Jaguar Health (JAGX) 10-Q 14 May 24 2024 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2024	May 14, 2024
Document and Entity Information
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Mar. 31, 2024
Document Transition Report	false
Entity File Number	001-36714
Entity Registrant Name	JAGUAR HEALTH, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	46-2956775
Entity Address, Address Line One	200 Pine Street, Suite 400
Entity Address, City or Town	San Francisco
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	94104
City Area Code	415
Local Phone Number	371-8300
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Title of 12(b) Security	Common stock, Par Value $0.0001 Per Share
Trading Symbol	JAGX
Security Exchange Name	NASDAQ
Entity Central Index Key	0001585608
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2024
Document Fiscal Period Focus	Q1
Amendment Flag	false
Common stock - voting
Document and Entity Information
Entity Common Stock, Shares Outstanding		293,353,560
Common stock - non-voting
Document and Entity Information
Entity Common Stock, Shares Outstanding		2,120,786

CONDENSED CONSOLIDATED BALANCE

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Current assets:
Cash	$ 11,671	$ 6,469
Accounts receivable, net	1,512	1,967
Other receivable	202	217
Inventory	9,020	9,189
Prepaid expenses and other current assets	11,309	10,121
Total current assets	33,714	27,963
Property and equipment, net	484	496
Operating lease - right-of-use asset	1,289	1,176
Intangible assets, net	19,627	20,116
Other assets	275	1,012
Total assets	55,389	50,763
Current liabilities:
Accounts payable	3,320	4,974
Accrued liabilities	3,461	3,798
Deferred revenue	170
Operating lease liability, current	469	348
Notes payable, net of discount (includes note designated at Fair Value Option amounting to $10.2 million as of March 31, 2024 and $0 December 31, 2023, respectively)	10,394	4,867
Total current liabilities	17,814	13,987
Operating lease liability, net of current portion	873	886
Deferred revenue - long term	680
Notes payable, net of discount, net of current portion (includes notes designated at Fair Value Option amounting to $21.7 million as of March 31, 2024 and $31.0 million December 31, 2023, respectively)	21,719	30,993
Total liabilities	41,086	45,866
Commitments and contingencies (See Note 6)
Redeemable preferred stock: $0.0001 par value; 179 and 0 shares designated from 10,000.000 preferred stock authorized at March 31, 2024 and December 31, 2023; 99 and 0 shares issued and outstanding at March 31, 2024 and December 31, 2023	2,485
Stockholders' equity
Additional paid-in capital	329,647	313,854
Noncontrolling interest	(180)	(64)
Accumulated deficit	(317,215)	(308,248)
Accumulated other comprehensive loss	(461)	(652)
Total stockholders' equity	11,818	4,897
Total liabilities, redeemable preferred stock and stockholder's equity	55,389	50,763
Series G convertible preferred stock
Stockholders' equity
Preferred stock value
Series H convertible preferred stock
Stockholders' equity
Preferred stock value
Series I convertible preferred stock
Stockholders' equity
Preferred stock value
Common stock - voting
Stockholders' equity
Common stock value	$ 27	$ 7

CONDENSED CONSOLIDATED BALANC_2

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Millions	Mar. 31, 2024	Dec. 31, 2023
Current notes designated at Fair Value Option	$ 10.2	$ 0
Non-current notes designated at Fair Value Option	$ 21.7	$ 31
Redeemable preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Redeemable preferred stock, designated from authorized preferred stock	179	0
Redeemable preferred stock, shares authorized (in shares)	10,000	10,000
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Redeemable preferred stock, shares issued (in shares)	99	0
Redeemable preferred stock, shares outstanding (in shares)	99	0
Convertible preferred stock, shares designated (in shares)	7,535,013	7,534,834
Convertible preferred stock, shares issued (in shares)	99	178
Convertible preferred stock, shares outstanding (in shares)	99	178
Series G convertible preferred stock
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock, shares designated (in shares)	137	137
Convertible preferred stock, shares issued (in shares)	0	122
Convertible preferred stock, shares outstanding (in shares)	0	122
Series H convertible preferred stock
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Redeemable preferred stock, shares issued (in shares)		0
Convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock, shares designated (in shares)	105	105
Convertible preferred stock, shares issued (in shares)	0	0
Convertible preferred stock, shares outstanding (in shares)	0	0
Series I convertible preferred stock
Preferred stock, shares authorized (in shares)	10,000,000	10,000,000
Convertible preferred stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Convertible preferred stock, shares designated (in shares)	118	118
Convertible preferred stock, shares issued (in shares)	0	56
Convertible preferred stock, shares outstanding (in shares)	0	56
Common Stock | Common stock - voting
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	298,000,000	298,000,000
Common stock, shares issued (in shares)	273,479,471	73,413,248
Common stock, shares outstanding (in shares)	273,479,471	73,413,248
Common Stock | Common stock - non-voting
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	50,000,000	50,000,000
Common stock, shares issued (in shares)	9	9
Common stock, shares outstanding (in shares)	9	9

CONDENSED CONSOLIDATED STATEMEN

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Operating expenses
Cost of product revenue	$ 430	$ 345
Research and development	4,312	4,775
Sales and marketing	1,443	1,884
General and administrative	4,381	4,813
Total operating expenses	10,566	11,817
Loss from operations	(8,215)	(9,845)
Interest expense	(611)	(2,181)
Change in fair value of freestanding and hybrid financial instruments designated at Fair Value Option	(2,021)	(359)
Gain on extinguishment of debt	1,245
Other income (expense)	234	(12)
Loss before income tax	(9,368)	(12,397)
Income tax expense	0	0
Net loss	(9,368)	(12,397)
Net loss attributable to noncontrolling interest	(142)	(195)
Net loss attributable to common stockholders	$ (9,226)	$ (12,202)
Net loss per share, basic	$ (0.06)	$ (2.39)
Net loss per share, diluted	$ (0.06)	$ (2.39)
Weighted-average common stock outstanding, basic	158,842,297	5,109,609
Weighted-average common stock outstanding, diluted	158,842,297	5,109,609
Product revenue, net
Revenue
Revenue	$ 2,351	$ 1,972

CONDENSED CONSOLIDATED STATEM_2

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSSES - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSSES
Net loss	$ (9,368)	$ (12,397)
Other comprehensive gains (loss)	217	(232)
Net comprehensive loss	(9,151)	(12,629)
Common stockholders:
Net loss attributable to common stockholders	(9,226)	(12,202)
Other comprehensive loss attributable to common stockholders
Translation adjustments	191	(204)
Net comprehensive loss attributable to common stockholders	(9,035)	(12,406)
Non-controlling interests:
Net loss attributable to non-controlling interests	(142)	(195)
Other comprehensive loss attributable to non-controlling interests
Translation adjustments	26	(28)
Net comprehensive loss attributable to non-controlling interests	$ (116)	$ (223)

CONDENSED CONSOLIDATED STATEM_3

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY - USD ($)	Warrants issued and outstanding Common Stock Common stock - voting	Warrants issued and outstanding Additional paid-in capital	At The Market Offering Common Stock Common stock - voting	At The Market Offering Additional paid-in capital	At The Market Offering	Preferred Stock Series G convertible preferred stock	Preferred Stock Series I convertible preferred stock Iliad	Preferred Stock Series I convertible preferred stock	Common Stock Series G convertible preferred stock	Common Stock Series I convertible preferred stock Iliad	Common Stock Common stock - voting Streeterville	Common Stock Common stock - voting Iliad	Common Stock Common stock - voting Irving	Common Stock Common stock - voting	Common Stock Common stock - non-voting	Additional paid-in capital Streeterville	Additional paid-in capital Iliad	Additional paid-in capital Irving	Additional paid-in capital	Noncontrolling Interest	Accumulated deficit Streeterville	Accumulated deficit	Accumulated other comprehensive loss	Redeemable preferred stock Streeterville	Redeemable preferred stock	Series J convertible preferred stock	Streeterville	Iliad	Irving	Total
Redeemable preferred stock
Preferred shares issued to Streeterville in exchange of notes payable and accrued interest																	$ 1,275,000	$ 627,000										$ 1,275,000	$ 627,000
Preferred shares issued to Streeterville in exchange of notes payable and accrued interest (in shares)												1,370,005	150,000
Common shares issued in exchange of notes payable and accrued interest (in shares)												1,370,005	150,000
Beginning Balance at Dec. 31, 2022																			$ 266,971,000	$ (699,000)		$ (266,948,000)	$ (680,000)							$ (1,356,000)
Beginning Balance (in shares) at Dec. 31, 2022														2,182,084	9
Increase (decrease) in Stockholders' Equity (Deficit)
Issuance of common stock			$ 1,000	$ 17,864,000	$ 17,865,000
Issuance of common stock (In shares)			10,463,983
Common shares issued in exchange of notes payable and accrued interest																	1,275,000	$ 627,000										1,275,000	$ 627,000
Additional investment from non-controlling interests																				1,232,000										1,232,000
Stock-based compensation																			480,000											480,000
Shares issued to other third party for services																			166,000											166,000
Shares issued to other third party for services (in shares)														9,669
Stock Issued During Period, Value, Third Party For Services																			166,000											166,000
Net loss																				(195,000)		(12,202,000)								(12,397,000)
Translation Gain (Loss)																				(28,000)			(204,000)							(232,000)
Ending Balance at Mar. 31, 2023														$ 1,000					287,383,000	310,000		(279,150,000)	(884,000)							$ 7,660,000
Ending Balance (in shares) at Mar. 31, 2023														14,175,741	9
Beginning Balance, Redeemable preferred stock (in shares) at Dec. 31, 2023																														0
Redeemable preferred stock
Preferred shares issued to Streeterville in exchange of notes payable and accrued interest												$ 1,000				$ 166,000	835,000							$ 4,485,000			$ 166,000	836,000
Preferred shares issued to Streeterville in exchange of notes payable and accrued interest (in shares)											1,587,632	8,000,000												179
Common shares issued in exchange of notes payable and accrued interest (in shares)											1,587,632	8,000,000												179
Common shares issued from conversion	$ 2,000	$ (2,000)									$ 2,000					1,738,000					$ 259,000			$ (2,000,000)			1,999,000
Common shares issued from conversion(in shares)	18,837,500					(122)	(56)		3,050,000	2,696,456	18,333,333													(80)
Ending Balance, Redeemable preferred stock at Mar. 31, 2024																									$ 2,485,000					$ 2,485,000
Ending Balance, Redeemable preferred stock (in shares) at Mar. 31, 2024																									99	99				99
Beginning Balance at Dec. 31, 2023														$ 7,000	$ 9				313,854,000	(64,000)		(308,248,000)	(652,000)							$ 4,897,000
Beginning Balance (in shares) at Dec. 31, 2023						122		56						73,413,248
Increase (decrease) in Stockholders' Equity (Deficit)
Issuance of common stock			$ 13,000	$ 11,327,000	$ 11,340,000
Issuance of common stock (In shares)			130,894,636
Common shares issued from conversion	$ 2,000	$ (2,000)									$ 2,000					1,738,000					$ 259,000			$ (2,000,000)			1,999,000
Common shares issued to third party in exchange of license agreement														$ 2,000					1,148,000											1,150,000
Common shares issued to third party in exchange of license agreement (in shares)														16,666,666
Common shares issued in exchange of notes payable and accrued interest												$ 1,000				$ 166,000	$ 835,000							$ 4,485,000			$ 166,000	$ 836,000
Stock-based compensation																			581,000											581,000
Net loss																				(142,000)		(9,226,000)								(9,368,000)
Translation Gain (Loss)																				26,000			191,000							217,000
Ending Balance at Mar. 31, 2024														$ 27,000	$ 9				$ 329,647,000	$ (180,000)		$ (317,215,000)	$ (461,000)							$ 11,818,000
Ending Balance (in shares) at Mar. 31, 2024														273,479,471

CONDENSED CONSOLIDATED STATEM_4

CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN CONVERTIBLE PREFERRED STOCK AND STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
At The Market Offering
Stock Transactions, Parenthetical Disclosures
Issuance costs	$ 42	$ 30

CONDENSED CONSOLIDATED STATEM_5

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Cash flows from operating activities
Net comprehensive loss	$ (9,151,000)	$ (12,629,000)
Adjustments to reconcile net loss and comprehensive loss to net cash used in operating activities:
Change in fair value of freestanding and hybrid financial instruments designated at Fair Value Option	2,021,000	359,000
Stock-based compensation, vested and released restricted stock units and exercised stock options	581,000	480,000
Depreciation and amortization expenses	501,000	504,000
Amortization of debt issuance costs, debt discount, and non-cash interest expense	274,000	1,276,000
Amortization of operating lease - right-of-use-asset	109,000	47,000
Share in joint venture's loss	16,000	31,000
Gain on extinguishment of debt	(1,245,000)
Shares issued in exchange for services	0	166,000
Changes in assets and liabilities
Accounts receivable	455,000	892,000
Other receivable	10,000	138,000
Inventory	169,000	(1,660,000)
Prepaid expenses and other current assets	(1,136,000)	(160,000)
Other assets	735,000	(18,000)
Accounts payable	(1,660,000)	(134,000)
Accrued liabilities	531,000	816,000
Deferred revenue	850,000
Operating lease liability	(107,000)	(53,000)
Total cash used in operating activities	(7,047,000)	(9,945,000)
Cash flows from financing activities
Proceeds from issuance of shares in At the Market offering, net of issuance and offering costs of $42 and $30 in 2024 and 2023, respectively	11,340,000	17,865,000
Proceeds from issuance of common shares in exchange of License Agreement	1,150,000
Investment from non-controlling interest	0	1,232,000
Payment of Tempesta Note	(50,000)	(50,000)
Repayment of insurance financing	(172,000)	(236,000)
Total cash provided by financing activities	12,268,000	18,811,000
Effects of foreign exchange rate changes on assets and liabilities	(19,000)	32,000
Net increase in cash	5,202,000	8,898,000
Cash at beginning of the year	6,469,000	5,469,000
Cash at end of the year	11,671,000	14,367,000
Supplemental schedule of cash flow information
Cash paid for interest	9,000	6,000
Supplemental schedule of non-cash financing and investing activities
Recognition of operating lease - right-of-use asset and operating lease liability	221,000	30,000
Umbrella Insurance Financing	52,000
Common stock issued from conversion of warrants	2,000
Streeterville
Supplemental schedule of non-cash financing and investing activities
Shares Issued in Exchange of Preferred Stock	1,999,000
Streeterville | Preferred Stock
Supplemental schedule of non-cash financing and investing activities
Shares issued in exchange of notes payable and accrued interest	4,485,000
Streeterville | Common Stock
Supplemental schedule of non-cash financing and investing activities
Shares issued in exchange of notes payable and accrued interest	166,000	627,000
Iliad | Common Stock
Supplemental schedule of non-cash financing and investing activities
Shares issued in exchange of notes payable and accrued interest	$ 836,000	$ 1,275,000

CONDENSED CONSOLIDATED STATEM_6

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
At The Market Offering
Issuance costs	$ 42	$ 30

Organization and Business

Organization and Business	3 Months Ended
	Mar. 31, 2024
Organization and Business
Organization and Business	1. Organization and Business Jaguar Health, Inc. (“Jaguar” or the “Company”) was founded in San Francisco, California, as a Delaware corporation on June 6, 2013 (inception). The Company was a majority-owned subsidiary of Napo Pharmaceuticals, Inc. (“Napo”) until the close of the Company's initial public offering on May 18, 2015. The Company was formed to develop and commercialize first-in-class prescription and non-prescription products for companion animals. On July 31, 2017, Jaguar completed a merger with Napo pursuant to the Agreement and Plan of Merger dated March 31, 2017, by and among Jaguar, Napo, Napo Acquisition Corporation (“Merger Sub”), and Napo's representative (the “Merger Agreement”). In accordance with the terms of the Merger Agreement, upon the completion of the merger, Merger Sub merged with and into Napo, with Napo surviving as the wholly owned subsidiary (the “Merger” or “Napo Merger”). Immediately following the Merger, Jaguar changed its name from “Jaguar Animal Health, Inc.” to “Jaguar Health, Inc.” Napo now operates as a wholly owned subsidiary of Jaguar focused on human health, including the ongoing development of crofelemer and commercialization of Mytesi. On March 15, 2021, Jaguar established Napo EU S.p.A (which changed its name in December 2021 to “Napo Therapeutics”) in Milan, Italy as a subsidiary of Napo. Napo Therapeutics’ core mission is to provide access to crofelemer in Europe to address significant rare/orphan disease indications, including, initially, two key orphan target indications: short bowel syndrome (“SBS”) with intestinal failure and congenital diarrheal disorders (“CDD”). The Company manages its operations through two segments – human health and animal health – and is headquartered in San Francisco, California. Nasdaq Communication and Compliance Minimum Bid Price Requirement On May 10, 2023, the Listing Qualifications Staff (the “Staff”) of The Nasdaq Stock Market LLC issued to the Company a notification citing its failure to comply with the $1.00 minimum bid price requirement under Nasdaq Listing Rule 5550(a)(2) (the "Minimum Bid Price Requirement"). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), the Company was initially provided 180 180 ten Liquidity and Going Concern The Company, since its inception, has incurred recurring operating losses and negative cash flows from operations and has an accumulated deficit of $317.2 million as of March 31, 2024. The Company expects to incur substantial losses and negative cash flows in future periods. Further, the Company’s future operations, which include the satisfaction of current obligations, are dependent on the success of the Company’s ongoing development and commercialization efforts, as well as securing of additional financing and generating positive cash flows from operations. There is no assurance that the Company will have adequate cash balances to maintain its operations. Although the Company plans to finance its operations and cash flow needs through equity and/or debt financing, collaboration arrangements with other entities, license royalty agreements, as well as revenue from future product sales, the Company does not believe its current cash balances are sufficient to fund its operating plan through one year from the issuance of these unaudited condensed consolidated financial statements. There can be no assurance that additional funding will be available to the Company on acceptable terms, or on a timely basis, if at all, or that the Company will generate sufficient cash from operations to adequately fund operating needs. If the Company is unable to obtain an adequate level of financing needed for the long-term development and commercialization of the products, the Company will need to curtail planned activities and reduce costs. Doing so will likely have an adverse effect on the ability to execute the Company’s business plan; accordingly, there is substantial doubt about the ability of the Company to continue in existence as a going concern. The accompanying unaudited condensed consolidated financial statements do not include any adjustments that might result from the outcome of these uncertainties.

