Cover
Cover - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 02, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Jun. 30, 2024 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2024 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-37348 | |
Entity Registrant Name | Corbus Pharmaceuticals Holdings, Inc. | |
Entity Central Index Key | 0001595097 | |
Entity Tax Identification Number | 46-4348039 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 500 River Ridge Drive | |
Entity Address, City or Town | Norwood | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02062 | |
City Area Code | (617) | |
Local Phone Number | 963-0100 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | CRBP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 12,043,940 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 23,686 | $ 13,724 |
Investments | 123,339 | 7,182 |
Restricted cash | 285 | 192 |
Prepaid expenses and other current assets | 1,001 | 2,448 |
Total current assets | 148,311 | 23,546 |
Restricted cash | 385 | 478 |
Property and equipment, net | 671 | 973 |
Operating lease right of use assets | 2,612 | 3,063 |
Other assets | 0 | 212 |
Total assets | 151,979 | 28,272 |
Current liabilities: | ||
Notes payable | 77 | 301 |
Accounts payable | 1,152 | 3,179 |
Accrued expenses | 10,488 | 11,030 |
Derivative liability | 0 | 39 |
Operating lease liabilities, current | 1,519 | 1,437 |
Loan payable | 10,744 | 15,908 |
Total current liabilities | 23,980 | 31,894 |
Other long-term liabilities | 0 | 44 |
Operating lease liabilities, noncurrent | 2,456 | 3,239 |
Total liabilities | 26,436 | 35,177 |
Stockholders' equity | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized, no sharesissued and outstanding at June 30, 2024 and December 31, 2023. | 0 | 0 |
Common stock, $0.0001 par value; 300,000,000 shares authorized,11,498,917 and 4,423,683 shares issued and outstanding at June 30, 2024 and December 31, 2023, respectively | 1 | 0 |
Additional paid-in capital | 579,510 | 429,780 |
Accumulated deficit | (453,580) | (436,684) |
Accumulated other comprehensive loss | (388) | (1) |
Total stockholders equity (deficit) | 125,543 | (6,905) |
Total liabilities and stockholders’ equity | $ 151,979 | $ 28,272 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Shares Issued | 0 | 0 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Common Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock, Shares Authorized | 300,000,000 | 300,000,000 |
Common Stock, Shares, Issued | 11,498,917 | 4,423,683 |
Common Stock, Shares, Outstanding | 11,498,917 | 4,423,683 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Operating expenses: | ||||
Research and development | $ 6,865 | $ 4,249 | $ 12,627 | $ 17,637 |
General and administrative | 4,123 | 3,940 | 7,984 | 7,849 |
Total operating expenses | 10,988 | 8,189 | 20,611 | 25,486 |
Operating loss | (10,988) | (8,189) | (20,611) | (25,486) |
Other income (expense), net: | ||||
Other income, net | 695 | 183 | 3,604 | 412 |
Interest income | 906 | 232 | 1,568 | 494 |
Interest expense | (652) | (1,008) | (1,491) | (1,948) |
Change in fair value of derivative liability | 11 | 0 | 39 | 0 |
Foreign currency transaction (loss) gain, net | 31 | (2) | (5) | (1) |
Other income (expense), net | 991 | (595) | 3,715 | (1,043) |
Net loss | $ (9,997) | $ (8,784) | $ (16,896) | $ (26,529) |
Net loss per share, basic | $ (0.9) | $ (2.05) | $ (1.75) | $ (6.27) |
Net loss per share, diluted | $ (0.9) | $ (2.05) | $ (1.75) | $ (6.27) |
Weighted average number of common shares outstanding, basic | 11,053,241 | 4,277,701 | 9,681,875 | 4,229,894 |
Weighted average number of common shares outstanding, diluted | 11,053,241 | 4,277,701 | 9,681,875 | 4,229,894 |
Comprehensive loss: | ||||
Net Income (Loss) | $ (9,997) | $ (8,784) | $ (16,896) | $ (26,529) |
Other comprehensive (loss) income : | ||||
Change in unrealized (loss) gain on marketable debt securities | (59) | 45 | (387) | 103 |
Total other comprehensive (loss) income | (59) | 45 | (387) | 103 |
Total comprehensive loss | $ (10,056) | $ (8,739) | $ (17,283) | $ (26,426) |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | AOCI Attributable to Parent [Member] |
Beginning balance, value at Dec. 31, 2022 | $ 32,990 | $ 0 | $ 425,196 | $ (392,080) | $ (126) |
Beginning balance, shares at Dec. 31, 2022 | 4,171,297 | ||||
Issuance of common stock, net of issuance costs | 102 | 102 | |||
Issuance of common stock, net of issuance costs, shares | 13,164 | ||||
Stock-based compensation expense | 1,850 | 1,850 | |||
Issuance of common stock upon exercise of stock options | 130 | 130 | |||
Issuance of common stock upon exercise of stock options, shares | 43,836 | ||||
Change in unrealized gain (loss) on marketable debt securities | 103 | 103 | |||
Issuance of common stock upon conversion of K2 Loan and Security Agreement, Shares | 194,444 | ||||
Issuance of common stock upon conversion of K2 Loan and Security Agreement, Value | 875 | 875 | |||
Net Income (Loss) | (26,529) | (26,529) | |||
Ending balance, value at Jun. 30, 2023 | 9,521 | $ 0 | 428,153 | (418,609) | (23) |
Ending balance, shares at Jun. 30, 2023 | 4,422,741 | ||||
Beginning balance, value at Mar. 31, 2023 | 16,459 | $ 0 | 426,352 | (409,825) | (68) |
Beginning balance, shares at Mar. 31, 2023 | 4,215,133 | ||||
Issuance of common stock, net of issuance costs | 103 | 103 | |||
Issuance of common stock, net of issuance costs, shares | 13,164 | ||||
Stock-based compensation expense | 823 | 823 | |||
Change in unrealized gain (loss) on marketable debt securities | 45 | 45 | |||
Issuance of common stock upon conversion of K2 Loan and Security Agreement, Shares | 194,444 | ||||
Issuance of common stock upon conversion of K2 Loan and Security Agreement, Value | 875 | 875 | |||
Net Income (Loss) | (8,784) | (8,784) | |||
Ending balance, value at Jun. 30, 2023 | 9,521 | $ 0 | 428,153 | (418,609) | (23) |
Ending balance, shares at Jun. 30, 2023 | 4,422,741 | ||||
Beginning balance, value at Dec. 31, 2023 | (6,905) | $ 0 | 429,780 | (436,684) | (1) |
Beginning balance, shares at Dec. 31, 2023 | 4,423,683 | ||||
Issuance of common stock, net of issuance costs | 144,395 | $ 1 | 144,394 | ||
Issuance of common stock, net of issuance costs, shares | 6,794,537 | ||||
Stock-based compensation expense | 2,270 | 2,270 | |||
Issuance of common stock upon exercise of stock options | $ 1,941 | 1,941 | |||
Issuance of common stock upon vesting of restricted stock, shares | 3,764 | ||||
Issuance of common stock upon exercise of stock options, shares | 134,076 | 134,076 | |||
Change in unrealized gain (loss) on marketable debt securities | $ (387) | (387) | |||
Issuance of common stock upon conversion of K2 Loan and Security Agreement, Shares | 142,857 | ||||
Issuance of common stock upon conversion of K2 Loan and Security Agreement, Value | 1,125 | 1,125 | |||
Net Income (Loss) | (16,896) | (16,896) | |||
Ending balance, value at Jun. 30, 2024 | 125,543 | $ 1 | 579,510 | (453,580) | (388) |
Ending balance, shares at Jun. 30, 2024 | 11,498,917 | ||||
Beginning balance, value at Mar. 31, 2024 | 96,965 | $ 1 | 540,876 | (443,583) | (329) |
Beginning balance, shares at Mar. 31, 2024 | 10,507,237 | ||||
Issuance of common stock, net of issuance costs | 35,631 | 35,631 | |||
Issuance of common stock, net of issuance costs, shares | 881,399 | ||||
Stock-based compensation expense | 1,288 | 1,288 | |||
Issuance of common stock upon exercise of stock options | 1,715 | 1,715 | |||
Issuance of common stock upon vesting of restricted stock, shares | 436 | ||||
Issuance of common stock upon exercise of stock options, shares | 109,845 | ||||
Change in unrealized gain (loss) on marketable debt securities | (59) | (59) | |||
Net Income (Loss) | (9,997) | (9,997) | |||
Ending balance, value at Jun. 30, 2024 | $ 125,543 | $ 1 | $ 579,510 | $ (453,580) | $ (388) |
Ending balance, shares at Jun. 30, 2024 | 11,498,917 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (16,896) | $ (26,529) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 2,270 | 1,850 |
Depreciation expense | 302 | 340 |
Net amortization on discount of investments | (1,867) | (279) |
Amortization of debt discount | 320 | 430 |
Other | (41) | (2) |
Changes in operating assets and liabilities: | ||
Decrease (increase) in prepaid expenses and other current assets | 1,653 | (699) |
Decrease (increase) in other assets | 212 | (57) |
Decrease in operating lease right of use asset | 451 | 398 |
(Decrease) increase in other long-term liabilities | (44) | 2,500 |
Decrease in accounts payable | (2,027) | (664) |
(Decrease) increase in accrued expenses | (542) | 420 |
Decrease in operating lease liabilities | (701) | (624) |
Net cash used in operating activities | (16,910) | (22,916) |
Cash flows from investing activities: | ||
Purchases of investments | (130,725) | (23,930) |
Proceeds from sales and maturities of investments | 16,050 | 38,287 |
Net cash (used in) provided by investing activities | (114,675) | 14,357 |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock, net | 146,130 | 207 |
Repayment of notes payable | (224) | (302) |
Repayment of long-term borrowings | (4,359) | 0 |
Net cash provided by (used in) financing activities | 141,547 | (95) |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 9,962 | (8,654) |
Cash, cash equivalents, and restricted cash at beginning of the period | 14,394 | 17,673 |
Cash, cash equivalents, and restricted cash at end of the period | 24,356 | 9,019 |
Supplemental disclosure of cash flow information and non-cash transactions: | ||
Cash paid during the period for interest | 984 | 1,322 |
Proceeds from issuance of common stock not yet received | 0 | 41 |
Write off of fully depreciated property and equipment | 0 | 178 |
Common stock issuance costs not yet paid | 75 | 0 |
Issuance of common stock for conversion of convertible debt | $ 1,125 | $ 875 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||
Net Income (Loss) | $ (9,997) | $ (8,784) | $ (16,896) | $ (26,529) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 shares | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | On June 14, 2024 , Yong Ben M.D., a member of the board of directors , adopted a Rule 10b5-1 plan providing for the sale of up to 10,607 shares of the Company’s common stock. Pursuant to this plan, Dr. Ben may sell shares of common stock beginning on September 12, 2024, subject to the terms of the agreement, and the plan terminates on September 11, 2025 . The trading arrangement is intended to satisfy the affirmative defense of Rule 10b5-1(c). No other directors or officers adopted , modified or terminated a Rule 10b5-1 trading arrangement or a non-Rule 10b5-1 trading arrangement (as defined in Item 408(c) of Regulation S-K) during the second quarter of 2024. |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Rule 10b5-1 Arrangement Modified | false |
Non Rule 10b5-1 Arrangement Modified | false |
YongBen [Member] | |
Trading Arrangements, by Individual | |
Name | Yong Ben |
Title | board of directors |
Rule 10b5-1 Arrangement Adopted | true |
Adoption Date | June 14, 2024 |
Rule 10b5-1 Arrangement Terminated | true |
Termination Date | September 11, 2025 |
Arrangement Duration | 365 days |
Aggregate Available | 10,607 |
NATURE OF BUSINESS AND BASIS OF
NATURE OF BUSINESS AND BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
