DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 3 Months Ended | |
Apr. 30, 2017 | May 31, 2017 | |
DOCUMENT AND ENTITY INFORMATION | ||
Entity Registrant Name | BioPharmX Corp | |
Entity Central Index Key | 1,504,167 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Apr. 30, 2017 | |
Current Fiscal Year End Date | --01-31 | |
Is Entity's Reporting Status Current? | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 74,129,835 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,018 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Apr. 30, 2017 | Jan. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 6,709 | $ 6,501 |
Accounts receivable, net | 3 | 4 |
Inventories | 30 | 38 |
Prepaid expenses and other current assets | 240 | 284 |
Total current assets | 6,982 | 6,827 |
Property and equipment, net | 118 | 120 |
Other assets | 154 | 154 |
Total assets | 7,254 | 7,101 |
Current liabilities: | ||
Accounts payable | 2,308 | 2,551 |
Accrued expenses and other current liabilities | 1,776 | 1,176 |
Total current liabilities | 4,084 | 3,727 |
Long-term liabilities: | ||
Warrant liability | 767 | 403 |
Total liabilities | 4,851 | 4,130 |
Commitments and contingencies (Note 5) | ||
Stockholders' equity | ||
Series A convertible preferred stock, $0.001 par value; 10,000,000 shares authorized; 1,515 issued and outstanding as of April 30, 2017 and January 31, 2017 | 1,515 | 1,515 |
Common stock, $0.001 par value; 450,000,000 shares authorized; 74,129,835 and 67,719,577 shares issued and outstanding as of April 30, 2017 and January 31, 2017, respectively | 74 | 68 |
Additional paid-in capital | 50,849 | 46,026 |
Accumulated deficit | (50,035) | (44,638) |
Total stockholders' equity | 2,403 | 2,971 |
Total liabilities and stockholders' equity | $ 7,254 | $ 7,101 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Apr. 30, 2017 | Jan. 31, 2017 |
CONDENSED 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 | 1,515 |
Series A convertible preferred stock, shares outstanding | 1,515 | 1,515 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 450,000,000 | 450,000,000 |
Common stock, shares issued | 74,129,835 | 67,719,577 |
Common stock, shares outstanding | 74,129,835 | 67,719,577 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2017 | Apr. 30, 2016 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS | ||
Revenues, net | $ 19 | $ 33 |
Cost of goods sold | 11 | 20 |
Gross margin | 8 | 13 |
Operating expenses: | ||
Research and development | 2,941 | 2,173 |
Sales and marketing | 797 | 1,107 |
General and administrative | 1,303 | 1,193 |
Total operating expenses | 5,041 | 4,473 |
Loss from operations | (5,033) | (4,460) |
Change in fair value of warrant liability | (364) | |
Other income | 1 | 1 |
Loss before income taxes | (5,396) | (4,459) |
Provision for income taxes | 1 | 2 |
Net loss and comprehensive loss | $ (5,397) | $ (4,461) |
Basic and diluted net loss per share | $ (0.08) | $ (0.17) |
Shares used in computing basic and diluted net loss per share | 67,670,000 | 26,202,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | |
Apr. 30, 2017 | Apr. 30, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (5,397,000) | $ (4,461,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 385,000 | 273,000 |
Depreciation expense | 12,000 | 16,000 |
Amortization expense | 7,000 | |
Change in fair value of warrant liability | 364,000 | |
Changes in assets and liabilities: | ||
Accounts receivable | 1,000 | 1,000 |
Inventories | 8,000 | 24,000 |
Prepaid expenses and other assets | 44,000 | |
Accounts payable | (243,000) | 617,000 |
Accrued expenses and other liabilities | 600,000 | (74,000) |
Net cash used in operating activities | (4,226,000) | (3,597,000) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (10,000) | (5,000) |
Net cash used in investing activities | (10,000) | (5,000) |
Cash flows from financing activities: | ||
Proceeds from the issuance of common stock and warrants, net of issuance costs | 4,444,000 | 3,583,000 |
Proceeds from exercises of stock options | 18,000 | |
Net cash provided by financing activities | 4,444,000 | 3,601,000 |
Net increase (decrease) in cash and cash equivalents | 208,000 | (1,000) |
Cash and cash equivalents at beginning of period | 6,501,000 | 4,039,000 |
Cash and cash equivalents at end of period | $ 6,709,000 | $ 4,038,000 |
DESCRIPTION OF BUSINESS AND SUM
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Apr. 30, 2017 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | BIOPHARMX CORPORATION NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 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 at the end of 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 debt securities. In April 2017, the Company raised net proceeds of $4.4 million in a registered direct offering. Basis of Presentation and Principles of Consolidation These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting and include the accounts of the Company and its subsidiary. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended January 31, 2017, filed on April 21, 2017. The condensed consolidated balance sheet as of January 31, 2017, included herein, was derived from the audited consolidated financial statements as of that date. The unaudited interim condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary and have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the Company’s statement of financial position as of April 30, 2017 and January 31, 2017, and the Company’s results of operations and its cash flows for the three months ended April 30, 2017 and 2016. The results for the three months ended April 30, 2017 are not necessarily indicative of the results to be expected for the year ending January 31, 2018 or any future period. 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. Inventories Inventories are stated at the lower of cost or net realizable value. 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), which is non-cancelable as detailed in Note 5. The Company assesses its purchase commitment based on demand forecasts and establishes a liability for quantities deemed in excess of these forecasts. 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 did not identify any impairment losses for the three months ended April 30, 2017. Advertising Expenses The Company expenses the costs of advertising, including promotional expenses, as incurred. Advertising expenses were approximately $15,000 and $219,000 for the three months ended April 30, 2017 and 2016, respectively. 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 three months ended April 30, 2017 and 2016 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. For the three months ended April 30, 2017 and 2016, approximately 57,222,000 and 7,744,000 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. Warrant Liability The Company accounts for certain of its warrants as derivative liabilities based on provisions relating to cash settlement options. The Company recorded a liability for the fair value of the warrants at the time of issuance, and at each reporting date the warrants are revalued to the instrument’s fair value. The fair value of the warrants are estimated using the Black-Scholes pricing model. This liability is subject to fair value re-measurement until the warrants are exercised or expired, and any change in fair value is recognized as other income or expense in the condensed consolidated statements of operations and comprehensive loss. Summary of Significant Accounting Policies These unaudited interim condensed consolidated financial statements and accompanying notes should be read in conjunction with the Company’s annual financial statements and notes thereto contained in the Annual Report on Form 10-K for the fiscal year ended January 31, 2017. There have been no significant changes in the Company’s significant accounting policies for the three months ended April 30, 2017, as compared to the significant accounting policies described in the Annual Report on Form 10-K for the fiscal year ended January 31, 2017. Recent Accounting Pronouncements In July 2015, FASB issued 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 condensed 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 condensed consolidated financial statements. In February 2016, the 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 the process of evaluating the impact of adoption on its condensed consolidated financial statements. In May 2014, as part of its ongoing efforts to assist in the convergence of US GAAP and International Financial Reporting Standards (“IFRS”), the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The new guidance sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in US GAAP. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance. The ASU provides alternative methods of initial adoption and is effective for annual and interim periods beginning after December 15, 2017. The FASB has issued several updates to the standard which i) defer the original effective date, while allowing for early adoption (ASU 2015-14); ii) clarify the application of the principal versus agent guidance (ASU 2016-08); iii) clarify the guidance on inconsequential and perfunctory promises and licensing (ASU 2016-10); and clarify the guidance on certain sections of the guidance providing technical corrections and improvements (ASU 2016-10). In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606) Narrow-Scope Improvements and Practical Expedients”, to address certain narrow aspects of the guidance including collectability criterion, collection of sales taxes from customers, noncash consideration, contract modifications and completed contracts. This issuance does not change the core principle of the guidance in the initial topic issued in May 2014. We are currently evaluating the impact that this standard will have on our condensed 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 currently evaluating the impact of this guidance on its condensed 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 | 3 Months Ended |
Apr. 30, 2017 | |
GOING CONCERN | |
