Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 12, 2020 | |
Document And Entity Information | ||
Entity Registrant Name | Pulmatrix, Inc. | |
Entity Central Index Key | 0001574235 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 25,421,257 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 24,402 | $ 23,440 |
Accounts receivable | 7,200 | |
Prepaid expenses and other current assets | 1,845 | 777 |
Total current assets | 26,247 | 31,417 |
Property and equipment, net | 317 | 270 |
Operating lease right-of-use asset | 477 | 630 |
Long-term restricted cash | 204 | 204 |
Goodwill | 3,577 | 3,577 |
Total assets | 30,822 | 36,098 |
Current liabilities: | ||
Accounts payable | 1,274 | 600 |
Accrued expenses | 3,548 | 2,514 |
Operating lease liability | 511 | 675 |
Deferred revenue | 12,026 | 13,411 |
Total current liabilities | 17,359 | 17,200 |
Deferred revenue, net of current portion | 6,527 | 7,879 |
Total liabilities | 23,886 | 25,079 |
Commitments (Note 8) | ||
Stockholders' Equity: | ||
Preferred stock, $0.0001 par value - 500,000 authorized and 0 issued and outstanding at March 31, 2020 and December 31, 2019 | ||
Common stock, $0.0001 par value - 200,000,000 shares authorized; 20,521,304 and 19,994,560 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively. | 2 | 2 |
Additional paid-in capital | 226,781 | 226,178 |
Accumulated deficit | (219,847) | (215,161) |
Total stockholders' equity | 6,936 | 11,019 |
Total liabilities and stockholders' equity | $ 30,822 | $ 36,098 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 500,000 | 500,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 20,521,304 | 19,994,560 |
Common stock, shares outstanding | 20,521,304 | 19,994,560 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenues | $ 2,762 | |
Operating expenses | ||
Research and development | 5,287 | 2,176 |
General and administrative | 2,212 | 1,987 |
Impairment of goodwill | 794 | |
Total operating expenses | 7,499 | 4,957 |
Loss from operations | (4,737) | (4,957) |
Other income (expense) | ||
Interest income | 52 | 4 |
Settlement expense | (200) | |
Other expenses, net | (1) | (3) |
Net loss | $ (4,686) | $ (5,156) |
Net loss per share, basic and diluted | $ (0.23) | $ (0.74) |
Weighted average shares used to compute basic and diluted net loss per share | 20,469,457 | 6,944,513 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2018 | $ 206,409 | $ (194,565) | $ 11,844 | |
Balance, shares at Dec. 31, 2018 | 4,932,723 | |||
Adjustment for reverse stock split, shares | 2,717 | |||
Issuance of common stock, net of issuance costs | $ 1 | $ 2,978 | $ 2,979 | |
Issuance of common stock, net of issuance costs, shares | 2,394,955 | |||
Exercise of pre-funded warrants | 70 | 70 | ||
Exercise of pre-funded warrants, shares | 697,500 | |||
Share-based compensation | 459 | 459 | ||
Net loss | (5,156) | (5,156) | ||
Balance at Mar. 31, 2019 | $ 1 | 209,916 | (199,721) | 10,196 |
Balance, shares at Mar. 31, 2019 | 8,027,895 | |||
Balance at Dec. 31, 2019 | $ 2 | 226,178 | (215,161) | 11,019 |
Balance, shares at Dec. 31, 2019 | 19,994,560 | |||
Exercise of pre-funded warrants | ||||
Exercise of pre-funded warrants, shares | 300,000 | |||
Exercise of common stock options | 21 | 21 | ||
Exercise of common stock options, shares | 19,997 | |||
Exercise of warrants | 239 | 239 | ||
Exercise of warrants, shares | 206,747 | |||
Share-based compensation | 343 | 343 | ||
Net loss | (4,686) | (4,686) | ||
Balance at Mar. 31, 2020 | $ 2 | $ 226,781 | $ (219,847) | $ 6,936 |
Balance, shares at Mar. 31, 2020 | 20,521,304 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (4,686) | $ (5,156) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 51 | 50 |
Amortization of operating lease right-of-use asset | 153 | 141 |
Stock-based compensation | 343 | 459 |
Impairment of goodwill | 794 | |
Changes in operating assets and liabilities: | ||
Accounts receivable | 7,200 | |
Prepaid expenses and other current assets | (1,068) | (519) |
Accounts payable | 672 | 428 |
Accrued expenses | 1,034 | 494 |
Operating lease liability | (164) | (147) |
Deferred revenue | (2,737) | |
Net cash provided by (used in) operating activities | 798 | (3,456) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (96) | (10) |
Net cash used in investing activities | (96) | (10) |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock, net of issuance costs | 2,979 | |
Proceeds from exercise of common stock options | 21 | |
Proceeds from exercise of warrants | 239 | |
Proceeds from exercise of pre-funded warrants | 70 | |
Net cash provided by financing activities | 260 | 3,049 |
Net increase (decrease) in cash, cash equivalents and restricted cash | 962 | (417) |
Cash, cash equivalents and restricted cash - beginning of period | 23,644 | 2,767 |
Cash, cash equivalents and restricted cash - end of period | 24,606 | 2,350 |
Supplemental disclosures of non-cash investing and financing information: | ||
Fixed asset purchases in accounts payable | 2 | |
Operating lease right-of-use asset obtained in exchange for operating lease obligation | $ 1,213 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. Organization Pulmatrix, Inc. (the “Company”) was incorporated in 2013 as a Nevada corporation and converted to a Delaware corporation in September 2013. On June 15, 2015, the Company completed a merger with Pulmatrix Operating Company, changed its name from Ruthigen, Inc. to “Pulmatrix, Inc.” and relocated its corporate headquarters to Lexington, Massachusetts. Pulmatrix, Inc. is a clinical stage biotechnology company focused on the discovery and development of a novel class of inhaled therapeutic products. The Company’s proprietary dry powder delivery platform, iSPERSE™ (inhaled Small Particles Easily Respirable and Emitted), is engineered to deliver small, dense particles with highly efficient dispersibility and delivery to the airways, which can be used with an array of dry powder inhaler technologies and can be formulated with a variety of drug substances. The Company is developing a pipeline of iSPERSE-based therapeutic candidates targeted at prevention and treatment of a range of respiratory and other diseases and infections with significant unmet medical needs. On February 5, 2019, the Company effectuated a 1-for-10 reverse stock split of its issued and outstanding shares of common stock (the “Reverse Stock Split”) pursuant to which every 10 shares of the Company’s issued and outstanding common stock were automatically converted into one share of common stock. Accordingly, all common share and per share data are retrospectively restated to give effect of the Reverse Stock Split for all periods presented herein. