Harvard Apparatus Regenerative Technology (HRGN) 10-Q 14 Aug 18 2018 Q2 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	6 Months Ended
	Jun. 30, 2018	Aug. 10, 2018
Document Information [Line Items]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2018
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q2
Entity Registrant Name	Biostage, Inc.
Entity Central Index Key	1,563,665
Current Fiscal Year End Date	--12-31
Entity Filer Category	Smaller Reporting Company
Trading Symbol	BSTG
Entity Common Stock, Shares Outstanding		5,663,419

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Current Assets:
Cash	$ 5,806	$ 4,038
Prepaid expenses	228	289
Grant receivable	127	0
Other current assets	36	86
Total current assets	6,197	4,413
Property, plant and equipment, net	573	632
Total assets	6,770	5,045
Current liabilities:
Accounts payable	167	923
Accrued and other current liabilities	960	383
Due to related party	0	300
Warrant liability	236	16
Total current liabilities	1,363	1,622
Total liabilities	1,363	1,622
Commitments and contingencies (Note 6)
Stockholders' equity:
Preferred stock	0	0
Common stock, $0.01 par value; 120,000,000 shares authorized and 5,663,419 and 2,507,304 shares issued and outstanding as of June 30, 2018 and December 31, 2017, respectively	57	25
Additional paid-in capital	57,189	50,157
Accumulated deficit	(51,839)	(48,234)
Total stockholders' equity	5,407	3,423
Total liabilities and stockholders' equity	6,770	5,045
Series D Preferred Stock [Member]
Stockholders' equity:
Preferred stock	$ 0	$ 1,475

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Jun. 30, 2018	Dec. 31, 2017
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized	120,000,000	120,000,000
Common stock, shares issued	5,663,419	2,507,304
Common stock, shares outstanding	5,663,419	2,507,304
Undesignated Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	984,000	984,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Series D Convertible Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized	12,000	12,000
Preferred stock, shares issued	0	3,108
Preferred stock, shares outstanding	0	3,108

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Revenues	$ 0	$ 0	$ 0	$ 0
Operating expenses:
Research and development	928	2,688	1,480	4,757
Selling, general and administrative	1,105	1,039	2,033	2,018
Total operating expenses	2,033	3,727	3,513	6,775
Operating loss	(2,033)	(3,727)	(3,513)	(6,775)
Other income (expense):
Grant income	76	0	135
Change in fair value of warrant liability	(96)	124	(220)	(669)
Other expense	(7)	0	(7)	0
Total other income (expense), net	(27)	124	(92)	(669)
Net loss and comprehensive loss	$ (2,060)	$ (3,603)	$ (3,605)	$ (7,444)
Basic and diluted net loss per share	$ (0.55)	$ (1.94)	$ (1.11)	$ (4.63)
Weighted average common shares, basic and diluted	3,720	1,856	3,238	1,607

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Cash flows from operating activities
Net loss	$ (3,605)	$ (7,444)
Adjustments to reconcile net loss to net cash flows used in operating activities:
Share-based compensation expense	267	397
Depreciation	128	236
Change in fair value of warrant liability	220	669
Loss on disposal of property, plant and equipment	8	0
Changes in operating assets and liabilities:
Accounts receivable	0	42
Prepaid expenses	61	113
Grant receivable	(127)	0
Other current assets	1	115
Accounts payable	(759)	(275)
Accrued and other current liabilities	577	(46)
Net cash used in operating activities	(3,229)	(6,193)
Cash flows from investing activities
Additions to property and equipment	(89)	(125)
Cash received from sale of property, plant and equipment	64	0
Net cash used in investing activities	(25)	(125)
Cash flows from financing activities
Return of related party advance	(300)	0
Proceeds from issuance of common stock and warrants, net of offering costs	5,322	6,801
Net cash provided by financing activities	5,022	6,801
Net increase in cash	1,768	483
Cash at beginning of period	4,038	2,941
Cash at end of period	5,806	3,424
Supplemental non-cash investing activities:
Fair value of warrant liability reclassified to additional paid-in capital	0	3,150
Fair value of liability warrants issued in connection with issuance of common stock	0	3,787
Equipment purchases included in accounts payable	3	0
Conversion of Series D preferred stock into common stock	$ 1,475	$ 0

CONSOLIDATED STATEMENTS OF STOC

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - 6 months ended Jun. 30, 2018 - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock [Member]	Series D Convertible Preferred Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]
Balance at Dec. 31, 2017	$ 3,423	$ 25	$ 1,475	$ 50,157	$ (48,234)
Balance (in shares) at Dec. 31, 2017		2,507	3
Net loss	(3,605)	$ 0	$ 0	0	(3,605)
Share-based compensation	267	0	0	267	0
Issuance of common stock, net of offering costs	5,271	$ 16	$ 0	5,255	0
Issuance of common stock, net of offering costs (in shares)		1,602	0
Issuance of warrants to purchase common stock in connection with issuance of common stock above	51	$ 0	$ 0	51	0
Conversion of Series D convertible preferred stock to common stock	0	$ 16	$ (1,475)	1,459	0
Conversion of Series D convertible preferred stock to common stock (in shares)		1,554	(3)
Balance at Jun. 30, 2018	$ 5,407	$ 57	$ 0	$ 57,189	$ (51,839)
Balance (in shares) at Jun. 30, 2018		5,663	0