Summary of Significant Accounti

Summary of Significant Accounting Policies	3 Months Ended
	Mar. 31, 2024
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and on a basis consistent with the annual consolidated financial statements, and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair presentation of the periods presented. These interim financial results are not necessarily indicative of the results to be expected for the year ending There has been no material change to the Company's significant accounting policies during the three months ended March 31, 2024 as compared to the significant accounting policies described in Note 2 of the “Notes to Consolidated Financial Statements” in the Company's Annual Report on Form 10-K as of and for the year ended December 31, 2023, which was filed to SEC on April 1, 2024 and amended on April 17, 2024. Except as noted above, the unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal recurring nature considered necessary to present fairly the financial position as of March 31, 2024, results of operations for the three months ended March 31, 2024 and 2023, changes in convertible preferred stock and stockholders' equity for the three months ended March 31, 2024 and 2023, and cash flows for the three months ended March 31, 2024 and 2023. The interim results are not necessarily indicative of the results for any future interim periods or for the entire year. Principles of Consolidation The consolidated financial statements have been prepared in accordance with U.S. GAAP and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) and include the accounts of the Company and its subsidiaries with controlling interest. All inter-company transactions and balances have been eliminated in consolidation. The reporting currency of the Company is the U.S dollar. Non-controlling interest The Company consolidates the results of Napo Therapeutics, which was owned 88% by the Company and 12% by private investors as of March 31, 2024, and December 31, 2023. The potential voting rights with a certainty of being exercised in its shares are included in the ownership percentage. Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires the Company’s management to make judgments, assumptions and estimates that affect the amounts reported in its unaudited consolidated financial statements and the accompanying notes. The accounting policies that reflect the Company’s more significant estimates and judgments and that the Company believes are the most critical to aid in fully understanding and evaluating its reported financial results are the valuation of stock options, restricted stock units (“RSUs”), hybrid instruments designated at fair value option (“FVO”), warrant liabilities, acquired in-process research and development (“IPR&D”), and useful lives assigned to long-lived assets; impairment assessment of non-financial assets; valuation adjustments for excess and obsolete inventory; allowance for doubtful accounts; deferred taxes and valuation allowances on deferred tax assets; evaluation and measurement of contingencies; and recognition of revenue, including estimates for product returns. Those estimates could change, and as a result, actual results could differ materially from those estimates. Cash The Company’s cash on deposit may exceed United States federally insured limits at certain times during the year. The Company maintains cash accounts with certain major financial institutions in the United States. The Company does not have cash equivalents as of March 31, 2024, and December 31, 2023. Accounts Receivable Accounts receivable is recorded net of allowances for discounts for prompt payment and credit losses. The Company utilizes a loss rate approach in determining its lifetime expected credit losses on receivables from customers. This method calculates an estimate of credit losses based on historical experience, credit quality, age of the accounts receivable balances, and current and forecasted economic and business conditions that may affect a customer’s ability to pay. In determining the loss rates, the Company evaluates information related to its historical losses, adjusted for existing conditions and further adjusted for the period of time that can reasonably be forecasted. The facts and circumstances as of the balance sheet date are used to adjust the estimate for periods beyond those that can reasonably be forecasted. The past due status of accounts receivable is determined based on the contractual due dates for payments. Receivable is deemed past due when payment hasn’t been received 30 days after the contractual due date. The credit loss allowance was immaterial as of March 31, 2024, and December 31, 2023. The corresponding expense for the credit loss allowance is reflected in general and administrative expenses. Current Expected Credit Losses ​ The Company recognizes an allowance for credit losses for financial assets carried at amortized cost to present the net amount expected to be collected as of the balance sheet date. Such allowance is based on credit losses that are expected to arise over the contractual term of the asset, which includes consideration of historical credit loss information adjusted for current conditions and reasonable and supportable forecasts. Changes in the allowance for credit losses are recorded as provision of (or reversal of) credit loss expense. Assets are written off when the Company determines that such are deemed uncollectible. Write-offs are recognized as a deduction from the allowance for credit losses. Expected recoveries of amounts previously written off, not to exceed the aggregate of the amount previously written off, are included in determining the necessary allowance at the balance sheet date. Concentrations Cash is the financial instrument that potentially subjects the Company to a concentration of credit risk as cash is deposited with a bank and cash balances are generally in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. For the three months ended March 31, 2024, and 2023, substantially all of the Company’s revenue was derived from the sale of Mytesi. In looking at sales by the Company to specialty pharmacies whose net revenue percentage of total net revenue was equal to or greater than 10%, for fiscal years 2024 and 2023, the Company earned Mytesi revenue primarily from three specialty pharmacies located in the United States, respectively. Revenue earned from each major customer as a percentage of total revenue is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ March 31, ​ ​ ​ 2024 ​ 2023 ​ Customer 1 ​ ​ 31 % ​ 25 % Customer 2 ​ ​ 54 % ​ 54 % ​ The Company is subject to credit risk from its accounts receivable related to its sales. The Company generally does not perform evaluations of customers' financial condition and generally does not require collateral. Accounts receivable balance of the significant customers as a percentage of total accounts receivable is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2023 ​ 2023 Customer 1 ​ 30 % ​ 32 % Customer 2 ​ 56 % ​ 57 % ​ The Company is subject to concentration risk from its suppliers. The Company sources raw material used to produce the active pharmaceutical ingredient (“API”) in Mytesi from two suppliers and is dependent on a single third-party contract manufacturer as well for the supply of finished products for commercialization. Other Risks and Uncertainties The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations including, but not limited to, war, rapid technological change, obtaining second source suppliers and manufacturers, regulatory approval from the US Food and Drug Administration (“FDA”) or other regulatory authorities, the results of clinical trials and the achievement of milestones, market acceptance of the Company’s product candidates, competition from other products and larger companies, protection of proprietary technology, strategic relationships and dependence on key individuals. Other Global Events Fair Value The Company’s financial instruments include accounts receivable, net, other receivable, accounts payable, accrued liabilities, operating lease liability and debt. The recorded carrying amount of accounts receivable, accounts payable and accrued liabilities reflect their fair value due to their short-term nature. Other financial liabilities are initially recorded at fair value, and subsequently measured at either fair value or amortized cost using the effective interest method. See Note 3 for the fair value measurements. Fair Value Option ASC 825-10, Financial Instruments , provides FVO election that allows companies an irrevocable election to use fair value as the initial and subsequent accounting measurement attribute for certain financial assets and liabilities. ASC 825-10 permits entities to elect to measure eligible financial assets and liabilities at fair value on an ongoing basis. Unrealized gains and losses on items for which the FVO has been elected are reported in earnings. The decision to elect the FVO is determined on an instrument-by-instrument basis, must be applied to an entire instrument and is irrevocable once elected. Assets and liabilities measured at fair value pursuant to ASC 825-10 are required to be reported separately from those instruments measured using another accounting method. In accordance with the options presented in ASC 825-10, the Company elected to present the aggregate of fair value and non-fair-value amounts in the same line item in the consolidated balance sheets and parenthetically disclose the amount measured at fair value in the aggregate amount. The fair values of the Company's financial instruments reflect the amounts that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The fair value estimates presented in these financial statements are based on information available to the Company as of March 31, 2024, and December 31, 2023. Inventory ​ Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. Cost is initially recorded at the invoiced amount of raw materials or API, including the sum of qualified expenditures and charges in bringing the inventory to its existing condition and location. The Company calculates inventory valuation adjustments when conditions indicate that net realizable value is less than cost due to physical deterioration, usage, obsolescence, reductions in estimated future demand or reduction in selling price. Inventory write-downs are measured as the difference between the cost of inventory and net realizable value. The Company did not have allowance for inventory obsolescence as of March 31, 2024, and December 31, 2023. Prelaunch Inventory The Company’s policy is to capitalize costs for prelaunch inventories within the drug development phase that evidence that the product’s reasonably likely critical attributes for success are present and feasible, and the key causes of failures are absent based on management’s assumptions. The costs that can be capitalized for pre-launch inventory are recorded as “Prepayments and Other Assets”. Property and Equipment Land is stated at cost, reflecting the fair value of the property at July 31, 2017, the date of the Napo merger. Equipment is stated at cost, net of accumulated depreciation. Equipment begins to be depreciated when it is placed into service. Depreciation is calculated using the straight-line method over estimated useful lives ranging between three Expenditures for repairs and maintenance of assets are charged to expense as incurred. Costs of major additions and betterments are capitalized and depreciated on a straight-line basis over their estimated useful lives. Upon retirement or sale, the cost and related accumulated depreciation of assets disposed of are removed from the accounts and any resulting gain or loss is included in the unaudited condensed consolidated statements of operations. Software Developed for Internal Use The Company capitalizes the costs of developing software for internal use. These costs include both purchased software and internally developed software. Costs of developing software are expensed until technological feasibility has been established. Thereafter, all costs are capitalized and are carried at the lower of unamortized cost or net realizable value. Internally developed and purchased software costs are generally amortized over five years. Long-lived Assets The Company regularly reviews the carrying value and estimated lives of all of its long-lived assets, including property and equipment and definite-lived intangible assets, to determine whether indicators of impairment exist that warrant adjustments to carrying values or estimated useful lives. The determinants used for this evaluation include management’s estimate of the asset’s ability to generate positive income from operations and positive cash flow in future periods as well as the strategic significance of the assets to the Company’s business objectives. If the Company determines that events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable, the Company evaluates the realizability of its long-lived assets (asset group) based on a comparison of projected undiscounted cash flows from use and eventual disposition with the carrying value of the related asset. Any write-downs (which are measured based on the difference between the fair value and the carrying value of the asset) are treated as permanent reductions in the carrying amount of the assets (asset group). The Company evaluated the carrying value of its internal use software costs as at December 31, 2023 in accordance with ASC 360-10, Impairment of Long-lived Assets to be Held or Used Fair Value Measurements None of the Company’s long-lived assets were deemed impaired as of March 31, 2024. Indefinite-lived Intangible Assets Acquired IPR&D are intangible assets acquired in the July 2017 Napo merger. Under ASC 805 Business Combination, IPR&D are initially recognized at fair value and classified as indefinite-lived assets until the successful completion or abandonment of the associated research and development efforts. During the development period, these assets will not be amortized as charges to earnings; instead, these assets will be tested for impairment on an annual basis or more frequently if impairment indicators are identified. An impairment loss is measured based on the excess of the carrying amount over the asset’s fair value. The Company recorded no impairment for the three months ended March 31, 2024, and 2023. Leases The Company accounts for its leases in accordance with ASC 842, Leases At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected lease term. Because the interest rate implicit in lease contracts is typically not readily determinable, the Company utilizes its incremental borrowing rate, which is the rate incurred to borrow on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right-of-use asset may be required for items such as initial direct costs paid or incentives received. The Company elected to include both the lease and non-lease components as a single component and account for it as a lease. Lease Modification ASC 842 defines lease modification as a change to the terms and conditions of a contract that results in a change in the scope of or the consideration for a lease. A lease modification can result in either a separate new contract that is accounted for separately from the original contract or a single modified contract. The Company shall account for a modification to a contract as a separate contract when the modification grants the lessee an additional right of use not included in the original lease and the lease payments increase commensurate with the standalone price for the additional right of use, adjusted for the circumstances of the particular contract. When the Company concludes that a lease modification should be accounted for as a new contract that is separate and apart from the original lease, the new contract should be evaluated for whether it is a lease or contains an embedded lease. If the new contract is a lease or contains an embedded lease, the new lease should be accounted for as any other new lease. The new lease is recorded on the commencement date of the new lease, which is the date the lessee has access to the leased asset. If a lease modification is not accounted for as a separate contract, the Company should reassess whether the contract contains a lease. If the modified contract is a lease or contains an embedded lease, a lessee should reallocate contract consideration, reassess the lease classification, remeasure the lease liability, and adjust the right-of-use asset. Research and Development Expense Research and development expense consists of expenses incurred in performing research and development activities including related salaries, clinical trials and related drug and non-drug product costs, contract services and other outside service expenses. Research and development expense is charged to operating expense in the period incurred. Clinical Trial Accruals Clinical trial costs are a component of research and development expenses. The Company accrues and expenses clinical trial activities performed by third parties based upon actual work completed in accordance with agreements established with clinical research organizations and clinical sites. The Company determines the costs to be recorded based upon validation with the external service providers as to the progress or stage of completion of trials or services and the agreed-upon fee to be paid for such services. Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers The Company’s policy typically permits returns if the product is damaged, defective, or otherwise cannot be used when received by the customer if the product has expired. Returns are accepted for product that will expire within three months or that have expired up to one year after their expiration dates. Estimates for expected returns of expired products are based primarily on an ongoing analysis of our historical return patterns. The Company recognizes revenue in accordance with the core principle of ASC 606 or when there is a transfer of control of promised goods or services to customers in an amount that reflects the consideration that the Company expects to be entitled to in exchange for those goods or services. The Company recognizes the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the Company otherwise would have recognized is one year or less. The Company does not adjust the amount of consideration for the effects of a significant financing component if, at contract inception, the expected period between the transfer of promised goods or services and customer payment is one year or less. The Company has elected to treat shipping and handling activities as fulfillment costs. Additionally, the Company elected to record revenue net of sales and other similar taxes. Contracts and Agreements The Company's Canalevia-CA1 and Neonorm products are primarily sold to distributors, who then sell the products to the end customers. Since 2021, the Company has entered into two distribution agreements with established distributors to distribute the Company’s animal health products in the United States. The distribution agreements and the related purchase orders together meet the contract existence criteria under ASC 606. The Company sells directly to its customers without the use of an agent. Performance obligations For animal health products sold by the Company, the single performance obligation identified above is the Company’s promise to transfer the Company’s animal health products to distributors based on specified payment and shipping terms in the arrangement. Product warranties are assurance-type warranties that do not represent a performance obligation. For the Company’s human health product, Mytesi, the single performance obligation identified above is the Company’s promise to transfer Mytesi to specialty pharmacies, based on specified payment and shipping terms as outlined in the Exclusive Distribution Agreement entered into by the Company and Cardinal Health as of January 16, 2019. Transaction price For contracts with Cardinal Health and other distributors, the transaction price is the amount of consideration to which the Company expects to collect in exchange for transferring the promised goods or services. The transaction price of Mytesi is the Wholesaler Acquisition Cost (“WAC”), and the transaction price of Canalevia-CA1 and Neonorm is the manufacturer’s list price, net of discounts, returns, and price adjustments. Allocate transaction price For contracts with Cardinal Health and other distributors, the entire transaction price is allocated to the single performance obligation contained in each contract. Revenue recognition For contracts with Cardinal Health, a single performance obligation is satisfied at a point in time, upon the free on board (“FOB”) terms of each contract when control, including title and all risks, has transferred to the customer. Disaggregation of Product Revenue Human Sales of Mytesi are recognized as revenue at a point in time when the products are delivered to the wholesaler. Net revenues from the sale of Mytesi were $2.3 million and $1.9 million for the three months ended March 31, 2024, and 2023, respectively. Animal The Company recognized Canalevia-CA1 products revenues of $40,000 and $28,000 for the three months ended March 31, 2024, and 2023, respectively and Neonorm revenues of $9,000 and $18,000 for the three months ended March 31, 2024, and 2023, respectively. Revenues are recognized at a point in time upon shipment, when title and control are transferred to the buyer. Sales of Canalevia-CA1, Neonorm Calf and Foal to distributors are made under agreements that may provide distributor price adjustments and rights of return under certain circumstances. Contracts – Specialty Pharmacies Effective October 1, 2020, the Company engaged a private company as an authorized specialty pharmacy provider of the Company’s Mytesi product. Under the Specialty Product Distribution Agreement, the Company shall supply the products to the private company’s specialty pharmacies directly, in such amounts as may be ordered. There is no minimum purchase or inventory requirement. The specialty pharmacies were authorized distributors of record for all National Drug Codes of Mytesi. Effective April 20, 2021, the Company engaged another private company as an authorized specialty pharmacy provider of Mytesi. Under the Specialty Pharmacy Distribution and Services Agreement, the private company shall sell and dispense the Mytesi directly ordered from the Company at the agreed price to patients within the territories identified in the agreement. The Company has entered into agreements with a total of five different specialty pharmacy chains that are authorized to provide Mytesi to patients. Performance obligations The single performance obligation is the Company’s promise to transfer Mytesi to specialty pharmacies, based on specified payment and shipping terms as outlined in the agreements. Transaction price The transaction price is the amount of consideration to which the Company expects to collect in exchange for transferring the promised goods or services. The transaction price of Mytesi is the WAC, net of estimated discounts, returns, and price adjustments. Allocate transaction price The entire transaction price is allocated to the single performance obligation contained in each contract. Revenue recognition The single performance obligation is satisfied at a point in time, upon the FOB terms of each contract when control, including title and all risks, has transferred to the customer. Product Revenue Sales of Mytesi are recognized as revenue at a point in time when the products are delivered to the specialty pharmacies. Net revenues from the sale of Mytesi to the specialty pharmacies were $2.0 million and $1.5 million for the three months ended March 31, 2024, and 2023, respectively. ​ Collaboration Revenue Revenue recognition for collaboration agreements requires significant judgment. The Company’s assessments and estimates are based on contractual terms, historical experience and general industry practice. Revisions in these values or estimations have the effect of increasing or decreasing collaboration revenue in the period of revision. On September 24, 2018, the Company entered into a Distribution, License and Supply Agreement (“License Agreement”) with Knight Therapeutics ("Knight"). The License Agreement has a term of 15 years (with automatic renewals) and provides Knight with an exclusive right to commercialize current and future Jaguar human health products (including crofelemer, NP-300, and any product containing a proanthocyanidin or with an anti-secretory mechanism) in Canada and Israel. Knight forfeited its right of first negotiation for expansion to Latin America. Under the License Agreement, Knight is responsible for applying for and obtaining necessary regulatory approvals in the territory of Canada and Israel, as well as marketing, sales and distribution of the licensed products. Knight will pay a transfer price for all licensed products, and upon achievement of certain regulatory and sales milestones, the Company may receive payments from Knight in an aggregate amount of up to approximately $18.0 million, payable throughout the initial 15-year term of the agreement. The Company did not have any license revenues for the three months ended March 31, 2024, and 2023. Modifications to Liability-classified Instruments In accounting for debt modifications and exchange transactions, it is the Company’s policy to first determine whether it qualifies as a troubled debt restructuring (“TDR”) pursuant to the guidance provided in ASC 470-60. A debt modification or exchange transaction that is not within the scope of the ASC 470-60 is accounted for under ASC 470-50 to determine if the transaction is a mere modification or an extinguishment. For the three months ended March 31, 2024, the Company have not entered amendments to the terms of the October 2020 Royalty Interest, December 2020 Royalty Interest and August 2022 Royalty Interest. For the three months ended March 31, 2023, the Company entered into amendment on the terms of its October 2020 and December 2020 Purchase Agreements. The cumulative impact of these amendments significantly modified the terms of the royalty interest resulting to extinguishments (see Note 7). Modifications to Equity-classified Instruments ​ In accounting for modifications of equity-classified warrants, it is the Company’s policy to determine the impact by analogy to the share-based compensation guidance of ASC 718, Compensation - Stock Compensation The Company did not modify any equity-classified warrants for the three months ended March 31, 2024, and 2023. In accounting for amendments to preferred stock, it is the Company’s policy to measure the impact by analogy to ASC 470-50 in determining if such an amendment is an extinguishment or a modification. If the amendment results in an extinguishment, the Company follows the SEC staff guidance in ASC 260-10-S99-2 and ASC 470-20. If the amendment results in a modification, the Company follows the model in either ASC 718 or ASC 470-50, depending on the nature of the amendment. The Company did not modify any equity-classified preferred stock for the three months ended March 31, 2024, and 2023. Stock-based Compensation The Company's Stock Incentive Plan (see Note 11) provides for the grant of stock options, restricted stock and restricted stock unit awards. The Company measures stock awards granted to employees, non-employees and directors at estimated fair value on the date of grant and recognizes the corresponding compensation expense of the awards, net of estimated forfeitures, over the requisite service periods, which correspond to the vesting periods of the awards. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company issues stock awards with only service-based vesting conditions, and records compensation expense for these awards using the straight-line method. The Company uses the grant date fair market value of its common stock to determine the grant date fair value of options granted to employees, non-employees and directors. The Company measures and recognizes compensation expense for all stock options and restricted stock units (“RSUs”) granted to its employees and directors based on the estimated fair value of the award on the grant date. The Company uses the Black-Scholes valuation model to estimate the fair value of stock option awards. The fair value is recognized as expense, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award, on a straight-line basis. The Company believes that the fair value of stock options granted to non-employees is more reliably measured than the fair value of the services received. The determination of the grant date fair value of options using an option pricing model is affected by the Company’s estimated common stock fair value and requires management to make a number of assumptions including the expected life of the option, the volatility of the underlying stock, the risk-free interest rate and expected dividends. The Company estimates the fair value of stock options using the Black-Scholes option valuation model. The fair value of employee stock options is being amortized on a straight-line basis over the requisite service period of the awards. The fair market value of common stock is based on the closing price of the Company’s common stock as reported on the date of the grant. Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. The Company has adopted the provisions of ASC 740, Income Taxes Related to Uncertain Tax Positions Foreign Currency Remeasurement and Translation The functional currency of Napo Therapeutics is Euro. The Company follows ASC 830, Foreign Currency Matters For certain subsidiaries, translation adjustments result from the process of translating the functional currency of subsidiary financial statements into the U.S. Dollar reporting currency. These translation adjustments are reported separately and accumulated in the unaudited condensed consolidated balance sheets as a component of accumulated other comprehensive loss. Comprehensive Loss The Company follows ASC 220, Comprehensive Income For the three months ended March 31, 2024, the amount of other comprehensive gain from translation adjustments was $217,000. For the three months ended March 31, 2023, the amount of other comprehensive loss from translation adjustments was $232,000. Basic and Diluted Net Loss Per Share of Common Stock Basic net loss per share of common stock is computed by divi

Fair Value Measurements

Fair Value Measurements	3 Months Ended
	Mar. 31, 2024
Fair Value Measurements
Fair Value Measurements	3. Fair Value Measurements ASC 820, Fair Value Measurements ● Level 1 – Observable inputs such as quoted prices (unadjusted) for identical instruments in active markets. ● Level 2 – Observable inputs such as quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, or model-derived valuations whose significant inputs are observable. ● Level 3 – Unobservable inputs that reflect the reporting entity’s own assumptions. ​ The following tables set forth the fair value of the Company’s financial instruments that were measured at fair value on a recurring basis as of March 31, 2024, and December 31, 2023. ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2024 ​ ​ (unaudited) (in thousands) Level 1 Level 2 Level 3 Total Iliad ​ $ — ​ $ — ​ $ 6,721 ​ $ 6,721 Uptown ​ ​ — ​ ​ — ​ ​ 7,880 ​ ​ 7,880 Streeterville 2 ​ — ​ — ​ 7,118 ​ 7,118 Streeterville Note ​ — ​ — ​ 10,242 ​ 10,242 Total fair value ​ $ — ​ $ — ​ $ 31,961 ​ $ 31,961 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Iliad ​ $ — ​ $ — ​ $ 6,862 ​ $ 6,862 Uptown ​ ​ — ​ ​ — ​ ​ 7,473 ​ ​ 7,473 Streeterville 2 ​ ​ — ​ ​ — ​ ​ 6,815 ​ ​ 6,815 Streeterville Note ​ — ​ — ​ 9,793 ​ 9,793 Total fair value ​ $ — ​ $ — ​ $ 30,943 ​ $ 30,943 ​ The change in the estimated fair value of Level 3 liabilities is summarized below: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ March 31, 2024 (in thousands) Iliad ​ Uptown ​ Streeterville 2 Streeterville Note Beginning fair value of Level 3 liability $ 6,862 ​ $ 7,473 ​ $ 6,814 $ 9,792 Additions ​ — ​ ​ — ​ ​ — ​ ​ — Exchanges ​ (836) ​ ​ — ​ ​ (165) ​ ​ — Settlements ​ — ​ ​ — ​ ​ — ​ ​ — Change in fair value 695 ​ 407 ​ ​ 469 ​ 450 Ending fair value of Level 3 liability $ 6,721 ​ $ 7,880 ​ $ 7,118 $ 10,242 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ March 31, 2023 (in thousands) Iliad ​ Uptown ​ Streeterville 2 Streeterville Note Beginning fair value of Level 3 liability $ — ​ $ — ​ $ — $ 7,839 Additions ​ — ​ ​ — ​ ​ — ​ ​ — Settlements ​ — ​ ​ — ​ ​ — ​ ​ — Change in fair value — ​ — ​ ​ — ​ 359 Ending fair value of Level 3 liability $ — ​ $ — ​ $ — $ 8,198 ​ The fair value of the Streeterville Note recognized as a Level 3 liability at the date of issuance and as of March 31, 2024, amounted to The Company determined and performed the valuations with the assistance of an independent valuation service provider. On a quarterly basis, the Company considers the main Level 3 inputs for hybrid instruments used derived as follows: ● Discount rate which was determined using a comparison of various effective yields on bonds as of the valuation date ● Market indications for vouchers, which affect the Return Bonus from the sale of Tropical Disease Priority Review Voucher (“TDPRV”) ● Weighted probability of cash outflows which was estimated based on the entity's knowledge of the business and how the current economic environment is likely to impact the timing of the cash outflows, attributed to the different repayment features of the notes The following table summarizes the quantitative information about the significant unobservable inputs used in Level 3 fair value measurement for hybrid instruments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Range of Inputs ​ ​ ​ ​ (probability-weighted average) ​ Relationship of unobservable inputs Unobservable Inputs ​ 2024 ​ 2023 ​ to fair value Risk Adjusted Discount Rate ​ 8.57%-25.14% (25.14%) ​ 9.02%-24.59% (24.59%) ​ If discount rate is adjusted to total of additional 100 basis points (bps), fair value would have decreased by $407,000. Sales Proceeds: Amount of comparable TDPRV ​ $67.5 million to $350 million ($100 million) ​ $67.5 million to $350 million ($100 million) ​ If expected cash flows by Management considered the lowest amount of market indications for vouchers, FV would have decreased by $1.4 million. Range of Probability for Timing of Cash Flows: ​ 0.59%-73.27% ​ 0.10%-73.27% ​ If expected cash flows by Management considered the Scenario with the least amount of indicated value, FV would have decreased by $216,000. ​ For the additional notes designated at FVO that are not hybrid, the company considers only the discount rate which was determined using a comparison of various effective yields on bonds as of valuation date. The following table summarizes the quantitative information about the significant unobservable inputs used in Level 3 fair value measurement for the remaining instruments that are not classified as hybrid instruments: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Range of Inputs ​ ​ ​ ​ (probability-weighted average) ​ Relationship of unobservable inputs Unobservable Inputs ​ 2024 ​ 2023 ​ to fair value Risk Adjusted Discount Rate ​ 8.57%-27.14% (27.14%) ​ 9.02%-26.59% (26.59%) ​ If discount rate is adjusted to total of additional 100 basis points (bps), fair value would have decreased by $541,000. ​ Fair Value Option The Company elected to apply the FVO accounting to certain freestanding instruments and to the entire class of hybrid instruments, including structured notes, of which there are assessed embedded derivatives that would be eligible for bifurcation, to align the measurement attributes of those instruments under US GAAP and to simplify the accounting model applied to these financial instruments. The valuations of these instruments were predominantly driven by the discount rate and the derivative features embedded within the instruments. The Company determined and performed the valuations of the freestanding and hybrid instruments with the assistance of an independent valuation service provider. The valuation methodology utilized is consistent with the income approach for estimating the fair value of the interest-bearing portion of the instruments and the related derivatives. Cash flows of the financial instruments in their entirety, including the embedded derivatives, are discounted at an appropriate rate for the applicable duration of the instrument. Interests on the interest-bearing portion of the instruments that are held to maturity and mark-to-market adjustments are aggregated in the change in fair value of freestanding and hybrid financial instruments designated at FVO in the unaudited condensed consolidated statements of operations. As of March 31, 2024, and December 31, 2023, the Company did not note any fair value movement on FVO liabilities attributable to any instrument-specific credit risk, which should be recorded in other comprehensive income (loss). The following table summarizes the fair value and outstanding balance for items the Company accounts for under FVO: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) ​ Fair value ​ Unpaid Principal Balance ​ Accrued Interest ​ Fair Value Over (Under) Outstanding Balance At March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Iliad ​ $ 6,721 ​ $ 6,392 ​ $ 3,885 ​ $ (3,556) Uptown ​ ​ 7,880 ​ ​ 7,994 ​ ​ 4,366 ​ ​ (4,480) Streeterville 2 ​ ​ 7,118 ​ ​ 10,094 ​ ​ 1,265 ​ ​ (4,241) Streeterville Note ​ ​ 10,242 ​ ​ 6,000 ​ ​ 651 ​ ​ 3,591 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) ​ Fair value ​ Unpaid Principal Balance ​ Accrued Interest ​ Fair Value Over (Under) Outstanding Balance At December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Iliad ​ $ 6,862 ​ $ 7,292 ​ $ 3,621 ​ $ (4,051) Uptown ​ ​ 7,473 ​ ​ 7,994 ​ ​ 4,058 ​ ​ (4,579) Streeterville 2 ​ ​ 6,815 ​ ​ 10,273 ​ ​ 950 ​ ​ (4,408) Streeterville Note ​ ​ 9,793 ​ ​ 6,000 ​ ​ 546 ​ ​ 3,247 ​

Balance Sheet Components

Balance Sheet Components	3 Months Ended
	Mar. 31, 2024
Balance Sheet Components
Balance Sheet Components	4. Balance Sheet Components Inventory Inventory at March 31, 2024, and December 31, 2023 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 2023 (in thousands) ​ (unaudited) ​ ​ Raw material ​ $ 2,202 ​ $ 2,057 Work in process ​ ​ 6,126 ​ ​ 6,517 Finished goods ​ ​ 692 ​ ​ 615 Inventory ​ $ 9,020 ​ $ 9,189 ​ Prelaunch Inventory ​ Costs capitalized for the Company’s lyophilized drug amounting to $3.0 million and $2.8 million as of March 31, 2024, and December 31, 2023, are included in the prepayments and other assets account. The Company’s proof-of-concept (“POC”) data is expected to be completed by the end of 2024. Upon approval, the prelaunch inventory shall be reclassified as part of the Company’s inventory. Property and Equipment, net Property and equipment at March 31, 2024, and December 31, 2023 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 2023 (in thousands) ​ (unaudited) ​ ​ ​ Land ​ $ 396 ​ $ 396 Lab equipment ​ ​ 477 ​ ​ 477 Software ​ ​ 63 ​ ​ 63 Furniture and fixtures ​ ​ 18 ​ ​ 18 Computers and peripherals ​ ​ 7 ​ ​ 7 Total property and equipment at cost ​ 961 ​ 961 Accumulated depreciation ​ (477) ​ (465) Property and equipment, net ​ $ 484 ​ $ 496 ​ Depreciation and amortization expenses were $12,000 and $16,000 for the three months ended March 31, 2024 and 2023, respectively. Intangible Assets, net Intangible assets consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 ​ 2023 (in thousands) ​ (unaudited) ​ ​ ​ Developed technology ​ $ 25,000 ​ $ 25,000 Accumulated developed technology amortization ​ (11,111) ​ (10,694) Developed technology, net ​ 13,889 ​ 14,306 In-process research and development ​ ​ 4,800 ​ ​ 4,800 In process research and development, net ​ 4,800 ​ 4,800 Trademarks ​ 300 ​ 300 Accumulated trademark amortization ​ (133) ​ (128) Trademarks, net ​ 167 ​ 172 Internal use software costs - registry ​ ​ 1,236 ​ ​ 1,236 Accumulated internal use software costs impairment ​ ​ (371) ​ ​ (371) Accumulated internal use software costs amortization ​ (432) ​ (370) Internal use software costs - registry, net ​ 433 ​ 495 Patents ​ ​ 361 ​ ​ 361 Accumulated patents amortization ​ ​ (23) ​ ​ (18) Patents, net ​ ​ 338 ​ ​ 343 Total intangible assets, net ​ $ 19,627 ​ $ 20,116 ​ Amortization expense of finite-lived intangible assets was $489,000 and $488,000 for the three months ended March 31, 2024 and 2023, respectively. The following table summarized the Company’s estimated future amortization expense of intangible assets with finite lives as of March 31, 2024: ​ ​ ​ ​ ​ (in thousands) Amounts Remainder of 2024 ​ $ 1,464 2025 ​ ​ 1,952 2026 ​ ​ 1,952 2027 ​ ​ 1,952 2028 ​ ​ 1,952 Thereafter ​ ​ 5,555 ​ ​ $ 14,827 ​

