Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 20, 2020 | Jun. 28, 2019 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | PHIO | ||
Security 12b title | Common Stock, par value, $0.0001 per share | ||
Entity Registrant Name | Phio Pharmaceuticals Corp. | ||
Entity Central Index Key | 0001533040 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 2,867,851 | ||
Entity Small Business | true | ||
Entity Emerging Growth | false | ||
Entity Shell company | false | ||
Entity File Number | 001-36304 | ||
Entity Interactive Data Current | Yes | ||
Entity Incorporation Country Code | DE | ||
Entity Current Reporting Status | Yes | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Voluntary Filer | No | ||
Entity Public Float | $ 9,357,037 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash | $ 6,934 | $ 14,879 |
Restricted cash | 50 | 50 |
Prepaid expenses and other current assets | 316 | 221 |
Total current assets | 7,300 | 15,150 |
Right of use asset | 511 | 0 |
Property and equipment, net of accumulated depreciation of $1,048 and $981, in 2019 and 2018, respectively | 210 | 172 |
Other assets | 18 | 0 |
Total assets | 8,039 | 15,322 |
Current liabilities: | ||
Accounts payable | 809 | 550 |
Accrued expenses and other current liabilities | 964 | 1,194 |
Lease Liability | 107 | 0 |
Total current liabilities | 1,880 | 1,744 |
Lease Liability, net of current portion | 411 | 0 |
Total Liabilities | 2,291 | 1,744 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized | 0 | 0 |
Common stock, $0.0001 par value, 100,000,000 shares authorized; 669,433 and 342,578 shares issued and outstanding at December 31, 2019 and December 31, 2018, respectively | 1 | 0 |
Additional paid-in capital | 100,566 | 99,489 |
Accumulated deficit | (94,819) | (85,911) |
Total stockholders' equity | 5,748 | 13,578 |
Total liabilities and stockholders' equity | $ 8,039 | $ 15,322 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Accumulated depreciation | $ 1,048 | $ 981 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 669,433 | 342,578 |
Common stock, shares outstanding | 669,433 | 342,578 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Revenues | $ 21 | $ 138 |
Operating expenses: | ||
Research and development | 4,300 | 4,326 |
General and administrative | 4,708 | 3,176 |
Total operating expenses | 9,008 | 7,502 |
Operating loss | (8,987) | (7,364) |
Total other income, net | 79 | 4 |
Loss before income taxes | (8,908) | (7,360) |
Provision for income taxes | 0 | 0 |
Net loss | $ (8,908) | $ (7,360) |
Net loss per share: Basic and diluted | $ (19.33) | $ (57.46) |
Weighted average shares: basic and diluted | 460,809 | 128,085 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning balance, shares at Dec. 31, 2017 | 44,181 | |||
Beginning balance, value at Dec. 31, 2017 | $ 0 | $ 80,384 | $ (78,551) | $ 1,833 |
Issuance of common stock under Lincoln Park Capital, LLC purchase agreement, shares | 7,910 | |||
Issuance of common stock under Lincoln Park Capital, LLC purchase agreement, value | 1,312 | 1,312 | ||
Issuance of common stock and warrants in connection with registered direct offering and private placement, net of offering costs, shares | 27,465 | |||
Issuance of common stock and warrants in connection with registered direct offering and private placement, net of offering costs, value | 4,210 | 4,210 | ||
Issuance of common stock, pre-funded warrants and warrants in connection with underwritten public offering, net of offering costs, shares | 67,740 | |||
Issuance of common stock, pre-funded warrants and warrants in connection with underwritten public offering, net of offering costs, value | 13,193 | 13,193 | ||
Issuance of common stock upon the exercise of pre-funded warrants, shares | 191,532 | |||
Issuance of common stock upon the exercise of pre-funded warrants, value | 105 | 105 | ||
Issuance of common stock under the employee stock purchase plan, shares | 53 | |||
Issuance of common stock under the employee stock purchase plan, value | 3 | 3 | ||
Issuance of restricted stock, shares | 3,697 | |||
Stock-based compensation expense | 282 | 282 | ||
Net Loss | (7,360) | (7,360) | ||
Ending balance, shares at Dec. 31, 2018 | 342,578 | |||
Ending balance, value at Dec. 31, 2018 | $ 0 | 99,489 | (85,911) | 13,578 |
Issuance of common stock under Lincoln Park Capital, LLC purchase agreement, shares | 9,090 | |||
Issuance of common stock under Lincoln Park Capital, LLC purchase agreement, value | (58) | (58) | ||
Issuance of common stock in connection with registered direct public, net of offering costs, shares | 181,818 | |||
Issuance of common stock in connection with registered direct public, net of offering costs, value | $ 1 | 765 | 766 | |
Issuance of common stock upon the exercise of pre-funded warrants, shares | 130,338 | |||
Issuance of common stock upon the exercise of pre-funded warrants, value | $ 72 | $ 72 | ||
Issuance of common stock under the employee stock purchase plan, shares | 36 | 1 | 1 | |
Issuance of common stock upon vesting of restricted stock units, shares | 1,154 | |||
Issuance of common stock upon vesting of restricted stock units, value | $ (3) | $ (3) | ||
Issuance of restricted stock, shares | 4,419 | |||
Stock-based compensation expense | 300 | 300 | ||
Net Loss | (8,908) | (8,908) | ||
Ending balance, shares at Dec. 31, 2019 | 669,433 | |||
Ending balance, value at Dec. 31, 2019 | $ 1 | $ 100,566 | $ (94,819) | $ 5,748 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Common Stock and Warrants [Member] | ||
Payment of offering costs | $ 690 | |
Common Stock, Pre-funded Warrants and Warrants [Member] | ||
Payment of offering costs | $ 1,630 | |
Common Stock [Member] | ||
Payment of offering costs | $ 234 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | ||
Net loss | $ (8,908) | $ (7,360) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 67 | 81 |
Non-cash lease expense | 109 | 0 |
Non-cash stock-based compensation expense | 300 | 282 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | (113) | (2) |
Accounts payable | 259 | 39 |
Accrued expenses and other liabilities | (257) | (560) |
Lease Liability | (102) | 0 |
Net cash used in operating activities | (8,645) | (7,520) |
Cash flows from investing activities: | ||
Cash paid for purchase of property and equipment | (72) | (5) |
Net cash used in investing activities | (72) | (5) |
Cash flows from financing activities: | ||
Net proceeds from the issuance of common stock and warrants | 708 | 18,715 |
Payment of taxes for net share settled restricted stock unit issuances | (3) | 0 |
Proceeds from the issuance of common stock upon exercise of pre-funded warrants | 72 | 105 |
Proceeds from the issuance of common stock in connection with the employee stock purchase plan | 1 | 3 |
Payments for capital lease obligations less than one year | (6) | 0 |
Net cash provided by financing activities | 772 | 18,823 |
Net (decrease) increase in cash and restricted cash | (7,945) | 11,298 |
Cash and restricted cash at the beginning of period | 14,929 | 3,631 |
Cash and restricted cash at the end of period | 6,984 | 14,929 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Right of use asset obtained in exchange for operating lease liability | 620 | 0 |
Purchase of property and equipment through short-term financing lease included in accrued expenses and other current liabilities | $ 33 | $ 0 |
1. Nature of Operations
1. Nature of Operations | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | 1. Nature of Operations Phio Pharmaceuticals Corp. (“ Phio we our Company INTASYL™ INTASYL™ The Company’s goal is to develop powerful INTASYL™ therapeutic compounds that can weaponize immune effector cells to overcome tumor immune escape, thereby providing patients a powerful new treatment option that goes beyond current treatment modalities. On January 10, 2020, the Board of Directors of the Company approved a 1-for-55 reverse stock split of the Company’s outstanding common stock, which was effected on January 15, 2020. All share and per share amounts in the financial statements have been retroactively adjusted for all periods presented to give effect to the reverse stock split, including reclassifying an amount equal to the reduction in par value to additional paid-in capital. |
2. Significant Accounting Polic
2. Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“ GAAP Reverse Stock Split Effective January 15, 2020, the Company completed a 1-for-55 reverse stock split of the Company’s outstanding common stock. All share and per share amounts in the financial statements have been retroactively adjusted for all periods presented to give effect to the reverse stock split, including reclassifying an amount equal to the reduction in par value to additional paid-in capital. Unless otherwise noted, shares of common stock issued and outstanding, shares underlying warrants and stock awards, shares reserved, conversion price of convertible securities, exercise prices of warrants and stock awards and loss per share have been proportionately adjusted to reflect the reverse stock split. The reverse stock split did not reduce the number of authorized shares of the Company’s common stock or preferred stock. Principles of Consolidation The consolidated financial statements include the accounts of Phio and its wholly owned subsidiary, MirImmune, LLC. All material intercompany accounts have been eliminated in consolidation. Uses of Estimates in Preparation of Financial Statements 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis we evaluate our estimates and base our estimates on historical experience and other relevant assumptions that we believe are reasonable under the circumstances. Actual results could differ materially from these estimates. The areas subject to significant estimates and judgement include, among others, those related to fair value of equity awards, research and development expenses, right of use lease assets, the fair value of financial instruments, useful lives of property and equipment, income taxes, and our valuation allowance on our deferred tax assets. Restricted Cash Restricted cash consists of certificates of deposit held by financial institutions as collateral for the Company’s corporate credit cards. Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. The Company maintains cash balances in several accounts with a financial institution that management believes is creditworthy, which at times are in excess of federally insured limits. The Company has established guidelines related to credit ratings and maturities intended to safeguard principal balances and maintain liquidity. Leases In connection with the adoption on January 1, 2019, the Company follows the provisions of the Financial Accounting Standards Board (“ FASB ASC Leases ASC 842 The Company has elected the package of practical expedients to not reassess its prior conclusions about lease identification, lease classification and indirect costs and to not separate lease and non-lease components. The Company has also elected not to recognize leases with a term less than one year on the balance sheet. Lease liabilities and the corresponding right of use assets are recorded based on the present value of lease payments to be made over the lease term. The discount rate used to calculate the present value is the rate implicit in the lease, or if not readily determinable, the Company’s incremental borrowing rate. The Company’s incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right of use asset may be required for items such as initial direct costs or incentives received. Lease payments on operating leases are recognized on a straight-line basis over the expected term of the lease. Lease payments on financing leases are recognized using the effective interest method. Property and Equipment Property and equipment are stated at cost and depreciated using the straight-line method based on the estimated useful lives of the related assets. The Company provides for depreciation over the assets’ estimated useful lives as follows: Computer equipment 3 years Machinery & equipment 5 years Furniture & fixtures 5 years Leasehold improvements 5 years Depreciation and amortization expense for the years ended December 31, 2019 and 2018 was $67,000 and $81,000, respectively. Derivative Financial Instruments The Company follows the provisions of the FASB ASC Topic 815, “ Derivatives and Hedging ASC 815 Fair Value of Financial Instruments The carrying amounts reported in the balance sheet for restricted cash, accounts payable and accrued expenses approximate their fair values due to their short-term nature. Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever an event occurs or change in circumstances that the related carrying amounts may not be recoverable. An impairment loss would be recognized based on the difference between the carrying value of the asset and its estimated fair value, which would be determined based on either discounted future cash flows or other appropriate fair value methods. The Company believes no impairment existed as of December 31, 2019 or 2018. Research and Development Expenses Research and development expenses relate to compensation and benefits for research and development personnel, facility-related expenses, supplies, external services, costs to acquire technology licenses, expenses associated with preclinical and clinical development activities and other operating costs. Research and development expenses are charged to expense as incurred. Payments made by the Company in advance for research and development services not yet provided and/or for materials not yet received are recorded as prepaid expenses and expensed when the service has been performed or when the goods have been received. Accrued liabilities are recorded related to those expenses for which vendors have not yet billed the Company with respect to services provided and/or materials that it has received. The Company contracts with third parties to perform various preclinical and clinical activities on its behalf for the continued development of its product candidates. Accruals and expenses are recorded during the period incurred based on such estimates and assumptions as expected cost, passage of time, the achievement of milestones and other information available to us and are assessed on a quarterly basis. Actual results may differ from these estimates and could have a material impact on the Company’s reported results. The Company’s historical accrual estimates have not been materially different from its actual costs. Patents and Patent Application Costs Although the Company believes that its patents and underlying technology have continuing value, the amount of future benefits to be derived from the patents is uncertain. Patent costs are, therefore, expensed as research and development as incurred. Stock-based Compensation The Company follows the provisions of the FASB ASC Topic 718, “ Compensation — Stock Compensation ASC 718 Income Taxes The Company recognizes assets or liabilities for the deferred tax consequences of temporary differences between the tax basis of assets or liabilities and their reported amounts in the financial statements in accordance with the FASB ASC Topic 740, “Accounting for Income Taxes” ASC 740 . ASC 740 requires that a valuation allowance be established when management determines that it is more likely than not that all or a portion of a deferred asset will not be realized. The Company evaluates the realizability of its net deferred income tax assets and valuation allowances as necessary, at least on an annual basis. During this evaluation, the Company reviews its forecasts of income in conjunction with other positive and negative evidence surrounding the realizability of its deferred income tax assets to determine if a valuation allowance is required. Adjustments to the valuation allowance will increase or decrease the Company’s income tax provision or benefit. The recognition and measurement of benefits related to the Company’s tax positions requires significant judgment, as uncertainties often exist with respect to new laws, new interpretations of existing laws, and rulings by taxing authorities. The Company follows a more-likely-than not threshold for financial statement recognition and measurement of a tax position taken, or expected to be taken in a tax return. The guidance relates to, amongst other things, classification, accounting for interest and penalties associated with tax positions, and disclosure requirements. Any interest and penalties accrued related to uncertain tax positions are recorded as tax expense. Differences between actual results and the Company’s assumptions or changes in the Company’s assumptions in future periods are recorded in the period they become known. Comprehensive Loss The Company’s comprehensive loss is equal to its net loss for all periods presented. Net Loss per Share The Company accounts for and discloses net loss per share in accordance with the FASB ASC Topic 260, “ Earnings per Share.” |
3. Liquidity and Going Concern
3. Liquidity and Going Concern | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity and Going Concern | 3. Liquidity and Going Concern The Company has reported recurring losses from operations since inception and expects that the Company will continue to have negative cash flows from operations for the foreseeable future. Historically, the Company’s primary source of funding has been the sale of its securities. The Company’s ability to continue to fund its operations are dependent on obtaining funding from third parties, such as proceeds from the issuance of debt, sale of equity, or strategic opportunities, in order to maintain our operations. This is dependent on a number of factors, including the market demand or liquidity of the Company’s common stock. There is no guarantee that debt, additional equity or other funding will be available to us on acceptable terms, or at all. If we fail to obtain additional funding when needed, we would be forced to scale back or terminate our operations or to seek to merge with or to be acquired by another company. The Company believes that its existing cash and the proceeds from the Company’s February 2020 Registered Offering and February 2020 Underwritten Offering (as discussed in the footnotes below), should be sufficient to fund operations for at least the next 12 months from the date this Annual Report on Form 10-K is filed |
4. Recent Accounting Pronouncem
4. Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2019 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | 4. Recent Accounting Pronouncements In February 2016, the FASB issued Accounting Standards Update (“ ASU Leases (Topic 842) Topic 842 Upon adoption of Topic 842 on January 1, 2019, the Company recorded a right of use asset of $28,000 and an operating lease liability of $28,000. Comparative periods have not been restated. For additional information regarding how the Company is accounting for leases under Topic 842, refer to Note 5. In November 2018, the FASB issued ASU 2018-18, “ Collaborative Arrangements (Topic 808) Topic 808 Revenue from Customers. |
5. Leases
5. Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | 5. Leases The Company adopted Topic 842 on January 1, 2019 using the modified retrospective approach and elected to apply the transition method that allows companies to continue applying guidance under the lease standard in effect at that time in the comparative period financial statements and recognize a cumulative-effect adjustment to the balance sheet on the date of adoption. The Company has also elected the package of practical expedients to not reassess its prior conclusions about lease identification, lease classification and indirect costs and to not separate lease and non-lease components. With the adoption of Topic 842, the Company’s balance sheet now contains line items for right of use asset, current lease liability and noncurrent lease liability. The Company determined that it held an operating lease for its office and laboratory space as of January 1, 2019. The Company held no other lease agreements. The Company leases 7,581 square feet of office and laboratory space for its corporate headquarters and primary research facility in Marlborough, Massachusetts. On January 1, 2019, the Company recorded a right of use asset and corresponding lease liability of $28,000. On January 22, 2019, the Company amended the lease for its office and laboratory space to extend the term by five years, such that the lease will expire on March 31, 2024. With the amendment, the Company also has the option to terminate the lease after two or three years by providing advance written notice. As the Company cannot provide reasonable assurance at this time that the Company will choose to exercise the option to terminate the lease early, the lease term, as per ASC 842, currently only takes into consideration the additional five years as a result of the amendment. Due to the extension of the lease agreement, the Company increased the right of use asset and corresponding lease liability by $592,000. Additionally, the lease agreements did not contain information to determine the rate implicit in the lease. As such, the Company calculated its incremental borrowing rate based on what the Company would have to pay to borrow on a collateralized basis over the lease term for an amount equal to the remaining lease payments taking into consideration such assumptions as, but not limited to, the U.S. treasury yield rate and borrowing rates from a creditworthy financial institution using the above lease factors. Future lease payments for non-cancellable operating leases as of December 31, 2019 were as follows, in thousands: 2020 $ 128 2021 132 2022 135 2023 139 2024 35 Total undiscounted lease payments 569 Less: Effects of discounting (51 ) Total operating lease liabilities $ 518 Amounts reported in the consolidated balance sheet for operating leases in which the Company is the lessee as of December 31, 2019 were as follows (amounts in thousands): Right of use asset $ 511 Lease liability, current 107 Lease liability, non-current 411 Weighted average remaining lease term 4.43 Weighted average discount rate 4.64% The components of the lease costs were as follows, in thousands: December 31, 2019 2018 Operating leases Operating lease cost $ 121 $ 120 Total rent expense for the years ended December 31, 2019 and 2018 was $127,000 and $120,000, respectively. Supplemental cash flow information relating to our lease was as follows, in thousands: December 31, 2019 2018 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows used in operating leases $ (102 ) $ – Right of use assets obtained in exchange for lease liabilities Right of use asset 620 – |
6. Accrued Expenses and Other C
6. Accrued Expenses and Other Current Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 6. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consist of the following, in thousands: December 31, 2019 2018 Compensation and benefits $ 524 $ 437 Clinical development expenses – 107 Professional fees 171 170 Research and development costs 242 480 Other 27 – Total accrued expenses $ 964 $ 1,194 |
7. Commitments and Contingencie
7. Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 7. Commitments and Contingencies License Commitments The Company acquires assets under development and enters into research and development arrangements with third parties that often require milestone and royalty payments based on the progress of the asset through development stages. Milestone payments may be required, for example, upon approval of the product for marketing by a regulatory agency. In certain agreements, the Company is required to make royalty payments based upon a percentage of the sales of the products licensed pursuant to such agreements. Because of the contingent nature of these payments, they are not included in the table of contractual obligations shown below (see also Note 12). These arrangements may be material individually, and in the unlikely event that milestones for multiple products covered by these arrangements were reached in the same period, the aggregate charge to expense could be material to the results of operations. In addition, these arrangements often give the Company the discretion to unilaterally terminate development of the product, which would allow the Company to avoid making the contingent payments; however, the Company is unlikely to cease development if the compound successfully achieves clinical testing objectives. The Company’s contractual license obligations that will require future cash payments as of December 31, 2019 are as follows, in thousands: Year Ending December 31, 2020 $ 165 2021 165 2022 100 2023 100 2024 100 Thereafter 500 Total $ 1,130 The Company applies the disclosure provisions of the FASB ASC Topic 460, “ Guarantor’s Accounting and Disclosure Requirements for Guarantees, Including Indirect Guarantees of Indebtedness of Others ASC 460 From time to time, the Company is party to legal proceedings. There are none deemed to be material at this time. Accordingly, the Company has not accrued any liabilities in its consolidated financial statements related to proceedings. |
8. Stockholders' Equity
8. Stockholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | 8. Stockholders’ Equity Lincoln Park Capital Fund, LLC – 2017 Purchase Agreement LPC No shares of common stock were sold to LPC under the 2017 Purchase Agreement during the year ended December 31, 2019. During the year ended December 31, 2018, the Company sold 7,910 shares of common stock to LPC under the 2017 Purchase Agreement for net proceeds of $1,312,000. On August 7, 2019, the Company entered into a purchase agreement (the “ 2019 Purchase Agreement As a commitment fee for entering into the 2019 Purchase Agreement, the Company issued 9,090 shares of the Company’s common stock to LPC at a value per share of $20.72, which was recorded as a cost of capital. No shares of common stock were sold to LPC under the 2019 Purchase Agreement during the year ended December 31, 2019. April 2018 Registered Direct Offering and Private Placement — April 2018 Offering HCW October 2018 Underwritten Public Offering — 2018 Pre-Funded Warrants October 2018 Offering Each share of common stock or 2018 Pre-Funded Warrant, as applicable, was sold as a unit with a warrant to purchase one share of common stock at an exercise price of $38.50 per share. The combined public offering price was $38.50 per common stock unit or $37.95 per 2018 Pre-Funded Warrant unit. Net proceeds from the October 2018 Offering were $13,193,000 after deducting underwriting discounts and commissions and offering expenses paid by the Company. November 2019 Registered Public Offering— November 2019 Offering Concurrent with the close of the November 2019 Offering, the Company unilaterally reduced the per share exercise price of all of the outstanding common stock warrants issued in the October 2018 Offering to an exercise of $10.45 per share, which was equal to the closing price of the Company’s common stock on November 15, 2019, and to $13.06 per share for the warrants issued to HCW, which was equal to 125% of the closing price of the Company’s common stock on November 15, 2019. The modification resulted in an increase in fair value of approximately $800,000. This amount was recorded as a cost of capital of the November 2019 Offering and recorded in additional paid-in capital as the modification was required to complete the capital raise. Warrants The Company first assesses the warrants it issues under the FASB ASC Topic 480, “ Distinguishing Liabilities from Equity ASC 480 The Company then applies and follows the applicable accounting guidance in ASC 815. Financial instruments are accounted for as either derivative liabilities or as equity instruments depending