Overview and Basis of Presentat

Overview and Basis of Presentation	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Business Description and Basis of Presentation [Text Block]	1. Overview and Basis of Presentation Overview Biostage, Inc. (“Biostage” or the “Company”) is a biotechnology company developing bioengineered organ implants based on the Company’s novel Cellframe TM The Company’s common stock is currently traded on the OTCQB Venture Market under the symbol “BSTG”. On December 22, 2017, the Company effected a reverse stock split of its shares of common stock at a ratio of 1-for-20. All references to numbers of common shares and per-share information in this Quarterly Report on Form 10-Q have been adjusted retroactively to reflect the 1-for-20 reverse stock split. Basis of Presentation The consolidated financial statements reflect the Company’s financial position, results of operations and cash flows in conformity with accounting principles generally accepted in the United States (“GAAP”). Going Concern The Company has incurred substantial operating losses since its inception, and as of June 30, 2018 has an accumulated deficit of approximately $51.8 million and will require additional financing to fund future operations. The Company expects that its cash at June 30, 2018 of $5.8 million will enable it to fund its operating expenses and capital expenditure requirements into the first quarter of 2019. Therefore, these conditions raise substantial doubt about the Company’s ability to continue as a going concern. The Company will need to raise additional funds in future periods to fund its operations. In the event the Company does not raise additional capital from outside sources in the near future, it may be forced to curtail or cease its operations. Cash requirements and cash resource needs will vary significantly depending upon the timing and the financial and other resource needs that will be required to complete ongoing development and pre-clinical and clinical testing of products as well as regulatory efforts and collaborative arrangements necessary for the Company’s products that are currently under development. The Company will seek to raise necessary funds through a combination of public or private equity offerings, debt financings, other financing mechanisms, research grants, or strategic collaborations and licensing arrangements. The Company may not be able to obtain additional financing on terms favorable to us, if at all. The Company’s operations will be adversely affected if it is unable to raise or obtain needed funding and may materially affect the Company’s ability to continue as a going concern. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern and therefore, the financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amount and classifications of liabilities that may result from the outcome of this uncertainty. Net loss per Share Basic net loss per share is computed using the weighted average number of common shares outstanding during the period. Diluted net loss per share is computed using the sum of the weighted average number of common shares outstanding during the period and, if dilutive, the weighted average number of potential shares of common stock, including the assumed exercise of stock options, warrants, and the impact of unvested restricted stock. The Company applies the two-class method to calculate basic and diluted net loss per share attributable to common stockholders as its warrants to purchase common stock are participating securities. The two-class method is an earnings allocation formula that treats a participating security as having rights to earnings that otherwise would have been available to common stockholders. However, the two-class method does not impact the net loss per share of common stock as the Company has been in a net loss position and the warrant holders do not participate in losses. Basic and diluted shares outstanding are the same for each period presented as all common stock equivalents would be antidilutive due to the net losses incurred. Unaudited Interim Financial Information The accompanying interim consolidated balance sheet as of June 30, 2018 and consolidated interim statements of operations and comprehensive loss and cash flows for the three and six months ended June 30, 2018 and 2017 are unaudited. The interim unaudited consolidated financial statements have been prepared in accordance with GAAP on the same basis as the annual audited financial statements and, in the opinion of management, reflect all adjustments necessary for a fair statement of the Company’s financial position as of June 30, 2018 and its results of operations and cash flows for the six-month periods ended June 30, 2018 and 2017. The financial data and other information disclosed in these notes related to the three and six-month periods ended June 30, 2018 and 2017 are unaudited. The results for the three and six months ended June 30, 2018 are not necessarily indicative of results to be expected for the year ending December 31, 2018, any other interim periods or any future year or period.

Summary of Significant Accounti

Summary of Significant Accounting Policies and Recently Issued Accounting Pronouncements	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Significant Accounting Policies [Text Block]	2. Summary of Significant Accounting Policies and Recently Issued Accounting Pronouncements Summary of Significant Accounting Policies The accounting policies underlying the accompanying unaudited consolidated financial statements are those set forth in Note 2 to the financial statements for the year ended December 31, 2017 included in the Company’s Annual Report on Form 10-K. SBIR Award On March 28, 2018, the Company was awarded a Fast-Track Small Business Innovation Research (SBIR) grant by the Eunice Kennedy National Institute of Child Health and Human Development. The award for Phase I, which is expected to be earned through the third quarter of 2018, provides for the reimbursement of up to $225,000 of qualified research and development costs or expenditures. The SBIR grant has the potential to provide a total award up to $1.7 million. If Phase I is successful, and funding is available, a Phase II award of up to approximately $1.5 million would support pre-clinical testing of pediatric Cellspan™ Esophageal Implants planned to begin later in 2018. The Phase II Funds, if awarded, would be spent over an estimated two years. Grant income is recognized based on timing of when qualified research and development costs are incurred and recorded and classified as grant income in other income (expense), net in the consolidated statements of operations. Recently Adopted Accounting Pronouncements In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”) In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (“ASU 2016-18”) In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting (“ASU 2017-09”) Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s financial statements upon adoption.

