Cover Page
Cover Page - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 06, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-38815 | |
Entity Registrant Name | Soliton, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 36-4729076 | |
Entity Address, Address Line One | 5304 Ashbrook Drive | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77081 | |
City Area Code | 844 | |
Local Phone Number | 705-4866 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | SOLY | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 21,189,943 | |
Entity Central Index Key | 0001548187 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 37,306 | $ 11,876 |
Restricted cash | 200 | 200 |
Total cash | 37,506 | 12,076 |
Inventory | 171 | 0 |
Prepaid expenses and other current assets | 429 | 96 |
Total current assets | 38,106 | 12,172 |
Property and equipment, net of accumulated depreciation | 828 | 848 |
Intangible assets, net of accumulated amortization | 112 | 98 |
Other assets | 23 | 23 |
Total assets | 39,069 | 13,141 |
Current liabilities: | ||
Accounts payable | 782 | 1,338 |
Accrued and other current liabilities | 927 | 1,525 |
Total current liabilities | 1,709 | 2,863 |
Deferred rent | 0 | 4 |
Total liabilities | 1,709 | 2,867 |
Commitments and contingencies (Note 5) | ||
Stockholders’ equity (deficit): | ||
Common stock | 21 | 17 |
Additional paid-in capital | 99,789 | 66,300 |
Accumulated deficit | (62,450) | (56,043) |
Total stockholders’ equity | 37,360 | 10,274 |
Total liabilities and stockholders’ equity | $ 39,069 | $ 13,141 |
Condensed Balance Sheets (Una_2
Condensed Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 21,189,943 | 16,932,184 |
Common stock shares outstanding (in shares) | 21,189,943 | 16,932,184 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Operating expenses: | ||||
Research and development | 1,286 | 785 | 2,506 | 1,230 |
Sales and marketing | 35 | 46 | 86 | 103 |
Depreciation and amortization | 71 | 43 | 142 | 73 |
General and administrative | 1,746 | 2,101 | 3,679 | 3,956 |
Total operating expenses | 3,138 | 2,975 | 6,413 | 5,362 |
Loss from operations | (3,138) | (2,975) | (6,413) | (5,362) |
Other income (expense): | ||||
Interest expense | 0 | 0 | 0 | (823) |
Interest income | 2 | 2 | 6 | 3 |
Total other income (expense) | 2 | 2 | 6 | (820) |
Net loss | (3,136) | (2,973) | (6,407) | (6,182) |
Dividend to Series A and B preferred stockholders | 0 | 0 | 0 | (160) |
Net loss attributable to common stockholders | $ (3,136) | $ (2,973) | $ (6,407) | $ (6,342) |
Net loss per common share, basic and diluted (in dollars per share) | $ (0.19) | $ (0.20) | $ (0.38) | $ (0.56) |
Weighted average number of common shares outstanding, basic and diluted (in shares) | 16,858,367 | 14,801,116 | 16,819,789 | 11,292,738 |
Condensed Statements of Changes
Condensed Statements of Changes in Stockholders' Equity (Deficit) (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Private Investment in Public Equity Offering | Stock Issuance, Excluding PIPE Deal | June 2020 Offering | Preferred StockSeries A Preferred Stock | Preferred StockSeries B Preferred Stock | Common Stock | Common StockPrivate Investment in Public Equity Offering | Common StockStock Issuance, Excluding PIPE Deal | Common StockJune 2020 Offering | Additional Paid-In Capital | Additional Paid-In CapitalPrivate Investment in Public Equity Offering | Additional Paid-In CapitalStock Issuance, Excluding PIPE Deal | Additional Paid-In CapitalJune 2020 Offering | Accumulated Deficit |
Balance (in shares) at Dec. 31, 2018 | 417 | 2,118 | 1,998 | ||||||||||||
Balance at Dec. 31, 2018 | $ (19,558) | $ 0 | $ 2 | $ 2 | $ 22,569 | $ (42,131) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock-based compensation | 512 | 512 | |||||||||||||
Debt discount on convertible notes and notes payable – issuance of warrants | 146 | 146 | |||||||||||||
Payment of deferred direct issuance costs | (186) | (186) | |||||||||||||
Issuance of common shares for extinguishment of preferred shares (in shares) | (417) | (2,118) | |||||||||||||
Issuance of common shares for extinguishment of preferred shares | $ 0 | $ (2) | |||||||||||||
Issuance of common shares for extinguishment of preferred shares (in shares) | 2,535 | ||||||||||||||
Issuance of common shares for extinguishment of preferred shares | $ 2 | ||||||||||||||
Issuance of common shares for extinguishment of preferred shares | 0 | ||||||||||||||
Issuance of common shares for extinguishment of convertible debt (in shares) | 6,825 | ||||||||||||||
Issuance of common shares for extinguishment of convertible debt | 11,785 | $ 7 | 11,778 | ||||||||||||
Issuance of common shares for extinguishment of dividends payable (in shares) | 955 | ||||||||||||||
Issuance of common shares for extinguishment of dividends payable | 4,773 | $ 1 | 4,772 | ||||||||||||
Issuance of common shares (in shares) | 2,173 | ||||||||||||||
Issuance of common shares | 9,874 | $ 2 | 9,872 | ||||||||||||
Issuance of common shares for accelerated vesting (in shares) | 127 | ||||||||||||||
Issuance of common shares for accelerated vesting | 0 | $ 0 | 0 | ||||||||||||
Accrued preferred dividends | (160) | (160) | |||||||||||||
Net loss | (3,209) | (3,209) | |||||||||||||
Debt forgiveness | 434 | 434 | |||||||||||||
Balance (in shares) at Mar. 31, 2019 | 14,613 | ||||||||||||||
Balance at Mar. 31, 2019 | 4,411 | $ 14 | 49,897 | (45,500) | |||||||||||
Balance (in shares) at Dec. 31, 2018 | 417 | 2,118 | 1,998 | ||||||||||||
Balance at Dec. 31, 2018 | (19,558) | $ 0 | $ 2 | $ 2 | 22,569 | (42,131) | |||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Accrued preferred dividends | (160) | ||||||||||||||
Net loss | (6,182) | ||||||||||||||
Debt forgiveness | 434 | ||||||||||||||
Balance (in shares) at Jun. 30, 2019 | 15,694 | ||||||||||||||
Balance at Jun. 30, 2019 | 10,766 | $ 16 | 59,223 | (48,473) | |||||||||||
Balance (in shares) at Mar. 31, 2019 | 14,613 | ||||||||||||||
Balance at Mar. 31, 2019 | 4,411 | $ 14 | 49,897 | (45,500) | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock-based compensation | 686 | 686 | |||||||||||||
Issuance of common shares (in shares) | 675 | 406 | |||||||||||||
Issuance of common shares | $ 8,642 | $ 0 | $ 1 | $ 1 | $ 8,641 | $ (1) | |||||||||
Net loss | (2,973) | (2,973) | |||||||||||||
Balance (in shares) at Jun. 30, 2019 | 15,694 | ||||||||||||||
Balance at Jun. 30, 2019 | 10,766 | $ 16 | 59,223 | (48,473) | |||||||||||
Balance (in shares) at Dec. 31, 2019 | 16,932 | ||||||||||||||
Balance at Dec. 31, 2019 | 10,274 | $ 17 | 66,300 | (56,043) | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock-based compensation | 711 | 711 | |||||||||||||
Issuance of common shares (in shares) | 11 | ||||||||||||||
Net loss | (3,271) | (3,271) | |||||||||||||
Balance (in shares) at Mar. 31, 2020 | 16,943 | ||||||||||||||
Balance at Mar. 31, 2020 | 7,714 | $ 17 | 67,011 | (59,314) | |||||||||||
Balance (in shares) at Dec. 31, 2019 | 16,932 | ||||||||||||||
Balance at Dec. 31, 2019 | 10,274 | $ 17 | 66,300 | (56,043) | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Accrued preferred dividends | 0 | ||||||||||||||
Net loss | (6,407) | ||||||||||||||
Debt forgiveness | 0 | ||||||||||||||
Balance (in shares) at Jun. 30, 2020 | 21,190 | ||||||||||||||
Balance at Jun. 30, 2020 | 37,360 | $ 21 | 99,789 | (62,450) | |||||||||||
Balance (in shares) at Mar. 31, 2020 | 16,943 | ||||||||||||||
Balance at Mar. 31, 2020 | 7,714 | $ 17 | 67,011 | (59,314) | |||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||||
Stock-based compensation | 736 | 736 | |||||||||||||
Issuance of common shares (in shares) | 30 | 4,217 | |||||||||||||
Issuance of common shares | $ 32,046 | $ 4 | $ 32,042 | ||||||||||||
Net loss | (3,136) | (3,136) | |||||||||||||
Balance (in shares) at Jun. 30, 2020 | 21,190 | ||||||||||||||
Balance at Jun. 30, 2020 | $ 37,360 | $ 21 | $ 99,789 | $ (62,450) |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (6,407) | $ (6,182) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 142 | 73 |
Stock-based compensation | 1,447 | 1,198 |
Amortization of debt discount | 0 | 665 |
Deferred rent | (3) | (3) |
Changes in operating assets - (increase)/decrease: | ||
