of $3.6 million and warrants to purchase 1,952,000 shares of common stock in a public offering. These warrants have an exercise price of $1.20 per share and expire on April 1, 2021. As of January 31, 2017, all of these warrants were outstanding. In August 2016, the Company issued 2,423,077 shares of common stock at a price per share of $0.65 resulting in net proceeds of $1.3 million in a private offering. In September 2016, the Company issued 1,550,000 shares of common stock at a price per share of $0.60 resulting in net proceeds of $0.8 million and warrants to purchase 1,286,501 shares of common stock in a registered direct offering. These warrants have an exercise price of $0.80 per share and expire in five years. As of January 31, 2017, all of these warrants were outstanding. On August 17, 2016, the Company issued a secured convertible promissory note (“Secured Note”) in the principal amount of $1.0 million. The Secured Note included a term to maturity of 36 months and an interest rate of 10% per annum. On August 17, 2016, the Company issued an unsecured convertible promissory note (“Unsecured Note”) in the principal amount of $0.5 million. The Unsecured Note included a term to maturity of 6 months and an interest rate of 10% per annum. Both the Secured Note and Unsecured Note (together, “Notes”) were convertible into the Company’s common stock at a conversion price of $0.80 per share. Upon issuance of the Notes, debt discounts of approximately $88,000 resulting from a beneficial conversion feature and debt issuance costs of approximately $16,000 were recorded and expensed to interest expense when converted to common stock. Pursuant to the conversion features included in the Notes, the Notes’ principal amount and unpaid accrued interest automatically converted into 1,926,711 shares of common stock immediately prior to the completion of the Company’s public offering on November 28, 2016. In November 2016, the Company issued 31,489,429 shares of common stock at a price per share of $0.35, 1,515 shares of Series A convertible preferred stock (“Preferred Stock”) at a price per share of $1,000 and warrants to purchase 31,499,725 shares of common stock in a public offering resulting in net proceeds of $10.6 million. In December 2016, the underwriters exercised their option to purchase an additional 1,390,676 shares of common stock to cover over-allotments resulting in net proceeds of $0.4 million. Series A Convertible Redeemable Preferred Stock During 2014, the Company entered into subscription agreements for the private placement of 4,207,987 shares of its Series A preferred stock and warrants to purchase 2,042,589 shares of common stock at an exercise price of $3.70 per share. In connection with the uplisting to the NYSE MKT, the Series A preferred stock, including accrued and unpaid interest, converted into 4,319,426 shares of common stock. The warrant exercise agreements included a provision such that if the public offering price related to the offering was less than $3.125 per share, then immediately prior to the closing of the offering, additional shares of common stock would be issued at no additional consideration to each holder equal to: (i) the product of (A) the difference between $2.50 per share and 80% of the public offering price and (B) such holder’s shares of common stock received pursuant to exercise of the amended warrants, divided by (ii) 80% of the public offering price in the offering. Based on a public offering price of $2.75 per share, 77,006 shares of common stock were issued pursuant to this provision. In March and April 2015, the Company amended certain of the warrants issued in connection with the Series A preferred stock financing to reduce the exercise price of such warrants from $3.70 to $2.50 per share with a corresponding increase in the number of shares of common stock exercisable under the warrants so that the aggregate exercise value of such warrants remained the same. As of January 31, 2017, certain holders had exercised such warrants for an aggregate of 564,662 shares of common stock for an aggregate cash exercise price of $1,411,655. The Company recorded a charge for the incremental fair value of $436,000 in other expense related to the amended warrants in the first quarter of fiscal year 2016. The fair value of these warrants exercised was computed as of the date of modification using the following assumptions: dividend rate of 0%, risk-free rate of 1.6%, contractual term of four to five years and expected volatility of 85.9%. As of January 31, 2017, of the warrants issued in connection with the Series A convertible redeemable preferred stock financing, warrants to purchase 1,661,055 shares of common stock remain outstanding. Pursuant to the Certificate of Elimination filed with the Secretary of State of the State of Delaware on March 17, 2016, all shares of Series A preferred stock previously designated were returned to the status of authorized but unissued shares of preferred stock, without designation as to series or rights, preferences, privileges or limitations. As of January 31, 2017 and 2016, there were 10,000,000 shares of Series A convertible redeemable preferred stock authorized and none were outstanding. Series A Convertible Preferred Stock The Preferred Stock issued in November 2016 included warrants to purchase 3,246,429 shares of common stock. The Preferred Stock had a purchase price of $1,000 per share and are convertible into common stock at a conversion rate of $0.35 per share. For the first 18 months after issuance, the Preferred Stock and are immediately convertible at the option of the holder up to the holder’s pro rata share of 19.99% of the Company’s common stock outstanding at the time of conversion. After the first 18 months after issuance, the ownershiop limitation expires and, at the option of the holder, the Preferred Stock can be converted into common stock. The Preferred Stock contained a beneficial conversion feature valued at $0.1 million, which was recorded as a deemed dividend at the time of issuance, which is considered to be the earliest time of conversion. As of January 31, 2017, all the Preferred Stock and related warrants remain outstanding. Warrants In addition to the warrants issued in conjunction with the Series A convertible redeemable preferred stock subscription agreements, the Company issued warrants on May 15, 2014, to a service provider for 316,395 shares of common stock at an exercise price of $2.035 per share, which were valued at $99,000 and expensed. As of January 31, 2017, all were outstanding. On May 14, 2014, the Company issued warrants valued at $105,000 for 343,559 shares of common stock at an exercise price of $1.85 per share to a qualified investor as a part of his convertible loan package. These warrants expire five years after the date of issuance. These warrants are immediately exercisable, and in June 2015, a portion of the warrants were exercised for 54,054 shares of common stock. As of January 31, 2017, warrants exercisable for 289,505 shares of common stock remain outstanding. In connection with the offering completed in June 2015, 109,091 warrants were issued to the underwriters at the public offering price of $2.75. These warrants expire five years after the date of issuance. As of January 31, 2017, all of these warrants were outstanding. In connection with the sale of common stock in April 2016, warrants to purchase 1,952,000 shares of common stock were issued at an exercise price of $1.20. As of January 31, 2017, all of these warrants were outstanding. In connection with the sale of common stock in September 2016, warrants to purchase 1,286,501 shares of common stock were issued at an exercise price of $0.80. As of January 31, 2017, all of these warrants were outstanding. 