on the specific terms of the agreement. The Company’s outstanding warrants do not meet the definition of a derivative instrument as they are indexed to the Company’s common stock and classified within stockholders’ equity. Based on this determination, all of the Company’s outstanding warrants issued are classified within stockholders’ equity. The following table summarizes warrant activity and the shares of common stock underlying the Company’s outstanding equity-classified warrants for the year ended December 31, 2019: Balance Balance Exercise Expiration December 31, Warrants Warrants Warrants December 31, Description Price Date 2018 Issued Exercised Expired 2019 June 2015 Warrants $ 2,860.00 6/2/2020 2,364 – – – 2,364 December 2016 Warrants $ 495.00 12/21/2021 23,233 – – – 23,233 April 2018 Warrants $ 173.25 5/31/2023 20,599 – – – 20,599 April 2018 Placement Agent Warrants $ 223.00 4/9/2023 1,373 – – – 1,373 October 2018 Pre-Funded Warrants $ 0.55 No expiration 130,338 – (130,338 ) – – October 2018 Warrants $ 10.45 10/3/2025 389,610 – – – 389,610 October 2018 Underwriter Warrants $ 13.06 10/1/2023 29,220 – – – 29,220 November 2019 Placement Agent Warrants $ 6.875 11/18/2024 – 13,636 – – 13,636 596,737 13,636 (130,338 ) – 480,035 During the year ended December 31, 2019, the Company received proceeds of approximately $72,000 from the exercise of the Company’s 2018 Pre-Funded Warrants for a total of 130,338 shares of common stock. During the year ended December 31, 2018, the Company received proceeds of $105,000 from the exercise of the 2018 Pre-Funded Warrants for a total of 191,532 shares of common stock. All of the 2018 Pre-Funded Warrants issued in October 2018 have been exercised. |
9. Net Loss per Share
9. Net Loss per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 9. Net Loss per Share The following table sets forth the potential common shares excluded from the calculation of net loss per share because their inclusion would be anti-dilutive: December 31, 2019 2018 Options to purchase common stock 2,649 2,576 Restricted stock units 14,945 2,500 Restricted stock – 3,697 Warrants to purchase common stock 480,035 596,737 Total 497,629 605,510 |
10. Stock-based Compensation
10. Stock-based Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based Compensation | 10. Stock-based Compensation Stock Plans On January 23, 2012, the Company’s Board of Directors and sole stockholder adopted the Phio Pharmaceuticals Corp. 2012 Long-Term Incentive Plan (the “ Plan As of December 31, 2019, an aggregate of 72,728 shares of common stock were reserved for issuance under the Company’s Plan, including 2,649 shares subject to outstanding common stock options and 14,945 shares subject to unvested restricted stock units (“ RSUs Stock Options The Company uses the Black-Scholes option-pricing model to determine the fair value of all its option grants. For valuing options granted during the years ended December 31, 2019 and 2018, the following assumptions were used: December 31, 2019 2018 Risk-free interest rate 1.85 – 2.58% 2.70 – 2.93% Expected volatility 97.67 – 98.87% 91.28 – 161.45% Expected lives (in years) 5.31 5.50 – 10.00 Expected dividend yield 0.00% 0.00% The weighted-average fair value of options granted during the years ended December 31, 2019 and 2018 was $16.50 and $96.25 per share, respectively. The risk-free interest rate used for each grant was based upon the yield on zero-coupon U.S. Treasury securities with a term similar to the expected life of the related option. The Company’s expected stock price volatility assumption is based upon the Company’s own implied volatility. The expected life assumption for option grants is based upon the simplified method provided for under ASC 718. The dividend yield assumption is based upon the fact that the Company has never paid cash dividends and presently has no intention of paying cash dividends. The following table summarizes the activity of the Company’s stock option plan for the year ended December 31, 2019: Total Number Weighted- Weighted- Aggregate Balance at December 31, 2018 2,576 $ 3,645.95 Granted 273 22.00 Exercised – – Cancelled (200 ) 3,296.15 Balance at December 31, 2019 2,649 $ 3,298.90 7.39 years $ – Exercisable at December 31, 2019 1,344 $ 6,389.90 6.26 years $ – Stock-based compensation expense related to stock options for the year ended December 31, 2019 and 2018 was $69,000 and $112,000, respectively. There is no income tax benefit as the Company is currently operating at a loss and an actual income tax benefit may not be realized. As of December 31, 2019, the compensation expense for all unvested stock options in the amount of approximately $116,000 will be recognized in the Company’s results of operations over a weighted average period of 2.31 years. Restricted Stock Units RSUs are issued under the Plan or as inducement grants granted outside of the Plan to new employees. RSUs are generally subject to graded vesting and the satisfaction of service requirements, similar to our stock options. Upon vesting, each outstanding RSU will be exchanged for one share of the Company’s common stock. Employee RSU recipients may elect to net share settle upon vesting, in which case the Company pays the employee’s income taxes due upon vesting and withholds a number of shares of equal value. The fair value of the RSUs awarded are based on the Company’s closing stock price at the grant date and are expensed over the requisite service period. The following table summarizes the activity of the Company’s RSUs for the year ended December 31, 2019: Number Weighted- Unvested units at December 31, 2018 2,500 $ 98.45 Granted 18,467 17.05 Vested (1,268 ) 98.45 Forfeited (4,754 ) 27.30 Unvested units at December 31, 2019 14,945 $ 20.50 Stock-based compensation expense related to RSUs was $125,000 and $52,000 for the years ended December 31, 2019 and 2018, respectively. As of December 31, 2019, the compensation expense for all unvested RSUs in the amount of approximately $254,000 will be recognized in the Company’s results of operations over a weighted average period of 3.31 years. Restricted Stock On August 31, 2018, and through subsequent amendments on December 19, 2018 and February 14, 2019, Geert Cauwenbergh, Dr. Med. Sc., the Company’s former Chief Executive Officer, elected the right to receive, in lieu of cash, for the period from September 15, 2018 to February 28, 2019, up to 50% of his base salary and cash bonuses, if any, (collectively, the “ Compensation The fair value of the restricted stock was based on the Company’s closing stock price on the date of grant and was expensed over the related vesting period. During the year ended December 31, 2019, the Company granted 4,419 shares of restricted stock in lieu of Compensation to Dr. Cauwenbergh and recorded $106,000 in stock-based compensation expense related to the restricted stock. During the year ended December 31, 2018, the Company granted 3,697 shares of restricted stock in lieu of Compensation to Dr. Cauwenbergh and recorded $118,000 in stock-based compensation expense related to the restricted stock. Compensation Expense Related to Equity Awards The Company recorded total stock-based compensation expense related to equity awards in the consolidated statement of operations for the years ended December 31, 2019 and 2018 as follows, in thousands: December 31, 2019 2018 Research and development $ 21 $ 40 General and administrative 279 242 Total stock-based compensation $ 300 $ 282 |
11. Income Taxes
11. Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes For the years ended December 31, 2019 and 2018, all of the Company’s loss before income taxes was generated in the United States. The components of federal and state income tax expense (benefit) are as follows, in thousands: Years Ended December 31, 2019 2018 Current Federal $ – $ – State – – Total current – – Deferred Federal (1,773 ) (1,555 ) State (759 ) (639 ) Total deferred (2,532 ) (2,194 ) Valuation allowance 2,532 2,194 Total income tax expense (benefit) $ – $ – Reconciliation of the effective income tax rate to the U.S. statutory rate is as follows: Years Ended December 31, 2019 2018 Federal statutory rate 21.0 % 21.0 % State income taxes, net of federal benefit 6.7 5.5 Non-deductible expenses (0.2 ) (1.2 ) Income tax credits 1.5 4.3 Valuation allowance (29.0 ) (29.6 ) Effective tax rate – – The components of net deferred tax assets (liabilities) are as follows, in thousands: Years Ending December 31, 2019 2018 Net operating loss carryforwards $ 19,647 $ 16,957 Tax credit carryforwards 1,710 1,556 Stock-based compensation 1,391 1,388 Licensing deduction deferral 2,717 3,059 Other timing differences 165 140 ASC 842 2 – Gross deferred tax assets 25,632 23,100 Valuation allowance (25,632 ) (23,100 ) Net deferred tax asset (liability) $ – $ – The Company’s deferred tax assets at December 31, 2019 and 2018 consisted primarily of its net operating loss carryforwards, tax credit carryforwards, deferred compensation and intangible assets capitalized for federal income tax purposes. The valuation allowance increased $2,532,000 and $2,194,000 for the years ended December 31, 2019 and 2018, respectively, and is primarily attributable to an increase in net operating losses and tax credits. The Company has incurred