Related Party Transactions

Related Party Transactions	3 Months Ended
	Mar. 31, 2024
Related Party Transactions
Related Party Transactions	5. Related Party Transactions Board of Directors (“BOD”) Cash Compensation The Company makes BOD cash compensation on a quarterly basis based on the Director Compensation Program. For the three months ended March 31, 2024, and 2023, the Company paid approximately $112,256 and $68,000 cash compensation to its directors, respectively.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies
Commitments and Contingencies	6. Commitments and Contingencies Commitments Leases On April 6, 2021, the Company entered into an office lease agreement of approximately 10,526 square feet of office space in San Francisco, inclusive of office space covered under the previous sublease agreement. The term of the lease began on September 1, 2021 and will expire on February 28, 2025, unless terminated earlier. The lease had an early occupancy provision which entitled the Company to use a portion of the leased premises on June 1, 2021, free of rent obligation. In addition, the Company has the option to extend the lease for one three-year period after the expiration date. This option was not included as part of the lease term as the Company was not reasonably certain to exercise it, hence the lease term only includes the noncancellable period of three years plus the period of early occupancy. The base rent under the lease were $42,000 monthly for the first 12 months, $43,000 monthly for the next 12 months and $45,000 for the last twelve months. The lease agreement only contained one lease component, which is the lease of the office space. Non-lease components such as payment of building operating costs and share in real property taxes were accounted for separately and were not considered as part of the total lease payments. The lease was classified as an operating lease. On October 7, 2021, the Company entered into an agreement for the lease of office premises from November 1, 2021 to April 30, 2022, subject to automatic renewal for subsequent periods until terminated by either party. Base rent amounted to €10,000 or approximately $10,500. If the contract was not terminated within 12 months, the lease amount would be increased in line with the index of relevant inflation at each annual expiration of the start date of the contract. The lessor had the right to decline the renewal of the contract. Upon the happening of certain specified events, the lessor might immediately withdraw from the contract. The Company was required to leave the occupied spaces immediately in the same condition in which they were found in the event of contract termination or expiry. The Company paid deposit of €20,000 or approximately $21,000 to the lessor. On January 26, 2022, the lease agreement was amended whereby the term was extended by 20 months from May 1, 2022 to December 31, 2023. All other contract provisions remained the same. On October 25, 2023, the Company entered into a second amendment to extend the lease of the office premises whereby Suite 600 shall extend until February 28, 2025, while, the Suite 400 shall be accounted for as a separate lease commencing on September 1, 2023, and expiring on August 31, 2030. Under the second lease amendment, the office lease premises were separately remeasured with Suite 400 measuring approximately 5,735 square feet while Suite 600 at 5,263 square feet. The base rent for Suite 400 was $18,000 monthly on the first two years, $18,000 monthly on the third and fourth year, $19,000 monthly on the fifth and sixth year, $20,000 monthly on the seventh and eighth year and $21,000 on the last year. Accordingly, the Suite 600’s base rent was amended into $22,000 monthly on its remaining terms. The option to renew at the end of the lease term was amended into one one On October 10, 2021, the Company also entered into a short-term office lease in Milan, Italy. The term of the lease began on November 1, 2021, subject to automatic renewal equal to the present term until terminated by mutual agreement. On January 26, 2022, the lease agreement was amended whereby the term was extended by 20 months from May 1, 2022 to December 31, 2023. The Company recognized rent expense on a straight-line basis over the non-cancellable lease period. On September 12, 2023, the Company entered into a second lease amendment whereby the term was extended by another year from January 1, 2024 to December 31, 2024. The Company recognized rent expense on a straight-line basis over the non-cancellable lease period. On December 31, 2023, the Company elected not to renew the October 10, 2021, lease agreement. On December 8, 2023, the Company entered into a two-year On December 22, 2021, the Company entered into an agreement for the lease of two separate vehicles for 48 months expiring on November 30, 2025. Total monthly lease payment amounted to €2,000 or approximately $2,100 payable in advance. The Company elected to include both the lease and non-lease components as a single component and account for it as a lease. The Company also paid a total deposit of €19,000 or approximately $20,000, exclusive of VAT. Early termination of the contracts requires the payment of specified amounts. On January 25, 2022, the Company entered into an agreement for the lease of office premises from March 1, 2022 to December 31, 2023, subject to automatic renewal for subsequent periods until terminated by either party. Base rent amounted to €4,000 or approximately $4,200. A similar agreement was entered with the lessor for the lease of premises to be used as office space from November 1, 2022 to December 31, 2023, subject to automatic renewal for subsequent periods until terminated by either party. Base rent amounted to €3,817 or approximately $4,000. If the contracts are not terminated within 12 months, the lease amounts will be increased in line with the index of relevant inflation at each annual expiration of the start date of the contract. The lessor has the right to decline the renewal of the contracts. Upon the happening of certain specified events, the lessor may immediately withdraw from the contracts. The Company is required to leave the occupied spaces immediately in the same conditions in which they were found in the event of contract termination or expiry. The Company paid deposit of €9,000 or approximately $9,500 to the Lessor. In May 2022, the Company entered into an agreement for the lease of one vehicle for 48 months expiring on April 30, 2026. Total monthly lease payment amounted to €833 or approximately $880 payable in advance. The Company elected to include both the lease and non-lease components as a single component and account for it as a lease. The Company also paid a total deposit of €21,000 or approximately $22,000, exclusive of VAT. Early termination of the contracts requires the payment of specified amounts. In October 2022, the Company entered into an agreement for the lease of three vehicles for 48 months expiring on September 30, 2026. Total monthly lease payment amounted to €2,094 or approximately $2,200 payable in advance. The Company elected to include both the lease and non-lease components as a single component and account for it as a lease. In November 2022, the Company entered into an agreement for the lease of two vehicles for 48 months expiring on October 31, 2026. Total monthly lease payment amounted to €1,459 or approximately $1,500 payable in advance. The Company elected to include both the lease and non-lease components as a single component and account for it as a lease. The table below provided additional details of the office space lease presented in the unaudited condensed consolidated balance sheet as of March 31, 2024, and December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 ​ 2023 (in thousands) (unaudited) ​ ​ ​ Operating lease - right-of-use asset $ 1,289 ​ $ 1,176 ​ ​ ​ ​ ​ ​ Operating lease liability, current ​ 469 ​ ​ 348 Operating lease liability, net of current portion ​ 873 ​ ​ 886 Total $ 1,342 ​ $ 1,234 ​ ​ ​ ​ ​ ​ Weighted-average remaining life (years) ​ 4.27 ​ ​ 4.76 Weighted-average discount rate ​ 19.74% ​ ​ 21.34% ​ Lease cost included in general and administrative expenses in the unaudited condensed consolidated statements of operations for the three months ended March 31, 2024, and 2023 was approximately $276,000 and $209,000 . ​ For the three months ended March 31, 2024, cash recognized for operating lease liabilities under operating cash flows amounted to $336,000. For the three months ended March 31, 2023, cash paid for operating lease liabilities recognized under operating cash flows amounted to $53,000. Non-cash investing and financing activities for the three months ended March 31, 2024, and 2023, include addition to right-of-use asset obtained from new and modified operating liabilities, amounted to $221,000 and $30,000, respectively. The following table summarizes the undiscounted cash payment obligations for operating lease liability as of March 31, 2024. ​ ​ ​ ​ ​ March 31, ​ 2024 (in thousands) (unaudited) Remainder of 2024 $ 656 2025 ​ 382 2026 ​ 254 2027 ​ 235 2028 ​ 242 2029 ​ 249 2030 ​ 105 Total undiscounted operating lease payments ​ 2,123 Imputed interest expenses ​ (781) Total operating lease liability ​ 1,342 Less: Operating lease liability, current ​ 469 Operating lease liability, net of current portion $ 873 ​ Purchase Commitment On September 3, 2020, the Company entered into a manufacturing and supply agreement (the “Agreement”) with Glenmark Life Sciences Limited (“Glenmark”), pursuant to which Glenmark will continue to serve as the Company’s manufacturer of crofelemer for use in Mytesi, the Company’s human prescription drug product approved by the FDA, and for other crofelemer-based products manufactured by the Company or its affiliates for human or animal use. The term of the Agreement is approximately 2.5 years (i.e., until March 31, 2023) and may be extended for successive two-year renewal terms upon mutual agreement between the parties thereto. 1 Master Services Agreement (“MSA”) On October 5, 2020, the Company entered into an MSA for clinical research organization services (the “2020 MSA”) and a service order under such 2020 MSA with Integrium, LLC (“Integrium”). The service order covers the Company’s planned upcoming pivotal Phase 3 clinical trial for cancer-therapy related diarrhea. As consideration for its services, the Company would pay Integrium a total amount of up to approximately $12.4 million, later reduced to approximately $6.0 million, that would be paid over the term of the engagement and based on the achievement of certain milestones. The 2020 MSA will terminate upon the satisfactory performance of all services to be provided thereunder unless earlier terminated by the parties . For the three months ended March 31, 2024, and 2023, the Company paid Integrium $504,674 and $498,000 respectively. Asset Transfer and Transition Commitment On September 25, 2017, the Company entered into the Termination, Asset Transfer and Transition Agreement dated September 22, 2017 with Glenmark. As a result of the agreement, the Company now controls commercial rights for Mytesi for all indications, territories and patient populations globally, and also holds commercial rights to the existing regulatory approvals for crofelemer in Brazil, Ecuador, Zimbabwe and Botswana. In exchange, the Company agrees to pay Glenmark 25% of any payment it receives from a third party to whom the Company grants a license or sublicense or with whom the Company partners in respect of, or sells or otherwise transfers any of the transferred assets, subject to certain exclusions, until Glenmark has received a total of $7.0 million. For the three months ended March 31, 2024,no payment has been made to Glenmark. For the three months ended March 31, 2023, the Company paid Glenmark $1.9 million. Revenue Sharing Commitment Update On December 14, 2017, the Company announced its entry into a collaboration agreement with Seed Mena Businessmen Services LLC (“SEED”) for Equilevia™, the Company's non-prescription, personalized, premium product for total gut health in equine athletes. According to the terms of the Agreement, the Company will pay SEED 15% of total revenue generated from any clients or partners introduced to the Company by SEED in the form of fees, commissions, payments or revenue received by the Company or its business associates or partners, and the agreed-upon revenue percentage increases to 20% after the first million dollars of revenue. In return, SEED will provide the Company access to its existing United Arab Emirates (“UAE”) network and contacts and assist the Company with any legal or financial requirements. The agreement became effective on December 13, 2017 and will continue indefinitely until terminated by either party pursuant to the terms of the Agreement. No payments have been made to date. Joint Venture - Magdalena Biosciences, Inc. ​ In January 2023, Jaguar and Filament Health (“Filament”), with Funding from One Small Planet, formed the U.S.-based joint venture Magdalena Biosciences, Inc. (“Magdalena”). Magdalena’s focus is on the development of novel, natural prescription medicines derived from plants for mental health indications including, initially, attention-deficit/hyperactivity disorder (“ADHD”) in adults. The goal of the collaboration is to extend the botanical drug development capabilities of Jaguar and Filament in order to develop pharmaceutical-grade, standardized drug candidates for mental health disorders, and to partner with a potential future licensee to develop and commercialize these novel plant-based drugs. This venture aligns with Jaguar's mental health Entheogen Therapeutics Initiative (“ETI”) and Filament's corporate mission to develop novel, natural prescription medicines from plants. Magdalena will leverage Jaguar's proprietary medicinal plant library and Filament's proprietary drug development technology. Jaguar’s library of 2,300 highly characterized medicinal plants and 3,500 plant extracts, all from firsthand ethnobotanical investigation by Jaguar and members of the ETI Scientific Strategy Team, is a key asset Jaguar has generated over 30 years that bridges the knowledge of traditional healers and Western medicine. Magdalena holds an exclusive license to plants and plant extracts in Jaguar's library, not including any sources of crofelemer or NP-300, for specific indications and is in the process of identifying plant candidates in the library that may prove beneficial for addressing indications such as ADHD. ​ ​ The Company accounted for its 40% investment in Magdalena under the equity method. The summarized income statement information for the three months ended March 31, 2024 of Magdalena is as follows: ​ ​ ​ ​ ​ ​ ​ Three months ended ​ ​ March 31, ​ 2024 (in thousands) ​ (unaudited) Revenue ​ $ — Operating expenses ​ ​ (40) Loss before income tax ​ ​ (40) Income tax expense ​ ​ — Net loss ​ $ (40) Net loss attributable to the Company ​ $ (16) ​ Securities Purchase and Licensing Agreement On March 18, 2024, the Company entered into a privately negotiated securities purchase agreement with Gen Ilac Ve Saglik Urunleri Sanayi Ve Ticaret, A.S., pursuant to which the Company issued 16,666,666 shares of the Company’s common stock at a price of $0.12 per share for gross proceeds of approximately The Company determined that the issuance of shares and the grant of license should be accounted for as a single arrangement under ASC 606 Revenue from Contracts with Customers. The fair value of the common stock issued was excluded from the consideration allocated to the revenue unit of account following the separation and initial measurement requirements. The deferred revenue amounting to $850,000 will be recognized as revenue evenly over a period of 5 years which represents the approximate term of the license period considering the expiration dates of the licensed patents. Contingencies From time to time, the Company may become a party to various legal actions, both inside and outside the U.S., arising in the ordinary course of its business or otherwise. The Company accrues amounts, to the extent they can be reasonably estimated, that the Company believes will result in a probable loss (including, among other things, probable settlement value), to adequately address any liabilities related to legal proceedings and other loss contingencies. A loss or a range of loss is disclosed when it is reasonably possible that a material loss will incur and can be estimated, or when it is reasonably possible that the amount of a loss, when material, will exceed the recorded provision. The Company did not have any material accruals for any currently active legal action in its unaudited condensed balance sheets as of March 31, 2024, as the Company could not predict the ultimate outcome of these matters, or reasonably estimate the potential exposure.

Debt

Debt	3 Months Ended
	Mar. 31, 2024
Debt
Debt	7. Debt Notes payable at March 31, 2024, and December 31, 2023 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2024 ​ 2023 (in thousands) ​ (unaudited) ​ ​ ​ Notes designated at Fair Value Option ​ $ 31,961 ​ $ 30,943 Royalty Interest* ​ ​ — ​ ​ 5,635 Insurance Financing ​ ​ 52 ​ ​ 172 Tempesta Note ​ ​ 100 ​ ​ 150 Total ​ ​ 32,113 ​ 36,900 Less: unamortized discount and debt issuance costs ​ — (1,040) Note payable, net of discount ​ $ 32,113 $ 35,860 Notes payable - non-current, net ​ $ 21,719 ​ $ 30,993 Notes payable - current, net ​ $ 10,394 ​ $ 4,867 ​ ​ ​ ​ ​ ​ ​ Weighted average interest rate on short-term borrowings ​ ​ 3.24% ​ ​ 5.04% *Notes with royalty interest not designated at Fair Value Option. ​ The Company paid $9,000 and $6,000 interest for its debt for the three months ended March 31, 2024, and 2023, respectively. ​ Future maturities of the notes payable not designated at FVO as of March 31, 2024 are as follows: ​ ​ ​ ​ ​ ​ ​ Amounts (in thousands) ​ (unaudited) 2025 ​ $ 10,394 2026 ​ ​ 21,719 Total ​ $ 32,113 ​ Future maturities are based on contractual minimum payments. Timing of maturities may fluctuate based on future revenue. Sale of Future Royalty Interest October 2020 Purchase Agreement On October 8, 2020, the Company entered into another royalty interest purchase agreement (the “October 2020 Purchase Agreement”) with Iliad Research and Trading, L.P. (“Iliad”), pursuant to which the Company sold to Iliad a royalty interest entitling Iliad to receive $12.0 million of future royalties on sales of Mytesi and certain up-front license fees and milestone payments from licensees and/or distributors (the “Royalty Repayment Amount”) for an aggregate purchase price of $6.0 million. Until such time as the Royalty Repayment Amount has been paid in full, the Company will pay Iliad 10% of the Company’s net sales on included products and 10% of worldwide revenues related to upfront licensing fees and milestone payments from licensees and/or distributors, but specifically excluding licensing fees and/or milestone payments that are reimbursements of clinical trial expenses (the “Royalty Payments”). Beginning on the six-month anniversary of the delivery of the October 2020 Purchase Agreement to the Company (the “Purchase Price Date”) and continuing until the 12-month anniversary of the Purchase Price Date, the monthly Royalty Payment shall be the greater of (a) $250,000, and (b) the actual Royalty Payment amount Iliad is entitled to for such month. Beginning on the 12-month anniversary of the Purchase Price Date and continuing until 18-month anniversary of the Purchase Price Date, the monthly Royalty Payment shall be the greater of (a) $400,000 and (b) the actual Royalty Payment amount Iliad is entitled to for such month. Beginning on the 18-month anniversary of the Purchase Price Date and continuing until 24-month anniversary of the Purchase Price Date, the monthly Royalty Payment shall be the greater of (a) $600,000 and (b) the actual Royalty Payment amount Iliad is entitled to for such month. Beginning on the 24-month anniversary of the Purchase Price Date and continuing until the Royalty Repayment Amount has been paid in full, the monthly Royalty Payment shall be the greater of (a) $750,000, and (b) the actual Royalty Payment amount Iliad is entitled to for such month. The Royalty Interest amount of $12.0 million was classified as debt, net of a $6.0 million discount, at initial recognition. Under ASC 470-10-35-3, royalty payments to Iliad will be amortized under the interest method per ASC 835-30. Because there is no set interest rate, and because the royalty payments are variable, the discount rate is variable. After each royalty payment, the Company will use a prospective method to determine a new discount rate based on the revised estimate of remaining cash flows. The new rate is the discount rate that equates the present value of the revised estimate of remaining cash flows with the carrying amount of the debt, and it will be used to recognize interest expense for the remaining periods. At issuance, based on projected cash outflows from future revenue streams, the discount rate was 34.51% . Pursuant to the October 2020 Purchase Agreement, if the weekly volume weighted average price (“VWAP”) of the Company’s common stock is not equal or greater than the minimum VWAP of $0.9105 at least twice during each calendar month during the six-month period beginning on November 1, 2020, then the Royalty Repayment Amount will be automatically increased by $6.0 million at the end of such six-month period. During the observation period starting November 1, 2020, the Company’s weekly VWAP failed to reach the minimum VWAP of $0.9105 and on November 13, 2020, the Company concluded that the contingent clause has been met, warranting an additional $6.0 million Royalty Repayment Amount, to be added to the outstanding balance commencing on May 10, 2021 for the purpose of cash interest calculation. The change in the Royalty Repayment Amount was accounted for as a debt modification and resulted in a new discount rate of 45.42%. On April 13, 2021, the Company entered into an exchange agreement with Iliad, pursuant to which the parties agreed to partition $3.0 million from the original outstanding balance of the royalty interest and exchange for 7,843 shares of the Company’s common stock. The exchange agreement was accounted for as a modification and resulted in a new discount rate of 77.09%. On February 11, 2022, the Company entered into an exchange agreement with Iliad, pursuant to which the parties agreed to partition $2.4 million from the outstanding balance of the royalty interest and exchange for 23,117 shares of the Company’s common stock. On March 2, 2022, the Company entered into an exchange agreement with Iliad, pursuant to which the parties agreed to partition $1.1 million from the outstanding balance of the royalty interest and exchange for 32,333 shares of the Company’s common stock. On March 4, 2022, the Company entered into an exchange agreement with Iliad, pursuant to which the parties agreed to partition $800,000 from the outstanding balance of the royalty interest and exchange for 26,667 shares of the Company’s common stock. On March 9, 2022, the Company entered into an exchange agreement with Iliad, pursuant to which the parties agreed to partition $700,000 from the outstanding balance of the royalty interest and exchange for 24,667 shares of the Company’s common stock. Because the period between the first and last exchanges occurred within a 12-month period and each was individually assessed as a modification, the debt terms that existed prior to the February 13 exchange was used in the application of the 10% test on the cumulative assessment performed. The exchanges were cumulatively accounted for as an extinguishment and resulted to a loss of $2.2 million. On April 14, 2022, the Company entered into amendments (the “Royalty Interest Global Amendments”) to its existing royalty interests including the Royalty Interest in the original principal amount of $12.0 million under the October 2020 Royalty Interest. The amendment grants the Company at its sole discretion, the right to exchange from time to time, all or any portion of the Royalty Interests for shares of the Company’s common stock at a price per share equal to the Nasdaq Minimum Price (as defined in Nasdaq Listing Rule 5635(d)) as of date of the applicable exchange. Under the Royalty Interest Global Amendments, the Company’s ability to exchange the Royalty Interests for shares of the Company’s common stock is subject to certain limitations, on which the Company will not have such right and issue any common stock to investors if (a) the issuance of the Company’s common stock would cause investor’s beneficial ownership to exceed 4.99% of Company’s issued and outstanding common stock as of such date; (b) any of the exchange conditions has not been satisfied as of the applicable exchange date; and (c) the total cumulative number of shares of the Company’s common stock issued pursuant to the Royalty Interests would exceed the requirements of The Nasdaq Capital Market (including the rules related to the aggregation of offerings under Nasdaq Listing Rule 5635(d) if applicable) (the “Exchange Cap”), unless stockholder approval is obtained to issue more than the Exchange Cap. The Exchange Cap shall be appropriately adjusted for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction. On May 13, 2022, the Company entered into an exchange agreement with Iliad, pursuant to which the parties agreed to partition $400,000 from the outstanding balance of the royalty interest and exchange for 15,249 shares of the Company’s common stock. On July 25, 2022, the Company entered into another exchange agreement with Iliad, pursuant to which the parties agreed to partition $750,000 from the outstanding balance of the royalty interest and exchange for 31,546 shares of the Company’s stock. On November 18, 2022, the Company entered into another exchange agreement with Iliad, pursuant to which the parties agreed to partition $715,000 from the outstanding balance of the royalty interest and exchange for 978 shares of the Company’s stock. On March 17 and 23, 2023, the Company entered into another exchange agreement with Iliad, pursuant to which the parties agreed to partition $992,000 and $227,000, respectively from the outstanding balance of the royalty interest and exchange for 14,533 and 3,733 shares, respectively of the Company’s stock. The exchanges that occurred within the 12-month period prior to May 13, 2022 exchange were previously accounted for as extinguishment, therefore, cumulative assessment was not performed anymore. On May 8, 2023, the Company entered into a standstill agreement (as amended, the “Standstill Agreement”) with Iliad, Uptown Capital, LLC (f/k/a Irving Park Capital, LLC) (“Uptown”) and Streeterville Capital, LLC (“Streeterville”, and together with Iliad and Uptown, collectively, “Investor”) to allow the Company to refrain from making royalty payments with respect to four outstanding royalty interests issued by the Company to Investor dated October 8, 2020, December 22, 2020, March 8, 2021, and August 24, 2022, respectively (each, a “Royalty Interest” and collectively, the “Royalty Interests”), including any royalty payments due and payable as of May 8, 2023 (the ”Standstill Date”), and refrain from buying, selling, or otherwise trading in the Company’s common stock for a period beginning on the Standstill Date and ending on the earliest of (a) the date that is six months following the Standstill Date (b) the date of the public announcement of the probability value in Jaguar’s OnTarget Phase 3 clinical trial of crofelemer for prophylaxis of cancer therapy-related diarrhea (c) and the date of any offering or sale of any debt or equity securities, including without limitation any at-the-market offering (the “Standstill Period”), but excluding any exempt issuances. As a material inducement and consideration for Investor’s agreement to enter into the Standstill Agreement, the Company issued (i) Iliad warrants to purchase up to 826,738 shares of the common stock, (ii) Uptown warrants to purchase up to 1,097,756 shares of the common stock, and (iii) Streeterville warrants to purchase up to 1,892,808 shares of the common stock, at an exercise price of $0.48 per share. On June 28, 2023, the Company entered into the first amendment to the Standstill Agreement, pursuant to which the Standstill Agreement was amended to, among other things, permit (i) the Company to issue an aggregate of 105 shares of the Company’s Series H Convertible Preferred Stock to Investor in exchange for a $756,992 reduction in the outstanding balance of the December 2020 Royalty Interest and a $1,726,888 reduction in the outstanding balance of the August 2022 Royalty Interest (the “Exchange Transaction”) without triggering the termination of the Standstill Period, and (ii) Investor to (A) consummate the Exchange Transaction during the Standstill Period and (B) sell all shares of the Company’s common stock beneficially owned by Investor immediately prior to the consummation of the Exchange Transaction during the Standstill Period. On June 30, 2023, the Company entered into a binding memorandum of understanding (the “Binding MOU”) with the Investor to modify the allocation of the warrants as set forth in the Standstill Agreement such that the Company issued (i) Iliad warrants to purchase up to 1,711,954 shares of the common stock and (ii) Uptown warrants to purchase up to 2,105,348 shares of the common stock, and no warrants were issued to Streeterville under the Standstill Agreement. On August 14, 2023, the Company entered into an amendment (“the Second Amendment”) to the Standstill Agreement with Iliad and Uptown (together, “Standstill Investor”) to (i) permit the Company to offer and sell securities without triggering the termination of the Standstill Period, and (ii) remove the restriction on Standstill Investor’s ability to buy, sell, or otherwise trade in shares of the Company’s common stock during the Standstill Period. On September 29, 2023, the Company entered into the Global Amendment No. 2 to the October 2020 Royalty Interest with Iliad, pursuant to which, beginning on January 1, 2026, the monthly Royalty Payment under the October 2020 Royalty Interest shall be the greater of (a) $750,000.00, and (b) the actual Royalty Payment amount Iliad is entitled to for such month pursuant to the terms of the October 2020 Royalty Interest. As a material consideration for Iliad’s agreement to enter into this amendment, the Company agreed to issue to Iliad warrants to purchase up to 232,500 shares of the Company’s common stock at an exercise price of $0.37 per share. Such warrants may be exercisable for cash or on a cashless basis at any time and from time to time during the period commencing on September 29, 2023 (the “Issuance Date”) and ending on the five The cumulative effect of the exchanges to the October 2020 Royalty Interest resulted in significant modifications and was accounted for as extinguishment. The Company recorded an extinguishment gain in the unaudited condensed consolidated statements of operations amounting to $2.0 million. The extinguishment triggered a remeasurement event under ASC 825-10 and created an election date on whether to account for the October 2020 Royalty Interest under the fair value option accounting (“FVO”). The Company irrevocably elected to initially and subsequently apply the FVO accounting to the entire royalty interest. The Company used the valuation report from an independent valuation service provided to measure the reporting date fair value of the royalty interest. On December 28, 2023, the Company entered into a privately negotiated exchange agreement with Iliad, pursuant to which the Company issued an aggregate of 4,875,000 shares of the Company’s Common Stocks to Iliad in exchange for a $789,000 reduction in the outstanding balance of the October 2020 Royalty Interest. The effect of the exchange was accounted for as a debt modification. On January 29, 2024, Company entered into a privately negotiated exchange agreement with Iliad pursuant to which the Company issued an aggregate of 8,000,000 shares of the Company’s common stock to Iliad in exchange for a $836,000.00 reduction in the outstanding balance of the royalty interest dated October 8, 2020, Royalty Interest. The effect of the exchange was accounted for as a debt modification. On March 31, 2024, and December 31, 2023, the fair value was determined to be $6.7 million and $6.9 million. For the three months ended March 31, 2024, the net loss in the fair value was $695,000. The net loss in fair value was recorded in the change in fair value of freestanding and hybrid financial instruments designated at FVO in the unaudited condensed consolidated statements of operations. December 2020 Purchase Agreement ​ On December 22, 2020, the Company entered into a royalty interest purchase agreement (the “December 2020 Purchase Agreement”) with Uptown Capital, LLC(f/k/a Irving Park Capital, LLC) (“Uptown”), a company affiliated with CVP, pursuant to which the Company sold to Uptown a royalty interest entitling Uptown to receive $12.0 million of future royalties on sales of Mytesi and certain up-front license fees and milestone payments from licensees and/or distributors (the “Royalty Repayment Amount”) for an aggregate purchase price of $6.0 million (the “December 2020 Royalty Interest”). Until such time as the Royalty Repayment Amount has been paid in full, the Company will pay Uptown 10% of the Company’s Net Sales on Included Products and 10% of worldwide revenues related to upfront licensing fees and milestone payments from licensees and/or distributors, but specifically excluding licensing fees and/or milestone payments that are reimbursements of clinical trial expenses (the “Royalty Payments”). Beginning on the payment start date of March 8, 2024 and continuing until the 12-month anniversary of the Purchase Price Date, the monthly Royalty Payment shall be the greater of (a) $750,000, and (b) the actual Royalty Payment amount Uptown is entitled to for such month. The December 2020 Royalty Interest amount of $12.0 million is classified as debt, net of a $6.0 million discount, at initial recognition. Under ASC 470-10-35-3, royalty payments to Uptown will be amortized under the interest method per ASC 835-30. Because there is no set interest rate, and because the royalty payments are variable, the discount rate is variable. After each royalty payment, the Company will use a prospective method to determine a new discount rate based on the revised estimate of remaining cash flows. The new rate is the discount rate that equates the present value of the revised estimate of remaining cash flows with the carrying amount of the debt, and it will be used to recognize interest expense for the remaining periods. At issuance, based on projected cash outflows from future revenue streams, the discount rate was 23.70%. On April 14, 2022, under the Royalty Interest Global Amendments, the Company is granted at its sole discretion, the right to exchange from time to time, all or any of the Royalty Interest under the original principal amount of $12.0 million or any portion of the December 2020 Purchase Agreement for shares of the Company’s common stock at a price per share equal to the Nasdaq Minimum Price (as defined in Nasdaq Listing Rule 5635(d)) as of date of the applicable exchange, subject to certain limitations. On February 8, 2023, the Company entered into an exchange agreement with Uptown, pursuant to which the parties agreed to partition $675,000 from the outstanding balance of the royalty interest. The parties further agreed to exchange the partitioned royalty for 150,000 shares of the Company’s stock. On May 8, 2023, the Company entered into an exchange agreement with Uptown to (i) partition a new royalty interest in the royalty repayment amount of $1,073,807 from the outstanding balance of the royalty interest and exchange for 1,908,651 shares of the Company’s common stock. On the same date, the Company entered into the Standstill Agreement as described further above, pursuant to which the Company may refrain from making royalty payments on the December 2020 Royalty Interest during the Standstill Period. On September 29, 2023, the Company entered into the Global Amendment No. 2 to the December 2020 Royalty Interest with Uptown, pursuant to which, beginning on January 1, 2026, the monthly Royalty Payment under the December 2020 Royalty Interest shall be the greater of (a) $750,000.00, and (b) the actual Royalty Payment amount Uptown is entitled to for such month pursuant to the terms of the December 2020 Royalty Interest. As a material consideration for Uptown’s agreement to enter into this amendment, the Company agreed to issue to Uptown warrants to purchase up to 262,500 shares of the Company’s common stock at an exercise price of $0.37 per share. Such warrants may be exercisable for cash or on a cashless basis at any time and from time to time during the period commencing on September 29, 2023 (the “Issuance Date”) and ending on the five On the same date, the Company entered into a privately negotiated exchange agreement with Uptown (the “Exchange Agreement”), pursuant to which the Company issued an aggregate of 118 shares of the Company’s newly authorized Series I Convertible Preferred Stock (the “Series I Preferred Stock” or “Preferred Stock”) to Uptown, at an effective exchange price per share equal to the market price (defined as the Minimum Price under Nasdaq Listing Rule 5635(d)) as of the date of the Exchange Agreement, in exchange for a $1,500,000.00 reduction in the outstanding balance of the December 2020 Royalty Interest (“Partitioned Royalty”).(the “Exchange Transaction”). Subject to the terms of the Series I Preferred Stock, each share of Series I Preferred Stock is convertible into shares of the Company’s Common Stock (the “Conversion Shares”). The cumulative effect of the exchanges to the December 2020 Royalty Interest resulted in significant modifications and was accounted for as extinguishment. The Company recorded an extinguishment gain in the unaudited condensed consolidated statements of operations amounting to $2.7 million. The extinguishment triggered a remeasurement event under ASC 825-10 and created an election date on whether to account for the December 2020 Royalty Interest under the FVO accounting. The Company irrevocably elected to initially and subsequently apply the FVO accounting to the entire royalty interest. The Company used the valuation report from an independent valuation service provided to measure the reporting date fair value of the royalty interest. On March 31, 2024, and December 31, 2023 the fair value was determined to be $7.9 million and $7.5 million. For the three months ended March 31, 2024, the net loss in the fair value was $407,000. The net loss in fair value was recorded as loss included in the change in fair value of financial instruments and hybrid instrument designated at FVO in the unaudited condensed consolidated statements of operations. March 2021 Purchase Agreement On March 8, 2021, the Company entered into a purchase agreement (the “March 2021 Purchase Agreement”) with Streeterville Capital, LLC (“Streeterville”), a company affiliated with CVP, pursuant to which the Company sold a royalty interest entitling Streeterville to $10.0 million and any interest, fees, and charges as royalty repayment amount for an aggregate purchase price of $5.0 million (the “March 2021 Royalty Interest”). Interest will accrue on the royalty repayment amount at a rate of 5% per annum, compounding quarterly, and will increase to 10% per annum, compounding quarterly on the 12-month anniversary of the closing date. The Company will be obligated to make minimum royalty payments on a monthly basis beginning at the earlier of (a) 36 months following the closing date or (b) 30 days following the satisfaction of all existing royalties to Streeterville, and its affiliates namely Iliad and Uptown, but not earlier than 18 months following the closing date in an amount equal to the greater of (i) $250,000 beginning on the royalty payment start date and continuing until either the royalty repayment amount has been paid in full or the 6-month anniversary of the royalty payment start date, $400,000 beginning on the 6-month anniversary of the royalty payment start date and continuing until either the royalty repayment amount has been paid in full or the 12-month anniversary of the royalty payment start date, $600,000 beginning on the 12-month anniversary of the royalty payment start date and continuing until either the royalty repayment amount has been paid in full or the 18-month anniversary of the royalty payment start date, $750,000 beginning on the 18-month anniversary of the royalty payment start date and continuing until the royalty repayment amount has been paid in full, and (ii) 10% of the Company’s net sales on included products, 10% of worldwide revenues related to upfront licensing fees and milestone payments from licensees and/or distributors but specifically excluding licensing fees and/or milestone payments that are reimbursements of clinical trial expenses or associated with the license of Included Products from the Company to Napo EU, including but not limited to the upfront fee payable by Napo EU to Napo for included products and Crofelemer for other indications; and 50% of royalties collected from licenses of the included products to third parties. The March 2021 Royalty Interest amount of $10.0 million is classified as debt, net of a $5.0 million discount, at initial recognition. Under ASC 470-10-35-3, royalty payments to Streeterville will be amortized under the interest method per ASC 835-30. Because there is no set interest rate, and because the royalty payments are variable, the discount rate is variable. After each royalty payment, the Company will use a prospective method to determine a new discount rate based on the revised estimate of remaining cash flows. The new rate is the discount rate that equates the present value of the revised estimate of remaining cash flows with the carrying amount of the debt, and it will be used to recognize interest expense for the remaining periods. At issuance, based on projected cash outflows from future revenue streams, the discount rate was 19.36%. On April 14, 2022, under the Royalty Interest Global Amendments, the Company is granted at its sole discretion, the right to exchange from time to time, all or any of the Royalty Interest under the original principal amount of $10.0 million of the March 2021 Purchase Agreement for shares of the Company’s common stock at a price per share equal to the Nasdaq Minimum Price (as defined in Nasdaq Listing Rule 5635(d)) as of date of the applicable exchange, subject to certain limitations. On August 17, 2022, the Company entered into an exchange agreement (the “Royalty Interest Exchange Agreement”) with Streeterville to (i) partition a new royalty interest in the royalty repayment amount of $3.4 million (“Partitioned Royalty”) from the royalty interest of the March 2021 Purchase Agreement and then cause the outstanding balance of the royalty interest to be reduced by an amount equal to the initial outstanding balance of the Partitioned Royalty, and (ii) exchange (“Royalty Exchange”) the Partitioned Royalty for 153,333 shares of the Company’s common stock with a par value of $0.0001 in accordance with the term of the Royalty Interest Exchange Agreement. On September 30, 2022, the Company entered into an exchange agreement with Streeterville, pursuant to which the parties agreed to partition $2.0 million from the outstanding balance of the royalty interest and exchange the partitioned royalty for 156,863 shares of the Company’s common stock. The exchange was accounted for as a debt modification and resulted to a reduction in the outstanding balance of the royalty interest amounting to $2.0 million. On March 1, 2024, the Company entered into a privately negotiated exchange agreement with Streeterville, pursuant to which the Company issued an aggregate of 179 shares of Series J Preferred Stock to Streeterville in exchange for the surrender of the March 2021 Royalty Interest by Streeterville. Upon completion of the CVP Exchange Transaction, all outstanding balance of the March 2021 Royalty Interest was fully paid, and the March 2021 Royalty Interest was terminated. The exchanges of Series J Preferred Stock were accounted for as extinguishment. Because the fair value of the common stock transferred is less than the carrying amount of the Series J Preferred Stock surrendered, the difference was credited to retained earnings and added to earnings available to common shareholders. Interest expense was $448,000 and $420,000 for the three months ended March 31, 2024 and 2023, respectively. As of March 31, 2024, and December 31, 2023, the carrying value of the debt was $0 and $4.6 million, respectively. August 2022 Purchase Agreement On August 24, 2022, the Company entered into another royalty interest purchase agreement (the “August 2022 Purchase Agreement”) with Streeterville, pursuant to which the Company sold to Streeterville a royalty interest to receive $12.0 million (the “August 2022 Royalty Interest”) of future royalties on sales of Mytesi® (crofelemer) for any indications that could cannibalize crofelemer indications or any other chronic indication and certain up-front license fees and milestone payments from licensees and/or distributors for an aggregate purchase price of $4.0 million (“the Royalty Financing”). The Company will use the proceeds to support the ongoing pivotal phase 3 clinical trial of crofelemer for prophylaxis of diarrhea in adults receiving targeted cancer therapy. Interest will accrue on the Royalty Repayment Amount at a rate of 5% per annum from the closing of the Royalty Financing until the one-year anniversary of such closing and 10% per annum thereafter, simple interest computed on the basis of a 360-day year comprised of twelve 30-day months. The Company will be obligated to make minimum royalty payments on a monthly basis beginning on January 1, 2024 in an amount equal to the greater of (A) $250,000 (which increases to $400,000 beginning 6 months following the closing of the Royalty Financing, $600,000 beginning 12 months following the closing of the Royalty Financing, and $750,000 beginning 18 months following the closing of the Royalty Financing) and (B) the royalty payments to which Investor is entitled, consisting of (1) 10% of the Company’s net sales of crofelemer for any indications that could cannibalize crofelemer indications or any other chronic indication (including any improvements, modifications and follow-on products, collectively referred to as “Included Products”) (2) 10% of worldwide revenues related to upfront licensing fees and milestone payments from licensees and/or distributors, but specifically excluding licensing fees and/or milestone payments that are (A) reimbursements of clinical trial expenses or (B) associated with the license of the of the Included Products from the Company to Napo EU S.p.A. and (3) 50% of royalties collected from licenses of the Included Products to third parties. Pursuant to the terms of the August 2022 Royalty Interest, the Company has the right to exchange from time to time at the Company’s sole discretion all or any portion of the Royalty Interest for shares of common stock at a price per share equal to the Nasdaq Minimum Price (as defined in Nasdaq Listing Rule 5635(d)) as of the date of the applicable exchange. At issuance, based on projected cash outflows from future revenue streams, the discount rate was 55.97%. On September 29, 2023, the Company entered into a Global Amendment No. 2 (the “Global Amendment”) with the Investor as described further above, such that the Company issued Streeterville warrants to purchase 255,000 shares of the common stock the Global Amendment No. 1 and Global Amendment No. 2 to the August 2022 Royalty Interest with Streeterville, pursuant to which, (a) beginning on January 1, 2026, the monthly Royalty Payment under the August 2022 Royalty Interest shall be the greater of (x) $750,000.00, and (y) the actual Royalty Payment amount Streeterville is entitled to for such month pursuant to the terms of the August 2022 Royalty Interest, and (b) the Company is prohibited from making prepayments of the Royalty Repayment Amount under the August 2022 Royalty Interest. As a material consideration for Streeterville’s agreement to enter into these amendments, the Company agreed to issue to Streeterville warrants to purchase up to 255,000 shares of the Company’s common stock at an exercise price of $0.37 per share. Such warrants may be exercisable for cash or on a cashless basis at any time and from time to time during the period commencing on September 29, 2023 (the “Issuance Date”) and ending on the five The cumulative effect of the exchanges to the August 2022 Royalty Interest resulted to significant modifications and were accounted for as extinguishment. The Company recorded an extinguishment loss in the unaudited condensed consolidated statements of operations amounting to $1.0 million The extinguishment triggered a remeasurement event under ASC 825-10 and created an election date on whether to account for the Augus