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, 2017, the fair value of the warrant liability was approximately $403,000 and was included as a long-term liability. In connection with the sale of common stock in November 2016, warrants to purchase 31,499,725 shares of common stock were issued at exercise prices ranging from $0.33 to $0.44 and expire five to seven years from the date of exercisability. As of January 31, 2017, all of these warrants were outstanding. 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. Under the 2016 Plan, 4,000,000 shares were reserved for issuance. 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 at February 1, 2015 1,043,000 2,689,252 $ $ 5,625 Granted (1,274,000) 1,274,000 Exercised — (676,769) Cancelled 581,875 (581,875) Balance at January 31, 2016 350,875 2,704,608 $ $ 1,343 Shares authorized for issuance 4,000,000 — Granted (4,664,054) 4,664,054 Exercised — (131,000) Cancelled prior to and upon termination of the 2014 Plan 587,249 (587,249) Cancelled subsequent to termination of the 2014 Plan — (184,584) Expired upon termination of the 2014 Plan (21,691) — Balance at January 31, 2017 252,379 6,465,829 $ $ 238 Vested and exercisable 2,121,007 $ $ 91 Vested and expected to vest 5,891,697 $ $ 217 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 MKT 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 January 31, 2016 and 2017 660,000 $ $ — Vested and exercisable 203,541 $ $ — Vested and expected to vest 537,277 $ $ — The following table summarizes significant ranges of outstanding and exercisable options as of January 31, 2017: 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 $0.20 - $0.35 $ $ $0.36 - $0.65 $ $ $0.66 - $1.09 $ $ $1.10 - $1.85 $ $ $1.86 - $3.00 $ 93,749 $ 3.00 $ $ The total intrinsic value of stock options exercised during the years ended January 31, 2017 and 2016, was approximately $65,000 and $1.4 million, respectively. The weighted average grant date fair values of the stock options granted during the years ended January 31, 2017 and 2016 was $0.40 and $1.44, respectively. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Jan. 31, 2017 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | 8. STOCK-BASED COMPENSATION The following table summarizes the stock-based compensation expenses included in the statement of operations and comprehensive loss for the periods ended (in thousands): Year ended January 31, 2017 2016 Research and development $ 398 $ 256 Sales and marketing 346 443 General and administrative 747 515 Total $ 1,491 $ 1,214 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, 2017, total compensation costs related to unvested, but not yet recognized, stock-based awards was $2.5 million, net of estimated forfeitures. This cost will be amortized on a straight-line basis over a weighted average remaining period of 2.66 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 for the periods ended: Year ended January 31, 2017 2016 Expected volatility 95.5% - 98.6% 81.3% - 82.6% Expected term in years 5.0 - 6.5 6.0 Risk-free interest rate 1.12% - 2.03% 1.57% - 2.26% 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, 2017 | |
EMPLOYEE BENEFIT PLAN | |
EMPLOYEE BENEFIT PLAN | 9. 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, 2017 and 2016. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jan. 31, 2017 | |
INCOME TAXES | |
INCOME TAXES | 10. INCOME TAXES No federal income taxes were paid during the years ended January 31, 2017 and 2016 due to the Company’s net losses. The provision of income taxes consist of state minimum income taxes. As of January 31, 2017, the Company had available federal net operating loss (“NOL”) carry-forwards of approximately $39.5 million which will begin to expire in 2030 and California state NOL carry-forwards of approximately $37.3 million which will begin to expire in 2030. As of January 31, 2017 and 2016, the net deferred tax assets of approximately $17.3 million and $8.8 million, respectively, generated primarily by NOL carry-forwards, have been fully reserved due to the uncertainty surrounding the realization of such benefits. The net valuation allowance increased by approximately $8.5 million and $5.2 million during the years ended January 31, 2017 and 2016, respectively. Current tax laws impose substantial restrictions on the utilization of net operating loss and credit carry-forwards 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 carry-forwards could be limited. Significant components of the Company’s deferred tax assets were as follows (in thousands): January 31, Deferred tax assets: 2017 2016 Net operating loss carryforwards $ 15,618 $ 7,727 Stock-based compensation expense 908 577 Tax credit carryforwards 576 311 Other 194 216 Total deferred tax assets 17,296 8,831 Less: valuation allowance (17,296) (8,831) Net deferred tax assets $ — $ — A reconciliation of income taxes provided at the federal statutory rate ( 34% ) to the actual income tax provision was as follows (in thousands): Year ended January 31, 2017 2016 Income tax benefit computed at U.S. statutory rate $ (6,258) $ (5,302) State income tax (net of federal benefit) (1,196) (838) Research and development credits (125) (128) Change in valuation allowance 7,342 5,904 Other 239 368 Provision for income taxes $ 2 $ 4 As of January 31, 2017 and 2016, the Company did not have any material unrecognized tax benefits. The tax years from 2010 to 2017 remain open for examination by the federal and state authorities. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Jan. 31, 2017 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | 11. SUBSEQUENT EVENTS On March 28, 2017, the Company held its Special Meeting of Stockholders whereby the stockholders voted in favor of the following: · to amend the Company’s certificate of incorporation to increase the total number of authorized shares of common stock from 90 million shares to 450 million shares; · to amend the Company’s certificate of incorporation to effect a reverse stock split at a ratio not less than 1-for-2 and not greater than 1-for-25, with the exact ratio to be set within that range at the discretion of the board of directors before January 31, 2018; and which the board of directors may alternatively elect to abandon and not effect, in its sole discretion; and · to amend the Company’s 2016 Equity Incentive Plan such that the number of share available for issuance under the 2016 Equity Incentive Plan was increased by 20,000,000 shares. |
DESCRIPTION OF BUSINESS AND S19
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jan. 31, 2017 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Share Exchange | Share Exchange On January 23, 2014, the Company (then operating as Thompson Designs, Inc.), BioPharmX, Inc. and stockholders of BioPharmX, Inc., who collectively owned 100% of BioPharmX, Inc., entered into and consummated transactions pursuant to a share exchange agreement, such transaction referred to as the Share Exchange, whereby the Company issued to the stockholders of BioPharmX, Inc. an aggregate of 7,025,000 shares of its common stock, in exchange for 100% of the shares of BioPharmX, Inc. held by stockholders. The shares of the Company’s common stock received by the stockholders of BioPharmX, Inc. in the Share Exchange constituted approximately 77.8% of its then issued and outstanding common stock, after giving effect to the issuance of shares pursuant to the share exchange agreement. As a result of the Share Exchange, BioPharmX, Inc. became the Company’s wholly-owned subsidiary. For accounting purposes, the Share Exchange was treated as a reverse acquisition with BioPharmX, Inc. as the acquirer and the Company as the acquired party. On March 3, 2014, the Company changed its name to BioPharmX Corporation. On May 16, 2014, the Company reincorporated from Nevada to Delaware. |