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Recent Accounting Standards | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Recent Accounting Standards | 2. Summary of Significant Accounting Policies and Recent Accounting Standards Basis of Presentation Principles of Consolidation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on a going concern basis in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting and as required by Regulation S-X, Rule 10-01. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (including those which are normal and recurring) considered necessary for a fair presentation of the interim financial information have been included. When preparing financial statements in conformity with GAAP, the Company must make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures at the date of the financial statements. Actual results could differ from those estimates. Additionally, operating results for the three months ended March 31, 2020, are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending December 31, 2020. For further information, refer to the financial statements and footnotes included in the Company’s annual financial statements for the fiscal year ended December 31, 2019, which are included in the Company’s annual report on Form 10-K filed with the SEC on March 26, 2020. Use of Estimates In preparing condensed consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of expenses during the reporting period. Due to inherent uncertainty involved in making estimates, actual results may differ from these estimates. On an ongoing basis, the Company evaluates its estimates and assumptions. These estimates and assumptions include valuing equity securities in share-based payments, estimating the useful lives of depreciable and amortizable assets, interest borrowing rate, valuation allowance against deferred tax assets, goodwill impairment, and estimating the fair value of long-lived assets to assess whether impairment charges may apply. Concentrations of Credit Risk and Off-Balance Sheet Arrangements Cash is a financial instrument that potentially subjects the Company to concentrations of credit risk. For all periods presented, substantially all of the Company’s cash was deposited in an account at a single financial institution that management believes is creditworthy. The Company is exposed to credit risk in the event of default by these financial institutions for amounts in excess of the Federal Deposit Insurance Corporation insured limits. The Company has not incurred any losses to date. We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors. Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents consist of cash, checking accounts and money market accounts. The following table provides a reconciliation of cash, cash equivalents and restricted cash as reported in the condensed consolidated balance sheets that sum to the total of the same amounts in the statement of cash flows. Three months ended March 31 2020 2019 Cash and cash equivalents $ 24,402 $ 2,146 Restricted cash 204 204 Total cash, cash equivalents and restricted cash $ 24,606 $ 2,350 Goodwill Goodwill represents the difference between the consideration transferred and the fair value of the net assets acquired, and liabilities assumed under the acquisition method of accounting for push-down accounting. Goodwill is not amortized but is evaluated for impairment within the Company’s single reporting unit on an annual basis during the fourth quarter, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the Company’s reporting unit below its carrying amount. When performing the impairment assessment, the accounting standard for testing goodwill for impairment permits a company to first assess the qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the goodwill is impaired. If the Company believes, as a result of the qualitative assessment, that it is more likely than not that the fair value of goodwill is impaired, the Company then must perform a quantitative analysis to determine if the carrying value of the reporting entity exceeds its fair value. The impact of the novel coronavirus (“COVID-19”) pandemic was considered in the Company’s qualitative assessment. Currently, there has not been a significant impact on the carrying value of the Company, but this factor will continue to be evaluated. Recently Adopted Accounting Standards In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2020 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Prepaid Expenses and Other Current Assets | 3. Prepaid Expenses and Other Current Assets Prepaid expenses consisted of the following: At March 31, 2020 At December 31, 2019 Prepaid Insurance $ 157 $ 202 Prepaid Clinical Trials 1,508 322 Prepaid Other 130 221 Deferred Operating Costs 50 32 Total prepaid and other current assets $ 1,845 $ 777 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 4. Accrued Expenses and Other Current Liabilities Accrued expenses consisted of the following: At March 31, 2020 At December 31, 2019 Accrued vacation $ 87 $ 42 Accrued wages and incentive 294 527 Accrued clinical & consulting 2,973 1,820 Accrued legal & patent 141 85 Accrued other expenses 53 40 Total accrued expenses $ 3,548 $ 2,514 |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Common Stock | 5. Common Stock 2020 Exercise of Warrants On December 31, 2019, 300,000 pre-funded warrants were exercised, the Company collected proceeds of $3 and 300,000 shares of common stock were issued on January 2, 2020. During the three months ended March 31, 2020, warrants to purchase 176,747 shares of common stock issued in April 2019 were exercised for cash, and the Company collected proceeds of $239. On February 4, 2020, 146,084 warrants issued in February 2019 were exercised cashlessly, and 30,000 shares of common stock were issued. Exercise of Stock Options During the three months ended March 31, 2020, stock options to buy 19,997 shares were exercised, and the Company collected proceeds of $21. 