Prepaid expenses and other current assets | (333) | (264) |
Inventory | (171) | 0 |
Changes in operating liabilities - increase/(decrease): | ||
Accounts payable | (556) | (1,342) |
Accrued liabilities | (598) | 124 |
Non-convertible accrued interest - non-related and related party | 0 | 11 |
Convertible accrued interest - related party | 0 | 146 |
NET CASH USED IN OPERATING ACTIVITIES: | (6,479) | (5,574) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Payments for the purchase of property and equipment and trademark registration | (137) | (823) |
NET CASH USED IN INVESTING ACTIVITIES: | (137) | (823) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payment of non-convertible notes payable and accrued interest - related party and non-related party | 0 | (1,005) |
Proceeds from the issuance of non-convertible notes payable - non-related party | 0 | 300 |
Proceeds from issuance of common shares from IPO, net of costs | 0 | 9,714 |
Proceeds from issuance of common shares from PIPE Offering, net of costs | 0 | 8,642 |
Proceeds from issuance of common shares from June 2020 Offering, net of costs | 32,046 | 0 |
NET CASH PROVIDED BY FINANCING ACTIVITIES: | 32,046 | 17,651 |
Net increase in cash | 25,430 | 11,254 |
Cash, beginning of period | 12,076 | 133 |
Cash, end of period | 37,506 | 11,387 |
Supplemental cash flow disclosures: | ||
Cash paid for interest | 0 | 20 |
Non-cash financing activities: | ||
Accrued preferred dividends | 0 | 160 |
Accrued direct issuance costs - offering | 0 | (277) |
Capital contributions - debt forgiveness | 0 | 434 |
Issuance of common stock for extinguishment of convertible note payable and accrued interest - related party and non-related party | 0 | 11,785 |
Issuance of common stock for extinguishment of dividends payable | 0 | 4,773 |
Non-Cash Deferred Direct Issuance Costs, Offering | $ 0 | $ 146 |
Description of the Business, Ba
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies | Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies Description of the Business Soliton, Inc. (“Soliton” or the “Company”) was organized under the laws of the State of Delaware on March 27, 2012. The Company operates in one segment as a medical device company organized to develop and commercialize products utilizing its proprietary Rapid Acoustic Pulse ("RAP") technology platform. The Company is a pre-revenue stage company with its first products being developed for the removal of tattoos and the reduction of cellulite. The Company has recently completed a four-site pivotal trial for the reduction of cellulite and filed a 510(k) with the FDA seeking clearance for this indication. The Company is based in Houston, Texas. Upon completion of the development of its products and regulatory clearances to market such products, the Company anticipates revenue will be driven by the sale of its RAP console and disposable cartridges to dermatologists, plastic surgeons and other physician offices, as well as medi-spas under the supervision of a doctor. Basis of Presentation The accompanying condensed interim financial statements are unaudited. These unaudited condensed interim financial statements have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC") for interim financial information. Accordingly, they do not include all the information and notes required by generally accepted accounting principles in the United States of America ("GAAP") for complete financial statements. These unaudited condensed interim financial statements should be read in conjunction with the audited financial statements and accompanying notes as found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on March 2, 2020. In the opinion of management, the unaudited condensed interim financial statements reflect all the adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position, results of operations and cash flows for the interim periods presented. The interim results of operations are not necessarily indicative of the results that may occur for the full fiscal year. The December 31, 2019 unaudited condensed balance sheet included herein was derived from the audited financial statements, but does not include all disclosures, including notes, required by GAAP for complete financial statements. The Company operates in one reportable segment based on management’s view of its business for purposes of evaluating performance and making operating decisions. The preparation of these unaudited condensed interim financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The Company's significant estimates and assumptions include work performed but not yet billed by contract manufacturers, engineers and research organizations, the valuation of equity related instruments, depreciable lives of long-lived assets (including property and equipment and intangible assets), and the valuation allowance related to deferred taxes. Although the Company believes that its estimates and assumptions are reasonable, they are based upon information available at the time the estimates and assumptions were made. Some of these judgments can be subjective and complex, and, consequently, actual results could differ from those estimates. The coronavirus disease (“COVID-19”) pandemic has negatively impacted, and may continue to negatively impact, the macroeconomic environment in the United States and globally, including our business, financial condition and results of operations. Due to the evolving and uncertain nature of COVID-19, it is reasonably possible that it could materially impact our estimates, particularly those that require consideration of forecasted financial information, in the near to medium term. These estimates relate to certain accounts including, but not limited to, the valuation allowance related to deferred taxes, intangible assets, and other long-lived assets. The magnitude of the impact will depend on numerous evolving factors that we may not be able to accurately predict, including the duration and extent of the pandemic, the impact of federal, state, local and foreign governmental actions, consumer and provider behavior in response to the pandemic and such governmental actions, and the economic and operating conditions that we may face in the aftermath of COVID-19. On June 30, 2020, the Company completed a public offering ("June 2020 Offering") of 4,216,868 shares of common stock for total gross proceeds of approximately $35.0 million. The shares of Company common stock were sold at a public offering price of $8.30 per share and were purchased by the Underwriters from the Company at a price of $7.719 per share. The June 2020 Offering was made under a prospectus supplement and related prospectus filed with the SEC pursuant to the Company’s effective shelf registration statement on Form S-3 (Registration No. 333-236963). Net proceeds from the sale of the common stock on June 30, 2020 was approximately $32.0 million after deducting underwriting discounts and estimated offering expenses. Material Uncertainties The Company is an early stage and emerging growth company and has not generated any revenues to date. As such, the Company is subject to all of the risks associated with early stage and emerging growth companies. Since inception, the Company has incurred losses and negative cash flows from operating activities. For the three and six months ended June 30, 2020 and 2019, the Company incurred net losses of $3.1 million and $3.0 million, respectively, and $6.4 million and $6.2 million, respectively, and had net cash flows used in operating activities for the six months ended June 30, 2020 and 2019 of $6.5 million and $5.6 million, respectively. At June 30, 2020, the Company had an accumulated deficit of $62.5 million, working capital of $36.4 million and cash, cash equivalents and restricted cash of $37.5 million. The Company does not expect to experience positive cash flows from operating activities in the near future. The Company expects its cash, cash equivalents and restricted cash on hand of $37.5 million as of June 30, 2020 will be sufficient to fund the Company's operations into the fourth quarter of 2022 but not beyond. The Company anticipates incurring operating losses for the next