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 generally accepted accounting principles in the United States of America (GAAP). The accompanying financial statements include the accounts of BioPharmX and its wholly-owned subsidiary. All intercompany transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of 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 financial statements and reported amounts of revenues and expenses recognized during the reported period. Actual results could differ from those estimates. |
Reclassification | Reclassification Certain prior year amounts have been reclassified to conform to the current year presentation. Restricted cash has been included in other assets. The amounts for the prior periods have been reclassified to be consistent with the current year presentation and have no impact on previously reported total assets, total stockholders’ equity or net loss. |
Accounts Receivable | Accounts Receivable Accounts receivable is recorded net of cash discounts for prompt payment and return allowances. There was no allowance for doubtful accounts receivable recorded at either January 31, 2017 or 2016. |
Inventories | Inventories Inventories are stated at the lower of cost or market. Cost is determined using the standard cost method which approximates actual cost on a first-in, first-out basis. Market value is determined as the lower of replacement cost or net realizable value. The Company regularly reviews inventory quantities in consideration of actual loss experiences, projected future demand and remaining shelf life to record a provision for inventory, which may have become obsolete or are in excess of anticipated demand or net realizable value. If future demand or market conditions for the products are less favorable than forecasted, the Company may be required to record additional write-downs, which would negatively affect its results of operations in the period when the write-downs were recorded. The Company must order components for its products and build inventory in advance of product shipments. The Company has a purchase commitment relating to the manufacturing of VI 2 OLET finished product (iodine supplement tablets) and is non-cancelable as detailed in Note 6. The Company assesses its purchase commitment based on demand forecasts and establishes a liability for quantities deemed in excess of these forecasts. |
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 and other liabilities and related party payables approximate fair value due to their short maturities. |
Property and Equipment | Property and Equipmen t Property, plant and equipment is stated at cost less accumulated depreciation and amortization. Depreciation and amortization are recognized using the straight-line method. Repairs and maintenance costs are expensed as incurred. Estimated useful lives in years are as follows: Estimated Description Useful Life Furniture 5 - 7 Laboratory equipment 3 - 5 Computer and equipment 3 - 5 Software 5 |
Intangible Assets | Intangible Assets Intangible assets with finite useful lives are amortized over their estimated useful lives. Intangible assets with finite useful lives are reviewed for impairment when facts or circumstances suggest that the carrying value of these assets may not be recoverable. The intangible assets were acquired in March 2013 in connection with the collaboration and license agreement with Iogen detailed in Note 6. Amortization of the intangible assets commenced in January 2015 with the first recognition of revenue related to VI 2 OLET and was being taken on a straight-line basis over 5 years. In the fourth quarter of 2017, the Company determined that the future cash flows expected to be generated by the intangible assets did not exceed their fair value, therefore deemed the intangible assets were fully impaired. The Company recorded an impairment charge of approximately $89,000, which is included in amortization expense in the consolidated statement of operations and cash flows. |
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. The Company recorded an impairment loss related to the intangible assets as detailed in Note 6. In the fourth quarter of 2017, the Company determined that the future cash flows expected to be generated from capitalized software costs did not exceed their fair value, therefore deemed the asset was fully impaired. The Company recorded accelerated depreciation of approximately $73,000, which is included in depreciation expense in the consolidated statement of operations and cash flows. |
Convertible Notes | Convertible Notes The Company issued convertible notes that had conversion prices which resulted in an embedded beneficial conversion feature. The intrinsic value of the beneficial conversion feature was recorded as a debt discount with the corresponding amount to additional paid in capital. The debt discount was amortized to interest expense over the life of the convertible notes using the effective interest method. |
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 warrant is revalued to the instrument’s fair value. The fair value of the warrant is 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 statement of operations and comprehensive loss. |
Revenue Recognition | Revenue Recognition VI 2 OLET is an iodine dietary supplement. Revenue is recognized provided that persuasive evidence of a sales arrangement exists, the price is fixed or determinable, title and risk of loss has transferred, collectibility of the resulting receivable is reasonably assured, there are no customer acceptance requirements and we do not have any significant post-shipment obligations. The Company recognizes revenue on a sell-through basis for customer arrangements in which it does not have historical information to estimate product returns, pricing discounts or other concessions upon shipment. For these product shipments, the Company invoices the reseller, records deferred revenue at the gross invoice sales price and classifies the cost basis of the product held by the wholesaler as a component of inventory. Deferred revenue is adjusted for price protection and other revenue reserves. Revenue is recognized when product is sold by the reseller to the end user, on a first-in first-out (FIFO) basis. For customer arrangements in which returns, price discounts and other concessions can be reasonably estimated, revenue is recognized upon shipment and a reserve is recorded for returns, price discounts and other concessions. |
Cost of Good Sold | Cost of Good Sold Costs of good sold includes direct costs related to the sale of the Company’s iodine dietary supplement, write-downs of excess and obsolete inventories and amortization of intangible assets. |
Shipping and Handling Costs | Shipping and Handling Costs Shipping and handling costs are expensed as incurred and are included in cost of goods sold. |
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. |
Advertising Expenses | Advertising Expenses The Company expenses the costs of advertising, including promotional expenses, as incurred. Advertising expenses were $0.3 million and $1.2 million for years ended January 31, 2017 and 2016, respectively. |
