Hepion Pharmaceuticals (HEPA) 10-Q 14 Nov 18 2018 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2018	Nov. 12, 2018
Document and Entity Information
Entity Registrant Name	ContraVir Pharmaceuticals, Inc.
Entity Central Index Key	1,583,771
Document Type	10-Q
Document Period End Date	Sep. 30, 2018
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Common Stock, Shares Outstanding		16,343,920
Document Fiscal Year Focus	2,018
Document Fiscal Period Focus	Q3

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Current Assets:
Cash	$ 9,032,268	$ 5,954,017
Prepaid expenses	123,192	108,075
Total Current Assets	9,155,460	6,062,092
Property and equipment, net	37,075	56,595
In-process research and development	3,190,000	3,190,000
Goodwill	1,870,924	1,870,924
Other assets	127,794	73,289
Total Assets	14,381,253	11,252,900
Current Liabilities:
Accounts payable	2,215,671	1,556,883
Accrued expenses	421,384	1,046,698
Convertible debt	2,070,000
Current portion of contingent consideration	946,000
Total Current Liabilities	5,653,055	2,603,581
Contingent consideration	2,359,000	3,380,000
Deferred tax liability	360,700	896,700
Deferred rent liability	8,321
Derivative financial instruments, at estimated fair value-warrants	1,345,767	669,462
Total Liabilities	9,726,843	7,549,743
Commitments and contingencies (Note 12)
Stockholders' Equity:
Convertible preferred stock
Common stock, par value of $0.0001 per share. Authorized 120,000,000 shares, and 16,315,140 and 9,792,497 shares issued and outstanding at September 30, 2018 and December 31, 2017, respectively	1,632	979
Additional paid in capital	77,461,845	69,676,687
Accumulated deficit	(73,891,258)	(67,014,637)
Total Stockholders' Equity	4,654,410	3,703,157
Total Liabilities and Stockholders' Equity	14,381,253	11,252,900
Series A convertible preferred stock
Stockholders' Equity:
Convertible preferred stock	855,808	$ 1,040,128
Series C convertible preferred stock
Stockholders' Equity:
Convertible preferred stock	$ 226,383

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2018	Dec. 31, 2017
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	120,000,000	120,000,000
Common stock, shares issued	16,315,140	9,792,497
Common stock, shares outstanding	16,315,140	9,792,497
Convertible preferred stock
Convertible preferred stock, par/stated value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock, shares authorized	20,000,000	20,000,000
Series A convertible preferred stock
Convertible preferred stock, par/stated value (in dollars per share)	$ 10	$ 10
Convertible preferred stock, shares issued	85,581	104,013
Convertible preferred stock, shares outstanding	85,581	104,013
Series C convertible preferred stock
Convertible preferred stock, par/stated value (in dollars per share)	$ 1,000
Convertible preferred stock, shares issued	2,253	0
Convertible preferred stock, shares outstanding	2,253	0

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Costs and Expenses:
Research and development	$ 2,167,951	$ 3,963,477	$ 6,551,553	$ 10,168,112
General and administrative	1,684,594	1,874,895	5,047,000	5,794,755
Loss from Operations	(3,852,545)	(5,838,372)	(11,598,553)	(15,962,867)
Other income (expense)
Change in fair value of debt	(14,542)		17,406
Interest expense	(55,458)		(287,406)
Change in fair value of derivative instruments-warrants and contingent consideration	3,765,487	64,196	4,455,932	4,620,025
(Loss) income before income taxes	(157,058)	(5,774,176)	(7,412,621)	(11,342,842)
Income tax benefit			536,000
Net loss (income)	(157,058)	(5,774,176)	(6,876,621)	(11,342,842)
Series C Beneficial Conversion Factor accreted as a dividend	(8,805,809)		(8,805,809)
Net loss attributable to Common Stockholders	$ (8,962,867)	$ (5,774,176)	$ (15,682,430)	$ (11,342,842)
Weighted Average Common Shares Outstanding
Basic and Diluted (in shares)	14,171,577	7,506,702	11,668,078	6,123,294
Net Loss per Common Share Attributable to Common Shareholders
Basic and Diluted (in dollars per share)	$ (0.63)	$ (0.77)	$ (1.34)	$ (1.85)

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY - 9 months ended Sep. 30, 2018 - USD ($)	Preferred StockSeries A convertible preferred stock	Preferred StockSeries C convertible preferred stock	Common StockSeries A convertible preferred stock	Common StockSeries C convertible preferred stock	Common Stock	Additional Paid in CapitalSeries A convertible preferred stock	Additional Paid in CapitalSeries C convertible preferred stock	Additional Paid in Capital	Accumulated Deficit	Total
Balance at Dec. 31, 2017	$ 1,040,128				$ 979			$ 69,676,687	$ (67,014,637)	$ 3,703,157
Balance (in shares) at Dec. 31, 2017	104,013				9,792,497
Changes in Stockholders' Equity
Issuance of common stock, net					$ 86			1,894,652		1,894,738
Issuance of common stock, net (in shares)					851,677
Issuance of Series C Preferred stock		$ 9,853,148								9,853,148
Issuance of Series C Preferred stock (in shares)		10,826
Conversion of preferred stock	$ (184,320)	$ (4,535,392)	$ 5	$ 553		$ 184,315	$ 4,534,839
Conversion of preferred stock (in shares)	(18,432)	(8,573)	48,000	5,530,966
Offering costs related to warrants issued in rights offering								561,593		$ 561,593
Issuance of Warrants		(5,091,373)								(5,091,373)
Exercise of Warrants					$ 9			176,727		$ 176,736
Change in fair value of warrant liability related to warrant exercise (in shares)					92,000
Stock-based compensation expense								433,032		433,032
Net (loss) income									(6,876,621)	(6,876,621)
Balance at Sep. 30, 2018	$ 855,808	$ 226,383			$ 1,632			$ 77,461,845	$ (73,891,258)	$ 4,654,410
Balance (in shares) at Sep. 30, 2018	85,581	2,253			16,315,140

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017
Cash Flows From Operating Activities:
Net loss before income taxes	$ (6,876,621)	$ (11,342,842)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	433,032	1,218,846
Change in fair value of derivative instrument-warrants	(4,380,932)	(4,739,725)
Change in fair value of contingent consideration	(75,000)	114,699
Change in the fair value of debt	(17,406)
Non-cash interest expense	87,406
Non-cash offering costs related to warrants issued in rights offering	561,593
Change in deferred tax liability	(536,000)
Loss on the of assets	4,474
Depreciation and amortization expense	14,146	20,846
Changes in operating assets and liabilities:
Accounts payable and accrued expense	293,072	(264,555)
Deferred rent liability	8,321
Prepaid expenses and other assets	(69,622)	155,439
Net Cash used in Operating Activities	(10,553,537)	(14,837,292)
Cash Flows From Investing Activities:
Purchases of property and equipment		(2,425)
Proceeds from sale of fixed asset	900
Net Cash Provided by (Used in) Investing Activities	900	(2,425)
Cash Flows From Financing Activities:
Proceeds from the issuance of common stock	1,635,140	13,062,597
Proceeds from issuance of Series C Preferred stock	9,853,148
Proceeds from the exercise of warrants	142,600
Proceeds from the exercise of stock options		4,098
Proceeds from debt financing	2,000,000
Net cash provided by Financing Activities	13,630,888	13,066,695
Net increase (decrease) in cash	3,078,251	(1,773,022)
Cash at beginning of period	5,954,017	10,551,721
Cash at end of period	9,032,268	8,778,699
Supplementary Disclosure Of Non-Cash Financing Activities:
Stock issued to employees in lieu of cash payment for accrued bonus	259,598	148,903
Reclass of derivative liability for warrant exercise	34,136
Fair value of warrants issued in conjunction with common stock offering	5,091,373	3,976,501
Beneficial Conversion Factor accredited to accumulated deficit	3,771,639
Warrants issued to placement agent	221,269
Series A convertible preferred stock
Supplementary Disclosure Of Non-Cash Financing Activities:
Conversion of convertible preferred stock	184,320	$ 190,980
Series C convertible preferred stock
Supplementary Disclosure Of Non-Cash Financing Activities:
Conversion of convertible preferred stock	$ 4,535,392

Business Overview

Business Overview	9 Months Ended
	Sep. 30, 2018
Business Overview
Business Overview	1. Business Overview ContraVir Pharmaceuticals Inc. (“ContraVir” or the “Company”) is a biopharmaceutical company focused primarily on the clinical development and commercialization of targeted antiviral therapies with a specific focus on developing a potentially curative therapy for hepatitis B virus (HBV). The Company is developing two novel anti-HBV compounds with complementary mechanisms of action. The Company’s lead compound, TXL™, is currently in Phase 2b development and is designed to deliver high intrahepatic concentrations of TFV, while minimizing off-target effects caused by high levels of circulating TFV. The Company’s second compound, CRV431, also for HBV, is a next-generation cyclophilin inhibitor with a unique structure that increases its potency and selective index against HBV.

Basis of Presentation and Going

Basis of Presentation and Going Concern	9 Months Ended
	Sep. 30, 2018
Basis of Presentation and Going Concern
Basis of Presentation and Going Concern	2. Basis of Presentation and Going Concern These unaudited condensed consolidated financial statements have been prepared following the requirements of the Securities and Exchange Commission (“SEC”) and accounting principles generally accepted in the United States of America (“GAAP”) for interim reporting. In the opinion of management, the accompanying unaudited condensed consolidated financial statements include all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s interim financial information. The consolidated balance sheet as of September 30, 2018 was derived from the audited annual financial statements but does not include all disclosures required by GAAP. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto as of and for the year ended December 31, 2017 contained in the Company’s Annual Report on Form 10-KT (“Form 10-KT”) filed with the SEC on March 26, 2018. Principles of Consolidation The accompanying consolidated financial statements include the accounts of ContraVir and its subsidiaries ContraVir Research Inc. and Ciclofilin Pharmaceuticals Corp, which conducts its operations in Canada. All intercompany balances and transactions have been eliminated in consolidation. Reverse Stock Split On May 25, 2018, the Company effected a 1 for 8 reverse stock split of the Company’s common stock. The par value and the number of authorized shares of the common and convertible preferred stock were not adjusted as a result of the reverse stock split. All common stock share and per-share amounts for all periods presented in these financial statements have been adjusted retroactively to reflect the reverse stock split. Going Concern The Company has not generated revenue to date and has incurred substantial losses and negative cash flows from operations since its inception. These factors raise substantial doubt about the Company’s ability to continue as going concern for a period of 12 months from the release of the accompanying consolidated financial statements. The accompanying consolidated financial statements have been prepared under the assumption that the Company will continue as a going concern within one year of the issuance of these consolidated financial statements, contemplates the realization of assets and satisfaction of liabilities in the normal course of business and do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classification of liabilities that may result from the inability of the Company to continue as a going concern. As of September 30, 2018, the Company had $9.0 million in cash. Net cash used in operating activities was $10.6 million for the nine months ended September 30, 2018. Net loss for the nine months ended September 30, 2018 was $6.9 million. As of September 30, 2018, the Company had working capital of $3.5 million. The Company has funded its operations through issuances of debt, common and preferred stock. On July 3, 2018, the Company completed a rights offering pursuant to its effective registration statement on Form S-1. Pursuant to the Rights Offering, the Company sold an aggregate of 10,826 units consisting of an aggregate 10,826 shares of Series C Preferred Stock and 6,224,950 warrants, with each warrant exercisable for one share of common stock at an exercise price of $1.55 per share, resulting in net proceeds to the Company of approximately $9.9 million, after deducting expenses related to the Rights Offering, including dealer-manager fees and expenses, and excluding any proceeds received upon exercise of any warrants. The Company will be required to raise additional capital within the next year to continue the development and commercialization of its current product candidates and to continue to fund operations at its current cash expenditure levels. The significant uncertainties surrounding the clinical development timelines and costs and the need to raise a significant amount of capital raises substantial doubt about the Company’s ability to continue as a going concern from one year after the Company’s financial statements have been issued without additional capital becoming available. The Company cannot be certain that additional funding will be available on acceptable terms, or at all. Any debt financing, if available, may involve restrictive covenants that impact the Company’s ability to conduct business. If the Company is unable to raise additional capital when required or on acceptable terms, it may have to (i) significantly delay, scale back or discontinue the development and/or commercialization of one or more product candidates; (ii) seek collaborators for product candidate at an earlier stage than otherwise would be desirable and on terms that are less favorable than might otherwise be available; or (iii) relinquish or otherwise dispose of rights to technologies, product candidates or products that the Company would otherwise seek to develop or commercialize ourselves on unfavorable terms.