few years as it completes the development of its products, seeks requested regulatory clearances to market such products and supports the commercial launch of its products. These factors raise uncertainties about the Company's ability to fund operations in future years. If the Company needs to raise additional capital in order to continue to execute its business plan or a change to its business plan, including obtaining additional regulatory clearance for its products currently under development and commercializing and generating revenues from products under development, there is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company. A failure to raise sufficient capital could adversely impact the Company’s ability to achieve its intended business objectives and meet its financial obligations beyond 2022. The accompanying condensed financial statements have been prepared on a going concern basis and do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. Inventory Inventory is valued at the lower of cost or net realizable value using the first-in, first-out ("FIFO") method. Inventory consists of raw materials purchased by the Company and held offsite by a vendor. At June 30, 2020, the Company had inventory in the amount of $0.2 million. The Company had no inventory at December 31, 2019. Net Loss per Common Share Basic net loss per common share is computed by dividing net loss available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. Unvested restricted stock awards contain dividend rights and are considered participating securities as contemplated for the computations of basic and diluted earnings or loss per share. These securities do not participate in losses and accordingly no such allocation has been made in the periods presented. In periods when losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive. As of June 30, 2020, potentially dilutive securities included options to purchase 3,316,050 common shares, warrants to purchase 1,324,608 common shares and unvested restricted stock of 133,340 shares. As of June 30, 2019, potentially dilutive securities included options to purchase 2,824,550 common shares, warrants to purchase 1,380,833 common shares, unvested restricted stock of 183,332 shares and 273,034 common shares convertible notes payable not converted at the Company's initial public offering ("IPO") in February 2019 due to the holders beneficially owning in excess of 4.99% of the Company's common stock after such conversion. Recent Accounting Standards In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842) ("ASC 842"), which establishes a right-of-use (“ROU”) model requiring a lessee to recognize a ROU asset and a lease liability for all leases with terms greater than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASC 842 was originally effective for fiscal years beginning after December 15, 2019, and interim periods beginning after December 15, 2020 with early adoption permitted. In October 2019, the FASB delayed the implementation of ASC 842 for private companies until fiscal years beginning after December 15, 2020. In June 2020, the FASB further delayed the implementation of ASC 842 for private companies until fiscal years beginning after December 15, 2021. Given the Company's status as an Emerging Growth Company ("EGC"), the Company will adopt ASC 842 in accordance with the private company guidance. The modified retrospective transition approach applies to leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company has the option to instead apply the provisions at the effective date without adjusting the comparative periods presented. The Company is currently evaluating the impact of this guidance on its financial position, results of operations, and cash flows. The Company does not believe that any other recently issued effective standards, or standards issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements. Reclassifications |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jun. 30, 2020 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following ( in thousands ): June 30, December 31, Prepaid insurance $ 341 $ 94 Other prepaids and receivables 88 2 Total prepaid expenses and other current assets $ 429 $ 96 As of June 30, 2020, other prepaids and receivables largely included payments made to vendors for work that has not yet been completed and for payments made as a result of listing requirements for public companies. |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment As of June 30, 2020 and December 31, 2019, the net carrying value of property and equipment was approximately $0.8 million. Depreciation expense for the three months ended June 30, 2020 and 2019 was $0.1 million and less than $0.1 million, respectively. Depreciation expense for the six months ended June 30, 2020 and 2019 was $0.1 million. |
Convertible Notes Payable
Convertible Notes Payable | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Convertible Notes Payable | Convertible Notes PayableIn connection with the closing of the IPO on February 19, 2019, convertible notes (and related accrued interest) of $11.8 million were converted into 6,825,391 shares of common stock. Certain notes automatically converted, according to their terms, into common stock. Certain holders were not permitted to convert such notes to the extent that the holders or any of its affiliates would beneficially own in excess of 4.99% of the Company’s common stock after such conversion. Due to this limitation, principal representing less than $0.1 million of these notes was later converted into 273,034 shares of the Company's common stock in August and September 2019 when the conversion did not result in the holders and any of its affiliates owning more than 4.99% of the Company's outstanding common shares. All remaining debt instruments were settled at the closing of the IPO. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and ContingenciesOn April 5, 2012, the Company entered into a Patent and Technology License Agreement with The University of Texas M.D. Anderson Cancer Center ("MD Anderson"). Pursuant to the agreement, the Company obtained a royalty-bearing, worldwide, exclusive license to intellectual property including patent rights related to the patents and technology the Company uses. Under the agreement, the Company paid a nonrefundable license documentation fee in the high-five digits 30 days after the effective date of the agreement. Additionally, the Company agreed to pay a nonrefundable annual maintenance fee starting on the third anniversary of the effective date of the agreement, which escalates each anniversary and is currently in the mid-five digits. Additionally, the Company agreed to a running royalty percentage of net sales in the mid-single digits. The Company also agreed to make certain milestone payments in the low to mid-six digits and sublicensing payments, including a $0.25 million milestone payment made in June 2019 after the Company received FDA clearance for our RAP device for tattoo removal. The specific patents initially subject to the agreement expire between 2031 and 2032. MD Anderson has the right to terminate the agreement upon advance notice in the event of a default by the Company. The agreement will expire upon the expiration of the licensed intellectual property. The rights obtained by the Company pursuant to the agreement are made subject to the rights of the U.S. government to the extent that the technology covered by the licensed intellectual property was developed under a funding agreement between MD Anderson and the U.S. government. To the extent that is the case, the Company's license agreement with, and the intellectual property rights it has licensed from MD Anderson, are subject to such a funding agreement and any superior rights that the U.S. government may have with respect to the licensed intellectual property. Therefore, there is a risk that the intellectual property rights the Company has licensed from MD Anderson may be non-exclusive or void if a funding agreement related to the licensed technology between MD Anderson and the U.S. government does exist and depending on the terms of such an agreement. Notwithstanding