NATURE OF BUSINESS AND BASIS OF PRESENTATION | 1. NATURE OF BUSINESS AND BASIS OF PRESENTATION Nature of Business Corbus Pharmaceuticals Holdings, Inc. (the "Company" or "Corbus") is a precision oncology company with a diversified portfolio and is committed to helping people defeat serious illness by bringing innovative scientific approaches to well-understood biological pathways. Corbus’ pipeline is comprised of two experimental drugs targeting solid tumors: CRB-701, a next-generation antibody drug conjugate ("ADC") that targets the expression of Nectin-4 on cancer cells to release a cytotoxic payload and CRB-601, an anti-integrin monoclonal antibody that blocks the activation of TGFβ expressed on cancer cells. The pipeline also includes CRB-913, a highly peripherally restricted cannabinoid type-1 ("CB1") receptor inverse agonist for the treatment of obesity. Since its inception, the Company has devoted substantially all of its efforts to business planning, research and development, recruiting management and technical staff, acquiring operating assets and raising capital. The Company’s business is subject to significant risks and uncertainties and the Company will be dependent on raising substantial additional capital before it becomes profitable, and it may never achieve profitability. Basis of Presentation The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP") for interim financial reporting. In the opinion of management of the Company, the accompanying unaudited condensed consolidated interim financial statements reflect all adjustments (which include only normal recurring adjustments) necessary to present fairly, in all material respects, the condensed consolidated financial position of the Company as of June 30, 2024 and the results of its operations and changes in stockholders’ equity for the three and six months ended June 30, 2024 and 2023 and its cash flows for the six months ended June 30, 2024 and 2023. The December 31, 2023 condensed consolidated balance sheet was derived from audited financial statements. The Company prepared the condensed consolidated financial statements following the requirements of the U.S. Securities and Exchange Commission (the “SEC”) for interim reporting. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 , filed on March 12, 2024 (the “2023 Annual Report”). The results of operations for such interim periods are not necessarily indicative of the operating results for the full fiscal year. Basis of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. The significant accounting policies used in preparation of these condensed consolidated financial statements in this Form 10-Q are consistent with those discussed in Note 3, “Significant Accounting Policies,” in our 2023 Annual Report. |
LIQUIDITY
LIQUIDITY | 6 Months Ended |
Jun. 30, 2024 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
LIQUIDITY | 2. LIQUIDITY The accompanying condensed consolidated financial statements have been prepared assuming the Company will continue as a going concern, which contemplates continuity of operations, realization of assets and the satisfaction of liabilities and commitments in the normal course of business. The Company has incurred recurring losses since inception and as of June 30, 2024, had an accumulated deficit of approximately $ 453.6 million . The Company anticipates operating losses to continue for the foreseeable future due to, among other things, costs related to research funding, development of its product candidates and its pre-clinical and clinical programs, strategic alliances, and the development of its administrative organization. The Company expects that its cash, cash equivalents, and investments of approximately $ 147.0 million at June 30, 2024 will be sufficient to meet its operating and capital requirements at least twelve months from the issuance of this Quarterly Report on Form 10-Q. The source, timing and availability of any future financing will depend principally upon market conditions, and, more specifically, on the progress of the Company’s clinical development programs. Funding may not be available when needed, at all, or on terms acceptable to the Company. Lack of necessary funds may require the Company to, among other things, delay, scale back or eliminate some or all of the Company’s planned clinical or pre-clinical trials. Refer to Note 12 for additional information related to the Company's recent financings. |
CASH, CASH EQUIVALENTS, AND RES
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 6 Months Ended |
Jun. 30, 2024 | |
Cash and Cash Equivalents [Abstract] | |
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH | 3. CASH, CASH EQUIVALENTS, AND RESTRICTED CASH The Company considers only those investments which are highly liquid, readily convertible to cash, and that mature within 90 days from the date of purchase to be cash equivalents. At June 30, 2024 and December 31, 2023, cash equivalents were comprised of money market funds and corporate debt securities with maturities less than 90 days from the date of purchase. Restricted cash as of June 30, 2024 included security for a stand-by letter of credit issued in fav or of a landlord for $ 0.7 million of which $ 0.3 million was classified in current assets and $ 0.4 million was classified in noncurrent assets as of June 30, 2024. Cash, cash equivalents, and restricted cash consist of the following (in thousands): June 30, 2024 December 31, 2023 Cash $ 4,502 $ 4,029 Cash equivalents 19,184 9,695 Cash and cash equivalents 23,686 13,724 Restricted cash, current 285 192 Restricted cash, noncurrent 385 478 Restricted cash 670 670 Total cash, cash equivalents, and restricted cash shown in the statement of cash $ 24,356 $ 14,394 As of June 30, 2024, the Co mpany’s cash and cash equivalents held in the U.S. was approximately $ 19.4 million and approximately $ 4.3 million of cash was held in its subsidiaries in the United Kingdom and Australia. As of December 31, 2023, all of the Company’s cash was held in the U.S., except for approximately $ 3.8 million of cash which was held in its subsidiaries in the United Kingdom and Australia. Our foreign subsidiaries in the United Kingdom and Australia may qualify for refundable research and development tax credits in the form of cash that were earned on certain research and development expenses incurred primarily outside of the U.S. The Company received no refundable research and development credits from foreign tax authorities for the three months ended June 30, 2024 and 2023 and $ 2.5 million for the six months ended June 30, 2024 recorded in other income (expense), net. No future conditions impact the recognition of these tax credits. |
INVESTMENTS
INVESTMENTS | 6 Months Ended |
Jun. 30, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS | 4. INVESTMENTS The following table summarizes the Company’s investments as of June 30, 2024 (in thousands): Amortized Cost Gross Gross Fair Value Debt Securities: U.S. Treasury securities $ 10,428 $ - $ ( 42 ) $ 10,386 U.S. government agency securities 23,908 - ( 127 ) 23,781 Corporate debt securities 89,388 1 ( 217 ) 89,172 Total $ 123,724 $ 1 $ ( 386 ) $ 123,339 The following table summarizes the amortized cost and fair value of the Company’s available-for-sale marketable debt securities by contractual maturity as of June 30, 2024 (in thousands): Amortized Cost Fair Value Maturing in one year or less $ 97,800 $ 97,574 Maturing after one year but less than three years 25,924 25,765 $ 123,724 $ 123,339 The following table summarizes the Company’s investments as of December 31, 2023 (in thousands): Amortized Cost Gross Gross Fair Value Debt Securities: Corporate debt securities 7,182 1 ( 1 ) 7,182 Total $ 7,182 $ 1 $ ( 1 ) $ 7,182 The following table summarizes the amortized cost and fair value of the Company’s available-for-sale marketable debt securities by contractual maturity as of December 31, 2023 (in thousands): Amortized Cost Fair Value Maturing in one year or less $ 7,182 $ 7,182 $ 7,182 $ 7,182 |
FAIR VALUE OF FINANCIAL ASSETS
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES | 5. FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values as of June 30, 2024 (in thousands): Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 13,257 $ — $ — $ 13,257 Corporate debt securities — 5,927 — 5,927 Investments: U.S. Treasury securities — 10,386 — 10,386 U.S. government agency securities — 23,781 — 23,781 Corporate debt securities — 89,172 — 89,172 $ 13,257 $ 129,266 $ — $ 142,523 The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values as of December 31, 2023 (in thousands): Level 1 Level 2 Level 3 Total Assets: Cash Equivalents: Money market funds $ 7,833 $ — $ — $ 7,833 Corporate debt securities — 1,862 — 1,862 Investments: Corporate debt securities — 7,182 — 7,182 $ 7,833 $ 9,044 $ — $ 16,877 Liabilities: Derivative liabilities $ — $ — $ 39 $ 39 |
LICENSE AGREEMENTS
LICENSE AGREEMENTS | 6 Months Ended |
Jun. 30, 2024 | |
License Agreements | |
LICENSE AGREEMENTS | 6. LICENSE AGREEMENTS The Company entered into a license agreement (the “Jenrin License Agreement”) with Jenrin Discovery, LLC ("Jenrin"), a privately-held Delaware limited liability company, effective September 20, 2018. Pursuant to the Jenrin License Agreement, Jenrin granted the Company exclusive worldwide rights to develop and commercialize the Licensed Products (as defined in the Jenrin Agreement) which includes the Jenrin library of over 600 compounds and multiple issued and pending patent filings. The compounds are designed to treat inflammatory and fibrotic diseases by targeting the endocannabinoid system. In consideration of the license and other rights granted by Jenrin, the Company paid Jenrin a $ 0.3 million upfront cash payment and is obligated to pay potential milestone payments to Jenrin totaling up to $ 18.4 million for each compound it elects to develop based upon the achievement of specified development and regulatory milestones. In addition, the Company is obligated to pay Jenrin royalties in the mid, single digits based on net sales of any Licensed Products, subject to specified reductions. The Company entered into a license agreement (the “Milky Way License Agreement”) with Milky Way BioPharma, LLC (“Milky Way”), a subsidiary of Panorama Research Inc., effective May 25, 2021. Pursuant to the Milky Way License Agreement, the Company received an exclusive license, under certain patent rights and know-how owned or controlled by Milky Way, to develop, commercialize, and otherwise exploit products containing antibodies against integrin αvβ6 and/or integrin αvβ8 (“Licensed Products”), one of which the Company is referring to as CRB-602. Under the terms of the Milky Way License Agreement, the Company had sole responsibility for research, development, and commercialization of any Licensed Products, and the Company had agreed to use commercially reasonable efforts to perform these activities. The Milky Way Agreement may be terminated earlier in specified situations, including termination for material breach or termination by the Company with advance notice. A notice of termination without reason was executed by the Company and sent to Milky Way on January 25, 2024, terminating the Milky Way Agreement effective as of July 23, 2024. The Company entered into a license agreement (the “UCSF License Agreement”) with the Regents of the University of California (“The Regents”) effective May 26, 2021. Pursuant to the UCSF License Agreement, the Company received an exclusive license to certain patents relating to humanized antibodies against integrin αvβ8, one of which the Company is referring to as CRB-601, along with non-exclusive licenses to certain related know-how and materials. The Company amended the UCSF License Agreement with The Regents effective November 17, 2022 adding additional antibody patents to the agreement. In consideration for the license and other rights granted to the Company under the UCSF License Agreement, the Company paid The Regents a license issue fee of $ 1.5 million. In consideration for the additional antibody patents