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2018
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	3. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Changes in estimates and assumptions are reflected in reported results in the period in which they become known. Actual results could differ from those estimates. The Company’s significant accounting policies are disclosed in the audited financial statements for the year ended December 31, 2017 included in the Company’s Form 10‑KT filed with the SEC on March 26, 2018. Since the date of such financial statements, there have been no changes to the Company’s significant accounting policies. Cash As of September 30, 2018 and December 31, 2017, the amount of cash was approximately $9.0 million and $6.0 million, respectively, consisting primarily of checking accounts held at U.S. and Canadian commercial banks. Cash is maintained at financial institutions and, at times, balances may exceed federally insured limits. The Company has never experienced losses related to these balances. Fair Value of Financial Instruments Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurement (“ASC 820”), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tier fair value hierarchy that distinguishes among the following: · Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. · Level 2—Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. · Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Financial instruments consist of cash and accounts payable. These financial instruments are stated at their respective historical carrying amounts, which approximate fair value due to their short term nature, except for derivative instruments, which were marked to market at the end of each reporting period. See Note 6 for additional information on the fair value of the derivative liabilities. The Company recorded contingent consideration in its 2016 acquisition of Ciclofilin, which is required to be carried at fair value. See Note 7 for additional information on the fair value of the contingent consideration. The Company elected the fair value option for its convertible promissory note dated May 8, 2018 (see Note 5). The Company adjusts the convertible promissory note to fair value through the change in fair value of debt in the accompanying consolidated statements of operations. Derivative financial instruments The Company has issued common stock warrants in connection with the execution of certain equity financings. The fair value of the warrants, which were deemed to be derivative instruments based on certain contingent put features, was recorded as a derivative liability under the provisions of ASC Topic 815 Derivatives and Hedging (“ASC 815”) upon issuance. Subsequently, the liability is adjusted to fair value as of the end of each reporting period and the changes in fair value of derivative liabilities are recorded in the statements of operations under the caption “Change in fair value of derivative financial instruments - warrants.” See Note 6 for additional information. The fair value of the warrants, issued in connection with the October 2015, April 2016 and April 2017 common stock offerings and the July 2018 Rights offering and deemed to be derivative instruments due to certain contingent put feature, was determined using the Black-Scholes option pricing model, deemed to be an appropriate model due to the terms of the warrants issued, including a fixed term and exercise price. The fair value is affected by changes in inputs to the model including the Company’s stock price, expected stock price volatility, the contractual term, and the risk-free interest rate. This model uses Level 3 inputs, including stock price volatility, in the fair value hierarchy established by ASC 820 Fair Value Measurement. At September 30, 2018 and December 31, 2017, the fair value of such warrants was $1.3 million and $0.7 million, respectively, which the Company classified as a long term derivative liability on the Company’s balance sheets. Goodwill and In-Process Research & Development In accordance with ASC Topic 350, Intangibles — Goodwill and Other (“ASC Topic 350”), goodwill and acquired IPR&D are determined to have indefinite lives and, therefore, are not amortized. Instead, they are tested for impairment annually, in the Company’s fourth quarter, and between annual tests if the Company becomes aware of an event or a change in circumstances that would indicate the carrying value may be impaired. Pursuant to ASU No. 2011-08, Intangibles — Goodwill and Other (Topic 350): Testing Goodwill for Impairment , and No. 2012-02, Intangibles — Goodwill and Other(Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment , the Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads the Company to determine that it is more likely than not (that is, a likelihood of more than 50%) that the goodwill or the acquired IPR&D is impaired. If the Company chooses to first assess qualitative factors and determines that it is not more likely than not goodwill or acquired IPR&D is impaired, the Company is not required to take further action to test for impairment. The Company also has the option to bypass the qualitative assessment and perform only the quantitative impairment test, which the Company may choose to do in some periods but not in others. If the Company performs a quantitative assessment of goodwill, it utilizes the two-step approach prescribed under ASC Topic 350. Step 1 requires a comparison of the carrying value of a reporting unit, including goodwill, to its estimated fair value. The Company tests for impairment at the entity level because it operates on the basis of a single reporting unit. If the carrying value exceeds fair value, the Company then performs Step 2 to measure the amount of impairment loss, if any. In Step 2, the Company estimates the fair value of its individual assets, including identifiable intangible assets, and liabilities to determine the implied fair value of goodwill. The Company then compares the carrying value of its goodwill to its implied fair value. The excess of the carrying value of goodwill over its implied fair value, if any, is recorded as an impairment charge. Goodwill relates to amounts that arose in connection with the acquisition of Ciclofilin. Goodwill represents the excess of the purchase price over the fair value of the net assets acquired when accounted for using the acquisition method of accounting for business combinations. There was no impairment of goodwill as of September 30, 2018 or the fiscal year ended December 31, 2017. IPR&D acquired in a business combination is capitalized as indefinite-lived assets on the Company’s consolidated balance sheets at its acquisition-date fair value. Once the project is completed, the carrying value of the IPR&D is reclassified to other intangible assets, net and is amortized over the estimated useful life of the asset. Post-acquisition research and development expenses related to the IPR&D projects are expensed as incurred. The projected discounted cash flow models used to estimate the fair values of the Company’s IPR&D assets, acquired in connection with the Ciclofilin acquisition, reflect significant assumptions regarding the estimates a market participant would make in order to evaluate a drug development asset, including: (i) probability of successfully completing clinical trials and obtaining regulatory approval; (ii) market size, market growth projections, and market share; (iii) estimates regarding the timing of and the expected costs to advance clinical programs to commercialization; (iv) estimates of future cash flows from potential product sales; and (v) a discount rate. If IPR&D becomes impaired or is abandoned, the carrying value of the IPR&D is written down to its revised fair value with the related impairment charge recognized in the period in which the impairment occurs. If the carrying value of the asset becomes impaired as the result of unfavorable data from any ongoing or future clinical trial, changes in assumptions that negatively impact projected cash flows, or because of any other information regarding the prospects of successfully developing or commercializing our programs, the Company could incur significant charges in the period in which the impairment occurs. There was no impairment of IPR&D as of September 30, 2018 or the fiscal year ended December 31, 2017. Contingencies In the normal course of business, the Company is subject to loss contingencies, such as legal proceedings and claims arising out of its business that cover a wide range of matters, including, among others, government investigations, shareholder lawsuits, product and environmental liability, and tax matters. In accordance with ASC Topic 450, Accounting for Contingencies, (“ASC 450”), the Company records accruals for such loss contingencies when it is probable that a liability will be incurred and the amount of loss can be reasonably estimated. The Company, in accordance with this guidance, does not recognize gain contingencies until realized. Research and Development Research and development costs, which include expenditures in connection with an in-house research and development laboratory, salaries and staff costs, application and filing for regulatory approval of proposed products, purchased in-process research and development, license costs, regulatory and scientific consulting fees, as well as contract research, insurance and FDA consultants, are accounted for in accordance with ASC Topic 730, Research and Development, (“ASC 730”). Also, as prescribed by this guidance, patent filing and maintenance expenses are considered legal in nature and therefore classified as general and administrative expense, if any. ContraVir does not currently have any commercial biopharmaceutical products, and does not expect to have such for several years, if at all. Accordingly, our research and development costs are expensed as incurred. While certain of our research and development costs may have future benefits, our policy of expensing all research and development expenditures is predicated on the fact that ContraVir has no history of successful commercialization of product candidates to base any estimate of the number of future periods that would be benefited. Also as prescribed by ASC 730, non-refundable advance payments for goods or services that will be used or rendered for future research and development activities should be deferred and capitalized. As the related goods are delivered or the services are performed, or when the goods or services are no longer expected to be provided, the deferred amounts would be recognized as an expense. At September 30, 2018 and December 31, 2017, the Company had prepaid research and development costs of $46,984 and $32,903, respectively. Share-based payments ASC Topic 718 “Compensation—Stock Compensation” (“ASC 718”) requires companies to measure the cost of employee services received in exchange for the award of equity instruments based on the estimated fair value of the award at the date of grant. The expense is to be recognized over the period during which an employee is required to provide services in exchange for the award. Generally, the Company issues stock options with only service based vesting conditions and records the expense for these awards using the straight-line method. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company has a limited trading history in its common stock and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The expected term of stock options granted to non-employees is equal to the contractual term of the option award. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The Company accounts for stock options issued to non-employees in accordance with ASC Topic 505-50 “Equity-Based Payment to Non-Employees” and accordingly the value of the stock compensation to non-employees is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. At the end of each financial reporting period prior to completion of the service, the fair value of these awards is remeasured using the then-current fair value of the Company’s common stock and updated assumption inputs in the Black-Scholes option-pricing model. ASC 718 requires that cash flows resulting from tax deductions in excess of the cumulative compensation cost recognized for options exercised (excess tax benefits) be classified as cash inflows from financing activities and cash outflows from operating activities. Due to The Company’s accumulated deficit position, no excess tax benefits have been recognized. In March 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”) (see Note 4) which states that excess tax benefits should be classified along with other income tax cash flows as an operating activity. This guidance is effective for the Company for annual reporting periods beginning after December 15, 2017, with early adoption permitted. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”), which amends the accounting for share-based payment transactions. These changes, which are designed for simplification, involve several aspects of the accounting for share-based transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. Adoption and implementation of the guidance is not required by the Company until the beginning of fiscal 2018, although early adoption is not permitted. The Company is currently assessing the impact that adopting this new accounting guidance will have on its financial statements and footnote disclosures The Company adopted this ASU with no significant impact on its consolidated financial statements. Business Combinations The Company accounts for its business acquisitions, such as our acquisition of Ciclofilin in June of 2016, under the acquisition method of accounting as indicated in FASB ASC 805, “Business Combinations”, which requires the acquiring entity in a business combination to recognize the fair value of all assets acquired, liabilities assumed, and any non-controlling interest in the acquired business; and establishes the acquisition date as the fair value measurement point. Accordingly, the Company recognizes assets acquired and liabilities assumed in business combinations, including contingent assets and liabilities and non-controlling interest in the acquiree, based on the fair value estimates as of the date of acquisition. In accordance with ASC 805, the Company recognizes and measures goodwill as of the acquisition date, as the excess of the fair value of the consideration paid over the fair value of the identified net assets acquired. Contingent consideration assumed in a business combination is remeasured at fair value each reporting period and any change in the fair value from either the passage of time or events occurring after the acquisition date, is recorded in other expense.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	9 Months Ended
	Sep. 30, 2018
Recent Accounting Pronouncements
Recent Accounting Pronouncements	4. Recent Accounting Pronouncements In July of 2018, the FASB issued ASU 2018-11 – Leases (Topic 842) Targeted Improvements ( “ASU 2018-11” ), which addresses stakeholders inquiries that are applicable to the Company regarding reporting requirements for initial adoption of ASU 2016-02. ASU 2018-11 provides entities with an additional (and optional) transition method to adopt the new leases standard in ASU 2016-02, allowing an entity to initially apply the new lease standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. An entity that elects this additional (and optional) transition method must provide the required Topic 840 disclosures for all periods that continue to be in accordance with Topic 840. The amendments in ASU 2018-11follow the same effective dates as ASU 2016-02 for the Company. The Company is currently evaluating the impact that this guidance will have in conjunction with the guidance in ASU 2016-02. In July of 2018, the FASB issued ASU 2018-10 – Codification Improvements to Topic 842, Leases ( “ASU 2018-10” ), which amends narrow aspects of the guidance issued in the amendments in ASU 2016-02 based on comments and questions raised by stakeholders during the assessment and implementation of ASU 2016-02. The amendments in ASU 2018-10 follow the same effective dates as ASU 2016-02. The Company is currently evaluating the impact that this guidance will have in conjunction with the guidance in ASU 2016-02. In June of 2018, the FASB issued ASU 2018-07 – Compensation – Stock Compensation (Topic 718) ( “ASU 2018-07” ), which expands the scope of Topic 718 to include share-based payment transaction for acquiring goods and services from nonemployees. The amendments specify that Topic 718 applies to all share-based payment transactions in which a grantor acquires goods or services to be used or consumed in a grantor’s own operations by issuing share-based payment awards. The amendments in this ASU are effective for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. The Company is currently evaluating the impact that this guidance will have on its results of operations, financial position and cash flows. In March of 2018, the FASB issued ASU 2018-05 – Income Taxes (Topic 740): Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 ( “ASU 2018-05” ), which amends the FASB Accounting Standards Codification and XBRL Taxonomy based on the Tax Cuts and Jobs Act (the “Act”) that was signed into law on December 22, 2017 and Staff Accounting Bulletin No. 118 (“SAB 118”) that was released by the Securities and Exchange Commission. The Act changes numerous provisions that impact U.S. corporate tax rates, business-related exclusions, and deductions and credits and may additionally have international tax consequences for many companies that operate internationally. The Company has evaluated the impact of the Act as well as the guidance of SAB 118 and incorporated the changes into the determination of a reasonable estimate of its deferred tax liability and appropriate disclosures in the notes to our consolidated financial statements (See Note 14). The Company will continue to evaluate the impact this tax reform legislation may have on its results of operations, financial position, cash flows and related disclosures. In May of 2017, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2017-09, Compensation — Stock Compensation (Topic 718): Scope of Modification Accounting (“ASU 2017-09”), which provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. This guidance is to be applied for annual periods, and interim periods within those annual periods, beginning after December 15, 2017, with early adoption permitted and should be applied prospectively to an award modified on or after the adoption date. The Company adopted this ASU with no significant impact on its consolidated financial statements. In January of 2017, the FASB issued ASU No. 2017-04, Intangibles — Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which amended the 2014 amendments to the FASB Accounting Standards Codification that allowed companies an alternative accounting treatment for subsequently measuring goodwill. This amendment is Phase 1 of a project by the FASB Board to simplify how an entity is required to test goodwill for impairment by eliminating step 2 from the goodwill impairment test. Step 2 measures a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. These amendments are to be applied on a prospective basis and are required to be adopted for annual and any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. The Company is currently evaluating the impact that this guidance will have on its results of operations, financial position and cash flows. 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”), which amended the existing accounting standards for the statement of cash flows. The amendments provide guidance on eight classification issues related to the statement of cash flows. The Company is required to adopt the guidance for fiscal years beginning after December 31, 2017 and interim periods within those fiscal years. The amendments should be applied retrospectively to all periods presented. For issues that are impracticable to apply retrospectively, the amendments may be applied prospectively as of the earliest date practicable. The Company adopted this ASU with no significant impact on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”), which amends the accounting for share-based payment transactions. These changes, which are designed for simplification, involve several aspects of the accounting for share-based transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. Adoption and implementation of the guidance is not required by the Company until the beginning of fiscal 2018, although early adoption is not permitted. The Company adopted this ASU with no significant impact on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02 , Leases (Topic 842) (“ASU 2016-02”), as amended by ASU 2018-10 and ASU 2018-11. The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASU 2016-02 is effective for annual periods beginning after December 15, 2018, including interim periods within those annual periods, with early adoption permitted. A modified retrospective transition approach is required for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the consolidated financial statements, with certain practical expedients available. The Company is currently evaluating the impact that this guidance will have on its results of operations, financial position and cash flows. In May 2014, the FASB issued ASU No. 2014‑09, Revenue from Contracts with Customers . This guidance requires an entity to recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This guidance also requires an entity to disclose sufficient information to enable users of financial statements to understand the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. Qualitative and quantitative information is required about: · Contracts with customers —including revenue and impairments recognized, disaggregation of revenue and information about contract balances and performance obligations (including the transaction price allocated to the remaining performance obligations). · Significant judgments and changes in judgments —determining the timing of satisfaction of performance obligations (over time or at a point in time), and determining the transaction price and amounts allocated to performance obligations. · Certain assets —assets recognized from the costs to obtain or fulfill a contract. In August 2015, the FASB issued updated guidance deferring the effective date of the revenue recognition standard. In March, April and May 2016 and September 2017, the FASB issued additional updated guidance, which clarifies certain aspects of the ASU and the related implementation guidance issued by the FASB‑IASB Joint Transition Resource Group for Revenue Recognition. This guidance is effective for the Company for annual reporting periods beginning after December 15, 2017. The Company adopted this ASU with no significant impact on its consolidated financial statements.