Warrants

Warrants	3 Months Ended
	Mar. 31, 2024
Warrants
Warrants	8. Warrants The following table summarizes information about warrants outstanding and exercisable into shares of the Company’s common stock as of March 31, 2024, and December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2024 ​ 2023 ​ ​ (unaudited) ​ ​ Warrants outstanding, beginning balance ​ 12,109,807 ​ 7,505 Issuances ​ — ​ 12,102,302 Exercises ​ — ​ — Expirations and cancelations ​ (7,542,409) ​ — Warrants outstanding, ending balance ​ 4,567,398 ​ 12,109,807 ​ As of March 31, 2024, and 2023, the Company’s outstanding warrants have an exercise price ranging from $0.24 to $0.88 per common stock and generally expires prior to December 31, 2024. PIPE Warrants On May 8, 2023, the Company entered into a Securities Purchase Agreement (the “PIPE Purchase Agreement”) with certain investors named therein (collectively the “Purchasers”), pursuant to which the Company agreed to issue and sell to the Purchasers in a private placement an aggregate of (i) 137 shares (the “Preferred Shares”) of Series G Convertible Preferred Stock, par value $0.0001 per share, of the Company (“Series G Preferred Stock”) and (ii) warrants to purchase up to 6,850,000 shares of the Company’s common stock, at an exercise price of $0.48 per share (the “PIPE Warrants”), for an aggregate purchase price of approximately $1.86 million (the “Private Placement”). The Company intends to use the proceeds from the Private Placement for working capital and general corporate purposes. The PIPE Warrants may be exercisable for cash or on a cashless basis at any time and from time to time during the period commencing on the later of (i) January 1, 2024, and (ii) the date on which the approval by the Company’s stockholders (the “Stockholder Approval”) to remove both the Voting Cap and the Conversion Cap (both as defined below) is obtained (the “PIPE Warrants Initial Exercise Date”) and ending on the five-year anniversary of the PIPE Warrants Initial Exercise Date. On May 10, 2023, the Company issued warrants equivalent to 6,850,000 shares of the Company’s common stock in relation to the PIPE Purchase Agreement. The PIPE Purchase Agreement provides that during the period commencing on the signing of the PIPE Purchase Agreement and ending October 22, 2023, the Company will not effect or enter into any agreement to (i) issue securities in exchange for any securities of the Company issued and outstanding on the date of the PIPE Purchase Agreement pursuant to Section 3(a)(9) of the Securities Act of 1933, as amended (the “Securities Act”), or (ii) effect issuance by the Company of common stock or Common Stock Equivalents (as defined in the PIPE Purchase Agreement), subject to certain customary exceptions set forth in the PIPE Purchase Agreement including, among others, issuance of shares of common stock pursuant to the At The Market Offering Agreement, dated December 10, 2021, by and between the Company and Ladenburg Thalmann & Co. Inc., as amended (the “Ladenburg Thalmann ATM”), provided that such issuance in the Ladenburg Thalmann ATM has consented. On August 14, 2023, the Company entered into an amendment (“the First Amendment”) to the PIPE Purchase Agreement with certain holders (the “Holders”) named in the PIPE Purchase Agreement, pursuant to which the parties agreed to terminate the restriction on subsequent equity sales by the Company. In exchange for the Holders’ agreement to enter into the First Amendment, the Company agreed to issue the Holders warrants to purchase 685,000 shares of the Company’s common stock (the “PIPE Amendment Warrants”) in a private placement pursuant to Section 4(a)(2) of the Securities Act. The PIPE Amendment Warrants are substantially the same as the PIPE Warrants and have an exercise price of five At the date of the PIPE Amendment Warrants, the warrants were valued at $1.2 million using the Black-Scholes option pricing model as follows: exercise price of $0.48 per share, stock price of $0.72 per share, expected life of five years, volatility of 145.95% and a risk-free rate of 3.37%. The warrants were classified in additional paid-in-capital. On February 27, 2024, pursuant to the PIPE Purchase Agreement, each of the PIPE investors entered into an exchange agreement with the Company (each, a “PIPE Warrant Exchange Agreement” and collectively, the “PIPE Warrant Exchange Agreements”). Pursuant to the PIPE Warrant Exchange Agreements, the Company agreed to exchange the PIPE Warrants for shares of common stock at an exchange ratio of 1 On February 29, 2024, the PIPE investors converted 122 shares of Series G preferred stock into 3,050,000 shares of common stock subject to a six-month lock-up. Standstill Agreement Pursuant to the Company’s entry in the Standstill Agreement, as amended by the Binding MOU, as described further above, the Company agreed to issue (i) Iliad warrants to purchase up to 1,711,954 shares of the common stock, and (ii) Uptown warrants to purchase up to 2,105,348 shares of the common stock, at an exercise price of $0.48 per share (the “Standstill Warrants”). The Standstill Warrants may be exercisable for cash or on a cashless basis at any time and from time to time during the period commencing on the later of (i) January 1, 2024 and (ii) the date on which the Stockholder Approval is obtained (the “Standstill Warrant Initial Exercise Date”) and ending on the five At the date of the Standstill Agreement, the warrants were valued at $2.5 million using the Black-Scholes option pricing model as follows: exercise price of $0.48 per share, stock price of $0.73 per share, expected life of five years, volatility of 118.88% and a risk-free rate of 3.49%. The warrants were classified in additional paid-in-capital. Royalty Interest Global Amendments On September 29, 2023, the Company entered into amendments (the “Royalty Interest Global Amendments”) to (i) the October 2020 Royalty Interest with Iliad, (ii) the December 2020 Royalty Interest with Uptown, and (iii) the August 2022 Royalty Interest with Streeterville, pursuant to which, among other things, the Company agreed to issue to (i) Iliad warrants to purchase up to 232,500 shares of the Company’s common stock, (ii) Uptown warrants to purchase up to 262,500 shares of the common stock, and (iii) Streeterville warrants to purchase up to 255,000 shares of the Common Stock, at an exercise price of $0.37 per share (collectively, the “Royalty Interest Global Amendment Warrants”). The Royalty Interest Global Amendment Warrants may be exercisable for cash or on a cashless basis at any time and from time to time during the period commencing on September 29, 2023 (the “Royalty Interest Global Amendment Initial Exercise Date”) and ending on the five At the date the Royalty Interest Global Amendments, the warrants were valued at $173,000 using the Black-Scholes option pricing model as follows: exercise price of $0.37 per share, stock price of $0.26 per share, expected life of five years, volatility of 139.53% and a risk-free rate of 4.6%. The warrants were classified in additional paid-in-capital.

Preferred Stock

Preferred Stock	3 Months Ended
	Mar. 31, 2024
Preferred Stock
Preferred Stock	9. Preferred Stock At March 31, 2024, and December 31, 2023 preferred stock consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liquidation ( in thousands, except share and per share data) ​ Shares Issued and Carrying Preference Series ​ Designated ​ Outstanding ​ Value ​ per Share A ​ ​ 5,524,926 ​ ​ — ​ $ — ​ $ — B ​ ​ 11,000 ​ ​ — ​ ​ — ​ ​ — B-1 ​ ​ 63 ​ ​ — ​ ​ — ​ ​ — B-2 ​ ​ 10,165 ​ ​ — ​ ​ — ​ ​ — C ​ ​ 1,011,000 ​ ​ — ​ ​ — ​ ​ — D ​ ​ 977,300 ​ ​ — ​ ​ — ​ ​ — E ​ ​ 10 ​ ​ — ​ ​ — ​ ​ — F ​ ​ 10 ​ ​ — ​ ​ — ​ ​ — G ​ ​ 137 ​ ​ — ​ ​ — ​ ​ — H ​ ​ 105 ​ ​ — ​ ​ — ​ ​ — I ​ ​ 118 ​ ​ — ​ ​ — ​ ​ — J ​ ​ 179 ​ ​ 99 ​ ​ — ​ ​ — Total ​ ​ 7,535,013 ​ ​ 99 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liquidation ( in thousands, except share and per share data) ​ Shares Issued and Carrying Preference Series ​ Designated ​ Outstanding ​ Value ​ per Share A ​ ​ 5,524,926 ​ ​ — ​ $ — ​ $ — B ​ ​ 11,000 ​ ​ — ​ ​ — ​ ​ — B-1 ​ ​ 63 ​ ​ — ​ ​ — ​ ​ — B-2 ​ ​ 10,165 ​ ​ — ​ ​ — ​ ​ — C ​ ​ 1,011,000 ​ ​ — ​ ​ — ​ ​ — D ​ ​ 977,300 ​ ​ — ​ ​ — ​ ​ — E ​ ​ 10 ​ ​ — ​ ​ — ​ ​ — F ​ ​ 10 ​ ​ — ​ ​ — ​ ​ — G ​ ​ 137 ​ ​ 122 ​ ​ — ​ ​ — H ​ ​ 105 ​ ​ — ​ ​ — ​ ​ — I ​ ​ 118 ​ ​ 56 ​ ​ — ​ ​ — Total ​ ​ 7,534,834 ​ ​ 178 ​ $ — ​ $ — ​ The Company is authorized to issue a total of 10,000,000 shares of its preferred stock as of March 31, 2024, and December 31, 2023, with a total of 7,535,013 shares and 7,534,834 shares designated to specific Series as of Series B-2 Convertible Preferred Stock In December 2019, the Company entered into an exchange agreement with Oasis Capital, pursuant to which Oasis Capital gave up (i) its remaining unexercised Prepaid Forward contracts exercisable for 412,074 shares of the Company’s common stock and (ii) 231,709 shares of common stock held as an investment by Oasis Capital, in exchange for 10,165 shares of the Company’s Series B-2 Convertible Preferred Stock. In January 2020, a holder of the Series B-2 Convertible Preferred Stock converted 2,631 preferred shares into 166,630 shares of common stock. In October 2020, the Company entered into an exchange agreement with Oasis Capital pursuant to which the Company agreed to issue 166,728 shares of common stock in exchange for 975 shares of the Series B-2 Convertible Preferred Stock. The exchange agreement was accounted for as a modification. In December 2020, an investor converted the remaining 6,559 Series B-2 Convertible Preferred Stock into a total of 415,403 shares of the Company’s common stock. As a result, no shares of Series B-2 Preferred Stock remain outstanding as at March 31, 2024 and December 31, 2023. Series C Perpetual Preferred Stock In September 2020, the Company entered into an exchange agreement with Iliad to issue 842,500 shares of the Company's Series C Perpetual Preferred Stock at $0.0001 par value per share, for a non-cash exchange of equity instruments. The exchange agreement was contemporaneously entered with the issuance of Series D Perpetual Preferred shares, in exchange of remaining Series A Convertible Preferred shares totaling 5,524,926 shares, and accreted value of $11.2 million as of the exchange date. An amendment agreement of the Exchange Note 2 was also entered into, with issuance value of $2.3 million and a carrying value of $2.6 million as of the exchange date, to extend maturity from December 31, 2020 to December 31, 2021, in consideration of 5% increase in the outstanding balance. The preferred stock has been classified as permanent stockholders' equity in accordance with authoritative guidance for the classification and measurement of perpetual shares without a mandatory redemption period because the redemption option was ultimately in the control of the Company. There were no shares of series C Preferred Stock outstanding as at March 31, 2024, and December 31, 2023. Series E Preferred Stock On August 18, 2022, the Company entered into an agreement (the “Series E Securities Purchase Agreement”) with a third party to issue 10 Series E Preferred Stock with a par value of $0.0001, amounting to $100. In consideration of the Series E Securities Purchase Agreement, the Company and third party agree to amend the existing definition of the term “Service Share Amount” in the License Agreement entered by both parties (See Note 2) and include a subsection for lock-up wherein the third party agrees not to sell, transfer, loan, grant any option of the purchase of, or otherwise dispose of any shares of common stock acquired pursuant to the License Agreement until after the 90-day period following the date of acquisition. On October 4, 2022, the Company redeemed all 10 shares of Series E Preferred Stock in accordance with the terms of such securities. As a result, no shares of Series E Preferred Stock remain outstanding as at March 31, 2023 and December 31, 2023. Series F Preferred Stock On November 11, 2022, the Company entered into an agreement (the “Series F Securities Purchase Agreement”) with a third party to issue 10 Series F Preferred Stock with a par value of $0.0001, amounting to $100. In consideration of the Series F Securities Purchase Agreement, the Company and third party agree to amend the existing definition of the term “Service Share Amount” in the License Agreement entered by both parties (See Note 2) and include a subsection for lock-up wherein the third party agrees not to sell, transfer, loan, grant any option of the purchase of, or otherwise dispose of any shares of common stock acquired pursuant to the License Agreement until after the 90-day period following the date of acquisition. Series G Preferred Stock On May 8, 2023, the Company entered into a securities purchase agreement with certain investors, pursuant to which the Company agreed to issue to such investors (i) 137 shares of Series G Convertible Preferred Stock, par value $0.0001 per share, of the Company (“Series G Preferred Stock”) and (ii) warrants to purchase up to 6,850,000 shares of the Company’s common stock, at an exercise price of $0.48 per share (the “PIPE Warrants”), for an aggregate purchase price of approximately $1.9 million (the “Private Placement”). On February 29, 2024, the PIPE investors converted 122 shares of Series G preferred stock into 3,050,000 shares of common stock subject to a six-month lock-up. Series H Preferred Stock On June 28, 2023, the Company entered into privately negotiated exchange agreements with Uptown and Streeterville, under which the Company issued 32 and 73 shares of the Company’s newly authorized Series H Convertible Preferred Stock (the “Series H Preferred Stock”) to Uptown and Streeterville, respectively, at an effective exchange price per share equal to the market price (defined as the Minimum Price under Nasdaq Listing Rule 5635(d)) as of the date of the exchange agreements, in exchange for a $757,000 reduction in the outstanding balance of the December 2020 Royalty Interest and a $1.7 million reduction in the outstanding balance of the August 2022 Royalty Interest, respectively. Series I Preferred Stock On September 29, 2023, the Company entered into a privately negotiated exchange agreement with Uptown (the “Exchange Agreement”), pursuant to which the Company issued an aggregate of 118 shares of the Company’s newly authorized Series I Convertible Preferred Stock (the “Series I Preferred Stock”) to Uptown, at an effective exchange price per share equal to the market price (defined as the Minimum Price under Nasdaq Listing Rule 5635(d)) as of the date of the Exchange Agreement, in exchange for a $1,500,000.00 reduction in the outstanding balance of the December 2020 Royalty Interest. On January 15, 2024, Uptown converted 56 shares of Series I Preferred Stock into 2,696,456 shares of common stock.

Temporary Equity

Temporary Equity	3 Months Ended
	Mar. 31, 2024
Temporary Equity
Temporary Equity	10. Temporary Equity On March 1, 2024, the Company entered into a privately negotiated exchange agreement with Streeterville Capital, LLC (“Streeterville”), pursuant to which the Company issued an aggregate of 179 shares of Series J Preferred Stock to Streeterville in exchange for the surrender of the March 2021 Royalty Interest by Streeterville (the “CVP Exchange Transaction”). Upon completion of the CVP Exchange Transaction, all outstanding balance of the March 2021 Royalty Interest was fully paid, and the March 2021 Royalty Interest was terminated. The Company reserves the right to exchange, at its sole discretion, a portion or all of the outstanding shares of Series J Preferred Stock held by investors for common stock at the stated value of $25,000 per share, divided by the applicable exchange price. The exchange price will be determined based on the lower of the Nasdaq official closing price and the 5-day average Nasdaq official closing price of the common stock immediately preceding the exchange date. The preferences, rights, limitations, and other matters relating to the Series J Preferred Stock are set forth in the Certificate of Designation, which the Company filed with the Secretary of State of the State of Delaware on March 1, 2024 The Company determined that the nature of the Series J Preferred Stock host was more analogous to a debt instrument, and that the economic characteristics and risks of the embedded redemption features were clearly and closely related to the Series J Preferred Stock host. As such, the redemption features were not required to be bifurcated under ASC 815, Derivatives and Hedging. Since the Series J Preferred Stock are redeemable in certain circumstances upon the occurrence of an event that is not solely within the Company’s control, they have been classified as mezzanine equity in the condensed consolidated balance sheets. On March 5, 2024, the Company entered into a privately negotiated exchange agreement with Streeterville, pursuant to which the Company issued 10,000,000 shares of the Company’s common stock in exchange for the surrender and cancellation of 40 shares of Series J Perpetual Preferred Stock. On March 19, 2024, the Company entered into another privately negotiated exchange agreement with Streeterville, pursuant to which the Company issued 8,333,333 shares of the Company’s common stock in exchange for the surrender and cancellation of 40 shares of Series J Perpetual Preferred Stock based on an effective exchange price of $0.12 per share of common stock. As of March 31, 2024, and December 31, 2023, the Company had 99 and zero shares outstanding of Series J preferred stock.