the foregoing, the Company does not believe our RAP technology received any federal funding. All out-of-pocket expenses incurred by MD Anderson in filing, prosecuting and maintaining the licensed patents have been and shall continue to be assumed by the Company. For the six months ended June 30, 2020 and 2019, the Company paid approximately $0.1 million and $0.1 million, respectively, for expenses related to this agreement. As the inventor of the intellectual property licensed from MD Anderson, Dr. Capelli, the Company's Chief Executive Officer, is entitled to 50% of the license income (which is determined after MD Anderson recoups any costs associated therewith) that the Company is required to pay to MD Anderson pursuant to the Company's license agreement with MD Anderson. For the six months ended June 30, 2020, Dr. Capelli was owed $37.5 thousand from MD Anderson. In addition, Dr. Capelli is entitled to 50% of the proceeds (after the recoupment of any costs associated therewith) from the sale by MD Anderson of 175,000 shares issued to MD Anderson in connection with the license agreement. Purchase Commitments On November 20, 2019, the Company entered into a cooperative development addendum ("Addendum") to its engineering and development services master agreement with Emphysys, Inc. ("Emphysys”). The Addendum states that Emphysys will provide the Company with engineering and design services related to shockwave technology for use in dermatology and aesthetics fields for a 36 month period ending July 1, 2022. During the term of the Addendum, the Company agreed to certain minimum annual expenditures. If the Company fails to spend such minimum annual amounts or if the Company terminates the Addendum without cause, the Company will be required to pay Emphysys a termination fee of no more than $0.5 million. In the event that all or substantially all of the stock or assets of either party are sold then, at the request of the other party, the Addendum may be terminated (without the requirement to pay a termination fee) and the obligation of Emphysys to provide future services to the Company shall terminate. Pursuant to the Addendum, with certain exceptions, Emphysys covenanted that it will not perform or agree to perform services with any company other than Soliton in the area of arc-discharge driven acoustical shockwave generation for medical dermatological or aesthetic dermatological indications during the term of the Addendum or any extension thereof, and for a period of six months after the termination of the Addendum. As of June 30, 2020, the Company had purchase obligations of $3.3 million to Emphysys. This commitment is for services used in the ordinary course of business and does not represent excess commitments or loss contracts. Effective July 1, 2020, this commitment had a termination penalty payment of no more than $0.4 million. Year Ending December 31, Amount ( in thousands ) 2020 $ 894 2021 1,575 2022 788 Total future minimum purchase commitments $ 3,257 On March 6, 2020, the Company entered into a manufacturing service agreement (the "Agreement") with Sanmina Corporation ("Sanmina"). The Agreement states that Sanmina will provide the Company with certain manufactured products for a one year period, with pricing adjusted for material variations of market prices for components, parts and raw material, including variations resulting from allocations, shortages or tariffs. In addition, pricing will be based on the forecasted volumes provided by the Company and the projected inventory turns as agreed by both parties. Either party may terminate the Agreement or an order under the Agreement for default, if the other party materially breaches the Agreement; provided, however, no termination shall occur until thirty days after the defaulting party is notified in writing of the material breach and has failed to cure or give adequate assurances of performance within the thirty day period after notice of material breach. In addition, the Company may terminate the Agreement for any reason upon thirty days’ prior written notice and may terminate any order under the Agreement for any reason upon 120 days’ (before scheduled shipment) prior written notice. Sanmina may terminate the Agreement for any reason upon ninety days’ notice. In the event the Agreement or an order under the Agreement is terminated for any reason other than a breach by Sanmina, the Company is required to pay Sanmina termination charges equal to (i) the contract price for all finished product existing at the time of termination; (ii) Sanmina’s cost (including labor, components and applicable mark-ups per the pricing model) for all work in process; and (iii) the cost of components ordered by Sanmina pursuant to the Agreement. Lease Commitments The Company leases space for its corporate office, which provides for a 63 month term beginning on February 1, 2016, with initial rent payments of $7.9 thousand per month that escalate annually to a maximum of $8.9 thousand per month through the expiration of the agreement. Total rent expense under this office space lease arrangement for each of the three and six months ended June 30, 2020 and 2019 was $23.1 thousand and $24.2 thousand, respectively, and $46.7 thousand and $48.3 thousand, respectively. Future minimum lease payments as of June 30, 2020 was less than $0.1 million through the term ending in 2021. Letters of Credit The Company has an irrevocable letter of credit which supports its obligations to pay or perform according to the requirements of an underlying agreement with a certain vendor. Such letter of credit has an initial term of one year, renews automatically for an additional year and can only be modified or canceled with the approval of the beneficiary. As of June 30, 2020, the letter of credit was not used. Legal Proceedings In the normal course of business, from time-to-time, the Company may be subject to claims in legal proceedings. However, the Company does not believe it is currently a party to any pending legal actions. Notwithstanding, legal proceedings are subject to inherent uncertainties and an unfavorable outcome could include monetary damages, and in such event, could result in a material adverse impact on the Company's business, financial position, results of operations or cash flows. Employment Agreements The Company has agreements with certain employees to provide certain benefits in the event of termination where the base salary and certain other benefits would amount to $1.7 million using the rate of compensation in effect at June 30, 2020. |
Stockholders_ (Deficit) Equity
Stockholders’ (Deficit) Equity | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders’ (Deficit) Equity | Stockholders’ (Deficit) Equity Adoption of 2018 Stock Plan In June 2018, the Company’s Board and stockholders adopted the 2018 Stock Plan. The 2018 Stock Plan is designed to enable the Company to offer employees, officers, directors and consultants, as defined, an opportunity to acquire a proprietary interest in the Company. The types of awards that may be granted under the 2018 Stock Plan include stock options, stock appreciation rights, restricted stock, and other stock-based awards subject to limitations under applicable law. All awards are subject to approval by the Company’s Board. The 2018 Stock Plan reserves shares of common stock for issuance in accordance with the 2018 Stock Plan’s terms. Total number of shares reserved and available for issuance under the plan is 4,150,000 shares. As of June 30, 2020, 848,950 shares remained available for grant under the 2018 Stock Plan. Restricted Stock Restricted stock activity for the six months ended June 30, 2020 is summarized as follows: Number of Weighted- Outstanding, December 31, 2019 158,336 $ 11.54 Vested (24,996) 11.54 Outstanding, June 30, 2020 133,340 $ 11.54 On May 8, 2019, the Company granted and issued 200,000 shares of restricted common stock to three consultants in connection with the provision of services pursuant to agreements entered into in April 2019. The consultants were each accredited investors. 