GOING CONCERN | 2. GOING CONCERN The accompanying condensed 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 April 30, 2017, the Company had cash and cash equivalents of $6.7 million and working capital of $2.9 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 of $5.4 million and $4.5 million for the three months ended April 30, 2017 and 2016, respectively, and had an accumulated deficit of $50.0 million as of April 30, 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 condensed consolidated financial statements do not contain any adjustments that might result from the resolution of any of the above uncertainties. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Apr. 30, 2017 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | 3. FAIR VALUE MEASUREMENTS The Company recognizes and discloses the fair value of its assets and liabilities using a hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to valuations based upon unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to valuations based upon unobservable inputs that are significant to the valuation (Level 3 measurements). Each level of input has different levels of subjectivity and difficulty involved in determining fair value. · Level 1—Inputs used to measure fair value are unadjusted quoted prices that are available in active markets for the identical assets or liabilities as of the reporting date. · Level 2— Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the asset or liability. · 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 April 30, 2017 and January 31, 2017, the Company held $6.4 million and $5.5 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, 2017 $ 403 Change in fair value of warrants 364 Balance as of April 30, 2017 $ 767 |
BALANCE SHEET DETAILS
BALANCE SHEET DETAILS | 3 Months Ended |
Apr. 30, 2017 | |
BALANCE SHEET DETAILS | |
BALANCE SHEET DETAILS | 4. BALANCE SHEET DETAILS April 30, January 31, 2017 2017 (in thousands) Inventories: Work in process $ $ 23 Finished goods 8 Channel inventory 7 $ $ |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Apr. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | 5. COMMITMENTS AND CONTINGENCIES Commitments The following table summarizes the Company’s commitments as of April 30, 2017 (in thousands): Total 2018 2019 2020 2021 Operating lease $ 410 $ $ — $ — $ — Purchase commitment 1,053 Total $ 1,463 $ 674 $ $ $ 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 three months ended April 30, 2017 and 2016 was $145,000 was $86,000, 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/or 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 right (“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. No royalties have been paid as of April 30, 2017. |
CONVERTIBLE REDEEMABLE PREFERRE
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY | 3 Months Ended |
Apr. 30, 2017 | |
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY | |
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY | 6. CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY Common 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 April 30, 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 April 30, 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 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. In April 2017, the Company issued 6,410,258 shares of common stock at a price per share of $0.78 resulting in net proceeds of $4.4 million and warrants to purchase 3,365,385 shares of common stock in a registered direct offering. These warrants have an exercise price of $0.90 per share and expire in five years. As of April 30, 2017, all of these warrants were outstanding. 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 the 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 April 30, 2017, of the warrants issued in connection with the Series A 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 April 30, 2017 and January 31, 2017, there were 10,000,000 shares of Series A convertible redeemable preferred stock authorized and none were outstanding. Series A Convertible Preferred Stock In November 2016, the Company issued 1,515 shares of Series A convertible preferred stock (“Preferred Stock”), which 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 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 ownership 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 April 30, 2017, all the Preferred Stock and related warrants remain outstanding. Warrants In addition to the warrants issued in conjunction with the Series A 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 October 31, 2016, all were outstanding. On May 14, 2014, the Company also 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 April 30, 2017, warrants exercisable for 289,505 shares of common stock remain outstanding. In connection with the offering completed in June 2015, warrants to purchase 109,091 shares of common stock were issued to the underwriters at the public offering price of $2.75 per share. These warrants expire five years after the date of issuance. As of April 30, 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 per share. As of April 30, 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 per share. As of April 30, 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 April 30, 2017, the fair value of the warrant liability was approximately $767,000 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 April 30, 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. In March 2017, the 2016 Plan was amended and the shares reserved for issuance was increased by 20,000,000 shares to a total of 24,000,000 shares. 