2019 Confidential Marketed Public Offering (“CMPO”) On January 31, 2019 and February 4, 2019, the Company closed two CMPOs, pursuant to which the Company sold 156,118 and 532,353 shares of common stock, respectively, at $1.70 per share and issued warrants to exercise 10,151 and 34,605 shares of common stock, respectively, to underwriters at an exercise price of $2.125 per share with expiration dates of January 26, 2024 and January 30, 2024, respectively. Prior to deducting fees and commissions for both offerings, the Company recorded aggregate gross proceeds of approximately $1,170. Registered Direct Offering On February 12, 2019, the Company sold 1,706,484 shares at $1.465 per share for gross proceeds of approximately $2,500. In this registered direct offering, the Company issued warrants to purchase 1,706,484 shares of its common stock to investors with an exercise price of $1.34 per share and an expiration date of August 12, 2024. In addition, the Company issued warrants to purchase 110,922 shares of its common stock to underwriters with an exercise price of $1.8313 per share and an expiration date of February 7, 2024. Exercise of Warrants During the period ended March 31, 2019, 697,500 pre-funded warrants, which were issued as part of the November 2018 securities purchase agreement with an institutional investor, were exercised and the Company recorded $70 in net proceeds. For the period ending March 31, 2019, after giving effect to fees, commissions and other expenses of approximately $691, the Company recorded net proceeds of $3,049 in aggregate for the sale of the CMPOs, the registered direct offering and the pre-funded warrant exercises. |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Warrants | 6. Warrants A rollforward of the common stock warrants outstanding at March 31, 2020 is as follows. Number of Weighted Weighted Aggregate Outstanding December 31, 2019 18,953,195 $ 3.55 4.17 $ — Warrants exercised (322,831 ) $ (0.74 ) Pre-funded warrants exercised (300,000 ) $ (0.01 ) Outstanding March 31, 2020 18,330,364 $ 3.65 3.85 $ — The following represents a summary of the warrants outstanding at each of the dates identified: Number of Shares For the Period Ended March 31, Issue Date Classification Exercise Price Expiration Date 2020 2019 April 8, 2019 Equity $ 1.35 April 8, 2024 12,089,918 — April 8, 2019 Equity $ 1.6875 April 3, 2024 797,334 — February 12, 2019 Equity $ 1.8313 February 7, 2024 110,922 110,922 February 12, 2019 Equity $ 1.34 August 12, 2024 1,560,400 1,706,484 February 04, 2019 Equity $ 2.125 January 30, 2024 34,605 34,605 January 31, 2019 Equity $ 2.125 January 26, 2024 10,151 10,151 December 3, 2018 Equity $ 3.90 June 3, 2024 937,500 937,500 April 3, 2018 Equity $ 7.50 April 3, 2023 2,350,011 2,350,011 April 4, 2018 Equity $ 7.50 April 4, 2023 115,000 115,000 August 31, 2015 Equity $ 118.00 August 31, 2020 3,000 3,000 June 15, 2015 Equity $ 75.50 Five years after milestone achievement 319,008 319,008 June 15, 2015 Equity $ 83.50 June 16, 2020 2,515 2,515 Total Outstanding 18,330,364 5,589,196 |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | 7. Share-Based Compensation The Company sponsors the Pulmatrix, Inc. 2013 Employee, Director and Consultant Equity Incentive Plan (the “2013 Plan). As of March 31, 2020, the 2013 Plan provides for the grant of up to 4,060,000 shares of common stock, of which 1,088,568 shares remain available for future grant. In addition, the Company has two legacy plans: The Pulmatrix Operating’s 2013 Employee, Director and Consultant Equity Incentive Plan (the “Original 2013 Plan”) and Pulmatrix Operating’s 2003 Employee, Director, and Consultant Stock Plan (the “2003 Plan”). As of March 31, 2020, a total of 15,301 shares of common stock may be delivered under options outstanding under the Original 2013 Plan and the 2003 Plan, however no additional awards may be granted under the Original 2013 Plan or the 2003 Plan. Stock Options During the three months ended March 31, 2020, the Company granted 2,144,104 options to employees, directors or consultants. The fair value of the awards on the date of grant was $2,498. The awards vest over four years and expire ten years from the grant date. There were no options granted to employees, directors or consultants during the three months ended March 31, 2019. The following table summarizes stock option activity for the three months ended March 31, 2020: Number of Weighted- Weighted- Aggregate Outstanding — December 31, 2019 900,003 $ 11.63 8.52 $ — Granted 2,144,104 $ 1.54 Exercised (19,997 ) $ 1.06 Forfeited or expired (111,691 ) $ 30.56 Outstanding — March 31, 2020 2,912,419 $ 3.55 9.41 $ — Exercisable — March 31, 2020 490,102 $ 12.80 8.35 $ — The estimated fair values of employee stock options granted during the three months ended March 31, 2020, were determined on the date of grant using the Black-Scholes option-pricing model with the following assumptions: Three Months Ended Expected option life (years) 5.92 Risk-free interest rate 1.68% Expected volatility 93.88% Expected dividend yield 0% The risk-free interest rate was obtained from U.S. Treasury rates for the applicable periods. The Company’s expected volatility was based upon the average of the historical volatility for industry peers and our own volatility. The expected life of the Company’s options was determined using the simplified method as a result of limited historical data regarding the Company’s activity. The dividend yield considers that the Company has not historically paid dividends and does not expect to pay dividends in the foreseeable future. As of March 31, 2020, there was $2,876 of unrecognized stock-based compensation expense related to unvested stock options granted under the Company’s stock award plans. This expense is expected to be recognized over a weighted-average period of approximately 3.2 years. The following table presents total stock-based