net operating losses since inception. At December 31, 2019, the Company had federal and state net operating loss carryforwards of approximately $73,800,000 and $66,000,000, respectively. Approximately, $55,400,000 of the federal net operating loss carryforwards will begin to expire in 2032, unless previously utilized. The federal net operating loss carryforwards generated after December 31, 2017 of $18,400,000 will carryforward indefinitely. The Company’s state tax loss carryforwards will begin to expire in 2032, unless previously utilized. In addition, the Company has federal and state research credits of $1,204,000 and $633,000, respectively, which begin to expire in 2032. Based on an assessment of all available evidence including, but not limited to the Company’s limited operating history in its core business and lack of profitability, uncertainties of the commercial viability of its technology, the impact of government regulation and healthcare reform initiatives, and other risks normally associated with biotechnology companies, the Company has concluded that it is more likely than not that these net operating loss carryforwards and credits will not be realized and, as a result, a full deferred income tax valuation allowance has been recorded against these assets. In general, an ownership change, as defined by Section 382 of the Internal Revenue Code, results from transactions increasing the ownership of certain shareholders or public groups in the stock of a corporation by more than 50% over a three-year period. The Company has not conducted a study to assess whether a change of control has occurred or whether there have been multiple changes of control since inception due to their history of losses. If the Company has experienced a change of control, as defined by Section 382, at any time since inception, utilization of the net operating loss carryforwards or research and development tax credit carryforwards would be subject to an annual limitation under Section 382. Any limitation may result in expiration of a portion of the net operating loss carryforwards or research and development tax credit carryforwards before utilization. Further, until a study is completed and any limitation is known, no adjustments have been reflected in the deferred tax asset for net operating loss carryforwards. The Company files income tax returns in the United States, Massachusetts and New Jersey. The Company is subject to tax examinations for federal and state purposes for tax years 2012 through 2019. The Company has not recorded any uncertain tax positions as of December 31, 2019 or 2018. The Company does not believe there will be any material changes in its unrecognized tax positions over the next 12 months. The Company has not incurred any interest or penalties. In the event that the Company is assessed interest or penalties at some point in the future, they will be classified in the financial statements as general and administrative expenses. |
12. License Agreements
12. License Agreements | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
License Agreements | 12. License Agreements As part of its business, the Company enters into licensing agreements with third parties that often require milestone and royalty payments based on the progress of the asset through development stages. Milestone payments may be required, for example, upon approval of the product for marketing by a regulatory agency. In certain agreements, the Company is required to make royalty payments based upon a percentage of the sales of the products licensed pursuant to such agreements. The expenditures required under these arrangements may be material individually in the event that the Company develops product candidates covered by the intellectual property licensed under any such arrangement, and in the unlikely event that milestones for multiple products covered by these arrangements were reached in the same period, the aggregate charge to expense could be material to the results of operations. In addition, these arrangements often give the Company discretion to unilaterally terminate development of the product, which would allow the Company to avoid making the contingent payments; however, the Company is unlikely to cease development if the compound successfully achieves clinical testing objectives. Advirna LLC. Advirna Our rights under the Advirna agreement will expire upon the later of: (i) the expiration of the last-to-expire of the “patent rights” (as defined therein) included in the Advirna agreement; or (ii) the abandonment of the last-to-be abandoned of such patents, unless earlier terminated in accordance with the provisions of the agreement. |
13. Subsequent Events
13. Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events February 2020 Registered Direct Offering and Private Placement — February 2020 Registered Offering February 2020 Underwritten Public Offering — 2020 Pre-Funded Warrants February 2020 Underwritten Offering Each share of common stock or 2020 Pre-Funded Warrant, as applicable, was sold as a unit with a warrant to purchase one share of common stock at an exercise price of $4.00 per share. The combined public offering price was $4.00 per common stock unit or $3.999 per 2020 Pre-Funded Warrant unit. Net proceeds from the February 2020 Underwritten Offering are estimated to be $7,000,000 after deducting underwriting discounts and commissions and offering expenses paid by the Company. The Company is currently reviewing the accounting for the 2020 Pre-Funded Warrants and the warrants issued in the February 2020 Registered Offering and the February 2020 Underwritten Offering. Subsequent to the balance sheet date, the Company received proceeds of approximately $1,000 from the exercise of the Company’s 2020 Pre-Funded Warrants for a total of 1,006,367 shares of common stock. Coronavirus — |
2. Significant Accounting Pol_2
2. Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“ GAAP |
Reverse Stock Split | Reverse Stock Split Effective January 15, 2020, the Company completed a 1-for-55 reverse stock split of the Company’s outstanding common stock. All share and per share amounts in the financial statements have been retroactively adjusted for all periods presented to give effect to the reverse stock split, including reclassifying an amount equal to the reduction in par value to additional paid-in capital. Unless otherwise noted, shares of common stock issued and outstanding, shares underlying warrants and stock awards, shares reserved, conversion price of convertible securities, exercise prices of warrants and stock awards and loss per share have been proportionately adjusted to reflect the reverse stock split. The reverse stock split did not reduce the number of authorized shares of the Company’s common stock or preferred stock. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Phio and its wholly owned subsidiary, MirImmune, LLC. All material intercompany accounts have been eliminated in consolidation. |
Uses of Estimates in Preparation of Financial Statements | Uses of Estimates in Preparation of Financial Statements 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. On an ongoing basis we evaluate our estimates and base our estimates on historical experience and other relevant assumptions that we believe are reasonable under the circumstances. Actual results could differ materially from these estimates. The areas subject to significant estimates and judgement include, among others, those related to fair value of equity awards, research and development expenses, right of use lease assets, the fair value of financial instruments, useful lives of property and equipment, income taxes, and our valuation allowance on our deferred tax assets. |
Restricted Cash | Restricted Cash Restricted cash consists of certificates of deposit held by financial institutions as collateral for the Company’s corporate credit cards. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash. The Company maintains cash balances in several accounts with a financial institution that management believes is creditworthy, which at times are in excess of federally insured limits. The Company has established guidelines related to credit ratings and maturities intended to safeguard principal balances and maintain liquidity. |
Leases | Leases In connection with the adoption on January 1, 2019, the Company follows the provisions of the Financial Accounting Standards Board (“ FASB ASC Leases ASC 842 The Company has elected the package of practical expedients to not reassess its prior conclusions about lease identification, lease classification and indirect costs and to not separate lease and non-lease components. The Company has also elected not to recognize leases with a term less than one year on the balance sheet. Lease liabilities and the corresponding right of use assets are recorded based on the present value of lease payments to be made over the lease term. The discount rate used to calculate the present value is the rate implicit in the lease, or if not readily determinable, the Company’s incremental borrowing rate. The Company’s incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right of use asset may be required for items such as initial direct costs or incentives received. Lease payments on operating leases are recognized on a straight-line basis over the expected term of the lease. Lease payments on financing leases are recognized using the effective interest method. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and depreciated using the straight-line method based on the estimated useful lives of the related assets. The Company provides for depreciation over the assets’ estimated useful lives as follows: Computer equipment 3 years Machinery & equipment 5 years Furniture & fixtures 5 years Leasehold improvements 5 years Depreciation and amortization expense for the years ended December 31, 2019 and 2018 was $67,000 and $81,000, respectively. |