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, 2017 252,379 6,465,829 $ 0.77 8.77 $ 238 Shares authorized for issuance 20,000,000 — Granted (5,095,000) 5,095,000 $ 0.73 Balance at April 30, 2017 $ 0.75 9.16 $ 2,062 Vested and exercisable $ 0.98 7.39 $ 487 Vested and expected to vest $ 0.76 9.09 $ 1,839 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 options: Weighted Average Remaining Exercise Contractual Aggregate Shares Prices Life Intrinsic Value (in thousands) Balance at April 30, 2017 660,000 $ $ — Vested and exercisable 244,791 $ $ — Vested and expected to vest 610,721 $ $ — There was no activity related to these inducement grant stock options during the quarter ended April 30, 2017. The following table summarizes significant ranges of outstanding and exercisable options as of April 30, 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 $ 100,000 $ 3.00 $ $ There were no stock options exercised during the three months ended April 30, 2017. The total intrinsic value of stock options exercised during the three months ended April 30, 2016 was approximately $34,000. |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 3 Months Ended |
Apr. 30, 2017 | |
STOCK-BASED COMPENSATION | |
STOCK-BASED COMPENSATION | 7. STOCK-BASED COMPENSATION The following table summarizes the stock-based compensation expenses included in the condensed consolidated statement of operations and comprehensive loss (in thousands): For the three months ended April 30, 2017 2016 Research and development $ 108 $ 76 Sales and marketing 82 84 General and administrative 195 113 Total $ 385 $ 273 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 April 30, 2017, total compensation costs related to unvested, but not yet recognized, stock-based awards was $4.6 million, net of estimated forfeitures. This cost will be amortized on a straight-line basis over a weighted average remaining period of 3.1 years and will be adjusted for subsequent changes in estimated forfeitures. Valuation Assumptions During the three months ended April 30, 2017, the grant date fair value of stock options granted was $0.56 per share. The following assumptions were used to calculate the estimated fair value of awards granted for the periods ended: For the three months ended April 30, 2017 Expected volatility 95.50% - 96.78% Expected term in years Risk-free interest rate 1.80% - 1.97% 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 shares of common stock and currently does not intend to do so and, accordingly, the dividend yield percentage is zero for all periods. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Apr. 30, 2017 | |
INCOME TAXES | |
INCOME TAXES | 8. INCOME TAXES The Company evaluates its ability to recover deferred tax assets, in full or in part, by considering all available positive and negative evidence, including past operating results and its forecast of future taxable income on a jurisdictional basis. The Company bases its estimate of current and deferred taxes on the tax laws and rates that are currently in effect in the appropriate jurisdiction. Changes in laws or rates may affect the tax provision as well as the amount of deferred tax assets or liabilities. 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. As of April 30, 2017 and January 31, 2017, the Company has not recorded any liability for unrecognized tax benefits related to uncertain tax positions. The 2010 to 2017 tax years remain open for examination by the federal and state authorities. |
DESCRIPTION OF BUSINESS AND S14
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Apr. 30, 2017 | |
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation These unaudited interim condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting and include the accounts of the Company and its subsidiary. Certain information and note disclosures normally included in the consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto contained in the Company’s Annual Report on Form 10-K for the year ended January 31, 2017, filed on April 21, 2017. The condensed consolidated balance sheet as of January 31, 2017, included herein, was derived from the audited consolidated financial statements as of that date. The unaudited interim condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary and have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, consisting only of normal recurring adjustments, necessary for the fair presentation of the Company’s statement of financial position as of April 30, 2017 and January 31, 2017, and the Company’s results of operations and its cash flows for the three months ended April 30, 2017 and 2016. The results for the three months ended April 30, 2017 are not necessarily indicative of the results to be expected for the year ending January 31, 2018 or any future period. |
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. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value. 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), which is non-cancelable as detailed in Note 5. The Company assesses its purchase commitment based on demand forecasts and establishes a liability for quantities deemed in excess of these forecasts. |
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 did not identify any impairment losses for the three months ended April 30, 2017. |
Advertising Expenses | Advertising Expenses The Company expenses the costs of advertising, including promotional expenses, as incurred. Advertising expenses were approximately $15,000 and $219,000 for the three months ended April 30, 2017 and 2016, respectively. |