Capital Stock

Capital Stock	6 Months Ended
	Jun. 30, 2018
Stockholders' Equity Note [Abstract]
Stockholders' Equity Note Disclosure [Text Block]	3. Capital Stock On December 27, 2017, the Company issued 518,000 shares of its Common stock at $2.00 per share, 3,108 shares of our Series D Convertible Preferred Stock at $1,000 per share, and warrants to purchase 3,108,000 shares of common stock at an exercise price of $2.00 per share, in exchange for aggregate gross proceeds of approximately $4.1 million in a private placement transaction of unregistered shares with a new investor. The warrants were immediately exercisable and expire in December 2022. The Company allocated $2.1 million of consideration to the warrants and included such amount in additional paid-in capital. On January 3, 2018, the Company issued 50,000 shares of our common stock to Connecticut Children’s Medical Center (“Connecticut Children’s”) at $2.00 per share and warrants to purchase 75,000 shares of common stock at an exercise price of $2.00 per share, in exchange for aggregate gross proceeds of $100,000 in a private placement transaction of unregistered shares. The warrants were immediately exercisable and expire in January 2023. The Company has allocated $51,000 Children’s. On February 20, 2018, the Company issued 302,115 shares of common stock to an investor at a purchase price of $3.31 per share for aggregate gross proceeds of approximately $1.0 million in an unregistered private placement transaction. On May 23, 2018, the Company issued 1,000,000 shares of common stock to two new investors at a purchase price of $3.60 per share for aggregate gross and net proceeds of approximately $3.6 million and $3.4 million, respectively, in an unregistered private placement. Following the issuance of these shares, the holders of Series D preferred stock exercised their right to convert all of the 3,108 outstanding shares of Series D preferred stock into 1.554 million shares of common stock as provided for under the Series D preferred stock agreement. On June 29, 2018, the Company issued 250,000 shares of common stock to an investor at a purchase price of $3.60 per share for aggregate gross and net proceeds of approximately $0.9 million and $0.8 million, respectively, in an unregistered private placement transaction.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2018
Fair Value Disclosures [Abstract]
Fair Value Disclosures [Text Block]	4. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company utilizes a valuation hierarchy for disclosure of the inputs to the valuations used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on the Company’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. The Company had no assets or liabilities classified as Level 1 or Level 2 as of June 30, 2018 and December 31, 2017. The following fair value hierarchy table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2018: Fair Value Measurement as of June 30, 2018 (In thousands) Level 1 Level 2 Level 3 Total Warrant liability $ - $ - $ 236 $ 236 Total $ - $ - $ 236 $ 236 The following fair value hierarchy table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2017: Fair Value Measurement as of December 31, 2017 (In thousands) Level 1 Level 2 Level 3 Total Warrant liability $ - $ - $ 16 $ 16 Total $ - $ - $ 16 $ 16 The following table presents a reconciliation of the Company’s liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2018: Warrant Liability (in thousands) Balance at December 31, 2017 $ 16 Change in fair value upon re-measurement 220 Balance at June 30, 2018 $ 236 There were no transfers between Level 1 and Level 2 in any of the periods reported. The Company has re-measured the warrant liability to estimated fair value at inception, prior to modification and at each reporting date using the Black-Scholes option pricing model with the following weighted average assumptions: June 30, December 31, Risk-free interest rate 2.68 % 2.09 % Expected volatility 98.4 % 85.0 % Expected term (in years) 3.6 4.1 Expected dividend yield - - Exercise price $ 8.00 $ 8.00 Market value of common stock $ 4.52 $ 0.87 Warrants to purchase shares of common stock 92,212 92,212

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2018
Share-based Compensation [Abstract]
Disclosure of Compensation Related Costs, Share-based Payments [Text Block]	5. Stock-Based Compensation Biostage 2013 Equity Incentive Plan The Company maintains the 2013 Equity Incentive Plan (the “Plan”) for the benefit of certain of its officers, employees, non-employee directors, and other key persons (including consultants and advisory board members). All options and awards granted under the Plan consist of the Company’s shares of common stock. In May 2016, the Company’s shareholders approved the increase of the number of shares of the Company’s common stock available for issuance pursuant to the Plan by 1,600,000 shares, which increased the total shares authorized to be issued under the Plan to 2,098,000 . The Company also issued equity awards under the Plan in 2013 at the time of the spin-off discussed in Note 7 below to all holders of Harvard Bioscience equity awards as part of an adjustment (the “Adjustment”) to prevent a loss of value due to the spin-off. Compensation expense recognized under the Plan relates to service provided by employees, board members and a non-employee of the Company. There was no required compensation associated with the Adjustment awards to employees who remained at Harvard Bioscience. The Company has granted options to purchase common stock and restricted stock units (RSUs) under the Plan. Stock option and restricted stock unit activity during the six months ended June 30, 2018 was as follows: Stock Options Restricted Stock Units Amount Weighted-average Amount Weighted Outstanding at December 31, 2017 167,474 $ 45.84 14,875 $ 7.68 Granted 1,239,079 2.72 - - Vested (RSUs) - - (6,228 ) 7.68 Canceled (18,201 ) 47.14 (912 ) 7.68 Outstanding at June 30, 2018 1,388,352 $ 7.34 7,735 $ 7.68 The underlying common shares for the 6,228 The Company uses the Black-Scholes option pricing model to value its stock options. The weighted average assumptions for valuing the options granted during the six months ended June 30, 2018 were as follows: Expected volatility 88.0-90.6 % Expected dividends 0.00 % Expected term 5.75-6.05 years Risk-free rate 2.65-2.78 % The Company’s outstanding stock options include 536,355 . The Company recorded equity-based compensation expense in the following expense categories of its consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 (in thousands) (in thousands) Research and development $ 69 $ 111 $ 78 $ 182 General and administrative 123 95 189 215 Total stock-based compensation $ 192 $ 206 $ 267 $ 397