Debt

Debt	9 Months Ended
	Sep. 30, 2018
Debt
Debt	5. Debt On May 8, 2018, the Company entered into a securities purchase agreement (the “Securities Purchase Agreement”) with Iliad Research and Trading, L.P. (“IRT”), pursuant to which the Company issued to IRT a secured convertible promissory note (the “Note”) in the aggregate principal amount of $3,325,000 for an aggregate purchase price of $2,000,000 cash and $1,000,000 aggregate principal amount of investor notes (the “Investor Notes”) payable to the Company in four tranches of $250,000 upon request by the Company. Closing occurred on May 9, 2018. The Note carries an original issue discount of $300,000, and the initial principal balance of $2,225,000 also includes original issue discount of $200,000 and $25,000 to cover IRT’s transaction expenses. The Investor Notes have not been drawn as of June 30, 2018. The Company will use the proceeds for the continued development of its TXL and CRV431 compounds for the treatment of Hepatitis B Virus and general corporate purposes. The Note bears interest at the rate of 10% per annum and matures on November 8, 2019. Beginning on November 8, 2018, IRT has the right to redeem all or any portion of the Note up to the Maximum Monthly Redemption Amount which is $500,000. Payments of each redemption amount may be made in cash or shares of Company common stock at Company’s election (so long as the various conditions to paying stock set forth in the Note are satisfied) provided, however, that if the Company’s common stock is trading below $1.60 per share (as adjusted for the reverse stock split), the redemption(s) must be in cash. Common stock issued upon redemption will be issued at a price equal to 80% of the lowest trade price of the common stock for the 20 consecutive trading days prior to the date of redemption, subject to adjustments; provided, however, that in no event will the redemption price be less than $1.60. Because of this feature which allows the lender to redeem the entire outstanding balance at its option within twelve (12) months of initial issuance, the debt is classified as current. The Company also entered into a security agreement with IRT, pursuant to which IRT will receive a security interest in substantially all of the Company’s assets, except for intellectual property. The Company identified numerous embedded features to which bifurcation would be required. The Securities Purchase Agreement requires that the Company comply with certain non-financial covenants customary for financing of this nature which the Company complied with as of September 30, 2018. The Company is eligible to elect the fair value option under ASC 815 and bypass analysis of potential embedded derivatives and further analysis of bifurcation of any such derivatives and has elected such option. Therefore, the debt will be recorded at its fair value upon issuance and subsequently re-measured at each reporting period until maturity. Additionally, all issuance costs incurred in connection with a debt instrument that is measured at fair value pursuant to the election of the fair value option are expensed during the period the debt is acquired. The Company incurred $200,000 of debt issuance costs, which were expensed as incurred due to the election of the fair value option and were included in interest expense in the accompanying condensed consolidated statement of operation for the nine months ended September 30, 2018. The Note carries total debt discount of $225,000 (comprising of original issue discount of $200,000 and $25,000 payment to IRT for transaction expenses) which was not recorded due to the election of the fair value option.

Stockholder's Equity and Deriva

Stockholder's Equity and Derivative Liability - Warrants	9 Months Ended
	Sep. 30, 2018
Stockholder's Equity and Derivative Liability
Stockholders' Equity and Derivative Liability - Warrants	6. Stockholder’s Equity and Derivative Liability Preferred stock, Common Stock and Warrant Offering During the period from August 5, 2016 to September 30, 2018, certain holders of the Company’s Series A Convertible Preferred Stock elected to convert approximately 1.1 million shares of Series A Convertible Preferred stock into approximately 2.8 million shares of the Company’s common stock. In addition, in September 2016, the holder of the Company’s Series B Convertible Preferred stock elected to convert the outstanding 120,000 shares of Series B Convertible Preferred stock into approximately 138,000 shares of the Company’s common stock On October 7, 2015, the Company entered into an underwriting agreement related to the public offering and sale of 625,000 shares of common stock and warrants to purchase up to 375,000 shares of common stock, at a fixed combined price to the public of $24.00 under the Company’s shelf registration statement on Form S-3, which expired on March 16, 2018. The shares of common stock and warrants were issued separately on October 13, 2015. The warrants are immediately exercisable and will be exercisable for a period of five years from the date of issuance at an exercise price of $34.00 per share. There is not, nor is there expected to be, any trading market for the warrants issued in the offering contemplated by the Underwriting Agreement. The Company also granted the Underwriters a 45-day option to purchase up to an additional 93,750 additional shares of common stock and additional warrants to purchase up to 56,250 shares of common stock at $24.00, which was not exercised. The gross proceeds to the Company were $15.0 million, before deducting the underwriting discount and other offering expenses payable by the Company of approximately $1.5 million. If the warrants were exercised in full, ContraVir would receive additional proceeds of approximately $12.8 million. If the Company consummates any merger, consolidation, sale or other reorganization event in which its common stock is converted into or exchanged for securities, cash or other property (“Fundamental transaction”), then the Company shall pay at the holder’s option, exercisable at any time commencing on the occurrence or the consummation of the fundamental transaction and continuing for 90 days, an amount of cash equal to the value of the remaining unexercised portion of the warrant as determined in accordance with the Black-Scholes option pricing model on the date of such fundamental transaction. As a result of these terms, in accordance with the guidance contained in ASC Topic 815-40, the Company has determined that the warrants issued in connection with this financing transaction must be recorded as derivative liabilities upon issuance and marked to market on a quarterly basis in the Company’s statement of operations. Upon the issuance of these warrants, the fair value of approximately $4.4 million was recorded as derivative financial instruments liability-warrants. The fair value of these liability classified warrants was estimated using the Black-Scholes option pricing model. The Company develops its own assumptions for use in the Black-Scholes option pricing model that do not have observable inputs or available market data to support the fair value. This method of valuation involves using inputs such as the fair value of the Company’s common stock, stock price volatility of comparable companies, the contractual term of the warrants, risk free interest rates and dividend yields. The Company has a limited trading history in its common stock, therefore, expected volatility is based on that of comparable public development stage biotechnology companies. Due to the nature of these inputs, the valuation of the warrants is considered a Level 3 measurement. The following assumptions were used to measure the warrants to remeasure the liability as of September 30, 2018 and December 31, 2017: September 30, December 31, 2018 2017 Price of ContraVir common stock $ 0.56 $ 2.88 Expected warrant term (years) 2.03 2.78 Risk-free interest rate 2.88 % 2.09 % Expected volatility 72.20 % 67.0 % Dividend yield — — On April 4, 2016, the Company closed on a public offering of 616,197 shares of its common stock and warrants to purchase up to 309,098 shares of common stock, at a fixed combined price to the public of $11.36 under the Company’s shelf registration statement on Form S-3, which expired on March 16, 2018. The warrants are immediately exercisable and will be exercisable for a period of five years from the date of issuance at an exercise price of $13.60 per share. There is not, nor is there expected to be, any trading market for the warrants issued in the offering contemplated by the Underwriting Agreement. The gross proceeds to the Company were $7.0 million, before deducting the underwriting discount and other offering expenses payable by the Company of approximately $0.7 million. If the warrants were exercised in full, ContraVir would receive additional proceeds of approximately $4.2 million. If the Company consummates a merger, consolidation, sale or other reorganization even in which its common stock is converted ino or exchanged for securities, cash or other property (“Fundamental transaction”), then the Company shall pay at the holder’s option, exercisable at any time commencing on the occurrence or the consummation of the fundamental transaction and continuing for 90 days, an amount of cash equal to the value of the remaining unexercised portion of the warrant as determined in accordance with the Black-Scholes option pricing model on the date of such fundamental transaction. As a result of these terms, in accordance with the guidance contained in ASC Topic 815-40, the Company has determined that the warrants issued in connection with this financing transaction must be recorded as derivative liabilities upon issuance and marked to market on a quarterly basis in the Company’s statement of operations and comprehensive loss. Upon the issuance of these warrants, the fair value of approximately $1.5 million was recorded as derivative financial instruments liability-warrants. The fair value of these liability classified warrants was estimated using the Black-Scholes option pricing model. The Company develops its own assumptions for use in the Black-Scholes option pricing model that do not have observable inputs or available market data to support the fair value. This method of valuation involves using inputs such as the fair value of the Company’s common stock, stock price volatility of comparable companies, the contractual term of the warrants, risk free interest rates and dividend yields. The Company has a limited trading history in its common stock, therefore, expected volatility is based on that of comparable public development stage biotechnology companies. Due to the nature of these inputs, the valuation of the warrants is considered a Level 3 measurement. The following assumptions were used to measure the warrants to remeasure the liability as of September 30, 2018 and December 31, 2018: September 30, December 31, 2018 2017 Price of ContraVir common stock $ 0.56 $ 2.88 Expected warrant term (years) Risk-free interest rate 2.88 % 2.09 % Expected volatility 72.20 % 67.0 % Dividend yield — — On April 25, 2017, the Company closed on a public offering of 1,500,000 shares of its common stock and warrants to purchase up to 750,000 shares of common stock, at a fixed combined price to the public of $8.00 under the Company’s shelf registration statement on Form S-3, which expired on March 16, 2018. The warrants are immediately exercisable and will be exercisable for a period of five years from the date of issuance at an exercise price of $10.00 per share. There is not, nor is there expected to be, any trading market for the warrants issued in the offering contemplated by the Underwriting Agreement. The gross proceeds to the Company were $12.0 million, before deducting the underwriting discount and other offering expenses payable by the Company of approximately $0.5 million. If the warrants were exercised in full, ContraVir would receive additional proceeds of approximately $7.5 million. If the Company consummates a merger, consolidation, sale or other reorganization even in which its common stock is converted ino or exchanged for securities, cash or other property (“Fundamental transaction”), then the Company shall pay at the holder’s option, exercisable at any time commencing on the occurrence or the consummation of the fundamental transaction and continuing for 90 days, an amount of cash equal to the value of the remaining unexercised portion of the warrant as determined in accordance with the Black-Scholes option pricing model on the date of such fundamental transaction. As a result of these terms, in accordance with the guidance contained in ASC Topic 815-40, the Company has determined that the warrants issued in connection with this financing transaction must be recorded as derivative liabilities upon issuance and marked to market on a quarterly basis in the Company’s statement of operations and comprehensive loss. Upon the issuance of these warrants, the fair value of approximately $4.0 million was recorded as derivative financial instruments liability-warrants. The fair value of these liability classified warrants was estimated using the Black-Scholes option pricing model. The Company develops its own assumptions for use in the Black-Scholes option pricing model that do not have observable inputs or available market data to support the fair value. This method of valuation involves using inputs such as the fair value of the Company’s common stock, stock price volatility of comparable companies, the contractual term of the warrants, risk free interest rates and dividend yields. The Company has a limited trading history in its common stock, therefore, expected volatility is based on that of comparable public development stage biotechnology companies. Due to the nature of these inputs, the valuation of the warrants is considered a Level 3 measurement On July 3,2018, the Company completed its rights offering pursuant to its effective registration statement on Form S-1. The Company offered for sale units in the rights offering and each unit sold in connection with the rights offering consists of 1 share of the Company's Series C Convertible Preferred Stock, or Series C, and 575 common stock warrants. Upon completion of the offering, pursuant to this rights offering, the Company sold an aggregate of 10,826 units at an offering price of $ 1,000 per unit comprised of 10,826 shares of Series C and 6,224,950 common stock warrants. The Company received net proceeds of $9.9 million, after deducting expenses relating to the Rights Offering, including dealer-manager fees and offering expenses, totaling approximately $0.9 million, and excluding any proceeds received upon exercise of any warrants The common stock warrants are exercisable at $1.55 per share and subject to adjustments upon the occurrence of certain dilutive events. The warrants expire on the fifth anniversary from their original issuance date. The Company may redeem the warrants for $0.01 per waffant if the Company's common stock closes above $6.20 per share for ten consecutive trading days, provided that the Company may not do so prior to the first anniversary of the closing of the unit offering. The warrants are being sold under a written public offering. If a warrant is exercised during a period where a registration statement is not declared effective, the Company cannot assert that settlement in unregistered shares is permitted. As a result, the warrants are liability classified and carried at their estimated fair value at each reporting until they exercised, terminated or otherwise settled. The Company determined that the Series C should not be classified as temporary equity due to its lack of senior liquidation preferences and is not redeemable on a fixed or determinable date. The rights and preferences of the Series C are as follows: Dividends Holders of Series C shares are entitled to dividends, if and when declared on shares of common stock, on an "as-converted" basis. Voting Subject to certain preferred stock class votes specified in the certificate of designation, the holders of Series C shares shall have no voting rights. Liquidation Upon any voluntary or involuntary liquidation, dissolution or winding-up of the Company, holder of Series C shares shall be entitled to receive the same consideration as the holders of the Company's common stock on an "as converted" basis. Conversion Each share of Series C is convertible into common stock at any time at the option of the holder thereof at the conversion price then in effect. The conversion price for the Series C is determined by dividing the stated value of $1,000 per share by $1.55 per share (subject to adjustments upon the occurrence of certain dilutive events). At any time after the first anniversary of the original issuance date, the Company may, subject to certain conditions, require the conversion ofseries C shares. The gross proceeds of the offering were first allocated to the warrants based on the fair value of the warrants at*nt time, with the residual proceeds allocated to the Series C. All offering costs were allocated between the Series C and the warrants. In addition, the placement agent received, as compensation for the transaction, equity warrants to purchase 279,381shares of the Company's common stock priced at $1.71 per share. The fair value of the placement agent equity warrants was $0.2 million at the time of issuance and $0.1 million was allocated to the Series C and $0.1 million was allocated to the liability classified common stock warrants. All costs allocated to the liability classified warrants were expensed immediately and as a component of general and administrative expenses within the Company's condensed consolidated statement of operations. In connection with the issuance of the Series C and liability classified warrants, the Company recognized the intrinsic value of a beneficial conversion feature of $3.8 million. The beneficial conversion amount was computed as the difference between the Series C effective conversion price and the fair value of the Company's common stock multiplied by that number ofshares issuable upon conversion. The beneficial conversion feature is presented as a component of net loss attributable to common stockholders in the Company's condensed consolidated statement of operations. As a result of the Company's issuance of convertible preferred shares that included a beneficial conversion feature, the Company mey, upon conversion of the Series C, recognize any unamortized discount resulting from the initial allocation of proceeds issued to the liability classified warrants. During the three months ended September 30,2018, the holders of Series C shares converted 8,573 shares of Series C into 5,530,966 shares of common stock. As a result of the conversion, the Company recognized a deemed dividend of $4.5 million associated with the difference between the stated and carrying per share values of the Series C and $0.5 million of issuance costs that had been allocated to the Series C which have been presented as a component of net loss attributable to common stockholders in the Company's condensed consolidated statement of operations. On July 3, 2018, the Company closed a rights offering originally filed under a Form S-1 registration statement in May 2018 (the “Rights Offering”). Pursuant to the Rights Offering, the Company sold an aggregate of 10,826 units consisting of an aggregate 10,826 shares of Series C Preferred Stock and 6,224,950 warrants, with each warrant exercisable for one share of common stock at an exercise price of $1.55 per share, resulting in net proceeds to us of approximately $9.9 million, after deducting expenses relating to the Rights Offering, including dealer-manager fees and expenses, and excluding any proceeds received upon exercise of any warrants. Each share of Series C Preferred Stock (“Series C”) will be convertible, at the Company’s option at any time on or after the first anniversary of the closing of the Rights Offering (as defined below) or at the option of the holder at any time, into the number of shares of the Company’s common stock, par value $0.0001 per share (the “Common Stock”) determined by dividing the $1,000 stated value per share of the Series C by a conversion price of $1.55 per share. In addition, the conversion price per share is subject to adjustment for stock dividends, distributions, subdivisions, combinations or reclassifications. Subject to limited exceptions, a holder of the Series C Preferred Stock will not have the right to convert any portion of the Series C to the extent that, after giving effect to the conversion, the holder, together with its affiliates, would beneficially own in excess of 4.99% of the number of shares of the Company’s Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock upon conversion of the holder’s shares of Series C . The holder upon notice to the Company, may increase or decrease the beneficial ownership limitation applicable to its shares of Series C, provided that in no event shall the limitation exceed 9.99% of the number of shares of our Common Stock outstanding immediately after giving effect to the issuance of shares of Common Stock upon conversion of the holder’s shares of Series C. In the event the Company effects certain mergers, consolidations, sales of substantially all of its assets, tender or exchange offers, reclassifications or share exchanges in which its Common Stock is effectively converted into or exchanged for other securities, cash or property, the Company consummates a business combination in which another person acquires 50% of the outstanding shares of its Common Stock, or any person or group becomes the beneficial owner of 50% of the aggregate ordinary voting power represented by the Company’s issued and outstanding Common Stock, then, upon any subsequent conversion of the Series C, the holders of the Series C will have the right to receive any shares of the acquiring corporation or other consideration it would have been entitled to receive if it had been a holder of the number of shares of Common Stock then issuable upon conversion in full of the Series C. Holders of Series C shall be entitled to receive dividends (on an as-if-converted-to-common-stock basis) in the same form as dividends actually paid on shares of the Common Stock when, as and if such dividends are paid on shares of Common Stock. Except as otherwise provided in the Certificate of Designation or as otherwise required by law, the Series C has no voting rights. Upon the Company’s liquidation, dissolution or winding-up, whether voluntary or involuntary, holders of Series C will be entitled to receive out of the assets, whether capital or surplus, of the Company the same amount that a holder of Common Stock would receive if the Series C were fully converted (disregarding for such purpose any conversion limitations thereunder) to Common Stock, which amounts shall be paid pari passu with all holders of Common Stock. The Company is not obligated to redeem or repurchase any shares of Series C. Shares of Series C are not otherwise entitled to any redemption rights, or mandatory sinking fund or analogous fund provisions. There are no stated dividends or redemption features associated with the Series C. The Series C have no voting rights. Each share of the Series C is convertible at the option of the holder into the number of shares of common stock determined by dividing the stated value of such share by the conversion price that is subject to adjustment. The Series C conversion price is currently $1.55. The preferred stock is automatically convertible into common stock in the event of a fundamental transaction to the Company. Based on these facts, the Series C is classified as permanent equity. Each share of Series C is convertible into shares of common stock, at any time at the option of the holder at a conversion price of $1.55 per share. Based on the guidance in ASC 470-20-20, the Company determined that a beneficial conversion feature exists, as the effective conversion price for the Series C preferred shares at issuance was less than the fair value of the common stock into which the preferred shares are convertible. A beneficial conversion feature based on the intrinsic value of the date of issuances for the Series C was $3.8 million and the preferred stock was discounted by this amount. The beneficial conversion amount of $3.8 million was then accreted back to the preferred stock as a dividend charged to accumulated deficit as the preferred stock was 100 % convertible immediately. The following assumptions were used to measure the warrants at issuance and to remeasure the liability as of September 30, 2018: July 3, September 30, 2018 2018 Price of ContraVir common stock $ 1.36 0.56 Expected warrant term (years) 5.0 Risk-free interest rate 2.72 % 2.94 % Expected volatility 75.4 % 73.5 % Dividend yield — — The following table sets forth the components of changes in the Company’s derivative financial instruments liability balance for the nine months ended September 30, 2018: Number of Derivative Warrants Instrument Date Description Outstanding Liability January 1, 2018 Balance of derivative financial instruments liability 1,426,848 $ 669,462 July 3, 2018 Issuance of Warrants 6,223,950 5,091,373 August 7, 2018 Change in fair value of warrant liability related to warrant exercise (92,000) (41,132) Derecognition of warrants (34,136) Change in fair value of warrants — (4,339,800) September 30, 2018 Balance of derivative financial instruments liability 7,558,798 $ 1,345,767 Controlled Equity Offering Sales Agreement On March 9, 2015, the Company entered into a Controlled Equity Offering Sales Agreement (the “Agreement”), with Cantor Fitzgerald & Co., as sales agent (“Cantor”), pursuant to which the Company may offer and sell, from time to time, through Cantor shares of the Company’s common stock, par value $0.0001 per share (the “Shares”), up to an aggregate offering price of $50.0 million. The Company intends to use the net proceeds from these sales to fund research and development activities, working capital and other general corporate purposes. Under the Agreement, Cantor may sell the Shares by methods deemed to be an “at-the-market” offering as defined in Rule 415 promulgated under the Securities Act of 1933, as amended (the “Securities Act”), including sales made directly on The NASDAQ Capital Market, on any other existing trading market for the Shares or to or through a market maker. In addition, under the Agreement, Cantor may sell the Shares by any other method permitted by law, including in privately negotiated transactions. Subject to the terms and conditions of the Agreement, Cantor will use commercially reasonable efforts, consistent with its normal trading and sales practices and applicable state and federal law, rules and regulations and the rules of The NASDAQ Capital Market, to sell the Shares from time to time, based upon the Company’s instructions (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company is not obligated to make any sales of the Shares under the Agreement. The offering of Shares pursuant to the Agreement will terminate upon the earlier of (1) the sale of all of the Shares subject to the Agreement or (2) the termination of the Agreement by Cantor or the Company. ContraVir will pay Cantor a commission of up to 3.0% of the gross sales price per share sold and has agreed to provide Cantor with customary indemnification and contribution rights. During the nine months ended September 30, 2018 and 2017, the Company sold approximately 6.1 million and 2.7 million shares of our common stock, respectively, resulting in net proceeds of approximately $1.6 million and $2.0 million, respectively, under the Controlled Equity Offering Sales Agreement with Cantor Fitzgerald & Co., as sales agent.