25,000 shares vested within four months of the approval date of the agreement. The remaining 175,000 shares vest over 42 months, beginning on September 19, 2019. As of June 30, 2020, 66,660 shares have vested and 133,340 remain unvested. During the three months ended June 30, 2020 and 2019, the Company recorded $0.1 million and $0.3 million, respectively, in stock-based compensation for the restricted shares previously issued. During the six months ended June 30, 2020 and 2019, the Company recorded $0.3 million and $0.6 million, respectively, in stock-based compensation for the restricted shares previously issued. As of June 30, 2020, there was $1.4 million of unrecognized compensation expense related to restricted shares. Stock Options The following table summarizes stock option activities for the six months ended June 30, 2020: Number of Weighted Weighted Aggregate Intrinsic Value (i n thousands ) Outstanding, December 31, 2019 2,883,550 $ 2.70 8.62 $ 23,862 Granted 432,500 11.86 — — Outstanding, June 30, 2020 3,316,050 $ 3.90 8.30 $ 12,869 Exercisable, June 30, 2020 1,606,075 $ 2.35 8.10 $ 8,714 During the six months ended June 30, 2020, the Company granted certain individuals options to purchase 432,500 shares of common stock with an average exercise price of $11.86 per share, with contractual terms ranging from one ten one four All options issued and outstanding are being amortized over their respective vesting periods. During the three months ended June 30, 2020 and 2019, the Company recorded option expense of $0.6 million and $0.4 million, respectively. During the six months ended June 30, 2020 and 2019, the Company recorded option expense of $1.2 million and $0.6 million, respectively. The unrecognized compensation expense for options at June 30, 2020 was $5.9 million. Warrants During the year ended December 31, 2018, the Company issued warrants to purchase 776,350 shares of common stock at an exercise price of $1.75. The warrants expire five In January and February 2019, the Company issued warrants to purchase 300,000 shares of common stock at an exercise price of $1.75 on various dates. The warrants were issued to investors in connection with certain notes. On February 19, 2019, the Company issued warrants to the underwriters of the Company's IPO to purchase 152,081 shares of common stock at an exercise price of $6.00. The warrants expire five years from the date of issuance. The aggregate grant date fair value of these 1,228,431 warrants was $1.6 million, which was determined utilizing the Black-Scholes option pricing model. Variables used in the Black-Scholes option pricing model include (1) discount rates in the range of 2.5% to 2.8% based on the daily yield curve rates for U.S. Treasury obligations, (2) expected terms of five years based on the terms of the warrants, (3) expected volatility of 84.1% to 85.8% based on the historical volatility of comparable companies' stock, (4) no expected dividends, and (5) fair value of the Company's stock at $1.67 per share for warrants issued prior to the IPO, a value determined by the Company's Board of Directors after reviewing and considering, among other factors, a valuation report issued by an independent appraisal firm, or the fair value of the Company's stock at the closing of its IPO on February 19, 2019 of $4.87 for warrants on that day. As a result of the Company’s IPO closing on February 19, 2019, $0.7 million of unamortized discount on issuance costs were accelerated and recorded as expense, including $0.1 million for costs associated with convertible notes, $0.1 million for warrants issued in connection with the convertible notes and $0.5 million for warrants issued in connection with non-convertible notes issued prior to the IPO. Warrants issued to underwriters in connection with the IPO were treated as deal costs. PIPE Offerings On June 16, 2019, the Company entered into a private offering with certain institutional and accredited investors for the sale by the Company of 675,000 units (each a “June Unit”) of common stock issued at $14.00 per June Unit for total gross proceeds of $9.5 million. Each June Unit consisted of (i) one share of the Company’s common stock, and (ii) a warrant to purchase 0.7 shares (a total of 472,500) of common stock (each a “June Warrant”) (collectively, "June PIPE"). The June Warrants included in the June Units are exercisable at a price of $16.00 per share commencing on the date of issuance and will expire on August 23, 2024. On July 1, 2019, the Company filed a Registration Statement on Form S-1 to register for resale the common stock underlying the June Units sold with the Company's June 2019 private offering. Net proceeds from the closing of the sale of the June Units on June 19, 2019 were $8.6 million after deducting the placement agent fees and offering expenses. The grant date fair value of these 472,500 June Warrants was $4.4 million, which was determined utilizing the Black-Scholes option pricing model. Variables used in the Black-Scholes option pricing model include (1) discount rate of 1.9% based on the daily yield curve rates for U.S. Treasury obligations, (2) expected term of five years based on the term of the warrants, (3) expected volatility of 84.9% based on the historical volatility of comparable companies' stock, (4) no expected dividends, and (5) fair value of the Company's stock at $14.30 per share. On October 10, 2019, the Company entered into a private offering with certain institutional and accredited investors for the sale by the Company of 485,250 units (each an “October Unit”) of common stock issued at $12.88 per October Unit for total gross proceeds of $6.3 million. Each October Unit consisted of (i) one share of the Company’s common stock and (ii) a warrant to purchase 1.1 shares (a total of 533,775) of common stock (each an “October Warrant”) (collectively, "October PIPE"). The October Warrants included in the October Units are exercisable at a price of $12.88 per share commencing on the date of issuance and will expire on October 10, 2024. On November 8, 2019, the Company filed a Registration Statement on Form S-1 to register for resale the common stock underlying the October Units sold with the Company's October 2019 private offering. Net proceeds from the closing of the sale of the October Units on October 11, 2019 were $5.7 million after deducting the placement agent fees and offering expenses. The grant date fair value of these 533,775 October Warrants was $4.5 million, which was determined utilizing the Black-Scholes option pricing model. Variables used in the Black-Scholes option pricing model include (1) discount rate of 1.6% based on the daily yield curve rates for U.S. Treasury obligations, (2) expected term of five The fair value amount of the warrants from the two PIPE transactions were included in additional paid-in-capital as deal costs. The following table summarizes warrant activity for the six months ended June 30, 2020: Number of Weighted Weighted Aggregate Intrinsic Value ( in thousands ) Outstanding, December 31, 2019 1,374,608 $ 10.97 4.43 $ 14 Granted — — — — Exercised (40,891) 1.75 — 247 Forfeited (cashless exercise) (9,109) 1.75 — — Outstanding, June 30, 2020 1,324,608 $ 11.32 3.95 $ — Exercisable, June 30, 2020 1,324,608 $ 11.32 3.95 $ — |
Description of the Business, _2
