Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 08, 2020 | |
Document and Entity Information | ||
Entity Registrant Name | Bellerophon Therapeutics, Inc. | |
Entity Central Index Key | 0001600132 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Amendment Flag | false | |
Entity Emerging Growth Company | true | |
Entity Small Business | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 6,132,393 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 8,595 | $ 9,874 |
Restricted cash | 103 | 103 |
Prepaid expenses and other current assets | 349 | 405 |
Total current assets | 9,047 | 10,382 |
Restricted cash, non-current | 300 | 300 |
Right of use assets, net | 1,961 | 2,110 |
Property and equipment, net | 270 | 316 |
Total assets | 11,578 | 13,108 |
Current liabilities: | ||
Accounts payable | 2,220 | 3,106 |
Accrued research and development | 1,785 | 2,117 |
Accrued expenses | 2,101 | 1,703 |
Current portion of operating lease liabilities | 669 | 658 |
Total current liabilities | 6,775 | 7,584 |
Long term operating lease liabilities | 1,489 | 1,659 |
Common stock warrant liabilities | 1,168 | 274 |
Total liabilities | 9,432 | 9,517 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $0.01 par value per share; 200,000,000 shares authorized and 4,857,393 and 4,580,127 shares issued and outstanding at March 31, 2020 and December 31, 2019, respectively | 49 | 46 |
Preferred stock, $0.01 par value per share; 5,000,000 shares authorized, zero shares issued and outstanding at March 31, 2020 and December 31, 2019 | 0 | 0 |
Additional paid-in capital | 196,830 | 193,308 |
Accumulated deficit | (194,733) | (189,763) |
Total stockholders’ equity | 2,146 | 3,591 |
Total liabilities and stockholders’ equity | $ 11,578 | $ 13,108 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 125,000,000 |
Common stock, shares issued (in shares) | 4,857,393 | 4,580,127 |
Common stock, shares outstanding (in shares) | 4,857,393 | 4,580,127 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred tock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating expenses: | ||
Research and development | $ 2,238 | $ 2,305 |
General and administrative | 1,872 | 2,037 |
Total operating expenses | 4,110 | 4,342 |
Loss from operations | (4,110) | (4,342) |
Change in fair value of common stock warrant liability | (894) | 1,616 |
Interest and other income, net | 34 | 130 |
Pre-tax loss | (4,970) | (2,596) |
Income tax benefit | 0 | 1,801 |
Net loss | $ (4,970) | $ (795) |
Weighted average shares outstanding: | ||
Basic (in shares) | 4,615,046 | 4,346,109 |
Diluted (in shares) | 4,615,046 | 4,346,109 |
Net loss per share: | ||
Basic (in usd per share) | $ (1.08) | $ (0.18) |
Diluted (in usd per share) | $ (1.08) | $ (0.18) |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid in Capital | Accumulated Deficit | Warrant | WarrantCommon Stock | WarrantAdditional Paid in Capital |
Balance at beginning of period (in shares) at Dec. 31, 2018 | 3,911,857 | ||||||
Balance at beginning of period at Dec. 31, 2018 | $ 3,856 | $ 39 | $ 180,313 | $ (176,496) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (795) | ||||||
Public offering (in shares) | 666,666 | ||||||
Public offering | 6,236 | $ 7 | 6,229 | ||||
Stock-based compensation (in shares) | 15,151 | ||||||
Stock-based compensation | 1,008 | $ 0 | 1,008 | ||||
Balance at end of period (in shares) at Mar. 31, 2019 | 4,593,674 | ||||||
Balance at end of period at Mar. 31, 2019 | $ 10,305 | $ 46 | 187,550 | (177,291) | |||
Balance at beginning of period (in shares) at Dec. 31, 2019 | 4,580,127 | 4,580,127 | |||||
Balance at beginning of period at Dec. 31, 2019 | $ 3,591 | $ 46 | 193,308 | (189,763) | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | (4,970) | (4,970) | |||||
Reverse Stock Split Adjustment (in shares) | (826) | ||||||
Public offering (in shares) | 254,760 | ||||||
Public offering | $ 3,057 | $ 3 | $ 3,054 | ||||
Stock-based compensation (in shares) | 23,332 | ||||||
Stock-based compensation | $ 468 | $ 0 | 468 | ||||
Balance at end of period (in shares) at Mar. 31, 2020 | 4,857,393 | 4,857,393 | |||||
Balance at end of period at Mar. 31, 2020 | $ 2,146 | $ 49 | $ 196,830 | $ (194,733) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (4,970) | $ (795) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Change in fair value of common stock warrant liability | 894 | (1,616) |
Stock based compensation | 468 | 1,008 |
Depreciation | 46 | 88 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | 56 | (298) |
Accounts payable, accrued research and development, and accrued expenses | (830) | (727) |
Net cash used in operating activities | (4,336) | (2,340) |
Cash flows from financing activities: | ||
Proceeds received from exercise of warrants | 3,057 | 0 |
Proceeds from issuance of common stock in Public Offering | 0 | 6,374 |
Net cash provided by (used in) financing activities | 3,057 | 6,374 |
Net change in cash, cash equivalents and restricted cash | (1,279) | 4,034 |
Cash, cash equivalents and restricted cash at beginning of period | 10,277 | 17,046 |
Cash, cash equivalents and restricted cash at end of period | 8,998 | 21,080 |
Non-cash financing activities: | ||
Unpaid expenses related to offerings | $ 0 | $ 138 |
Organization and Nature of the
Organization and Nature of the Business | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Nature of the Business | Organization and Nature of the Business Bellerophon Therapeutics, Inc., or the Company, is a clinical-stage therapeutics company focused on developing innovative products that address significant unmet medical needs in the treatment of cardiopulmonary diseases. The focus of the Company’s clinical program is the continued development of its nitric oxide therapy for patients with pulmonary hypertension, or PH, using its proprietary delivery system, INOpulse. The Company has three wholly-owned subsidiaries: Bellerophon BCM LLC, a Delaware limited liability company; Bellerophon Pulse Technologies LLC, a Delaware limited liability company; and Bellerophon Services, Inc., a Delaware corporation. The Company’s business is subject to significant risks and uncertainties, including but not limited to: • The risk that the Company will not achieve success in its research and development efforts, including clinical trials conducted by it or its potential collaborative partners. • The expectation that the Company will experience operating losses for the next several years. • Decisions by regulatory authorities regarding whether and when to approve the Company’s regulatory applications as well as their decisions regarding labeling and other matters which could affect the commercial potential of the Company’s products or product candidates. • The risk that the Company will fail to obtain adequate financing to meet its future operational and capital needs. • The risk that the Company will be unable to obtain additional funds on a timely basis and hence there will be substantial doubt about its ability to continue as a going concern. • The risk that key personnel will leave the Company and/or that the Company will be unable to recruit and retain senior level officers to manage its business. • There are many uncertainties regarding the novel coronavirus (COVID-19) pandemic, and the Company is closely monitoring the impact of the pandemic on all aspects of its business, including how the pandemic will impact its clinical trials, employees and suppliers. While the pandemic did not materially affect the Company's financial results and business operations in the Company's first quarter ended March 31, 2020, the extent to which the coronavirus impacts the Company's results will depend on future developments, which are highly uncertain and cannot be predicted. Further, should the COVID-19 continue to spread, the Company's business operations could be delayed or interrupted. For instance, the Company's clinical trials may suffer from lower than anticipated patient recruitment or enrollment and it may be forced to temporarily delay ongoing trials. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies (a) Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared following the requirements of the Securities and Exchange Commission, or the SEC, for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by accounting principles generally accepted in the United States of America, or U.S. GAAP, can be condensed or omitted. The Company operates in one reportable segment and solely within the United States. Accordingly, no segment or geographic information has been presented. The Company is responsible for the unaudited condensed consolidated financial statements. The condensed consolidated financial statements include all normal and recurring adjustments that are considered necessary for the fair presentation of the Company’s financial position, results of operations, comprehensive income (loss) and its cash flows for the periods presented. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2019 , included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 . The results of operations for the three months ended March 31, 2020 for the Company are not necessarily indicative of the results expected for the full year. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of costs and expenses during the reporting period, including right of use asset and operating lease liability, accrued expenses, accrued research and development expenses, stock-based compensation, common stock warrant liabilities and income taxes. Actual results could differ from those estimates. On February 5, 2020, the Company filed a certificate of amendment to its amended and restated Certificate of Incorporation to effect a 1-for-15 reverse stock split of the Company's outstanding shares of common stock which became effective on February 7, 2020. The shares of common stock underlying the Company's outstanding options and warrants were also proportionately adjusted for the reverse stock split. In addition, the number of shares of common stock available for issuance under the Company’s equity incentive plans and employee stock purchase plan were proportionately adjusted for the reverse stock split. Further, the per share exercise prices for options granted under such plans and warrants were proportionately adjusted for the reverse stock split. There was no change to the Company’s authorized number of shares or to its par value per share. The reverse stock split reduced the number of shares of the Company’s common stock that were outstanding at February 10, 2020 from 69,053,548 to 4,603,460 , after the cancellation of fractional shares. No fractional shares were issued in connection with the reverse stock split. Stockholders who otherwise held fractional shares of the Company’s common stock as a result of the reverse stock split received a de minimis cash payment in lieu of such fractional shares. These condensed consolidated financial statements give retroactive effect to such reverse stock split and all share and per share amounts have been adjusted accordingly. (b) Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity date of three months or less to be cash equivalents. All investments with maturities of greater than three months from date of purchase are classified as available-for-sale marketable securities. (c) Stock-Based Compensation The Company accounts for its stock-based compensation in accordance with applicable accounting guidance which establishes accounting for share-based awards, including stock options and restricted stock, exchanged for services and requires companies to expense the estimated fair value of these awards over the requisite service period. The Company recognizes stock-based compensation expense in operations based on the fair value of the award on the date of the grant. The resulting compensation expense, less estimated forfeitures, is recognized on a straight-line basis over the requisite service period or sooner if the awards immediately vest. The Company determines the fair value of stock options issued using a Black-Scholes-Merton option pricing model. Certain assumptions used in the model include expected volatility, dividend yield, risk-free interest rate, estimated forfeitures and expected term. For restricted stock, the fair value is the closing market price per share on the grant date. See Note 7 - Stock-Based Compensation for a description of these assumptions. (d) Common Stock Warrants and Warrant Liability The Company accounts for common stock warrants issued as freestanding instruments in accordance with applicable accounting guidance as either liabilities or as equity instruments depending on the specific terms of the warrant agreement. The Company classifies warrant liabilities on the consolidated balance sheet based on the warrants' terms as long-term liabilities, which are revalued at each balance sheet date subsequent to the initial issuance. Changes in the fair value of the warrants are reflected in the consolidated statement of operations as “Change in fair value of common stock warrant liability.” The Company uses the Black-Scholes-Merton pricing model to value the related warrant liability. Certain assumptions used in the model include expected volatility, dividend yield and risk-free interest rate. See Note 6 - Fair Value Measurements for a description of these assumptions. (e) Income Taxes The Company uses the asset and liability approach to account for income taxes as required by applicable accounting guidance, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized, on a more likely than not basis. The Company recognizes the benefit of an uncertain tax position that it has taken or expects to take on income tax returns it files if such tax position is more likely than not to be sustained on examination by the taxing authorities, based on the technical merits of the position. These tax benefits are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. (f) Research and Development Expense Research and development costs are expensed as incurred. These expenses include the costs of the Company’s proprietary research and development efforts, as well as costs incurred in connection with certain licensing arrangements. Upfront and milestone payments made to third parties in connection with research and development collaborations are expensed as incurred up to the point of regulatory approval. Payments made to third parties upon or subsequent to regulatory approval are capitalized and amortized over the remaining useful life of the related product. The Company also expenses the cost of purchased technology and equipment in the period of purchase if it believes that the technology or equipment has not demonstrated technological feasibility and it does not have an alternative future use. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and are recognized as research and development expense as the related goods are delivered or the related services are performed. (g) Leases A lease is a contract, or part of a contract, that conveys the right to control the use of explicitly or implicitly identified property, plant or equipment in exchange for consideration. Control of an asset is conveyed to the Company if the Company obtains the right to obtain substantially all of the economic benefits of the asset or the right to direct the use of the asset. The Company recognizes ROU assets and lease liabilities at the lease commencement date based on the present value of future, fixed lease payments over the term of the arrangement. ROU assets are amortized on a straight-line basis over the term of the lease. Lease liabilities accrete to yield and are reduced at the time when the lease payment is payable to the vendor. Variable lease payments are recognized at the time when the event giving rise to the payment occurs and are recognized in the statement of operations in the same line item as expenses arising from fixed lease payments. Leases are measured at present value using the rate implicit in the lease or, if the implicit rate is not determinable, the lessee's implicit borrowing rate. As the implicit rate is not typically available, the Company uses its implicit borrowing rate based on the information available at the lease commencement date to determine the present value of future lease payments. The implicit borrowing rate approximates the rate the Company would pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments. The Company does not recognize right of use assets or related lease liabilities with a lease term of twelve months or less on our consolidated balance sheet. Short-term lease costs are recorded in our consolidated statements of operations in the period in which the obligation for those payments was incurred. Short-term lease costs for the three months ended March 31, 2020 and 2019 were de minimis. (g) Recently Issued Accounting Pronouncements Adopted In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820) - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement”, which eliminates, adds and modifies certain disclosure requirements for fair value measurements. The standard requires the disclosure of the range and weighted average used to develop significant unobservable inputs and how weighted average is calculated for recurring and nonrecurring Level 3 fair value measurements. The amendment is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years with early adoption permitted. The Company adopted ASU 2018-13’s during the quarter ended March 31, 2020 by including disclosure on the range of inputs used to calculate the Company's Level 3 fair value measurements. |
Liquidity
Liquidity | 3 Months Ended |
Mar. 31, 2020 | |
Liquidity | |
Liquidity | Liquidity In the course of its development activities, the Company has sustained operating losses and expects such losses to continue over the next several years. The Company expects to continue to incur significant expenses and operating losses for the foreseeable future as it continues the development and clinical trials of, and seeks regulatory approval for, its product candidates. The Company's primary uses of capital are, and it expects will continue to be, compensation and related expenses, third-party clinical research and development services, contract manufacturing services, laboratory and related supplies, clinical costs, legal and other regulatory expenses and general overhead costs. The Company had cash and cash equivalents of $8.6 million as of March 31, 2020 . The Company's existing cash and cash equivalents as of March 31, 2020 will be used primarily to fund the Phase 3 trial of INOpulse for PH-ILD, to complete the dose escalation study for PH-Sarc. and to treat COVID-19 patients under the emergency expanded access. On June 25, 2018, the Company filed a shelf registration statement on Form S-3 with the SEC, which became effective on July 6, 2018. The shelf registration allows the Company to issue, from time to time at prices and on terms to be determined prior to the time of any such offering, up to $100 million of any combination of common stock, preferred stock, debt securities, warrants and rights, either individually or in units. On January 25, 2019, the Company completed the sale of 666,666 shares of its common stock at a public offering price of $10.50 per share, resulting in net proceeds of $6.2 million , after deducting placement fees of $0.5 million and