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 three months ended April 30, 2017 and 2016 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. For the three months ended April 30, 2017 and 2016, approximately 57,222,000 and 7,744,000 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. |
Warrant Liability | Warrant Liability The Company accounts for certain of its warrants as derivative liabilities based on provisions relating to cash settlement options. The Company recorded a liability for the fair value of the warrants at the time of issuance, and at each reporting date the warrants are revalued to the instrument’s fair value. The fair value of the warrants are estimated using the Black-Scholes pricing model. This liability is subject to fair value re-measurement until the warrants are exercised or expired, and any change in fair value is recognized as other income or expense in the condensed consolidated statements of operations and comprehensive loss. |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies These unaudited interim condensed consolidated financial statements and accompanying notes should be read in conjunction with the Company’s annual financial statements and notes thereto contained in the Annual Report on Form 10-K for the fiscal year ended January 31, 2017. There have been no significant changes in the Company’s significant accounting policies for the three months ended April 30, 2017, as compared to the significant accounting policies described in the Annual Report on Form 10-K for the fiscal year ended January 31, 2017. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In July 2015, FASB issued 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 condensed 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 condensed consolidated financial statements. In February 2016, the 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 the process of evaluating the impact of adoption on its condensed consolidated financial statements. In May 2014, as part of its ongoing efforts to assist in the convergence of US GAAP and International Financial Reporting Standards (“IFRS”), the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The new guidance sets forth a new five-step revenue recognition model which replaces the prior revenue recognition guidance in its entirety and is intended to eliminate numerous industry-specific pieces of revenue recognition guidance that have historically existed in US GAAP. The underlying principle of the new standard is that a business or other organization will recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects what it expects in exchange for the goods or services. The standard also requires more detailed disclosures and provides additional guidance for transactions that were not addressed completely in the prior accounting guidance. The ASU provides alternative methods of initial adoption and is effective for annual and interim periods beginning after December 15, 2017. The FASB has issued several updates to the standard which i) defer the original effective date, while allowing for early adoption (ASU 2015-14); ii) clarify the application of the principal versus agent guidance (ASU 2016-08); iii) clarify the guidance on inconsequential and perfunctory promises and licensing (ASU 2016-10); and clarify the guidance on certain sections of the guidance providing technical corrections and improvements (ASU 2016-10). In May 2016, the FASB issued ASU 2016-12, “Revenue from Contracts with Customers (Topic 606) Narrow-Scope Improvements and Practical Expedients”, to address certain narrow aspects of the guidance including collectability criterion, collection of sales taxes from customers, noncash consideration, contract modifications and completed contracts. This issuance does not change the core principle of the guidance in the initial topic issued in May 2014. We are currently evaluating the impact that this standard will have on our condensed 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 currently evaluating the impact of this guidance on its condensed 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. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Apr. 30, 2017 | |
FAIR VALUE MEASUREMENTS | |
Schedule of Fair Value of Warrant Liability Classified as Level 3 Liabilities | The table below presents the activity within Level 3 of the fair value hierachy (in thousands): Warrant Liability Balance as of January 31, 2017 $ 403 Change in fair value of warrants 364 Balance as of April 30, 2017 $ 767 |
BALANCE SHEET DETAILS (Tables)
BALANCE SHEET DETAILS (Tables) | 3 Months Ended |
Apr. 30, 2017 | |
BALANCE SHEET DETAILS | |
Schedule of Inventories | April 30, January 31, 2017 2017 (in thousands) Inventories: Work in process $ $ 23 Finished goods 8 Channel inventory 7 $ $ |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 3 Months Ended |
Apr. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES | |
Future minimum commitments | The following table summarizes the Company’s commitments as of April 30, 2017 (in thousands): Total 2018 2019 2020 2021 Operating lease $ 410 $ $ — $ — $ — Purchase commitment 1,053 Total $ 1,463 $ 674 $ $ $ |
CONVERTIBLE REDEEMABLE PREFER18
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS’ EQUITY (Tables) | 3 Months Ended |