granted to the Company, the Company paid The Regents a license issue fee of $ 0.8 million , paid in two equal installments of $ 0.4 million . The Company further amended the UCSF License Agreement with The Regents effective August 14, 2023 to incorporate certain new technology rights and amend the payment schedule for the development milestone for the filing of patent rights and the development milestone for the filing of an Investigational New Drug ("IND"). In addition to the license issuance fees, the Company is obligated to pay an annual license maintenance fee, as well as up to $ 153.2 million in potential milestone payments, excluding indication milestones for antibodies used for diagnostic products and services that will be an additional $ 50.0 thousand for each new indication, for the achievement of certain development, regulatory, and sales milestones. In addition, the Company is also obligated to pay royalties in the lower, single digits on sales of products falling within the scope of the licensed patents, which is subject to a minimum annual royalty obligation, and a percentage share of certain payments received by the Company from sublicensees or in connection with the sale of the licensed program. The Company entered into a license agreement (the “CSPC License Agreement”) with CSPC Megalith Biopharmaceutical Co., Ltd. ("CSPC"), a subsidiary of CSPC Pharmaceutical Group Limited, effective February 12, 2023. Pursuant to the CSPC License Agreement, the Company received an exclusive license to develop and commercialize a novel clinical stage antibody drug conjugate targeting Nectin-4, which the Company is referring to as CRB-701, in the U.S., Canada, the European Union (including the European Free Trade Area), the United Kingdom, and Australia. In consideration for the license granted to the Company under the CSPC License Agreement, the Company will pay CSPC an upfront payment of $ 7.5 million ($ 5.0 million paid at signing during the first quarter 2023 followed by a $ 2.5 million payment due in August 2024). The Company is obligated to pay potential milestone payments to CSPC totaling up to $ 130.0 million based upon the achievement of specified development and regulatory milestones and $ 555.0 million in potential commercial milestone payments. In addition, we are obligated to pay royalties in the low double digits based on net sales of any Licensed Products, as defined in the CSPC License Agreement. The Company determined that substantially all of the fair value of the Jenrin License Agreement and CSPC License Agreement was attributable to a single in-process research and development asset which did not constitute a business. The Company determined that substantially all of the fair value of the Milky Way License Agreement and the UCSF License Agreement was attributable to separate groups of in-process research and development assets which did not constitute a business. The Company concluded that it did not have any alternative future use for the acquired in-process research and development assets. Thus, the Company recorded the various upfront payments to research and development expenses in the quarter the license deals became effective. The Company will account for the development, regulatory, and sales milestone payments in the period that the relevant milestones are achieved as either research and development expense or as an intangible asset as applicable. As of June 30, 2024, the Company has accrued license costs of $ 4.1 million included within accrued expenses on the condensed consolidated balance sheet related to the remaining $ 2.5 million due to CSPC under the CSPC License Agreement for an upfront license payment and $ 1.6 million due to The Regents under the UCSF License Agreement for achieved milestone payments (due on December 30, 2024 based upon the amended payment schedule). For the three and six months ended June 30, 2024 , no research and development expense associated with upfront payments or clinical milestones were incurred under any of the above agreements. Research and development expenses associated with upfront payments and clinical milestones were $ 0 and $ 9.1 million, respectively, for the three and six months ended June 30, 2023 . |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | 7. PROPERTY AND EQUIPMENT Property and equipment consisted of the following (in thousands): June 30, December 31, Computer hardware and software $ 84 $ 84 Office furniture and equipment 1,114 1,114 Leasehold improvements 3,331 3,331 Property and equipment, gross 4,529 4,529 Less: accumulated depreciation ( 3,858 ) ( 3,556 ) Property and equipment, net $ 671 $ 973 Depreciation expense was $ 0.2 million and $ 0.2 million for the three months ended June 30, 2024 and 2023 , respectively and $ 0.3 million and $ 0.3 million for the six months ended June 30, 2024 and 2023, respectively. The Company notes no impairment charges were taken in the three and six months ended June 30, 2024 and 2023 . |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 8. COMMITMENTS AND CONTINGENCIES Operating Lease Commitment Pursuant to the terms of the Company’s non-cancelable lease agreements in effect at June 30, 2024, the following table summarizes the Company’s maturities of operating lease liabilities as of June 30, 2024 (in thousands): 2024 $ 878 2025 1,795 2026 1,688 Total lease payments 4,361 Less: imputed interest ( 386 ) Total $ 3,975 Sublease Commitment Effective August 26, 2021, the Company entered into a sublease agreement with a third party to sublease 12,112 square feet of the 30,023 square feet currently being leased under one of its two existing lease agreements. The sublease commenced on October 1, 2021 and was scheduled to end on October 31, 2026, however, it was terminated on June 24, 2024. The Company notes sublease income of $ 0 and $ 0.1 million for the three months ended June 30, 2024 and 2023, respectively and $ 0.2 million and $ 0.1 million for the six months ended June 30, 2024 and 2023, respectively w as recognized and offset against rent expense. |
NOTES PAYABLE
NOTES PAYABLE | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | 9. NOTES PAYABLE D&O Financing In November 2023, the Company entered into a loan agreement with a financing company for $ 0.4 million to finance one of the Company’s insurance policies. The terms of the loan stipulate equal monthly payments of principal and interest payments of $ 39.0 thousand over a 10-month period . Interest accrues on this loan at an annual rate of 8.15 %. Prepaid expenses as of June 30, 2024 and December 31, 2023, included approximately $ 0.1 million and $ 0.3 million , respectively, related to the underlying insurance policy being financed. Loan and Security Agreement with K2 HealthVentures LLC On July 28, 2020, the Company, with its subsidiary, Corbus Pharmaceuticals, Inc., as borrower, entered into a secured Loan and Security Agreement with K2 HealthVentures LLC (“K2HV”), an unrelated third party (the “Loan and Security Agreement”) and received $ 20.0 million upon signing. The Company entered into an Amendment to the Loan and Security Agreement (the "Amended Loan and Security Agreement") on October 25, 2022. Interest payments are made monthly and accrue at a variable annual rate equal to the greater of (i) 8.5% and (ii) the rate of interest noted in The Wall Street Journal, Money Rates section, as the “Prime Rate” plus 5.25%, in each case, subject to a step-down of 25 basis points upon the funding of the second tranche. The interest rate used at June 30, 2024 was 13.75 %. Pursuant to the Amended Loan and Security Agreement, K2HV may elect to convert up to $ 5.0 million of the outstanding loan balance into shares of the Company’s common stock at conversion prices as follows: $ 0.9 million of the loan at $ 4.50 per share, $ 1.1 million at $ 7.875 per share, and $ 3.0 million at $ 282.00 per share. On June 1, 2023, K2HV converted $ 0.9 million of the outstanding loan balance into 194,444 shares of the Company's stock at a conversion price of $ 4.50 per share. On March 6, 2024, K2HV converted $ 1.1 million of the outstanding loan balance into 142,857 shares of the Company's stock at a conversion price of $ 7.875 per share. As of June 30, 2024 , $ 3.0 million of the outstanding loan balance remains available to convert into shares of the Company's common stock. In connection with the Loan and Security Agreement, on July 28, 2020, the Company issued K2HV a warrant to purchase up to 2,873 common shares (the “K2 Warrant”) at an exercise price of $ 208.80 (the “Warrant Price”). The K2 Warrant may be exercised either for cash or on a cashless “net exercise” basis and expires on July 28, 2030. The Company is required to make a final payment in excess of the stated principal equal to $ 1.6 million at the end of the loan. This payment has been amortized over the life of the loan through interest expense, net within the condensed consolidated statements of operations and comprehensive loss and is included in accrued expense on the condensed consolidated balance sheet as of June 30, 2024. The Loan and Security Agreement includes both financial and non-financial covenants. The Company was in compliance with these covenants as of June 30, 2024. The obligations under the Loan and Security Agreement are secured on a senior basis by a lien on substantially all of the assets of the Company and its subsidiaries. The subsidiaries of the Company are guarantors of the obligations of the Company under the Loan and Security Agreement. The total debt discount related to the Amended Loan and Security Agreement of approximately $ 3.0 million is being charged to interest expense using the effective interest method over the term of the debt. At June 30, 2024 and December 31, 2023, the fair value of our outstanding debt, which is considered level 3 in the fair value hierarchy, approximates carrying value. Interest expense for the three and six months ended June 30, 2024 was approximately $ 0.6 million and $ 1.5 million , respectively. Interest expense for the three and six months ended June 30, 2023 was $ 1.0 million and $ 1.9 million , respectively. The net carrying amounts of the liability components consists of the following (in thousands): June 30, 2024 December 31, 2023 Principal $ 10,820 $ 16,304 Less: debt discount ( 2,954 ) ( 2,954 ) Accretion of debt discount 2,878 2,558 Net carrying amount $ 10,744 $ 15,908 As of June 30, 2024, t he total principal amount of the loan under the Amended Loan and Security Agreement outstanding at June 30, 2024 is $ 12.4 million. This is comprised of $ 10.8 million principal amount outstanding at June 30, 2024 and the $ 1.6 million final payment discussed above. The Company made a monthly payment on the principal balance of $ 0.7 million on July 1, 2024. On August 1, 2024, t he loan matured and the Company made a final payment in the amount of $ 11.8 million, which represents $ 10.1 million principal outstanding on the maturity date, $ 1.6 million final payment and accrued interest. |
ACCRUED EXPENSES
ACCRUED EXPENSES | 6 Months Ended |
Jun. 30, 2024 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES | 10. ACCRUED EXPENSES Accrued expenses consisted of the following (in thousands): June 30, December 31, Accrued pre-clinical and clinical costs $ 1,174 $ 1,449 Accrued product development costs 737 745 Accrued license costs 4,125 4,825 Accrued compensation 2,297 2,326 Accrued administrative costs 625 343 Accrued interest 1,530 1,342 Total $ 10,488 $ 11,030 For the three and six months ended June 30, 2024 and 2023 , there were no material adjustments to the Company’s prior period estimates of accrued expenses for clinical trials. |
NET LOSS PER COMMON SHARE