other offering costs of $0.3 million . Such shares were sold pursuant to the Company's effective shelf registration statement on Form S-3. On April 1, 2020, the Company completed the sale of 1,275,000 shares of its common stock in a registered direct offering at an offering price of $12.00 per share, resulting in net proceeds of approximately $14.1 million , after deducting agent fees of $1.1 million and offering costs of $0.1 million . Such shares were sold pursuant to the Company's effective shelf registration statement on Form S-3. Taking into consideration the cash proceeds from the April 1, 2020 registered direct offering, the Company evaluated whether there are any remaining conditions and events, considered in the aggregate, that raise substantial doubt about the Company's ability to continue as a going concern within one year beyond the filing of this Quarterly Report on Form 10-Q. Based on such evaluation and the Company's current plans, which are subject to change as discussed below, management believes that the Company's existing cash and cash equivalents as of March 31, 2020 , proceeds received from the April 1, 2020 registered direct offering and proceeds received in May 2020 and expected to become available upon the future sale of state net operating losses, or NOLs, and research and development (“R&D”) tax credits under the State of New Jersey’s Technology Business Tax Certificate Transfer Program, will be sufficient to satisfy its operating cash needs for at least one year after the filing of this Quarterly Report on Form 10-Q. In April 2020, the Company submitted an Investigational New Drug Application (“IND”) to study the iNO delivery system for the treatment of patients infected with COVID-19. The IND was accepted by the U.S. Food and Drug Administration (the "FDA") in May 2020, which allows the Company to initiate the Phase 3 study. The Company is currently reviewing its clinical plans for this program and, in parallel, the Company submitted an application for federal funding, through the Biomedical Advanced Research and Development Authority (“BARDA”) and the National Institutes of Health (“NIH”), to support the study. If the Company decides to incur additional costs related to the COVID-19 trial in the next 12 months in advance of receiving federal or other funding, its operating cash needs are likely to increase and its existing cash and cash equivalents as of March 31, 2020 may not be sufficient to satisfy its operating cash needs for at least one year after the filing of this Quarterly Report on Form 10-Q. The State of New Jersey's Technology Business Tax Certificate Transfer Program enables qualified, unprofitable New Jersey based technology or biotechnology companies to sell a percentage of NOL and R&D tax credits to unrelated profitable corporations, subject to meeting certain eligibility criteria. Based on consideration of various factors, including application processing time and past trend of benefits made available under the program, the Company believes that it is probable that its plans to sell its NOLs can be effectively implemented to address its short term financial needs. The Company has sold $21.2 million of state NOLs and $0.2 million of Research and Development credit under the State of New Jersey’s Technology Business Tax Certificate Transfer Program in May 2020 for net proceeds of $2.0 million and has sold $20.0 million of state NOLs for net proceeds of $1.7 million in January 2019. Subject to state approval and program availability, the Company plans to sell additional NOLs and credits under the same program in the future. The proceeds from such sales are recorded as income tax benefit when sales occur or proceeds are received. The Company’s estimates and assumptions may prove to be wrong, and the Company may exhaust its capital resources sooner than expected. The process of testing product candidates in clinical trials is costly, and the timing of progress in clinical trials is uncertain. Because the Company’s product candidates are in clinical development and the outcome of these efforts is uncertain, the Company may not be able to accurately estimate the actual amounts that will be necessary to successfully complete the development and commercialization, if approved, of its product candidates or whether, or when, the Company may achieve profitability. Until such time, if ever, as the Company can generate substantial product revenues, it expects to finance its cash needs through a combination of equity and debt offerings, sales of state NOLs and R&D credits subject to program availability and approval, existing working capital, funding from federal programs subject to approval, and funding from potential future collaboration arrangements. To the extent that the Company raises additional capital through the future sale of equity or debt, the ownership interest of its existing stockholders will be diluted, and the terms of such securities may include liquidation or other preferences or rights such as anti-dilution rights that adversely affect the rights of its existing stockholders. If the Company raises additional funds through strategic partnerships in the future, it may have to relinquish valuable rights to its technologies, future revenue streams or product candidates or grant licenses on terms that may not be favorable to it. If the Company is unable to raise additional funds through equity or debt financings when needed, is unable to sell its state NOLs and R&D credits or obtain federal funding for the IND to study the iNO delivery system for the treatment of patients infected with COVID-19, it may be required to delay, limit, reduce or terminate its product development or future commercialization efforts or grant rights to develop and market product candidates that it would otherwise prefer to develop and market itself. |
Right of Use Assets and Leases
Right of Use Assets and Leases | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Right of Use Assets and Leases | Right of Use Assets and Leases The Company has two operating leases in Warren, NJ, one for the use of an office and research facility and a second for the use of a laboratory. The office and research facility lease is for a term of four years with a term date of March 31, 2023, with the Company's right to extend the original term for one period of five years . The laboratory lease is for a term of three years and nine months with a term date of April 30, 2023, with the Company's right to extend the original term for one period of 90 days. Operating lease expense is recognized on a straight-line basis over the respective lease term. The Company does not recognize right of use assets or related lease liabilities with a lease term of twelve months or less on our consolidated balance sheet. Short-term lease costs are recorded in our consolidated statements of operations in the period in which the obligation for those payments was incurred. Short-term lease costs for the three months ended March 31, 2020 and 2019 were de minimis. Information related to the Company's right-of-use asset and related lease liability were as follows ($ amounts in thousands): Three months ended March 31, 2020 2019 Cash paid for operating lease liability $ 187 $ 161 Operating lease expenses 177 153 Weighted average remaining lease term 3 years 4 years Weighted average discount rate 4.94 % 4.98 % Maturities of the lease liability as of March 31, 2020 were as follows : 2020 $ 570 2021 770 2022 783 2023 205 2,328 Less imputed interest (170 ) Total operating lease liability 2,158 |
Common Stock Warrants and Warra
Common Stock Warrants and Warrant Liability | 3 Months Ended |
Mar. 31, 2020 | |
Common Stock Warrant Liability [Abstract] | |
Common Stock Warrants and Warrant Liability | Common Stock Warrants and Warrant Liability On November 29, 2016, the Company issued 1,142,838 warrants that were immediately exercisable and will expire 5 years from issuance at an exercise price of $12.00 per share (the “2016 Warrants”). On June 28, 2019, the Company entered into a warrant amendment (the “Warrant Amendment”) with certain holders (the “Holders”) of 839,899 of the 2016 Warrants to purchase shares. Pursuant to the Warrant Amendment, the Company and the Holders agreed to eliminate provisions that had previously precluded equity classification treatment on the Company’s consolidated balance sheets. In consideration of such amendment, the 2016 Warrants were extended by two ( 2 ) additional years (until November 29, 2023). The difference in fair market value of the warrants before and after the amendment, of $0.7 million , was recorded in the consolidated statement of operations as a warrant amendment charge. The fair market value of the amended warrants was reclassified from common stock warrant liability to stockholders' equity. The balance of the 2016 Warrants that were not amended could require cash settlement under certain circumstances, and therefore continue to be classified as liabilities and to be recorded at estimated fair value using a Black-Scholes-Merton pricing model. As of March 31, 2020 , 661,310 of the 2016 Warrants were outstanding, of which 585,139 were equity classified and 76,171 were liability classified. During the three months ended March 31, 2020 , 254,760 of the 2016 warrants were exercised for net proceeds of $3.1 million . On May 15, 2017, the Company issued to an investor a warrant to purchase 66,666 shares that became exercisable commencing six months from their issuance and will expire five years from the initial exercise date at an exercise price of $22.50 per share. In addition, the Company issued to the placement agent warrants to purchase 4,000 shares that were