Apr. 30, 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 $ 100,000 $ 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, 2017 252,379 6,465,829 $ 0.77 8.77 $ 238 Shares authorized for issuance 20,000,000 — Granted (5,095,000) 5,095,000 $ 0.73 Balance at April 30, 2017 $ 0.75 9.16 $ 2,062 Vested and exercisable $ 0.98 7.39 $ 487 Vested and expected to vest $ 0.76 9.09 $ 1,839 |
Outside of the 2016 Equity Incentive Plan | |
Stock option plan activity | Weighted Average Remaining Exercise Contractual Aggregate Shares Prices Life Intrinsic Value (in thousands) Balance at April 30, 2017 660,000 $ $ — Vested and exercisable 244,791 $ $ — Vested and expected to vest 610,721 $ $ — |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 3 Months Ended |
Apr. 30, 2017 | |
STOCK-BASED COMPENSATION | |
Summary of stock based compensation expense | The following table summarizes the stock-based compensation expenses included in the condensed consolidated statement of operations and comprehensive loss (in thousands): For the three months ended April 30, 2017 2016 Research and development $ 108 $ 76 Sales and marketing 82 84 General and administrative 195 113 Total $ 385 $ 273 |
Black-Scholes option pricing model fair value assumptions | For the three months ended April 30, 2017 Expected volatility 95.50% - 96.78% Expected term in years Risk-free interest rate 1.80% - 1.97% Expected dividend yield — |
DESCRIPTION OF BUSINESS AND S20
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Offerings (Details) - USD ($) $ in Millions | 1 Months Ended | ||
Apr. 30, 2017 | Sep. 30, 2016 | Aug. 31, 2016 | |
Private Placement | |||
Other Disclosures | |||
Net proceeds from the sale of common stock | $ 4.4 | $ 0.8 | $ 1.3 |
DESCRIPTION OF BUSINESS AND S21
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Assets and Advertising Expenses (Details) - USD ($) | 3 Months Ended | |
Apr. 30, 2017 | Apr. 30, 2016 | |
Advertising Expenses | ||
Advertising expenses | $ 15,000 | $ 219,000 |
DESCRIPTION OF BUSINESS AND S22
DESCRIPTION OF BUSINESS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Net Loss Per Share (Details) - shares | 3 Months Ended | |
Apr. 30, 2017 | Apr. 30, 2016 | |
Net Loss Per Share | ||
Common stock shares expected to vest | 193,333 | 193,333 |
Potentially dilutive securities excluded from computation of diluted loss per share | 57,222,000 | 7,744,000 |
GOING CONCERN (Details)
GOING CONCERN (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Apr. 30, 2017 | Apr. 30, 2016 | Jan. 31, 2017 | Jan. 31, 2016 | |
GOING CONCERN | ||||
Cash and cash equivalents | $ 6,709 | $ 4,038 | $ 6,501 | $ 4,039 |
Working capital (deficit) | 2,900 | |||
Net loss | 5,397 | $ 4,461 | ||
Accumulated deficit | $ 50,035 | $ 44,638 |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - Money Market Funds - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Apr. 30, 2017 | Jan. 31, 2017 | |
Fair Value Measurements | ||
Unrealized gains (losses) | $ 0 | $ 0 |
Level 1 | ||
Fair Value Measurements | ||
Available-for-sale securities | $ 6.4 | $ 5.5 |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair Value of Warrant Liability Classified as Level 3 Liabilities (Details) - Level 3 $ in Thousands | 3 Months Ended |
Apr. 30, 2017USD ($) | |
Fair Value of Warrant Liability Classified as Level 3 Liabilities | |
Beginning balance | $ 403 |
Change in fair value of warrants | 364 |
Ending balance | $ 767 |
BALANCE SHEET DETAILS (Details)
BALANCE SHEET DETAILS (Details) - USD ($) $ in Thousands | Apr. 30, 2017 | Jan. 31, 2017 |
Inventories: | ||
Work in process | $ 18 | $ 23 |
Finished goods | 7 | 8 |
Channel inventory | 5 | 7 |
Total | $ 30 | $ 38 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Commitments (Details) | 3 Months Ended | ||
Apr. 30, 2017USD ($) | Apr. 30, 2016USD ($) | Dec. 14, 2016ft² | |
Operating lease commitments | |||
2,018 | $ 410,000 | ||
Total | 410,000 | ||
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 | 674,000 | ||
2,019 | 263,000 | ||
2,020 | 263,000 | ||
2,021 | 263,000 | ||
Total | 1,463,000 | ||
Rent expense | |||
Leased office and laboratory area | ft² | 12,066 | ||
Rent expense | 145,000 | $ 86,000 | |
Excess inventory charge | $ 343,000 |
COMMITMENTS AND CONTINGENCIES28
COMMITMENTS AND CONTINGENCIES - Legal Proceedings and License Agreement (Details) | 3 Months Ended |
Apr. 30, 2017USD ($) | |
License Agreement | |
Royalties paid | $ 0 |
License Agreement | Iogen, LLC. | |
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% |
License Agreement | Prescription Iodine Tablet | Iogen, LLC. | |
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 |
License Agreement | Other Products | Iogen, LLC. | |
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 |
CONVERTIBLE REDEEMABLE PREFER29
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY - Common Stock (Details) - USD ($) | Nov. 28, 2016 | Aug. 17, 2016 | Oct. 24, 2014 | Apr. 30, 2017 | Dec. 31, 2016 | Nov. 30, 2016 | Sep. 30, 2016 | Aug. 31, 2016 | Apr. 30, 2016 | Dec. 31, 2015 | Jun. 30, 2015 | Apr. 30, 2017 | Apr. 30, 2016 | Jan. 31, 2017 |
Conversion of convertible notes payable to common stock (in shares) | 1,926,711 | |||||||||||||
Shares issued | 74,129,835 | 74,129,835 | 67,719,577 | |||||||||||
Net proceeds from issuance of common stock, preferred stock and warrants | $ 4,444,000 | $ 3,583,000 | ||||||||||||