NET LOSS PER COMMON SHARE | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Net Loss Per Common Share | 11. NET LOSS PER COMMON SHARE The following table sets forth the computation of basic and diluted earnings per share for the three and six months ended June 30, 2024 and 2023 (in thousands except share and per share amounts): Three Months Ended Six Months Ended 2024 2023 2024 2023 Net loss $ ( 9,997 ) $ ( 8,784 ) $ ( 16,896 ) $ ( 26,529 ) Weighted average number of common shares-basic 11,053,241 4,277,701 9,681,875 4,229,894 Net loss per share of common stock-basic $ ( 0.90 ) $ ( 2.05 ) $ ( 1.75 ) $ ( 6.27 ) Stock options and warrants that have not been exercised and unvested restricted stock units (see Notes 13 and 14) have been excluded from the diluted calculation as all periods presented have a net loss and the impact of these securities would be anti-dilutive. |
COMMON STOCK
COMMON STOCK | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | 12. STOCKHOLDERS' EQUITY Preferred Stock The Company has authorized 10,000,000 shares of preferred stock, $ 0.0001 par value per share, of which 0 shares were issued and outstanding as of June 30, 2024 and December 31, 2023, respectively. Authorized Common Stock The Company has authorized 300,000,000 shares of common stock, $ 0.0001 par value per share, of which 11,498,917 and 4,423,683 shares were issued and outstanding as of June 30, 2024 and December 31, 2023, respectively. Public Offering On January 31, 2024, the Company entered into an underwriting agreement with Jefferies LLC (“Jefferies”), as representative of the several underwriters, relating to an underwritten public offering of 4,325,000 shares of the Company’s common stock, par value $ 0.0001 , at a price to the public of $ 19.00 per share. The underwriters were also granted a 30-day option to purchase up to an additional 648,750 shares of common stock at the public offering price. On January 31, 2024, Jefferies gave notice to the Company of the underwriters’ election to exercise the option to purchase additional shares, in full. On February 2, 2024, the Company completed the public offering raising gross proceeds of approximately $ 94.5 million and net proceeds of $ 88.6 million after deducting underwriting discounts and commissions and other offering expenses payable by the Company. Open Market Sale Agreement On May 31, 2023, the Company entered into Amendment No. 1 to the Open Market Sale Agreement originally dated August 6, 2020 (as amended, the “Open Market Sale Agreement”) with Jefferies, as sales agent. Under the Open Market Sale Agreement, the Company may issue and sell, from time to time through Jefferies, shares of its common stock having an aggregate offering price of up to $ 150.0 million (the “2024 Open Market Offering”). Under the Open Market Sale Agreement, Jefferies may sell the common stock by any method permitted by law deemed to be an “at-the-market offering” as defined by Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. The Company may sell common stock in amounts and at times to be determined by the Company subject to the terms and conditions of the Open Market Sale Agreement, but the Company has no obligation to sell any of the common stock in the 2024 Open Market Offering. The Company has agreed to pay Jefferies a commission of 3.0 % of the aggregate gross proceeds from each sale of common stock and have agreed to provide Jefferies with customary indemnification and contribution rights. The Company has also agreed to reimburse Jefferies for certain specified expenses. During the three and six months ended June 30, 2024 , the Company sold an aggregate of 881,399 and 1,820,787 shares of common stock, respectively, under the Open Market Sale Agreement, for net proceeds of approximately $ 35.6 million and $ 55.8 million, respectively. As of June 30, 2024 , approximately $ 113.2 million was available for issuance and sale under the 2024 Open Market Offering. During the three and six months ended June 30, 2023 , the Company sold an aggregate of 13,164 shares of common stock under the Open Market Sale Agreement, for net proceeds of app roximately $ 0.1 million . Other Common Stock Transactions During the three and six months ended June 30, 2024, the Company issue d 0 and 142,857 shares of common stock in a conversion pursuant to the K2HV Amended Loan and Security Agreement, respectively. During the three and six months ended June 30, 2023, the Company issue d 194,444 shares of common stock in a conversion pursuant to the K2HV Amended Loan and Security Agreement. During the three and six months ended June 30, 2024, the Company i ssued 109,845 and 134,076 shares of common stock upon the exercise of stock options to purchase common stock and the Company received proceeds of $ 1.7 millio n and $ 1.9 million from those exercises, respectively. During the three and six months ended June 30, 2023, the Company i ssued 0 a nd 43,836 shares of common stock upon the exercise of stock options to purchase common stock and the Company received proceeds of $ 0 and $ 0.1 million from those exercises, respectively. During the three and six months ended June 30, 2024, the Company issued 436 and 3,764 comm on shares from the vesting of shares from restricted stock under the 2014 Plan. No shares of common shares were issued during the three and six months ended June 30, 2023 from the vesting of shares from restricted stock under the 2014 Plan. No warrants were exercised during the three and six months ended June 30, 2024 and 2023 . |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2024 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | 12. STOCKHOLDERS' EQUITY Preferred Stock The Company has authorized 10,000,000 shares of preferred stock, $ 0.0001 par value per share, of which 0 shares were issued and outstanding as of June 30, 2024 and December 31, 2023, respectively. Authorized Common Stock The Company has authorized 300,000,000 shares of common stock, $ 0.0001 par value per share, of which 11,498,917 and 4,423,683 shares were issued and outstanding as of June 30, 2024 and December 31, 2023, respectively. Public Offering On January 31, 2024, the Company entered into an underwriting agreement with Jefferies LLC (“Jefferies”), as representative of the several underwriters, relating to an underwritten public offering of 4,325,000 shares of the Company’s common stock, par value $ 0.0001 , at a price to the public of $ 19.00 per share. The underwriters were also granted a 30-day option to purchase up to an additional 648,750 shares of common stock at the public offering price. On January 31, 2024, Jefferies gave notice to the Company of the underwriters’ election to exercise the option to purchase additional shares, in full. On February 2, 2024, the Company completed the public offering raising gross proceeds of approximately $ 94.5 million and net proceeds of $ 88.6 million after deducting underwriting discounts and commissions and other offering expenses payable by the Company. Open Market Sale Agreement On May 31, 2023, the Company entered into Amendment No. 1 to the Open Market Sale Agreement originally dated August 6, 2020 (as amended, the “Open Market Sale Agreement”) with Jefferies, as sales agent. Under the Open Market Sale Agreement, the Company may issue and sell, from time to time through Jefferies, shares of its common stock having an aggregate offering price of up to $ 150.0 million (the “2024 Open Market Offering”). Under the Open Market Sale Agreement, Jefferies may sell the common stock by any method permitted by law deemed to be an “at-the-market offering” as defined by Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended. The Company may sell common stock in amounts and at times to be determined by the Company subject to the terms and conditions of the Open Market Sale Agreement, but the Company has no obligation to sell any of the common stock in the 2024 Open Market Offering. The Company has agreed to pay Jefferies a commission of 3.0 % of the aggregate gross proceeds from each sale of common stock and have agreed to provide Jefferies with customary indemnification and contribution rights. The Company has also agreed to reimburse Jefferies for certain specified expenses. During the three and six months ended June 30, 2024 , the Company sold an aggregate of 881,399 and 1,820,787 shares of common stock, respectively, under the Open Market Sale Agreement, for net proceeds of approximately $ 35.6 million and $ 55.8 million, respectively. As of June 30, 2024 , approximately $ 113.2 million was available for issuance and sale under the 2024 Open Market Offering. During the three and six months ended June 30, 2023 , the Company sold an aggregate of 13,164 shares of common stock under the Open Market Sale Agreement, for net proceeds of app roximately $ 0.1 million . Other Common Stock Transactions During the three and six months ended June 30, 2024, the Company issue d 0 and 142,857 shares of common stock in a conversion pursuant to the K2HV Amended Loan and Security Agreement, respectively. During the three and six months ended June 30, 2023, the Company issue d 194,444 shares of common stock in a conversion pursuant to the K2HV Amended Loan and Security Agreement. During the three and six months ended June 30, 2024, the Company i ssued 109,845 and 134,076 shares of common stock upon the exercise of stock options to purchase common stock and the Company received proceeds of $ 1.7 millio n and $ 1.9 million from those exercises, respectively. During the three and six months ended June 30, 2023, the Company i ssued 0 a nd 43,836 shares of common stock upon the exercise of stock options to purchase common stock and the Company received proceeds of $ 0 and $ 0.1 million from those exercises, respectively. During the three and six months ended June 30, 2024, the Company issued 436 and 3,764 comm on shares from the vesting of shares from restricted stock under the 2014 Plan. No shares of common shares were issued during the three and six months ended June 30, 2023 from the vesting of shares from restricted stock under the 2014 Plan. No warrants were exercised during the three and six months ended June 30, 2024 and 2023 . |
STOCK-BASED COMPENSATION AWARDS