immediately exercisable and will expire five years from issuance at an exercise price of $28.125 per share. As the warrants, under certain situations, could require cash settlement, the warrants were classified as liabilities and recorded at estimated fair value using a Black-Scholes-Merton pricing model. As of March 31, 2020 , all of these warrants were outstanding. On September 29, 2017, the Company issued warrants to purchase 1,296,650 shares that became exercisable commencing six months from their issuance and will expire five years from the initial exercise date at an exercise price of $18.63 per share. As the warrants could not require cash settlement, the warrants were classified as equity. As of March 31, 2020 , all of these warrants were outstanding. The following table summarizes warrant activity for the three months ended March 31, 2020 (fair value amount in thousands): Equity Classified Liability Classified Warrants Warrants Estimated Fair Value Warrants outstanding as of December 31, 2019 2,136,549 146,837 $ 274 Exercises (254,760 ) — Change in fair value of common stock warrant liability recognized in consolidated statement of operations — — 894 Warrants outstanding as of March 31, 2020 1,881,789 146,837 $ 1,168 The following table summarizes warrant activity for the three months ended March 31, 2019 (fair value amount in thousands): Equity Classified Liability Classified Warrants Warrants Estimated Fair Value Warrants outstanding as of December 31, 2018 1,296,650 986,736 $ 6,965 Change in fair value of common stock warrant liability recognized in consolidated statement of operations — — (1,616 ) Warrants outstanding as of March 31, 2019 1,296,650 986,736 $ 5,349 See Note 6 for determination of the fair value of the common stock warrant liability. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements Assets and liabilities recorded at fair value on the balance sheets are categorized based upon the level of judgment associated with the inputs used to measure the fair value. Level inputs are as follows: • Level 1 — Values are based on unadjusted quoted prices for identical assets or liabilities in an active market which the company has the ability to access at the measurement date. • Level 2 — Values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets. • Level 3 — Values are based on prices or valuation techniques that require inputs that are both unobservable and significant to the overall fair value measurement. These inputs reflect management’s own assumptions about the assumptions a market participant would use in pricing the asset. The following table summarizes fair value measurements by level at March 31, 2020 for liabilities measured at fair value on a recurring basis (in thousands): Level 1 Level 2 Level 3 Total Common stock warrant liability — — 1,168 1,168 The following table summarizes fair value measurements by level at December 31, 2019 for liabilities measured at fair value on a recurring basis (in thousands): Level 1 Level 2 Level 3 Total Common stock warrant liabilities — — 274 274 The Company uses a Black-Scholes-Merton option pricing model to value its liability classified common stock warrants. The significant unobservable inputs used in calculating the fair value of common stock warrants represent management’s best estimates and involve inherent uncertainties and the application of management’s judgment. For volatility, the Company considers comparable public companies as a basis for its expected volatility to calculate the fair value of common stock warrants and transitions to its own volatility as the Company develops sufficient appropriate history as a public company. The risk-free interest rate is based on U.S. Treasury notes with a term approximating the expected term of the common stock warrant. Any significant changes in the inputs may result in significantly higher or lower fair value measurements. The following are the weighted average and the range of assumptions used in estimating the fair value of warrants outstanding (weighted average calculated based on the number of outstanding warrants on each issuance) as of March 31, 2020 and December 31, 2019 : March 31, 2020 December 31, 2019 Valuation assumptions: Range Weighted Average Range Weighted Average Risk-free interest rate 0.21 % - 0.27 % 0.24 % 1.57 % - 1.61 % 1.59 % Expected volatility 149.76 % - 187.49 % 169.86 % 104.74 % - 109.05 % 107.00 % Expected term (in years) 1.7 - 2.6 2.1 1.9 - 2.9 2.4 Dividend yield — % - — % — % — % - — % — % |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Bellerophon 2015 and 2014 Equity Incentive Plans During 2014, the Company adopted the 2014 Equity Incentive Plan, or the 2014 Plan, which provided for the grant of options. Following the effectiveness of the Company's registration statement filed in connection with its IPO, no options may be granted under the 2014 Plan. The awards granted under the 2014 Plan generally have a vesting period of between one to four years. During 2015, the Company adopted the 2015 Equity Incentive Plan, or the 2015 Plan, which provides for the grant of options, restricted stock and other forms of equity compensation. On May 4, 2017, the Company’s stockholders approved an amendment to the 2015 Plan to increase the aggregate number of shares available for the grant of awards to 333,333 and to increase the maximum number of shares available under the annual increase to 200,000 shares. On May 14, 2019, the Company's stockholders approved an additional amendment to the 2015 Plan to increase the aggregate number of shares reserved for issuance under the 2015 Plan from 333,333 to 833,333 . As of March 31, 2020 , the Company had 454,362 shares available for grant under the 2015 Plan. As of March 31, 2020 , there was approximately $2.7 million of total unrecognized compensation expense related to unvested stock awards. This expense is expected to be recognized over a weighted-average period of 2.4 years. No tax benefit was recognized during the three months ended March 31, 2020 and 2019 related to stock-based compensation expense since the Company incurred operating losses and has established a full valuation allowance to offset all the potential tax benefits associated with its deferred tax assets. Options The weighted average grant-date fair value of options issued during the three months ended March 31, 2019 was $9.30 . No options were granted in the three months ended March 31, 2020 . The following are the weighted average assumptions used in estimating the fair values of options issued during the three months ended March 31, 2019 : Three Months Ended March 31, 2019 Valuation assumptions: Risk-free rate 2.51 % Expected volatility 82.95 % Expected term (years) 6.0 Dividend yield — A summary of option activity under the 2015 and 2014 Plans for the three months ended March 31, 2020 is presented below: Bellerophon 2015 and 2014 Equity Incentive Plans Options Range of Exercise Price Weighted Average Price Weighted Average Remaining Contractual Life (in years) Options outstanding as of December 31, 2019 663,501 $ 7.35 - 199.20 $ 24.15 8.3 Forfeited (325 ) 7.35 - 199.20 32.41 — Options outstanding as of March 31, 2020 663,176 $ 7.35 - 199.20 $ 24.15 8.0 Options vested and exercisable as of March 31, 2020 295,768 $ 7.35 - 199.20 $ 39.48 7.1 The intrinsic value of options outstanding, vested and exercisable as of March 31, 2020 was $0.4 million . Restricted Stock All restricted stock awards granted under the 2015 Plan during the three months ended March 31, 2020 were in relation to director compensation and vested in full by December 31, 2020 subject to certain terms and conditions. A summary of restricted stock activity under the 2015 Plan for the three months ended March 31, 2020 is presented below: Bellerophon 2015 Equity Incentive Plan Shares Weighted Average Fair Value Aggregate Grant Date Fair Value (in millions) Weighted Average Remaining Contractual Life (in years) Restricted stock outstanding as of December 31, 2019 — $ — $ — — Granted 23,332 6.00 0.1 Vested (16,666 ) 6.00 — Restricted stock outstanding as of March 31, 2020 6,666 $ 6.00 $ — 0.7 Ikaria Equity Incentive Plans prior to February 12, 2014 Options A summary of option activity under Ikaria incentive plans assumed in 2014 for the three months ended March 31, 2020 , is presented below: Ikaria Equity Incentive Plans Options Range of Exercise Price Weighted Average Price Weighted Average Remaining Contractual Life (in years) Options outstanding as of December 31, 2019 3,463 $ 116.55 - 223.65 $ 124.21 2.3 Forfeited (195 ) 116.55 - 124.05 118.55 — Options outstanding as of March 31, 2020 3,268 $ 116.55 - 223.65 $ 124.54 2.1 Options vested and exercisable as of March 31, 2020 3,268 $ 116.55 - 223.65 $ 124.54 2.1 The intrinsic value of options outstanding, vested and exercisable as of March 31, 2020 was zero . Stock-Based Compensation Expense, Net of Estimated Forfeitures The following table summarizes the stock-based compensation expense by the unaudited condensed consolidated statement of operations line items for the three months ended March 31, 2020 and 2019 (in thousands): Three Months Ended March 31, 2020 2019 Research and development $ 79 $ 311 General and administrative 389 697 Total expense $ 468 $ 1,008 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Excluding the impact of the sale of state net operating losses and research and development credits during the first quarter of 2019, the effective tax rate for each of the three months ended March 31, 2020 and 2019 was 0.0% which was lower than the federal statutory rate primarily due to the losses incurred and the full valuation allowance on deferred tax assets. The Company’s