Conversion price (in dollars per share) | $ 0.80 | |||||||||||||
Beneficial conversion feature | $ 88,000 | |||||||||||||
Debt issuance costs | $ 16,000 | |||||||||||||
Secured Convertible Notes Payable | ||||||||||||||
Conversion of convertible notes payable to common stock (in shares) | 182,266 | |||||||||||||
Convertible notes payable, net | $ 1,000,000 | |||||||||||||
Maturity term (in months) | 36 months | |||||||||||||
Interest rate (as a percentage) | 10.00% | |||||||||||||
Warrant | ||||||||||||||
Warrants exercise price | $ 0.44 | |||||||||||||
Warrant | Maximum | ||||||||||||||
Warrants exercise price | $ 0.33 | |||||||||||||
Warrants, expiration term | 7 years | |||||||||||||
Warrant | Minimum | ||||||||||||||
Warrants, expiration term | 5 years | |||||||||||||
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 | $ 1.195 | ||||||||||||
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 | 1,952,000 | |||||||||||
Warrants exercise price | $ 1.20 | $ 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 | 1,952,000 | |||||||||||
Warrants exercise price | $ 0.35 | $ 1.20 | $ 1.20 | |||||||||||
Public Offering | Series A Convertible Preferred Stock | ||||||||||||||
Share price (in dollars per share) | $ 1,000 | |||||||||||||
Private Placement | ||||||||||||||
Issuance of stock (in shares) | 6,410,258 | 1,550,000 | 2,423,077 | |||||||||||
Net proceeds from the sale of common stock | $ 4,400,000 | $ 800,000 | $ 1,300,000 | |||||||||||
Shares issued | 0.78 | 0.78 | ||||||||||||
Share price (in dollars per share) | $ 0.60 | $ 0.65 | ||||||||||||
Number of shares of common stock subject to warrant | 3,365,385 | 1,286,501 | 3,365,385 | |||||||||||
Warrants exercise price | $ 0.90 | $ 0.80 | $ 0.90 | |||||||||||
Warrants, expiration term | 5 years | 5 years | ||||||||||||
Private Placement | Warrant | ||||||||||||||
Number of shares of common stock subject to warrant | 1,286,501 | |||||||||||||
Warrants exercise price | $ 0.80 | |||||||||||||
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 | |||||||||||||
Revenue from Violet | $ 2,000,000 | |||||||||||||
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 PREFER30
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY - Series A Preferred Stock, Convertible Preferred Stock & Warrants (Details) - USD ($) | Jan. 31, 2017 | Nov. 28, 2016 | May 15, 2014 | May 14, 2014 | Apr. 30, 2017 | Nov. 30, 2016 | Sep. 30, 2016 | Aug. 31, 2016 | Apr. 30, 2016 | Jun. 30, 2015 | Apr. 30, 2017 | Apr. 30, 2015 | 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 issued | 1,515 | 1,515 | 1,515 | 1,515 | ||||||||||
Series A convertible preferred stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 | |||||||||||
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 | ||||||||||||
Private Placement | ||||||||||||||
Equity | ||||||||||||||
Share price (in dollars per share) | $ 0.60 | $ 0.65 | ||||||||||||
Number of shares of common stock subject to warrant | 3,365,385 | 1,286,501 | 3,365,385 | |||||||||||
Warrants exercise price | $ 0.90 | $ 0.80 | $ 0.90 | |||||||||||
Warrants, expiration term | 5 years | 5 years | ||||||||||||
Issuance of common stock (in shares) | 6,410,258 | 1,550,000 | 2,423,077 | |||||||||||
Warrant | ||||||||||||||
Equity | ||||||||||||||
Warrants exercise price | $ 0.44 | |||||||||||||
Dividend rate | 0.00% | |||||||||||||
Risk-free rate | 1.10% | |||||||||||||
Contractual term | 5 years | |||||||||||||
Expected volatility | 95.80% | |||||||||||||
Warrant liability | $ 767,000 | $ 566,000 | $ 767,000 | |||||||||||
Warrant | Minimum | ||||||||||||||
Equity | ||||||||||||||
Warrants, expiration term | 5 years | |||||||||||||
Warrant | Maximum | ||||||||||||||
Equity | ||||||||||||||
Warrants exercise price | $ 0.33 | |||||||||||||
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 | |||||||||||||
Warrant | Private Placement | ||||||||||||||
Equity | ||||||||||||||
Number of shares of common stock subject to warrant | 1,286,501 | |||||||||||||
Warrants exercise price | $ 0.80 | |||||||||||||
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 | 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 | 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 | 289,505 | |||||||||||
Fair value of warrants issued | $ 105,000 | |||||||||||||
Warrants exercise price | $ 1.85 | |||||||||||||
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 PREFER31
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY - Equity Incentive Plan (Details) - 2016 Equity Incentive Plan - shares | 3 Months Ended | |
Apr. 30, 2017 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||
Number of shares reserved for issuance | 24,000,000 | |
Options | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Expiration period | 10 years | |
Minimum | Options | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Vesting period | 1 year | |
Maximum | Options | ||
Share-based Compensation Arrangement by Share-based Payment Award | ||
Vesting period | 4 years |
CONVERTIBLE REDEEMABLE PREFER32
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY - Stock Option Activities (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended |
Apr. 30, 2017 | Jan. 31, 2017 | |
Shares | ||
Exercised | 0 | |
Weighted Average Exercise Prices | ||
Weighted-average grant date fair value (in dollars per share) | $ 0.56 | |
Plans | ||
Available for Grant | ||