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2018
Fair Value Measurements
Fair Value Measurements	7. Fair Value Measurements The following table presents the Company’s liabilities that are measured and recognized at fair value on a recurring basis classified under the appropriate level of the fair value hierarchy as of September 30, 2018 and December 31, 2017. Quoted Prices in Active Markets Significant for Identical Other Significant Assets and Observable Unobservable Liabilities Inputs Inputs Fair value (Level 1) (Level 2) (Level 3) As of September 30, 2018 Derivative liabilities related to warrants $ (1,345,767) $ — $ — $ (1,345,767) Contingent consideration $ (3,305,000) $ — $ — $ (3,305,000) Convertible Debt $ (2,070,000) $ — $ — $ (2,070,000) As of December 31, 2017 Derivative liabilities related to warrants $ (669,462) $ — $ — $ (662,462) Contingent consideration $ (3,380,000) $ — $ — $ (3,380,000) The unrealized gains or losses on the derivative liabilities are recorded as a change in fair value of derivative liabilities- warrants in the Company's statement of operations. See Note 6 for a rollfoward of the derivative liability for the nine months ended September 30, 2018. The financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. At each reporting period, the Company reviews the assets and liabilities that are subject to ASC 815-40. At each reporting period, all assets and liabilities for which the fair value measurement is based on significant unobservable inputs or instruments which trade infrequently and therefore have little or no price transparency are classified as Level 3. The following table summarizes the changes in fair value of the convertible debt for which the Company has used Level 3 inputs to determine fair value. Fair Value of Convertible Debt Balance at May 8, 2018 $ (2,000,000) Paid-in-kind interest (87,406) Change in fair value 17,406 Balance at September 30, 2018 $ (2,070,000) As discussed in Note 3, contingent consideration was recorded for the acquisition of Ciclofilin on June 10, 2016. The contingent consideration represented the acquisition date fair value of potential future payments, to be paid in cash and Company stock, upon the achievement of certain milestones and was estimated based on a probability-weighted discounted cash flow model. As of September 30, 2018 the Company has determined that it is not yet able to determine the amount that will be due in the next twelve months due to the uncertainty in the timing of the clinical development of the associated product candidate; therefore, the entire balance is classified as a non-current liability. The following table presents the change in fair value of the contingent consideration as of September 30, 2018. Acquisition­ related Contingent Consideration Liabilities Balance at December 31, 2017 $ (3,380,000) Change in fair value recorded in earnings 75,000 Balance at September 30, 2018 $ (3,305,000)

Indefinite-lived Intangible Ass

Indefinite-lived Intangible Assets and Goodwill	9 Months Ended
	Sep. 30, 2018
Indefinite-lived Intangible Assets and Goodwill
Indefinite-lived Intangible Assets and Goodwill	8. Indefinite-lived Intangible Assets and Goodwill IPR&D The Company’s IPR&D asset consisted of the following at: September 30, December 31, 2018 2017 IPR&D asset: CRV431 $ 3,190,000 $ 3,190,000 No impairment losses were recorded on IPR&D during the nine months ended September 30, 2018. Goodwill The table below provides a roll-forward of the Company’s goodwill balance: Amount Goodwill balance at January 1, 2018 $ 1,870,924 Changes during the nine months ended September 30, 2018 — Goodwill balance at September 30, 2018 $ 1,870,924 No impairment losses were recorded on goodwill during the nine months ended September 30, 2018.

Accrued Liabilities

Accrued Liabilities	9 Months Ended
	Sep. 30, 2018
Accrued Liabilities
Accrued Liabilities	9. Accrued Liabilities The Company’s accrued expenses consist of the following: September 30, December 31, 2018 2017 Research and development $ 178,764 $ 322,842 Professional fees 45,061 75,934 Payroll related costs 187,677 539,063 Legal fees 9,882 81,550 Other — 27,309 Total accrued expenses $ 421,384 $ 1,046,698