STOCK-BASED COMPENSATION AWARDS | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION AWARDS | 13. STOCK-BASED COMPENSATION AWARDS On May 16, 2024, the Company's stockholders approved the 2024 Equity Compensation Plan (the “2024 Plan”) authorizing the issuance of up to 2,000,000 shares , succeeding the 2014 Equity Incentive Plan (the “2014 Plan”), under which no further grants may be made pursuant to the terms of the 2014 Plan. Pursuant to the 2024 Plan, the board of directors may grant nonqualified stock options, incentive stock options, stock appreciation rights, restricted stock, restricted stock units (“RSUs”), performance shares, performance units, incentive bonus awards, other cash-based awards and other stock-based awards to employees, officers, non-employee directors, and other individual service providers. Under the terms of the 2024 Plan and 2014 Plan, the Company granted stock options and RSUs to employees, officers, non-employee directors, consultants and advisors. Stock options have a ten-year term and an exercise price equal to the fair market value of a share of our common stock on the grant date. Stock options generally vest over four years with 25 % vesting on the one-year anniversary of the grant date and the remainder vesting in equal monthly installments thereafter, except for grants to non-employee directors that vest annually. RSUs generally vest over a period of one to four years in annual installments beginning on the first anniversary of the grant date. As of June 30, 2024 , an aggregate of 913,325 shares of common stock were reserved for issuance upon the exercise or vesting of outstanding awards under the 2014 Plan. No additional grants can be made under the 2014 Plan. As of June 30, 2024 , an aggregate of 73,462 shares of common stock were reserved for issuance upon the exercise or vesting of outstanding awards and up to 1,926,538 shares of common stock may be issued pursuant to awards granted under the 2024 Plan. Stock-based Compensation Expense In connection with all stock-based compensation awards, total non-cash, stock-based compensation expense recognized in the condensed consolidated statements of operations and comprehensive loss was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Research and development expenses $ 268 $ 96 $ 404 $ 190 General and administrative expenses 1,020 727 1,866 1,660 Total stock-based compensation $ 1,288 $ 823 $ 2,270 $ 1,850 The total stock-based compensation expense recognized by award type was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Stock options $ 892 $ 819 $ 1,722 $ 1,843 Restricted stock units 396 4 548 7 Total stock-based compensation $ 1,288 $ 823 $ 2,270 $ 1,850 Stock Options The fair value of each stock option award is estimated on the date of grant using the Black-Scholes stock option pricing model that uses the assumptions noted in the following table, except for the expected term for non-employees as noted in the following paragraph. The expected term of employee and non-employee director stock options granted under the 2014 Plan and 2024 Plan, all of which qualify as “plain vanilla” per SEC Staff Accounting Bulletin 107, is determined based on the simplified method due to the Company’s limited operating history. The expected term is applied to the stock option grant group as a whole, as the Company does not expect substantially different exercise or post-vesting termination behavior among our employee population. For non-employee stock options, excluding directors, the Company has elected to utilize the contractual term as the expected term. The risk-free rate is based on the yield of a U.S. Treasury security with a term consistent with that used to value the stock option. The Company accounts for forfeitures as they occur. The weighted average assumptions used principally in determining the fair value of stock options granted to employees and non-employee directors were as follows: Six Months Ended June 30, 2024 2023 Risk-free interest rate 4.25 % 3.81 % Expected dividend yield 0 % 0 % Expected term in years (employee options) 6.19 6.25 Expected volatility 124.31 % 101.33 % A summary of stock option activity for the six months ended June 30, 2024 is presented below: Stock Options Shares Weighted Weighted Average Aggregate Outstanding at December 31, 2023 708,762 $ 63.96 Granted 236,850 27.22 Exercised ( 134,076 ) 14.48 Forfeited or canceled ( 54,879 ) 9.29 Expired ( 18,678 ) 70.73 Outstanding at June 30, 2024 737,979 $ 65.05 7.27 $ 12,172 Exercisable at June 30, 2024 370,025 $ 106.89 5.43 $ 3,458 The weighted average grant date fair value of stock options granted during the six months ended June 30, 2024 and 2023 was $ 24.30 and $ 4.20 per share, respectively. The aggregate intrinsic value of stock options exercised during the six months ended June 30, 2024 and 2023 was approximately $ 4.1 million and $ 0.1 million, respectively. As of June 30, 2024 , there was approximately $ 6.7 million of total unrecognized compensation expense, related to non-vested share-based stock option compensation arrangements. The unrecognized compensation expense is estimated to be recognized over a weighted average period of 1.53 years as of June 30, 2024. Restricted Stock Units A RSU represents the right to receive one share of our common stock upon vesting of the RSU. The fair value of each RSU is based on the closing price of our common stock on the date of grant. The Company accounts for forfeitures as they occur. A summary of RSU activity for the six months ended June 30, 2024 is presented below: RSU's Number of Shares Underlying RSUs Weighted Unvested at December 31, 2023 17,911 $ 5.14 Granted 236,854 $ 26.85 Forfeited ( 2,193 ) $ 17.15 Vested ( 3,764 ) $ 4.89 Unvested at June 30, 2024 248,808 $ 25.71 As of June 30, 2024 , there was $ 5.9 million of unrecognized compensation expense related to unvested RSUs, which are expected to be recognized over a weighted average period of 2.12 years. |
WARRANTS
WARRANTS | 6 Months Ended |
Jun. 30, 2024 | |
Warrants | |
WARRANTS | 14. WARRANTS No warrants were exercised during the three and six months ended June 30, 2024 and 2023. At June 30, 2024, there were warrants outstanding to purchase 50,207 shares of common stock with a weighted average exercise price of $ 283.81 and a weighted average remaining life of 1.11 years. On January 26, 2018, the Company entered into an Investment Agreement with the Cystic Fibrosis Foundation ("CFF") that included issuance of a warrant to purchase an aggregate of 33,334 shares of the Company’s common stock (the “CFF Warrant”) at an exercise price of $ 396.00 per share. The CFF Warrant is currently exercisable for 33,334 shares of the Company’s common stock and expires on January 26, 2025 . On July 28, 2020, the Company entered into the Loan and Security Agreement with K2HV and in connection with the funding of $ 20.0 million, the Company issued a warrant exercisable for 2,873 shares of the Company’s common stock (the “K2 Warrant”) at an exercise price of $ 208.80 per share. The K2 Warrant is immediately exercisable for 2,873 shares and expires on July 28, 2030 . On October 16, 2020, the Company entered into a professional services agreement with an investor relations service provider. Pursuant to the agreement, the Company issued warrants exercisable for a total of 14,000 shares of the Company’s common stock (the “Warrants”) at an exercise price of $ 32.10 per share. The Warrants became fully vested on October 19, 2021 and expire on November 3, 2025 . |
DERIVATIVE LIABILITY
DERIVATIVE LIABILITY | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE LIABILITY | 15. DERIVATIVE LIABILITY On July 28, 2020, the Company, with its subsidiary, Corbus Pharmaceuticals, Inc., as borrower, entered into the secured Loan and Security Agreement with K2HV and received $ 20.0 million upon signing. The Company has determined that a prepayment feature and default feature needed to be separately valued and marked to market each reporting period after assessing the agreement under ASC 815. The value of these features is determined each reporting period by taking the present value of net cash flows with and without the prepayment features. The significant assumption used to determine the fair value of the debt without any features is the discount rate which has been estimated by using published market rates of CCC-rated public companies. All other inputs are taken from the Loan and Security Agreement. The additional significant assumptions used when valuing the prepayment feature is the probability of a change of control event. The Company has determined the probability from December 31, 2023 to June 30, 2024 has decreased from 10 % to 0 % . The additional significant assumption used when valuing the default feature is the probability of defaulting on the repayment of the loan. The Company has determined the probability from December 31, 2023 to June 30, 2024 has decreased from 55 % to 0 % . The value of these features was determined to be $ 0 at June 30, 2024 , which resulted in income of $ 39.0 thousand recognized in the six months ended June 30, 2024. The Company considers the fair value of the derivative liability to be Level 3 under the three-tier fair value hierarchy. A roll forward of the fair value of the derivative liabilities for the six months ended June 30, 2024 is presented below (in thousands). June 30, 2024 Beginning balance, December 31, 2023 $ 39 Change in fair value of derivative liabilities ( 39 ) Ending balance, June 30, 2024 $ — |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 16. SUBSEQUENT EVENTS Open Market Sale Agreement From July 1, 2024 through August 1, 2024, the Company has sold approximately 544,295 shares of its common stock pursuant to the Open Market Sale Agreement for which the Company received net proceeds of approximately $ 28.8 million. Loan and Security Agreement with K2 HealthVentures LLC The loan from K2HV matured on August 1, 2024 and the Company made the final payment in the amount of $ 11.8 million, which represents $ 10.1 million principal outstanding on the maturity date, $ 1.6 million final payment and accrued interest. |
NATURE OF BUSINESS AND BASIS _2
NATURE OF BUSINESS AND BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP") for interim financial reporting. In the opinion of management of the Company, the accompanying unaudited condensed consolidated interim financial statements reflect all adjustments (which include only normal recurring adjustments) necessary to present fairly, in all material respects, the condensed consolidated financial position of the Company as of June 30, 2024 and the results of its operations and changes in stockholders’ equity for the three and six months ended June 30, 2024 and 2023 and its cash flows for the six months ended June 30, 2024 and 2023. The December 31, 2023 condensed consolidated balance sheet was derived from audited financial statements. The Company prepared the condensed consolidated financial statements following the requirements of the U.S. Securities and Exchange Commission (the “SEC”) for interim reporting. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. It is suggested that these condensed consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 , filed on March 12, 2024 (the “2023 Annual Report”). The results of operations for such interim periods are not necessarily indicative of the operating results for the full fiscal year. |
Basis of Consolidation | Basis of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. The significant accounting policies used in preparation of these condensed consolidated financial statements in this Form 10-Q are consistent with those discussed in Note 3, “Significant Accounting Policies,” in our 2023 Annual Report. |
CASH, CASH EQUIVALENTS, AND R_2
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of cash, cash equivalents and restricted cash | Cash, cash equivalents, and restricted cash consist of the following (in thousands): June 30, 2024 December 31, 2023 Cash $ 4,502 $ 4,029 Cash equivalents 19,184 9,695 Cash and cash equivalents 23,686 13,724 Restricted cash, current 285 192 Restricted cash, noncurrent 385 478 Restricted cash 670 670 Total cash, cash equivalents, and restricted cash shown in the statement of cash $ 24,356 $ 14,394 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Investments, Debt and Equity Securities [Abstract] | |
SUMMARY OF MARKETABLE SECURITIES | The following table summarizes the Company’s investments as of June 30, 2024 (in thousands): Amortized Cost Gross Gross Fair Value Debt Securities: U.S. Treasury securities $ 10,428 $ - $ ( 42 ) $ 10,386 U.S. government agency securities 23,908 - ( 127 ) 23,781 Corporate debt securities 89,388 1 ( 217 ) 89,172 Total $ 123,724 $ 1 $ ( 386 ) $ 123,339 The following table summarizes the Company’s investments as of December 31, 2023 (in thousands): Amortized Cost Gross Gross Fair Value Debt Securities: Corporate debt securities 7,182 1 ( 1 ) 7,182 Total $ 7,182 $ 1 $ ( 1 ) $ 7,182 |