estimated tax rate for 2020 excluding any benefits from any sales of net operating losses or research and development, or R&D, tax credits is expected to be zero because the Company expects to generate additional losses and currently has a full valuation allowance. The valuation allowance is required until the Company has sufficient positive evidence of taxable income necessary to support realization of its deferred tax assets. In addition, the Company may be subject to certain limitations in its annual utilization of NOL carry forwards to offset future taxable income (and of tax credit carry forwards to offset future tax expense) pursuant to Section 382 of the Internal Revenue Code, which could result in tax attributes expiring unused. In May 2020, the Company has sold $21.2 million of state NOLs and $0.2 million of Research and Development credits under the State of New Jersey’s Technology Business Tax Certificate Transfer Program for net proceeds of $2.0 million . In January 2019, the Company sold $20.0 million of state NOLs for net proceeds of $1.7 million under the State of New Jersey's Technology Business Tax Certificate Transfer Program, which resulted in the reversal of the valuation allowance and a tax benefit of $1.8 million for the three months ended March 31, 2019. Subject to state approval, the Company plans to sell additional NOLs and credits under the same program in the future. The proceeds from such sales are recorded as Income tax benefit when sales occur or proceeds are received. As of March 31, 2020 , there were no material uncertain tax positions. There are no tax positions for which a material change in any unrecognized tax benefit liability is reasonably possible in the next 12 months. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Net (Loss) Income Per Share | Net Loss Per Share Basic net loss per share is calculated by dividing net (loss) income by the weighted average number of shares outstanding during the period, as applicable. Diluted net loss per share is calculated by dividing net (loss) income, adjusted to reflect the impact of dilutive warrants, by the weighted average number of shares outstanding, adjusted to reflect potentially dilutive securities using the treasury stock method, except when the effect would be anti-dilutive. The Company reported a net loss for the three months ended March 31, 2020 and 2019 , therefore diluted net loss per share is the same as the basic net loss per share. As of March 31, 2020 , the Company had 666,444 options to purchase shares, 6,666 restricted shares and 2,028,626 warrants to purchase shares outstanding that have been excluded from the computation of diluted weighted average shares outstanding, because such securities had an anti-dilutive impact due to the loss reported. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Legal Proceedings The Company periodically becomes subject to legal proceedings and claims arising in connection with its business. The ultimate legal and financial liability of the Company in respect to all proceedings, claims and lawsuits, pending or threatened, cannot be estimated with any certainty. As of the date of this report, the Company is not aware of any proceeding, claim or litigation, pending or threatened, that could, individually or in the aggregate, have a material adverse effect on the Company’s business, operating results, financial condition and/or liquidity. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On April 1, 2020, the Company completed the sale of 1,275,000 shares of its common stock in a registered direct offering at an offering price of $12.00 per share, resulting in net proceeds of approximately $14.1 million , after deducting agent fees of $1.1 million and offering costs of $0.1 million . Such shares were sold pursuant to the Company's effective shelf registration statement on Form S-3. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared following the requirements of the Securities and Exchange Commission, or the SEC, for interim reporting. As permitted under those rules, certain footnotes or other financial information that are normally required by accounting principles generally accepted in the United States of America, or U.S. GAAP, can be condensed or omitted. The Company operates in one reportable segment and solely within the United States. Accordingly, no segment or geographic information has been presented. The Company is responsible for the unaudited condensed consolidated financial statements. The condensed consolidated financial statements include all normal and recurring adjustments that are considered necessary for the fair presentation of the Company’s financial position, results of operations, comprehensive income (loss) and its cash flows for the periods presented. These condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements for the year ended December 31, 2019 , included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 . The results of operations for the three months ended March 31, 2020 for the Company are not necessarily indicative of the results expected for the full year. The preparation of financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of costs and expenses during the reporting period, including right of use asset and operating lease liability, accrued expenses, accrued research and development expenses, stock-based compensation, common stock warrant liabilities and income taxes. Actual results could differ from those estimates. On February 5, 2020, the Company filed a certificate of amendment to its amended and restated Certificate of Incorporation to effect a 1-for-15 reverse stock split of the Company's outstanding shares of common stock which became effective on February 7, 2020. The shares of common stock underlying the Company's outstanding options and warrants were also proportionately adjusted for the reverse stock split. In addition, the number of shares of common stock available for issuance under the Company’s equity incentive plans and employee stock purchase plan were proportionately adjusted for the reverse stock split. Further, the per share exercise prices for options granted under such plans and warrants were proportionately adjusted for the reverse stock split. There was no change to the Company’s authorized number of shares or to its par value per share. The reverse stock split reduced the number of shares of the Company’s common stock that were outstanding at February 10, 2020 from 69,053,548 to 4,603,460 , after the cancellation of fractional shares. No fractional shares were issued in connection with the reverse stock split. Stockholders who otherwise held fractional shares of the Company’s common stock as a result of the reverse stock split received a de minimis cash payment in lieu of such fractional shares. These condensed consolidated financial statements give retroactive effect to such reverse stock split and all share and per share amounts have been adjusted accordingly. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity date of three months or less to be cash equivalents. All investments with maturities of greater than three months from date of purchase are classified as available-for-sale marketable securities. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for its stock-based compensation in accordance with applicable accounting guidance which establishes accounting for share-based awards, including stock options and restricted stock, exchanged for services and requires companies to expense the estimated fair value of these awards over the requisite service period. The Company recognizes stock-based compensation expense in operations based on the fair value of the award on the date of the grant. The resulting compensation expense, less estimated forfeitures, is recognized on a straight-line basis over the requisite service period or sooner if the awards immediately vest. The Company determines the fair value of stock options issued using a Black-Scholes-Merton option pricing model. Certain assumptions used in the model include expected volatility, dividend yield, risk-free interest rate, estimated forfeitures and expected term. For restricted stock, the fair value is the closing market price per share on the grant date. See Note 7 - Stock-Based Compensation for a description of these assumptions. |
Common Stock Warrants and Warrant Liability | Common Stock Warrants and Warrant Liability The Company accounts for common stock warrants issued as freestanding instruments in accordance with applicable accounting guidance as either liabilities or as equity instruments depending on the specific terms of the warrant agreement. The Company classifies warrant liabilities on the consolidated balance sheet based on the warrants' terms as long-term liabilities, which are revalued at each balance sheet date subsequent to the initial issuance. Changes in the fair value of the warrants are reflected in the consolidated statement of operations as “Change in fair value of common stock warrant liability.” The Company uses the Black-Scholes-Merton pricing model to value the related warrant liability. Certain assumptions used in the model include expected volatility, dividend yield and risk-free interest rate. See Note 6 - Fair Value Measurements for a description of these assumptions. |
Income Taxes | Income Taxes The Company uses the asset and liability approach to account for income taxes as required by applicable accounting guidance, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Valuation allowances are provided when necessary to reduce deferred tax assets to the amount expected to be realized, on a more likely than not basis. The Company recognizes the benefit of an uncertain tax position that it has taken or expects to take on income tax returns it files if such tax position is more likely than not to be sustained on examination by the taxing authorities, based on the technical merits of the position. These tax benefits are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate resolution. |
