Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2023 | May 08, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | ARTELO BIOSCIENCES, INC. | |
Entity Central Index Key | 0001621221 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Emerging Growth Company | false | |
Entity Current Reporting Status | Yes | |
Document Period End Date | Mar. 31, 2023 | |
Entity Filer Category | Non-accelerated Filer | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2023 | |
Entity Common Stock Shares Outstanding | 2,855,688 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity File Number | 001-38951 | |
Entity Incorporation State Country Code | NV | |
Entity Tax Identification Number | 33-1220924 | |
Entity Interactive Data Current | Yes | |
Entity Address Address Line 1 | 505 Lomas Santa Fe | |
Entity Address Address Line 2 | Suite 160 | |
Entity Address City Or Town | Solana Beach | |
Entity Address State Or Province | CA | |
Entity Address Country | US | |
Entity Address Postal Zip Code | 92075 | |
City Area Code | 858 | |
Local Phone Number | 925-7049 | |
Security 12b Title | Common Stock, $0.001 par value per share | |
Trading Symbol | ARTL | |
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current Assets | ||
Cash and cash equivalents | $ 6,916 | $ 6,888 |
Trading marketable securities | 8,567 | 9,150 |
Available-for-sale securities (amortized cost of $0 and $1,502, respectively) | 0 | 1,495 |
Prepaid expenses and other current assets | 903 | 789 |
Total Current Assets | 16,386 | 18,322 |
Operating lease right-of-use assets | 50 | 60 |
Intangible asset | 2,039 | 2,039 |
Other assets | 3 | 3 |
TOTAL ASSETS | 18,478 | 20,424 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 701 | 905 |
Due to related parties | 87 | 53 |
Operating lease liabilities - current portion | 37 | 40 |
Total Current Liabilities | 825 | 998 |
Operating lease liabilities | 15 | 23 |
TOTAL LIABILITIES | 840 | 1,021 |
STOCKHOLDERS' EQUITY | ||
Preferred Stock, par value $0.001, 416,667 shares authorized as of March 31, 2023 and December 31, 2022, 0 shares issued and outstanding as of March 31, 2023 and December 31, 2022 | 0 | 0 |
Common Stock, par value $0.001, 50,000,000 shares authorized as of March 31, 2023 and December 31, 2022, 2,855,688 and 2,855,688 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively | 3 | 3 |
Additional paid-in capital | 51,029 | 50,675 |
Accumulated deficit | (33,189) | (31,021) |
Accumulated other comprehensive loss | (205) | (254) |
TOTAL STOCKHOLDERS' EQUITY | 17,638 | 19,403 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 18,478 | $ 20,424 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Consolidated Balance Sheets | ||
Available-for-sale securities amortized cost, current | $ 0 | $ 1,502 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 416,667 | 416,667 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 2,855,688 | 2,855,688 |
Common Stock, Shares Outstanding | 2,855,688 | 2,855,688 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
OPERATING EXPENSES | ||
General and administrative | $ 1,057 | $ 1,482 |
Research and development | 1,235 | 464 |
Total Operating Expenses | 2,292 | 1,946 |
Loss from Operations | (2,292) | (1,946) |
OTHER INCOME (EXPENSE) | ||
Interest income | 0 | 1 |
Net change in fair value of trading marketable securities | 124 | (20) |
Total other income (expense) | 124 | (19) |
Provision for income taxes | 0 | 0 |
NET LOSS | (2,168) | (1,965) |
OTHER COMPREHENSIVE INCOME (LOSS) | ||
Net unrealized gain (loss) on available-for-sale securities | 29 | (22) |
Foreign currency translation adjustments | 20 | (24) |
Total Other Comprehensive Income (Loss) | 49 | (46) |
TOTAL COMPREHENSIVE LOSS | $ (2,119) | $ (2,011) |
Basic and Diluted Loss per Common Share | $ (0.76) | $ (0.70) |
Basic and Diluted Weighted Average Common Shares Outstanding | 2,856 | 2,820 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Common Stock [Member] | Accumulated Other Ccmprehensive Income (loss) [Member] |
Balance, shares at Dec. 31, 2021 | 2,820 | ||||
Balance, amount at Dec. 31, 2021 | $ 27,167 | $ 48,120 | $ (20,938) | $ 3 | $ (18) |
Stock based compensation | 624 | 624 | 0 | 0 | 0 |
Net loss for the period | (1,965) | 0 | (1,965) | 0 | 0 |
Other comprehensive loss | (46) | 0 | 0 | $ 0 | (46) |
Balance, shares at Mar. 31, 2022 | 2,820 | ||||
Balance, amount at Mar. 31, 2022 | 25,780 | 48,744 | (22,903) | $ 3 | (64) |
Balance, shares at Dec. 31, 2022 | 2,856 | ||||
Balance, amount at Dec. 31, 2022 | 19,403 | 50,675 | (31,021) | $ 3 | (254) |
Stock based compensation | 354 | 354 | 0 | 0 | 0 |
Net loss for the period | (2,168) | 0 | (2,168) | 0 | 0 |
Other comprehensive loss | 49 | 0 | 0 | $ 0 | 49 |
Balance, shares at Mar. 31, 2023 | 2,856 | ||||
Balance, amount at Mar. 31, 2023 | $ 17,638 | $ 51,029 | $ (33,189) | $ 3 | $ (205) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (2,168) | $ (1,965) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 354 | 624 |
Net change in fair value of trading marketable securities | (124) | 20 |
Non-cash lease expense | 11 | 7 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (68) | (594) |
Accounts payable and accrued liabilities | (214) | (160) |
Accounts payable - related parties | 34 | 23 |
Fixed cash payments related to operating leases | (11) | (8) |
Net cash used in operating activities | (2,186) | (2,053) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Investment in trading marketable securities | (5,803) | (1,947) |
Investment in available-for-sale securities | 0 | (499) |
Proceeds from disposition of marketable securities | 6,490 | 2,703 |