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2018
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies Disclosure [Text Block]	6. Commitments and Contingencies First Pecos Breach Notice In June 2017, the Company entered into a binding Memorandum of Understanding with First Pecos, LLC (“First Pecos”), pursuant to which the Company agreed to issue to First Pecos in a private placement 9,700,000 shares of its common stock at a purchase price of $0.315 per share or, to the extent First Pecos, following the transaction, would own more than 19.9% of the Company’s common stock, shares of a new class of preferred stock of the Company with a per-share purchase price of $1,000. In October 2017, as a result of First Pecos failure to deliver the Purchase Price to the Company following satisfaction of all closing conditions in the Purchase Agreement, the Company delivered a notice to First Pecos and its manager, Leon “Chip” Greenblatt III, stating that First Pecos was in breach of the Purchase Agreement. None of the shares of common stock, shares of Preferred Stock or Warrants were issued to First Pecos. Also in October 2017, First Pecos delivered a notice to the Company stating that, as a result of alleged breaches by the Company of its obligations pursuant to the Purchase Agreement, First Pecos terminated the Purchase Agreement and demanded that the Company pay a $500,000 termination fee pursuant to the terms of the Purchase Agreement. The Company believes that it was not in breach of the Purchase Agreement at any time, and that First Pecos’ notice was unjustified and without any legal merit or factual basis. Accordingly, the Company believes that First Pecos was not entitled to terminate the Purchase Agreement, and is not entitled to any termination fee thereunder, as the failure to consummate the Pecos Placement resulted from First Pecos’ breach of the Purchase Agreement. The Company has not accrued for this liability as the Company believes the claim to be without merit. Other On April 14, 2017, representatives for the estate of a deceased individual filed a civil lawsuit in the Suffolk Superior Court, in Boston, Massachusetts, against the Company, Harvard Bioscience and other defendants. The complaint alleges that the decedent’s injury and death were caused by two tracheal implants that incorporated synthetic trachea scaffolds and a biologic component combined by the implanting surgeon with a bioreactor, and surgically implanted in the decedent in two surgeries performed in 2012 and 2013. The civil complaint seeks a non-specific sum of money to compensate the plaintiffs. This civil lawsuit relates to the Company’s first-generation trachea scaffold technology for which the Company discontinued development in 2014, and not to the Company’s current Cellframe technology nor to its lead development product candidate, the Cellspan esophageal implant. The litigation is at a relatively early stage and the Company intends to vigorously defend this case. While the Company believes that such claim lacks merit, the Company is unable to predict the ultimate outcome of such litigation. In accordance with a separation and distribution agreement between Harvard Bioscience and the Company relating to the spin-off, the Company would be required to indemnify Harvard Bioscience against losses that Harvard Bioscience may suffer as a result of this litigation. The Company has been informed by its insurance provider that the case has been accepted as an insurable claim under the Company’s product liability insurance policy. From time to time, the Company may be involved in various claims and legal proceedings arising in the ordinary course of business. Other than the above matter, there are no such matters pending that the Company expects to be material in relation to its business, financial condition, and results of operations or cash flows.