Research and Development Expense | Research and Development Expense Research and development costs are expensed as incurred. These expenses include the costs of the Company’s proprietary research and development efforts, as well as costs incurred in connection with certain licensing arrangements. Upfront and milestone payments made to third parties in connection with research and development collaborations are expensed as incurred up to the point of regulatory approval. Payments made to third parties upon or subsequent to regulatory approval are capitalized and amortized over the remaining useful life of the related product. The Company also expenses the cost of purchased technology and equipment in the period of purchase if it believes that the technology or equipment has not demonstrated technological feasibility and it does not have an alternative future use. Nonrefundable advance payments for goods or services that will be used or rendered for future research and development activities are deferred and are recognized as research and development expense as the related goods are delivered or the related services are performed. (g) Leases A lease is a contract, or part of a contract, that conveys the right to control the use of explicitly or implicitly identified property, plant or equipment in exchange for consideration. Control of an asset is conveyed to the Company if the Company obtains the right to obtain substantially all of the economic benefits of the asset or the right to direct the use of the asset. The Company recognizes ROU assets and lease liabilities at the lease commencement date based on the present value of future, fixed lease payments over the term of the arrangement. ROU assets are amortized on a straight-line basis over the term of the lease. Lease liabilities accrete to yield and are reduced at the time when the lease payment is payable to the vendor. Variable lease payments are recognized at the time when the event giving rise to the payment occurs and are recognized in the statement of operations in the same line item as expenses arising from fixed lease payments. Leases are measured at present value using the rate implicit in the lease or, if the implicit rate is not determinable, the lessee's implicit borrowing rate. As the implicit rate is not typically available, the Company uses its implicit borrowing rate based on the information available at the lease commencement date to determine the present value of future lease payments. The implicit borrowing rate approximates the rate the Company would pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments. The Company does not recognize right of use assets or related lease liabilities with a lease term of twelve months or less on our consolidated balance sheet. Short-term lease costs are recorded in our consolidated statements of operations in the period in which the obligation for those payments was incurred. Short-term lease costs for the three months ended March 31, 2020 and 2019 were de minimis. |
Leases | Leases A lease is a contract, or part of a contract, that conveys the right to control the use of explicitly or implicitly identified property, plant or equipment in exchange for consideration. Control of an asset is conveyed to the Company if the Company obtains the right to obtain substantially all of the economic benefits of the asset or the right to direct the use of the asset. The Company recognizes ROU assets and lease liabilities at the lease commencement date based on the present value of future, fixed lease payments over the term of the arrangement. ROU assets are amortized on a straight-line basis over the term of the lease. Lease liabilities accrete to yield and are reduced at the time when the lease payment is payable to the vendor. Variable lease payments are recognized at the time when the event giving rise to the payment occurs and are recognized in the statement of operations in the same line item as expenses arising from fixed lease payments. Leases are measured at present value using the rate implicit in the lease or, if the implicit rate is not determinable, the lessee's implicit borrowing rate. As the implicit rate is not typically available, the Company uses its implicit borrowing rate based on the information available at the lease commencement date to determine the present value of future lease payments. The implicit borrowing rate approximates the rate the Company would pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments. The Company does not recognize right of use assets or related lease liabilities with a lease term of twelve months or less on our consolidated balance sheet. Short-term lease costs are recorded in our consolidated statements of operations in the period in which the obligation for those payments was incurred. Short-term lease costs for the three months ended March 31, 2020 and 2019 were de minimis. |
New Accounting Pronouncements | Recently Issued Accounting Pronouncements Adopted In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820) - Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement”, which eliminates, adds and modifies certain disclosure requirements for fair value measurements. The standard requires the disclosure of the range and weighted average used to develop significant unobservable inputs and how weighted average is calculated for recurring and nonrecurring Level 3 fair value measurements. The amendment is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years with early adoption permitted. The Company adopted ASU 2018-13’s during the quarter ended March 31, 2020 by including disclosure on the range of inputs used to calculate the Company's Level 3 fair value measurements. |
Right of Use Assets and Leases
Right of Use Assets and Leases (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Components of Lease Expense | Information related to the Company's right-of-use asset and related lease liability were as follows ($ amounts in thousands): Three months ended March 31, 2020 2019 Cash paid for operating lease liability $ 187 $ 161 Operating lease expenses 177 153 Weighted average remaining lease term 3 years 4 years Weighted average discount rate 4.94 % 4.98 % Maturities of the lease liability as of March 31, 2020 were as follows : 2020 $ 570 2021 770 2022 783 2023 205 2,328 Less imputed interest (170 ) Total operating lease liability 2,158 |
Common Stock Warrants and War_2
Common Stock Warrants and Warrant Liability (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Common Stock Warrant Liability [Abstract] | |
Schedule of warrant activity | The following table summarizes warrant activity for the three months ended March 31, 2020 (fair value amount in thousands): Equity Classified Liability Classified Warrants Warrants Estimated Fair Value Warrants outstanding as of December 31, 2019 2,136,549 146,837 $ 274 Exercises (254,760 ) — Change in fair value of common stock warrant liability recognized in consolidated statement of operations — — 894 Warrants outstanding as of March 31, 2020 1,881,789 146,837 $ 1,168 The following table summarizes warrant activity for the three months ended March 31, 2019 (fair value amount in thousands): Equity Classified Liability Classified Warrants Warrants Estimated Fair Value Warrants outstanding as of December 31, 2018 1,296,650 986,736 $ 6,965 Change in fair value of common stock warrant liability recognized in consolidated statement of operations — — (1,616 ) Warrants outstanding as of March 31, 2019 1,296,650 986,736 $ 5,349 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Summary of fair value measurements by level | The following table summarizes fair value measurements by level at March 31, 2020 for liabilities measured at fair value on a recurring basis (in thousands): Level 1 Level 2 Level 3 Total Common stock warrant liability — — 1,168 1,168 The following table summarizes fair value measurements by level at December 31, 2019 for liabilities measured at fair value on a recurring basis (in thousands): Level 1 Level 2 Level 3 Total Common stock warrant liabilities — — 274 274 |
Fair value inputs | The following are the weighted average and the range of assumptions used in estimating the fair value of warrants outstanding (weighted average calculated based on the number of outstanding warrants on each issuance) as of March 31, 2020 and December 31, 2019 : March 31, 2020 December 31, 2019 Valuation assumptions: Range Weighted Average Range Weighted Average Risk-free interest rate 0.21 % - 0.27 % 0.24 % 1.57 % - 1.61 % 1.59 % Expected volatility 149.76 % - 187.49 % 169.86 % 104.74 % - 109.05 % 107.00 % Expected term (in years) 1.7 - 2.6 2.1 1.9 - 2.9 2.4 Dividend yield — % - — % — % — % - — % — % |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Assumptions used in estimating the fair value of options issued | The following are the weighted average assumptions used in estimating the fair values of options issued during the three months ended March 31, 2019 : Three Months Ended March 31, 2019 Valuation assumptions: Risk-free rate 2.51 % Expected volatility 82.95 % Expected term (years) 6.0 Dividend yield — |