compensation expense for the three months ended March 31, 2020 and 2019: Three Months Ended 2020 2019 Research and development $ 47 $ 49 General and administrative 296 410 Total share-based compensation expense $ 343 $ 459 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 8. Commitments and Contingencies Research and Development Activities The Company contracts with various other organizations to conduct research and development activities. As of March 31, 2020, we had aggregate commitments to pay approximately $4,361 remaining on these contracts. The scope of the services under contracts for research and development activities may be modified and the contracts, subject to certain conditions, may generally be cancelled by us upon written notice. In some instances, the contracts, subject to certain conditions, may be cancelled by the third party. Operating Leases The Company has limited leasing activities as a lessee and are primarily related to its corporate headquarters located at 99 Hayden Avenue, Suite 390, Lexington, Massachusetts. The Company currently leases approximately 21,810 square feet of office and lab space in Lexington, Massachusetts under a lease that expires on December 31, 2020. The lease provides for base rent, and the Company is responsible for real estate taxes, maintenance, and other operating expenses applicable to the leased premises. The components of lease expense for the Company as of March 31, 2020 were as follows: For the Three Months Ended March 31, 2020 2019 Lease Cost: Fixed lease cost $ 163 $ 163 Variable lease cost 119 97 Total lease cost $ 282 $ 260 Maturities of lease liabilities due under these lease agreements as of March 31, 2020 are as follows: Operating Leases Maturity of lease liabilities: 2020 $ 524 Total lease payments 524 Less: interest (13 ) Total lease liabilities $ 511 |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 9. Net Loss Per Share The Company computes basic and diluted net loss per share using a methodology that gives effect to the impact of outstanding participating securities (the “two-class method”). As the three months ended March 31, 2020 and 2019, respectively, resulted in net losses attributable to common shareholders, there is no income allocation required under the two-class method or dilution attributed to weighted average shares outstanding in the calculation of diluted net loss per share. The following potentially dilutive securities outstanding prior to the use of the treasury stock method have been excluded from the computation of diluted weighted-average shares outstanding, as they would be anti-dilutive. As of March 31, 2020 2019 Options to purchase common stock 2,912,419 826,988 Warrants to purchase common stock 18,330,364 5,589,196 Total 21,242,783 6,416,184 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | 10. Subsequent Events Stock Options On April 7, 2020, stock options to purchase 2,500 shares were exercised, and the Company issued 2,500 shares of common stock. Sensory Cloud Agreement On April 9, 2020, the Company, entered into a Collaboration and License Agreement (the “Agreement”) with Sensory Cloud, Inc. Under the terms of the Agreement, the Company has granted Sensory Cloud an exclusive, worldwide, royalty bearing license to PUR 003 and PUR 006, the Company’s proprietary aerosol salt solution for delivery or administration to or through the nasal passages also known as NasoCalm, as well as related patents and know-how, for use in the field (the “Sensory Licensed Product”). We shall be entitled to royalties on net sales of Sensory Licensed Product in each country in which there is a valid claim of a patent within the licensed intellectual property covering the Sensory Licensed Product. Our rights to receive such royalties commences upon the first commercial sale of a Sensory Licensed Product in any such country and terminates upon the expiration of the last valid claim in such territory. The royalty rates are as follows: (1) 7% of net sales during calendar year 2020, (2) 14% of net sales during calendar year 2021, and (3) 17% of net sales during calendar year 2022 and each calendar year thereafter during the royalty term. In addition, the Company shall be entitled to receive a milestone payment of $1,000 following the achievement of aggregate net sales of all Sensory Licensed Products of $20,000. SBA Loan On April 10, 2020, the Company received a loan of $617 through the Paycheck Protection Program. Administered through the U.S. Small Business Administration, the loan was made possible through the Coronavirus Aid, Relief and Economic Security Act. On April 28, 2020, the Company repaid the loan in full. Registered Direct Offering On April 20, 2020, the Company sold to certain institutional investors in a registered direct offering an aggregate of 4,787,553 shares of common stock at an offering price of $1.671 per share, for gross proceeds of approximately $8,000 before the deduction of placement agent fees and offering expenses, pursuant to a Securities Purchase Agreement, dated as of April 16, 2020. In a concurrent private placement, the Company issued warrants to purchase up to 4,787,553 shares of common stock to the same investors with an exercise price of $1.55 per share. In addition, we issued warrants to purchase 311,191 shares of common stock at an exercise price of $2.0888 per share to the placement agent’s designees as part of its compensation. Both the investor warrants and the placement agent warrants are exercisable immediately upon issuance and terminate on April 20, 2022. Leases On April 23, 2020, an extension to the Company’s operating lease for office and lab space was signed between the Company and 99 Hayden LLC. The 5 th Warrants On April 29, 2020, warrants to purchase 7,400 shares of common stock were exercised. We issued 7,400 shares of common stock and collected $10 in proceeds. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Recent Accounting Standards (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on a going concern basis in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial reporting and as required by Regulation S-X, Rule 10-01. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments (including those which are normal and recurring) considered necessary for a fair presentation of the interim financial information have been included. When preparing financial statements in conformity with GAAP, the Company must make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures at the date of the financial statements. Actual results could differ from those estimates. Additionally, operating results for the three months ended March 31, 2020, are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending December 31, 2020. For further information, refer to the financial statements and footnotes included in the Company’s annual financial statements for the fiscal year ended December 31, 2019, which are included in the Company’s annual report on Form 10-K filed with the SEC on March 26, 2020. |