Accounting for Share-Based Paym

Accounting for Share-Based Payments	9 Months Ended
	Sep. 30, 2018
Accounting for Share-Based Payments
Accounting for Share-Based Payments	10. Accounting for Share-Based Payments On June 3, 2013, ContraVir adopted the 2013 Equity Incentive Plan (the “Plan”). Stock options granted under the Plan typically will vest after three years of continuous service from the grant date and will have a contractual term of ten years. ContraVir has reserved 1,337,500 shares of common stock issuable pursuant to the Plan. As of September 30, 2018, the Company had 520,654 shares of common stock available for grant under the Plan. The Company classifies stock-based compensation expense in its statement of operations in the same manner in which the award recipient’s payroll costs are classified or in which the award recipients’ service payments are classified. For the three and nine months ended September 30, 2018 and 2017, respectively, the following table presents the stock based compensation expense for the periods indicated: Three months ended Three months ended Nine months ended Nine months ended September 30, September 30, September 30, September 30, 2018 2017 2018 2017 General and administrative $ 73,454 $ $ 381,869 $ 914,342 Research and development (10,573) 51,163 304,504 Total stock-based compensation expense $ 62,881 $ 391,145 $ 433,032 $ 1,218,846 A summary of stock option activity and of changes in stock options outstanding under the Plan for the nine months ended September 30, 2018 is presented below: Weighted Weighted Average Average Remaining Exercise Contractual Number of Exercise Price Price Intrinsic Term Options Per Share Per Share Value (years) Balance outstanding, January 1, 2018 852,648 $0.88 - $35.04 $ 11.87 $ 5,958 7.00 Granted — $0.00 - $0.00 $ — Exercised — $0.00 - $0.00 $ — Forfeited (22,621) $0.03 - $10.19 $ 13.63 Balance outstanding, September 30, 2018 830,027 $0.88 - $35.04 $ 11.89 $ 23,833 6.52 Vested awards and those expected to vest at September 30, 2018 816,847 $0.88 - $35.04 $ 11.87 $ — 6.21 Vested and exercisable at September 30, 2018 698,303 $ 12.27 $ — 6.27 There were no stock options issued to employees during the nine months ended September 30, 2018. The weighted-average grant-date fair value per share of options granted to employees during the nine months ended September 30, 2017 was $0.37. The total fair value of shares vested during the nine months ended September 30, 2018 was $0.6 million. Included within the above table are 0.2 million non-employee options outstanding as of September 30, 2018, of which approximately 16,000 are unvested and therefore subject to remeasurement. The remeasurement impact for the nine months ended September 30, 2018 was negative due to the decreases in the Company's stock price, which resulted in a decrease in the related expense recognized. The aggregate intrinsic value of stock options in the tables above is calculated as the difference between the exercise price of the stock options and the fair value of the Company’s common stock for those stock options that had exercise prices lower than the fair value of the Company’s common stock. As of September 30, 2018, the unrecognized compensation cost related to non-vested stock options outstanding, net of expected forfeitures, was approximately $0.5 million to be recognized over a weighted-average remaining vesting period of approximately 2.50 years. There were no option awards granted to employees during the nine months ended September 30, 2018. The following weighted-average assumptions were used in the Black-Scholes valuation model to estimate fair value of stock option awards to employees during the nine months ended September 30, 2017. Nine months ended September 30, 2017 Stock price $ 4.16 Risk-free interest rate 1.92 % Dividend yield — Expected volatility 72.7 % Expected term (in years) 5.0 Risk-free interest rate —Based on the daily yield curve rates for U.S. Treasury obligations with maturities which correspond to the expected term of the Company’s stock options. Dividend yield —ContraVir has not paid any dividends on common stock since its inception and does not anticipate paying dividends on its common stock in the foreseeable future. Expected volatility —Because ContraVir has a limited trading history in its common stock, the Company based expected volatility on that of comparable public development stage biotechnology companies. Expected term —The expected option term represents the period that stock-based awards are expected to be outstanding based on the simplified method provided in SAB No. 107. Options are considered to be “plain vanilla” if they have the following basic characteristics: (i) granted “at-the-money”; (ii) exercisability is conditioned upon service through the vesting date; (iii) termination of service prior to vesting results in forfeiture; (iv) limited exercise period following termination of service; and (v) options are non-transferable and non-hedgeable. In December 2007, the SEC issued SAB No. 110, Share-Based Payment , (“SAB No. 110”). SAB No. 110 was effective January 1, 2008 and expresses the views of the Staff of the SEC with respect to extending the use of the simplified method, as discussed in SAB No. 107, in developing an estimate of the expected term of “plain vanilla” share options in accordance with ASC 718. The Company will use the simplified method until it has the historical data necessary to provide a reasonable estimate of expected life in accordance with SAB No. 107, as amended by SAB No. 110. For the expected term, the Company has “plain-vanilla” stock options, and therefore used a simple average of the vesting period and the contractual term for options granted as permitted by SAB No. 107. Forfeitures —ASC 718 requires forfeitures to be estimated at the time of grant and revised if necessary, in subsequent periods if actual forfeitures differ from those estimates. At April 1, 2016, the Company determined that it had sufficient history of issuing stock options and decreased its estimated forfeiture rate from 10%, which was based on the historical experience of its former parent, to 3%, which is the Company's actual historical forfeiture rate. The forfeiture rate was 10% through the end of the 3 rd fiscal quarter ended March 31, 2016 and was then adjusted to 3% through the end of the fiscal year June 30, 2016 based on the aforementioned historical analysis. The forefeiture rate was 3% for the year ended June 30, 2017 and the transition period ended December 31, 2017. There were 22,621 forfeitures for the nine months ended September 30, 2018 due to employee terminations. The Company will continue to analyze the forefeiture rate on at least an annual basis or when there are any identified triggers that would justify immediate review.

(Loss) Income per Share

(Loss) Income per Share	9 Months Ended
	Sep. 30, 2018
(Loss) Income per Share
(Loss) Income per Share	11. (Loss) Income per Share Basic and diluted net loss per share is presented in conformity with ASC Topic 260, Earnings per Share , (“ASC Topic 260”) for all periods presented. In accordance with ASC Topic 260, basic and diluted net loss per common share was determined by dividing net loss applicable to common stockholders by the weighted-average common shares outstanding during the period. In addition, the net loss attributable to common stockholders' is adjusted for the preferred stock deemed dividends related to the beneficial conversion feature on this instrument for the periods in which the preferred stock is outstanding. The following table sets forth the computation of basic and diluted net loss per share for the periods indicated: Three months ended Nine months ended September 30, September 30, September 30, September 30, Basic net (loss) income per common share 2018 2017 2018 2017 Numerator: Net (loss) income $ (157,058) $ (5,774,176) $ (6,876,621) $ (11,342,842) Preferred stock deemed dividend (8,805,809) — (8,805,809) — Net loss attributable to common stockholders (8,962,867) (5,774,176) (15,682,430) $ (11,342,842) Denominator: Weighted average common shares outstanding 14,171,577 7,506,702 11,668,078 6,123,294 Net loss per share of common stock—basic and diluted $ (0.63) $ (0.77) $ (1.34) $ (1.85) The following outstanding securities at September 30, 2018 and 2017 have been excluded from the computation of diluted weighted shares outstanding, as they would have been anti-dilutive: Nine months ended Nine months ended September 30, September 30, 2018 2017 Common shares issuable upon conversion of Series A preferred stock 222,867 270,867 Common shares issuable upon conversion of Series C preferred stock 1,453,550 — Stock options 830,027 833,898 Warrants 7,558,052 1,426,848 Total 10,064,496 2,531,613 The liability classified warrants disclosed above have been excluded from the computation of diluted earnings per share because their exercise price exceeds the average market price of the Company’s common stock for the period they were outstanding.

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2018
Commitments and Contingencies
Commitments and Contingencies	12. Commitments and Contingencies License Agreement with Chimerix, Inc. On December 17, 2014, the Company entered into an exclusive license agreement with Chimerix pursuant to which the Company has licensed TXL from Chimerix for further clinical development and commercialization. TXL is a highly potent analog of the antiviral drug tenofovir DF (Viread ® ) . Under the terms of the agreement, ContraVir licensed TXL from Chimerix in exchange for an upfront payment consisting of 120,000 shares of ContraVir Series B Convertible Preferred Stock. In addition, Chimerix is eligible to receive up to approximately $20.0 million in clinical, regulatory and initial commercial milestone payments in the United States and Europe, as well as royalties and additional milestone payments based on commercial sales in those territories. Either party may terminate the License Agreement upon the occurrence of a material breach by the other party (subject to standard cure periods), or upon certain events involving the bankruptcy or insolvency of the other party. The Company may also terminate the License Agreement without cause on a country by country basis upon sixty days’ prior written notice to Chimerix. The fair value of the Preferred B shares exchanged for the license was determined to be equal to the amount paid per share of the Series A, as the provision of the Preferred B shares were the same as the Preferred A Shares, based on an arm’s length transaction. Therefore, the fair value of the Preferred B shares issued was $10.00 per share or $1.2 million. The cost of the license was classified as a research and development expense in the amount of $1.2 million as the compound is early stage, has not yet reached technological feasibility and has no alternative use. As of the date of this report, no amounts had been accrued related to the milestone payments Chimerix is eligible to receive. License Agreement with University College Cardiff Consultants Limited (“Cardiff”) On June 10, 2013, the Company and Synergy entered into a Contribution Agreement, as amended and restated on August 5, 2013, or the Contribution Agreement, to transfer to the Company the Valnivudine assets, in exchange for the issuance to Synergy of 1,125,000 shares of the Company’s common stock representing 100% of the outstanding shares of the Company’s common stock as of immediately following such issuance. Pursuant to the Contribution Agreement, Synergy transferred ownership of all intellectual property rights acquired from Bristol-Myers Squibb (“BMS”) including all historical research, clinical study protocols, data, results and patents related to the Valnivudine assets as well as assumed the obligations of Synergy, including all liabilities of Synergy, under the asset purchase agreement, dated August 17, 2012, by and between Synergy and BMS, or the BMS Agreement. The Valnivudine assets acquired from BMS are licensed from Cardiff pursuant to the terms of that certain Patent and Technology License Agreement, dated as of February 2, 2005, between Cardiff and CRI, an entity with no prior relationship with us, as amended March 27, 2007, or the Cardiff Agreement. The Cardiff Agreement shall remain in full force and effect until the date upon which the last of the last patent or the last continuation or extension to any patents within the Patent Rights (as defined in the Cardiff Agreement) expires. Any milestone and/or royalty payment under the Cardiff Agreement shall be payable for as long as the Cardiff Agreement is in effect. The Cardiff Agreement may be terminated in its entirety, for among other reasons and in the following manner as set forth below: (a) automatically by Cardiff, if we become bankrupt or insolvent and/or if our business shall be placed in the hands of a receiver, assignee, or trustee; (b) upon ninety (90) calendar days written notice from Cardiff, if we breach or default (i) on the payment or report obligations or use of name obligations or (ii) on any other obligation under the Cardiff Agreement, subject to a ninety (90) calendar-day cure period; (c) if we have defaulted or been in excess of one (1) month late on its payment obligations pursuant to the terms of the Cardiff Agreement on any two (2) occasions in a twelve (12) month period, subject to a cure period; (d) upon one hundred twenty (120) calendar days written notice from us if any particular patent or patents included in Patent Rights and which account for at least thirty (30%) percent of the total royalty to Cardiff, is or are irrevocably adjudicated to be invalid; or (e) upon ninety (90) calendar days written notice from us if Cardiff is in breach of Section 11.1 (Confidential Information and Publication) unless, before the end of the such ninety (90) calendar-day notice period, Cardiff has cured the default or breach to our reasonable satisfaction and so notifies us, stating the manner of the cure. The terms of the Cardiff Agreement provided in consideration for a license of all of Cardiff’s rights in any technical information, know-how, processes, procedures, compositions, devices, methods, formulae, protocols, techniques related to the Valnivudine Assets, or the Patent Rights. The Cardiff Agreement provided for an initial base payment of $270,000, which has previously been paid by CRI, subsequent milestone payments covering (i) initiation of a clinical trial at each phase, (ii) marketing (FDA) approval and (iii) on achieving the milestone of aggregate net sales in three different tiers, as well as a low single digit royalty based on net sales. The terms of the BMS Agreement provided for an initial base payment of $1.0 million, subsequent milestone payments of $3.0 million and $6.0 million, respectively, covering (i) marketing (FDA) approval and (ii) on achieving the milestone of aggregate net sales equal to or greater than $125.0 million, as well as a single digit royalty based on net sales. The total aggregate amount of milestone payments that could be payable to BMS under the BMS Agreement is equal to $9 million. The duration of any milestone payment obligation owed to BMS shall continue until the earliest of (i) payment, in full, of all milestone payments as required under the BMS Agreement, (ii)our determination using commercially reasonable standards consistent with the exercise of prudent scientific and business judgment and consistent with those standards used by us for its other therapeutic products at a similar stage of development and with similar commercial potential, to terminate the development of the Valnivudine assets, and (iii) the tenth (10th) anniversary of the date of the BMS Agreement, The duration of any royalty payment obligation to BMS shall commence on the date of the first commercial sale of the Valnivudine assets in a country until the expiration of any claim of an issued and unexpired patent which has not been held permanently revoked, unenforceable or invalid by a decision of a court or other governmental agency of competent jurisdiction of any of our patents or any other patent covering the use or sale of the Valnivudine assets in such country. The transactions contemplated by the BMS Agreement closed on August 17, 2012 and neither party can terminate the remaining obligations owed under the BMS Agreement. No milestone payments have been made under this agreement and as of the date of this report, no amounts had been accrued related to the remaining milestone payments BMS is eligible to receive.

Related Party Transactions

Related Party Transactions	9 Months Ended
	Sep. 30, 2018
Related Party Transactions
Related Party Transactions	13. Related Party Transactions One of the Company’s Directors, Timothy Block, is President of the Baruch S. Blumberg Institute (“Blumberg Institute”). On May 29, 2015, the Company entered into a Sponsored Research Agreement (“Agreement”) with Blumberg Institute, pursuant to which the Company is sponsoring research by investigators affiliated with the Blumberg Institute with respect to TXL. The Company incurred expenses related to the agreement of approximately $50,000 and $50,000 for the nine months ended September 30, 2018 and 2017, respectively. On June 1, 2016 the Company entered into a consulting agreement with Gabriele Cerrone, one of the Company's principal stockholders. The agreement is for a term beginning on June 1, 2016 and expires on June 1, 2019. Pursuant to the consulting agreement Mr. Cerrone is paid $10,000 per month. Either party may terminate the agreement at any time upon 30 days prior written notice. On June 16, 2016, Mr. Cerrone was issued 360,000 stock options vested im 10,000 increments on a monthly basis over 3 years. The Company terminated the consulting agreement with Mr. Cerrone as of July 1, 2018.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2018
Income Taxes
Income Taxes	14. Income Taxes On December 22, 2017, new federal tax reform legislation was enacted in the United States, resulting in significant changes from previous tax law. The 2017 Tax Act reduces the federal corporate income tax rate to 21% from 35% effective January 1, 2018. The key impacts of the Tax Act on the Company’s consolidated financial statements were the re-measurement of deferred tax balances to the new corporate tax rate. The re-measurement of the deferred tax balances to the new corporate rate was completed as of December 31, 2017 and resulted in an adjustment of approximately $373,000 recorded as a reduction in the deferred tax liability offset by a credit to Income Tax benefit at that time. The 2017 Tax Act also changed the Net Operating Loss carryforwards’ period to now have an indefinite life. In connection with the preparation of the unaudited condensed consolidated financial statements as of and for the three months ended March 31, 2018, the Company identified an error related to an additional reduction that should have been recorded to the valuation allowance in the approximate amount of $536,000 to reflect the adjustment allowed by the 2017 Tax Act to utilize indefinite deferred tax liabilities as a source of income against indefinite lived portions of the Company’s deferred tax assets in conjunction with the evaluation of the amount of valuation allowance needed. This error was determined to be immaterial and was corrected as an out of period adjustment recorded in the quarter ended March 31, 2018.