Summary of option activity | The following table summarizes the stock-based compensation expense by the unaudited condensed consolidated statement of operations line items for the three months ended March 31, 2020 and 2019 (in thousands): Three Months Ended March 31, 2020 2019 Research and development $ 79 $ 311 General and administrative 389 697 Total expense $ 468 $ 1,008 A summary of option activity under the 2015 and 2014 Plans for the three months ended March 31, 2020 is presented below: Bellerophon 2015 and 2014 Equity Incentive Plans Options Range of Exercise Price Weighted Average Price Weighted Average Remaining Contractual Life (in years) Options outstanding as of December 31, 2019 663,501 $ 7.35 - 199.20 $ 24.15 8.3 Forfeited (325 ) 7.35 - 199.20 32.41 — Options outstanding as of March 31, 2020 663,176 $ 7.35 - 199.20 $ 24.15 8.0 Options vested and exercisable as of March 31, 2020 295,768 $ 7.35 - 199.20 $ 39.48 7.1 |
Summary of restricted stock activity | A summary of restricted stock activity under the 2015 Plan for the three months ended March 31, 2020 is presented below: Bellerophon 2015 Equity Incentive Plan Shares Weighted Average Fair Value Aggregate Grant Date Fair Value (in millions) Weighted Average Remaining Contractual Life (in years) Restricted stock outstanding as of December 31, 2019 — $ — $ — — Granted 23,332 6.00 0.1 Vested (16,666 ) 6.00 — Restricted stock outstanding as of March 31, 2020 6,666 $ 6.00 $ — 0.7 |
Summary of stock-based compensation expense by the condensed consolidated statement of operations line item | A summary of option activity under Ikaria incentive plans assumed in 2014 for the three months ended March 31, 2020 , is presented below: Ikaria Equity Incentive Plans Options Range of Exercise Price Weighted Average Price Weighted Average Remaining Contractual Life (in years) Options outstanding as of December 31, 2019 3,463 $ 116.55 - 223.65 $ 124.21 2.3 Forfeited (195 ) 116.55 - 124.05 118.55 — Options outstanding as of March 31, 2020 3,268 $ 116.55 - 223.65 $ 124.54 2.1 Options vested and exercisable as of March 31, 2020 3,268 $ 116.55 - 223.65 $ 124.54 2.1 |
Organization and Nature of th_2
Organization and Nature of the Business (Details) | Mar. 31, 2020subsidiary |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of subsidiaries | 3 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) $ in Thousands | Feb. 07, 2020 | Mar. 31, 2020USD ($)integershares | Feb. 10, 2020shares | Feb. 09, 2020shares | Dec. 31, 2019USD ($)shares |
Accounting Policies [Abstract] | |||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.0667 | ||||
Number of reportable segments | integer | 1 | ||||
Lease, liability | $ 2,158 | ||||
Right of use assets, net | $ 1,961 | $ 2,110 | |||
Common stock, shares outstanding (in shares) | shares | 4,857,393 | 4,603,460 | 69,053,548 | 4,580,127 |
Liquidity (Details)
Liquidity (Details) - USD ($) | Apr. 01, 2020 | Jan. 25, 2019 | Apr. 30, 2020 | Jan. 31, 2019 | Feb. 28, 2018 | Mar. 31, 2020 | Dec. 31, 2019 | Jul. 06, 2018 | Sep. 29, 2017 | May 15, 2017 |
Liquidity [Line Items] | ||||||||||
Cash and cash equivalents | $ 8,595,000 | $ 9,874,000 | ||||||||
Maximum securities shelf offering | $ 100,000,000 | |||||||||
Stock issued during period (in shares) | 666,666 | |||||||||
Price to the public (in dollars per share) | $ 10.5 | $ 18.63 | $ 22.50 | |||||||
Proceeds from issuance of common stock, net | $ 6,200,000 | |||||||||
Underwriting discounts And commissions | 500,000 | |||||||||
Payments of stock issuance costs | $ 300,000 | |||||||||
New Jersey | ||||||||||
Liquidity [Line Items] | ||||||||||
Deferred tax assets, amount sold | $ 20,000,000 | $ 21,200,000 | ||||||||
Deferred tax assets, research, amount sold | 200,000 | |||||||||
Proceeds from sale of deferred tax assets | $ 1,700,000 | $ 2,000,000 | ||||||||
Subsequent Event | ||||||||||
Liquidity [Line Items] | ||||||||||
Stock issued during period (in shares) | 1,275,000 | |||||||||
Price to the public (in dollars per share) | $ 12 | |||||||||
Proceeds from issuance of common stock, net | $ 14,100,000 | |||||||||
Underwriting discounts And commissions | 1,100,000 | |||||||||
Payments of stock issuance costs | $ 100,000 | |||||||||
Subsequent Event | New Jersey | ||||||||||
Liquidity [Line Items] | ||||||||||
Deferred tax assets, amount sold | $ 21,200,000 | |||||||||
Deferred tax assets, research, amount sold | 200,000 | |||||||||
Proceeds from sale of deferred tax assets | $ 2,000,000 |
Right of Use Assets and Lease_2
Right of Use Assets and Leases (Details) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020USD ($)leaseperiod | Mar. 31, 2019USD ($) | |
Lessee, Lease, Description [Line Items] | ||
Number of operating leases | lease | 2 | |
Cash paid for operating lease liability | $ 187 | $ 161 |
Operating lease expenses | $ 177 | $ 153 |
Weighted average remaining lease term | 3 years | 4 years |
Weighted average discount rate | 4.94% | 4.98% |
Operating leases | ||
2020 | $ 570 | |
2021 | 770 | |
2022 | 783 | |
2023 | 205 | |
Total lease payments | 2,328 | |
Less imputed interest | (170) | |
Total operating lease liability | $ 2,158 | |
Building | ||
Lessee, Lease, Description [Line Items] | ||
Term of contract | 4 years | |
Number of renewal periods | period | 1 | |
Renewal term | 5 years | |
Property, Plant and Equipment | ||
Lessee, Lease, Description [Line Items] | ||
Number of renewal periods | period | 1 | |
Renewal term | 90 days |
Common Stock Warrants and War_3
Common Stock Warrants and Warrant Liability - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 28, 2019 | Sep. 29, 2017 | May 15, 2017 | Nov. 29, 2016 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 25, 2019 |
Class of Warrant or Right [Line Items] | |||||||||
Warrants issued (in shares) | 1,142,838 | ||||||||
Warrants expiration | 5 years | 5 years | 5 years | ||||||
Exercise price of warrants (in usd per share) | $ 12 | ||||||||
Class of warrant, outstanding (in shares) | 661,310 | ||||||||
Period of time after issuance date before exercisable | 6 months | 6 months | |||||||
Price to the public (in dollars per share) | $ 18.63 | $ 22.50 | $ 10.5 | ||||||
Extension term | 2 years | ||||||||
Warrant amendment charge | $ 700 | ||||||||
Warrants exercised (in shares) | 254,760 | ||||||||
Proceeds received from exercise of warrants | $ 3,057 | $ 0 | |||||||
Equity Classified | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants issued (in shares) | 839,899 | ||||||||
Class of warrant, outstanding (in shares) | 1,881,789 | 1,296,650 | 2,136,549 | 1,296,650 | |||||
Warrants exercised (in shares) | 254,760 | ||||||||
Equity, 2016 Warrant | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Class of warrant, outstanding (in shares) | 585,139 | ||||||||
Liability, 2016 Warrant | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Class of warrant, outstanding (in shares) | 76,171 | ||||||||
Investor | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants issued (in shares) | 1,296,650 | 66,666 | |||||||
Placement Agent | |||||||||
Class of Warrant or Right [Line Items] | |||||||||
Warrants issued (in shares) | 4,000 | ||||||||
Exercise price of warrants (in usd per share) | $ 28.125 |
Common Stock Warrants and War_4
Common Stock Warrants and Warrant Liability - Warrant Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2018 | |
Class of Warrant or Right, Outstanding [Roll Forward] | |||
Exercises (in shares) | (254,760) | ||
Warrant, outstanding (in shares) | 661,310 | ||
Estimated Fair Value | |||
Beginning balance, Warrants outstanding | $ 274 | $ 6,965 | |
Change in fair value of common stock warrant liability recognized in consolidated statement of operations | 894 | (1,616) | |
Ending balance, Warrants outstanding | $ 1,168 | $ 5,349 | $ 6,965 |
Equity Classified | |||
Class of Warrant or Right, Outstanding [Roll Forward] | |||
Warrant, outstanding (in shares) | 2,136,549 | 1,296,650 | |
Exercises (in shares) | (254,760) | ||
Warrant, outstanding (in shares) | 1,881,789 | 1,296,650 | 1,296,650 |
Liability Classified | |||
Class of Warrant or Right, Outstanding [Roll Forward] | |||
Warrant, outstanding (in shares) | 146,837 | 986,736 | |
Exercises (in shares) | 0 | ||
Warrant, outstanding (in shares) | 146,837 | 986,736 | 986,736 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Hierarchy (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Common stock warrant liabilities | $ 1,168 | $ 274 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Common stock warrant liabilities | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Common stock warrant liabilities | 0 | 0 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Common stock warrant liabilities | $ 1,168 | $ 274 |
Fair Value Measurements - Assum
Fair Value Measurements - Assumptions Used (Details) | Mar. 31, 2020 | Dec. 31, 2019 |
Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Expected term (in years) | 1 year 8 months 12 days | 1 year 10 months 24 days |
Minimum | Risk-free interest rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation assumptions | 0.0021 | 0.0157 |
Minimum | Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation assumptions | 1.4976 | 1.0474 |
Minimum | Dividend yield | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation assumptions | 0 | 0 |
Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Expected term (in years) | 2 years 7 months 6 days | 2 years 10 months 24 days |
Maximum | Risk-free interest rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation assumptions | 0.0027 | 0.0161 |
Maximum | Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation assumptions | 1.8749 | 1.0905 |
Maximum | Dividend yield | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation assumptions | 0 | 0 |
Weighted Average | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Expected term (in years) | 2 years 1 month 6 days | 2 years 4 months 24 days |