Related Party Transactions

Related Party Transactions	6 Months Ended
	Jun. 30, 2018
Related Party Transactions [Abstract]
Related Party Transactions Disclosure [Text Block]	7. Related Party Transactions Relationship with Harvard Bioscience On October 31, 2013, Harvard Bioscience, Inc. contributed its regenerative medicine business assets, plus $15 million of cash, into Biostage pursuant to the spin-off. On November 1, 2013, the spin-off of the Company from Harvard Bioscience was completed. On that date, the Company became an independent company that operates the regenerative medicine business previously owned by Harvard Bioscience. The spin-off was completed through the distribution of all the shares of common stock of Biostage to Harvard Bioscience stockholders. At the time of the spin-off, the Company entered into a 10-year product distribution agreement with Harvard Bioscience under which each company will become the exclusive distributor for the other party for products such other party develops for sale in the markets served by the other. In addition, Harvard Bioscience has agreed that except for certain existing activities of its German subsidiary, to the extent that any Harvard Bioscience business desires to resell or distribute any bioreactor that is then manufactured by the Company, the Company will be the exclusive manufacturer of such bioreactors and Harvard Bioscience will purchase such bioreactors from the Company. On November 3, 2017, in exchange for settlement of approximately $0.1 million of outstanding rent and operating expenses due to Harvard Bioscience, Biostage sold all of its current stock of research bioreactor parts, a royalty free perpetual sublicensable and transferable right and license to use the intellectual property, including but not limited to certain patents covering research bioreactors, and relinquished exclusive manufacturing or distribution rights with respect to research bioreactors to Harvard Bioscience. The Company had ceased the manufacture of research bioreactors in late 2016, to concentrate its efforts solely development of its clinical product candidates. This settlement only covers research bioreactors, not to be used for clinical purposes. The Company retains full exclusive rights to all assets and rights associated with the clinical bioreactor used in the development of the Company’s current Cellframe technology. Due to Related Party In connection with the Company’s private placement transaction in December 2017, an investor placed a deposit in the amount of $0.3 million with the Company, which was subsequently repaid in January 2018.

Net loss per Share

Net loss per Share	6 Months Ended
	Jun. 30, 2018
Earnings Per Share [Abstract]
Earnings Per Share [Text Block]	8. Net Loss Per Share The following potential common shares were excluded from the calculation of diluted net loss per share attributable to common stockholders for the six months ended June 30, 2018 and 2017 because including them would have had an anti-dilutive effect: Six Months Ended June 30, 2018 2017 Unvested restricted common stock units 7,735 20,237 Warrants to purchase common stock 4,178,647 1,128,041 Options to purchase common stock 1,388,352 263,528 Total 5,574,734 1,411,806

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2018
Income Tax Disclosure [Abstract]
Income Tax Disclosure [Text Block]	9. Income Taxes The Company did not provide for any income taxes in its statement of operations for the three and six months ended June 30, 2018 and 2017. The Company has provided a valuation allowance for the full amount of its net deferred tax assets because, at June 30, 2018 and December 31, 2017, it was more likely than not that any future benefit from deductible temporary differences and net operating loss and tax credit carryforwards would not be realized. The Company has not recorded any amounts for unrecognized tax benefits as of June 30, 2018 or December 31, 2017. As of June 30, 2018 and December 31, 2017, the Company had no accrued interest or tax penalties recorded related to income taxes. The Company is subject to U.S. federal income tax and Massachusetts state income tax. The statute of limitations for assessment by the IRS and state tax authorities is open for all periods from inception through December 31, 2017; currently, no federal or state income tax returns are under examination by the respective taxing authorities. Under the provisions of the Internal Revenue Code, the net operating loss and tax credit carryforwards are subject to review and possible adjustment by the Internal Revenue Service and state tax authorities. Net operating loss and tax credit carryforwards may become subject to an annual limitation in the event of certain cumulative changes in the ownership interest of significant shareholders over a three-year period in excess of 50 percent, as defined under Sections 382 and 383 of the Internal Revenue Code, respectively, as well as similar state provisions. This could limit the amount of tax attributes that can be utilized annually to offset future taxable income or tax liabilities. The amount of the annual limitation is determined based on the value of the Company immediately prior to the ownership change. Subsequent ownership changes may further affect the limitation in future years. The Company has recently completed several equity financings transactions which have either individually or cumulatively resulted in a change in control as defined by Sections 382 and 383 of the Internal Revenue Code, or could result in a change in control in the future. The Company does not believe the impact of any limitation on the use of its net operating loss or credit carryforwards will have a material impact on the Company’s consolidated financial statements since the Company has a full valuation allowance against its deferred tax assets due to the uncertainty regarding future taxable income for the foreseeable future. As provided for in SEC Staff Accounting Bulletin No. 118, which addresses the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Cut and Jobs Act, or TCJA, the Company is still in the process of analyzing the impact to the Company of the TCJA. The eventual impact to the Company’s financial statements of the TCJA may differ from the provisional amounts due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take as a result of the TCJA. The accounting is expected to be complete when the Company’s 2017 U.S. corporate income tax return is filed in 2018. For all periods through June 30, 2018, the Company generated research credits but has not conducted a study to document the qualified activities. This study may result in an adjustment to the Company's research and development credit carryforwards; however, until a study is completed and any adjustment is known, no amounts are being presented as an uncertain tax position. A full valuation allowance has been provided against the Company's research and development credits and, if an adjustment is required, this adjustment would be offset by an adjustment to the deferred tax asset established for the research and development credit carryforwards and the valuation allowance.

Headcount Reduction in 2017

Headcount Reduction in 2017	6 Months Ended
	Jun. 30, 2018
Restructuring and Related Activities [Abstract]
Restructuring, Impairment, and Other Activities Disclosure [Text Block]	10. Headcount Reduction in 2017 During October and November 2017 and in an effort to conserve cash, the Company completed a reduction in headcount of 20 of its employees. In addition, officers of the Company agreed to a temporary reduction and deferral in their salaries of 50% effective November 2017. During the first quarter of 2018, the salaries paid to the officers of the Company were increased to approximately 80% of the contracted amounts. The Company has accrued the $104,000 difference between the officers’ contracted rates and amounts paid as of June 30, 2018, which the Company paid in July 2018. In the quarter ended December 31, 2017, the Company recorded charges for termination benefits in connection with the headcount reduction of approximately $99,000 for employee severance and related costs, which was recorded in accrued expenses and other current liabilities at December 31, 2017. The Company paid the entire amount of $99,000 in January and February 2018.