Subsequent Event

Subsequent Event	9 Months Ended
	Sep. 30, 2018
Subsequent Event
Subsequent Event	15. Subsequent Event On October18, 2018, the Company reached a major clinical milestone of Positive Data from a Phase I trial of CRV431 in humans. This achievement triggered the first milestone payment as stated in the Merger Agreement for the acquisition of Ciclofilin Pharmaceuticals, Inc. (“Ciclofilin”) in June 2016. The Company also paid related milestone payment of $1,000,000 to the Ciclofilin shareholders as listed in the Merger Agreement and has initiated the process to issue 2.5% of the issued and outstanding Company’s Common as of June, 2016. On October 15, 2018 the Company entered into a Settlement Agreement and General Release with Theresa Matkovits, the Company’s former Chief Operating Officer (the “Matkovits Agreement”) pursuant to which, among other things, Ms. Matkovits was paid three months of salary plus three months of COBRA health benefit payments in exchange for a general release. On October 18, 2018, the Company entered into a Separation Agreement and General Release with James Sapirstein, the Company’s former Chief Executive Officer (the “Sapirstein Agreement”) pursuant to which, among other things, the Company paid Mr. Sapirstein 18 months of salary as per his employment agreement and agreed to pay 18 months of COBRA health benefit payments in exchange for a general release. The company also terminated four employees in October 2018 and expects to pay $0 million of severance costs during the fourth quarter of 2018.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2018
Summary of Significant Accounting Policies
Use of Estimates	Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. Changes in estimates and assumptions are reflected in reported results in the period in which they become known. Actual results could differ from those estimates. The Company’s significant accounting policies are disclosed in the audited financial statements for the year ended December 31, 2017 included in the Company’s Form 10‑KT filed with the SEC on March 26, 2018. Since the date of such financial statements, there have been no changes to the Company’s significant accounting policies.
Cash	Cash As of September 30, 2018 and December 31, 2017, the amount of cash was approximately $9.0 million and $6.0 million, respectively, consisting primarily of checking accounts held at U.S. and Canadian commercial banks. Cash is maintained at financial institutions and, at times, balances may exceed federally insured limits. The Company has never experienced losses related to these balances.
Fair Value of Financial Instruments	Fair Value of Financial Instruments Accounting Standards Codification (“ASC”) Topic 820, Fair Value Measurement (“ASC 820”), establishes a fair value hierarchy for instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. ASC 820 identifies fair value as the exchange price, or exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As a basis for considering market participant assumptions in fair value measurements, ASC 820 establishes a three-tier fair value hierarchy that distinguishes among the following: · Level 1—Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. · Level 2—Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. · Level 3—Valuations based on inputs that are unobservable and significant to the overall fair value measurement. To the extent that the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Financial instruments consist of cash and accounts payable. These financial instruments are stated at their respective historical carrying amounts, which approximate fair value due to their short term nature, except for derivative instruments, which were marked to market at the end of each reporting period. See Note 6 for additional information on the fair value of the derivative liabilities. The Company recorded contingent consideration in its 2016 acquisition of Ciclofilin, which is required to be carried at fair value. See Note 7 for additional information on the fair value of the contingent consideration. The Company elected the fair value option for its convertible promissory note dated May 8, 2018 (see Note 5). The Company adjusts the convertible promissory note to fair value through the change in fair value of debt in the accompanying consolidated statements of operations.
Derivative Financial Instruments	Derivative financial instruments The Company has issued common stock warrants in connection with the execution of certain equity financings. The fair value of the warrants, which were deemed to be derivative instruments based on certain contingent put features, was recorded as a derivative liability under the provisions of ASC Topic 815 Derivatives and Hedging (“ASC 815”) upon issuance. Subsequently, the liability is adjusted to fair value as of the end of each reporting period and the changes in fair value of derivative liabilities are recorded in the statements of operations under the caption “Change in fair value of derivative financial instruments - warrants.” See Note 6 for additional information. The fair value of the warrants, issued in connection with the October 2015, April 2016 and April 2017 common stock offerings and the July 2018 Rights offering and deemed to be derivative instruments due to certain contingent put feature, was determined using the Black-Scholes option pricing model, deemed to be an appropriate model due to the terms of the warrants issued, including a fixed term and exercise price. The fair value is affected by changes in inputs to the model including the Company’s stock price, expected stock price volatility, the contractual term, and the risk-free interest rate. This model uses Level 3 inputs, including stock price volatility, in the fair value hierarchy established by ASC 820 Fair Value Measurement. At September 30, 2018 and December 31, 2017, the fair value of such warrants was $1.3 million and $0.7 million, respectively, which the Company classified as a long term derivative liability on the Company’s balance sheets.
Goodwill and In-Process Research & Development	Goodwill and In-Process Research & Development In accordance with ASC Topic 350, Intangibles — Goodwill and Other (“ASC Topic 350”), goodwill and acquired IPR&D are determined to have indefinite lives and, therefore, are not amortized. Instead, they are tested for impairment annually, in the Company’s fourth quarter, and between annual tests if the Company becomes aware of an event or a change in circumstances that would indicate the carrying value may be impaired. Pursuant to ASU No. 2011-08, Intangibles — Goodwill and Other (Topic 350): Testing Goodwill for Impairment , and No. 2012-02, Intangibles — Goodwill and Other(Topic 350): Testing Indefinite-Lived Intangible Assets for Impairment , the Company has the option to first assess qualitative factors to determine whether the existence of events or circumstances leads the Company to determine that it is more likely than not (that is, a likelihood of more than 50%) that the goodwill or the acquired IPR&D is impaired. If the Company chooses to first assess qualitative factors and determines that it is not more likely than not goodwill or acquired IPR&D is impaired, the Company is not required to take further action to test for impairment. The Company also has the option to bypass the qualitative assessment and perform only the quantitative impairment test, which the Company may choose to do in some periods but not in others. If the Company performs a quantitative assessment of goodwill, it utilizes the two-step approach prescribed under ASC Topic 350. Step 1 requires a comparison of the carrying value of a reporting unit, including goodwill, to its estimated fair value. The Company tests for impairment at the entity level because it operates on the basis of a single reporting unit. If the carrying value exceeds fair value, the Company then performs Step 2 to measure the amount of impairment loss, if any. In Step 2, the Company estimates the fair value of its individual assets, including identifiable intangible assets, and liabilities to determine the implied fair value of goodwill. The Company then compares the carrying value of its goodwill to its implied fair value. The excess of the carrying value of goodwill over its implied fair value, if any, is recorded as an impairment charge. Goodwill relates to amounts that arose in connection with the acquisition of Ciclofilin. Goodwill represents the excess of the purchase price over the fair value of the net assets acquired when accounted for using the acquisition method of accounting for business combinations. There was no impairment of goodwill as of September 30, 2018 or the fiscal year ended December 31, 2017. IPR&D acquired in a business combination is capitalized as indefinite-lived assets on the Company’s consolidated balance sheets at its acquisition-date fair value. Once the project is completed, the carrying value of the IPR&D is reclassified to other intangible assets, net and is amortized over the estimated useful life of the asset. Post-acquisition research and development expenses related to the IPR&D projects are expensed as incurred. The projected discounted cash flow models used to estimate the fair values of the Company’s IPR&D assets, acquired in connection with the Ciclofilin acquisition, reflect significant assumptions regarding the estimates a market participant would make in order to evaluate a drug development asset, including: (i) probability of successfully completing clinical trials and obtaining regulatory approval; (ii) market size, market growth projections, and market share; (iii) estimates regarding the timing of and the expected costs to advance clinical programs to commercialization; (iv) estimates of future cash flows from potential product sales; and (v) a discount rate. If IPR&D becomes impaired or is abandoned, the carrying value of the IPR&D is written down to its revised fair value with the related impairment charge recognized in the period in which the impairment occurs. If the carrying value of the asset becomes impaired as the result of unfavorable data from any ongoing or future clinical trial, changes in assumptions that negatively impact projected cash flows, or because of any other information regarding the prospects of successfully developing or commercializing our programs, the Company could incur significant charges in the period in which the impairment occurs. There was no impairment of IPR&D as of September 30, 2018 or the fiscal year ended December 31, 2017.
Contingencies	Contingencies In the normal course of business, the Company is subject to loss contingencies, such as legal proceedings and claims arising out of its business that cover a wide range of matters, including, among others, government investigations, shareholder lawsuits, product and environmental liability, and tax matters. In accordance with ASC Topic 450, Accounting for Contingencies, (“ASC 450”), the Company records accruals for such loss contingencies when it is probable that a liability will be incurred and the amount of loss can be reasonably estimated. The Company, in accordance with this guidance, does not recognize gain contingencies until realized.
Research and Development	Research and Development Research and development costs, which include expenditures in connection with an in-house research and development laboratory, salaries and staff costs, application and filing for regulatory approval of proposed products, purchased in-process research and development, license costs, regulatory and scientific consulting fees, as well as contract research, insurance and FDA consultants, are accounted for in accordance with ASC Topic 730, Research and Development, (“ASC 730”). Also, as prescribed by this guidance, patent filing and maintenance expenses are considered legal in nature and therefore classified as general and administrative expense, if any. ContraVir does not currently have any commercial biopharmaceutical products, and does not expect to have such for several years, if at all. Accordingly, our research and development costs are expensed as incurred. While certain of our research and development costs may have future benefits, our policy of expensing all research and development expenditures is predicated on the fact that ContraVir has no history of successful commercialization of product candidates to base any estimate of the number of future periods that would be benefited. Also as prescribed by ASC 730, non-refundable advance payments for goods or services that will be used or rendered for future research and development activities should be deferred and capitalized. As the related goods are delivered or the services are performed, or when the goods or services are no longer expected to be provided, the deferred amounts would be recognized as an expense. At September 30, 2018 and December 31, 2017, the Company had prepaid research and development costs of $46,984 and $32,903, respectively.
Share-based payments	Share-based payments ASC Topic 718 “Compensation—Stock Compensation” (“ASC 718”) requires companies to measure the cost of employee services received in exchange for the award of equity instruments based on the estimated fair value of the award at the date of grant. The expense is to be recognized over the period during which an employee is required to provide services in exchange for the award. Generally, the Company issues stock options with only service based vesting conditions and records the expense for these awards using the straight-line method. The fair value of each stock option grant is estimated on the date of grant using the Black-Scholes option-pricing model. The Company has a limited trading history in its common stock and lacks company-specific historical and implied volatility information. Therefore, it estimates its expected stock volatility based on the historical volatility of a publicly traded set of peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded stock price. The expected term of the Company’s stock options has been determined utilizing the “simplified” method for awards that qualify as “plain-vanilla” options. The expected term of stock options granted to non-employees is equal to the contractual term of the option award. The risk-free interest rate is determined by reference to the U.S. Treasury yield curve in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield is based on the fact that the Company has never paid cash dividends and does not expect to pay any cash dividends in the foreseeable future. The Company accounts for stock options issued to non-employees in accordance with ASC Topic 505-50 “Equity-Based Payment to Non-Employees” and accordingly the value of the stock compensation to non-employees is based upon the measurement date as determined at either a) the date at which a performance commitment is reached, or b) at the date at which the necessary performance to earn the equity instruments is complete. At the end of each financial reporting period prior to completion of the service, the fair value of these awards is remeasured using the then-current fair value of the Company’s common stock and updated assumption inputs in the Black-Scholes option-pricing model. ASC 718 requires that cash flows resulting from tax deductions in excess of the cumulative compensation cost recognized for options exercised (excess tax benefits) be classified as cash inflows from financing activities and cash outflows from operating activities. Due to The Company’s accumulated deficit position, no excess tax benefits have been recognized. In March 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-09, Compensation-Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”) (see Note 4) which states that excess tax benefits should be classified along with other income tax cash flows as an operating activity. This guidance is effective for the Company for annual reporting periods beginning after December 15, 2017, with early adoption permitted. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting (“ASU 2016-09”), which amends the accounting for share-based payment transactions. These changes, which are designed for simplification, involve several aspects of the accounting for share-based transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. Adoption and implementation of the guidance is not required by the Company until the beginning of fiscal 2018, although early adoption is not permitted. The Company is currently assessing the impact that adopting this new accounting guidance will have on its financial statements and footnote disclosures The Company adopted this ASU with no significant impact on its consolidated financial statements.
Business Combinations	Business Combinations The Company accounts for its business acquisitions, such as our acquisition of Ciclofilin in June of 2016, under the acquisition method of accounting as indicated in FASB ASC 805, “Business Combinations”, which requires the acquiring entity in a business combination to recognize the fair value of all assets acquired, liabilities assumed, and any non-controlling interest in the acquired business; and establishes the acquisition date as the fair value measurement point. Accordingly, the Company recognizes assets acquired and liabilities assumed in business combinations, including contingent assets and liabilities and non-controlling interest in the acquiree, based on the fair value estimates as of the date of acquisition. In accordance with ASC 805, the Company recognizes and measures goodwill as of the acquisition date, as the excess of the fair value of the consideration paid over the fair value of the identified net assets acquired. Contingent consideration assumed in a business combination is remeasured at fair value each reporting period and any change in the fair value from either the passage of time or events occurring after the acquisition date, is recorded in other expense.