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, 2017 and 2016, the Company’s comprehensive loss is equal to 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 year ended January 31, 2017 excludes 193,333 shares of unvested 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. The potential dilutive shares of common stock resulting from the assumed exercise of outstanding stock options, warrants, and the assumed conversion of preferred stock are determined under the treasury stock method. As of January 31, 2017 and 2016, approximately 48,762,000 and 5,741,000, 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. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2014, the Financial Accounting Standards Board (FASB), issued Accounting Standards Update (ASU) No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (ASU No. 2014-15) to provide guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and to provide related footnote disclosures. This update is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. Early application is permitted for annual or interim reporting periods for which the financial statements have not previously been issued. The Company has adopted ASU No. 2014-15, see Note 2 for further disclosure. In July 2015, FASB issued Accounting Standards Update (ASU) No. 2015-11, Inventory (Topic 330), Simplifying the Measurement of Inventory, which applies to all inventory except that which is measured using last-in, first-out (LIFO) or the retail inventory method. Inventory measured using first-in, first-out (FIFO) or average cost is included in the new amendment. The amendment took effect for public business entities for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company adopted this standard on February 1, 2017, and there was no material impact on the Company’s consolidated financial statements. In August 2015, FASB issued Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers (ASU No. 2014-09). This update defers the effective dates of ASU No. 2014-09 (originally issued in June 2014) for public business entities by one year, or until annual reporting periods beginning after December 15, 2017, including interim reporting periods within the reporting period. ASU No. 2014-09 gives entities a single comprehensive model to use in reporting information about the amount and timing of revenue resulting from contracts to provide goods or services to customers. The proposed ASU, which would apply to any entity that enters into contracts to provide goods or services, would supersede the revenue recognition requirements in Topic 605, Revenue Recognition, and most industry-specific guidance throughout the Industry Topics of the Codification. Additionally, the update would supersede some cost guidance included in Subtopic 605-35, Revenue Recognition — Construction-Type and Production-Type Contracts. The update removes inconsistencies and weaknesses in revenue requirements and provides a more robust framework for addressing revenue issues and more useful information to users of financial statements through improved disclosure requirements. In addition, the update improves comparability of revenue recognition practices across entities, industries, jurisdictions, and capital markets and simplifies the preparation of financial statements by reducing the number of requirements to which an entity must refer. The Company is in process of evaluating the impact of adoption on its consolidated financial statements. In February 2016, FASB issued ASU No. 2016-02, Leases, which requires entities to recognize assets and liabilities for leases with lease terms greater than twelve months. The new guidance also requires quantitative and qualitative disclosures regarding the amount, timing and uncertainty of cash flows arising from leases. The standard is effective for annual and interim periods beginning after December 15, 2018, with early adoption permitted upon issuance. The Company is in process of evaluating the impact of adoption on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation – Stock Compensation: Improvements to Employee Share-Based Payment Accounting, which relates to the accounting for employee share-based payments. This standard provides guidance on simplifying several aspects of the accounting for employee share-based payment transactions, including the income tax consequences, accounting for forfeitures and classification of excess tax benefits on the statement of cash flows. This standard will be effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The Company adopted this standard on February 1, 2017, and there was no material impact on the Company’s consolidated financial statements. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing, which addresses certain implementation issues that have surfaced since the issuance of ASU No. 2014-09 in May 2014. ASU No. 2016-10 provides guidance in identifying performance obligations and determining the appropriate accounting for licensing arrangements. This standard will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is in the process of evaluating the impact of adoption on its consolidated financial statements. In May 2016, the FASB issued ASU No. 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients. ASU No. 2016-12 will affect all entities that enter into contracts with customers to transfer goods or services that are an output of the entity’s ordinary activities in exchange for consideration. The amendments in this update affect the guidance in ASU No. 2014-09 which is not yet effective. The amendments in this update also affect narrow aspects of Topic 606 including among others: assessing collectability criterion, noncash consideration, and presentation of sales taxes and other similar taxes collected from customers. The effective date of this update is the same as ASU No. 2014-09. The Company is in the process of evaluating the impact of adoption on its consolidated financial statements. In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments. This amendment gives guidance and reduces diversity in practice with respect to certain types of cash flows. This ASU is effective for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including adoption in an interim period. If an entity early adopts the amendments in an interim period, any adjustments should be reflected as of the beginning of the fiscal year that includes that interim period. An entity that elects early adoption must adopt all of the amendments in the same period. The Company is in process of evaluating the impact of this guidance on its consolidated financial statements. The Company has reviewed other recent accounting pronouncements and concluded they are either not applicable to the business, or no material effect is expected on the consolidated financial statements as a result of future adoption. |
DESCRIPTION OF BUSINESS AND S20
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of estimated useful lives of property and equipment | Estimated Description Useful Life Furniture 5 - 7 Laboratory equipment 3 - 5 Computer and equipment 3 - 5 Software 5 |
BALANCE SHEET DETAILS (Tables)
BALANCE SHEET DETAILS (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
BALANCE SHEET DETAILS | |
Schedule of Inventories | January 31, 2017 2016 (in thousands) Inventories: Work in process $ $ Finished goods Channel inventory $ $ |
Property and Equipment | January 31, 2017 2016 (in thousands) Property and equipment, net: Furniture $ $ Laboratory equipment Computer and equipment Software — Less: accumulated depreciation $ $ |
Schedule of Intangible assets | Intangible assets were as follows (dollar amounts in thousands): January 31, 2017 Estimated Gross Accumulated Net Useful Life Value Amortization Value Intangible assets — $ 150 $ (150) $ — January 31, 2016 Estimated Gross Accumulated Net Useful Life Value Amortization Value Intangible assets 5 years $ 150 $ (31) $ 119 |
Schedule Accrued liabilities | January 31, 2017 2016 (in thousands) Accrued liabilities: Research and development $ 327 $ 160 Payroll 412 209 Legal 55 125 Marketing — 74 Deferred rent — 26 Deferred revenue 11 19 Other 371 182 $ 1,176 $ 795 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
FAIR VALUE MEASUREMENTS | |
Schedule of Fair Value of Warrant Liability Classified as Level 3 Liabilities | 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 hierachy (in thousands): Warrant Liability Balance as of January 31, 2016 $ — Fair value of warrants issued Change in fair value of warrants (163) Balance as of January 31, 2017 $ 403 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