Stockholders' Equity

Stockholders' Equity	3 Months Ended
	Mar. 31, 2024
Stockholders' Equity
Stockholders' Equity	11. Stockholders' Equity As of March 31, 2024, and December 31, 2023, the Company had reserved shares of common stock, on an as-if converted basis, for issuance as follows: ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2024 ​ 2023 ​ ​ (unaudited) ​ ​ Options issued and outstanding 26,084 ​ 26,262 Inducement options issued and outstanding ​ 1,512 ​ 1,512 Options available for grant under stock option plans 4,303,288 ​ 626,342 Restricted stock unit awards issued and outstanding 2,702,070 ​ 2,708,136 Warrants issued and outstanding 4,567,398 ​ 11,424,807 Total 11,600,352 14,787,059 ​ Common Stock The holders of common stock are entitled to one vote for each share of common stock held. The common stockholders are also entitled to receive dividends whenever funds and assets are legally available and when declared by the Board of Directors. The holders of non-voting common stock are not entitled to vote, except on an as converted basis with respect to any change of control of the Company that is submitted to the stockholders of the Company for approval. Shares of the Company's non-voting common stock have the same rights to dividends and other distributions and are convertible into shares of the Company's common stock on a At a special meeting of stockholders of Jaguar Health, Inc. (the “Company”) held on September 30, 2022 (the “Special Meeting”), the Company’s stockholders approved an amendment (the “Sixth Amendment”) to the Company’s Third Amended and Restated Certificate of Incorporation (the “COI”) to effect an increase in the number of authorized shares of the Company’s voting common stock, par value $0.0001 per share (the “Common Stock”), from 150,000,000 to 298,000,000 shares of Common Stock (the “Authorized Share Increase”) on September 30, 2022. Pursuant to such authority granted by the Company’s stockholders, the Company’s board of directors approved the Authorized Share Increase and the filing of the Sixth Amendment to effectuate the Authorized Share Increase. On September 30, 2022, the Company filed the Sixth Amendment with the Secretary of State of the State of Delaware (the “DE Secretary of State”), and the Authorized Share Increase became effective in accordance with the terms of the Sixth Amendment immediately upon filing with the DE Secretary of State (the “Effective Time”). The Company is now authorized to issue a total number of 358,000,000 stock, of which 298,000,000 shares are common stock, 50,000,000 are non-voting common stock and 10,000,000 are preferred stock. Reverse Stock Split On September 3, 2021, the Company filed an amendment to its Third Amended and Restated Certificate of Incorporation with the Secretary of State of Delaware to effect a 1 three On January 20, 2023, the Company approved a seventh amendment to the Company’s Third Amended and Restated Certificate of Incorporation to effect a 1 The reverse stock split reduces the number of shares of common stock issuable upon the conversion of the Company’s outstanding non-voting common stock and the exercise or vesting of its outstanding stock options and warrants in proportion to the ratio of the reverse stock split and causes a proportionate increase in the conversion and exercise prices of such non-voting common stock, stock options and warrants. In addition, the number of shares reserved for issuance under the Company’s equity compensation plans immediately prior to the effective time will be reduced proportionately. The reverse stock split did not change the total number of authorized shares of common stock or preferred stock. At the Market Offering (“ATM”) ​ December 2021 ATM Agreement On December 10, 2021, the Company entered into an ATM Agreement (“December 2021 ATM Agreement”) with Ladenburg, pursuant to which the Company may offer and sell, from time to time through Ladenburg, shares of common stock having an aggregate offering price of up to $15.0 million, subject to the terms and conditions of the December 2021 ATM Agreement. The offering will terminate upon the earlier of (i) December 10, 2024 and (ii) termination of the December 2021 ATM Agreement as permitted therein. On February 2, 2022, the Company entered into an amendment to the December 2021 ATM Agreement, pursuant to which, the aggregate offering amount of the shares of the Company’s common stock which the Company may sell and issue through Ladenburg, as the sales agent, was increased from $15.0 million to $75.0 million (the “ATM Upsize”). During the three months ended March 31, 2024, the Company issued an aggregate of 130,894,636 shares under the ATM Agreement for total net proceeds of $11.3 million. Noncontrolling Interest As a result of the merger on November 3, 2021 between Napo EU and Dragon SPAC, the Company assumed a non-controlling interest amounting to $242,000 as of December 31, 2021 which represents noncontrolling interest held by an investor in Napo Therapeutics. During the three months ended March 31, 2024, noncontrolling interest increased by $116,000. During the three months ended March 31, 2023, noncontrolling interest increased by $1.0 million.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2024
Stock-Based Compensation
Stock-Based Compensation	12. Stock-based Compensation 2013 Equity Incentive Plan In November 2013, the Company's board of directors and sole stockholder adopted the Jaguar Health, Inc. 2013 Equity Incentive Plan (the “2013 Plan”). The 2013 Plan allows the Company's board of directors to grant stock options, restricted stock awards and restricted stock unit awards to employees, officers, directors and consultants of the Company. Following the effective date of the IPO and after effectiveness of any grants under the 2013 Plan that were contingent on the IPO, no additional stock awards will be granted under the 2013 Plan. Outstanding grants continue to be exercisable, however, any unissued shares under the plan and any forfeitures of outstanding options do not rollover to the 2014 Stock Incentive Plan. There were zero shares outstanding as at March 31, 2024, and December 31, 2023. 2014 Stock Incentive Plan Effective May 12, 2015, the Company adopted the Jaguar Health, Inc. 2014 Stock Incentive Plan (“2014 Plan”). The 2014 Plan provides for the grant of options, restricted stock and restricted stock units to eligible employees, directors and consultants to purchase the Company's common stock. The term of an incentive stock option may not exceed 10 years, except that with respect to any participant who owns more than 10% of the voting power of all classes or our outstanding stock, the term must not exceed 5 years. The 2014 Plan that provides for automatic share increases on the first day of each fiscal year in the amount of 2% of the outstanding number of shares of the Company's common stock on the last day of the preceding calendar year. The 2014 Plan replaced the 2013 Plan except that all outstanding options under the 2013 Plan remain outstanding until exercised, canceled or expired. On April 13, 2022, the Board of Directors of the Company approved a Registration Statement to register an additional 2,417,660 shares of the Company’s common stock for issuance pursuant to the awards granted under the 2014 Plan. As of March 31, 2024, there were 27,596 options outstanding and 4,302,288 options available for grant. As of December 31, 2023, there were 26,262 options outstanding and 626,342 options available for grant. 2020 New Employee Inducement Award Plan Effective June 16, 2020, the Company adopted the Jaguar Health, Inc. New Employee Inducement Award Plan (“2020 Inducement Award Plan”) and, subject to the adjustment provisions of the Inducement Award Plan, reserved 2,222 shares of the Company’s common stock for issuance pursuant to equity awards granted under the Inducement Award Plan. The term of an incentive stock option may not exceed 10 years , except that with respect to any participant who owns more than 10% of the voting power of all classes or our outstanding stock, the term must not exceed 5 years . The 2020 Inducement Award Plan provides for the grant of non-statutory stock options, restricted stock units, restricted stock, and performance shares. The 2020 Inducement Award Plan was adopted without stockholder approval pursuant to Rule 5635(c)(4) of the Nasdaq Listing Rules. The terms and conditions of the 2020 Inducement Award Plan are substantially similar to the Company’s 2014 Stock Incentive Plan, but with such other terms and conditions intended to comply with the Nasdaq inducement award rules. In accordance with Rule 5635(c)(4) of the Nasdaq Listing Rules, the only persons eligible to receive grants of equity awards under the Inducement Award Plan are individuals who were not previously an employee or director of the Company, or following a bona fide period of non-employment, as an inducement material to such persons entering into employment with the Company. On April 13, 2022, the Board of Directors of the Company approved an amendment to the 2020 Inducement Award Plan to reserve an additional 471,833 shares of the Company’s common stock for issuance pursuant to equity awards granted under the Inducement Award Plan, thereby increasing the number of shares of the Company’s common stock issuable thereunder from 500,000 shares to 971,833 shares. As of March 31, 2024, there were 1,512 options outstanding and 498,488 options available for grant. As of December 31, 2023, there were 1,512 options outstanding and 6,967 options available for grant. The Company authorized an additional 498,448 shares for the stock incentive plans. Stock Options and Restricted Stock Units (“RSUs”) The following table summarizes the incentive plan activity for the three months ended March 31, 2024, and year ended December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ Weighted Average ​ ​ ​ ​ ​ Shares ​ Stock ​ ​ ​ Average ​ Remaining ​ Aggregate ​ ​ Available ​ Options ​ RSUs ​ Stock Option ​ Contractual Life ​ Intrinsic (in thousands, except share and per share data) for Grant Outstanding Outstanding Exercise Price (Years) Value* Outstanding at January 1, 2023 ​ 122,978 ​ 28,079 ​ 44,865 ​ $ 592.73 ​ 7.19 ​ $ — Additional shares authorized ​ 3,166,330 ​ — ​ — ​ ​ — ​ — ​ ​ — Options granted ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — Options exercised ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — Options canceled ​ 305 ​ (305) ​ — ​ ​ 327.81 ​ — ​ ​ — RSUs granted ​ (2,690,320) ​ — ​ 2,690,320 ​ ​ — ​ — ​ ​ — RSUs vested and released ​ 21,808 ​ — ​ (21,808) ​ ​ — ​ — ​ ​ — RSUs cancelled ​ 5,241 ​ — ​ (5,241) ​ ​ — ​ — ​ ​ — Outstanding at December 31, 2023 ​ 626,342 ​ 27,774 ​ 2,708,136 ​ $ 596 ​ 6.21 ​ $ — Additional shares authorized ​ 3,670,702 ​ — ​ — ​ ​ — ​ — ​ ​ — Options granted ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — Options exercised ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — Options canceled ​ 178 ​ (178) ​ — ​ ​ 362.34 ​ — ​ ​ — RSUs granted ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — RSUs excercised ​ 125 ​ — ​ (125) ​ ​ — ​ — ​ ​ — RSUs cancelled ​ 5,941 ​ — ​ (5,941) ​ ​ — ​ — ​ ​ — Outstanding at March 31, 2024 ​ 4,303,288 ​ 27,596 ​ 2,702,070 ​ $ 597 ​ 5.98 ​ $ — Exercisable at March 31, 2024 ​ ​ 27,465 ​ ​ ​ $ 598.24 5.97 ​ $ — Vested and expected to vest at March 31, 2024 ​ ​ 27,594 ​ ​ ​ $ 597.16 5.98 ​ $ — ​ *Fair market value of Jaguar stock on March 31, 2024 was $0.09 per share. The intrinsic value is calculated as the difference between the exercise price of the underlying options and the fair market value of the Company's common stock for options that were in-the-money. The number of options exercised during the three months ended March 31, 2024, and year ended December 31, 2023, were zero. The weighted average grant date fair value of stock options granted was zero per share during the three months ended March 31, 2024, and for the year ended December 31, 2023, respectively. The number of options that vested for the three months ended March 31, 2024, and for the year ended December 31, 2023, was 271 and 1,524, respectively. The grant date weighted average fair value of options that vested for the three months ended March 31, 2024, and for the year ended December 31, 2023, was $336.43 and $273.62, respectively. Stock-Based Compensation The following table summarizes stock-based compensation expense related to stock options, inducement stock options and RSUs for the three months ended March 31, 2024 and 2023, and are included in the unaudited condensed consolidated statements of operations as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ March 31, ​ (in thousands) 2024 2023 ​ Research and development expense ​ $ 289 ​ $ 227 ​ Sales and marketing expense ​ 40 ​ 49 ​ General and administrative expense ​ 252 ​ 204 ​ Total ​ $ 581 ​ $ 480 ​ ​ As of March 31, 2024, the Company had $28,968 of unrecognized stock-based compensation expense for options, inducement options and restricted stock units outstanding, which is expected to be recognized over a weighted-average period of 0.19 years. The were no range of assumptions set forth and used in calculating the fair value of options granted during the three months ended March 31, 2024, and 2023, respectively. 401(k) Plan The Company sponsors a 401(k) defined contribution plan covering all employees. There were no employer contributions to the plan from plan inception through March 31, 2024.

Net Loss Per Share

Net Loss Per Share	3 Months Ended
	Mar. 31, 2024
Net Loss Per Share
Net Loss Per Share	13. Net Loss Per Share The following table presents the calculation of basic and diluted net loss per share of common stock for the periods indicated: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, (In thousands, except share and per share data) 2024 2023 Net loss attributable to common stockholders ​ $ (9,226) ​ $ (12,202) Shares used to compute net loss per common stock, basic and diluted ​ ​ 158,842,297 ​ ​ 5,109,609 Net loss per share attributable to common stockholders, basic and diluted ​ $ (0.06) ​ $ (2.39) ​ Basic net loss per share is calculated by dividing net loss by the weighted-average number of common stock outstanding during the period. Diluted net loss per share is computed by dividing net loss by the weighted-average number of shares of common stock, convertible preferred stock, and certain common stock equivalents outstanding for the period. Common stock equivalents are only included when their effect is dilutive. The Company's potential securities which include warrants, convertible preferred series stock and other common stock equivalents were excluded because their effect is anti-dilutive. For the prior periods presented, there is no difference in the number of shares used to compute basic and diluted shares outstanding. The following are the other common stock equivalents of the Company for the three months ended March 31, 2024, and for year ended December 31, 2023: ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2024 ​ 2023 ​ ​ (unaudited) ​ ​ Options issued and outstanding ​ 26,084 ​ 26,262 Inducement options issued and outstanding ​ 1,512 ​ 1,512 Restricted stock units issued and outstanding ​ 2,702,070 ​ 2,708,136 Warrants issued and outstanding ​ 4,567,398 ​ 11,424,807 Total ​ 7,297,064 ​ 14,160,717 ​ As of May 14, 2024, there were 19,874,088 shares of common stock issued after the balance sheet date.

Segment Data

Segment Data	3 Months Ended
	Mar. 31, 2024
Segment Data
Segment Data	14. Segment Data The Company has two reportable segments- animal health and human health. The animal health segment is focused on developing and commercializing prescription and non-prescription products for companion and production animals. The human health segment is focused on developing and commercializing human products and the ongoing commercialization of Mytesi, which the U.S. FDA approves for the symptomatic relief of non-infectious diarrhea in adults with HIV/AIDS on antiretroviral therapy. The Company's reportable segments net revenues and net loss for the three months ended March 31, 2024, and 2023 consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2024 ​ 2023 (in thousands) (unaudited) ​ ​ Revenue from external customers ​ ​ Human Health ​ $ 2,303 ​ $ 1,927 Animal Health ​ 48 ​ 45 Consolidated Totals ​ $ 2,351 ​ $ 1,972 ​ ​ ​ ​ ​ ​ ​ Segment net loss ​ ​ Human Health ​ $ (4,601) ​ $ (6,539) Animal Health ​ (4,767) ​ (5,858) Consolidated Totals ​ $ (9,368) ​ $ (12,397) ​ The Company's reportable segments assets consisted of the following: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 ​ 2023 (in thousands) ​ (unaudited) ​ ​ ​ Segment assets ​ ​ Human Health ​ $ 42,154 ​ $ 42,289 Animal Health ​ 163,555 ​ 153,190 Total ​ $ 205,709 ​ $ 195,479 ​ The reconciliation of segments assets to the consolidated assets is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 2023 (in thousands) ​ (unaudited) ​ ​ ​ Total assets for reportable segments ​ $ 205,709 ​ $ 195,479 Less: Investment in subsidiary ​ (29,232) ​ (29,232) Less: Intercompany loan ​ (121,088) ​ (115,484) Consolidated Totals ​ $ 55,389 ​ $ 50,763 ​

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2024
Subsequent Events
Subsequent Events	15. Subsequent Events December 2021 ATM Agreement From April 1, 2024 to May 14, 2024, the Company issued an aggregate of 19,863,548 shares of common stock under the December 2021 ATM Agreement for total net proceeds of $2.2 million. April 2024 Agreement for Gelclair ​ ​ Submission of Matters to a Vote of Security Holders

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	3 Months Ended
	Mar. 31, 2024
Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and on a basis consistent with the annual consolidated financial statements, and in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for a fair presentation of the periods presented. These interim financial results are not necessarily indicative of the results to be expected for the year ending There has been no material change to the Company's significant accounting policies during the three months ended March 31, 2024 as compared to the significant accounting policies described in Note 2 of the “Notes to Consolidated Financial Statements” in the Company's Annual Report on Form 10-K as of and for the year ended December 31, 2023, which was filed to SEC on April 1, 2024 and amended on April 17, 2024. Except as noted above, the unaudited condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments of a normal recurring nature considered necessary to present fairly the financial position as of March 31, 2024, results of operations for the three months ended March 31, 2024 and 2023, changes in convertible preferred stock and stockholders' equity for the three months ended March 31, 2024 and 2023, and cash flows for the three months ended March 31, 2024 and 2023. The interim results are not necessarily indicative of the results for any future interim periods or for the entire year.
Principles of Consolidation	Principles of Consolidation The consolidated financial statements have been prepared in accordance with U.S. GAAP and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) and include the accounts of the Company and its subsidiaries with controlling interest. All inter-company transactions and balances have been eliminated in consolidation. The reporting currency of the Company is the U.S dollar.
Non-controlling interest	Non-controlling interest
Use of Estimates	Estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires the Company’s management to make judgments, assumptions and estimates that affect the amounts reported in its unaudited consolidated financial statements and the accompanying notes. The accounting policies that reflect the Company’s more significant estimates and judgments and that the Company believes are the most critical to aid in fully understanding and evaluating its reported financial results are the valuation of stock options, restricted stock units (“RSUs”), hybrid instruments designated at fair value option (“FVO”), warrant liabilities, acquired in-process research and development (“IPR&D”), and useful lives assigned to long-lived assets; impairment assessment of non-financial assets; valuation adjustments for excess and obsolete inventory; allowance for doubtful accounts; deferred taxes and valuation allowances on deferred tax assets; evaluation and measurement of contingencies; and recognition of revenue, including estimates for product returns. Those estimates could change, and as a result, actual results could differ materially from those estimates.
Cash	Cash The Company’s cash on deposit may exceed United States federally insured limits at certain times during the year. The Company maintains cash accounts with certain major financial institutions in the United States. The Company does not have cash equivalents as of March 31, 2024, and December 31, 2023.
Accounts Receivable	Accounts Receivable Accounts receivable is recorded net of allowances for discounts for prompt payment and credit losses. The Company utilizes a loss rate approach in determining its lifetime expected credit losses on receivables from customers. This method calculates an estimate of credit losses based on historical experience, credit quality, age of the accounts receivable balances, and current and forecasted economic and business conditions that may affect a customer’s ability to pay. In determining the loss rates, the Company evaluates information related to its historical losses, adjusted for existing conditions and further adjusted for the period of time that can reasonably be forecasted. The facts and circumstances as of the balance sheet date are used to adjust the estimate for periods beyond those that can reasonably be forecasted. The past due status of accounts receivable is determined based on the contractual due dates for payments. Receivable is deemed past due when payment hasn’t been received 30 days after the contractual due date. The credit loss allowance was immaterial as of March 31, 2024, and December 31, 2023. The corresponding expense for the credit loss allowance is reflected in general and administrative expenses.
Current Expected Credit Losses	Current Expected Credit Losses ​ The Company recognizes an allowance for credit losses for financial assets carried at amortized cost to present the net amount expected to be collected as of the balance sheet date. Such allowance is based on credit losses that are expected to arise over the contractual term of the asset, which includes consideration of historical credit loss information adjusted for current conditions and reasonable and supportable forecasts. Changes in the allowance for credit losses are recorded as provision of (or reversal of) credit loss expense. Assets are written off when the Company determines that such are deemed uncollectible. Write-offs are recognized as a deduction from the allowance for credit losses. Expected recoveries of amounts previously written off, not to exceed the aggregate of the amount previously written off, are included in determining the necessary allowance at the balance sheet date.
Concentrations	Concentrations Cash is the financial instrument that potentially subjects the Company to a concentration of credit risk as cash is deposited with a bank and cash balances are generally in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. For the three months ended March 31, 2024, and 2023, substantially all of the Company’s revenue was derived from the sale of Mytesi. In looking at sales by the Company to specialty pharmacies whose net revenue percentage of total net revenue was equal to or greater than 10%, for fiscal years 2024 and 2023, the Company earned Mytesi revenue primarily from three specialty pharmacies located in the United States, respectively. Revenue earned from each major customer as a percentage of total revenue is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ March 31, ​ ​ ​ 2024 ​ 2023 ​ Customer 1 ​ ​ 31 % ​ 25 % Customer 2 ​ ​ 54 % ​ 54 % ​ The Company is subject to credit risk from its accounts receivable related to its sales. The Company generally does not perform evaluations of customers' financial condition and generally does not require collateral. Accounts receivable balance of the significant customers as a percentage of total accounts receivable is as follows: ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2023 ​ 2023 Customer 1 ​ 30 % ​ 32 % Customer 2 ​ 56 % ​ 57 % ​ The Company is subject to concentration risk from its suppliers. The Company sources raw material used to produce the active pharmaceutical ingredient (“API”) in Mytesi from two suppliers and is dependent on a single third-party contract manufacturer as well for the supply of finished products for commercialization.
Other Risks and Uncertainties	Other Risks and Uncertainties The Company’s future results of operations involve a number of risks and uncertainties. Factors that could affect the Company’s future operating results and cause actual results to vary materially from expectations including, but not limited to, war, rapid technological change, obtaining second source suppliers and manufacturers, regulatory approval from the US Food and Drug Administration (“FDA”) or other regulatory authorities, the results of clinical trials and the achievement of milestones, market acceptance of the Company’s product candidates, competition from other products and larger companies, protection of proprietary technology, strategic relationships and dependence on key individuals. Other Global Events
Fair Value	Fair Value The Company’s financial instruments include accounts receivable, net, other receivable, accounts payable, accrued liabilities, operating lease liability and debt. The recorded carrying amount of accounts receivable, accounts payable and accrued liabilities reflect their fair value due to their short-term nature. Other financial liabilities are initially recorded at fair value, and subsequently measured at either fair value or amortized cost using the effective interest method. See Note 3 for the fair value measurements.
Fair Value Option	Fair Value Option ASC 825-10, Financial Instruments , provides FVO election that allows companies an irrevocable election to use fair value as the initial and subsequent accounting measurement attribute for certain financial assets and liabilities. ASC 825-10 permits entities to elect to measure eligible financial assets and liabilities at fair value on an ongoing basis. Unrealized gains and losses on items for which the FVO has been elected are reported in earnings. The decision to elect the FVO is determined on an instrument-by-instrument basis, must be applied to an entire instrument and is irrevocable once elected. Assets and liabilities measured at fair value pursuant to ASC 825-10 are required to be reported separately from those instruments measured using another accounting method. In accordance with the options presented in ASC 825-10, the Company elected to present the aggregate of fair value and non-fair-value amounts in the same line item in the consolidated balance sheets and parenthetically disclose the amount measured at fair value in the aggregate amount. The fair values of the Company's financial instruments reflect the amounts that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). The fair value estimates presented in these financial statements are based on information available to the Company as of March 31, 2024, and December 31, 2023.
Inventory	Inventory ​ Inventory is stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. Cost is initially recorded at the invoiced amount of raw materials or API, including the sum of qualified expenditures and charges in bringing the inventory to its existing condition and location. The Company calculates inventory valuation adjustments when conditions indicate that net realizable value is less than cost due to physical deterioration, usage, obsolescence, reductions in estimated future demand or reduction in selling price. Inventory write-downs are measured as the difference between the cost of inventory and net realizable value. The Company did not have allowance for inventory obsolescence as of March 31, 2024, and December 31, 2023.
Prelaunch Inventory	Prelaunch Inventory The Company’s policy is to capitalize costs for prelaunch inventories within the drug development phase that evidence that the product’s reasonably likely critical attributes for success are present and feasible, and the key causes of failures are absent based on management’s assumptions. The costs that can be capitalized for pre-launch inventory are recorded as “Prepayments and Other Assets”.
Property and Equipment	Property and Equipment Land is stated at cost, reflecting the fair value of the property at July 31, 2017, the date of the Napo merger. Equipment is stated at cost, net of accumulated depreciation. Equipment begins to be depreciated when it is placed into service. Depreciation is calculated using the straight-line method over estimated useful lives ranging between three Expenditures for repairs and maintenance of assets are charged to expense as incurred. Costs of major additions and betterments are capitalized and depreciated on a straight-line basis over their estimated useful lives. Upon retirement or sale, the cost and related accumulated depreciation of assets disposed of are removed from the accounts and any resulting gain or loss is included in the unaudited condensed consolidated statements of operations.
Software Developed for Internal Use	Software Developed for Internal Use The Company capitalizes the costs of developing software for internal use. These costs include both purchased software and internally developed software. Costs of developing software are expensed until technological feasibility has been established. Thereafter, all costs are capitalized and are carried at the lower of unamortized cost or net realizable value. Internally developed and purchased software costs are generally amortized over five years.
Long-lived Assets	Long-lived Assets The Company regularly reviews the carrying value and estimated lives of all of its long-lived assets, including property and equipment and definite-lived intangible assets, to determine whether indicators of impairment exist that warrant adjustments to carrying values or estimated useful lives. The determinants used for this evaluation include management’s estimate of the asset’s ability to generate positive income from operations and positive cash flow in future periods as well as the strategic significance of the assets to the Company’s business objectives. If the Company determines that events or changes in circumstances indicate that the carrying amount of the asset group may not be recoverable, the Company evaluates the realizability of its long-lived assets (asset group) based on a comparison of projected undiscounted cash flows from use and eventual disposition with the carrying value of the related asset. Any write-downs (which are measured based on the difference between the fair value and the carrying value of the asset) are treated as permanent reductions in the carrying amount of the assets (asset group). The Company evaluated the carrying value of its internal use software costs as at December 31, 2023 in accordance with ASC 360-10, Impairment of Long-lived Assets to be Held or Used Fair Value Measurements None of the Company’s long-lived assets were deemed impaired as of March 31, 2024.
Indefinite-lived Intangible Assets	Indefinite-lived Intangible Assets Acquired IPR&D are intangible assets acquired in the July 2017 Napo merger. Under ASC 805 Business Combination, IPR&D are initially recognized at fair value and classified as indefinite-lived assets until the successful completion or abandonment of the associated research and development efforts. During the development period, these assets will not be amortized as charges to earnings; instead, these assets will be tested for impairment on an annual basis or more frequently if impairment indicators are identified. An impairment loss is measured based on the excess of the carrying amount over the asset’s fair value. The Company recorded no impairment for the three months ended March 31, 2024, and 2023.
Leases	Leases The Company accounts for its leases in accordance with ASC 842, Leases At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected lease term. Because the interest rate implicit in lease contracts is typically not readily determinable, the Company utilizes its incremental borrowing rate, which is the rate incurred to borrow on a collateralized basis over a similar term, an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right-of-use asset may be required for items such as initial direct costs paid or incentives received. The Company elected to include both the lease and non-lease components as a single component and account for it as a lease. Lease Modification ASC 842 defines lease modification as a change to the terms and conditions of a contract that results in a change in the scope of or the consideration for a lease. A lease modification can result in either a separate new contract that is accounted for separately from the original contract or a single modified contract. The Company shall account for a modification to a contract as a separate contract when the modification grants the lessee an additional right of use not included in the original lease and the lease payments increase commensurate with the standalone price for the additional right of use, adjusted for the circumstances of the particular contract. When the Company concludes that a lease modification should be accounted for as a new contract that is separate and apart from the original lease, the new contract should be evaluated for whether it is a lease or contains an embedded lease. If the new contract is a lease or contains an embedded lease, the new lease should be accounted for as any other new lease. The new lease is recorded on the commencement date of the new lease, which is the date the lessee has access to the leased asset. If a lease modification is not accounted for as a separate contract, the Company should reassess whether the contract contains a lease. If the modified contract is a lease or contains an embedded lease, a lessee should reallocate contract consideration, reassess the lease classification, remeasure the lease liability, and adjust the right-of-use asset.
Research and Development Expense	Research and Development Expense Research and development expense consists of expenses incurred in performing research and development activities including related salaries, clinical trials and related drug and non-drug product costs, contract services and other outside service expenses. Research and development expense is charged to operating expense in the period incurred.
Clinical Trial Accruals	Clinical Trial Accruals Clinical trial costs are a component of research and development expenses. The Company accrues and expenses clinical trial activities performed by third parties based upon actual work completed in accordance with agreements established with clinical research organizations and clinical sites. The Company determines the costs to be recorded based upon validation with the external service providers as to the progress or stage of completion of trials or services and the agreed-upon fee to be paid for such services.
Revenue Recognition	Revenue Recognition The Company recognizes revenue in accordance with ASC 606, Revenue from Contracts with Customers The Company’s policy typically permits returns if the product is damaged, defective, or otherwise cannot be used when received by the customer if the product has expired. Returns are accepted for product that will expire within three months or that have expired up to one year after their expiration dates. Estimates for expected returns of expired products are based primarily on an ongoing analysis of our historical return patterns. The Company recognizes revenue in accordance with the core principle of ASC 606 or when there is a transfer of control of promised goods or services to customers in an amount that reflects the consideration that the Company expects to be entitled to in exchange for those goods or services. The Company recognizes the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the Company otherwise would have recognized is one year or less. The Company does not adjust the amount of consideration for the effects of a significant financing component if, at contract inception, the expected period between the transfer of promised goods or services and customer payment is one year or less. The Company has elected to treat shipping and handling activities as fulfillment costs. Additionally, the Company elected to record revenue net of sales and other similar taxes. Contracts and Agreements The Company's Canalevia-CA1 and Neonorm products are primarily sold to distributors, who then sell the products to the end customers. Since 2021, the Company has entered into two distribution agreements with established distributors to distribute the Company’s animal health products in the United States. The distribution agreements and the related purchase orders together meet the contract existence criteria under ASC 606. The Company sells directly to its customers without the use of an agent. Performance obligations For animal health products sold by the Company, the single performance obligation identified above is the Company’s promise to transfer the Company’s animal health products to distributors based on specified payment and shipping terms in the arrangement. Product warranties are assurance-type warranties that do not represent a performance obligation. For the Company’s human health product, Mytesi, the single performance obligation identified above is the Company’s promise to transfer Mytesi to specialty pharmacies, based on specified payment and shipping terms as outlined in the Exclusive Distribution Agreement entered into by the Company and Cardinal Health as of January 16, 2019. Transaction price For contracts with Cardinal Health and other distributors, the transaction price is the amount of consideration to which the Company expects to collect in exchange for transferring the promised goods or services. The transaction price of Mytesi is the Wholesaler Acquisition Cost (“WAC”), and the transaction price of Canalevia-CA1 and Neonorm is the manufacturer’s list price, net of discounts, returns, and price adjustments. Allocate transaction price For contracts with Cardinal Health and other distributors, the entire transaction price is allocated to the single performance obligation contained in each contract. Revenue recognition For contracts with Cardinal Health, a single performance obligation is satisfied at a point in time, upon the free on board (“FOB”) terms of each contract when control, including title and all risks, has transferred to the customer. Disaggregation of Product Revenue Human Sales of Mytesi are recognized as revenue at a point in time when the products are delivered to the wholesaler. Net revenues from the sale of Mytesi were $2.3 million and $1.9 million for the three months ended March 31, 2024, and 2023, respectively. Animal The Company recognized Canalevia-CA1 products revenues of $40,000 and $28,000 for the three months ended March 31, 2024, and 2023, respectively and Neonorm revenues of $9,000 and $18,000 for the three months ended March 31, 2024, and 2023, respectively. Revenues are recognized at a point in time upon shipment, when title and control are transferred to the buyer. Sales of Canalevia-CA1, Neonorm Calf and Foal to distributors are made under agreements that may provide distributor price adjustments and rights of return under certain circumstances. Contracts – Specialty Pharmacies Effective October 1, 2020, the Company engaged a private company as an authorized specialty pharmacy provider of the Company’s Mytesi product. Under the Specialty Product Distribution Agreement, the Company shall supply the products to the private company’s specialty pharmacies directly, in such amounts as may be ordered. There is no minimum purchase or inventory requirement. The specialty pharmacies were authorized distributors of record for all National Drug Codes of Mytesi. Effective April 20, 2021, the Company engaged another private company as an authorized specialty pharmacy provider of Mytesi. Under the Specialty Pharmacy Distribution and Services Agreement, the private company shall sell and dispense the Mytesi directly ordered from the Company at the agreed price to patients within the territories identified in the agreement. The Company has entered into agreements with a total of five different specialty pharmacy chains that are authorized to provide Mytesi to patients. Performance obligations The single performance obligation is the Company’s promise to transfer Mytesi to specialty pharmacies, based on specified payment and shipping terms as outlined in the agreements. Transaction price The transaction price is the amount of consideration to which the Company expects to collect in exchange for transferring the promised goods or services. The transaction price of Mytesi is the WAC, net of estimated discounts, returns, and price adjustments. Allocate transaction price The entire transaction price is allocated to the single performance obligation contained in each contract. Revenue recognition The single performance obligation is satisfied at a point in time, upon the FOB terms of each contract when control, including title and all risks, has transferred to the customer. Product Revenue Sales of Mytesi are recognized as revenue at a point in time when the products are delivered to the specialty pharmacies. Net revenues from the sale of Mytesi to the specialty pharmacies were $2.0 million and $1.5 million for the three months ended March 31, 2024, and 2023, respectively.
Collaboration Revenue	​ Collaboration Revenue Revenue recognition for collaboration agreements requires significant judgment. The Company’s assessments and estimates are based on contractual terms, historical experience and general industry practice. Revisions in these values or estimations have the effect of increasing or decreasing collaboration revenue in the period of revision. On September 24, 2018, the Company entered into a Distribution, License and Supply Agreement (“License Agreement”) with Knight Therapeutics ("Knight"). The License Agreement has a term of 15 years (with automatic renewals) and provides Knight with an exclusive right to commercialize current and future Jaguar human health products (including crofelemer, NP-300, and any product containing a proanthocyanidin or with an anti-secretory mechanism) in Canada and Israel. Knight forfeited its right of first negotiation for expansion to Latin America. Under the License Agreement, Knight is responsible for applying for and obtaining necessary regulatory approvals in the territory of Canada and Israel, as well as marketing, sales and distribution of the licensed products. Knight will pay a transfer price for all licensed products, and upon achievement of certain regulatory and sales milestones, the Company may receive payments from Knight in an aggregate amount of up to approximately $18.0 million, payable throughout the initial 15-year term of the agreement. The Company did not have any license revenues for the three months ended March 31, 2024, and 2023.
Modifications to Liability-classified Instruments	Modifications to Liability-classified Instruments In accounting for debt modifications and exchange transactions, it is the Company’s policy to first determine whether it qualifies as a troubled debt restructuring (“TDR”) pursuant to the guidance provided in ASC 470-60. A debt modification or exchange transaction that is not within the scope of the ASC 470-60 is accounted for under ASC 470-50 to determine if the transaction is a mere modification or an extinguishment. For the three months ended March 31, 2024, the Company have not entered amendments to the terms of the October 2020 Royalty Interest, December 2020 Royalty Interest and August 2022 Royalty Interest. For the three months ended March 31, 2023, the Company entered into amendment on the terms of its October 2020 and December 2020 Purchase Agreements. The cumulative impact of these amendments significantly modified the terms of the royalty interest resulting to extinguishments (see Note 7).
Modifications to Equity-classified Instruments	Modifications to Equity-classified Instruments ​ In accounting for modifications of equity-classified warrants, it is the Company’s policy to determine the impact by analogy to the share-based compensation guidance of ASC 718, Compensation - Stock Compensation The Company did not modify any equity-classified warrants for the three months ended March 31, 2024, and 2023. In accounting for amendments to preferred stock, it is the Company’s policy to measure the impact by analogy to ASC 470-50 in determining if such an amendment is an extinguishment or a modification. If the amendment results in an extinguishment, the Company follows the SEC staff guidance in ASC 260-10-S99-2 and ASC 470-20. If the amendment results in a modification, the Company follows the model in either ASC 718 or ASC 470-50, depending on the nature of the amendment. The Company did not modify any equity-classified preferred stock for the three months ended March 31, 2024, and 2023.
Stock-Based Compensation	Stock-based Compensation The Company's Stock Incentive Plan (see Note 11) provides for the grant of stock options, restricted stock and restricted stock unit awards. The Company measures stock awards granted to employees, non-employees and directors at estimated fair value on the date of grant and recognizes the corresponding compensation expense of the awards, net of estimated forfeitures, over the requisite service periods, which correspond to the vesting periods of the awards. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company issues stock awards with only service-based vesting conditions, and records compensation expense for these awards using the straight-line method. The Company uses the grant date fair market value of its common stock to determine the grant date fair value of options granted to employees, non-employees and directors. The Company measures and recognizes compensation expense for all stock options and restricted stock units (“RSUs”) granted to its employees and directors based on the estimated fair value of the award on the grant date. The Company uses the Black-Scholes valuation model to estimate the fair value of stock option awards. The fair value is recognized as expense, net of estimated forfeitures, over the requisite service period, which is generally the vesting period of the respective award, on a straight-line basis. The Company believes that the fair value of stock options granted to non-employees is more reliably measured than the fair value of the services received. The determination of the grant date fair value of options using an option pricing model is affected by the Company’s estimated common stock fair value and requires management to make a number of assumptions including the expected life of the option, the volatility of the underlying stock, the risk-free interest rate and expected dividends. The Company estimates the fair value of stock options using the Black-Scholes option valuation model. The fair value of employee stock options is being amortized on a straight-line basis over the requisite service period of the awards. The fair market value of common stock is based on the closing price of the Company’s common stock as reported on the date of the grant.
Income Taxes	Income Taxes The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial reporting and the tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. A valuation allowance is provided when it is more likely than not that some portion or all of a deferred tax asset will not be realized. The Company has adopted the provisions of ASC 740, Income Taxes Related to Uncertain Tax Positions
Foreign Currency Remeasurement and Translation	Foreign Currency Remeasurement and Translation The functional currency of Napo Therapeutics is Euro. The Company follows ASC 830, Foreign Currency Matters For certain subsidiaries, translation adjustments result from the process of translating the functional currency of subsidiary financial statements into the U.S. Dollar reporting currency. These translation adjustments are reported separately and accumulated in the unaudited condensed consolidated balance sheets as a component of accumulated other comprehensive loss.
Comprehensive Loss	Comprehensive Loss The Company follows ASC 220, Comprehensive Income For the three months ended March 31, 2024, the amount of other comprehensive gain from translation adjustments was $217,000. For the three months ended March 31, 2023, the amount of other comprehensive loss from translation adjustments was $232,000.
Basic and Diluted Net Loss Per Share of Common Stock	Basic and Diluted Net Loss Per Share of Common Stock Basic net loss per share of common stock is computed by dividing net loss attributable to common stockholders for the year by the weighted-average number of common stock outstanding during the year. Diluted net loss per share is computed by dividing the net loss attributable to common stockholders for the year by the weighted-average number of common stock, including potential dilutive shares of common stock assuming the dilutive effect of potential dilutive securities. For years in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share, because their impact would be anti-dilutive to the calculation of net loss per share. Diluted net loss per share of common stock is the same as basic net loss per share of common stock for the months ended March 31, 2024, and 2023.
Recent Accounting Pronouncements	Recent Accounting Pronouncements There are no recent accounting pronouncements that are expected to have a material impact on the Company’s financial statements and related disclosures at March 31, 2024.