SCHEDULE OF AVAILABLE FOR SALE DEBT SECURITIES BY CONTRACTUAL MATURITY | The following table summarizes the amortized cost and fair value of the Company’s available-for-sale marketable debt securities by contractual maturity as of June 30, 2024 (in thousands): Amortized Cost Fair Value Maturing in one year or less $ 97,800 $ 97,574 Maturing after one year but less than three years 25,924 25,765 $ 123,724 $ 123,339 The following table summarizes the amortized cost and fair value of the Company’s available-for-sale marketable debt securities by contractual maturity as of December 31, 2023 (in thousands): Amortized Cost Fair Value Maturing in one year or less $ 7,182 $ 7,182 $ 7,182 $ 7,182 |
FAIR VALUE OF FINANCIAL ASSET_2
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON RECURRING BASIS | June 30, 2024 (in thousands): Level 1 Level 2 Level 3 Total Assets: Cash equivalents: Money market funds $ 13,257 $ — $ — $ 13,257 Corporate debt securities — 5,927 — 5,927 Investments: U.S. Treasury securities — 10,386 — 10,386 U.S. government agency securities — 23,781 — 23,781 Corporate debt securities — 89,172 — 89,172 $ 13,257 $ 129,266 $ — $ 142,523 The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values as of December 31, 2023 (in thousands): Level 1 Level 2 Level 3 Total Assets: Cash Equivalents: Money market funds $ 7,833 $ — $ — $ 7,833 Corporate debt securities — 1,862 — 1,862 Investments: Corporate debt securities — 7,182 — 7,182 $ 7,833 $ 9,044 $ — $ 16,877 Liabilities: Derivative liabilities $ — $ — $ 39 $ 39 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Property, Plant and Equipment [Abstract] | |
SUMMARY OF PROPERTY AND EQUIPMENT | Property and equipment consisted of the following (in thousands): June 30, December 31, Computer hardware and software $ 84 $ 84 Office furniture and equipment 1,114 1,114 Leasehold improvements 3,331 3,331 Property and equipment, gross 4,529 4,529 Less: accumulated depreciation ( 3,858 ) ( 3,556 ) Property and equipment, net $ 671 $ 973 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
SCHEDULE OF MATURITIES OF OPERATING LEASE LIABILITIES | Pursuant to the terms of the Company’s non-cancelable lease agreements in effect at June 30, 2024, the following table summarizes the Company’s maturities of operating lease liabilities as of June 30, 2024 (in thousands): 2024 $ 878 2025 1,795 2026 1,688 Total lease payments 4,361 Less: imputed interest ( 386 ) Total $ 3,975 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF NOTES PAYABLE | The net carrying amounts of the liability components consists of the following (in thousands): June 30, 2024 December 31, 2023 Principal $ 10,820 $ 16,304 Less: debt discount ( 2,954 ) ( 2,954 ) Accretion of debt discount 2,878 2,558 Net carrying amount $ 10,744 $ 15,908 |
ACCRUED EXPENSES (Tables)
ACCRUED EXPENSES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Payables and Accruals [Abstract] | |
SCHEDULE OF ACCRUED EXPENSES | Accrued expenses consisted of the following (in thousands): June 30, December 31, Accrued pre-clinical and clinical costs $ 1,174 $ 1,449 Accrued product development costs 737 745 Accrued license costs 4,125 4,825 Accrued compensation 2,297 2,326 Accrued administrative costs 625 343 Accrued interest 1,530 1,342 Total $ 10,488 $ 11,030 |
NET LOSS PER COMMON SHARE (Tabl
NET LOSS PER COMMON SHARE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
SCHEDULE OF COMPUTATION OF NET LOSS PER COMMON SHARE | The following table sets forth the computation of basic and diluted earnings per share for the three and six months ended June 30, 2024 and 2023 (in thousands except share and per share amounts): Three Months Ended Six Months Ended 2024 2023 2024 2023 Net loss $ ( 9,997 ) $ ( 8,784 ) $ ( 16,896 ) $ ( 26,529 ) Weighted average number of common shares-basic 11,053,241 4,277,701 9,681,875 4,229,894 Net loss per share of common stock-basic $ ( 0.90 ) $ ( 2.05 ) $ ( 1.75 ) $ ( 6.27 ) |
STOCK-BASED COMPENSATION AWAR_2
STOCK-BASED COMPENSATION AWARDS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE | In connection with all stock-based compensation awards, total non-cash, stock-based compensation expense recognized in the condensed consolidated statements of operations and comprehensive loss was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Research and development expenses $ 268 $ 96 $ 404 $ 190 General and administrative expenses 1,020 727 1,866 1,660 Total stock-based compensation $ 1,288 $ 823 $ 2,270 $ 1,850 The total stock-based compensation expense recognized by award type was as follows (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2024 2023 2024 2023 Stock options $ 892 $ 819 $ 1,722 $ 1,843 Restricted stock units 396 4 548 7 Total stock-based compensation $ 1,288 $ 823 $ 2,270 $ 1,850 |
SUMMARY OF FAIR VALUE OF OPTIONS GRANTED | The weighted average assumptions used principally in determining the fair value of stock options granted to employees and non-employee directors were as follows: Six Months Ended June 30, 2024 2023 Risk-free interest rate 4.25 % 3.81 % Expected dividend yield 0 % 0 % Expected term in years (employee options) 6.19 6.25 Expected volatility 124.31 % 101.33 % |
SUMMARY OF OPTION ACTIVITY | A summary of stock option activity for the six months ended June 30, 2024 is presented below: Stock Options Shares Weighted Weighted Average Aggregate Outstanding at December 31, 2023 708,762 $ 63.96 Granted 236,850 27.22 Exercised ( 134,076 ) 14.48 Forfeited or canceled ( 54,879 ) 9.29 Expired ( 18,678 ) 70.73 Outstanding at June 30, 2024 737,979 $ 65.05 7.27 $ 12,172 Exercisable at June 30, 2024 370,025 $ 106.89 5.43 $ 3,458 |
SUMMARY OF RSU ACTIVITY | A summary of RSU activity for the six months ended June 30, 2024 is presented below: RSU's Number of Shares Underlying RSUs Weighted Unvested at December 31, 2023 17,911 $ 5.14 Granted 236,854 $ 26.85 Forfeited ( 2,193 ) $ 17.15 Vested ( 3,764 ) $ 4.89 Unvested at June 30, 2024 248,808 $ 25.71 |
DERIVATIVE LIABILITY (Tables)
DERIVATIVE LIABILITY (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
SCHEDULE OF FAIR VALUE OF DERIVATIVE LIABILITY | A roll forward of the fair value of the derivative liabilities for the six months ended June 30, 2024 is presented below (in thousands). June 30, 2024 Beginning balance, December 31, 2023 $ 39 Change in fair value of derivative liabilities ( 39 ) Ending balance, June 30, 2024 $ — |
LIQUIDITY (Details Narrative)
LIQUIDITY (Details Narrative) - USD ($) $ in Thousands | 6 Months Ended | |||||
Feb. 02, 2024 | Jan. 31, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | May 31, 2023 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Retained earnings (accumulated deficit) | $ 453,580 | $ 436,684 | ||||
Cash, cash equivalents and marketable debt securities | 147,000 | |||||
Proceeds from Issuance of Common Stock | $ 146,130 | $ 207 | ||||
Jefferies LLC [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Sale of Stock, Number of Shares Issued in Transaction | 4,325,000 | |||||
Proceeds from Issuance of Common Stock | $ 94,500 | |||||
May 31, 2023 Market Sale Agreement | Jefferies LLC [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Commission percentage | 3% |
CASH, CASH EQUIVALENTS, AND R_3
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Cash and Cash Equivalents [Abstract] | ||
Cash | $ 4,502 | $ 4,029 |
Cash equivalents | 19,184 | 9,695 |
Cash and cash equivalents | 23,686 | 13,724 |
Restricted cash, current | 285 | 192 |
Restricted Cash, noncurrent | 385 | 478 |
Restricted cash | 670 | 670 |
Total cash, cash equivalents, and restricted cash shown in the statement of cashflows | $ 24,356 | $ 14,394 |
CASH, CASH EQUIVALENTS, AND R_4
CASH, CASH EQUIVALENTS, AND RESTRICTED CASH (Details Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Dec. 31, 2023 | |
Cash and Cash Equivalents [Line Items] | ||||
Restricted Cash, Noncurrent | $ 385 | $ 385 | $ 478 | |
Restricted Cash | 670 | 670 | 670 | |
Restricted Cash, Current | 285 | 285 | 192 | |
Other Operating Income (Expense), Net | 0 | $ 0 | 2,500 | |
Letter of Credit [Member] | ||||
Cash and Cash Equivalents [Line Items] | ||||
Restricted Cash, Noncurrent | 400 | 400 | ||
Restricted Cash | 700 | 700 | ||
Restricted Cash, Current | 300 | 300 | ||
UNITED STATES | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash held in subsidiary | 19,400 | 19,400 | ||
UNITED KINGDOM | ||||
Cash and Cash Equivalents [Line Items] | ||||
Cash held in subsidiary | $ 4,300 | $ 4,300 | $ 3,800 |
INVESTMENTS - SUMMARY OF INVEST
INVESTMENTS - SUMMARY OF INVESTMENTS (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Net Investment Income [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost | $ 123,724 | $ 7,182 |
Debt Securities, Available-for-sale | 123,339 | 7,182 |
Available for Sale Other Investments And Debt Securities Amortized Cost Basis | 123,724 | 7,182 |
Other Investments and Debt Securities, Available-for-sale, Accumulated Gross Unrealized Gain, before Tax | 1 | 1 |
Other Investments and Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | (386) | (1) |
Other Investments and Debt Securities, Available-for-sale | 123,339 | 7,182 |
US Treasury Securities [Member] | ||
Net Investment Income [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost | 10,428 | |
Debt Securities, Available-for-Sale, Accumulated Gross Unrealized Gain, before Tax | 0 | |
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | (42) | |
Debt Securities, Available-for-sale | 10,386 | |
U.S. government agency securities [Member] | ||
Net Investment Income [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost | 23,908 | |
Debt Securities, Available-for-Sale, Accumulated Gross Unrealized Gain, before Tax | 0 | |
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | (127) | |
Debt Securities, Available-for-sale | 23,781 | |
Corporate Debt Securities [Member] | ||
Net Investment Income [Line Items] | ||
Debt Securities, Available-for-sale, Amortized Cost | 89,388 | 7,182 |
Debt Securities, Available-for-Sale, Accumulated Gross Unrealized Gain, before Tax | 1 | 1 |
Debt Securities, Available-for-sale, Accumulated Gross Unrealized Loss, before Tax | (217) | (1) |
Debt Securities, Available-for-sale | $ 89,172 | $ 7,182 |
INVESTMENTS - Summarizes the Am
INVESTMENTS - Summarizes the Amortized Cost and Fair Value (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Investments, Debt and Equity Securities [Abstract] | ||
Amortized Cost, Maturing in one year or less | $ 97,800 | $ 7,182 |
Amortized cost, Maturing after one year but less than three years | 25,924 | |
Debt Securities, Available-for-sale, Amortized Cost | 123,724 | 7,182 |
Fair Value, Maturing in one year or less | 97,574 | 7,182 |
Fair Value, Maturing after one year but less than three years | 25,765 | |
Debt Securities, Available-for-sale, Fair Value | $ 123,339 | $ 7,182 |
MARKETABLE SECURITIES (Details
MARKETABLE SECURITIES (Details Narrative) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Investments, Debt and Equity Securities [Abstract] | ||
Debt Securities, Available-for-sale | $ 123,339 | $ 7,182 |
FAIR VALUE OF FINANCIAL ASSET_3
FAIR VALUE OF FINANCIAL ASSETS AND LIABILITIES - SCHEDULE OF ASSETS AND LIABILITIES MEASURED AT FAIR VALUE ON RECURRING BASIS (Details) - Fair Value, Recurring [Member] - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | $ 142,523,000 | $ 16,877,000 |
Liabilities, Fair Value | 39,000 | |
Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents, Fair Value | 13,257,000 | 7,833,000 |
Corporate Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents, Fair Value | 5,927,000 | 1,862,000 |
Marketable Securities, Fair Value | 89,172,000 | 7,182,000 |
US Treasury Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities, Fair Value | 10,386,000 | |
U.S. government agency securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities, Fair Value | 23,781,000 | |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 13,257,000 | 7,833,000 |
Liabilities, Fair Value | 0 | |
Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents, Fair Value | 13,257,000 | 7,833,000 |
Fair Value, Inputs, Level 1 [Member] | Corporate Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents, Fair Value | 0 | 0 |
Marketable Securities, Fair Value | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | US Treasury Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities, Fair Value | 0 | |
Fair Value, Inputs, Level 1 [Member] | U.S. government agency securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities, Fair Value | 0 | |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 129,266,000 | 9,044,000 |
Liabilities, Fair Value | 0 | |
Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents, Fair Value | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Corporate Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents, Fair Value | 5,927,000 | 1,862,000 |
Marketable Securities, Fair Value | 89,172,000 | 7,182,000 |
Fair Value, Inputs, Level 2 [Member] | US Treasury Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities, Fair Value | 10,386,000 | |
Fair Value, Inputs, Level 2 [Member] | U.S. government agency securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities, Fair Value | 23,781,000 | |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets, Fair Value | 0 | 0 |
Liabilities, Fair Value | 39,000 | |
Fair Value, Inputs, Level 3 [Member] | Money Market Funds [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents, Fair Value | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | Corporate Debt Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash Equivalents, Fair Value | 0 | 0 |
Marketable Securities, Fair Value | 0 | $ 0 |
Fair Value, Inputs, Level 3 [Member] | US Treasury Securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities, Fair Value | 0 | |
Fair Value, Inputs, Level 3 [Member] | U.S. government agency securities [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Marketable Securities, Fair Value | $ 0 |
LICENSE AGREEMENTS (Details Nar
LICENSE AGREEMENTS (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||||||||
Feb. 12, 2023 | Nov. 17, 2022 | May 26, 2021 | Sep. 20, 2018 | Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Sales Milestone Payment | $ 0 | $ 0 | $ 0 | $ 9,100,000 | ||||||
Other Liabilities, Noncurrent | 0 | 0 | $ 44,000 | |||||||
Jenrin Agreement [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Upfront cash payment | $ 300,000 | |||||||||
Jenrin Agreement [Member] | Maximum [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Potential milestone payments | $ 18,400,000 | |||||||||
UCSF Lincense Agreement [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
License issuance fee | $ 800,000 | $ 1,500,000 | ||||||||
Installment of license issuance fee | $ 400,000 | |||||||||
Accrued pre-clinical cost | 1,600,000 | |||||||||
Additional payment of indication milestone | 50,000 | |||||||||
UCSF Lincense Agreement [Member] | Maximum [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Potential milestone payments | $ 153,200,000 | |||||||||
Cspc License Agreement [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Upfront cash payment | $ 7,500,000 | |||||||||
Other Liabilities, Noncurrent | 2,500,000 | 2,500,000 | ||||||||
Accrued license costs | $ 4,100,000 | $ 4,100,000 | ||||||||
Cspc License Agreement [Member] | Maximum [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Potential milestone payments | 555,000,000 | |||||||||
Installment of license issuance fee | $ 5,000,000 | |||||||||
Cspc License Agreement [Member] | Minimum [Member] | ||||||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||||||
Potential milestone payments | 130,000,000 | |||||||||
Installment of license issuance fee | $ 2,500,000 |
PROPERTY AND EQUIPMENT - SUMMAR
PROPERTY AND EQUIPMENT - SUMMARY OF PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 4,529 | $ 4,529 |
Less: accumulated depreciation | (3,858) | (3,556) |
Property an equipment, net | 671 | 973 |
Computer Hardware and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 84 | 84 |
Office Furniture and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,114 | 1,114 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 3,331 | $ 3,331 |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation | $ 0.2 | $ 0.2 | $ 0.3 | $ 0.3 |
Impairment charges | $ 0 | $ 0 | $ 0 | $ 0 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - SCHEDULE OF MATURITIES OF OPERATING LEASE LIABILITIES (Details) $ in Thousands | Jun. 30, 2024 USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2024 | $ 878 |
2025 | 1,795 |
2026 | 1,688 |
Total lease payments | 4,361 |
Less: imputed interest | (386) |
Total | $ 3,975 |
COMMITMENTS AND CONTINGENCIES_2
COMMITMENTS AND CONTINGENCIES (Details Narrative) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Aug. 26, 2021 ft² | |
Commitments and Contingencies Disclosure [Abstract] | |||||
Sublease Area | 12,112 | ||||
Sublease Area Total | 30,023 | ||||
Sublease Agreement Description | Effective August 26, 2021, the Company entered into a sublease agreement with a third party to sublease 12,112 square feet of the 30,023 square feet currently being leased under one of its two existing lease agreements. The sublease commenced on October 1, 2021 and was scheduled to end on October 31, 2026, however, it was terminated on June 24, 2024. The Company notes sublease income of $0 and $0.1 million for the three months ended June 30, 2024 and 2023, respectively and $0.2 million and $0.1 million for the six months ended June 30, 2024 and 2023, respectively was recognized and offset against rent expense. | ||||
Subleases Income | $ | $ 0 | $ 0.1 | $ 0.2 | $ 0.1 |
NOTES PAYABLE - SCHEDULE OF NOT
NOTES PAYABLE - SCHEDULE OF NOTES PAYABLE (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Debt Disclosure [Abstract] | ||
Principal | $ 10,820 | $ 16,304 |
Less: debt discount | (2,954) | (2,954) |
Accretion of Debt Discount | 2,878 | 2,558 |
Net Carrying amount | $ 10,744 | $ 15,908 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||
Aug. 01, 2024 | Jul. 01, 2024 | Mar. 06, 2024 | Jun. 01, 2023 | Jul. 28, 2020 | Nov. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Debt Instrument, Unamortized Discount | $ 2,954,000 | $ 2,954,000 | $ 2,954,000 | ||||||||
Interest Expense, Debt | 600,000 | $ 1,000,000 | 1,500,000 | $ 1,900,000 | |||||||
Debt Instrument, Face Amount | 10,820,000 | 10,820,000 | 16,304,000 | ||||||||
Lenders [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Debt Instrument, Unamortized Discount | 3,000,000 | 3,000,000 | |||||||||
Share-Based Payment Arrangement, Tranche One [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Debt Instrument, Face Amount | $ 20,000,000 | ||||||||||
Insurance Policy [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Prepaid expenses | $ 100,000 | $ 100,000 | $ 300,000 | ||||||||
Loan Agreement [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Notes payable | $ 400,000 | ||||||||||
Monthly principal and interest payments | $ 39,000 | ||||||||||
Monthly loan payments term | 10-month period | ||||||||||
Annual interest rate | 8.15% | ||||||||||
Loan Agreement [Member] | K2 HealthVentures LLC [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Annual interest rate | 13.75% | 13.75% | |||||||||
Debt conversion amount | $ 1,100,000 | $ 900,000 | $ 5,000,000 | ||||||||
Debt conversion per share | $ 7.875 | $ 4.5 | |||||||||
Warrants to purchase shares of common stock, exercised | 142,857 | 194,444 | 2,873 | ||||||||
Warrant exercisable price per share | $ 208.8 | ||||||||||
Final payment | $ 1,600,000 | ||||||||||
Loan Agreement [Member] | K2 HealthVentures LLC [Member] | Share-Based Payment Arrangement, Tranche One [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Secured debt | $ 20,000,000 | ||||||||||
Loan Agreement [Member] | Debt 1a [Member] | K2 HealthVentures LLC [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Debt conversion amount | 3,000,000 | ||||||||||
Loan Agreement [Member] | Debt 1a [Member] | K2 HealthVentures LLC [Member] | Minimum [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Debt conversion amount | $ 900,000 | ||||||||||
Debt conversion per share | $ 4.5 | $ 4.5 | |||||||||
Loan Agreement [Member] | Debt 1b [Member] | K2 HealthVentures LLC [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Debt conversion amount | $ 1,100,000 | ||||||||||
Debt conversion per share | 7.875 | $ 7.875 | |||||||||
Loan Agreement [Member] | Debt 2 [Member] | K2 HealthVentures LLC [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Debt conversion amount | $ 3,000,000 | ||||||||||
Debt conversion per share | $ 282 | $ 282 | |||||||||
Amended loan agreement [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Debt Instrument Outstanding principal Amount | $ 10,800,000 | $ 10,800,000 | |||||||||
Debt Instrument, Face Amount | $ 12,400,000 | 12,400,000 | |||||||||
Debt Instrument, Periodic Payment, Principal | $ 1,600,000 | ||||||||||
Amended loan agreement [Member] | K2 HealthVentures LLC [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Debt description | The Company entered into an Amendment to the Loan and Security Agreement (the "Amended Loan and Security Agreement") on October 25, 2022. Interest payments are made monthly and accrue at a variable annual rate equal to the greater of (i) 8.5% and (ii) the rate of interest noted in The Wall Street Journal, Money Rates section, as the “Prime Rate” plus 5.25%, in each case, subject to a step-down of 25 basis points upon the funding of the second tranche. | ||||||||||
Amended loan agreement [Member] | Subsequent Event [Member] | |||||||||||
SEC Schedule, 12-17, Insurance Companies, Reinsurance [Line Items] | |||||||||||
Loan Maturity Final Amount | $ 11,800,000 | ||||||||||
Debt Instrument Outstanding principal Amount | 10,100,000 | ||||||||||
Debt Instrument, Periodic Payment, Interest | $ 1,600,000 | ||||||||||
Debt Instrument, Issued, Principal | $ 700,000 |
ACCRUED EXPENSES - SCHEDULE OF
ACCRUED EXPENSES - SCHEDULE OF ACCRUED EXPENSES (Details) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Payables and Accruals [Abstract] | ||
Accrued pre-clinical and clinical costs | $ 1,174 | $ 1,449 |
Accrued product development costs | 737 | 745 |
Accrued license costs | 4,125 | 4,825 |
Accrued compensation | 2,297 | 2,326 |
Accrued administrative costs | 625 | 343 |
Accrued interest | 1,530 | 1,342 |
Total | $ 10,488 | $ 11,030 |
ACCRUED EXPENSES (Additional In
ACCRUED EXPENSES (Additional Information) (Details) - USD ($) | Jun. 30, 2024 | Jun. 30, 2023 |
Payables and Accruals [Abstract] | ||
Other Accrued Liabilities | $ 0 | $ 0 |
DEVELOPMENT AWARDS (Details Nar
DEVELOPMENT AWARDS (Details Narrative) - USD ($) $ in Thousands | Jun. 30, 2024 | Dec. 31, 2023 |
Entity Listings [Line Items] | ||
Loans Payable | $ 10,744 | $ 15,908 |
PREFERRED STOCK (Additional Inf
PREFERRED STOCK (Additional Information) (Details) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Preferred Stock, Shares Issued | 0 | 0 |
NET LOSS PER COMMON SHARE (Deta
NET LOSS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Accounting Policies [Abstract] | ||||
Net Income (Loss) | $ (9,997) | $ (8,784) | $ (16,896) | $ (26,529) |
Weighted Average Number of Shares Outstanding, Basic | 11,053,241 | 4,277,701 | 9,681,875 | 4,229,894 |
Net loss per share of common stock-basic | $ (0.9) | $ (2.05) | $ (1.75) | $ (6.27) |
STOCKHOLDERS' EQUITY (Details N
STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Feb. 02, 2024 | Jan. 31, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | May 31, 2023 | |
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||||||||
Common stock, shares authorized | 300,000,000 | 300,000,000 | 300,000,000 | |||||