Stockholder's Equity and Deri_2

Stockholder's Equity and Derivative Liability - Warrants (Tables)	9 Months Ended
	Sep. 30, 2018
Schedule of changes in derivative financial instruments liability balance	Number of Derivative Warrants Instrument Date Description Outstanding Liability January 1, 2018 Balance of derivative financial instruments liability 1,426,848 $ 669,462 July 3, 2018 Issuance of Warrants 6,223,950 5,091,373 August 7, 2018 Change in fair value of warrant liability related to warrant exercise (92,000) (41,132) Derecognition of warrants (34,136) Change in fair value of warrants — (4,339,800) September 30, 2018 Balance of derivative financial instruments liability 7,558,798 $ 1,345,767
October 13 2015
Schedule of assumptions used to measure the warrants to remeasure liability	September 30, December 31, 2018 2017 Price of ContraVir common stock $ 0.56 $ 2.88 Expected warrant term (years) 2.03 2.78 Risk-free interest rate 2.88 % 2.09 % Expected volatility 72.20 % 67.0 % Dividend yield — —
April 4 2016
Schedule of assumptions used to measure the warrants to remeasure liability	September 30, December 31, 2018 2017 Price of ContraVir common stock $ 0.56 $ 2.88 Expected warrant term (years) Risk-free interest rate 2.88 % 2.09 % Expected volatility 72.20 % 67.0 % Dividend yield — —
July 3rd 2018
Schedule of assumptions used to measure the warrants to remeasure liability	July 3, September 30, 2018 2018 Price of ContraVir common stock $ 1.36 0.56 Expected warrant term (years) 5.0 Risk-free interest rate 2.72 % 2.94 % Expected volatility 75.4 % 73.5 % Dividend yield — —

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	9 Months Ended
	Sep. 30, 2018
Fair Value Measurements
Schedule of table represents the liabilities measured and recognized at fair value on a recurring basis	Quoted Prices in Active Markets Significant for Identical Other Significant Assets and Observable Unobservable Liabilities Inputs Inputs Fair value (Level 1) (Level 2) (Level 3) As of September 30, 2018 Derivative liabilities related to warrants $ (1,345,767) $ — $ — $ (1,345,767) Contingent consideration $ (3,305,000) $ — $ — $ (3,305,000) Convertible Debt $ (2,070,000) $ — $ — $ (2,070,000) As of December 31, 2017 Derivative liabilities related to warrants $ (669,462) $ — $ — $ (662,462) Contingent consideration $ (3,380,000) $ — $ — $ (3,380,000)
Schedule of changes in fair value of level 3 convertible debt	Fair Value of Convertible Debt Balance at May 8, 2018 $ (2,000,000) Paid-in-kind interest (87,406) Change in fair value 17,406 Balance at September 30, 2018 $ (2,070,000)
Schedule of changes in fair value of contingent consideration	Acquisition­ related Contingent Consideration Liabilities Balance at December 31, 2017 $ (3,380,000) Change in fair value recorded in earnings 75,000 Balance at September 30, 2018 $ (3,305,000)

Indefinite-lived Intangible A_2

Indefinite-lived Intangible Assets and Goodwill (Tables)	9 Months Ended
	Sep. 30, 2018
Indefinite-lived Intangible Assets and Goodwill
Schedule of IPR&D asset	September 30, December 31, 2018 2017 IPR&D asset: CRV431 $ 3,190,000 $ 3,190,000
Schedule of roll-forward of goodwill balance	Amount Goodwill balance at January 1, 2018 $ 1,870,924 Changes during the nine months ended September 30, 2018 — Goodwill balance at September 30, 2018 $ 1,870,924

Accrued Liabilities (Tables)

Accrued Liabilities (Tables)	9 Months Ended
	Sep. 30, 2018
Accrued Liabilities
Schedule of accrued liabilities	September 30, December 31, 2018 2017 Research and development $ 178,764 $ 322,842 Professional fees 45,061 75,934 Payroll related costs 187,677 539,063 Legal fees 9,882 81,550 Other — 27,309 Total accrued expenses $ 421,384 $ 1,046,698

Accounting for Share-Based Pa_2

Accounting for Share-Based Payments (Tables)	9 Months Ended
	Sep. 30, 2018
Accounting for Share-Based Payments
Schedule of stock based compensation expense	Three months ended Three months ended Nine months ended Nine months ended September 30, September 30, September 30, September 30, 2018 2017 2018 2017 General and administrative $ 73,454 $ $ 381,869 $ 914,342 Research and development (10,573) 51,163 304,504 Total stock-based compensation expense $ 62,881 $ 391,145 $ 433,032 $ 1,218,846
Summary of stock option activity and of changes in stock options outstanding under the Plan	Weighted Weighted Average Average Remaining Exercise Contractual Number of Exercise Price Price Intrinsic Term Options Per Share Per Share Value (years) Balance outstanding, January 1, 2018 852,648 $0.88 - $35.04 $ 11.87 $ 5,958 7.00 Granted — $0.00 - $0.00 $ — Exercised — $0.00 - $0.00 $ — Forfeited (22,621) $0.03 - $10.19 $ 13.63 Balance outstanding, September 30, 2018 830,027 $0.88 - $35.04 $ 11.89 $ 23,833 6.52 Vested awards and those expected to vest at September 30, 2018 816,847 $0.88 - $35.04 $ 11.87 $ — 6.21 Vested and exercisable at September 30, 2018 698,303 $ 12.27 $ — 6.27
Schedule of weighted-average assumptions used to estimate fair value of stock option awards granted to employees	Nine months ended September 30, 2017 Stock price $ 4.16 Risk-free interest rate 1.92 % Dividend yield — Expected volatility 72.7 % Expected term (in years) 5.0

(Loss) Income per Share (Tables

(Loss) Income per Share (Tables)	9 Months Ended
	Sep. 30, 2018
(Loss) Income per Share
Schedule of computation of basic and diluted net loss per share	Three months ended Nine months ended September 30, September 30, September 30, September 30, Basic net (loss) income per common share 2018 2017 2018 2017 Numerator: Net (loss) income $ (157,058) $ (5,774,176) $ (6,876,621) $ (11,342,842) Preferred stock deemed dividend (8,805,809) — (8,805,809) — Net loss attributable to common stockholders (8,962,867) (5,774,176) (15,682,430) $ (11,342,842) Denominator: Weighted average common shares outstanding 14,171,577 7,506,702 11,668,078 6,123,294 Net loss per share of common stock—basic and diluted $ (0.63) $ (0.77) $ (1.34) $ (1.85)
Schedule of outstanding securities excluded from the computation of diluted weighted shares outstanding	Nine months ended Nine months ended September 30, September 30, 2018 2017 Common shares issuable upon conversion of Series A preferred stock 222,867 270,867 Common shares issuable upon conversion of Series C preferred stock 1,453,550 — Stock options 830,027 833,898 Warrants 7,558,052 1,426,848 Total 10,064,496 2,531,613

Business Overview and (Details)

Business Overview and (Details)	9 Months Ended
	Sep. 30, 2018product
Business Overview
Novel compounds in development (number)	2

Basis of Presentation and Goi_2

Basis of Presentation and Going Concern - Reverse Stock Split (Details)	May 25, 2018
Basis of Presentation and Going Concern
Reverse stock split ratio	0.125

Basis of Presentation and Goi_3

Basis of Presentation and Going Concern - Going Concern (Details) - USD ($)	Jul. 03, 2018	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017	Dec. 31, 2016
Going Concern
Cash		$ 9,032,268	$ 8,778,699	$ 9,032,268	$ 8,778,699	$ 5,954,017	$ 10,551,721
Net cash used in operating activities				(10,553,537)	(14,837,292)
Net (loss) income		(157,058)	$ (5,774,176)	(6,876,621)	$ (11,342,842)
Working capital		$ 3,500,000		3,500,000
Sales of Units (in units)	10,826
Proceeds from issuance of Series C Preferred stock	$ 9,900,000			$ 9,853,148
Warrants
Going Concern
Warrants issued (in shares)	6,224,950
Exercise price of warrants (in dollars per share)	$ 1.55
Series C convertible preferred stock
Going Concern
Sale of shares (in shares)	10,826

Summary of Significant Accoun_3

Summary of Significant Accounting Policies - Cash (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017	Sep. 30, 2017	Dec. 31, 2016
Summary of Significant Accounting Policies
Cash	$ 9,032,268	$ 5,954,017	$ 8,778,699	$ 10,551,721

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Derivative Financial Instruments (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017	Apr. 04, 2016	Oct. 13, 2015
Derivative Financial Instruments
Derivative financial instruments, at estimated fair value-warrants	$ 1,345,767	$ 669,462	$ 1,500,000	$ 4,400,000
Significant Unobservable Inputs (Level 3) | Warrants
Derivative Financial Instruments
Derivative financial instruments, at estimated fair value-warrants	$ 1,300,000	$ 700,000

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Goodwill and In-Process Research and Development (Details)	9 Months Ended	12 Months Ended
	Sep. 30, 2018USD ($)segment	Dec. 31, 2017USD ($)
Goodwill
Number of reporting units | segment	1
Impairment on goodwill	$ 0	$ 0
IPR&D
Goodwill
Impairment of IP&D	$ 0	$ 0

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Research and Development (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Research and Development
Prepaid research and development costs	$ 46,984	$ 32,903

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Share-based payments (Details) - ASU 2016-09	9 Months Ended
	Sep. 30, 2018USD ($)
Share-based payments
Excess tax benefits financing activities	$ 0
Excess tax benefits operating activities	$ 0

Debt (Details)

Debt (Details)	May 09, 2018USD ($)trancheD$ / shares	Sep. 30, 2018USD ($)
Debt
Aggregate purchase price in cash		$ 2,000,000
Total debt discount		225,000
Securities Purchase Agreement | IRT | Secured convertible promissory note
Debt
Aggregate principal amount	$ 3,325,000
Aggregate purchase price in cash	2,000,000
Original issue discount	300,000
Initial principal amount	2,225,000
Original issue discount of initial principal balance	200,000
Debt issuance costs	$ 25,000	$ 200,000
Bearing interest rate (as percent)	10.00%
Maximum monthly redemption amount	$ 500,000
Stock price (in dollars per share) | $ / shares	$ 1.60
Redemption price (as percent)	80.00%
Number of consecutive trading days (in days) | D	20
Securities Purchase Agreement | IRT | Secured convertible promissory note | Maximum
Debt
Redemption price per share | $ / shares	$ 1.60
Securities Purchase Agreement | IRT | Secured convertible promissory note | Investor Notes
Debt
Aggregate principal amount	$ 1,000,000
Number of tranches | tranche	4
Periodic payment of debt	$ 250,000

Stockholders' Equity and Deriva

Stockholders' Equity and Derivative Liability - Preferred stock, Common Stock and Warrant Offering (Details) - USD ($)	Jul. 03, 2018	Apr. 25, 2017	Apr. 04, 2016	Oct. 13, 2015	Sep. 30, 2016	Sep. 30, 2018	Dec. 31, 2017	Sep. 30, 2018
Preferred stock, Common Stock and Warrant Offering
Shares converted, Common Stock					138,000	2,800,000		2,800,000
Sales of Units (in units)	10,826
Sales price per unit	$ 1,000
Gross proceeds from sale of stock	9,900,000					$ 9,853,148
Underwriting discount and other offering expenses payable	$ 900,000
Derivative financial instruments liability - warrants			$ 1,500,000	$ 4,400,000		$ 1,345,767	$ 669,462	$ 1,345,767
Common stock, par value (in dollars per share)						$ 0.0001	$ 0.0001	$ 0.0001
Maximum beneficial ownership percentage						4.99%
Maximum beneficial ownership percentage upon notice						9.99%
Amount of beneficial conversion feature						$ 3,771,639
Over-Allotment Option
Preferred stock, Common Stock and Warrant Offering
Price of ContraVir common stock	$ 1.71
Fair value of warrants	$ 200,000
October 13 2015
Preferred stock, Common Stock and Warrant Offering
Sale of shares (in shares)				625,000
Fixed combined price (in dollars per share)				$ 24
Gross proceeds from sale of stock				$ 15,000,000
Underwriting discount and other offering expenses payable				1,500,000
Additional proceeds if warrants exercised in full				$ 12,800,000
Price of ContraVir common stock						$ 0.56	$ 2.88	0.56
Expected warrant term (years)						2 years 11 days	2 years 9 months 11 days
Risk-free interest rate (as a percent)						2.88%	2.09%
Expected volatility (as a percent)						72.20%	67.00%
October 13 2015 | Over-Allotment Option
Preferred stock, Common Stock and Warrant Offering
Fixed combined price (in dollars per share)				$ 24
Underwriter option period				45 days
Authorized for sale (in shares)				93,750
Number of warrants offered for sale				56,250
April 4 2016
Preferred stock, Common Stock and Warrant Offering
Sale of shares (in shares)			616,197
Fixed combined price (in dollars per share)			$ 11.36
Gross proceeds from sale of stock			$ 7,000,000
Underwriting discount and other offering expenses payable			700,000
Additional proceeds if warrants exercised in full			$ 4,200,000
Price of ContraVir common stock						$ 0.56	$ 2.88	0.56
Expected warrant term (years)						2 years 6 months 4 days	3 years 3 months 4 days
Risk-free interest rate (as a percent)						2.88%	2.09%
Expected volatility (as a percent)						72.20%	67.00%
April 25 2017
Preferred stock, Common Stock and Warrant Offering
Sale of shares (in shares)		1,500,000
Fixed combined price (in dollars per share)		$ 8
Gross proceeds from sale of stock		$ 12,000,000
Underwriting discount and other offering expenses payable		500,000
Additional proceeds if warrants exercised in full		$ 7,500,000
July 3rd 2018
Preferred stock, Common Stock and Warrant Offering
Price of ContraVir common stock	$ 1.36					$ 0.56		$ 0.56
Expected warrant term (years)	5 years					4 years 9 months
Risk-free interest rate (as a percent)	2.72%					2.94%
Expected volatility (as a percent)	75.40%					73.50%
Series A convertible preferred stock
Preferred stock, Common Stock and Warrant Offering
Shares converted, Preferred Stock								1,100,000
Series B convertible preferred stock
Preferred stock, Common Stock and Warrant Offering
Shares converted, Preferred Stock					120,000
Series C convertible preferred stock
Preferred stock, Common Stock and Warrant Offering
Sale of shares (in shares)	10,826
Conversion price (in dollars per share)						$ 1.55
Beneficial conversion amount accreted back as preferred stock						$ 3,800,000
Percentage of preferred stock converted						100.00%
Series C convertible preferred stock | Over-Allotment Option
Preferred stock, Common Stock and Warrant Offering
Fair value of warrants	$ 100,000
Warrants
Preferred stock, Common Stock and Warrant Offering
Warrants issued (in shares)	6,224,950
Exercise price of warrants (in dollars per share)	$ 1.55
Warrants | Over-Allotment Option
Preferred stock, Common Stock and Warrant Offering
Warrants offered placement fee	279,381
Fair value of warrants	$ 100,000
Warrants | October 13 2015
Preferred stock, Common Stock and Warrant Offering
Warrants issued (in shares)				375,000
Exercise period for warrants				5 years
Exercise price of warrants (in dollars per share)				$ 34
Warrants | April 4 2016
Preferred stock, Common Stock and Warrant Offering
Warrants issued (in shares)			309,098
Exercise period for warrants			5 years
Exercise price of warrants (in dollars per share)			$ 13.60
Warrants | April 25 2017
Preferred stock, Common Stock and Warrant Offering
Warrants issued (in shares)		750,000
Exercise period for warrants		5 years
Exercise price of warrants (in dollars per share)		$ 10