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Tables) - Customer risk	3 Months Ended
	Mar. 31, 2024
Total net revenue
Schedule of concentration risk	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ March 31, ​ ​ ​ 2024 ​ 2023 ​ Customer 1 ​ ​ 31 % ​ 25 % Customer 2 ​ ​ 54 % ​ 54 %
Total accounts receivable
Schedule of concentration risk	​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2023 ​ 2023 Customer 1 ​ 30 % ​ 32 % Customer 2 ​ 56 % ​ 57 %

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	3 Months Ended
	Mar. 31, 2024
Fair Value Measurements
Summary of information about the company's financial instruments that were measured at fair value on a recurring basis	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2024 ​ ​ (unaudited) (in thousands) Level 1 Level 2 Level 3 Total Iliad ​ $ — ​ $ — ​ $ 6,721 ​ $ 6,721 Uptown ​ ​ — ​ ​ — ​ ​ 7,880 ​ ​ 7,880 Streeterville 2 ​ — ​ — ​ 7,118 ​ 7,118 Streeterville Note ​ — ​ — ​ 10,242 ​ 10,242 Total fair value ​ $ — ​ $ — ​ $ 31,961 ​ $ 31,961 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 (in thousands) Level 1 Level 2 Level 3 Total Iliad ​ $ — ​ $ — ​ $ 6,862 ​ $ 6,862 Uptown ​ ​ — ​ ​ — ​ ​ 7,473 ​ ​ 7,473 Streeterville 2 ​ ​ — ​ ​ — ​ ​ 6,815 ​ ​ 6,815 Streeterville Note ​ — ​ — ​ 9,793 ​ 9,793 Total fair value ​ $ — ​ $ — ​ $ 30,943 ​ $ 30,943
Summary of change in the estimated fair value of level 3 liabilities	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ March 31, 2024 (in thousands) Iliad ​ Uptown ​ Streeterville 2 Streeterville Note Beginning fair value of Level 3 liability $ 6,862 ​ $ 7,473 ​ $ 6,814 $ 9,792 Additions ​ — ​ ​ — ​ ​ — ​ ​ — Exchanges ​ (836) ​ ​ — ​ ​ (165) ​ ​ — Settlements ​ — ​ ​ — ​ ​ — ​ ​ — Change in fair value 695 ​ 407 ​ ​ 469 ​ 450 Ending fair value of Level 3 liability $ 6,721 ​ $ 7,880 ​ $ 7,118 $ 10,242 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ March 31, 2023 (in thousands) Iliad ​ Uptown ​ Streeterville 2 Streeterville Note Beginning fair value of Level 3 liability $ — ​ $ — ​ $ — $ 7,839 Additions ​ — ​ ​ — ​ ​ — ​ ​ — Settlements ​ — ​ ​ — ​ ​ — ​ ​ — Change in fair value — ​ — ​ ​ — ​ 359 Ending fair value of Level 3 liability $ — ​ $ — ​ $ — $ 8,198
Summary of information about the significant unobservable inputs used in level 3 fair value measurements	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Range of Inputs ​ ​ ​ ​ (probability-weighted average) ​ Relationship of unobservable inputs Unobservable Inputs ​ 2024 ​ 2023 ​ to fair value Risk Adjusted Discount Rate ​ 8.57%-25.14% (25.14%) ​ 9.02%-24.59% (24.59%) ​ If discount rate is adjusted to total of additional 100 basis points (bps), fair value would have decreased by $407,000. Sales Proceeds: Amount of comparable TDPRV ​ $67.5 million to $350 million ($100 million) ​ $67.5 million to $350 million ($100 million) ​ If expected cash flows by Management considered the lowest amount of market indications for vouchers, FV would have decreased by $1.4 million. Range of Probability for Timing of Cash Flows: ​ 0.59%-73.27% ​ 0.10%-73.27% ​ If expected cash flows by Management considered the Scenario with the least amount of indicated value, FV would have decreased by $216,000.
Summary of information about the significant unobservable inputs used in level 3 fair value measurements for instruments not classified as hybrid instruments	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Range of Inputs ​ ​ ​ ​ (probability-weighted average) ​ Relationship of unobservable inputs Unobservable Inputs ​ 2024 ​ 2023 ​ to fair value Risk Adjusted Discount Rate ​ 8.57%-27.14% (27.14%) ​ 9.02%-26.59% (26.59%) ​ If discount rate is adjusted to total of additional 100 basis points (bps), fair value would have decreased by $541,000.
Summary of the fair value and unpaid principal balance for items the Company accounts for under FVO	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) ​ Fair value ​ Unpaid Principal Balance ​ Accrued Interest ​ Fair Value Over (Under) Outstanding Balance At March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Iliad ​ $ 6,721 ​ $ 6,392 ​ $ 3,885 ​ $ (3,556) Uptown ​ ​ 7,880 ​ ​ 7,994 ​ ​ 4,366 ​ ​ (4,480) Streeterville 2 ​ ​ 7,118 ​ ​ 10,094 ​ ​ 1,265 ​ ​ (4,241) Streeterville Note ​ ​ 10,242 ​ ​ 6,000 ​ ​ 651 ​ ​ 3,591 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (in thousands) ​ Fair value ​ Unpaid Principal Balance ​ Accrued Interest ​ Fair Value Over (Under) Outstanding Balance At December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Iliad ​ $ 6,862 ​ $ 7,292 ​ $ 3,621 ​ $ (4,051) Uptown ​ ​ 7,473 ​ ​ 7,994 ​ ​ 4,058 ​ ​ (4,579) Streeterville 2 ​ ​ 6,815 ​ ​ 10,273 ​ ​ 950 ​ ​ (4,408) Streeterville Note ​ ​ 9,793 ​ ​ 6,000 ​ ​ 546 ​ ​ 3,247 ​

Balance Sheet Components (Table

Balance Sheet Components (Tables)	3 Months Ended
	Mar. 31, 2024
Balance Sheet Components
Schedule of inventory	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 2023 (in thousands) ​ (unaudited) ​ ​ Raw material ​ $ 2,202 ​ $ 2,057 Work in process ​ ​ 6,126 ​ ​ 6,517 Finished goods ​ ​ 692 ​ ​ 615 Inventory ​ $ 9,020 ​ $ 9,189
Schedule of property and equipment	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 2023 (in thousands) ​ (unaudited) ​ ​ ​ Land ​ $ 396 ​ $ 396 Lab equipment ​ ​ 477 ​ ​ 477 Software ​ ​ 63 ​ ​ 63 Furniture and fixtures ​ ​ 18 ​ ​ 18 Computers and peripherals ​ ​ 7 ​ ​ 7 Total property and equipment at cost ​ 961 ​ 961 Accumulated depreciation ​ (477) ​ (465) Property and equipment, net ​ $ 484 ​ $ 496
Schedule of intangible assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 ​ 2023 (in thousands) ​ (unaudited) ​ ​ ​ Developed technology ​ $ 25,000 ​ $ 25,000 Accumulated developed technology amortization ​ (11,111) ​ (10,694) Developed technology, net ​ 13,889 ​ 14,306 In-process research and development ​ ​ 4,800 ​ ​ 4,800 In process research and development, net ​ 4,800 ​ 4,800 Trademarks ​ 300 ​ 300 Accumulated trademark amortization ​ (133) ​ (128) Trademarks, net ​ 167 ​ 172 Internal use software costs - registry ​ ​ 1,236 ​ ​ 1,236 Accumulated internal use software costs impairment ​ ​ (371) ​ ​ (371) Accumulated internal use software costs amortization ​ (432) ​ (370) Internal use software costs - registry, net ​ 433 ​ 495 Patents ​ ​ 361 ​ ​ 361 Accumulated patents amortization ​ ​ (23) ​ ​ (18) Patents, net ​ ​ 338 ​ ​ 343 Total intangible assets, net ​ $ 19,627 ​ $ 20,116
Schedule of estimated future amortization expense of intangible assets with finite lives	​ ​ ​ ​ ​ (in thousands) Amounts Remainder of 2024 ​ $ 1,464 2025 ​ ​ 1,952 2026 ​ ​ 1,952 2027 ​ ​ 1,952 2028 ​ ​ 1,952 Thereafter ​ ​ 5,555 ​ ​ $ 14,827 ​

Commitments and Contingencies (

Commitments and Contingencies (Tables)	3 Months Ended
	Mar. 31, 2024
Commitments and Contingencies
Schedule of additional details of office space lease	​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 ​ 2023 (in thousands) (unaudited) ​ ​ ​ Operating lease - right-of-use asset $ 1,289 ​ $ 1,176 ​ ​ ​ ​ ​ ​ Operating lease liability, current ​ 469 ​ ​ 348 Operating lease liability, net of current portion ​ 873 ​ ​ 886 Total $ 1,342 ​ $ 1,234 ​ ​ ​ ​ ​ ​ Weighted-average remaining life (years) ​ 4.27 ​ ​ 4.76 Weighted-average discount rate ​ 19.74% ​ ​ 21.34%
Schedule of undiscounted cash payment obligations	​ ​ ​ ​ ​ March 31, ​ 2024 (in thousands) (unaudited) Remainder of 2024 $ 656 2025 ​ 382 2026 ​ 254 2027 ​ 235 2028 ​ 242 2029 ​ 249 2030 ​ 105 Total undiscounted operating lease payments ​ 2,123 Imputed interest expenses ​ (781) Total operating lease liability ​ 1,342 Less: Operating lease liability, current ​ 469 Operating lease liability, net of current portion $ 873
Schedule of summarized income statement information using equity method	​ ​ ​ ​ ​ ​ ​ Three months ended ​ ​ March 31, ​ 2024 (in thousands) ​ (unaudited) Revenue ​ $ — Operating expenses ​ ​ (40) Loss before income tax ​ ​ (40) Income tax expense ​ ​ — Net loss ​ $ (40) Net loss attributable to the Company ​ $ (16)

Debt (Tables)

Debt (Tables)	3 Months Ended
	Mar. 31, 2024
Debt
Schedule of notes payable	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2024 ​ 2023 (in thousands) ​ (unaudited) ​ ​ ​ Notes designated at Fair Value Option ​ $ 31,961 ​ $ 30,943 Royalty Interest* ​ ​ — ​ ​ 5,635 Insurance Financing ​ ​ 52 ​ ​ 172 Tempesta Note ​ ​ 100 ​ ​ 150 Total ​ ​ 32,113 ​ 36,900 Less: unamortized discount and debt issuance costs ​ — (1,040) Note payable, net of discount ​ $ 32,113 $ 35,860 Notes payable - non-current, net ​ $ 21,719 ​ $ 30,993 Notes payable - current, net ​ $ 10,394 ​ $ 4,867 ​ ​ ​ ​ ​ ​ ​ Weighted average interest rate on short-term borrowings ​ ​ 3.24% ​ ​ 5.04% *Notes with royalty interest not designated at Fair Value Option.
Schedule of future maturities of notes payable	​ ​ ​ ​ ​ ​ ​ Amounts (in thousands) ​ (unaudited) 2025 ​ $ 10,394 2026 ​ ​ 21,719 Total ​ $ 32,113

Warrants (Tables)

Warrants (Tables)	3 Months Ended
	Mar. 31, 2024
Warrants
Summary of warrant activity	​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2024 ​ 2023 ​ ​ (unaudited) ​ ​ Warrants outstanding, beginning balance ​ 12,109,807 ​ 7,505 Issuances ​ — ​ 12,102,302 Exercises ​ — ​ — Expirations and cancelations ​ (7,542,409) ​ — Warrants outstanding, ending balance ​ 4,567,398 ​ 12,109,807

Preferred Stock (Tables)

Preferred Stock (Tables)	3 Months Ended
	Mar. 31, 2024
Preferred Stock
Schedule of convertible preferred stock	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, 2024 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liquidation ( in thousands, except share and per share data) ​ Shares Issued and Carrying Preference Series ​ Designated ​ Outstanding ​ Value ​ per Share A ​ ​ 5,524,926 ​ ​ — ​ $ — ​ $ — B ​ ​ 11,000 ​ ​ — ​ ​ — ​ ​ — B-1 ​ ​ 63 ​ ​ — ​ ​ — ​ ​ — B-2 ​ ​ 10,165 ​ ​ — ​ ​ — ​ ​ — C ​ ​ 1,011,000 ​ ​ — ​ ​ — ​ ​ — D ​ ​ 977,300 ​ ​ — ​ ​ — ​ ​ — E ​ ​ 10 ​ ​ — ​ ​ — ​ ​ — F ​ ​ 10 ​ ​ — ​ ​ — ​ ​ — G ​ ​ 137 ​ ​ — ​ ​ — ​ ​ — H ​ ​ 105 ​ ​ — ​ ​ — ​ ​ — I ​ ​ 118 ​ ​ — ​ ​ — ​ ​ — J ​ ​ 179 ​ ​ 99 ​ ​ — ​ ​ — Total ​ ​ 7,535,013 ​ ​ 99 ​ $ — ​ $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ December 31, 2023 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liquidation ( in thousands, except share and per share data) ​ Shares Issued and Carrying Preference Series ​ Designated ​ Outstanding ​ Value ​ per Share A ​ ​ 5,524,926 ​ ​ — ​ $ — ​ $ — B ​ ​ 11,000 ​ ​ — ​ ​ — ​ ​ — B-1 ​ ​ 63 ​ ​ — ​ ​ — ​ ​ — B-2 ​ ​ 10,165 ​ ​ — ​ ​ — ​ ​ — C ​ ​ 1,011,000 ​ ​ — ​ ​ — ​ ​ — D ​ ​ 977,300 ​ ​ — ​ ​ — ​ ​ — E ​ ​ 10 ​ ​ — ​ ​ — ​ ​ — F ​ ​ 10 ​ ​ — ​ ​ — ​ ​ — G ​ ​ 137 ​ ​ 122 ​ ​ — ​ ​ — H ​ ​ 105 ​ ​ — ​ ​ — ​ ​ — I ​ ​ 118 ​ ​ 56 ​ ​ — ​ ​ — Total ​ ​ 7,534,834 ​ ​ 178 ​ $ — ​ $ —

Stockholders' Equity (Tables)

Stockholders' Equity (Tables)	3 Months Ended
	Mar. 31, 2024
Stockholders' Equity
Schedule of common reserved shares of common stock for issuance	​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2024 ​ 2023 ​ ​ (unaudited) ​ ​ Options issued and outstanding 26,084 ​ 26,262 Inducement options issued and outstanding ​ 1,512 ​ 1,512 Options available for grant under stock option plans 4,303,288 ​ 626,342 Restricted stock unit awards issued and outstanding 2,702,070 ​ 2,708,136 Warrants issued and outstanding 4,567,398 ​ 11,424,807 Total 11,600,352 14,787,059

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2024
Stock-Based Compensation
Summary of incentive plan activity	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Weighted ​ Weighted Average ​ ​ ​ ​ ​ Shares ​ Stock ​ ​ ​ Average ​ Remaining ​ Aggregate ​ ​ Available ​ Options ​ RSUs ​ Stock Option ​ Contractual Life ​ Intrinsic (in thousands, except share and per share data) for Grant Outstanding Outstanding Exercise Price (Years) Value* Outstanding at January 1, 2023 ​ 122,978 ​ 28,079 ​ 44,865 ​ $ 592.73 ​ 7.19 ​ $ — Additional shares authorized ​ 3,166,330 ​ — ​ — ​ ​ — ​ — ​ ​ — Options granted ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — Options exercised ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — Options canceled ​ 305 ​ (305) ​ — ​ ​ 327.81 ​ — ​ ​ — RSUs granted ​ (2,690,320) ​ — ​ 2,690,320 ​ ​ — ​ — ​ ​ — RSUs vested and released ​ 21,808 ​ — ​ (21,808) ​ ​ — ​ — ​ ​ — RSUs cancelled ​ 5,241 ​ — ​ (5,241) ​ ​ — ​ — ​ ​ — Outstanding at December 31, 2023 ​ 626,342 ​ 27,774 ​ 2,708,136 ​ $ 596 ​ 6.21 ​ $ — Additional shares authorized ​ 3,670,702 ​ — ​ — ​ ​ — ​ — ​ ​ — Options granted ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — Options exercised ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — Options canceled ​ 178 ​ (178) ​ — ​ ​ 362.34 ​ — ​ ​ — RSUs granted ​ — ​ — ​ — ​ ​ — ​ — ​ ​ — RSUs excercised ​ 125 ​ — ​ (125) ​ ​ — ​ — ​ ​ — RSUs cancelled ​ 5,941 ​ — ​ (5,941) ​ ​ — ​ — ​ ​ — Outstanding at March 31, 2024 ​ 4,303,288 ​ 27,596 ​ 2,702,070 ​ $ 597 ​ 5.98 ​ $ — Exercisable at March 31, 2024 ​ ​ 27,465 ​ ​ ​ $ 598.24 5.97 ​ $ — Vested and expected to vest at March 31, 2024 ​ ​ 27,594 ​ ​ ​ $ 597.16 5.98 ​ $ — ​ *Fair market value of Jaguar stock on March 31, 2024 was $0.09 per share.
Summary of stock-based compensation expense	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ ​ March 31, ​ (in thousands) 2024 2023 ​ Research and development expense ​ $ 289 ​ $ 227 ​ Sales and marketing expense ​ 40 ​ 49 ​ General and administrative expense ​ 252 ​ 204 ​ Total ​ $ 581 ​ $ 480 ​

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 2024
Net Loss Per Share
Schedule of calculation of basic and diluted net loss per common share	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended March 31, (In thousands, except share and per share data) 2024 2023 Net loss attributable to common stockholders ​ $ (9,226) ​ $ (12,202) Shares used to compute net loss per common stock, basic and diluted ​ ​ 158,842,297 ​ ​ 5,109,609 Net loss per share attributable to common stockholders, basic and diluted ​ $ (0.06) ​ $ (2.39) ​
Schedule of other common stock equivalents	​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ ​ 2024 ​ 2023 ​ ​ (unaudited) ​ ​ Options issued and outstanding ​ 26,084 ​ 26,262 Inducement options issued and outstanding ​ 1,512 ​ 1,512 Restricted stock units issued and outstanding ​ 2,702,070 ​ 2,708,136 Warrants issued and outstanding ​ 4,567,398 ​ 11,424,807 Total ​ 7,297,064 ​ 14,160,717

Segment Data (Tables)

Segment Data (Tables)	3 Months Ended
	Mar. 31, 2024
Segment Data
Schedule of reportable segments net revenue and net loss	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Three Months Ended ​ ​ March 31, ​ ​ 2024 ​ 2023 (in thousands) (unaudited) ​ ​ Revenue from external customers ​ ​ Human Health ​ $ 2,303 ​ $ 1,927 Animal Health ​ 48 ​ 45 Consolidated Totals ​ $ 2,351 ​ $ 1,972 ​ ​ ​ ​ ​ ​ ​ Segment net loss ​ ​ Human Health ​ $ (4,601) ​ $ (6,539) Animal Health ​ (4,767) ​ (5,858) Consolidated Totals ​ $ (9,368) ​ $ (12,397)
Schedule of reportable segments assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 ​ 2023 (in thousands) ​ (unaudited) ​ ​ ​ Segment assets ​ ​ Human Health ​ $ 42,154 ​ $ 42,289 Animal Health ​ 163,555 ​ 153,190 Total ​ $ 205,709 ​ $ 195,479
Schedule of reconciliation of segments assets to the consolidated assets	​ ​ ​ ​ ​ ​ ​ ​ ​ ​ March 31, ​ December 31, ​ 2024 2023 (in thousands) ​ (unaudited) ​ ​ ​ Total assets for reportable segments ​ $ 205,709 ​ $ 195,479 Less: Investment in subsidiary ​ (29,232) ​ (29,232) Less: Intercompany loan ​ (121,088) ​ (115,484) Consolidated Totals ​ $ 55,389 ​ $ 50,763 ​

Organization and Business (Deta

Organization and Business (Details)	3 Months Ended
	Mar. 31, 2024 segment
Organization and Business
Number of operations segments	2

Organization and Business - Nas

Organization and Business - Nasdaq Communication and Compliance (Details) - USD ($) $ / shares in Units, $ in Thousands	Feb. 15, 2024	May 10, 2023	Mar. 31, 2024	Dec. 31, 2023	Mar. 10, 2023
Grace period	180 days	180 days
Consecutive business days in grace period	10 days
Stockholders' equity			$ 55,389	$ 50,763
Minimum
Share Price					$ 1
Maximum
Share Price	$ 0.10

Organization and Business - Liq

Organization and Business - Liquidity and Going Concern (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Organization and Business
Accumulated deficit	$ (317,215)	$ (308,248)

Summary of Significant Accoun_4

Summary of Significant Accounting Policies - Non-Controlling Interest (Details)	Mar. 31, 2024	Dec. 31, 2023
Napo Therapeutics
Percentage of ownership interest by parent	88%
Private Investors
Percentage of ownership interest by non-controlling owners		12%

Summary of Significant Accoun_5

Summary of Significant Accounting Policies - Accounts receivable and Concentrations (Details)	3 Months Ended		12 Months Ended
	Mar. 31, 2024 item Distributor	Mar. 31, 2023 Distributor	Dec. 31, 2023
Supplier risk
Concentrations
Number of suppliers | item	2
Total net revenue | Customer risk | Customer 1
Concentrations
Concentration risk (as a percentage)	31%	25%
Total net revenue | Customer risk | Customer 2
Concentrations
Concentration risk (as a percentage)	54%	54%
Total net revenue | Customer risk | Three major pharmaceutical distributors
Concentrations
Number of major distributors | Distributor	3	3
Total net revenue | Customer risk | Minimum
Concentrations
Threshold for calculating concentration risk percentage	10%	10%
Total accounts receivable | Customer risk | Customer 1
Concentrations
Concentration risk (as a percentage)		30%	32%
Total accounts receivable | Customer risk | Customer 2
Concentrations
Concentration risk (as a percentage)		56%	57%