Future minimum commitments | The following table summarizes the Company’s commitments as of January 31, 2017 (in thousands): Total 2018 2019 2020 2021 Operating lease $ 564 $ $ — $ — $ — Purchase commitment 1,053 Total $ 1,617 $ 828 $ $ $ |
CONVERTIBLE REDEEMABLE PREFER24
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
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 $0.20 - $0.35 $ $ $0.36 - $0.65 $ $ $0.66 - $1.09 $ $ $1.10 - $1.85 $ $ $1.86 - $3.00 $ 93,749 $ 3.00 $ $ |
2014 Equity Incentive Plan | |
Stock option plan activity | Weighted Average Remaining Aggregate Available for Exercise Contractual Intrinsic Grant Shares Prices Life Value (in thousands) Balance at February 1, 2015 1,043,000 2,689,252 $ $ 5,625 Granted (1,274,000) 1,274,000 Exercised — (676,769) Cancelled 581,875 (581,875) Balance at January 31, 2016 350,875 2,704,608 $ $ 1,343 Shares authorized for issuance 4,000,000 — Granted (4,664,054) 4,664,054 Exercised — (131,000) Cancelled prior to and upon termination of the 2014 Plan 587,249 (587,249) Cancelled subsequent to termination of the 2014 Plan — (184,584) Expired upon termination of the 2014 Plan (21,691) — Balance at January 31, 2017 252,379 6,465,829 $ $ 238 Vested and exercisable 2,121,007 $ $ 91 Vested and expected to vest 5,891,697 $ $ 217 |
Outside the 2014 Equity Incentive Plan | |
Stock option plan activity | Weighted Average Remaining Exercise Contractual Aggregate Shares Prices Life Intrinsic Value (in thousands) Balance as of January 31, 2016 and 2017 660,000 $ $ — Vested and exercisable 203,541 $ $ — Vested and expected to vest 537,277 $ $ — |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
STOCK-BASED COMPENSATION | |
Summary of stock based compensation expense | The following table summarizes the stock-based compensation expenses included in the statement of operations and comprehensive loss for the periods ended (in thousands): Year ended January 31, 2017 2016 Research and development $ 398 $ 256 Sales and marketing 346 443 General and administrative 747 515 Total $ 1,491 $ 1,214 |
Black-Scholes option pricing model fair value assumptions | Year ended January 31, 2017 2016 Expected volatility 95.5% - 98.6% 81.3% - 82.6% Expected term in years 5.0 - 6.5 6.0 Risk-free interest rate 1.12% - 2.03% 1.57% - 2.26% Expected dividend yield — — |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jan. 31, 2017 | |
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, Deferred tax assets: 2017 2016 Net operating loss carryforwards $ 15,618 $ 7,727 Stock-based compensation expense 908 577 Tax credit carryforwards 576 311 Other 194 216 Total deferred tax assets 17,296 8,831 Less: valuation allowance (17,296) (8,831) 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 ( 34% ) to the actual income tax provision was as follows (in thousands): Year ended January 31, 2017 2016 Income tax benefit computed at U.S. statutory rate $ (6,258) $ (5,302) State income tax (net of federal benefit) (1,196) (838) Research and development credits (125) (128) Change in valuation allowance 7,342 5,904 Other 239 368 Provision for income taxes $ 2 $ 4 |
DESCRIPTION OF BUSINESS AND S27
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Offerings (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||||||||
Dec. 31, 2016USD ($) | Nov. 30, 2016USD ($) | Sep. 30, 2016USD ($) | Aug. 31, 2016USD ($) | Apr. 30, 2016USD ($) | Dec. 31, 2015USD ($) | Jun. 30, 2015USD ($) | Jan. 31, 2017USD ($)subsidiary | Jan. 31, 2016USD ($) | Jan. 23, 2014 | |
Other Disclosures | ||||||||||
Number of wholly owned subsidiaries | subsidiary | 1 | |||||||||
Net proceeds from issuance of common stock, preferred stock and warrants | $ 16,712 | $ 13,316 | ||||||||
Equity interest percentage | 77.80% | |||||||||
Allowance for Doubtful Accounts Receivable | 0 | 0 | ||||||||
Unrecognized Tax Benefits, Interest on Income Taxes Expense | $ 0 | $ 0 | ||||||||
Business Acquisition, Percentage of Voting Interests Acquired | 100.00% | |||||||||
Private Placement | ||||||||||
Other Disclosures | ||||||||||
Net proceeds from the sale of common stock | $ 800 | $ 1,300 | $ 5,500 | |||||||
Net proceeds from private offering | $ 800 | |||||||||
Private Placement | Secured Convertible Notes Payable | ||||||||||
Other Disclosures | ||||||||||
Net proceeds from convertible promissory notes | $ 1,500 | |||||||||
Public Offering | ||||||||||
Other Disclosures | ||||||||||
Net proceeds from the sale of common stock | $ 7,800 | |||||||||
Net proceeds from issuance of common stock and warrants | $ 3,600 | |||||||||
Net proceeds from issuance of common stock, preferred stock and warrants | $ 10,600 | |||||||||
Over-Allotment Option | ||||||||||
Other Disclosures | ||||||||||
Net proceeds from the sale of common stock | $ 400 |
DESCRIPTION OF BUSINESS AND S28
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Assets and Advertising Expenses (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Oct. 31, 2016 | Jan. 31, 2017 | Jan. 31, 2016 | |
Intangible Assets | ||||
Estimated Useful Life | 5 years | 5 years | ||
Impairment of intangible assets | $ 89,000 | |||
Impairment of Long-Lived Assets | ||||
Depreciation | 141,000 | $ 56,000 | ||
Advertising Expenses | ||||
Advertising expenses | $ 300,000 | $ 1,200,000 | ||
Minimum | ||||
Property and Equipment | ||||
Estimated Useful Life | 3 years | |||
Maximum | ||||
Property and Equipment | ||||
Estimated Useful Life | 5 years | |||
Furniture | Minimum | ||||
Property and Equipment | ||||
Estimated Useful Life | 5 years | |||
Furniture | Maximum | ||||
Property and Equipment | ||||
Estimated Useful Life | 7 years | |||
Computer and equipment | Minimum | ||||
Property and Equipment | ||||
Estimated Useful Life | 3 years | |||
Computer and equipment | Maximum | ||||
Property and Equipment | ||||
Estimated Useful Life | 5 years | |||
Software | ||||
Property and Equipment | ||||
Estimated Useful Life | 5 years | |||
Impairment of Long-Lived Assets | ||||
Depreciation | $ 73,000 |
DESCRIPTION OF BUSINESS AND S29
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Net Loss Per Share (Details) - shares | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Net Loss Per Share | ||
Common stock shares expected to vest | 193,333 | |
Potentially dilutive securities excluded from computation of diluted loss per share | 48,762,000 | 5,741,000 |
GOING CONCERN (Details)
GOING CONCERN (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 31, 2017 | Jan. 31, 2016 | Jan. 31, 2015 | |
GOING CONCERN | |||
Cash and cash equivalents | $ 6,501 | $ 4,039 | $ 1,305 |
Working capital (deficit) | 3,100 | ||
Net income (loss) available to common stockholders | (18,532) | (16,001) | |
Accumulated (deficit) | $ (44,638) | $ (26,232) |
BALANCE SHEET DETAILS - Invento
BALANCE SHEET DETAILS - Inventories and Property and equipment, net (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2017 | Jan. 31, 2016 | |
Inventories: | |||
Work in process | $ 23,000 | $ 23,000 | $ 18,000 |
Finished goods | 8,000 | 8,000 | 28,000 |
Channel inventory | 7,000 | 7,000 | 54,000 |
Total | 38,000 | 38,000 | 100,000 |
Property and equipment, net: | |||
Total | 202,000 | 202,000 | 304,000 |
Less: accumulated depreciation | (82,000) | (82,000) | (88,000) |
Property and equipment, net | 120,000 | 120,000 | 216,000 |
Depreciation | 141,000 | 56,000 | |
Furniture | |||
Property and equipment, net: | |||
Total | 21,000 | 21,000 | 21,000 |
Laboratory equipment | |||
Property and equipment, net: | |||
Total | 69,000 | 69,000 | 27,000 |
Computer and equipment | |||
Property and equipment, net: | |||
Total | 112,000 | $ 112,000 | 112,000 |
Software | |||
Property and equipment, net: | |||
Total | $ 144,000 | ||
Depreciation | $ 73,000 |
BALANCE SHEET DETAILS - Intangi
BALANCE SHEET DETAILS - Intangible assets, Amortization Expense, Accrued Liabilities (Details) - USD ($) | 9 Months Ended | 12 Months Ended | |