Preferred Stock, Shares Authorized | 10,000,000 | 10,000,000 | 10,000,000 | |||||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Preferred Stock, Shares Issued | 0 | 0 | 0 | |||||
Preferred Stock, Shares Outstanding | 0 | 0 | 0 | |||||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares issued | 11,498,917 | 11,498,917 | 4,423,683 | |||||
Common stock, shares outstanding | 11,498,917 | 11,498,917 | 4,423,683 | |||||
Gross proceeds from sale of stock | $ 146,130 | $ 207 | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 134,076 | |||||||
Restricted Common Stock [Member] | 2014 Plan | ||||||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||||||||
Common stock issued | 436 | 0 | 3,764 | 0 | ||||
Warrant [Member] | ||||||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Non-Option Equity Instruments, Exercised | 0 | 0 | 0 | 0 | ||||
Equity Option [Member] | ||||||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 109,845 | 0 | 134,076 | 43,836 | ||||
Proceeds from Stock Options Exercised | $ 1,700 | $ 0 | $ 1,900 | $ 100 | ||||
Jefferies LLC [Member] | ||||||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||||||||
Common stock, par value | $ 0.0001 | |||||||
additional shares of common stock | 648,750 | |||||||
Aggregate common stock sold, shares | 4,325,000 | |||||||
Purchase price per share | $ 19 | |||||||
Gross proceeds from sale of stock | $ 94,500 | |||||||
Net Poceeds after deducting Underwriting Discounts and Commissions | $ 88,600 | |||||||
May 2023 Sale Agreement [Member] | Jefferies LLC [Member] | ||||||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||||||||
Sale of common stock offering price | $ 150,000 | |||||||
K2HV Amended Loan and Security Agreement [Member] | ||||||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||||||||
Common stock issued | 0 | 194,444 | 142,857 | 194,444 | ||||
Open Market Sale Agreement [Member] | ||||||||
Significant Change in Unrecognized Tax Benefits is Reasonably Possible [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 881,399 | 13,164 | 1,820,787 | 13,164 | ||||
Proceeds from Stock Options Exercised | $ 35,600 | $ 100 | $ 55,800 | $ 100 | ||||
Proceeds from Issuance or Sale | $ 113,200 |
STOCK BASED COMPENSATION AWARDS
STOCK BASED COMPENSATION AWARDS - SCHEDULE OF STOCK-BASED COMPENSATION EXPENSE (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 1,288 | $ 823 | $ 2,270 | $ 1,850 |
Research and Development Expense [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 268 | 96 | 404 | 190 |
General and Administrative Expense [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 1,020 | 727 | 1,866 | 1,660 |
Stock options [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 892 | 819 | 1,722 | 1,843 |
Restricted Stock Units RSU [Member] | ||||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 396 | $ 4 | $ 548 | $ 7 |
STOCK BASED COMPENSATION AWAR_2
STOCK BASED COMPENSATION AWARDS - SUMMARY OF FAIR VALUE OF OPTIONS GRANTED (Details) - Employee Stock Option | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Option Indexed to Issuer's Equity [Line Items] | ||
Risk free interest rate | 4.25% | 3.81% |
Expected dividend yield | 0% | 0% |
Expected term in years (employee options) | 6 years 2 months 8 days | 6 years 3 months |
Expected volatility | 124.31% | 101.33% |
STOCK BASED COMPENSATION AWAR_3
STOCK BASED COMPENSATION AWARDS - SUMMARY OF OPTION ACTIVITY (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2024 | |
Share-Based Payment Arrangement [Abstract] | |
Shares, Outstanding, Beginning balance | 708,762 |
Number of Shares Granted | 236,850 |
Shares, Exercised | (134,076) |
Shares,Forfeited or canceled | (54,879) |
Shares, Expired | (18,678) |
Shares, Outstanding, Ending balance | 737,979 |
Shares, Exercisable | 370,025 |
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 63.96 |
Weighted Average Exercise Price, Granted | 27.22 |
Weighted Average Exercise Price, Exercised | 14.48 |
Weighted Average Exercise Price, Forfeited or canceled | 9.29 |
Weighted Average Exercise Price , Expired | 70.73 |
Weighted Average Exercise Price, Outstanding, Ending balance | 65.05 |
Weighted Average Exercise Price, Exercisable | $ 106.89 |
Weighted Average Remaining Contractual Term in Years, Outstanding | 7 years 3 months 7 days |
Weighted Average Remaining Contractual Term in Years, Exercisable | 5 years 5 months 4 days |
Average Intrinsic Value, Outstanding | $ 12,172 |
Average Intrinsic Value, Exercisable | $ 3,458 |
STOCK BASED COMPENSATION AWAR_4
STOCK BASED COMPENSATION AWARDS - SCHEDULE OF RESTRICTED STOCK UNITS (Details) | 6 Months Ended |
Jun. 30, 2024 $ / shares shares | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Shares Granted | 236,850 |
Non-vested stock options [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Shares Unvested at December 31, 2023 | 17,911 |
Number of Shares Granted | 236,854 |
Number of Shares Forfeited | (2,193) |
Number of Shares Vested | (3,764) |
Number of Shares Unvested as June 30 2024 | 248,808 |
Weighted Average Grant Date Fair Value Unvested at December 31, 2023 | $ / shares | $ 5.14 |
Weighte Average Grant Date Fair Value Options Granted | $ / shares | 26.85 |
Weighte Average Grant Date Fair Value Options Forfeited | $ / shares | 17.15 |
Weighte Average Grant Date Fair Value Options Vested | $ / shares | 4.89 |
Weighte Average Grant Date Fair Value Options Unvested at June 30 2024 | $ / shares | $ 25.71 |
STOCK BASED COMPENSATION AWAR_5
STOCK BASED COMPENSATION AWARDS (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | May 16, 2024 | Dec. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Issuance of common stock upon exercise of stock options, shares | 134,076 | |||||
Outstanding stock options | 11,498,917 | 11,498,917 | 4,423,683 | |||
Stock-based compensation expense | $ 2,270 | $ 1,850 | ||||
Total fair value of options vested | $ 12,172 | 12,172 | ||||
Total unrecognized compensation expense | $ 5,900 | $ 5,900 | ||||
Share-based compensation expense, recognized over a weighted average | 2 years 1 month 13 days | |||||
Number of Shares Granted | 236,850 | |||||
Equity Option [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Issuance of common stock upon exercise of stock options, shares | 109,845 | 0 | 134,076 | 43,836 | ||
Weighte Average Grant Date Fair Value Options Granted | $ 24.3 | $ 4.2 | ||||
Average intrinsic value of options exercised | $ 4,100 | $ 100 | ||||
Total unrecognized compensation expense | $ 6,700 | $ 6,700 | ||||
Share-based compensation expense, recognized over a weighted average | 1 year 6 months 10 days | |||||
Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Issuance of common stock upon exercise of stock options, shares | 109,845 | 134,076 | 43,836 | |||
Common stock issued | 881,399 | 13,164 | 6,794,537 | 13,164 | ||
2014 Equity Incentive Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Shares reserved for issuance | 2,000,000 | |||||
2014 Equity Incentive Plan [Member] | Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Number of Shares Vested | 913,325 | |||||
Issuance of common stock upon exercise of stock options, shares | 913,325 | |||||
Number of Shares Granted | 0 | |||||
2024 Equity Compensation Plan And 2014 Equity Incentive Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Percentage of outstanding common shares | 25% | |||||
2024 Equity Compensation Plan [Member] | Common Stock [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Number of Shares Vested | 73,462 | |||||
Issuance of common stock upon exercise of stock options, shares | 73,462 | |||||
Number of Shares Granted | 1,926,538 |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||||
Mar. 06, 2024 | Jun. 01, 2023 | Jul. 28, 2020 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Oct. 16, 2020 | Jan. 26, 2018 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Number | 370,025 | 370,025 | ||||||||
Debt face amount | $ 10,820 | $ 10,820 | $ 16,304 | |||||||
Share-based Payment Arrangement, Tranche One [Member] | ||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Debt face amount | $ 20,000 | |||||||||
CFF Warrant [Member] | ||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Warrants outstanding to purchase of common stock shares | 33,334 | |||||||||
Exercise price of warrants | $ 396 | |||||||||
Investment Agreement [Member] | CFF Warrant [Member] | ||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Warrants outstanding to purchase of common stock shares | 50,207 | 50,207 | ||||||||
Exercise price of warrants | $ 283.81 | $ 283.81 | ||||||||
Weighted average remaining life of warrants | 1 year 1 month 9 days | |||||||||
Warrant expire date | Jan. 26, 2025 | Jan. 26, 2025 | ||||||||
Loan Agreement [Member] | K2 HealthVentures LLC [Member] | ||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Warrants to purchase shares of common stock, exercised | 142,857 | 194,444 | 2,873 | |||||||
Exercise price of warrants | $ 208.8 | |||||||||
Loan Agreement [Member] | K2 Warrant [Member] | ||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Warrants to purchase shares of common stock, exercised | 2,873 | |||||||||
Warrants outstanding to purchase of common stock shares | 2,873 | |||||||||
Exercise price of warrants | $ 208.8 | |||||||||
Warrant expire date | Jul. 28, 2030 | |||||||||
Professional Services Agreement [Member] | Warrants [Member] | Investor Relations Service Provider [Member] | ||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Warrants outstanding to purchase of common stock shares | 14,000 | |||||||||
Exercise price of warrants | $ 32.1 | |||||||||
Warrant expire date | Nov. 03, 2025 | |||||||||
Warrant [Member] | ||||||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||||||||
Warrants to purchase shares of common stock, exercised | 0 | 0 | 0 | 0 |
SCHEDULE OF FAIR VALUE OF DERIV
SCHEDULE OF FAIR VALUE OF DERIVATIVE LIABILITY (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Beginning balance, December 31, 2023 | $ 39 | |||
Change in fair value of derivative liabilities | $ (11) | $ 0 | (39) | $ 0 |
Ending balance, June 30, 2024 | $ 0 | $ 0 |
DERIVATIVE LIABILITY (Details N
DERIVATIVE LIABILITY (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Jul. 28, 2020 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Derivative liability | $ 0 | $ 0 | $ 39,000 | |||
Gain (Loss) on Sale of Derivatives | 11,000 | $ 0 | $ 39,000 | $ 0 | ||
Probability of decreased repayment of loan | 0% | 55% | ||||
Loan Agreement [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Probability of decreased repayment of loan | 0% | 10% | ||||
Loan Agreement [Member] | K2 HealthVentures LLC [Member] | Share-based Payment Arrangement, Tranche One [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Secured debt | $ 20,000,000 | |||||
Derivative Liability Level 3 [Member] | K2 HealthVentures LLC [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Derivative liability | $ 0 | $ 0 | ||||
Gain (Loss) on Sale of Derivatives | $ 39,000 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 6 Months Ended | |
Aug. 01, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | |
Subsequent Event [Line Items] | |||
Proceeds from issuance of common stock, net | $ 146,130 | $ 207 | |
Subsequent Event [Member] | |||
Subsequent Event [Line Items] | |||
Common stock issued | 544,295 | ||
Proceeds from issuance of common stock, net | $ 28,800 | ||
Subsequent Event [Member] | Loan And Security Agreement With K2 Health Ventures Llc [Member] | |||
Subsequent Event [Line Items] | |||
Repayments of Long-Term Debt | 11,800 | ||
Principal outstanding on the maturity date | 10,100 | ||
Final payment and accrued interest. | $ 1,600 | ||
Long-Term Debt, Maturities, Repayment Terms | August 1, 2024 |