Derivative Financial Instruments | Derivative Financial Instruments The Company follows the provisions of the FASB ASC Topic 815, “ Derivatives and Hedging ASC 815 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts reported in the balance sheet for restricted cash, accounts payable and accrued expenses approximate their fair values due to their short-term nature. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment whenever an event occurs or change in circumstances that the related carrying amounts may not be recoverable. An impairment loss would be recognized based on the difference between the carrying value of the asset and its estimated fair value, which would be determined based on either discounted future cash flows or other appropriate fair value methods. The Company believes no impairment existed as of December 31, 2019 or 2018. |
Research and Development Expenses | Research and Development Expenses Research and development expenses relate to compensation and benefits for research and development personnel, facility-related expenses, supplies, external services, costs to acquire technology licenses, expenses associated with preclinical and clinical development activities and other operating costs. Research and development expenses are charged to expense as incurred. Payments made by the Company in advance for research and development services not yet provided and/or for materials not yet received are recorded as prepaid expenses and expensed when the service has been performed or when the goods have been received. Accrued liabilities are recorded related to those expenses for which vendors have not yet billed the Company with respect to services provided and/or materials that it has received. The Company contracts with third parties to perform various preclinical and clinical activities on its behalf for the continued development of its product candidates. Accruals and expenses are recorded during the period incurred based on such estimates and assumptions as expected cost, passage of time, the achievement of milestones and other information available to us and are assessed on a quarterly basis. Actual results may differ from these estimates and could have a material impact on the Company’s reported results. The Company’s historical accrual estimates have not been materially different from its actual costs. |
Patents and Patent Application Costs | Patents and Patent Application Costs Although the Company believes that its patents and underlying technology have continuing value, the amount of future benefits to be derived from the patents is uncertain. Patent costs are, therefore, expensed as research and development as incurred. |
Stock-based Compensation | Stock-based Compensation The Company follows the provisions of the FASB ASC Topic 718, “ Compensation — Stock Compensation ASC 718 |
Income Taxes | Income Taxes The Company recognizes assets or liabilities for the deferred tax consequences of temporary differences between the tax basis of assets or liabilities and their reported amounts in the financial statements in accordance with the FASB ASC Topic 740, “Accounting for Income Taxes” ASC 740 . ASC 740 requires that a valuation allowance be established when management determines that it is more likely than not that all or a portion of a deferred asset will not be realized. The Company evaluates the realizability of its net deferred income tax assets and valuation allowances as necessary, at least on an annual basis. During this evaluation, the Company reviews its forecasts of income in conjunction with other positive and negative evidence surrounding the realizability of its deferred income tax assets to determine if a valuation allowance is required. Adjustments to the valuation allowance will increase or decrease the Company’s income tax provision or benefit. The recognition and measurement of benefits related to the Company’s tax positions requires significant judgment, as uncertainties often exist with respect to new laws, new interpretations of existing laws, and rulings by taxing authorities. The Company follows a more-likely-than not threshold for financial statement recognition and measurement of a tax position taken, or expected to be taken in a tax return. The guidance relates to, amongst other things, classification, accounting for interest and penalties associated with tax positions, and disclosure requirements. Any interest and penalties accrued related to uncertain tax positions are recorded as tax expense. Differences between actual results and the Company’s assumptions or changes in the Company’s assumptions in future periods are recorded in the period they become known. |
Comprehensive Loss | Comprehensive Loss The Company’s comprehensive loss is equal to its net loss for all periods presented. |
Net Loss per Share | Net Loss per Share The Company accounts for and discloses net loss per share in accordance with the FASB ASC Topic 260, “ Earnings per Share.” |
2. Significant Accounting Pol_3
2. Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of useful lives of property and equipment | Computer equipment 3 years Machinery & equipment 5 years Furniture & fixtures 5 years Leasehold improvements 5 years |
5. Leases (Tables)
5. Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Aggregate future minimum lease payments | 2020 $ 128 2021 132 2022 135 2023 139 2024 35 Total undiscounted lease payments 569 Less: Effects of discounting (51 ) Total operating lease liabilities $ 518 |
Schedule of lease amounts recorded in balance sheet | Right of use asset $ 511 Lease liability, current 107 Lease liability, non-current 411 Weighted average remaining lease term 4.43 Weighted average discount rate 4.64% |
Schedule of lease information | The components of the lease costs were as follows, in thousands: December 31, 2019 2018 Operating leases Operating lease cost $ 121 $ 120 Supplemental cash flow information relating to our lease was as follows, in thousands: December 31, 2019 2018 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows used in operating leases $ (102 ) $ – Right of use assets obtained in exchange for lease liabilities Right of use asset 620 – |
6. Accrued Expenses (Tables)
6. Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | December 31, 2019 2018 Compensation and benefits $ 524 $ 437 Clinical development expenses – 107 Professional fees 171 170 Research and development costs 242 480 Other 27 – Total accrued expenses $ 964 $ 1,194 |
7. Commitments and Contingenc_2
7. Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future Cash Payments Under Contractual License Obligations | Year Ending December 31, 2020 $ 165 2021 165 2022 100 2023 100 2024 100 Thereafter 500 Total $ 1,130 |
8. Stockholders' Equity (Tables
8. Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Summary of outstanding warrants | Balance Balance Exercise Expiration December 31, Warrants Warrants Warrants December 31, Description Price Date 2018 Issued Exercised Expired 2019 June 2015 Warrants $ 2,860.00 6/2/2020 2,364 – – – 2,364 December 2016 Warrants $ 495.00 12/21/2021 23,233 – – – 23,233 April 2018 Warrants $ 173.25 5/31/2023 20,599 – – – 20,599 April 2018 Placement Agent Warrants $ 223.00 4/9/2023 1,373 – – – 1,373 October 2018 Pre-Funded Warrants $ 0.55 No expiration 130,338 – (130,338 ) – – October 2018 Warrants $ 10.45 10/3/2025 389,610 – – – 389,610 October 2018 Underwriter Warrants $ 13.06 10/1/2023 29,220 – – – 29,220 November 2019 Placement Agent Warrants $ 6.875 11/18/2024 – 13,636 – – 13,636 596,737 13,636 (130,338 ) – 480,035 |
9. Net Loss per Share (Tables)
9. Net Loss per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Schedule of antidilutive stock | December 31, 2019 2018 Options to purchase common stock 2,649 2,576 Restricted stock units 14,945 2,500 Restricted stock – 3,697 Warrants to purchase common stock 480,035 596,737 Total 497,629 605,510 |
10. Stock-based Compensation (T
10. Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Assumptions Used to Determine Fair Value of Option Grants | December 31, 2019 2018 Risk-free interest rate 1.85 – 2.58% 2.70 – 2.93% Expected volatility 97.67 – 98.87% 91.28 – 161.45% Expected lives (in years) 5.31 5.50 – 10.00 Expected dividend yield 0.00% 0.00% |
Summary of Stock Option Activity | Total Number Weighted- Weighted- Aggregate Balance at December 31, 2018 2,576 $ 3,645.95 Granted 273 22.00 Exercised – – Cancelled (200 ) 3,296.15 Balance at December 31, 2019 2,649 $ 3,298.90 7.39 years $ – Exercisable at December 31, 2019 1,344 $ 6,389.90 6.26 years $ – |