Weighted Average | Risk-free interest rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation assumptions | 0.0024 | 0.0159 |
Weighted Average | Expected volatility | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation assumptions | 1.6986 | 1.0700 |
Weighted Average | Dividend yield | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation assumptions | 0 | 0 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | May 14, 2019 | May 04, 2017 | |
Stock-Based Compensation | ||||
Number of shares available for grant (in shares) | 333,333 | |||
Maximum annual increase number of shares available for grant (in shares) | 200,000 | |||
Number of shares available for grant (in shares) | 454,362 | 833,333 | 333,333 | |
Weighted average grant-date fair value of options issued (in usd per share) | $ 9.30 | |||
Options, outstanding, intrinsic value | $ 400,000 | |||
Bellerophon Equity Incentive Plans | ||||
Stock-Based Compensation | ||||
Unrecognized compensation expense | $ 2,700,000 | |||
Weighted-average period unrecognized compensation expense is to be recognized | 2 years 4 months 24 days | |||
Tax benefit recognized related to stock-based compensation expense | $ 0 | $ 0 | ||
Ikaria Equity Incentive Plans | ||||
Stock-Based Compensation | ||||
Options, outstanding, intrinsic value | 0 | |||
Options, exercisable, intrinsic value | $ 0 | |||
Minimum | ||||
Stock-Based Compensation | ||||
Vesting period | 1 year | |||
Maximum | ||||
Stock-Based Compensation | ||||
Vesting period | 4 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Fair Value of Options Issued (Details) - Bellerophon Equity Incentive Plans | 3 Months Ended |
Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk-free rate | 2.51% |
Expected volatility | 82.95% |
Expected term (years) | 6 years |
Dividend yield | 0.00% |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of Option Activity (Details) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Bellerophon 2015 and 2014 Equity Incentive Plans | ||
Options | ||
Options outstanding as of beginning of period (in shares) | 663,501 | |
Forfeited (in shares) | (325) | |
Options outstanding as of end of period (in shares) | 663,176 | 663,501 |
Options vested and exercisable (in shares) | 295,768 | |
Weighted Average Price | ||
Options outstanding as of beginning of period, Weighted Average Price (in dollars per share) | $ 24.15 | |
Forfeited, Weighted Average Price (in dollars per share) | 32.41 | |
Options outstanding as of end of period, Weighted Average Price (in dollars per share) | 24.15 | $ 24.15 |
Options vested and exercisable, Weighted Average Price (in dollars per share) | $ 39.48 | |
Weighted Average Remaining Contractual Life (in years) | ||
Options outstanding | 8 years | 8 years 3 months 18 days |
Options vested and exercisable | 7 years 1 month 6 days | |
Bellerophon 2015 and 2014 Equity Incentive Plans | Minimum | ||
Range of Exercise Price | ||
Options outstanding as of beginning of period, Exercise Price (in dollars per share) | $ 7.35 | |
Options forfeited, Exercise Price, (in dollars per share) | 7.35 | |
Options outstanding as of end of period, Exercise Price (in dollars per share) | 7.35 | $ 7.35 |
Options vested and exercisable, Exercise Price (in dollars per share) | 7.35 | |
Bellerophon 2015 and 2014 Equity Incentive Plans | Maximum | ||
Range of Exercise Price | ||
Options outstanding as of beginning of period, Exercise Price (in dollars per share) | 199.20 | |
Options forfeited, Exercise Price, (in dollars per share) | 199.20 | |
Options outstanding as of end of period, Exercise Price (in dollars per share) | 199.20 | $ 199.20 |
Options vested and exercisable, Exercise Price (in dollars per share) | $ 199.20 | |
Ikaria Equity Incentive Plans | ||
Options | ||
Options outstanding as of beginning of period (in shares) | 3,463 | |
Forfeited (in shares) | (195) | |
Options outstanding as of end of period (in shares) | 3,268 | 3,463 |
Options vested and exercisable (in shares) | 3,268 | |
Weighted Average Price | ||
Options outstanding as of beginning of period, Weighted Average Price (in dollars per share) | $ 124.21 | |
Forfeited, Weighted Average Price (in dollars per share) | 118.55 | |
Options outstanding as of end of period, Weighted Average Price (in dollars per share) | 124.54 | $ 124.21 |
Options vested and exercisable, Weighted Average Price (in dollars per share) | $ 124.54 | |
Weighted Average Remaining Contractual Life (in years) | ||
Options vested and exercisable | 2 years 1 month 6 days | 2 years 3 months 18 days |
Ikaria Equity Incentive Plans | Minimum | ||
Range of Exercise Price | ||
Options outstanding as of beginning of period, Exercise Price (in dollars per share) | $ 116.55 | |
Options forfeited, Exercise Price, (in dollars per share) | 116.55 | |
Options outstanding as of end of period, Exercise Price (in dollars per share) | 116.55 | $ 116.55 |
Options vested and exercisable, Exercise Price (in dollars per share) | 116.55 | |
Ikaria Equity Incentive Plans | Maximum | ||
Range of Exercise Price | ||
Options outstanding as of beginning of period, Exercise Price (in dollars per share) | 223.65 | |
Options forfeited, Exercise Price, (in dollars per share) | 124.05 | |
Options outstanding as of end of period, Exercise Price (in dollars per share) | 223.65 | $ 223.65 |
Options vested and exercisable, Exercise Price (in dollars per share) | $ 223.65 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Restricted Stock Activity (Details) - Bellerophon 2015 Equity Incentive Plan $ / shares in Units, $ in Millions | 3 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Shares | |
Restricted stock outstanding, beginning of period (in shares) | shares | 0 |
Restricted stock granted (in shares) | shares | 23,332 |
Restricted stock forfeited (in shares) | shares | (16,666) |
Restricted stock outstanding, end of period (in shares) | shares | 6,666 |
Weighted Average Fair Value | |
Beginning of period, weighted average fair value (in usd per share) | $ / shares | $ 0 |
Restricted stock granted, weighted average fair value (in usd per share) | $ / shares | 6 |
Restricted stock forfeited, weighted average fair value (in usd per share) | $ / shares | 6 |
End of period, weighted average fair value (in usd per share) | $ / shares | $ 6 |
Aggregate Grant Date Fair Value | |
Restricted stock beginning of period, aggregate grant date fair value | $ | $ 0 |
Restricted stock granted, aggregate grant date fair value | $ | 0.1 |
Restricted stock forfeited, aggregate grant date fair value | $ | 0 |
Restricted stock end of period, aggregate grant date fair value | $ | $ 0 |
Weighted Average Remaining Contractual Life (in years) | |
Restricted stock, weighted average remaining contractual life (in years) | 8 months 12 days |
Stock-Based Compensation - Allo
Stock-Based Compensation - Allocation of Recognized Period Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Stock-based compensation expense by condensed consolidated statement of operations and comprehensive loss line item | ||
Allocated share-based compensation expense | $ 468 | $ 1,008 |
Research and development | ||
Stock-based compensation expense by condensed consolidated statement of operations and comprehensive loss line item | ||
Allocated share-based compensation expense | 79 | 311 |
General and administrative | ||
Stock-based compensation expense by condensed consolidated statement of operations and comprehensive loss line item | ||
Allocated share-based compensation expense | $ 389 | $ 697 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Apr. 30, 2020 | Jan. 31, 2019 | Feb. 28, 2018 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2020 | |
Valuation Allowance [Line Items] | ||||||
Effective tax rate (as a percent) | 0.00% | 0.00% | ||||
Income tax benefit | $ 0 | $ 1,801,000 | ||||
Expected change to unrecognized tax benefit liability in next twelve months | $ 0 | |||||
Scenario, Forecast | ||||||
Valuation Allowance [Line Items] | ||||||
Effective tax rate (as a percent) | 0.00% | |||||
New Jersey | ||||||
Valuation Allowance [Line Items] | ||||||
Deferred tax assets, amount sold | $ 20,000,000 | $ 21,200,000 | ||||
Deferred tax assets, research, amount sold | 200,000 | |||||
Proceeds from sale of deferred tax assets | 1,700,000 | $ 2,000,000 | ||||
Income tax benefit | $ 1,800,000 | |||||
Subsequent Event | New Jersey | ||||||
Valuation Allowance [Line Items] | ||||||
Deferred tax assets, amount sold | $ 21,200,000 | |||||
Deferred tax assets, research, amount sold | 200,000 | |||||
Proceeds from sale of deferred tax assets | $ 2,000,000 |
Net (Loss) Income Per Share - A
Net (Loss) Income Per Share - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2020shares | |
Stock Option | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 666,444 |
Restricted Stock | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 6,666 |
Warrant | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive securities excluded from computation of earnings per share (in shares) | 2,028,626 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Millions | Apr. 01, 2020 | Jan. 25, 2019 | Sep. 29, 2017 | May 15, 2017 |
Subsequent Event [Line Items] | ||||
Public offering (in shares) | 666,666 | |||
Shares Issued, Price Per Share | $ 10.5 | $ 18.63 | $ 22.50 | |
Proceeds from issuance of common stock, net | $ 6.2 | |||
Underwriting discounts And commissions | 0.5 | |||
Payments of stock issuance costs | $ 0.3 | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Public offering (in shares) | 1,275,000 | |||
Shares Issued, Price Per Share | $ 12 | |||
Proceeds from issuance of common stock, net | $ 14.1 | |||
Underwriting discounts And commissions | 1.1 | |||
Payments of stock issuance costs | $ 0.1 |