Use of Estimates | Use of Estimates In preparing condensed consolidated financial statements in conformity with GAAP, management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of expenses during the reporting period. Due to inherent uncertainty involved in making estimates, actual results may differ from these estimates. On an ongoing basis, the Company evaluates its estimates and assumptions. These estimates and assumptions include valuing equity securities in share-based payments, estimating the useful lives of depreciable and amortizable assets, interest borrowing rate, valuation allowance against deferred tax assets, goodwill impairment, and estimating the fair value of long-lived assets to assess whether impairment charges may apply. |
Concentrations of Credit Risk and Off-Balance Sheet Arrangements | Concentrations of Credit Risk and Off-Balance Sheet Arrangements Cash is a financial instrument that potentially subjects the Company to concentrations of credit risk. For all periods presented, substantially all of the Company’s cash was deposited in an account at a single financial institution that management believes is creditworthy. The Company is exposed to credit risk in the event of default by these financial institutions for amounts in excess of the Federal Deposit Insurance Corporation insured limits. The Company has not incurred any losses to date. We have no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on our financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash Cash and cash equivalents consist of cash, checking accounts and money market accounts. The following table provides a reconciliation of cash, cash equivalents and restricted cash as reported in the condensed consolidated balance sheets that sum to the total of the same amounts in the statement of cash flows. Three months ended March 31 2020 2019 Cash and cash equivalents $ 24,402 $ 2,146 Restricted cash 204 204 Total cash, cash equivalents and restricted cash $ 24,606 $ 2,350 |
Goodwill | Goodwill Goodwill represents the difference between the consideration transferred and the fair value of the net assets acquired, and liabilities assumed under the acquisition method of accounting for push-down accounting. Goodwill is not amortized but is evaluated for impairment within the Company’s single reporting unit on an annual basis during the fourth quarter, or more frequently if an event occurs or circumstances change that would more likely than not reduce the fair value of the Company’s reporting unit below its carrying amount. When performing the impairment assessment, the accounting standard for testing goodwill for impairment permits a company to first assess the qualitative factors to determine whether the existence of events and circumstances indicates that it is more likely than not that the goodwill is impaired. If the Company believes, as a result of the qualitative assessment, that it is more likely than not that the fair value of goodwill is impaired, the Company then must perform a quantitative analysis to determine if the carrying value of the reporting entity exceeds its fair value. The impact of the novel coronavirus (“COVID-19”) pandemic was considered in the Company’s qualitative assessment. Currently, there has not been a significant impact on the carrying value of the Company, but this factor will continue to be evaluated. |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In August 2018, the FASB issued ASU 2018-15, Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Recent Accounting Standards (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash as reported in the condensed consolidated balance sheets that sum to the total of the same amounts in the statement of cash flows. Three months ended March 31 2020 2019 Cash and cash equivalents $ 24,402 $ 2,146 Restricted cash 204 204 Total cash, cash equivalents and restricted cash $ 24,606 $ 2,350 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Prepaid Expense and Other Assets, Current [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses consisted of the following: At March 31, 2020 At December 31, 2019 Prepaid Insurance $ 157 $ 202 Prepaid Clinical Trials 1,508 322 Prepaid Other 130 221 Deferred Operating Costs 50 32 Total prepaid and other current assets $ 1,845 $ 777 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following: At March 31, 2020 At December 31, 2019 Accrued vacation $ 87 $ 42 Accrued wages and incentive 294 527 Accrued clinical & consulting 2,973 1,820 Accrued legal & patent 141 85 Accrued other expenses 53 40 Total accrued expenses $ 3,548 $ 2,514 |
Warrants (Tables)
Warrants (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of Rollforward of Common Stock Warrants Outstanding | A rollforward of the common stock warrants outstanding at March 31, 2020 is as follows. Number of Weighted Weighted Aggregate Outstanding December 31, 2019 18,953,195 $ 3.55 4.17 $ — Warrants exercised (322,831 ) $ (0.74 ) Pre-funded warrants exercised (300,000 ) $ (0.01 ) Outstanding March 31, 2020 18,330,364 $ 3.65 3.85 $ — |