Oct. 31, 2016 | Jan. 31, 2017 | Jan. 31, 2016 | |
Intangible assets, net: | |||
Estimated Useful Life | 5 years | 5 years | |
Gross Value | $ 150,000 | $ 150,000 | |
Accumulated Amortization | (150,000) | (31,000) | |
Net Value | 119,000 | ||
Impairment of intangible assets | 89,000 | ||
Amortization expense | 119,000 | 30,000 | |
Finite-Lived Intangible Assets Estimated Amortization Expense in Future Years | |||
Intangible assets, net of amortization | 119,000 | ||
Accrued liabilities: | |||
Research and development | 327,000 | 160,000 | |
Payroll | 412,000 | 209,000 | |
Legal | 55,000 | 125,000 | |
Marketing | 74,000 | ||
Deferred rent | 26,000 | ||
Deferred Revenue | 11,000 | 19,000 | |
Other | 371,000 | 182,000 | |
Total | $ 1,176,000 | $ 795,000 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - Level 1 - Money Market Funds - USD ($) $ in Millions | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Fair Value Measurements | ||
Available-for-sale securities | $ 5.5 | $ 3.6 |
Unrealized gains (losses) | $ 0 | $ 0 |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair Value of Warrant Liability Classified as Level 3 Liabilities (Details) $ in Thousands | 12 Months Ended |
Jan. 31, 2017USD ($) | |
Fair Value of Warrant Liability Classified as Level 3 Liabilities | |
Fair value of warrants issued | $ (566) |
Level 3 | |
Fair Value of Warrant Liability Classified as Level 3 Liabilities | |
Balance | |
Fair value of warrants issued | 566 |
Change in fair value of warrants | (163) |
Balance | $ 403 |
RELATED PARTY PAYABLES (Details
RELATED PARTY PAYABLES (Details) - USD ($) $ in Thousands | Jan. 31, 2017 | Jan. 31, 2016 |
RELATED PARTY PAYABLES | ||
Related party payables | $ 0 | $ 225 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Commitments (Details) | 12 Months Ended | ||
Jan. 31, 2017USD ($) | Jan. 31, 2016USD ($) | Dec. 14, 2016ft² | |
Operating lease commitments | |||
2,018 | $ 564,000 | ||
Total | 564,000 | ||
Purchase commitments | |||
2,018 | 264,000 | ||
2,019 | 263,000 | ||
2,020 | 263,000 | ||
2,021 | 263,000 | ||
Total | 1,053,000 | ||
Contractual obligation commitments | |||
2,018 | 828,000 | ||
2,019 | 263,000 | ||
2,020 | 263,000 | ||
2,021 | 263,000 | ||
Total | 1,617,000 | ||
Rent expense | |||
Leased office and laboratory area | ft² | 12,066 | ||
Rent expense | 434,000 | $ 357,000 | |
Excess inventory charge | $ 343,000 |
COMMITMENTS AND CONTINGENCIES37
COMMITMENTS AND CONTINGENCIES - Legal Proceedings and License Agreement (Details) - License Agreement - Iogen, LLC. | 12 Months Ended |
Jan. 31, 2017 | |
License Agreement | |
Non Royalty license fee equal to a certain percentage of net profit associated with OTC product | 30.00% |
Non Royalty license fee equal to a certain percentage of net royalties received from any sub-licensee | 30.00% |
Prescription Iodine Tablet | |
License Agreement | |
Royalty fee percentage based on net sales over a specific time period of commercialization | 3.00% |
Royalty fee percentage based on net sales after a specific period of time | 2.00% |
Time period for determining initial royalty fee as a percent of net sales | 24 months |
Other Products | |
License Agreement | |
Royalty fee percentage based on net sales over a specific time period of commercialization | 3.00% |
Royalty fee percentage based on net sales from initial period until expiration of applicable patents | 2.00% |
Royalty fee percentage based on net sales after a specific period of time | 1.00% |
Time period for determining initial royalty fee as a percent of net sales | 12 months |
COMMITMENTS AND CONTINGENCIES38
COMMITMENTS AND CONTINGENCIES - Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
COMMITMENTS AND CONTINGENCIES | ||
Capitalized intangible assets | $ 150,000 | $ 150,000 |
Impairment of intangible assets | 89,000 | |
Intangible assets, net of amortization | $ 119,000 | |
Royalties paid | $ 0 |
CONVERTIBLE REDEEMABLE PREFER39
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY - Common Stock (Details) - USD ($) | Nov. 28, 2016 | Aug. 17, 2016 | Oct. 24, 2014 | Apr. 11, 2014 | Jan. 23, 2014 | Dec. 31, 2016 | Nov. 30, 2016 | Sep. 30, 2016 | Aug. 31, 2016 | Apr. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Jan. 31, 2017 | Jan. 31, 2016 |
Conversion of convertible notes payable to common stock (in shares) | 1,926,711 | |||||||||||||
Shares issued | 67,719,577 | 25,208,684 | ||||||||||||
Stock expected to vest | 193,333 | |||||||||||||
Net proceeds from issuance of common stock, preferred stock and warrants | $ 16,712,000 | $ 13,316,000 | ||||||||||||
Conversion price (in dollars per share) | $ 0.80 | |||||||||||||
Beneficial conversion feature | $ 88,000 | |||||||||||||
Debt issuance costs | $ 16,000 | |||||||||||||
Secured Convertible Notes Payable | ||||||||||||||
Convertible notes payable, net | $ 1,000,000 | |||||||||||||
Maturity term (in months) | 36 months | |||||||||||||
Interest rate (as a percentage) | 10.00% | |||||||||||||
Common Stock | ||||||||||||||
Issuance of stock (in shares) | 40,453,182 | 12,508,395 | ||||||||||||
Conversion of convertible notes payable to common stock (in shares) | 1,926,711 | |||||||||||||
Stock issued to BioPharmX shareholders | 7,025,000 | |||||||||||||
Notes payable, conversion into common stock (shares) | 1,526,001 | |||||||||||||
Warrant | Maximum | ||||||||||||||
Warrants exercise price | $ 0.44 | |||||||||||||
Warrants, expiration term | 7 years | |||||||||||||
Warrant | Minimum | ||||||||||||||
Warrants exercise price | $ 0.33 | |||||||||||||
Warrants, expiration term | 5 years | |||||||||||||
Secured Convertible Notes Payable | ||||||||||||||
Conversion of convertible notes payable to common stock (in shares) | 182,266 | |||||||||||||
Unsecured Convertible Notes Payable | ||||||||||||||
Convertible notes payable, net | $ 500,000 | |||||||||||||
Maturity term (in months) | 6 months | |||||||||||||
Interest rate (as a percentage) | 10.00% | |||||||||||||
Public Offering | ||||||||||||||
Issuance of stock (in shares) | 3,600,000 | 3,636,384 | ||||||||||||
Net proceeds from the sale of common stock | $ 7,800,000 | |||||||||||||
Share price (in dollars per share) | $ 1.195 | |||||||||||||
Issuance of warrants | 31,499,725 | |||||||||||||
Net proceeds from issuance of common stock and warrants | $ 3,600,000 | |||||||||||||
Net proceeds from issuance of common stock, preferred stock and warrants | $ 10,600,000 | |||||||||||||
Number of shares of common stock subject to warrant | 31,499,725 | 1,952,000 | ||||||||||||
Warrants exercise price | $ 1.20 | |||||||||||||
Public Offering | Common Stock | ||||||||||||||
Issuance of stock (in shares) | 31,489,429 | |||||||||||||
Share price (in dollars per share) | $ 0.35 | |||||||||||||
Public Offering | Preferred Stock | ||||||||||||||
Issuance of stock (in shares) | 1,515 | |||||||||||||
Public Offering | Warrant | ||||||||||||||
Number of shares of common stock subject to warrant | 3,246,429 | 1,952,000 | ||||||||||||
Warrants exercise price | $ 0.35 | $ 1.20 | ||||||||||||
Public Offering | Series A Convertible Preferred Stock | ||||||||||||||
Share price (in dollars per share) | $ 1,000 | |||||||||||||
Private Placement | ||||||||||||||
Issuance of stock (in shares) | 1,550,000 | 2,423,077 | ||||||||||||
Net proceeds from the sale of common stock | $ 800,000 | $ 1,300,000 | $ 5,500,000 | |||||||||||
Share price (in dollars per share) | $ 0.60 | $ 0.65 | ||||||||||||
Number of shares of common stock subject to warrant | 1,286,501 | |||||||||||||
Warrants exercise price | $ 0.80 | |||||||||||||
Warrants, expiration term | 5 years | |||||||||||||
Over-Allotment Option | ||||||||||||||
Net proceeds from the sale of common stock | $ 400,000 | |||||||||||||
Shares issued | 1,390,676 | |||||||||||||
Korea Investment Partners | ||||||||||||||
Shares issued | 290,000 | |||||||||||||
Stock vested | 96,667 | |||||||||||||