Summary of RSU activity | Number Weighted- Unvested units at December 31, 2018 2,500 $ 98.45 Granted 18,467 17.05 Vested (1,268 ) 98.45 Forfeited (4,754 ) 27.30 Unvested units at December 31, 2019 14,945 $ 20.50 |
Details of Stock-based Compensation Expense Recorded | December 31, 2019 2018 Research and development $ 21 $ 40 General and administrative 279 242 Total stock-based compensation $ 300 $ 282 |
11. Income Taxes (Tables)
11. Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Components of Federal and State Income Tax Expense | Years Ended December 31, 2019 2018 Current Federal $ – $ – State – – Total current – – Deferred Federal (1,773 ) (1,555 ) State (759 ) (639 ) Total deferred (2,532 ) (2,194 ) Valuation allowance 2,532 2,194 Total income tax expense (benefit) $ – $ – |
Effect Income Tax Rate Reconciliation | Years Ended December 31, 2019 2018 Federal statutory rate 21.0 % 21.0 % State income taxes, net of federal benefit 6.7 5.5 Non-deductible expenses (0.2 ) (1.2 ) Income tax credits 1.5 4.3 Valuation allowance (29.0 ) (29.6 ) Effective tax rate – – |
Components of Net Deferred Tax Assets | Years Ending December 31, 2019 2018 Net operating loss carryforwards $ 19,647 $ 16,957 Tax credit carryforwards 1,710 1,556 Stock-based compensation 1,391 1,388 Licensing deduction deferral 2,717 3,059 Other timing differences 165 140 ASC 842 2 – Gross deferred tax assets 25,632 23,100 Valuation allowance (25,632 ) (23,100 ) Net deferred tax asset (liability) $ – $ – |
2. Property and Equipment Usefu
2. Property and Equipment Useful Lives (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Computer Equipment [Member] | |
Property and equipment useful life | 3 years |
Machinery and equipment [Member] | |
Property and equipment useful life | 5 years |
Furniture And Fixtures [Member] | |
Property and equipment useful life | 5 years |
Leasehold Improvements [Member] | |
Property and equipment useful life | 5 years |
2. Significant Accounting Pol_4
2. Significant Accounting Policies (Details Narrative) | Jan. 15, 2020 |
Subsequent Event [Member] | |
Reverse stock split | Effective January 15, 2020, the Company completed a 1-for-55 reverse stock split |
4. Recent Accounting Pronounc_2
4. Recent Accounting Pronouncements (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 02, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |||
Right of use asset | $ 511 | $ 28 | $ 0 |
Operating lease liability | $ 518 | $ 28 |
5. Leases (Details - Future lea
5. Leases (Details - Future lease payments) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 02, 2019 |
Leases [Abstract] | ||
2020 | $ 128 | |
2021 | 132 | |
2022 | 135 | |
2023 | 139 | |
2024 | 35 | |
Total undiscounted lease payments | 569 | |
Less: Effects of discounting | (51) | |
Total operating lease liabilities | $ 518 | $ 28 |
5. Leases (Details - Balance sh
5. Leases (Details - Balance sheet lease items) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 02, 2019 | Dec. 31, 2018 |
Leases [Abstract] | |||
Right of use asset | $ 511 | $ 28 | $ 0 |
Lease liability, current | 107 | 0 | |
Lease liability, non-current | $ 411 | $ 0 | |
Weighted average remaining lease term | 4 years 5 months 5 days | ||
Weighted average discount rate | 4.64% |
5. Leases (Details - Lease cost
5. Leases (Details - Lease cost) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Leases [Abstract] | ||
Operating lease payments | $ 121 | $ 120 |
Operating cash flows used in operating leases | (102) | 0 |
Right of use assets obtained in exchange for lease liabilities | $ 620 | $ 0 |
5. Leases (Details Narrative)
5. Leases (Details Narrative) $ in Thousands | Jan. 02, 2019USD ($) | Jan. 22, 2019USD ($) | Dec. 31, 2019USD ($)ft² | Dec. 31, 2018USD ($) |
Increase to operating lease right of use asset and liability | $ 28 | $ 592 | ||
Rent expense | $ 127 | $ 120 | ||
Lease expiration date | Mar. 31, 2024 | |||
Office and Laboratory Space [Member] | ||||
Operating lease footage | ft² | 7,581 |
6. Accrued Expenses - (Details
6. Accrued Expenses - (Details - Schedule of Accrued Expenses) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accrued Liabilities and Other Liabilities [Abstract] | ||
Compensation and benefits | $ 524 | $ 437 |
Clinical development expenses | 0 | 107 |
Professional fees | 171 | 170 |
Research and development costs | 242 | 480 |
Other | 27 | 0 |
Total accrued expenses | $ 964 | $ 1,194 |
7. Commitments and Contingenc_3
7. Commitments and Contingencies - (Details - Future Cash Payments) $ in Thousands | Dec. 31, 2019USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 | $ 165 |
2021 | 165 |
2022 | 100 |
2023 | 100 |
2024 | 100 |
Thereafter | 500 |
Total | $ 1,130 |
8. Stockholders' Equity (Detail
8. Stockholders' Equity (Details - Warrants outstanding) - Warrants [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Class of Warrant or Right [Line Items] | ||
Warrants outstanding | 480,035 | 596,737 |
Warrants issued | 0 | |
Warrants exercised | (130,338) | |
Warrants expired | 0 | |
June 2015 Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 2,860 | |
Warrant expiration date | Jun. 2, 2020 | |
Warrants outstanding | 2,364 | 2,364 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
December 2016 Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 495 | |
Warrant expiration date | Dec. 21, 2021 | |
Warrants outstanding | 23,233 | 23,233 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
April 2018 Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 173.25 | |
Warrant expiration date | May 31, 2023 | |
Warrants outstanding | 20,599 | 20,599 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
April 2018 Placement Agent Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 223 | |
Warrant expiration date | Apr. 9, 2023 | |
Warrants outstanding | 1,373 | 1,373 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
October 2018 Pre-Funded Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 0.55 | |
Warrants outstanding | 0 | 130,339 |
Warrants issued | 0 | |
Warrants exercised | (130,338) | |
Warrants expired | 0 | |
October 2018 Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 10.45 | |
Warrant expiration date | Oct. 3, 2025 | |
Warrants outstanding | 389,610 | 389,610 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
October 2018 Underwriter Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 13.06 | |
Warrant expiration date | Oct. 1, 2023 | |
Warrants outstanding | 29,220 | 29,220 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
November 2019 Placement Agent Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 6.875 | |
Warrant expiration date | Nov. 18, 2024 | |
Warrants outstanding | 13,636 | 0 |
Warrants issued | 13,636 | |
Warrants exercised | 0 | |
Warrants expired | 0 |
8. Stockholders' Equity (Deta_2
8. Stockholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 7 Months Ended | 9 Months Ended | 11 Months Ended | 12 Months Ended | |
Apr. 11, 2018 | Aug. 07, 2019 | Oct. 03, 2018 | Nov. 19, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Proceeds from the sale of equity | $ 708 | $ 18,715 | ||||
Proceeds from exercise of pre-funded warrants | 72 | 105 | ||||
Pre-Funded Warrant [Member] | ||||||
Proceeds from exercise of pre-funded warrants | $ 72 | $ 105 | ||||
Stock issued from exercise of warrants | 130,338 | 191,532 | ||||
April 2018 Offering [Member] | ||||||
Proceeds from the sale of equity | $ 4,210 | |||||
April 2018 Offering [Member] | H.C. Wainwright & Co [Member] | ||||||
Warrants issued | 1,373 | |||||
Warrant exercise price | $ 223 | |||||
April 2018 Offering [Member] | Common Stock [Member] | ||||||
Stock issued during period, shares | 27,465 | |||||
Stock price per share | $ 173.25 | |||||
April 2018 Offering [Member] | Warrants [Member] | ||||||
Stock price per share | $ 6.875 | |||||
Warrants issued | 20,599 | |||||
Warrant exercise price | $ 173.25 | |||||
LPC 2017 Purchase Agreement [Member] | ||||||
Stock issued during period, shares | 0 | 7,910 | ||||
Proceeds from the issuance of common stock | $ 1,312 | |||||
Maximum potential consideration | $ 15,000,000 | |||||
October 2018 Offering [Member] | ||||||
Warrant exercise price | $ 38.50 | $ 10.45 | ||||
Proceeds from the sale of equity | $ 13,193 | |||||
October 2018 Offering [Member] | Pre-Funded Units [Member] | ||||||
Stock price per share | $ 37.95 | |||||
Warrants issued | 321,870 | |||||
Warrant exercise price | $ 0.55 | |||||
Unit description | One pre-funded warrant and one warrant | |||||
October 2018 Offering [Member] | Units [Member] | ||||||
Stock issued during period, shares | 67,740 | |||||
Stock price per share | $ 38.50 | |||||
Unit description | One share of common stock and one warrant | |||||
October 2018 Offering [Member] | H.C. Wainwright & Co [Member] | ||||||
Warrants issued | 29,220 | |||||
Warrant exercise price | $ 48.125 | |||||
2019 Purchase Agreement [Member] | ||||||
Stock issued during period, shares | 0 | |||||
Maximum potential consideration | $ 10,000,000 | |||||
2019 Purchase Agreement [Member] | Commitment Fee [Member] | ||||||
Stock issued during period, shares | 9,090 | |||||
Stock price per share | $ 20.72 | |||||
November 2019 Offering [Member] | ||||||
Stock issued during period, shares | 181,818 | |||||
Proceeds from the issuance of common stock | $ 766 | |||||
Stock price per share | $ 5.50 | |||||
Increase in fair value due to modification of price | $ 800 | |||||