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed interim financial statements are unaudited. These unaudited condensed interim financial statements have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission ("SEC") for interim financial information. Accordingly, they do not include all the information and notes required by generally accepted accounting principles in the United States of America ("GAAP") for complete financial statements. These unaudited condensed interim financial statements should be read in conjunction with the audited financial statements and accompanying notes as found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on March 2, 2020. In the opinion of management, the unaudited condensed interim financial statements reflect all the adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position, results of operations and cash flows for the interim periods presented. The interim results of operations are not necessarily indicative of the results that may occur for the full fiscal year. The December 31, 2019 unaudited condensed balance sheet included herein was derived from the audited financial statements, but does not include all disclosures, including notes, required by GAAP for complete financial statements. The Company operates in one reportable segment based on management’s view of its business for purposes of evaluating performance and making operating decisions. The preparation of these unaudited condensed interim financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The Company's significant estimates and assumptions include work performed but not yet billed by contract manufacturers, engineers and research organizations, the valuation of equity related instruments, depreciable lives of long-lived assets (including property and equipment and intangible assets), and the valuation allowance related to deferred taxes. Although the Company believes that its estimates and assumptions are reasonable, they are based upon information available at the time the estimates and assumptions were made. Some of these judgments can be subjective and complex, and, consequently, actual results could differ from those estimates. The coronavirus disease (“COVID-19”) pandemic has negatively impacted, and may continue to negatively impact, the macroeconomic environment in the United States and globally, including our business, financial condition and results of operations. Due to the evolving and uncertain nature of COVID-19, it is reasonably possible that it could materially impact our estimates, particularly those that require consideration of forecasted financial information, in the near to medium term. These estimates relate to certain accounts including, but not limited to, the valuation allowance related to deferred taxes, intangible assets, and other long-lived assets. The magnitude of the impact will depend on numerous evolving factors that we may not be able to accurately predict, including the duration and extent of the pandemic, the impact of federal, state, local and foreign governmental actions, consumer and provider behavior in response to the pandemic and such governmental actions, and the economic and operating conditions that we may face in the aftermath of COVID-19. |
Material Uncertainties | Material Uncertainties The Company is an early stage and emerging growth company and has not generated any revenues to date. As such, the Company is subject to all of the risks associated with early stage and emerging growth companies. Since inception, the Company has incurred losses and negative cash flows from operating activities. For the three and six months ended June 30, 2020 and 2019, the Company incurred net losses of $3.1 million and $3.0 million, respectively, and $6.4 million and $6.2 million, respectively, and had net cash flows used in operating activities for the six months ended June 30, 2020 and 2019 of $6.5 million and $5.6 million, respectively. At June 30, 2020, the Company had an accumulated deficit of $62.5 million, working capital of $36.4 million and cash, cash equivalents and restricted cash of $37.5 million. The Company does not expect to experience positive cash flows from operating activities in the near future. The Company expects its cash, cash equivalents and restricted cash on hand of $37.5 million as of June 30, 2020 will be sufficient to fund the Company's operations into the fourth quarter of 2022 but not beyond. The Company anticipates incurring operating losses for the next few years as it completes the development of its products, seeks requested regulatory clearances to market such products and supports the commercial launch of its products. These factors raise uncertainties about the Company's ability to fund operations in future years. If the Company needs to raise additional capital in order to continue to execute its business plan or a change to its business plan, including obtaining additional regulatory clearance for its products currently under development and commercializing and generating revenues from products under development, there is no assurance that additional financing will be available when needed or that management will be able to obtain financing on terms acceptable to the Company. A failure to raise sufficient capital could adversely impact the Company’s ability to achieve its intended business objectives and meet its financial obligations beyond 2022. The accompanying condensed financial statements have been prepared on a going concern basis and do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. |
Net Loss per Common Share | Net Loss per Common Share Basic net loss per common share is computed by dividing net loss available to common stockholders by the weighted-average number of common shares outstanding during the period. Diluted net loss per common share is determined using the weighted-average number of common shares outstanding during the period, adjusted for the dilutive effect of common stock equivalents. Unvested restricted stock awards contain dividend rights and are considered participating securities as contemplated for the computations of basic and diluted earnings or loss per share. These securities do not participate in losses and accordingly no such allocation has been made in the periods presented. In periods when losses are reported, the weighted-average number of common shares outstanding excludes common stock equivalents, because their inclusion would be anti-dilutive. As of June 30, 2020, potentially dilutive securities included options to purchase 3,316,050 common shares, warrants to purchase 1,324,608 common shares and unvested restricted stock of 133,340 shares. As of June 30, 2019, potentially dilutive securities included options to purchase 2,824,550 common shares, warrants to purchase 1,380,833 common shares, unvested restricted stock of 183,332 shares and 273,034 common shares convertible notes payable not converted at the Company's initial public offering ("IPO") in February 2019 due to the holders beneficially owning in excess of 4.99% of the Company's common stock after such conversion. |
Recent Accounting Standards | Recent Accounting Standards In February 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2016-02, Leases (Topic 842) ("ASC 842"), which establishes a right-of-use (“ROU”) model requiring a lessee to recognize a ROU asset and a lease liability for all leases with terms greater than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASC 842 was originally effective for fiscal years beginning after December 15, 2019, and interim periods beginning after December 15, 2020 with early adoption permitted. In October 2019, the FASB delayed the implementation of ASC 842 for private companies until fiscal years beginning after December 15, 2020. In June 2020, the FASB further delayed the implementation of ASC 842 for private companies until fiscal years beginning after December 15, 2021. Given the Company's status as an Emerging Growth Company ("EGC"), the Company will adopt ASC 842 in accordance with the private company guidance. The modified retrospective transition approach applies to leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company has the option to instead apply the provisions at the effective date without adjusting the comparative periods presented. The Company is currently evaluating the impact of this guidance on its financial position, results of operations, and cash flows. The Company does not believe that any other recently issued effective standards, or standards issued but not yet effective, if adopted, would have a material effect on the accompanying financial statements. Reclassifications |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Summary of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following ( in thousands ): June 30, December 31, Prepaid insurance $ 341 $ 94 Other prepaids and receivables 88 2 Total prepaid expenses and other current assets $ 429 $ 96 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Purchase Commitments | Year Ending December 31, Amount ( in thousands ) 2020 $ 894 2021 1,575 2022 788 Total future minimum purchase commitments $ 3,257 |