Stock not expected to vest | 193,333 | |||||||||||||
Korea Investment Partners | Subscription Agreement | Common Stock | ||||||||||||||
Shares issued | 1,081,081 | |||||||||||||
Share price (in dollars per share) | $ 1.85 | |||||||||||||
Subscription agreement receivable | $ 2,000,000 | |||||||||||||
Korea Investment Partners | Subscription Agreement | Common Stock | Minimum | ||||||||||||||
Share price (in dollars per share) | $ 3.70 | |||||||||||||
Franklin Advisers | Private Placement | ||||||||||||||
Issuance of stock (in shares) | 4,100,000 | |||||||||||||
Net proceeds from the sale of common stock | $ 5,500,000 | |||||||||||||
Share price (in dollars per share) | $ 1.43 | |||||||||||||
Period within which securities can be purchased | 5 years | |||||||||||||
Franklin Advisers | Private Placement | Maximum | ||||||||||||||
Percentage of securities offered by entity | 20.00% |
CONVERTIBLE REDEEMABLE PREFER40
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY - Series A Preferred Stock, Convertible Preferred Stock & Warrants (Details) - USD ($) | Nov. 28, 2016 | May 15, 2014 | May 14, 2014 | Nov. 30, 2016 | Sep. 30, 2016 | Apr. 30, 2016 | Jun. 30, 2015 | Apr. 30, 2015 | Apr. 30, 2015 | Jan. 31, 2017 | Jan. 31, 2016 | Dec. 31, 2014 | Mar. 31, 2015 |
Equity | |||||||||||||
Conversion of convertible notes payable to common stock (in shares) | 1,926,711 | ||||||||||||
Series A convertible preferred stock, shares authorized | 10,000,000 | 10,000,000 | |||||||||||
Series A convertible preferred stock, shares outstanding | 1,515 | 0 | |||||||||||
Proceeds from warrant exercises | $ 1,487,000 | ||||||||||||
Incremental fair value of warrants | $ 436,000 | ||||||||||||
Fair value of warrants issued | $ (566,000) | ||||||||||||
Public Offering | |||||||||||||
Equity | |||||||||||||
Share price (in dollars per share) | $ 1.195 | ||||||||||||
Number of shares of common stock subject to warrant | 31,499,725 | 1,952,000 | |||||||||||
Warrants exercise price | $ 1.20 | ||||||||||||
Issuance of common stock (in shares) | 3,600,000 | 3,636,384 | |||||||||||
Warrant | |||||||||||||
Equity | |||||||||||||
Dividend rate | 0.00% | ||||||||||||
Risk-free rate | 1.10% | ||||||||||||
Contractual term | 5 years | ||||||||||||
Expected volatility | 95.80% | ||||||||||||
Warrant liability | $ 566,000 | $ 403,000 | |||||||||||
Warrant | Minimum | |||||||||||||
Equity | |||||||||||||
Warrants exercise price | $ 0.33 | ||||||||||||
Warrants, expiration term | 5 years | ||||||||||||
Warrant | Maximum | |||||||||||||
Equity | |||||||||||||
Warrants exercise price | $ 0.44 | ||||||||||||
Warrants, expiration term | 7 years | ||||||||||||
Warrant | Public Offering | |||||||||||||
Equity | |||||||||||||
Number of shares of common stock subject to warrant | 3,246,429 | 1,952,000 | |||||||||||
Warrants exercise price | $ 0.35 | $ 1.20 | |||||||||||
Warrant | Public Offering | Underwriters | |||||||||||||
Equity | |||||||||||||
Number of shares of common stock subject to warrant | 109,091 | ||||||||||||
Warrants exercise price | $ 2.75 | ||||||||||||
Warrants, expiration term | 5 years | ||||||||||||
Series A Warrant | Warrant | |||||||||||||
Equity | |||||||||||||
Number of shares of common stock subject to warrant | 2,042,589 | ||||||||||||
Warrants exercise price | $ 3.70 | ||||||||||||
Series A Convertible Redeemable Preferred Stock | |||||||||||||
Equity | |||||||||||||
Series A convertible preferred stock, shares authorized | 10,000,000 | 10,000,000 | |||||||||||
Series A convertible preferred stock, shares outstanding | 0 | 0 | |||||||||||
Series A Convertible Redeemable Preferred Stock | Public Offering | |||||||||||||
Equity | |||||||||||||
Number of common shares into which a share is convertible | 4,319,426 | ||||||||||||
Series A Convertible Redeemable Preferred Stock | Subscription Agreement | |||||||||||||
Equity | |||||||||||||
Number of shares sold | 4,207,987 | ||||||||||||
Series A Convertible Redeemable Preferred Stock | Series A Warrant | |||||||||||||
Equity | |||||||||||||
Number of shares of common stock subject to warrant | 564,662 | ||||||||||||
Warrants exercise price | $ 2.50 | $ 2.50 | $ 3.70 | ||||||||||
Proceeds from warrant exercises | $ 1,411,655 | ||||||||||||
Incremental fair value of warrants | $ 436,000 | ||||||||||||
Series A Convertible Redeemable Preferred Stock | Series A Warrant | Public Offering | |||||||||||||
Equity | |||||||||||||
Offering price per share that triggers the issuance of additional shares related to the public offering | $ 3.125 | ||||||||||||
Percentage of public offering price | 80.00% | ||||||||||||
Issuance of common stock (in shares) | 77,006 | ||||||||||||
Series A Convertible Redeemable Preferred Stock | Series A Warrant | Warrant | |||||||||||||
Equity | |||||||||||||
Number of shares of common stock subject to warrant | 1,661,055 | ||||||||||||
Dividend rate | 0.00% | ||||||||||||
Risk-free rate | 1.60% | ||||||||||||
Expected volatility | 85.90% | ||||||||||||
Series A Convertible Redeemable Preferred Stock | Series A Warrant | Warrant | Minimum | |||||||||||||
Equity | |||||||||||||
Contractual term | 4 years | ||||||||||||
Series A Convertible Redeemable Preferred Stock | Series A Warrant | Warrant | Maximum | |||||||||||||
Equity | |||||||||||||
Contractual term | 5 years | ||||||||||||
Series A Convertible Redeemable Preferred Stock | Service Provider Warrant | Warrant | |||||||||||||
Equity | |||||||||||||
Number of shares of common stock subject to warrant | 316,395 | ||||||||||||
Warrants exercise price | $ 2.035 | ||||||||||||
Warrant expense | $ 99,000 | ||||||||||||
Series A Convertible Redeemable Preferred Stock | Convertible Debt Warrant | Warrant | |||||||||||||
Equity | |||||||||||||
Conversion of convertible notes payable to common stock (in shares) | 54,054 | ||||||||||||
Number of shares of common stock subject to warrant | 343,559 | 289,505 | |||||||||||
Warrants exercise price | $ 1.85 | ||||||||||||
Fair value of warrants issued | $ 105,000 | ||||||||||||
Contractual term | 5 years | ||||||||||||
Series A Convertible Preferred Stock | |||||||||||||
Equity | |||||||||||||
Conversion of preferred stock percentage | 19.99% | ||||||||||||
Deemed dividend related to the beneficial conversion feature | $ 100,000 | ||||||||||||
Series A Convertible Preferred Stock | Public Offering | |||||||||||||
Equity | |||||||||||||
Share price (in dollars per share) | $ 1,000 |
CONVERTIBLE REDEEMABLE PREFER41
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY - Equity Incentive Plan (Details) | 12 Months Ended |
Jan. 31, 2017shares | |
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 |
2016 Equity Incentive Plan | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Number of shares reserved for issuance | 4,000,000 |
CONVERTIBLE REDEEMABLE PREFER42
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY - Stock Option Activities (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | |
Jan. 31, 2015 | Jan. 31, 2017 | Jan. 31, 2016 | |
Weighted Average Exercise Prices | |||
Granted | $ 0.40 | $ 1.44 | |
2014 Equity Incentive Plan | |||
Available for Grant | |||
Available for grant, beginning | 350,875 | 1,043,000 | |
Shares authorized for issuance | 4,000,000 | ||
Granted | (4,664,054) | (1,274,000) | |
Cancelled | 587,249 | 581,875 | |
Expired upon termination of the 2014 Plan | (21,691) | ||
Available for grant, ending | 1,043,000 | 252,379 | 350,875 |
Shares | |||
Outstanding, Beginning | 2,704,608 | 2,689,252 | |
Granted | 4,664,054 | 1,274,000 | |
Exercised | (131,000) | (676,769) | |
Cancelled | (587,249) | (581,875) | |
Outstanding, Ending | 2,689,252 | 6,465,829 | 2,704,608 |
Vested and exercisable | 2,121,007 | ||
Vested and expected to vest | 5,891,697 | ||
Weighted Average Exercise Prices | |||
Outstanding, Beginning | $ 1.59 | $ 0.91 | |
Granted | 0.55 | 2.25 | |
Exercised | 0.31 | 0.12 | |