November 2019 Offering [Member] | H.C. Wainwright & Co [Member] | ||||||
Warrants issued | 13,636 | |||||
Warrant exercise price | $ 6.875 | |||||
October 2018 Offering [Member] | H.C. Wainwright & Co [Member] | ||||||
Warrant exercise price | $ 13.06 |
9. Net Loss per Share (Details
9. Net Loss per Share (Details - Antidilutive shares) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total amount of anti-dilutive securities excluded from computation of earnings per share | 497,629 | 605,510 |
Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total amount of anti-dilutive securities excluded from computation of earnings per share | 2,649 | 2,576 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total amount of anti-dilutive securities excluded from computation of earnings per share | 14,945 | 2,500 |
Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total amount of anti-dilutive securities excluded from computation of earnings per share | 0 | 3,697 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total amount of anti-dilutive securities excluded from computation of earnings per share | 480,035 | 596,737 |
10. Stock-based Compensation (D
10. Stock-based Compensation (Details - Assumptions) - Options [Member] | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions | ||
Risk-free interest rate minimum | 1.85% | 2.70% |
Risk-free interest rate maximum | 2.58% | 2.93% |
Expected volatility minimum | 97.67% | 91.28% |
Expected volatility maximum | 98.87% | 161.45% |
Expected lives (in years) | 5 years 3 months 22 days | |
Expected dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions | ||
Expected lives (in years) | 5 years 6 months | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions | ||
Expected lives (in years) | 10 years |
10. Stock-based Compensation _2
10. Stock-based Compensation (Details - Option activity) - Options [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($)$ / sharesshares | |
Total Number of Shares, Beginning Balance | shares | 2,576 |
Total Number of Shares, Granted | shares | 273 |
Total Number of Shares, Exercised | shares | 0 |
Total Number of Shares, Cancelled | shares | (200) |
Total Number of Shares, Ending Balance | shares | 2,649 |
Total Number of Shares, Exercisable | shares | 1,344 |
Weighted-Average Exercise Price Per Share, Beginning Balance | $ / shares | $ 3,645.95 |
Weighted-Average Exercise Price Per Share, Granted | $ / shares | 22 |
Weighted-Average Exercise Price Per Share, Exercised | $ / shares | |
Weighted-Average Exercise Price Per Share, Cancelled | $ / shares | 3,296.15 |
Weighted-Average Exercise Price Per Share, Ending Balance | $ / shares | 3,298.90 |
Weighted-Average Exercise Price Per Share, Exercisable | $ / shares | $ 6,389.90 |
Weighted-Average Contractual Term, Outstanding | 7 years 4 months 20 days |
Weighted-Average Contractual Term, Exercisable | 6 years 3 months 4 days |
Aggregate Intrinsic Value, Ending Balance | $ | $ 0 |
Aggregate Intrinsic Value, Exercisable | $ | $ 0 |
10. Stock-based Compensation _3
10. Stock-based Compensation (Details - RSU activity) - Restricted Stock Units (RSUs) [Member] | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
RSU's unvested units, beginning balance | shares | 2,500 |
RSU's granted | shares | 18,467 |
RSU's vested | shares | (1,268) |
RSU's forfeited | shares | (4,754) |
RSU's unvested units, ending balance | shares | 14,945 |
RSU beginning balance, price per share | $ / shares | $ 98.45 |
RSU's granted, price per share | $ / shares | 17.05 |
RSU's vested, price per share | $ / shares | 98.45 |
RSU's forfeited, price per share | $ / shares | 27.30 |
RSU ending balance, price per share | $ / shares | $ 20.50 |
10. Stock-based Compensation _4
10. Stock-based Compensation (Details - Share-based compensation) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 300 | $ 282 |
Research and Development Expense [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | 21 | 40 |
General and Administrative Expense [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation | $ 279 | $ 242 |
10. Stock-based Compensation _5
10. Stock-based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based compensation expense | $ 300 | $ 282 |
2012 Long-Term Incentive Plan [Member] | ||
Shares reserved for issuance | 72,728 | |
Shares available for future grants | 53,864 | |
Restricted Stock [Member] | Dr. Cauwenbergh [Member] | ||
Share-based compensation expense | $ 106 | $ 118 |
Issuance of restricted stock, shares | 4,419 | 3,697 |
Restricted Stock Units (RSUs) [Member] | ||
Share-based compensation expense | $ 125 | $ 52 |
Unrecognized compensation expense - other than options | $ 254 | |
Unrecognized compensation expense weighted average period | 3 years 3 months 22 days | |
Options [Member] | ||
Weighted average grant date fair value per share of options granted | $ 16.50 | $ 96.25 |
Share-based compensation expense | $ 69 | $ 112 |
Unrecognized compensation expense - options | $ 116 | |
Unrecognized compensation expense weighted average period | 2 years 3 months 22 days | |
Options outstanding | 2,649 | 2,576 |
Options [Member] | 2012 Long-Term Incentive Plan [Member] | ||
Options outstanding | 2,649 | |
Restricted Stock Units (RSUs) [Member] | ||
Other than options, nonvested | 14,945 | 2,500 |
Restricted Stock Units (RSUs) [Member] | 2012 Long-Term Incentive Plan [Member] | ||
Other than options, nonvested | 14,945 |
11. Income Taxes - (Details -
11. Income Taxes - (Details - Components of Federal and State Income Tax Expense) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Current | ||
Federal | $ 0 | $ 0 |
State | 0 | 0 |
Total current | 0 | 0 |
Deferred | ||
Federal | (1,773) | (1,555) |
State | (759) | (639) |
Total deferred | (2,532) | (2,194) |
Valuation allowance | 2,532 | 2,194 |
Total income tax expense (benefit) | $ 0 | $ 0 |
11. Income Taxes - (Details - E
11. Income Taxes - (Details - Effect Income Tax Rate Reconciliation) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Federal statutory rate | 21.00% | 21.00% |
State income taxes, net of federal benefit | 6.70% | 5.50% |
Non-deductible expenses | (0.20%) | (1.20%) |
Income tax credits | 1.50% | 4.30% |
Valuation allowance | (29.00%) | (29.60%) |
Effective tax rate | 0.00% | 0.00% |
11. Income Taxes - (Details - C
11. Income Taxes - (Details - Components of Net Deferred Tax Assets) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 19,647 | $ 16,957 |
Tax credit carryforwards | 1,710 | 1,556 |
Stock-based compensation | 1,391 | 1,388 |
Licensing deduction deferral | 2,717 | 3,059 |
Other timing differences | 165 | 140 |
ASC 842 | 2 | 0 |
Gross deferred tax assets | 25,632 | 23,100 |
Valuation allowance | (25,632) | (23,100) |
Net deferred tax asset (liability) | $ 0 | $ 0 |
11. Income Taxes (Details Narra
11. Income Taxes (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Line Items] | ||
Increase (decrease) in valuation allowance | $ 2,532 | $ 2,194 |
NOL beginning expiration date | Dec. 31, 2032 | |
Research tax credit beginning expiration date | Dec. 31, 2032 | |
Income tax benefit | $ 0 | $ 0 |
Federal [Member] | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | 73,800 | |
Research tax credits | 1,204 | |
NOL carryforward subject to expiration | 55,400 | |
NOL carryforward indefinate | 18,400 | |
State [Member] | ||
Income Tax Disclosure [Line Items] | ||
Net operating loss carryforwards | 66,000 | |
Research tax credits | $ 633 |
12. License Agreements (Details
12. License Agreements (Details Narrative) | 12 Months Ended |
Dec. 31, 2019 | |
Collaborative Arrangements And Noncollaborative Arrangement Transactions Line Items Abstract | |
Royalty percentage on future licensing revenue | 1.00% |
13. Subsequent Events (Details
13. Subsequent Events (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Feb. 13, 2020 | Feb. 06, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Proceeds from sale of equity | $ 708 | $ 18,715 | ||
Proceeds from exercise of warrants | $ 72 | $ 105 | ||
Subsequent Event [Member] | February 2020 Registered Offering [Member] | ||||
Common shares issued | 197,056 | |||
Stock price | $ 8.705 | |||
Proceeds from sale of equity | $ 1,400 | |||
Subsequent Event [Member] | February 2020 Registered Offering [Member] | Warrants [Member] | ||||
Stock price | $ 0.125 | |||
Warrants Issued, shares | 197,056 | |||
Warrant exercise price | $ 8.71 | |||
Subsequent Event [Member] | February 2020 Registered Offering [Member] | Warrants [Member] | H.C. Wainwright [Member] | ||||
Warrants Issued, shares | 14,779 | |||
Warrant exercise price | $ 11.0375 | |||
Subsequent Event [Member] | 2020 Pre-Funded Warrants [Member] | ||||
Stock price | $ 3.999 | |||
Warrants Issued, shares | 1,006,367 | |||
Warrant exercise price | $ 0.001 | |||
Proceeds from exercise of warrants | $ 1,000 | |||
Stock issued from warrant exercises | 1,006,367 | |||
Subsequent Event [Member] | February 2020 Underwritten Offering [Member] | ||||
Common shares issued | 993,633 | |||
Stock price | $ 4 | |||
Warrant exercise price | $ 4 | |||
Proceeds from sale of equity | $ 7,000 | |||
Subsequent Event [Member] | February 2020 Underwritten Offering [Member] | H.C. Wainwright [Member] | ||||
Warrants Issued, shares | 150,000 | |||
Warrant exercise price | $ 5 |