Schedule of Warrants Outstanding | The following represents a summary of the warrants outstanding at each of the dates identified: Number of Shares For the Period Ended March 31, Issue Date Classification Exercise Price Expiration Date 2020 2019 April 8, 2019 Equity $ 1.35 April 8, 2024 12,089,918 — April 8, 2019 Equity $ 1.6875 April 3, 2024 797,334 — February 12, 2019 Equity $ 1.8313 February 7, 2024 110,922 110,922 February 12, 2019 Equity $ 1.34 August 12, 2024 1,560,400 1,706,484 February 04, 2019 Equity $ 2.125 January 30, 2024 34,605 34,605 January 31, 2019 Equity $ 2.125 January 26, 2024 10,151 10,151 December 3, 2018 Equity $ 3.90 June 3, 2024 937,500 937,500 April 3, 2018 Equity $ 7.50 April 3, 2023 2,350,011 2,350,011 April 4, 2018 Equity $ 7.50 April 4, 2023 115,000 115,000 August 31, 2015 Equity $ 118.00 August 31, 2020 3,000 3,000 June 15, 2015 Equity $ 75.50 Five years after milestone achievement 319,008 319,008 June 15, 2015 Equity $ 83.50 June 16, 2020 2,515 2,515 Total Outstanding 18,330,364 5,589,196 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | The following table summarizes stock option activity for the three months ended March 31, 2020: Number of Weighted- Weighted- Aggregate Outstanding — December 31, 2019 900,003 $ 11.63 8.52 $ — Granted 2,144,104 $ 1.54 Exercised (19,997 ) $ 1.06 Forfeited or expired (111,691 ) $ 30.56 Outstanding — March 31, 2020 2,912,419 $ 3.55 9.41 $ — Exercisable — March 31, 2020 490,102 $ 12.80 8.35 $ — |
Schedule of Calculation of Fair Value Assumptions | The estimated fair values of employee stock options granted during the three months ended March 31, 2020, were determined on the date of grant using the Black-Scholes option-pricing model with the following assumptions: Three Months Ended Expected option life (years) 5.92 Risk-free interest rate 1.68% Expected volatility 93.88% Expected dividend yield 0% |
Schedule of Stock-Based Compensation Expense | The following table presents total stock-based compensation expense for the three months ended March 31, 2020 and 2019: Three Months Ended 2020 2019 Research and development $ 47 $ 49 General and administrative 296 410 Total share-based compensation expense $ 343 $ 459 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Components of Lease Expense | The components of lease expense for the Company as of March 31, 2020 were as follows: For the Three Months Ended March 31, 2020 2019 Lease Cost: Fixed lease cost $ 163 $ 163 Variable lease cost 119 97 Total lease cost $ 282 $ 260 |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities due under these lease agreements as of March 31, 2020 are as follows: Operating Leases Maturity of lease liabilities: 2020 $ 524 Total lease payments 524 Less: interest (13 ) Total lease liabilities $ 511 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Anti-Dilutive Weighted-Average Shares Outstanding | The following potentially dilutive securities outstanding prior to the use of the treasury stock method have been excluded from the computation of diluted weighted-average shares outstanding, as they would be anti-dilutive. As of March 31, 2020 2019 Options to purchase common stock 2,912,419 826,988 Warrants to purchase common stock 18,330,364 5,589,196 Total 21,242,783 6,416,184 |
Organization (Details Narrative
Organization (Details Narrative) - shares | Feb. 05, 2019 | Mar. 31, 2020 | Dec. 31, 2019 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Reverse stock split | 1-for-10 reverse stock split | ||
Common stock shares issued | 10 | 20,521,304 | 19,994,560 |
Common stock shares outstanding | 10 | 20,521,304 | 19,994,560 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Recent Accounting Standards - Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 |
Accounting Policies [Abstract] | |||
Cash and cash equivalents | $ 24,402 | $ 23,440 | $ 2,146 |
Restricted cash | 204 | 204 | |
Total cash, cash equivalents and restricted cash | $ 24,606 | $ 2,350 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Prepaid Expense and Other Assets, Current [Abstract] | ||
Prepaid Insurance | $ 157 | $ 202 |
Prepaid Clinical Trials | 1,508 | 322 |
Prepaid Other | 130 | 221 |
Deferred Operating Costs | 50 | 32 |
Total prepaid and other current assets | $ 1,845 | $ 777 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accrued vacation | $ 87 | $ 42 |
Accrued wages and incentive | 294 | 527 |
Accrued clinical & consulting | 2,973 | 1,820 |
Accrued legal & patent | 141 | 85 |
Accrued other expenses | 53 | 40 |
Total accrued expenses | $ 3,548 | $ 2,514 |
Common Stock (Details Narrative
Common Stock (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Feb. 04, 2020 | Jan. 02, 2020 | Dec. 31, 2019 | Feb. 12, 2019 | Feb. 04, 2019 | Jan. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 |
Proceeds from issuance of common stock | $ 2,979 | |||||||
Warrants to purchase shares of common stock | 18,330,364 | 5,589,196 | ||||||
Proceeds from warrants exercised | $ 239 | |||||||
Value of stock option shares exercised | $ 21 | |||||||
Institutional Investor [Member] | November 2018 Securities Purchase Agreement [Member] | ||||||||
Number of pre-funded warrants exercised shares | 697,500 | |||||||
Proceeds from warrants exercised | $ 70 | |||||||
Confidential Marketed Public Offering [Member] | ||||||||
Common stock shares sold | 532,353 | 156,118 | ||||||
Sale of stock price per share | $ 1.70 | $ 1.70 | ||||||
Proceeds from issuance of warrants | $ 1,170 | $ 1,170 | ||||||
Fees, commissions and other expenses | 691 | |||||||
Proceeds from offerings | $ 3,049 | |||||||
Confidential Marketed Public Offering [Member] | Underwriters [Member] | ||||||||
Warrants to purchase shares of common stock | 34,605 | 10,151 | ||||||
Warrant exercise price per share | $ 2.125 | $ 2.125 | ||||||
Warrant expiration date | Jan. 30, 2024 | Jan. 26, 2024 | ||||||
Registered Direct Offering [Member] | ||||||||
Common stock shares sold | 1,706,484 | |||||||
Sale of stock price per share | $ 1.465 | |||||||
Proceeds from sale of stock | $ 2,500 | |||||||
Registered Direct Offering [Member] | Underwriters [Member] | ||||||||
Warrants to purchase shares of common stock | 110,922 | |||||||
Warrant exercise price per share | $ 1.8313 | |||||||
Warrant expiration date | Feb. 7, 2024 | |||||||
Registered Direct Offering [Member] | Investors [Member] | ||||||||
Warrants to purchase shares of common stock | 1,706,484 | |||||||
Warrant exercise price per share | $ 1.34 | |||||||
Warrant expiration date | Aug. 12, 2024 | |||||||