Summary of Significant Accoun_6

Summary of Significant Accounting Policies - Inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Summary of Significant Accounting Policies
Allowance for inventory obsolescence	$ 0	$ 0

Summary of Significant Accoun_7

Summary of Significant Accounting Policies - Property and Equipment and Indefinite-lived Intangible Assets (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Goodwill impairment charges
Impairment of long lived assets	$ 0
Impairment of indefinite-lived intangible assets	$ 0	$ 0
Internal use software costs - registry
Goodwill
Intangible asset amortization period	5 years
Napo (Member) | Equipment | Minimum
Goodwill
Estimated useful lives	3 years
Napo (Member) | Equipment | Maximum
Goodwill
Estimated useful lives	10 years

Summary of Significant Accoun_8

Summary of Significant Accounting Policies - Revenue Recognition (Details)	3 Months Ended
	Mar. 31, 2024 USD ($) item agreement	Mar. 31, 2023 USD ($)
Disaggregation of Product Revenue
Number of distribution agreements | agreement	2
Mytesi
Disaggregation of Product Revenue
Product revenue	$ 2,300,000	$ 1,900,000
Number of specialty pharmacies. | item	5
Mytesi | Specialty Pharmacies
Disaggregation of Product Revenue
Product revenue	$ 2,000,000	1,500,000
Canalevia-CA1
Disaggregation of Product Revenue
Product revenue	40,000	28,000
Neonorm
Disaggregation of Product Revenue
Product revenue	$ 9,000	$ 18,000

Summary of Significant Accoun_9

Summary of Significant Accounting Policies - Revenue Recognition - Collaboration Revenue (Details) - USD ($) $ in Thousands		3 Months Ended
	Sep. 24, 2018	Mar. 31, 2024	Mar. 31, 2023
Stockholders' Equity
Collaboration revenue		$ 0	$ 0
Knight
Stockholders' Equity
License agreement term (in years)	15 years
Transfer price receivable upon achievement of certain regulatory and sales milestones	$ 18,000

Summary of Significant Accou_10

Summary of Significant Accounting Policies - Comprehensive Loss (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Summary of Significant Accounting Policies
Translation Gain (Loss)	$ 217,000	$ (232,000)

Fair Value Measurements - Fair

Fair Value Measurements - Fair Value of Liabilities Measured on a Recurring Basis (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Jan. 13, 2021
Fair value of liabilities measured on a recurring basis
Total fair value	$ 31,961	$ 30,943
Level 3
Fair value of liabilities measured on a recurring basis
Fair value	21,700		$ 20,200
Total fair value	31,961	30,943
Iliad
Fair value of liabilities measured on a recurring basis
Fair value	6,721	6,862
Iliad | Level 3
Fair value of liabilities measured on a recurring basis
Fair value	6,721	6,862
Uptown
Fair value of liabilities measured on a recurring basis
Fair value	7,880	7,473
Uptown | Level 3
Fair value of liabilities measured on a recurring basis
Fair value	7,880	7,473
Streeterville 2
Fair value of liabilities measured on a recurring basis
Fair value	7,118	6,815
Streeterville 2 | Level 3
Fair value of liabilities measured on a recurring basis
Fair value	7,118	6,815
Streeterville Note
Fair value of liabilities measured on a recurring basis
Fair value	10,242	9,793
Streeterville Note | Level 3
Fair value of liabilities measured on a recurring basis
Fair value	$ 10,242	$ 9,793	$ 7,800

Fair Value Measurements - Estim

Fair Value Measurements - Estimated fair value of Level 3 (Details) - Level 3 - Recurring - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Iliad
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning fair value of Level 3 liability	$ 6,862
Exchanges	(836)
Change in fair value	695
Ending fair value of level 3 liability	6,721
Uptown
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning fair value of Level 3 liability	7,473
Change in fair value	407
Ending fair value of level 3 liability	7,880
Streeterville 2
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning fair value of Level 3 liability	6,814
Exchanges	(165)
Change in fair value	469
Ending fair value of level 3 liability	7,118
Streeterville Note
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward]
Beginning fair value of Level 3 liability	9,792	$ 7,839
Change in fair value	450	359
Ending fair value of level 3 liability	$ 10,242	$ 8,198

Fair Value Measurements - Stree

Fair Value Measurements - Streeterville Note (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023	Jan. 13, 2021
Level 3
Fair value of liabilities measured on a recurring basis
Fair value	$ 21,700		$ 20,200
Streeterville Note
Fair value of liabilities measured on a recurring basis
Fair value	10,242	$ 9,793
Streeterville Note | Level 3
Fair value of liabilities measured on a recurring basis
Fair value	$ 10,242	$ 9,793	$ 7,800

Fair Value Measurements - Quant

Fair Value Measurements - Quantitative information about the significant unobservable inputs (Details) - Level 3	3 Months Ended		12 Months Ended
	Mar. 31, 2024 USD ($)	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($)
Discount rate | Minimum
Fair Value Measurement Inputs and Valuation Techniques
Probability (as a percent)	8.57		9.02
Basis point for adjustment of discount rate	1
Fair value increase (decrease)	$ (407,000)
Probability (as a percent)	0.0857	0.0902
Basis point for adjustment of discount rate for non-hybrid instruments	1
Fair value increase (decrease) for non-hybrid investments	$ 541,000
Discount rate | Maximum
Fair Value Measurement Inputs and Valuation Techniques
Probability (as a percent)	25.14		24.59
Basis point for adjustment of discount rate	1
Fair value increase (decrease)	$ 407,000
Probability (as a percent)	0.2714	0.2659
Basis point for adjustment of discount rate for non-hybrid instruments	1
Fair value increase (decrease) for non-hybrid investments	$ 555,000
Discount rate | Weighted average
Fair Value Measurement Inputs and Valuation Techniques
Probability (as a percent)	(25.14)		(24.59)
Fair value increase (decrease)		$ 0.2659
Probability (as a percent)	0.2714
Sale Proceeds | Minimum
Fair Value Measurement Inputs and Valuation Techniques
Amount of comparable TDPRV	$ 67,500,000		$ 67,500,000
Fair value increase (decrease)	(1,400,000)
Sale Proceeds | Maximum
Fair Value Measurement Inputs and Valuation Techniques
Amount of comparable TDPRV	350,000,000		350,000,000
Fair value increase (decrease)	10,800,000
Sale Proceeds | Weighted average
Fair Value Measurement Inputs and Valuation Techniques
Amount of comparable TDPRV	$ 100,000,000		$ 100,000,000
Timing of Cash Flows | Minimum
Fair Value Measurement Inputs and Valuation Techniques
Probability (as a percent)	0.59		0.10
Fair value increase (decrease)	$ (216,000)
Timing of Cash Flows | Maximum
Fair Value Measurement Inputs and Valuation Techniques
Probability (as a percent)	73.27		73.27
Fair value increase (decrease)	$ 1,500,000

Fair Value Measurements - Fai_2

Fair Value Measurements - Fair Value Option - Hybrid Instruments (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Iliad
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Fair value	$ 6,721	$ 6,862
Unpaid Principal Balance	6,392	7,292
Accrued Interest	3,885	3,621
Fair Value Over (Under) Outstanding Balance	(3,556)	(4,051)
Uptown
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Fair value	7,880	7,473
Unpaid Principal Balance	7,994	7,994
Accrued Interest	4,366	4,058
Fair Value Over (Under) Outstanding Balance	(4,480)	(4,579)
Streeterville 2
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Fair value	7,118	6,815
Unpaid Principal Balance	10,094	10,273
Accrued Interest	1,265	950
Fair Value Over (Under) Outstanding Balance	(4,241)	(4,408)
Streeterville Note
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis
Fair value	10,242	9,793
Unpaid Principal Balance	6,000	6,000
Accrued Interest	651	546
Fair Value Over (Under) Outstanding Balance	$ 3,591	$ 3,247

Balance Sheet Components - Inve

Balance Sheet Components - Inventory and Prelaunch Inventory (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Inventory
Raw material	$ 2,202	$ 2,057
Work in process	6,126	6,517
Finished goods	692	615
Inventory	9,020	9,189
Prepaid expenses and other current assets
Inventory
Capitalized costs	$ 3,000	$ 2,800

Balance Sheet Components - Prop

Balance Sheet Components - Property and Equipment (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Land, Property and Equipment
Total property and equipment at cost	$ 961,000		$ 961,000
Accumulated depreciation	(477,000)		(465,000)
Property and equipment, net	484,000		496,000
Depreciation and amortization expense	12,000	$ 16,000
Land
Land, Property and Equipment
Total property and equipment at cost	396,000		396,000
Lab equipment
Land, Property and Equipment
Total property and equipment at cost	477,000		477,000
Software
Land, Property and Equipment
Total property and equipment at cost	63,000		63,000
Furniture and fixtures
Land, Property and Equipment
Total property and equipment at cost	18,000		18,000
Computers and peripherals
Land, Property and Equipment
Total property and equipment at cost	$ 7,000		$ 7,000

Balance Sheet Components - Inta

Balance Sheet Components - Intangible assets (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Intangible assets
Finite-lived intangible assets, net	$ 14,827
Total intangible assets, net	19,627	$ 20,116
Developed technology
Intangible assets
Total intangible assets	25,000	25,000
Accumulated amortization	(11,111)	(10,694)
Finite-lived intangible assets, net	13,889	14,306
In process research and development
Intangible assets
Total intangible assets	4,800	4,800
Finite-lived intangible assets, net	4,800	4,800
Trademarks
Intangible assets
Total intangible assets	300	300
Accumulated amortization	(133)	(128)
Finite-lived intangible assets, net	167	172
Internal use software costs - registry
Intangible assets
Total intangible assets	1,236	1,236
Accumulated impairment	(371)	(371)
Accumulated amortization	(432)	(370)
Finite-lived intangible assets, net	433	495
Patents
Intangible assets
Total intangible assets	361	361
Accumulated amortization	(23)	(18)
Finite-lived intangible assets, net	$ 338	$ 343

Balance Sheet Components - Amor

Balance Sheet Components - Amortization (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Balance Sheet Components
Amortization expense	$ 489,000	$ 488,000

Balance Sheet Components - Esti

Balance Sheet Components - Estimated future amortization expense (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Balance Sheet Components
Remainder of 2024	$ 1,464
2025	1,952
2026	1,952
2027	1,952
2028	1,952
Thereafter	5,555
Finite-lived intangible assets, net	$ 14,827

Related Party Transactions - BO

Related Party Transactions - BOD Cash compensation (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Related party Transactions
Cash compensation	$ 4,381,000	$ 4,813,000
Affiliated Entity | Board of directors
Related party Transactions
Cash compensation	$ 112,256	$ 68,000

Commitments and Contingencies -

Commitments and Contingencies - Commitments (Details)

1 Months Ended

3 Months Ended

Oct. 25, 2023 USD ($) ft²

Jan. 25, 2022 USD ($)

Jan. 25, 2022 EUR (€)

Dec. 22, 2021 USD ($) item

Dec. 22, 2021 EUR (€) item

Oct. 07, 2021 USD ($)

Oct. 07, 2021 EUR (€)

Apr. 06, 2021 USD ($) ft²

Nov. 30, 2022 USD ($) item

Nov. 30, 2022 EUR (€) item

Oct. 31, 2022 USD ($) item

Oct. 31, 2022 EUR (€) item

May 31, 2022 USD ($) item

May 31, 2022 EUR (€) item

Mar. 31, 2024 USD ($)

Mar. 31, 2023 USD ($)

Dec. 08, 2023

Oct. 24, 2023

Jan. 26, 2022

Commitments and Contingencies

Lease term

2 years

Lease expense under non-cancelable operating lease

$ 4,200

€ 4,000

Total deposit paid

9,500

9,000

Cash paid for operating lease liabilities recognized under operating cash flows

$ 336,000

$ 53,000

Recognition of operating lease - right-of-use asset and operating lease liability

221,000

30,000

General and administrative expense

Commitments and Contingencies

Lease cost

$ 276,000

$ 209,000

If contracts are terminated within 12 months

Commitments and Contingencies

Lease expense under non-cancelable operating lease

$ 4,000

€ 3,817

Office space sub lease

Commitments and Contingencies

Area (in square feet) | ft²

10,526

Extension period

3 years

Lease term

3 years

Monthly base rent for first twelve months

$ 42,000

Monthly base rent for subsequent twelve months

43,000

Monthly base rent for final 12 months

$ 45,000

Leased office premises

Commitments and Contingencies

Extension period

20 months

Leased vehicle

Commitments and Contingencies

Lease term

48 months

48 months

48 months

48 months

Number of vehicles on lease | item

2

2

3

3

Monthly base rent

$ 1,500

€ 1,459

$ 2,200

€ 2,094

Office lease agreement | Leased office premises

Commitments and Contingencies

Extension period

20 months

Lease expense under non-cancelable operating lease

$ 10,500

€ 10,000

Total deposit paid

$ 21,000

€ 20,000

Office lease agreement | Suite 400

Commitments and Contingencies

Area (in square feet) | ft²

5,735

Monthly base rent for first two years

$ 18,000

Monthly base rent for third and fourth year

18,000

Monthly base rent for fifth and sixth year

19,000

Monthly base rent for seventh and eighth year

20,000

Monthly base rent for ninth year

$ 21,000

Office lease agreement | Suite 600

Commitments and Contingencies

Area (in square feet) | ft²

5,263

Monthly base rent for remaining term

$ 22,000

Option to extend the lease

true

Office lease agreement | Suite 600 | Minimum

Commitments and Contingencies

Extension period

1 year

1 year

Office lease agreement | Suite 600 | Maximum

Commitments and Contingencies

Extension period

5 years

3 years

Arval Service Lease Italia Spa agreement | Leased vehicle

Commitments and Contingencies

Lease term

48 months

48 months

Lease expense under non-cancelable operating lease

$ 2,100

€ 2,000

Total deposit paid

$ 20,000

€ 19,000

Number of vehicles on lease | item

2

2

Vehicle lease agreement | Leased vehicle

Commitments and Contingencies

Lease term

48 months

48 months

Lease expense under non-cancelable operating lease

$ 880

€ 833

Total deposit paid

$ 22,000

€ 21,000

Number of vehicles on lease | item

1

1

Commitments and Contingencies_2

Commitments and Contingencies - Additional details of office space lease (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Commitments and Contingencies
Operating lease - right-of-use asset	$ 1,289	$ 1,176
Operating lease liability, current	469	348
Operating lease liability, net of current portion	873	886
Total operating lease liability	$ 1,342	$ 1,234
Weighted-average remaining life (years)	4 years 3 months 7 days	4 years 9 months 3 days
Weighted-average discount rate	19.74%	21.34%

Commitments and Contingencies_3

Commitments and Contingencies - Undiscounted cash payment obligation (Details) - USD ($) $ in Thousands	Mar. 31, 2024	Dec. 31, 2023
Commitments and Contingencies
Remainder of 2024	$ 656
2025	382
2026	254
2027	235
2028	242
2029	249
2030	105
Total undiscounted operating lease payments	2,123
Imputed interest expenses	(781)
Total operating lease liability	1,342	$ 1,234
Less: Operating lease liability, current	469	348
Operating lease liability, net of current portion	$ 873	$ 886

Commitments and Contingencies_4

Commitments and Contingencies - Purchase Commitment (Details) - Manufacturing and Supply Agreement with Glenmark Life Sciences Limited - kg		3 Months Ended
	Sep. 03, 2020	Mar. 31, 2024
Purchase Commitment
License agreement term (in years)	2 years 6 months
Agreement extension term	2 years
License termination term option	12 months
License termination activated upon written notice of material breach of Agreement	90 days
Number of remaining commitments of kilograms		500
Minimum
Purchase Commitment
Number of kilograms of crofelemer per year per agreement	300

Commitments and Contingencies_5

Commitments and Contingencies - Master Services Agreement (Details) - USD ($)	Mar. 31, 2024	Dec. 31, 2023	Mar. 31, 2023	Oct. 05, 2020
Collaborative Arrangements and Non-collaborative Arrangement Transactions
Lease liabilities	$ 1,342,000	$ 1,234,000
Master Services Agreement With Integrium LLC, 2020
Collaborative Arrangements and Non-collaborative Arrangement Transactions
Reduced paid service for achievement of certain milestones				$ 6,000,000
Lease liabilities	$ 504,674		$ 498,000
Master Services Agreement With Integrium LLC, 2020 | Maximum
Collaborative Arrangements and Non-collaborative Arrangement Transactions
Consideration payable on achievement of milestones				$ 12,400,000

Commitments and Contingencies_6

Commitments and Contingencies - Asset Transfer and Transition Commitment Update (Details) - USD ($) $ in Millions		3 Months Ended
	Sep. 25, 2017	Mar. 31, 2024	Mar. 31, 2023
Commitments and Contingencies
Percentage of amount received to be paid to Glenmark	25%
Maximum amount to be received by Glenmark	$ 7
Payments to Glenmark		$ 0	$ 1.9

Commitments and Contingencies_7

Commitments and Contingencies - Revenue Sharing Commitment Update, Joint Venture and Legal Proceedings (Details)		1 Months Ended	3 Months Ended
	Dec. 14, 2017	Jan. 31, 2023 Plant	Mar. 31, 2024 USD ($)
Long term purchase commitment
Number of highly characterized medicinal plants		2,300
Number of plant extracts		3,500
Magdalena Biosciences, Inc.
Long term purchase commitment
Percentage of equity method investment			40%
SEED
Long term purchase commitment
Percentage of revenue sharing commitment	15%
Percentage of revenue sharing commitment after first million dollars of revenue	20%
Payments made to date to SEED | $			$ 0

Commitments and Contingencies_8

Commitments and Contingencies - Joint Venture - Income Statement Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Long term purchase commitment
Loss before income tax	$ (9,368)	$ (12,397)
Income tax expense	0	0
Net loss	(9,368)	(12,397)
Net loss attributable to the Company	(9,226)	$ (12,202)
Magdalena Biosciences, Inc.
Long term purchase commitment
Operating expenses	(40)
Loss before income tax	(40)
Income tax expense	0
Net loss	(40)
Net loss attributable to the Company	$ (16)

Commitments and Contingencies_9

Commitments and Contingencies - Securities Purchase and Licensing Agreement (Details)	Mar. 18, 2024 USD ($) $ / shares shares
Long term purchase commitment
Contract with Customer, Liability	$ 850,000
Initial term of contract	5 years
Gen Ilac Ve Saglik Urunleri Sanayi Ve Ticaret, A.S
Long term purchase commitment
Issuance of common stock (In shares) | shares	16,666,666
Shares Issued, Price Per Share | $ / shares	$ 0.12
Proceeds from issuance of Common stock	$ 2,000,000

Debt - Notes Payable (Details)

Debt - Notes Payable (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Notes payable
Notes designated at Fair Value Option	$ 31,961,000		$ 30,943,000
Total	32,113,000		36,900,000
Less: unamortized discount and debt issuance costs			(1,040,000)
Notes payable, net of discount	32,113,000		35,860,000
Notes payable - non-current, net	21,719,000		30,993,000
Notes payable - current, net	$ 10,394,000		$ 4,867,000
Weighted average interest rate on short-term borrowings	3.24%		5.04%
Cash paid for interest	$ 9,000	$ 6,000
Notes payable
Notes payable
Notes payable - current, net	10,394,000		$ 4,867,000
Royalty Interest
Notes payable
Total			5,635,000
Insurance Financing
Notes payable
Total	52,000		172,000
Tempesta Note
Notes payable
Total	$ 100,000		$ 150,000

Debt - Notes Payable - Future M

Debt - Notes Payable - Future Maturities (Details) $ in Thousands	Mar. 31, 2024 USD ($)
Periods ended December 31,
2025	$ 10,394
2026	21,719
Total	$ 32,113

Debt - Sale of Future Royalty I

Debt - Sale of Future Royalty Interest (Details)

3 Months Ended

Mar. 19, 2024 shares

Mar. 05, 2024 shares

Mar. 01, 2024 shares

Jan. 29, 2024 USD ($) $ / shares shares

Dec. 28, 2023 USD ($) shares

Sep. 29, 2023 USD ($) $ / shares shares

Jun. 28, 2023 USD ($) shares

May 08, 2023 USD ($) item $ / shares shares

Mar. 23, 2023 USD ($) shares

Mar. 17, 2023 USD ($) shares

Feb. 08, 2023 USD ($) shares

Nov. 18, 2022 USD ($) shares

Sep. 30, 2022 USD ($) shares

Aug. 24, 2022 USD ($)

Aug. 17, 2022 USD ($) $ / shares shares

Jul. 25, 2022 USD ($) shares

May 13, 2022 USD ($) shares

Apr. 14, 2022 USD ($)

Mar. 09, 2022 USD ($) shares

Mar. 04, 2022 USD ($) shares

Mar. 02, 2022 USD ($) shares

Feb. 11, 2022 USD ($) shares

Apr. 13, 2021 USD ($) shares

Mar. 08, 2021 USD ($)

Dec. 22, 2020 USD ($)

Nov. 13, 2020 USD ($)

Oct. 31, 2020 USD ($) $ / shares

Oct. 08, 2020 USD ($)

Mar. 31, 2024 USD ($) $ / shares shares

Mar. 31, 2023 USD ($)

Dec. 31, 2023 USD ($) shares

Aug. 14, 2023

Jun. 30, 2023 $ / shares shares

Nov. 01, 2020 $ / shares

Debt Instrument [Line Items]

Convertible preferred stock, shares issued (in shares) | shares

99

178

Gain on extinguishment of debt

$ 1,245,000

Term of warrant

5 years

Minimum

Debt Instrument [Line Items]

Exercise price (in dollars per share) | $ / shares

$ 0.24

Iliad

Debt Instrument [Line Items]

Royalties incurred

$ 227,000

$ 992,000

$ 715,000

$ 750,000

$ 400,000

$ 700,000

$ 800,000

$ 1,100,000

$ 2,400,000

$ 3,000,000

Issuance of common stock (In shares) | shares

4,875,000

3,733

14,533

978

31,546

15,249

24,667

26,667

32,333

23,117

7,843

Streeterville

Debt Instrument [Line Items]

Issuance of common stock (In shares) | shares

8,333,333

10,000,000

Series H convertible preferred stock

Debt Instrument [Line Items]

Convertible preferred stock, shares issued (in shares) | shares

0

0

Series H convertible preferred stock | Streeterville

Debt Instrument [Line Items]

Royalty interest

$ 756,992

Series I convertible preferred stock

Debt Instrument [Line Items]

Convertible preferred stock, shares issued (in shares) | shares

0

56

Issuance of common stock (In shares) | shares

118

Series J

Debt Instrument [Line Items]

Issuance of common stock (In shares) | shares

179

Beginning on March 2021

Debt Instrument [Line Items]

Shortfall restoration period

30 days

October 2020 Purchase Agreement

Debt Instrument [Line Items]

Royalties paid

$ 12,000,000

Aggregate purchase price

$ 6,000,000

Percentage of net sales

10%

Percentage of worldwide revenues

10%

Royalty interest

$ 12,000,000

Royalty discount

$ 6,000,000

Royalty discount rate

77.09%

45.42%

34.51%

Minimum volume weighted average price of stock | $ / shares

$ 0.9105

$ 0.9105

Increase in royalty repayment amount

$ 6,000,000

Additional royalty financings committed

$ 6,000,000

Gain on extinguishment of debt

$ (2,200,000)

$ (2,000,000)

October 2020 Purchase Agreement | Iliad

Debt Instrument [Line Items]

Principal amount

$ 12,000,000

Fair value of notes

6,700,000

$ 6,900,000

Net loss in the fair value

(695,000)

October 2020 Purchase Agreement | Iliad | Minimum

Debt Instrument [Line Items]

Percentage of shares issued and outstanding

4.99%

October 2020 Purchase Agreement | Beginning On April 2021

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

$ 250,000

October 2020 Purchase Agreement | Beginning On October 2021

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

400,000

October 2020 Purchase Agreement | Beginning On April 2022

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

600,000

October 2020 Purchase Agreement | Beginning On October 2022

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

$ 750,000

December 2020 Purchase Agreement

Debt Instrument [Line Items]

Aggregate purchase price

$ 6,000,000

Percentage of net sales

10%

Percentage of worldwide revenues

10%

Minimum monthly royalty repayment amount

$ 750,000

Royalty interest

12,000,000

Royalty discount

$ 6,000,000

Royalty discount rate

23.70%

Royalties incurred

$ 675,000

Issuance of common stock (In shares) | shares

150,000

Gain on extinguishment of debt

(2,700,000)

December 2020 Purchase Agreement | Iliad

Debt Instrument [Line Items]

Principal amount

$ 12,000,000

December 2020 Purchase Agreement | Uptown Park Capital, LLC

Debt Instrument [Line Items]

Fair value of notes

7,900,000

7,500,000

Net loss in the fair value

(407,000)

December 2020 Purchase Agreement | Series H convertible preferred stock | Streeterville

Debt Instrument [Line Items]

Aggregate shares value

1,700,000

December 2020 Purchase Agreement | Series H convertible preferred stock | Uptown Park Capital, LLC

Debt Instrument [Line Items]

Aggregate shares value

757,000

December 2020 Purchase Agreement | Series I convertible preferred stock | Uptown Park Capital, LLC

Debt Instrument [Line Items]

Aggregate shares value

$ 1,500,000

March 2021 Purchase Agreement

Debt Instrument [Line Items]

Aggregate purchase price

$ 5,000,000

Percentage of net sales

10%

Percentage of worldwide revenues

10%

Royalty discount rate

19.36%

Threshold price

$ 10,000,000

Percentage of royalties collected from licenses

50%

Interest expense

448,000

$ 420,000

Carrying value of notes

0

4,600,000

March 2021 Purchase Agreement | Iliad

Debt Instrument [Line Items]

Principal amount

$ 10,000,000

March 2021 Purchase Agreement | Streeterville

Debt Instrument [Line Items]

Aggregate purchase price

$ 3,400,000

Royalty interest

$ 2,000,000

Royalties incurred

$ 2,000,000

Issuance of common stock (In shares) | shares

156,863

153,333

Common stock, par value (in dollars per share) | $ / shares

$ 0.0001

March 2021 Purchase Agreement | Beginning on March 2021

Debt Instrument [Line Items]

Royalty interest

$ 10,000,000

Royalty discount

5,000,000

March 2021 Purchase Agreement | Beginning On April 2021

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

$ 250,000

Increase in royalty repayment, percent

5%

March 2021 Purchase Agreement | Beginning On October 2021

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

$ 400,000

March 2021 Purchase Agreement | Beginning On April 2022

Debt Instrument [Line Items]

Increase in royalty repayment, percent

10%

Royalty instrument, Debt instrument carrying value

$ 600,000

March 2021 Purchase Agreement | Beginning On October 2022

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

$ 750,000

August 2022 Purchase Agreement

Debt Instrument [Line Items]

Gain on extinguishment of debt

(1,000,000)

Fair value

7,100,000

$ 6,800,000

August 2022 Purchase Agreement | Streeterville

Debt Instrument [Line Items]

Aggregate purchase price

$ 4,000,000

Percentage of net sales

10%

Percentage of worldwide revenues

10%

Royalty interest

$ 12,000,000

Royalty discount rate

55.97%

Issuance of common stock (In shares) | shares

1,587,632

Aggregate shares value

$ 165,000

Percentage of royalties collected from licenses

50%

Common stock, par value (in dollars per share) | $ / shares

$ 0.0001

August 2022 Purchase Agreement | Until One Year Anniversary | Streeterville

Debt Instrument [Line Items]

Accrued interest rate on royalty

5%

August 2022 Purchase Agreement | After One Year Anniversary | Streeterville

Debt Instrument [Line Items]

Accrued interest rate on royalty

10%

August 2022 Purchase Agreement | Beginning On September 2022 | Streeterville

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

$ 250,000

August 2022 Purchase Agreement | Beginning On March 2023 | Streeterville

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

400,000

August 2022 Purchase Agreement | Beginning On September 2023 | Streeterville

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

600,000

August 2022 Purchase Agreement | Beginning On March 2024 | Streeterville

Debt Instrument [Line Items]