Stockholders_ (Deficit) Equity
Stockholders’ (Deficit) Equity (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Nonvested Restricted Stock Shares Activity | Restricted stock activity for the six months ended June 30, 2020 is summarized as follows: Number of Weighted- Outstanding, December 31, 2019 158,336 $ 11.54 Vested (24,996) 11.54 Outstanding, June 30, 2020 133,340 $ 11.54 |
Stock Option Activity | The following table summarizes stock option activities for the six months ended June 30, 2020: Number of Weighted Weighted Aggregate Intrinsic Value (i n thousands ) Outstanding, December 31, 2019 2,883,550 $ 2.70 8.62 $ 23,862 Granted 432,500 11.86 — — Outstanding, June 30, 2020 3,316,050 $ 3.90 8.30 $ 12,869 Exercisable, June 30, 2020 1,606,075 $ 2.35 8.10 $ 8,714 |
Warrants Activity | The following table summarizes warrant activity for the six months ended June 30, 2020: Number of Weighted Weighted Aggregate Intrinsic Value ( in thousands ) Outstanding, December 31, 2019 1,374,608 $ 10.97 4.43 $ 14 Granted — — — — Exercised (40,891) 1.75 — 247 Forfeited (cashless exercise) (9,109) 1.75 — — Outstanding, June 30, 2020 1,324,608 $ 11.32 3.95 $ — Exercisable, June 30, 2020 1,324,608 $ 11.32 3.95 $ — |
Description of the Business, _3
Description of the Business, Basis of Presentation and Summary of Significant Accounting Policies (Details Textual) $ / shares in Units, $ in Thousands | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 16, 2019USD ($) | Feb. 19, 2019shares | Jun. 30, 2020USD ($)$ / shares | Mar. 31, 2020USD ($) | Jun. 30, 2019USD ($) | Mar. 31, 2019USD ($) | Jun. 30, 2020USD ($)segment$ / sharesshares | Jun. 30, 2019USD ($)shares | Dec. 31, 2019USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Number of operating segments | segment | 1 | |||||||||
Gross proceeds from issuance of common stock | $ 9,500 | |||||||||
Net loss | $ (3,136) | $ (3,271) | $ (2,973) | $ (3,209) | $ (6,407) | $ (6,182) | ||||
Net cash provided by (used in) operating activities | (6,479) | $ (5,574) | ||||||||
Accumulated deficit | $ (62,450) | (62,450) | (62,450) | $ (56,043) | ||||||
Working capital | 36,400 | 36,400 | 36,400 | |||||||
Cash balance | 37,500 | 37,500 | 37,500 | |||||||
Inventory | $ 171 | $ 171 | $ 171 | $ 0 | ||||||
Amount of options to purchase (in shares) | shares | 3,316,050 | 2,824,550 | ||||||||
Amount of warrants to purchase (in shares) | shares | 1,324,608 | 1,380,833 | ||||||||
Amount of unvested restricted stock (in shares) | shares | 133,340 | 183,332 | ||||||||
Convertible number of equity instruments | shares | 273,034 | |||||||||
Threshold percentage of stock ownership after conversion | 4.99% | |||||||||
June 2020 Offering | ||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Issuance of shares during period, new issues (in shares) | shares | 4,216,868 | |||||||||
Gross proceeds from issuance of common stock | $ 35,000 | |||||||||
Offering price (in dollars per share) | $ / shares | $ 8.30 | $ 8.30 | $ 8.30 | |||||||
Purchase price (in dollars per share) | $ / shares | $ 7.719 | $ 7.719 | $ 7.719 | |||||||
Net proceeds from issuance of common stock | $ 32,000 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Prepaid insurance | $ 341 | $ 94 |
Other prepaids and receivables | 88 | 2 |
Total prepaid expenses and other current assets | $ 429 | $ 96 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |||||
Property and equipment, net of accumulated depreciation | $ 828 | $ 828 | $ 848 | ||
Depreciation expense | $ 100 | $ 100 | $ 100 | $ 100 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details Textual) $ in Millions | Feb. 19, 2019USD ($)shares |
Debt Disclosure [Abstract] | |
Convertible notes debt amount | $ | $ 11.8 |
Issuance of common shares for extinguishment of convertible debt (in shares) | shares | 6,825,391 |
Threshold percentage of stock ownership after conversion | 4.99% |
Convertible debt principal | $ | $ 0.1 |
Convertible number of equity instruments | shares | 273,034 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) - USD ($) | Feb. 01, 2016 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Jul. 01, 2020 |
Other Commitments [Line Items] | |||||||
Payments for milestones | $ 250,000 | ||||||
Percentage of license income entitlement | 50.00% | ||||||
Penalty payment | $ 500,000 | $ 500,000 | |||||
Purchase obligations | 3,257,000 | 3,257,000 | |||||
Future minimum lease payments | 100 | 100 | |||||
Postemployment benefits liability | 1,700,000 | 1,700,000 | |||||
Subsequent Event | |||||||
Other Commitments [Line Items] | |||||||
Penalty payment | $ 400,000 | ||||||
Office Space Lease Arrangement | |||||||
Other Commitments [Line Items] | |||||||
Term of contract | 63 months | ||||||
Rent expense | $ 23,100 | $ 24,200 | 46,700 | $ 48,300 | |||
Office Space Lease Arrangement | Minimum | |||||||
Other Commitments [Line Items] | |||||||
Monthly payments for rent | $ 7,900 | ||||||
Office Space Lease Arrangement | Maximum | |||||||
Other Commitments [Line Items] | |||||||
Monthly payments for rent | $ 8,900 | ||||||
MD Anderson | |||||||
Other Commitments [Line Items] | |||||||
Expenses from transactions with related party | 100,000 | $ 100,000 | |||||
Amount owed from related parties | $ 37,500 | ||||||
Issuance of shares during period, new issues (in shares) | 175,000 |
Commitment and Contingencies -
Commitment and Contingencies - Schedule of Purchase Commitments (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 | $ 894 |
2021 | 1,575 |
2022 | 788 |
Total future minimum purchase commitments | $ 3,257 |
Stockholders_ (Deficit) Equit_2
Stockholders’ (Deficit) Equity (Details Textual) | Oct. 10, 2019USD ($)$ / sharesshares | Sep. 19, 2019 | Jun. 19, 2019$ / sharesshares | Jun. 16, 2019USD ($)$ / sharesshares | May 08, 2019shares | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019$ / sharesshares | Feb. 28, 2019$ / sharesshares | Feb. 19, 2019USD ($)$ / sharesshares | Jan. 31, 2019$ / sharesshares | Dec. 31, 2018$ / sharesshares |
Granted (in shares) | 432,500 | ||||||||||||||
Grants in period, weighted average exercise price (in dollars per share) | $ / shares | $ 11.86 | ||||||||||||||
Share price (in dollars per share) | $ / shares | $ 4.87 | ||||||||||||||
Number of securities called by warrants (in shares) | 533,775 | 1,228,431 | |||||||||||||
Exercise price of warrants or rights (in dollars per share) | $ / shares | $ 11.32 | $ 11.32 | $ 11.32 | $ 10.97 | |||||||||||
Term of warrants and rights outstanding | 5 years | ||||||||||||||
Warrants outstanding | $ | $ 4,500,000 | $ 1,600,000 | |||||||||||||
Gross proceeds from issuance of common stock | $ | $ 9,500,000 | ||||||||||||||
Private Investment in Public Equity Offering | |||||||||||||||
Number of units issued (in shares) | 485,250 | 675,000 | |||||||||||||
Purchase price (in dollars per share) | $ / shares | $ 14 | ||||||||||||||
Number of common stock per unit (in shares) | 1 | 1 | |||||||||||||
Proceeds from PIPE Offering | $ | $ 5,700,000 | ||||||||||||||
Number of warrants per unit (in shares) | 1.1 | 0.7 | |||||||||||||
Convertible Debt | Fifth Note | |||||||||||||||
Unamortized discount remaining | $ | $ 700,000 | ||||||||||||||
Measurement Input, Discount Rate | |||||||||||||||
Warrants outstanding, measurement input | 0.016 | ||||||||||||||
Measurement Input, Expected Term | |||||||||||||||
Warrants outstanding, measurement input | 5 | ||||||||||||||
Measurement Input, Expected Dividend Payment | |||||||||||||||
Warrants outstanding, measurement input | 0 | ||||||||||||||
Measurement Input, Share Price | |||||||||||||||
Warrants outstanding, measurement input | 1.67 | ||||||||||||||
Warrant Issued Under Fourth and Fifth Note | |||||||||||||||
Number of securities called by warrants (in shares) | 776,350 | ||||||||||||||
Exercise price of warrants or rights (in dollars per share) | $ / shares | $ 1.75 | ||||||||||||||
Term of warrants and rights outstanding | 5 years | ||||||||||||||
Fifth Note | |||||||||||||||
Number of securities called by warrants (in shares) | 300,000 | 300,000 | |||||||||||||
Exercise price of warrants or rights (in dollars per share) | $ / shares | $ 1.75 | $ 1.75 | |||||||||||||
Warrants Issued to Underwriters | |||||||||||||||