Warrants [Member] | ||||||||
Number of pre-funded warrants exercised shares | 300,000 | |||||||
Proceeds from issuance of common stock | $ 3 | |||||||
Number of common stock shares issued | 30,000 | |||||||
Warrants to purchase shares of common stock | 146,084 | 176,747 | ||||||
Proceeds from warrants exercised | $ 239 | |||||||
Common Stock [Member] | ||||||||
Number of pre-funded warrants exercised shares | 300,000 | |||||||
Number of common stock shares issued | 2,394,955 | |||||||
Number of stock options shares exercised | 19,997 | |||||||
Value of stock option shares exercised |
Warrants - Schedule of Rollforw
Warrants - Schedule of Rollforward of Common Stock Warrants Outstanding (Details) - Warrants [Member] | 3 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Number of warrants outstanding, Beginning Balance | shares | 18,953,195 |
Number of outstanding warrants exercised | shares | (322,831) |
Number of outstanding Pre-funded warrants exercised | shares | (300,000) |
Number of warrants, Outstanding, Ending Balance | shares | 18,330,364 |
Weighted average exercise price, Beginning balance | $ / shares | $ 3.55 |
Weighted average exercise price, Warrants exercised | $ / shares | (0.74) |
Weighted average exercise price, Pre-funded warrants exercised | $ / shares | (0.01) |
Weighted average exercise price, Ending balance | $ / shares | $ 3.65 |
Weighted average remaining contractual term, Beginning Balance | 4 years 2 months 1 day |
Weighted average remaining contractual term, Ending balance | 3 years 10 months 6 days |
Aggregate intrinsic value, Beginning balance | $ | |
Aggregate intrinsic value, Warrants issued | $ | |
Aggregate intrinsic value, Ending balance | $ |
Warrants - Schedule of Warrants
Warrants - Schedule of Warrants Outstanding (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Number of Shares Underlying Warrants | 18,330,364 | 5,589,196 |
Warrant One [Member] | ||
Warrants, Issue Date | Apr. 8, 2019 | Apr. 8, 2019 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 1.35 | $ 1.35 |
Warrants, Expiration Date | Apr. 8, 2024 | Apr. 8, 2024 |
Number of Shares Underlying Warrants | 12,089,918 | |
Warrant Two [Member] | ||
Warrants, Issue Date | Apr. 8, 2019 | Apr. 8, 2019 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 1.6875 | $ 1.6875 |
Warrants, Expiration Date | Apr. 3, 2024 | Apr. 3, 2024 |
Number of Shares Underlying Warrants | 797,334 | |
Warrant Three [Member] | ||
Warrants, Issue Date | Feb. 12, 2019 | Feb. 12, 2019 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 1.8313 | $ 1.8313 |
Warrants, Expiration Date | Feb. 7, 2024 | Feb. 7, 2024 |
Number of Shares Underlying Warrants | 110,922 | 110,922 |
Warrant Four [Member] | ||
Warrants, Issue Date | Feb. 12, 2019 | Feb. 12, 2019 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 1.34 | $ 1.34 |
Warrants, Expiration Date | Aug. 12, 2024 | Aug. 12, 2024 |
Number of Shares Underlying Warrants | 1,560,400 | 1,706,484 |
Warrant Five [Member] | ||
Warrants, Issue Date | Feb. 4, 2019 | Feb. 4, 2019 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 2.125 | $ 2.125 |
Warrants, Expiration Date | Jan. 30, 2024 | Jan. 30, 2024 |
Number of Shares Underlying Warrants | 34,605 | 34,605 |
Warrant Six [Member] | ||
Warrants, Issue Date | Jan. 31, 2019 | Jan. 31, 2019 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 2.125 | $ 2.125 |
Warrants, Expiration Date | Jan. 26, 2024 | Jan. 26, 2024 |
Number of Shares Underlying Warrants | 10,151 | 10,151 |
Warrant Seven [Member] | ||
Warrants, Issue Date | Dec. 3, 2018 | Dec. 3, 2018 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 3.90 | $ 3.90 |
Warrants, Expiration Date | Jun. 3, 2024 | Jun. 3, 2024 |
Number of Shares Underlying Warrants | 937,500 | 937,500 |
Warrant Eight [Member] | ||
Warrants, Issue Date | Apr. 3, 2018 | Apr. 3, 2018 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 7.50 | $ 7.50 |
Warrants, Expiration Date | Apr. 3, 2023 | Apr. 3, 2023 |
Number of Shares Underlying Warrants | 2,350,011 | 2,350,011 |
Warrant Nine [Member] | ||
Warrants, Issue Date | Apr. 4, 2018 | Apr. 4, 2018 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 7.50 | $ 7.50 |
Warrants, Expiration Date | Apr. 4, 2023 | Apr. 4, 2023 |
Number of Shares Underlying Warrants | 115,000 | 115,000 |
Warrant Ten [Member] | ||
Warrants, Issue Date | Aug. 31, 2015 | Aug. 31, 2015 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 118 | $ 118 |
Warrants, Expiration Date | Aug. 31, 2020 | Aug. 31, 2020 |
Number of Shares Underlying Warrants | 3,000 | 3,000 |
Warrant Eleven [Member] | ||
Warrants, Issue Date | Jun. 15, 2015 | Jun. 15, 2015 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 75.50 | $ 75.50 |
Warrants, Expiration Date, Description | Five years after milestone achievement | Five years after milestone achievement |
Number of Shares Underlying Warrants | 319,008 | 319,008 |
Warrant Twelve [Member] | ||
Warrants, Issue Date | Jun. 15, 2015 | Jun. 15, 2015 |
Warrants, Classification | Equity | Equity |
Warrants, Exercise Price | $ 83.50 | $ 83.50 |
Warrants, Expiration Date | Jun. 16, 2020 | Jun. 16, 2020 |
Number of Shares Underlying Warrants | 2,515 | 2,515 |
Share-Based Compensation (Detai
Share-Based Compensation (Details Narrative) $ in Thousands | Mar. 31, 2020USD ($)shares | Mar. 31, 2020USD ($)shares |
Employees Directors or Consultants [Member] | ||
Number of shares provides for grant | 2,144,104 | |
Fair value of granted shares awarded | $ | $ 2,498 | |
Award vesting period | 4 years | |
Award expiration term | 10 years | |
2013 Employee, Director and Consultant Equity Incentive Plan [Member] | ||
Number of shares provides for grant | 4,060,000 | |
Shares remain available for future grant | 1,088,568 | 1,088,568 |
Number of common stock shares outstanding | 15,301 | 15,301 |
Stock Award Plan [Member] | ||
Unrecognized stock-based compensation expenses | $ | $ 2,876 | $ 2,876 |
Weighted-average period of unrecognized stock-based compensation expense | 3 years 2 months 12 days |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Stock Option Activity (Details) - Stock Option [Member] | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Number of options, Outstanding Beginning Balance | shares | 900,003 |