Summary of Significant Accoun17

Summary of Significant Accounting Policies and Recently Issued Accounting Pronouncements (Policies)	6 Months Ended
	Jun. 30, 2018
Accounting Policies [Abstract]
Research and Development Expense, Policy [Policy Text Block]	SBIR Award On March 28, 2018, the Company was awarded a Fast-Track Small Business Innovation Research (SBIR) grant by the Eunice Kennedy National Institute of Child Health and Human Development. The award for Phase I, which is expected to be earned through the third quarter of 2018, provides for the reimbursement of up to $225,000 of qualified research and development costs or expenditures. The SBIR grant has the potential to provide a total award up to $1.7 million. If Phase I is successful, and funding is available, a Phase II award of up to approximately $1.5 million would support pre-clinical testing of pediatric Cellspan™ Esophageal Implants planned to begin later in 2018. The Phase II Funds, if awarded, would be spent over an estimated two years. Grant income is recognized based on timing of when qualified research and development costs are incurred and recorded and classified as grant income in other income (expense), net in the consolidated statements of operations.
Recently Adopted Accounting Pronouncements [Policy Text Block]	Recently Adopted Accounting Pronouncements In August 2016, the FASB issued ASU No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (“ASU 2016-15”) In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (“ASU 2016-18”) In May 2017, the FASB issued ASU 2017-09, Compensation-Stock Compensation (Topic 718): Scope of Modification Accounting (“ASU 2017-09”)
New Accounting Pronouncements, Policy [Policy Text Block]	Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s financial statements upon adoption.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2018
Fair Value Disclosures [Abstract]
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block]	The following fair value hierarchy table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of June 30, 2018: Fair Value Measurement as of June 30, 2018 (In thousands) Level 1 Level 2 Level 3 Total Warrant liability $ - $ - $ 236 $ 236 Total $ - $ - $ 236 $ 236 The following fair value hierarchy table presents information about the Company’s financial assets and liabilities measured at fair value on a recurring basis as of December 31, 2017: Fair Value Measurement as of December 31, 2017 (In thousands) Level 1 Level 2 Level 3 Total Warrant liability $ - $ - $ 16 $ 16 Total $ - $ - $ 16 $ 16
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block]	The following table presents a reconciliation of the Company’s liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2018: Warrant Liability (in thousands) Balance at December 31, 2017 $ 16 Change in fair value upon re-measurement 220 Balance at June 30, 2018 $ 236
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Table Text Block]	The Company has re-measured the warrant liability to estimated fair value at inception, prior to modification and at each reporting date using the Black-Scholes option pricing model with the following weighted average assumptions: June 30, December 31, Risk-free interest rate 2.68 % 2.09 % Expected volatility 98.4 % 85.0 % Expected term (in years) 3.6 4.1 Expected dividend yield - - Exercise price $ 8.00 $ 8.00 Market value of common stock $ 4.52 $ 0.87 Warrants to purchase shares of common stock 92,212 92,212

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	6 Months Ended
	Jun. 30, 2018
Stock Based Compensation [Line Items]
Share-based Compensation, Activity [Table Text Block]	The Company has granted options to purchase common stock and restricted stock units (RSUs) under the Plan. Stock option and restricted stock unit activity during the six months ended June 30, 2018 was as follows: Stock Options Restricted Stock Units Amount Weighted-average Amount Weighted Outstanding at December 31, 2017 167,474 $ 45.84 14,875 $ 7.68 Granted 1,239,079 2.72 - - Vested (RSUs) - - (6,228 ) 7.68 Canceled (18,201 ) 47.14 (912 ) 7.68 Outstanding at June 30, 2018 1,388,352 $ 7.34 7,735 $ 7.68
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]	The weighted average assumptions for valuing the options granted during the six months ended June 30, 2018 were as follows: Expected volatility 88.0-90.6 % Expected dividends 0.00 % Expected term 5.75-6.05 years Risk-free rate 2.65-2.78 %
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block]	The Company recorded equity-based compensation expense in the following expense categories of its consolidated statements of operations: Three Months Ended June 30, Six Months Ended June 30, 2018 2017 2018 2017 (in thousands) (in thousands) Research and development $ 69 $ 111 $ 78 $ 182 General and administrative 123 95 189 215 Total stock-based compensation $ 192 $ 206 $ 267 $ 397

Net loss per Share (Tables)

Net loss per Share (Tables)	6 Months Ended
	Jun. 30, 2018
Earnings Per Share [Abstract]
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]	The following potential common shares were excluded from the calculation of diluted net loss per share attributable to common stockholders for the six months ended June 30, 2018 and 2017 because including them would have had an anti-dilutive effect: Six Months Ended June 30, 2018 2017 Unvested restricted common stock units 7,735 20,237 Warrants to purchase common stock 4,178,647 1,128,041 Options to purchase common stock 1,388,352 263,528 Total 5,574,734 1,411,806