Available for grant, beginning | 252,379 | |
Shares authorized for issuance | 20,000,000 | |
Granted | (5,095,000) | |
Available for grant, ending | 15,157,379 | 252,379 |
Shares | ||
Outstanding, Beginning | 6,465,829 | |
Granted | 5,095,000 | |
Outstanding, Ending | 11,560,829 | 6,465,829 |
Vested and exercisable | 2,495,905 | |
Vested and expected to vest | 10,208,093 | |
Weighted Average Exercise Prices | ||
Outstanding, Beginning | $ 0.77 | |
Exercised | 0.73 | |
Outstanding, Ending | $ 0.75 | $ 0.77 |
Granted | 5,095,000 | |
Vested and exercisable | $ 0.98 | |
Vested and expected to vest | $ 0.76 | |
Remaining Contractual Life | ||
Outstanding | 9 years 1 month 28 days | 8 years 9 months 7 days |
Vested and exercisable | 7 years 4 months 21 days | |
Vested and expected to vest | 9 years 1 month 2 days | |
Aggregate Intrinsic Value | ||
Outstanding | $ 2,062 | $ 238 |
Vested and exercisable | 487 | |
Vested and expected to vest | $ 1,839 | |
Outside of the 2016 Equity Incentive Plan | ||
Shares | ||
Outstanding, Beginning | 660,000 | |
Outstanding, Ending | 660,000 | 660,000 |
Vested and exercisable | 244,791 | 244,791 |
Vested and expected to vest | 610,721 | 610,721 |
Weighted Average Exercise Prices | ||
Outstanding, Beginning | $ 1.44 | |
Outstanding, Ending | 1.44 | $ 1.44 |
Vested and exercisable | 1.44 | 1.44 |
Vested and expected to vest | $ 1.44 | $ 1.44 |
Remaining Contractual Life | ||
Outstanding | 8 years 5 months 19 days | 8 years 5 months 19 days |
Vested and exercisable | 8 years 5 months 12 days | 8 years 5 months 12 days |
Vested and expected to vest | 8 years 5 months 19 days | 8 years 5 months 19 days |
Outside of the 2016 Equity Incentive Plan | First anniversary | ||
Available for Grant | ||
Vesting percentage | 25.00% | |
Outside of the 2016 Equity Incentive Plan | Subsequent to first anniversary | ||
Available for Grant | ||
Vesting percentage | 2.083% |
CONVERTIBLE REDEEMABLE PREFER33
CONVERTIBLE REDEEMABLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY - Range of Exercise Price (Details) - USD ($) | 3 Months Ended | |
Apr. 30, 2017 | Apr. 30, 2016 | |
Options Outstanding | ||
Number Outstanding (in shares) | 12,220,829 | |
Weighted Average Remaining Contractual Life | 9 years 1 month 13 days | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.79 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 2,740,696 | |
Weighted Average Exercise Prices (in dollars per share) | $ 1.02 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures | ||
Total intrinsic value of options exercised | $ 34,000 | |
Exercised | 0 | |
$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 5 months 1 day | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.31 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 566,440 | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.31 | |
$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) | 4,273,667 | |
Weighted Average Remaining Contractual Life | 9 years 4 months 13 days | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.53 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 731,042 | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.58 | |
$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) | 5,649,054 | |
Weighted Average Remaining Contractual Life | 9 years 7 months 13 days | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.76 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 479,261 | |
Weighted Average Exercise Prices (in dollars per share) | $ 0.89 | |
$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 | 7 years 10 months 6 days | |
Weighted Average Exercise Prices (in dollars per share) | $ 1.68 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 863,953 | |
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 4 days | |
Weighted Average Exercise Prices (in dollars per share) | $ 3 | |
Options Exercisable | ||
Number Vested and Exercisable (in shares) | 100,000 | |
Weighted Average Exercise Prices (in dollars per share) | $ 3 |
STOCK-BASED COMPENSATION - Expe
STOCK-BASED COMPENSATION - Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Apr. 30, 2017 | Apr. 30, 2016 | |
Share-based Compensation | ||
Stock-based compensation expense | $ 385 | $ 273 |
Total compensation costs not yet recognized | $ 4,600 | |
Average remaining amortization period for recognition of expense | 3 years 1 month 6 days | |
Research and development | ||
Share-based Compensation | ||
Stock-based compensation expense | $ 108 | 76 |
Sales and marketing | ||
Share-based Compensation | ||
Stock-based compensation expense | 82 | 84 |
General and administrative. | ||
Share-based Compensation | ||
Stock-based compensation expense | $ 195 | $ 113 |
STOCK-BASED COMPENSATION - Assu
STOCK-BASED COMPENSATION - Assumptions (Details) | 3 Months Ended |
Apr. 30, 2017$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Grant date fair value of stock options granted | $ 0.56 |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Expected volatility | 95.50% |
Expected term in years | 6 years |
Risk-free interest rate | 1.80% |
Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Expected volatility | 96.78% |
Risk-free interest rate | 1.97% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | Apr. 30, 2017 | Jan. 31, 2017 |
INCOME TAXES | ||
Liability for unrecognized tax benefits | $ 0 | $ 0 |