Number of securities called by warrants (in shares) | 152,081 | ||||||||||||||
Exercise price of warrants or rights (in dollars per share) | $ / shares | $ 6 | ||||||||||||||
Warrants Issued in Private Investment in Public Equity Offering | |||||||||||||||
Number of securities called by warrants (in shares) | 472,500 | ||||||||||||||
Exercise price of warrants or rights (in dollars per share) | $ / shares | $ 12.88 | $ 16 | |||||||||||||
Warrants outstanding | $ | $ 4,400,000 | ||||||||||||||
Gross proceeds from issuance of common stock | $ | $ 6,300,000 | ||||||||||||||
Total proceeds from issuance or sale of equity | $ | $ 8,600,000 | ||||||||||||||
Warrants Issued in Private Investment in Public Equity Offering | Measurement Input, Discount Rate | |||||||||||||||
Warrants outstanding, measurement input | 0.019 | ||||||||||||||
Warrants Issued in Private Investment in Public Equity Offering | Measurement Input, Expected Term | |||||||||||||||
Warrants outstanding, measurement input | 5 | ||||||||||||||
Warrants Issued in Private Investment in Public Equity Offering | Measurement Input, Price Volatility | |||||||||||||||
Warrants outstanding, measurement input | 0.849 | ||||||||||||||
Warrants Issued in Private Investment in Public Equity Offering | Measurement Input, Expected Dividend Payment | |||||||||||||||
Warrants outstanding, measurement input | 0 | ||||||||||||||
Warrants Issued in Private Investment in Public Equity Offering | Measurement Input, Share Price | |||||||||||||||
Warrants outstanding, measurement input | 14.30 | ||||||||||||||
Minimum | Measurement Input, Discount Rate | |||||||||||||||
Warrants outstanding, measurement input | 0.025 | ||||||||||||||
Minimum | Measurement Input, Price Volatility | |||||||||||||||
Warrants outstanding, measurement input | 0.829 | 0.841 | |||||||||||||
Maximum | Measurement Input, Discount Rate | |||||||||||||||
Warrants outstanding, measurement input | 0.028 | ||||||||||||||
Maximum | Measurement Input, Price Volatility | |||||||||||||||
Warrants outstanding, measurement input | 0.858 | ||||||||||||||
Restricted Stock | |||||||||||||||
Shares vested in period (in shares) | 24,996 | 66,660 | |||||||||||||
Unvested shares remaining (in shares) | 133,340 | 133,340 | 133,340 | 158,336 | |||||||||||
Stock-based compensation expense | $ | $ 100,000 | $ 300,000 | $ 300,000 | $ 600,000 | |||||||||||
Unamortized expense remaining | $ | 1,400,000 | $ 1,400,000 | $ 1,400,000 | ||||||||||||
Restricted Stock | Share-based Payment Arrangement, Tranche One | |||||||||||||||
Shares vested in period (in shares) | 25,000 | ||||||||||||||
Restricted Stock | Share-based Payment Arrangement, Tranche Two | |||||||||||||||
Shares vested in period (in shares) | 175,000 | ||||||||||||||
Award vesting period | 4 months | ||||||||||||||
Share-based Payment Arrangement, Option | |||||||||||||||
Stock-based compensation expense | $ | 600,000 | $ 400,000 | $ 1,200,000 | $ 600,000 | |||||||||||
Unamortized expense remaining | $ | $ 5,900,000 | 5,900,000 | $ 5,900,000 | ||||||||||||
Aggregate grant date fair value | $ | 3,700,000 | ||||||||||||||
Fair value assumptions, expected dividend payments | $ | $ 0 | ||||||||||||||
Share-based Payment Arrangement, Option | Minimum | |||||||||||||||
Expiration term period | 1 year | ||||||||||||||
Fair value assumptions discount rate | 0.30% | ||||||||||||||
Fair value assumptions, expected term | 5 years 6 months | ||||||||||||||
Fair value assumptions, expected volatility rate | 83.10% | ||||||||||||||
Share price (in dollars per share) | $ / shares | $ 11.71 | $ 11.71 | $ 11.71 | ||||||||||||
Share-based Payment Arrangement, Option | Maximum | |||||||||||||||
Expiration term period | 10 years | ||||||||||||||
Fair value assumptions discount rate | 1.60% | ||||||||||||||
Fair value assumptions, expected term | 6 years 3 months | ||||||||||||||
Fair value assumptions, expected volatility rate | 88.00% | ||||||||||||||
Share price (in dollars per share) | $ / shares | $ 13.50 | $ 13.50 | $ 13.50 | ||||||||||||
Share-based Payment Arrangement, Option | Share-based Payment Arrangement, Tranche One | |||||||||||||||
Award vesting period | 42 months | ||||||||||||||
Share-based Payment Arrangement, Option | Share-based Payment Arrangement, Tranche One | Minimum | |||||||||||||||
Award vesting rights, percentage | 8.33% | ||||||||||||||
Share-based Payment Arrangement, Option | Share-based Payment Arrangement, Tranche One | Maximum | |||||||||||||||
Award vesting rights, percentage | 25.00% | ||||||||||||||
Share-based Payment Arrangement, Option | Share-based Payment Arrangement, Tranche Two | Minimum | |||||||||||||||
Award vesting period | 1 year | ||||||||||||||
Share-based Payment Arrangement, Option | Share-based Payment Arrangement, Tranche Two | Maximum | |||||||||||||||
Award vesting period | 4 years | ||||||||||||||
Three Consultants | Restricted Stock | |||||||||||||||
Grants of restricted stock in period (in shares) | 200,000 | ||||||||||||||
Certain Individuals | |||||||||||||||
Granted (in shares) | 432,500 | ||||||||||||||
Grants in period, weighted average exercise price (in dollars per share) | $ / shares | $ 11.86 | ||||||||||||||
2018 Stock Plan | |||||||||||||||
Common stock, capital shares reserved for future issuance (in shares) | 4,150,000 | 4,150,000 | 4,150,000 | ||||||||||||
Number of shares remaining (in shares) | 848,950 | 848,950 | 848,950 |
Stockholders_ (Deficit) Equit_3
Stockholders’ (Deficit) Equity - Restricted Stock (Details) - Restricted Stock - $ / shares | 6 Months Ended | 14 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Outstanding (in shares) | 158,336 | |
Outstanding (in dollars per share) | $ 11.54 | |
Vested (in shares) | (24,996) | (66,660) |
Vested (in dollars per share) | $ 11.54 | |
Outstanding (in shares) | 133,340 | 133,340 |
Outstanding (in dollars per share) | $ 11.54 | $ 11.54 |
Stockholders_ (Deficit) Equit_4
Stockholders’ (Deficit) Equity - Stock Options (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Equity [Abstract] | ||
Outstanding (in shares) | 2,883,550 | |
Granted (in shares) | 432,500 | |
Outstanding (in shares) | 3,316,050 | 2,883,550 |
Exercisable (in shares) | 1,606,075 | |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 2.70 | |
Granted (in dollars per share) | 11.86 | |
Outstanding, Weighted Average Exercise Price (in dollars per share) | 3.90 | $ 2.70 |
Exercisable (in dollars per share) | $ 2.35 | |
Outstanding, Weighted Average Remaining Life (Year) | 8 years 3 months 18 days | 8 years 7 months 13 days |
Exercisable, Weighted Average Remaining Life (Year) | 8 years 1 month 6 days | |
Outstanding, Aggregate Intrinsic Value | $ 12,869 | $ 23,862 |
Exercisable, Aggregate Intrinsic Value | $ 8,714 |
Stockholders_ (Deficit) Equit_5
Stockholders’ (Deficit) Equity - Warrants (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Equity [Abstract] | ||
Warrants Outstanding (in shares) | 1,374,608 | |
Warrants Granted (in shares) | 0 | |
Warrants Exercised (in shares) | (40,891) | |
Warrant forfeited (cashless exercise), shares (in shares) | (9,109) | |
Warrants Outstanding (in shares) | 1,324,608 | 1,374,608 |
Warrants Exercisable (in shares) | 1,324,608 | |
Warrants Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 10.97 | |
Warrants Granted, Weighted Average Exercise Price (in dollars per share) | 0 | |
Warrants Exercised, Weighted Average Exercise Price (in dollars per share) | 1.75 | |
Warrants Forfeited (cashless exercise), Weighted Average Exercise Price (in dollars per share) | 1.75 | |
Warrants Outstanding, Weighted Average Exercise Price (in dollars per share) | 11.32 | $ 10.97 |
Warrants Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 11.32 | |
Warrants Outstanding, Weighted Average Remaining Contractual Term (Year) | 3 years 11 months 12 days | 4 years 5 months 4 days |
Warrant Exercisable, Weighted Average Remaining Contractual Term (Year) | 3 years 11 months 12 days | |
Warrants Outstanding, Aggregate Intrinsic Value | $ 14 | |
Warrants Exercised, Aggregate Intrinsic Value | 247 | |
Warrants Outstanding, Aggregate Intrinsic Value | 0 | $ 14 |
Warrants Exercisable, Aggregate Intrinsic Value | $ 0 |