Cancelled | 1.76 | 1.59 | |
Outstanding, Ending | $ 0.91 | $ 0.77 | $ 1.59 |
Granted | 4,664,054 | 1,274,000 | |
Vested and exercisable | $ 1.02 | ||
Vested and expected to vest | $ 0.79 | ||
Remaining Contractual Life | |||
Outstanding | 8 years 6 months 29 days | 8 years 9 months 7 days | 8 years 4 months 13 days |
Vested and exercisable | 7 years 4 months 21 days | ||
Vested and expected to vest | 8 years 8 months 12 days | ||
Aggregate Intrinsic Value | |||
Outstanding | $ 5,625 | $ 238 | $ 1,343 |
Vested and exercisable | 91 | ||
Vested and expected to vest | $ 217 | ||
Subsequent to termination of 2014 equity incentive plan | |||
Available for Grant | |||
Cancelled | 184,584 | ||
Shares | |||
Cancelled | (184,584) | ||
Weighted Average Exercise Prices | |||
Cancelled | $ 1.92 | ||
Outside the 2014 Equity Incentive Plan | |||
Shares | |||
Outstanding, Beginning | 660,000 | ||
Outstanding, Ending | 660,000 | 660,000 | |
Vested and exercisable | 203,541 | ||
Vested and expected to vest | 537,277 | ||
Weighted Average Exercise Prices | |||
Outstanding, Beginning | $ 1.44 | ||
Outstanding, Ending | 1.44 | $ 1.44 | |
Vested and exercisable | 1.44 | ||
Vested and expected to vest | $ 1.44 | ||
Remaining Contractual Life | |||
Outstanding | 8 years 8 months 19 days | 8 years 8 months 19 days | |
Vested and exercisable | 8 years 8 months 9 days | ||
Vested and expected to vest | 8 years 8 months 16 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% |
CONVERTIBLE REDEEMABLE PREFER43
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY - Range of Exercise Price (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Options Outstanding | ||
Number Outstanding (in shares) | 7,125,829 | |
Weighted Average Remaining Contractual Life | 8 years 9 months 7 days | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.83 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 2,324,548 | |
Weighted Average Exercise Prices (in dollars per share) | $ 1.06 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures | ||
Total intrinsic value of options exercised | $ 65,000 | $ 1,400,000 |
$0.20 - $0.35 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||
Exercise prices, low end of range (in dollars per share) | $ 0.20 | |
Exercise prices, high end of range (in dollars per share) | $ 0.35 | |
Options Outstanding | ||
Number Outstanding (in shares) | 658,108 | |
Weighted Average Remaining Contractual Life | 6 years 8 months 1 day | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.31 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 524,042 | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.32 | |
$0.36 - $0.65 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||
Exercise prices, low end of range (in dollars per share) | 0.36 | |
Exercise prices, high end of range (in dollars per share) | $ 0.65 | |
Options Outstanding | ||
Number Outstanding (in shares) | 4,093,667 | |
Weighted Average Remaining Contractual Life | 9 years 7 months 6 days | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.53 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 519,167 | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.61 | |
$0.66 - $1.09 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||
Exercise prices, low end of range (in dollars per share) | 0.66 | |
Exercise prices, high end of range (in dollars per share) | $ 1.09 | |
Options Outstanding | ||
Number Outstanding (in shares) | 734,054 | |
Weighted Average Remaining Contractual Life | 7 years 6 months 4 days | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.91 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 402,698 | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.90 | |
$1.10 - $1.85 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||
Exercise prices, low end of range (in dollars per share) | 1.10 | |
Exercise prices, high end of range (in dollars per share) | $ 1.85 | |
Options Outstanding | ||
Number Outstanding (in shares) | 1,540,000 | |
Weighted Average Remaining Contractual Life | 8 years 1 month 6 days | |
Weighted Average Exercise Prices (in dollars per share) | $ 1.68 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 784,892 | |
Weighted Average Exercise Prices (in dollars per share) | $ 1.70 | |
$1.86 - $3.00 | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range | ||
Exercise prices, low end of range (in dollars per share) | 1.86 | |
Exercise prices, high end of range (in dollars per share) | $ 3 | |
Options Outstanding | ||
Number Outstanding (in shares) | 100,000 | |
Weighted Average Remaining Contractual Life | 8 years 3 months | |
Weighted Average Exercise Prices (in dollars per share) | $ 3 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 93,749 | |
Weighted Average Exercise Prices (in dollars per share) | $ 3 |
STOCK-BASED COMPENSATION - Expe
STOCK-BASED COMPENSATION - Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Share-based Compensation | ||
Stock-based compensation expense | $ 1,491 | $ 1,214 |
Total compensation costs not yet recognized | $ 2,500 | |
Average remaining amortization period for recognition of expense | 2 years 7 months 28 days | |
Research and development | ||
Share-based Compensation | ||
Stock-based compensation expense | $ 398 | 256 |
Sales and marketing | ||
Share-based Compensation | ||
Stock-based compensation expense | 346 | 443 |
General and administrative. | ||
Share-based Compensation | ||
Stock-based compensation expense | $ 747 | $ 515 |
STOCK-BASED COMPENSATION - Assu
STOCK-BASED COMPENSATION - Assumptions (Details) | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Expected term in years | 6 years | |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Expected volatility | 95.50% | 81.30% |
Expected term in years | 5 years | |
Risk-free interest rate | 1.12% | 1.57% |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Expected volatility | 98.60% | 82.60% |
Expected term in years | 6 years 6 months | |
Risk-free interest rate | 2.03% | 2.26% |
EMPLOYEE BENEFIT PLAN (Details)
EMPLOYEE BENEFIT PLAN (Details) - USD ($) | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
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, 2017 | Jan. 31, 2016 | |
Federal income taxes | $ 0 | $ 0 |
Increase in valuation allowance | 8,500 | $ 5,200 |
Federal | ||
Operating loss carryforwards | 39,500 | |
State | California | ||
Operating loss carryforwards | $ 37,300 |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Tax Assets (Details) - USD ($) $ in Thousands | Jan. 31, 2017 | Jan. 31, 2016 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 15,618 | $ 7,727 |
Stock-based compensation expense | 908 | 577 |
Tax credit carryforwards | 576 | 311 |
Other | 194 | 216 |
Total deferred tax assets | 17,296 | 8,831 |
Less: Valuation allowance | $ (17,296) | $ (8,831) |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 31, 2017 | Jan. 31, 2016 | |
INCOME TAXES | ||
Federal statutory rate | 34.00% | 34.00% |
Reconciliation of income taxes: | ||
Income tax benefit computed at U.S. statutory rate | $ (6,258) | $ (5,302) |
State income tax (net of federal benefit) | (1,196) | (838) |
Research and development credits | (125) | (128) |
Change in valuation allowance | 7,342 | 5,904 |
Other | 239 | 368 |
Income tax provision | $ 2 | $ 4 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Mar. 28, 2017shares | Jan. 31, 2017shares | Jan. 31, 2016shares |
SUBSEQUENT EVENTS | |||
Common stock, shares authorized | 90,000,000 | 90,000,000 | |
Subsequent event | |||
SUBSEQUENT EVENTS | |||
Common stock, shares authorized | 450,000,000 | ||
Minimum | Subsequent event | |||
SUBSEQUENT EVENTS | |||
Conversion stock split ratio | 0.50 | ||
Maximum | Subsequent event | |||
SUBSEQUENT EVENTS | |||
Conversion stock split ratio | 0.04 | ||
2016 Equity Incentive Plan | Subsequent event | |||
SUBSEQUENT EVENTS | |||
Additional shares authorized | 20,000,000 |