Minimum monthly royalty repayment amount

$ 750,000

Standstill Agreement

Debt Instrument [Line Items]

Number of royalty interests issued | item

4

Agreement term

6 months

Exercise price (in dollars per share) | $ / shares

$ 0.48

Standstill Agreement | Streeterville Warrants

Debt Instrument [Line Items]

Warrants to purchase shares of Common stock | shares

1,892,808

Standstill Agreement | Iliad Warrants [Member]

Debt Instrument [Line Items]

Warrants to purchase shares of Common stock | shares

826,738

1,711,954

Standstill Agreement | Uptown warrants

Debt Instrument [Line Items]

Warrants to purchase shares of Common stock | shares

1,097,756

2,105,348

Standstill Agreement | Standstill Warrants [Member]

Debt Instrument [Line Items]

Exercise price (in dollars per share) | $ / shares

$ 0.48

$ 0.48

Term of warrant

5 years

Standstill Agreement | Series H convertible preferred stock | Streeterville

Debt Instrument [Line Items]

Royalty interest

$ 1,726,888

Number of shares to be exchanged | shares

105

Global Amendment No 2 to Royalty Interest October 2020 Purchase Agreement | Iliad

Debt Instrument [Line Items]

Warrants to purchase shares of Common stock | shares

232,500

Exercise price (in dollars per share) | $ / shares

$ 0.37

Threshold monthly royalty payment payable

$ 750,000

Term of warrant

5 years

Global Amendment No 2 to Royalty Interest October 2020 Purchase Agreement | Streeterville Warrants

Debt Instrument [Line Items]

Net loss in the fair value

$ (468,000)

Global Amendment No 2 to Royalty Interest December, 2020 Purchase Agreement | Uptown Park Capital, LLC

Debt Instrument [Line Items]

Warrants to purchase shares of Common stock | shares

262,500

Exercise price (in dollars per share) | $ / shares

$ 0.37

Threshold monthly royalty payment payable

$ 750,000

Term of warrant

5 years

Global Amendment No 2 to Royalty Interest August, 2022 Purchase Agreement | Streeterville

Debt Instrument [Line Items]

Warrants to purchase shares of Common stock | shares

255,000

Exercise price (in dollars per share) | $ / shares

$ 0.37

Threshold monthly royalty payment payable

$ 750,000

Term of warrant

5 years

October 2020 royalty interest agreements | Iliad

Debt Instrument [Line Items]

Issuance of common stock (In shares) | shares

8,000,000

Aggregate shares value

$ 836,000

$ 789,000

Royalty Interest Exchange Agreement December 2020 [Member]

Debt Instrument [Line Items]

Number of shares to be exchanged | shares

1,908,651

Partitioned Royalty

$ 1,073,807

Debt - Streeterville Note (Deta

Debt - Streeterville Note (Details) - Streeterville Note		1 Months Ended	3 Months Ended
	Jan. 13, 2021 USD ($)	Jan. 31, 2021	Mar. 31, 2024 USD ($)	Dec. 31, 2023 USD ($)
Debt
Principal amount	$ 6,200,000
Aggregate purchase price	$ 6,000,000
Debt term	4 years
Interest rate (as a percent)	3.25%
Percentage of return bonus payable	1
Percentage of reduction in return bonus		1
Term for initiation of human trials		6 months
Percentage of outstanding balance payable elected to prepay			112.5
Capped percentage of aggregate default	25%
Fair value	$ 6,000,000		$ 10,200,000	$ 9,800,000
Transaction expense	$ 25,000
Net increase in the fair value			$ 450,000
Maximum
Debt
Interest rate (as a percent)	18%
Percentage of gross proceeds received from return			18
Percentage of default effect	15%
Minimum
Debt
Interest rate (as a percent)			1%
Percentage of default effect	5%
Accounts Receivable Purchase Agreement
Debt
Interest rate (as a percent)	25%
Transaction fee	$ 25,000

Debt - Insurance Premium Financ

Debt - Insurance Premium Financing (Details) - USD ($)	1 Months Ended		3 Months Ended
	Mar. 31, 2024	May 31, 2023	Mar. 31, 2024	Dec. 31, 2023
May 2023 First Insurance Financing
Short-term Debt [Line Items]
Principal amount		$ 575,000
Unpaid balance		$ 676,000
Interest rate (as a percent)		8.60%
Finance charge		$ 23,000
Debt term		10 months
Interest expense			$ 7,000
Financing balance	$ 0		0	$ 172,000
March 2024 First Insurance Financing
Short-term Debt [Line Items]
Principal amount	97,000		97,000
Unpaid balance	$ 52,000		$ 52,000
Interest rate (as a percent)	9.30%		9.30%
Finance charge	$ 2,000
Debt term	10 months
Interest expense			$ 0
Financing balance	$ 52,000		$ 52,000

Debt - 2019 Tempesta Notes (Det

Debt - 2019 Tempesta Notes (Details) - Tempesta Note - USD ($)	1 Months Ended	3 Months Ended
	Oct. 31, 2019	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023
Debt Instrument [Line Items]
Cash received in the settlement	$ 50,000
Principal amount	$ 550,000
Common stock issued in exchange of debt	13,333
Interest rate (as a percent)	2.50%
Semi-annual principal and interest payments	$ 50,000
Interest expense		$ 1,000	$ 3,000
Carrying value of notes		$ 100,000		$ 150,000

Warrants - Warrants outstanding

Warrants - Warrants outstanding and exercisable (Details) - shares	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023
Warrants
Warrants outstanding, beginning balance	12,109,807	7,505
Issuances		12,102,302
Expirations and cancelations	(7,542,409)
Warrants outstanding, ending balance	4,567,398	12,109,807

Warrants - Agreements 2 (Detail

Warrants - Agreements 2 (Details)	Feb. 29, 2024 shares	Feb. 27, 2024 shares	May 08, 2023 USD ($) $ / shares shares	Mar. 31, 2024 Y $ / shares	Feb. 15, 2024 $ / shares	Sep. 29, 2023 USD ($) $ / shares shares	Aug. 14, 2023 USD ($) $ / shares shares	Jun. 30, 2023 $ / shares shares	May 10, 2023 shares	Mar. 31, 2023 $ / shares	Mar. 10, 2023 $ / shares
PIPE warrant exchange ratio		0.4
Term of warrant							5 years
Common Stock
Share Price				$ 0.09
Shares issued on conversion on common stock | shares	3,050,000	18,837,500
Minimum
Exercise price (in dollars per share)				$ 0.24
Share Price											$ 1
Maximum
Exercise price (in dollars per share)										$ 0.88
Share Price					$ 0.10
PIPE Purchase Agreement
Exercise price (in dollars per share)			$ 0.48
Proceeds from Issuance of Private Placement | $			$ 1,860,000
Term of warrant			5 years
Standstill Agreement
Exercise price (in dollars per share)			$ 0.48
Warrants | $			$ 2,500,000
Share Price			$ 0.73
Standstill Agreement | Expected life
Warrants - Measurement input | Y				5
Standstill Agreement | Volatility
Warrants - Measurement input			1.1888
Standstill Agreement | Risk free rate
Warrants - Measurement input			0.0349
PIPE Warrants
Shares converted | shares		7,535,000
PIPE Warrants | Expected life
Warrants - Measurement input | Y				5
PIPE Amendment Warrants
Warrants to purchase shares of Common stock | shares							685,000
Exercise price (in dollars per share)							$ 0.48
Warrants | $							$ 1,200,000
Share Price							$ 0.72
PIPE Amendment Warrants | Volatility
Warrants - Measurement input							1.4595
PIPE Amendment Warrants | Risk free rate
Warrants - Measurement input							0.0337
Royalty Interest Global Amendment Warrants
Exercise price (in dollars per share)						$ 0.37
Warrants | $						$ 173,000
Share Price						$ 0.26
Term of warrant						5 years
Royalty Interest Global Amendment Warrants | Expected life
Warrants - Measurement input | $						5
Royalty Interest Global Amendment Warrants | Volatility
Warrants - Measurement input						139.53
Royalty Interest Global Amendment Warrants | Risk free rate
Warrants - Measurement input						4.6
Series G Preferred Stock | PIPE Purchase Agreement
Number of shares issued | shares			137
Common stock, par value (in dollars per share)			$ 0.0001
Warrants to purchase shares of Common stock | shares			6,850,000						6,850,000
Standstill Warrants | Standstill Agreement
Exercise price (in dollars per share)			$ 0.48					$ 0.48
Term of warrant			5 years
Iliad Warrants | Standstill Agreement
Warrants to purchase shares of Common stock | shares			826,738					1,711,954
Iliad Warrants | Royalty Interest Global Amendment Warrants
Warrants to purchase shares of Common stock | shares						232,500
Uptown warrants | Standstill Agreement
Warrants to purchase shares of Common stock | shares			1,097,756					2,105,348
Uptown warrants | Royalty Interest Global Amendment Warrants
Warrants to purchase shares of Common stock | shares						262,500
Streeterville Warrants | Standstill Agreement
Warrants to purchase shares of Common stock | shares			1,892,808
Streeterville Warrants | Royalty Interest Global Amendment Warrants
Warrants to purchase shares of Common stock | shares						255,000
Exercise price (in dollars per share)						$ 0.37
Series G Preferred Stock
Shares converted | shares	122

Preferred Stock (Details)

Preferred Stock (Details) - shares	Mar. 31, 2024	Dec. 31, 2023	Oct. 04, 2022	Sep. 30, 2020
Class of Stock [Line Items]
Shares designated	7,535,013	7,534,834
Issued	99	178
Outstanding	99	178
Shares Authorized	10,000,000	10,000,000
Series A
Class of Stock [Line Items]
Shares designated	5,524,926	5,524,926
Issued	0	0
Outstanding	0	0		5,524,926
Series B
Class of Stock [Line Items]
Shares designated	11,000	11,000
Issued	0	0
Outstanding	0	0
Series B-1
Class of Stock [Line Items]
Shares designated	63	63
Issued	0	0
Outstanding	0	0
Series B-2
Class of Stock [Line Items]
Shares designated	10,165	10,165
Issued	0	0
Outstanding	0	0
Series C
Class of Stock [Line Items]
Shares designated	1,011,000	1,011,000
Issued	0	0
Outstanding	0	0
Series D
Class of Stock [Line Items]
Shares designated	977,300	977,300
Issued	0	0
Outstanding	0	0
Series E
Class of Stock [Line Items]
Shares designated	10	10
Issued	0	0
Outstanding	0	0	0
Series F
Class of Stock [Line Items]
Shares designated	10	10
Issued	0	0
Outstanding	0	0
Series G
Class of Stock [Line Items]
Shares designated	137	137
Issued	0
Outstanding	0	122
Series H
Class of Stock [Line Items]
Shares designated	105	105
Issued	0	0
Outstanding	0	0
Shares Authorized	10,000,000	10,000,000
Series I
Class of Stock [Line Items]
Shares designated	118	118
Issued	0	56
Outstanding	0	56
Shares Authorized	10,000,000	10,000,000
Series J
Class of Stock [Line Items]
Shares designated	179
Outstanding	99

Preferred Stock - Series B-2 Co

Preferred Stock - Series B-2 Convertible Preferred Stock (Details) - shares	1 Months Ended
	Dec. 31, 2020	Oct. 31, 2020	Jan. 31, 2020	Mar. 31, 2024	Dec. 31, 2023	Dec. 31, 2019
Convertible preferred stock, shares outstanding (in shares)				99	178
Series B-2 Preferred Stock
Convertible preferred stock, shares outstanding (in shares)				0	0
Oasis Capital | Series B-2 Preferred Stock
Conversion of stock, forward contract exercisable convertible						412,074
Conversion of stock, common shares, convertible shares						231,709
Preferred stock convertible shares issuable						10,165
Shares converted	6,559	975	2,631
Shares issued on conversion on common stock	415,403	166,728	166,630
Convertible preferred stock, shares outstanding (in shares)	0

Preferred Stock - Series C Perp

Preferred Stock - Series C Perpetual Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended
	Sep. 30, 2020	Mar. 31, 2024	Dec. 31, 2023
Convertible preferred stock, shares outstanding (in shares)		99	178
Series A
Convertible preferred stock, shares outstanding (in shares)	5,524,926	0	0
Series C perpetual preferred stock
Convertible preferred stock, shares outstanding (in shares)		0	0
Iliad | Series C perpetual preferred stock
Number of shares issued for convertible preferred stock	842,500
Convertible preferred stock, par value (in dollars per share)	$ 0.0001
Accreted value	$ 11.2
Gross proceeds from the issuance of common stock	2.3
Carrying value	$ 2.6
Percentage increase in the outstanding balance	5%

Preferred Stock - Series E Pref

Preferred Stock - Series E Preferred Stock (Details) - USD ($)	Oct. 04, 2022	Aug. 18, 2022	Mar. 31, 2024	Dec. 31, 2023
Convertible preferred stock, shares issued (in shares)			99	178
Preferred Stock, Shares Outstanding			99	178
Series E perpetual preferred stock
Convertible preferred stock, shares issued (in shares)			0	0
Shares redeemed	10
Preferred Stock, Shares Outstanding	0		0	0
Certain investors | Securities Purchase Agreement | Series E perpetual preferred stock
Convertible preferred stock, shares issued (in shares)		10
Convertible preferred stock, par value (in dollars per share)		$ 0.0001
Aggregate proceeds		$ 100

Preferred Stock - Series F Pref

Preferred Stock - Series F Preferred Stock (Details) - USD ($)	Nov. 11, 2022	Mar. 31, 2024	Dec. 31, 2023
Convertible preferred stock, shares issued (in shares)		99	178
Series F perpetual preferred stock
Convertible preferred stock, shares issued (in shares)		0	0
Certain investors | Securities Purchase Agreement | Series F perpetual preferred stock
Convertible preferred stock, shares issued (in shares)	10
Convertible preferred stock, par value (in dollars per share)	$ 0.0001
Aggregate proceeds	$ 100

Preferred Stock - Series G Pref

Preferred Stock - Series G Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Millions	Feb. 29, 2024	Feb. 27, 2024	May 08, 2023	Mar. 31, 2024	Dec. 31, 2023
Preferred Stock, Shares Issued				99	178
Common Stock
Shares issued on conversion on common stock	3,050,000	18,837,500
Series G Preferred Stock
Preferred Stock, Shares Issued				0
Shares converted	122
Certain investors | Securities Purchase Agreement | Series G Preferred Stock
Preferred Stock, Shares Issued			137
Convertible preferred stock, par value (in dollars per share)			$ 0.0001
Warrants to purchase shares of Common stock			6,850,000
Exercise price (in dollars per share)			$ 0.48
Proceeds from Issuance of Private Placement			$ 1.9

Preferred Stock - Series H Pref

Preferred Stock - Series H Preferred Stock (Details) - USD ($)	Jun. 28, 2023	Mar. 31, 2024	Dec. 31, 2023
Convertible preferred stock, shares outstanding (in shares)		99	178
Series H convertible preferred stock
Convertible preferred stock, shares outstanding (in shares)		0	0
Series H convertible preferred stock | Uptown Park Capital, LLC | December 2020 Purchase Agreement
Aggregate shares issued	32
Aggregate shares value	$ 757,000
Series H convertible preferred stock | Streeterville | December 2020 Purchase Agreement
Aggregate shares issued	73
Aggregate shares value	$ 1,700,000

Preferred Stock - Series I Pref

Preferred Stock - Series I Preferred Stock (Details) - USD ($)	Jan. 15, 2024	Sep. 29, 2023
Common Stock
Number of shares issued for convertible preferred stock	2,696,456
Series I convertible preferred stock
Shares converted	56
Series I convertible preferred stock | Uptown Park Capital, LLC | December 2020 Purchase Agreement
Aggregate shares issued		118
Aggregate shares value		$ 1,500,000

Preferred Stock - Series J Pref

Preferred Stock - Series J Preferred Stock (Details) - shares	Mar. 31, 2024	Dec. 31, 2023
Preferred Stock
Preferred Stock, Shares Issued	99	178

Temporary Equity (Details)

Temporary Equity (Details) - USD ($)	Mar. 19, 2024	Mar. 05, 2024	Mar. 31, 2024	Mar. 01, 2024	Dec. 31, 2023
Temporary Equity
Outstanding			99		0
Streeterville
Temporary Equity
Issuance of common stock (In shares)	8,333,333	10,000,000
Price per share	$ 0.12
Series J Preferred Stock
Temporary Equity
Right to exchange shares at per share price				$ 25,000
Outstanding			99
Series J Preferred Stock | Streeterville
Temporary Equity
Shares issued				$ 179
Series J Perpetual Preferred Stock
Temporary Equity
Surrender and cancellation of shares	40	40
Outstanding					0

Stockholders' Equity - Reserved

Stockholders' Equity - Reserved shares and Common stock (Details)				3 Months Ended
	Jan. 23, 2023	Sep. 08, 2021	Sep. 03, 2021	Mar. 31, 2024 Vote $ / shares shares	Dec. 31, 2023 $ / shares shares	Sep. 30, 2022 $ / shares shares	Sep. 29, 2022 shares
Shares of common stock reserved for issuance
Options issued and outstanding				26,084	26,262
Options available for grant under stock option plans				4,303,288	626,342
Restricted stock unit awards issued and outstanding				2,702,070	2,708,136
Warrants issued and outstanding				4,567,398	11,424,807
Total				11,600,352	14,787,059
Number of voting rights entitled for each share of common stock held | Vote				1
Reverse stock split ratio	0.0133	0.33	0.33
Total shares authorized				358,000,000
Preferred stock, shares authorized (in shares)				10,000,000	10,000,000
Inducement options issued and outstanding
Shares of common stock reserved for issuance
Options issued and outstanding				1,512	1,512
Common Stock | Common stock - voting
Shares of common stock reserved for issuance
Common stock, par value (in dollars per share) | $ / shares				$ 0.0001	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)				298,000,000	298,000,000	298,000,000	150,000,000
Common Stock | Common stock - non-voting
Shares of common stock reserved for issuance
Common stock, par value (in dollars per share) | $ / shares				$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)				50,000,000	50,000,000
Convertible non-voting common stock
Shares of common stock reserved for issuance
Reverse stock split ratio				1

Stockholders' Equity - Reverse

Stockholders' Equity - Reverse Stock Split and ATM (Details) $ in Millions							3 Months Ended
	Jan. 23, 2023	Feb. 02, 2022 USD ($)	Feb. 01, 2022 USD ($)	Dec. 10, 2021 USD ($)	Sep. 08, 2021	Sep. 03, 2021	Mar. 31, 2024 USD ($) shares
Reverse stock split ratio	0.0133				0.33	0.33
December 2021 ATM Agreement
Issuance of common stock (In shares) | shares							130,894,636
Proceeds from issuance of Common stock							$ 11.3
December 2021 ATM Agreement | Maximum
Aggregate offering price		$ 75		$ 15
December 2021 ATM Agreement | Minimum
Aggregate offering price			$ 15

Stockholders' Equity- Noncontro

Stockholders' Equity- Noncontrolling Interest (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023	Dec. 31, 2023	Dec. 31, 2021
Collaborative Arrangements and Non-collaborative Arrangement Transactions
Noncontrolling interest	$ (180,000)		$ (64,000)
Decrease in noncontrolling interest	$ 116,000	$ 1
Napo Therapeutics
Collaborative Arrangements and Non-collaborative Arrangement Transactions
Noncontrolling interest				$ 242,000

Stock-Based Compensation - Summ

Stock-Based Compensation - Summary of Stock Incentive Plans (Details) - $ / shares				1 Months Ended	3 Months Ended	12 Months Ended
	Apr. 13, 2022	Jun. 16, 2020	May 12, 2015	Nov. 30, 2013	Mar. 31, 2024	Dec. 31, 2023	Dec. 31, 2022
Stock-based Compensation
Option outstanding					26,084	26,262
Options available for grant under stock option plans					4,303,288	626,342
Shares Available for Grant
Beginning balance (in shares)					626,342
Ending balance (in shares)					4,303,288	626,342
Stock Options Outstanding
Beginning balance (in shares)					26,262
Ending balance (in shares)					26,084	26,262
RSUs Outstanding
Beginning balance (in shares)					2,708,136
Ending balance (in shares)					2,702,070	2,708,136
Options vested, exercisable and expected to vest
Weighted average grant date fair value of stock options granted (in dollars per share)					$ 0	$ 0
Number of options vested (in shares)					271	1,524
Weighted average fair value of options vested on grant date					$ 336.43	$ 273.62
Stock options
Stock-based Compensation
Option outstanding					27,596	27,774	28,079
Stock Options Outstanding
Beginning balance (in shares)					27,774	28,079
Options exercised (in shares)					0		0
Options cancelled (in shares)					(178)	(305)
Ending balance (in shares)					27,596	27,774	28,079
Weighted Average Stock Option Exercise Price
Beginning balance (in dollars per share)					$ 596	$ 592.73
Options cancelled (in dollars per share)					362.34	327.81
Ending balance (in dollars per share)					$ 597	$ 596	$ 592.73
Weighted Average Remaining Contractual Life (Years)
Weighted Average Remaining Contractual Life (Years)					5 years 11 months 23 days	6 years 2 months 15 days	7 years 2 months 8 days
Options vested, exercisable and expected to vest
Options exercisable (in shares)					27,465
Options exercisable (in dollars per share)					$ 598.24
Options exercisable (in years)					5 years 11 months 19 days
Options vested and expected to vest (in shares)					27,594
Options vested and expected to vest (in dollars per share)					$ 597.16
Options vested and expected to vest (in years)					5 years 11 months 23 days
Options exercised (in shares)					0		0
Stock options and RSUs
Stock-based Compensation
Options available for grant under stock option plans					4,303,288	626,342	122,978
Shares Available for Grant
Beginning balance (in shares)					626,342	122,978
Additional shares authorized (in shares)					3,670,702	3,166,330
Options cancelled (in shares)					178	305
RSUs granted (in shares)						(2,690,320)
RSUs exercised					125
RSUs cancelled					5,941	5,241
RSUs vested and released (in shares)						21,808
Ending balance (in shares)					4,303,288	626,342	122,978
RSUs Outstanding
RSUs vested and released (in shares)						21,808
Restricted stock units issued and outstanding
Shares Available for Grant
RSUs vested and released (in shares)						(21,808)
RSUs Outstanding
Beginning balance (in shares)					2,708,136	44,865
RSUs Granted (in shares)						2,690,320
RSUs Exercised (in shares)					(125)
RSUs vested and released (in shares)						(21,808)
RSUs Cancelled (in shares)					(5,941)	(5,241)
Ending balance (in shares)					2,702,070	2,708,136	44,865
2013 Plan
Stock-based Compensation
Option shares outstanding					0	0
2013 Plan | Stock options
Stock Options Outstanding
Options granted (in shares)				0
2014 Plan
Stock-based Compensation
Incentive stock option term			10 years
Increase in share reserve based on outstanding number of shares (as a percent)			2%
Option outstanding					27,596	26,262
Options available for grant under stock option plans					4,302,288	626,342
Shares Available for Grant
Beginning balance (in shares)					626,342
Additional shares authorized (in shares)	2,417,660
Ending balance (in shares)					4,302,288	626,342
Stock Options Outstanding
Beginning balance (in shares)					26,262
Ending balance (in shares)					27,596	26,262
2020 Inducement Award Plan
Stock-based Compensation
Incentive stock option term		10 years
Options available for grant under stock option plans		2,222
Number of shares reserved for issuance	500,000
Shares Available for Grant
Ending balance (in shares)		2,222
2020 New Employee Inducement Award Plan
Stock-based Compensation
Option outstanding					1,512	1,512
Options available for grant under stock option plans					498,488	6,967
Number of shares reserved for issuance	971,833
Shares Available for Grant
Beginning balance (in shares)					6,967
Additional shares authorized (in shares)	471,833					498,448
Ending balance (in shares)					498,488	6,967
Stock Options Outstanding
Beginning balance (in shares)					1,512
Ending balance (in shares)					1,512	1,512
Common Stock
Options vested, exercisable and expected to vest
Share Price					$ 0.09
Participants Voting Power More than Ten Percent | 2014 Plan
Stock-based Compensation
Incentive stock option term			5 years
Participants Voting Power More than Ten Percent | 2020 Inducement Award Plan
Stock-based Compensation
Incentive stock option term		5 years

Stock-Based Compensation - Stoc

Stock-Based Compensation - Stock-Based Compensation (Details) - USD ($)	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Stock-based Compensation
Total stock-based compensation expense	$ 581,000	$ 480,000
Research and development expense
Stock-based Compensation
Total stock-based compensation expense	289,000	227,000
Sales and marketing expense
Stock-based Compensation
Total stock-based compensation expense	40,000	49,000
General and administrative expense
Stock-based Compensation
Total stock-based compensation expense	252,000	$ 204,000
Stock options and RSUs
Stock-based Compensation
Unrecognized stock-based compensation expense	$ 28,968
Expected weighted average period to be recognized	2 months 8 days

Stock-Based Compensation - 401(

Stock-Based Compensation - 401(k) Plan (Details)	3 Months Ended
	Mar. 31, 2024 USD ($)
Stock-Based Compensation
Employer contributions to the plan	$ 0

Net Loss Per Share (Details)

Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2024	Mar. 31, 2023
Net Loss Per Share
Net loss attributable to common stockholders (basic)	$ (9,226)	$ (12,202)
Net loss attributable to common stockholders (diluted)	$ (9,226)	$ (12,202)
Shares used to compute net loss per common share, basic (in shares)	158,842,297	5,109,609
Shares used to compute net loss per common share, diluted (in shares)	158,842,297	5,109,609
Net loss per share attributable to common shareholders, basic (in dollars per share)	$ (0.06)	$ (2.39)
Net loss per share attributable to common shareholders, diluted (in dollars per share)	$ (0.06)	$ (2.39)

Net Loss Per Share - Excluded F

Net Loss Per Share - Excluded From Calculation (Details) - shares	3 Months Ended	12 Months Ended
	Mar. 31, 2024	Dec. 31, 2023	May 14, 2024
Outstanding common stock equivalents have been excluded from diluted net loss per common share
Total (in shares)	7,297,064	14,160,717
Subsequent event
Outstanding common stock equivalents have been excluded from diluted net loss per common share
Common stock, shares issued (in shares)			19,874,088
Options issued and outstanding
Outstanding common stock equivalents have been excluded from diluted net loss per common share
Total (in shares)	26,084	26,262
Inducement options issued and outstanding
Outstanding common stock equivalents have been excluded from diluted net loss per common share
Total (in shares)	1,512	1,512
Restricted stock units issued and outstanding
Outstanding common stock equivalents have been excluded from diluted net loss per common share
Total (in shares)	2,702,070	2,708,136
Warrants issued and outstanding
Outstanding common stock equivalents have been excluded from diluted net loss per common share
Total (in shares)	4,567,398	11,424,807

Segment Data (Details)

Segment Data (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2024 USD ($) segment	Mar. 31, 2023 USD ($)	Dec. 31, 2023 USD ($)
Segment Information
Number of reportable segments | segment	2
Segment net loss	$ (9,368)	$ (12,397)
Segment assets	55,389		$ 50,763
Human Health
Segment Information
Segment net loss	(4,601)	(6,539)
Animal Health
Segment Information
Segment net loss	(4,767)	(5,858)
Product revenue, net
Segment Information
Revenue from external customers	2,351	1,972
Product revenue, net | Human Health
Segment Information
Revenue from external customers	2,303	1,927
Product revenue, net | Animal Health
Segment Information
Revenue from external customers	48	$ 45
Operating Segments
Segment Information
Segment assets	205,709		195,479
Operating Segments | Human Health
Segment Information
Segment assets	42,154		42,289
Operating Segments | Animal Health
Segment Information
Segment assets	163,555		153,190
Segment Reconciling Items
Segment Information
Segment assets	(29,232)		(29,232)
Intersegment Eliminations
Segment Information
Segment assets	$ (121,088)		$ (115,484)

Subsequent Events (Details)

Subsequent Events (Details) - Subsequent event - USD ($) $ in Millions		1 Months Ended
	Apr. 12, 2024	May 14, 2024
License agreement with United Kingdom-based Venture Life Group PLC for Gelclair
Subsequent Events.
License agreement term	5 years
December 2021 ATM Agreement
Subsequent Events.
Number of shares issued		19,863,548
Total net proceeds		$ 2.2