Stockholders' Equity and Deri_2

Stockholders' Equity and Derivative Liability - Derivative Financial Instrument Liability (Details) - Warrants	9 Months Ended
	Sep. 30, 2018USD ($)shares
Number of Warrants Outstanding
Balance at the beginning of the period (in shares) | shares	1,426,848
Issuance of Warrants (in shares) | shares	6,223,950
Change in fair value of warrant liability related to warrant exercise (in shares) | shares	(92,000)
Balance at end of period (in shares) | shares	7,558,798
Significant Unobservable Inputs (Level 3)
Derivative Instrument Liability
Balance at the beginning of the period	$ 669,462
Issuance of Warrants	5,091,373
Change in fair value of warrant liability related to warrant exercise	(41,132)
Derecognition of warrants	(34,136)
Change in fair value of warrants	(4,339,800)
Balance at end of period	$ 1,345,767

Stockholders' Equity and Deri_3

Stockholders' Equity and Derivative Liability - Controlled Equity Offering Sales Agreement (Details) - USD ($) $ / shares in Units, shares in Millions	Mar. 09, 2015	Sep. 30, 2018	Sep. 30, 2017	Dec. 31, 2017
Controlled equity offering sales agreement
Common stock, par value (in dollars per share)		$ 0.0001		$ 0.0001
Net proceeds from sale of stock		$ 1,635,140	$ 13,062,597
Controlled Equity Offering Sales Agreement
Controlled equity offering sales agreement
Common stock, par value (in dollars per share)	$ 0.0001
Maximum aggregate offering price	$ 50,000,000
Selling agent fee as a percentage of gross sales price per share sold	3.00%
Sale of shares (in shares)		6.1	2.7
Net proceeds from sale of stock		$ 1,600,000	$ 2,000,000

Fair Value Measurements (Detail

Fair Value Measurements (Details) - USD ($)	5 Months Ended	9 Months Ended
	Sep. 30, 2018	Sep. 30, 2018	Dec. 31, 2017
Fair value measurements
Contingent consideration	$ (2,359,000)	$ (2,359,000)	$ (3,380,000)
Significant Unobservable Inputs (Level 3) | Contingent Consideration
Change in fair value of contingent consideration
Balance at beginning of the period		(3,380,000)
Change in fair value recorded in earnings		75,000
Balance at end of the period	(3,305,000)	(3,305,000)
Significant Unobservable Inputs (Level 3) | Convertible debt
Change in fair value of contingent consideration
Balance at beginning of the period	(2,000,000)
Paid-in-kind interest	(87,406)
Change in fair value recorded in earnings	17,406
Balance at end of the period	(2,070,000)	(2,070,000)
Recurring basis
Fair value measurements
Derivative liabilities related to Warrants	(1,345,767)	(1,345,767)	(669,462)
Contingent consideration	(3,305,000)	(3,305,000)	(3,380,000)
Debt	(2,070,000)	(2,070,000)
Recurring basis | Significant Unobservable Inputs (Level 3)
Fair value measurements
Derivative liabilities related to Warrants	(1,345,767)	(1,345,767)	(662,462)
Contingent consideration	(3,305,000)	(3,305,000)	$ (3,380,000)
Debt	$ (2,070,000)	$ (2,070,000)

Indefinite-lived Intangible A_3

Indefinite-lived Intangible Assets and Goodwill - IPR&D (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2018	Dec. 31, 2017
Indefinite-lived Intangible Assets
In-process research and development	$ 3,190,000	$ 3,190,000
IPR&D
Indefinite-lived Intangible Assets
In-process research and development	3,190,000	3,190,000
Impairment losses on IPR&D	$ 0	$ 0

Indefinite-lived Intangible A_4

Indefinite-lived Intangible Assets and Goodwill - Goodwill (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2018	Dec. 31, 2017
Roll-forward of goodwill balance
Beginning balance	$ 1,870,924
Ending balance	1,870,924	$ 1,870,924
Impairment on goodwill	$ 0	$ 0

Accrued Liabilities (Details)

Accrued Liabilities (Details) - USD ($)	Sep. 30, 2018	Dec. 31, 2017
Accrued Liabilities
Research and development	$ 178,764	$ 322,842
Professional fees	45,061	75,934
Payroll and related costs	187,677	539,063
Legal fees	9,882	81,550
Other		27,309
Total accrued expenses	$ 421,384	$ 1,046,698

Accounting for Share-Based Pa_3

Accounting for Share-Based Payments - Equity Incentive Plan (Details) - USD ($)	Jun. 03, 2013	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Accounting for Shared-Based Payments
Vesting period (in years)	3 years
Contractual term	10 years
Authorized shares (in shares)		1,337,500		1,337,500
Available shares (in shares)		520,654		520,654
Stock based compensation expense
Total stock based compensation expense		$ 62,881	$ 391,145	$ 433,032	$ 1,218,846
General and administrative
Stock based compensation expense
Total stock based compensation expense		73,454	313,100	381,869	914,342
Research and development
Stock based compensation expense
Total stock based compensation expense		$ (10,573)	$ 78,045	$ 51,163	$ 304,504

Accounting for Share-Based Pa_4

Accounting for Share-Based Payments - Activity (Details) - USD ($)	9 Months Ended	12 Months Ended
	Sep. 30, 2018	Dec. 31, 2017
Number of Options
Balance outstanding at the beginning of the period (in shares)	852,648
Forfeited (in shares)	(22,621)
Balance outstanding at the end of the period (in shares)	830,027	852,648
Vested awards and those expected to vest at the end of the period (in shares)	816,847
Vested and exercisable at the end of the period (in shares)	698,303
Weighted Average Exercise Price Per Share
Balance outstanding (in dollars per share)	$ 11.89	$ 11.87
Forfeited (in dollars per share)	13.63
Vested awards and those expected to vest at the end of the period (in dollars per share)	11.87
Vested and exercisable at the end of the period (in dollars per share)	$ 12.27
Intrinsic Value
Balance outstanding at the beginning of the period (in dollars)	$ 5,958
Balance outstanding at the end of the period (in dollars)	$ 23,833	$ 5,958
Weighted Average Remaining Contractual Term (in years)
Balance outstanding term (in years)	6 years 6 months 7 days	7 years
Vested awards and those expected to vest at the end of the period (in years)	6 years 2 months 16 days
Vested and exercisable at the end of the period (in years)	6 years 3 months 7 days
Share-based payments
Weighted average grant date fair value (in dollars per share)	$ 0.37
Total fair value of shares vested during the period	$ 600,000
Exercise price range $0.88-$35.04
Exercise Price Per Share
Exercise price, low end of the range (in dollars per share)	$ 0.88	$ 0.88
Exercise price, high end of the range (in dollars per share)	35.04	$ 35.04
Exercise price range $0.03-$10.19
Exercise Price Per Share
Exercise price, low end of the range (in dollars per share)	0.03
Exercise price, high end of the range (in dollars per share)	$ 10.19
Employee stock options
Number of Options
Granted (in shares)	0
Unrecognized compensation cost related to non-vested stock options outstanding
Unrecognized compensation cost related to non-vested stock (in dollars)	$ 500,000
Weighted average remaining vesting period over which unrecognized compensation is expected to be recognized	2 years 6 months
Non-employee stock options
Share-based payments
Options outstanding (in dollars)	$ 200,000
Unvested options subject to remeasurement (in dollars)	$ 16,000

Accounting for Share-Based Pa_5

Accounting for Share-Based Payments - Assumptions (Details) - $ / shares	Apr. 01, 2016	Mar. 31, 2016	Sep. 30, 2018	Sep. 30, 2017	Jun. 30, 2017	Jun. 30, 2016
Weighted-average assumptions to determine fair value of stock option awards
Estimated future unvested option forfeitures (as a percent)	10.00%
Actual forfeiture rate (as a percent)	3.00%	10.00%			3.00%	3.00%
Forfeited (in shares)			22,621
Employee stock options
Accounting for Shared-Based Payments
Granted (in shares)			0
Weighted-average assumptions to determine fair value of stock option awards
Stock price (in dollars per share)				$ 4.16
Risk-free interest rate (as a percent)				1.92%
Expected volatility (as a percent)				72.70%
Expected term (in years)				5 years

(Loss) Income per Share (Detail

(Loss) Income per Share (Details) - USD ($)	3 Months Ended		9 Months Ended
	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Numerator:
Net (loss) income	$ (157,058)	$ (5,774,176)	$ (6,876,621)	$ (11,342,842)
Preferred stock deemed dividend	8,805,809		8,805,809
Net loss attributable to common stockholders	$ (8,962,867)	$ (5,774,176)	$ (15,682,430)	$ (11,342,842)
Denominator:
Weighted average common shares outstanding (in shares)	14,171,577	7,506,702	11,668,078	6,123,294
Net loss per share of common stock-basic and diluted (in dollars per share)	$ (0.63)	$ (0.77)	$ (1.34)	$ (1.85)
Securities excluded from the computation of diluted weighted shares outstanding
Anti-dilutive securities (in shares)			10,064,496	2,531,613
Series A convertible preferred stock
Securities excluded from the computation of diluted weighted shares outstanding
Anti-dilutive securities (in shares)			222,867	270,867
Series C convertible preferred stock
Securities excluded from the computation of diluted weighted shares outstanding
Anti-dilutive securities (in shares)			1,453,550
Employee stock options
Securities excluded from the computation of diluted weighted shares outstanding
Anti-dilutive securities (in shares)			830,027	833,898
Warrants
Securities excluded from the computation of diluted weighted shares outstanding
Anti-dilutive securities (in shares)			7,558,052	1,426,848

Commitments and Contingencies -

Commitments and Contingencies - License Agreement with Chimerix, Inc. (Details) - USD ($)	Dec. 17, 2014	Sep. 30, 2018	Sep. 30, 2017	Sep. 30, 2018	Sep. 30, 2017
Agreement
Research and development		$ 2,167,951	$ 3,963,477	$ 6,551,553	$ 10,168,112
Series C convertible preferred stock
Agreement
Stated value (in dollars per share)		$ 1,000		$ 1,000
License Agreement | Chimerix, Inc.
Agreement
Potential milestone payment	$ 20,000,000
Agreement termination notice (in days)	60 days
Research and development	$ 1,200,000
Milestone payment accrual		$ 0		$ 0
License Agreement | Chimerix, Inc. | Series B convertible preferred stock
Agreement
Upfront payment (in shares)	120,000
Stated value (in dollars per share)	$ 10
Fair value of shares issued	$ 1,200,000

Commitments and Contingencies_2

Commitments and Contingencies - License Agreement with Cardiff (Details)	Aug. 05, 2013shares	Mar. 27, 2007USD ($)item	Sep. 30, 2018USD ($)
Contribution Agreement
Agreement
Shares issued for assets (in shares) | shares	1,125,000
Percentage of outstanding shares of common stock upon issuance	100.00%
License Agreement | Cardiff
Agreement
Agreement termination notice (in days)		90 days
Default or breach cure period		90 days
Late payment period		1 month
Number of occasions in 12 month period | item		2
First written notice period		120 days
Royalty threshold rate (as a percent)		30.00%
Second written notice period		90 days
Initial base payment made		$ 270,000
BMS Agreement
Agreement
Initial base payment made		1,000,000
Potential milestone payment		9,000,000
Milestone payments made			$ 0
Milestone payment accrual			$ 0
BMS Agreement | Marketing FDA Approval
Agreement
Potential milestone payment		3,000,000
BMS Agreement | Aggregate net sales equal to or greater than $125 million
Agreement
Potential milestone payment		$ 6,000,000

Related Party Transactions (Det

Related Party Transactions (Details) - USD ($)	Jun. 16, 2016	Jun. 01, 2016	Jun. 03, 2013	Sep. 30, 2018	Sep. 30, 2017
Related Party Transactions
Vesting period for stock options granted under the plan			3 years
Employee stock options
Related Party Transactions
Granted (in shares)				0
Principal stockholder | Consulting Agreement
Related Party Transactions
Monthly payment		$ 10,000
Notice period for termination		30 days
Principal stockholder | Consulting Agreement | Employee stock options
Related Party Transactions
Granted (in shares)	360,000
Monthly vested increments (in shares)	10,000
Vesting period for stock options granted under the plan	3 years
Director | Baruch S. Blumberg Institute
Related Party Transactions
Expenses for services				$ 50,000	$ 50,000

Income Taxes (Details)

Income Taxes (Details) - USD ($)	3 Months Ended	9 Months Ended	12 Months Ended
	Mar. 31, 2018	Sep. 30, 2018	Dec. 31, 2017
Income Taxes
U.S. statutory income tax rate (as a percent)		21.00%	35.00%
Reduction in the deferred tax liability			$ 373,000
Deferred tax liability adjustment	$ 536,000

Subsequent Event (Details)

Subsequent Event (Details)	Oct. 18, 2018USD ($)	Oct. 15, 2018	Oct. 31, 2018USD ($)employee
Subsequent Event
Severance Costs			$ 0
Number of employees terminated | employee			4
Subsequent Event | Merger Agreement | Ciclofilin Pharmaceuticals, Inc
Subsequent Event
First milestone payment	$ 1,000,000
Percentage of issued and outstanding	2.50%
Subsequent Event | Matkovits Agreement
Subsequent Event
Term of salary and health benefits paid		3 months
Subsequent Event | Sapirstein Agreement
Subsequent Event
Term of salary		18 months
Term of health benefits agreed to pay		18 months