Overview and Basis of Present21

Overview and Basis of Presentation (Details Textual) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Overview And Basis Of Presentation [Line Items]
Retained Earnings (Accumulated Deficit)	$ (51,839)	$ (48,234)
Cash	$ 5,806	$ 4,038

Summary of Significant Accoun22

Summary of Significant Accounting Policies and Recently Issued Accounting Pronouncements (Details Textual) - USD ($)	1 Months Ended	6 Months Ended
	Mar. 28, 2018	Jun. 30, 2018
Basic And Diluted Earnings Per Share [Line Items]
Maximum research and development expenses reimbursement	$ 225,000
Research and Development Arrangement, Contract to Perform for Others, Description and Terms		The SBIR grant has the potential to provide a total award up to $1.7 million. If Phase I is successful, and funding is available, a Phase II award of up to approximately $1.5 million would support pre-clinical testing of pediatric Cellspan™ Esophageal Implants planned to begin later in 2018. The Phase II Funds, if awarded, would be spent over an estimated two years.

Capital Stock (Details Textual)

Capital Stock (Details Textual) - USD ($)	Jan. 03, 2018	Jun. 29, 2018	May 23, 2018	Dec. 27, 2017	Feb. 20, 2017	Jun. 30, 2018	Jun. 30, 2017	Feb. 20, 2018	Dec. 31, 2017
Class of Warrant or Right, Number of Securities Called by Warrants or Rights						92,212			92,212
Class of Warrant or Right, Exercise Price of Warrants or Rights						$ 8			$ 8
Proceeds from Issuance of Private Placement		$ 900,000	$ 3,600,000	$ 4,100,000		$ 5,322,000	$ 6,801,000
Proceeds from Warrant Exercises				$ 2,100,000
Stock Issued During Period, Shares, New Issues		250,000
Share Price						$ 4.52			$ 0.87
Stock Issued During Period, Value, New Issues		$ 800,000	$ 3,400,000		$ 1,000,000	$ 5,271,000
Warrants and Rights Outstanding	$ 51,000
Shares Issued, Price Per Share		$ 3.60	$ 3.60
Common Stock [Member]
Class of Warrant or Right, Number of Securities Called by Warrants or Rights	75,000			3,108,000
Class of Warrant or Right, Exercise Price of Warrants or Rights	$ 2
Stock Issued During Period, Shares, New Issues	50,000			518,000		1,602,000
Share Price	$ 2			$ 2
Stock Issued During Period, Value, New Issues						$ 16,000
Private Placement [Member]
Stock Issued During Period, Shares, New Issues			1,000,000		302,115
Share Price								$ 3.31
Proceeds from Issuance of Common Stock	$ 100,000
Series D Preferred Stock [Member]
Preferred Stock, Shares Issued				3,108
Preferred Stock, Par or Stated Value Per Share				$ 1,000
Class of Warrant or Right, Exercise Price of Warrants or Rights				$ 2
Conversion of Stock, Shares Converted			3,108
Conversion of Stock, Shares Issued			1,554,000

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($) $ in Thousands	Jun. 30, 2018	Dec. 31, 2017
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	$ 236	$ 16
Warrant [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	236	16
Fair Value, Inputs, Level 1 [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	0	0
Fair Value, Inputs, Level 1 [Member] | Warrant [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	0	0
Fair Value, Inputs, Level 2 [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	0	0
Fair Value, Inputs, Level 2 [Member] | Warrant [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	0	0
Fair Value, Inputs, Level 3 [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	236	16
Fair Value, Inputs, Level 3 [Member] | Warrant [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value	$ 236	$ 16

Fair Value Measurements (Deta25

Fair Value Measurements (Details 1) $ in Thousands	6 Months Ended
	Jun. 30, 2018USD ($)
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Beginning Balance	$ 16
Ending Balance	236
Fair Value, Inputs, Level 3 [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Beginning Balance	16
Ending Balance	236
Warrant [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Beginning Balance	16
Ending Balance	236
Warrant [Member] | Fair Value, Inputs, Level 3 [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Beginning Balance	16
Change in fair value upon re-measurement	220
Ending Balance	$ 236

Fair Value Measurements (Deta26

Fair Value Measurements (Details 2)	Jun. 30, 2018$ / sharesshares	Dec. 31, 2017$ / sharesshares
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Exercise price	$ 8	$ 8
Market value of common stock	$ 4.52	$ 0.87
Warrants to purchase shares of common stock | shares	92,212	92,212
Measurement Input, Risk Free Interest Rate [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	2.68	2.09
Measurement Input, Price Volatility [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	98.4	85
Measurement Input, Expected Term [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Term	3 years 7 months 6 days	4 years 1 month 6 days
Measurement Input, Expected Dividend Rate [Member]
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items]
Warrants and Rights Outstanding, Measurement Input	0	0