Number of options, Granted | shares | 2,144,104 |
Number of options, Forfeited or Expired | shares | (111,691) |
Number of options, Outstanding Ending Balance | shares | 2,912,419 |
Number of options, Exercisable | shares | 490,102 |
Weighted average exercise price, Outstanding Beginning Balance | $ 11.63 |
Weighted average exercise price, Granted | 1.54 |
Weighted average exercise price, Exercised | 1.06 |
Weighted average exercise price, Forfeited or Expired | 30.56 |
Weighted average exercise price, Outstanding Ending Balance | 3.55 |
Weighted average exercise price, Exercisable | $ 12.80 |
Weighted average remaining contractual term, Beginning Balance | 8 years 6 months 7 days |
Weighted average remaining contractual term, Ending balance | 9 years 4 months 28 days |
Weighted average remaining contractual term, Exercisable | 8 years 4 months 6 days |
Share-Based Compensation - Sche
Share-Based Compensation - Schedule of Calculation of Fair Value Assumptions (Details) - Employee Stock Option [Member] | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected option life (years) | 5 years 11 months 1 day |
Risk-free interest rate | 1.68% |
Expected volatility | 93.88% |
Expected dividend yield | 0.00% |
Share-Based Compensation - Sc_2
Share-Based Compensation - Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 343 | $ 459 |
Research and Development Expense [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 47 | 49 |
General and Administrative Expense [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | $ 296 | $ 410 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Narrative) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($)ft² | |
Commitments and Contingencies Disclosure [Abstract] | |
Payments for commitments | $ | $ 4,361 |
Area of lease | ft² | 21,810 |
Operating lease expiration date | Dec. 31, 2020 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Fixed lease cost | $ 163 | $ 163 |
Variable lease cost | 119 | 97 |
Total lease cost | $ 282 | $ 260 |
Commitments and Contingencies_3
Commitments and Contingencies - Schedule of Maturities of Lease Liabilities (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2020 | $ 524 |
Total lease payments | 524 |
Less: interest | (13) |
Total lease liabilities | $ 511 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Computation of Anti-Dilutive Weighted-Average Shares Outstanding (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Potential dilutive securities excluded from computation of diluted net loss per common share | 21,242,783 | 6,416,184 |
Options to Purchase Common Stock [Member] | ||
Potential dilutive securities excluded from computation of diluted net loss per common share | 2,912,419 | 826,988 |
Warrants to Purchase Common Stock [Member] | ||
Potential dilutive securities excluded from computation of diluted net loss per common share | 18,330,364 | 5,589,196 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) $ / shares in Units, $ in Thousands | Apr. 29, 2020USD ($)shares | Apr. 23, 2020USD ($)ft² | Apr. 20, 2020USD ($)$ / sharesshares | Apr. 10, 2020USD ($) | Apr. 09, 2020USD ($) | Apr. 07, 2020shares | Feb. 12, 2019USD ($)$ / sharesshares | Mar. 31, 2020USD ($)ft²shares | Mar. 31, 2019USD ($)shares |
Warrants to purchase shares of common stock | shares | 18,330,364 | 5,589,196 | |||||||
Area of lease | ft² | 21,810 | ||||||||
Operating lease expiration date | Dec. 31, 2020 | ||||||||
Proceeds from issuance of common stock | $ | $ 2,979 | ||||||||
Registered Direct Offering [Member] | |||||||||
Common stock shares sold | shares | 1,706,484 | ||||||||
Sale of stock price per share | $ / shares | $ 1.465 | ||||||||
Proceeds from sale of stock | $ | $ 2,500 | ||||||||
Subsequent Event [Member] | |||||||||
Number of stock options shares exercised | shares | 2,500 | ||||||||
Number of common stock shares issued | shares | 7,400 | 2,500 | |||||||
Warrants to purchase shares of common stock | shares | 7,400 | ||||||||
Proceeds from issuance of common stock | $ | $ 10 | ||||||||
Subsequent Event [Member] | Hayden LLC [Member] | |||||||||
Operating lease description | The 5th amendment to the original lease executed on May 31, 2007 corrects the square footage for office and lab space to 22,119, has a base rent of $1,194 which is adjusted annually by 3%, and will expire on June 30, 2022. | ||||||||
Area of lease | ft² | 22,119 | ||||||||
Base rent | $ | $ 1,194 | ||||||||
Operating lease expiration date | Jun. 30, 2022 | ||||||||
Subsequent Event [Member] | Registered Direct Offering [Member] | Institutional Investor [Member] | |||||||||
Common stock shares sold | shares | 4,787,553 | ||||||||
Sale of stock price per share | $ / shares | $ 1.671 | ||||||||
Proceeds from sale of stock | $ | $ 8,000 | ||||||||
Subsequent Event [Member] | Private Placement [Member] | Institutional Investor [Member] | |||||||||
Warrants to purchase shares of common stock | shares | 4,787,553 | ||||||||
Warrant exercise price per share | $ / shares | $ 1.55 | ||||||||
Warrant expiration date | Apr. 20, 2022 | ||||||||
Subsequent Event [Member] | Private Placement [Member] | Placement Agents [Member] | |||||||||
Warrants to purchase shares of common stock | shares | 311,191 | ||||||||
Warrant exercise price per share | $ / shares | $ 2.0888 | ||||||||
Warrant expiration date | Apr. 20, 2022 | ||||||||
Subsequent Event [Member] | Collaboration and License Agreement [Member] | |||||||||
Proceeds from milestone payments | $ | $ 1,000 | ||||||||
Aggregate net sales of licensed products | $ | $ 20,000 | ||||||||
Subsequent Event [Member] | Collaboration and License Agreement [Member] | Year 2020 [Member] | |||||||||
Royalty percentage | 7.00% | ||||||||
Subsequent Event [Member] | Collaboration and License Agreement [Member] | Year 2021 [Member] | |||||||||
Royalty percentage | 14.00% | ||||||||
Subsequent Event [Member] | Collaboration and License Agreement [Member] | Year 2022 [Member] | |||||||||
Royalty percentage | 17.00% | ||||||||
Subsequent Event [Member] | Paycheck Protection Program [Member] | |||||||||
Proceeds from loans | $ | $ 617 | ||||||||
Loan maturity date | Apr. 28, 2020 |