Stock-Based Compensation (Detai

Stock-Based Compensation (Details) - $ / shares	1 Months Ended	6 Months Ended
	May 31, 2016	Jun. 30, 2018
Stock Options Amount, Granted | shares	1,600,000
Restricted Stock Units (RSUs) [Member]
Restricted Stock Units Amount, Balance | shares		14,875
Restricted Stock Units Amount, Granted | shares		0
Restricted Stock Units Amount, Vested (RSUs) | shares		(6,228)
Restricted Stock Units Amount, Cancelled | shares		(912)
Restricted Stock Units Amount, Balance | shares		7,735
Weighted-average grant date fair value, Balance | $ / shares		$ 7.68
Weighted-average grant date fair value, Granted | $ / shares		0
Weighted-average grant date fair value, Vested (RSUs) | $ / shares		7.68
Weighted-average grant date fair value, Cancelled | $ / shares		7.68
Weighted-average grant date fair value, Balance | $ / shares		$ 7.68
Employee Stock Option [Member]
Stock Options Amount, Balance | shares		167,474
Stock Options Amount, Granted | shares		1,239,079
Stock Options Amount, Vested (RSUs) | shares		0
Stock Options Amount, Cancelled | shares		(18,201)
Stock Options Amount, Balance | shares		1,388,352
Weighted-average exercise price, Balance | $ / shares		$ 45.84
Weighted-average exercise price, Granted | $ / shares		2.72
Weighted-average exercise price, Vested (RSUs) | $ / shares		0
Weighted-average exercise price, Cancelled | $ / shares		47.14
Weighted-average exercise price, Balance | $ / shares		$ 7.34

Stock-Based Compensation (Det28

Stock-Based Compensation (Details 1)	6 Months Ended
	Jun. 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Expected volatility, Maximum	90.60%
Expected volatility, Minimum	88.00%
Expected dividends	0.00%
Risk-free rate , Minimum	2.65%
Risk-free rate , Maximum	2.78%
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Expected term	6 years 18 days
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items]
Expected term	5 years 9 months

Stock-Based Compensation (Det29

Stock-Based Compensation (Details 2) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017	Jun. 30, 2018	Jun. 30, 2017
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 192	$ 206	$ 267	$ 397
Research and development [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	69	111	78	182
General and administrative [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Total stock-based compensation	$ 123	$ 95	$ 189	$ 215

Stock-Based Compensation (Det30

Stock-Based Compensation (Details Textual) - shares	1 Months Ended	6 Months Ended
	May 31, 2016	Jun. 30, 2018
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized	2,098,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross	1,600,000
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number		536,355
Restricted Stock Units (RSUs) [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period		6,228

Commitments and Contingencies (

Commitments and Contingencies (Details Textual) - USD ($)	1 Months Ended
	Jun. 30, 2017	Jun. 30, 2018	Jan. 03, 2018	Dec. 31, 2017	Dec. 27, 2017	Oct. 31, 2017
Loss Contingencies [Line Items]
Share Price		$ 4.52		$ 0.87
Common Stock [Member]
Loss Contingencies [Line Items]
Share Price			$ 2		$ 2
First Pecos, LLC [Member]
Loss Contingencies [Line Items]
Private Placement Shares to be Issued	9,700,000
Precentage of Company Common Stock	19.90%
Loss Contingencies						$ 500,000
First Pecos, LLC [Member] | Common Stock [Member]
Loss Contingencies [Line Items]
Share Price	$ 0.315
First Pecos, LLC [Member] | Preferred Stock [Member]
Loss Contingencies [Line Items]
Share Price	$ 1,000

Related Party Transactions (Det

Related Party Transactions (Details Textual) - USD ($) $ in Millions	1 Months Ended	6 Months Ended
	Oct. 31, 2013	Jun. 30, 2018	Nov. 03, 2017
Related Party Transaction [Line Items]
Due from Related Parties, Current		$ 0.3
Product Distribution Agreement Term		10 years
Harvard Bioscience [Member]
Related Party Transaction [Line Items]
Proceeds from Contributions from Parent	$ 15
Accrued Rent, Current			$ 0.1

Net loss per Share (Details)

Net loss per Share (Details) - shares	6 Months Ended
	Jun. 30, 2018	Jun. 30, 2017
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	5,574,734	1,411,806
Restricted Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	7,735	20,237
Warrant [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	4,178,647	1,128,041
Employee Stock Option [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount	1,388,352	263,528

Headcount Reduction in 2017 (De

Headcount Reduction in 2017 (Details Textual)	1 Months Ended	2 Months Ended	3 Months Ended	6 Months Ended
	Feb. 28, 2018USD ($)	Nov. 30, 2017USD ($)	Mar. 31, 2018	Jun. 30, 2018USD ($)
Restructuring and Related Cost, Expected Number of Positions Eliminated		20
Restructuring Costs		$ 99,000
Restructuring and Related Cost, Description		In addition, officers of the Company agreed to a temporary reduction in their salaries by 50% effective November 2017.
Percentage of Salary of Officers on Contracted Rate			80.00%
Payments for Postemployment Benefits	$ 99,000
Salary and Wage, Officer, Excluding Cost of Good and Service Sold				$ 104,000