Proceeds upon maturity of available-for-sale securities | 1,512 | 0 |
Net cash provided by investing activities | 2,199 | 257 |
Effect of exchange rate changes on cash | 15 | (16) |
Net change in cash and cash equivalents | 28 | (1,812) |
Cash and cash equivalents - beginning of period | 6,888 | 12,162 |
Cash and cash equivalents - end of period | 6,916 | 10,350 |
Supplemental Cash Flow Information | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | 0 | 0 |
NON-CASH FINANCING AND INVESTING ACTIVITIES: | ||
Unrealized gain (loss) from available-for-sale securities | $ 29 | $ (22) |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 3 Months Ended |
Mar. 31, 2023 | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 – ORGANIZATION AND DESCRIPTION OF BUSINESS ARTELO BIOSCIENCES, INC. (“we”, “us”, “our”, the “Company”) is a Nevada corporation incorporated on May 2, 2011, and based in San Diego County, California. The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America (“GAAP”), and the Company’s fiscal year end is December 31. The Company registered fully owned subsidiaries in Ireland, Trinity Reliant Ventures Limited, on November 11, 2016, and in the UK, Trinity Research & Development Limited, on June 2, 2017. On January 8, 2020, Trinity Research and Development Limited changed its name to Artelo Biosciences Limited. The Company incorporated a wholly owned subsidiary in Canada, Artelo Biosciences Corporation, on March 18, 2020. Operations in the subsidiaries have been consolidated in the financial statements. The Company is a clinical stage biopharmaceutical company focused on developing and commercializing therapeutics that target lipid-signaling pathways, including treatments intended to modulate the endocannabinoid system (the “ECS”), a family of receptors and neurotransmitters that form a biochemical communication network throughout the body. Liquidity The Company has incurred losses since inception and incurred a net loss of $2,168 during the three months ended March 31, 2023. However, in November 2021, the Company completed an equity offering which generated net proceeds of $18,262. Additionally, in May 2022, the Company entered into a purchase agreement and a registration rights agreement (the “Equity Line”) with an institutional investor, providing for the sale of up to $20,000 worth of the Company’s Common Stock, over the thirty-six (36) month term of the purchase agreement. Under the terms and subject to the conditions of the purchase agreement, the Company has the right, but not the obligation, to sell to the institutional investor, and the institutional investor is obligated to purchase, up to $20,000 worth of shares of the Company’s Common Stock. As of March 31, 2023, there have been no sales under the Equity Line. The Company’s existing cash resources and the cash received from the November 2021 equity offering are expected to provide sufficient funds to carry out the Company’s planned operations into the second half of 2024. To continue operations beyond such time frame, the Company will be required to raise additional funds by completing additional equity or debt offerings or licensing our product candidates. There can be no assurance that the Company will be successful in acquiring additional funding, that the Company’s projections of its future working capital needs will prove accurate, or that any additional funding would be sufficient to continue operations in future years. Negative Global or National Events Businesses have been and will continue to be impacted by a number of challenging global and national events and circumstances that continue to evolve, including the COVID-19 pandemic, extreme weather conditions, increased economic uncertainty, inflation, rising interest rates, recent and any potential future financial institution failures, and conflicts in Eastern Europe and in other countries. The extent of the impact of these events and circumstances on our business, operations and development timelines and plans remains uncertain, and will depend on certain developments, including the duration and scope of the events and their impact on our development activities, third-party manufacturers, and other third parties with whom we do business, as well as its impact on regulatory authorities and our key scientific and management personnel. We have been and continue to actively monitor the potential impacts that these various events and circumstances may have on our business and we take steps, where warranted, to minimize any potential negative impacts on our business resulting from these events and circumstances. The ultimate impact of these global and national events and circumstances, either individually or in aggregate, is highly uncertain and subject to change. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company prepares its financial statements in accordance with rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and GAAP in the United States of America. The accompanying interim financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the Company’s opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2023, are not necessarily indicative of the results for the full year. While management of the Company believes that the disclosures presented herein are adequate and not misleading, these interim financial statements should be read in conjunction with the audited financial statements and the footnotes thereto for the year ended December 31, 2022, contained in the Company’s Form 10-K filed on March 31, 2023. All amounts in these financial statements, notes and tables have been rounded to the nearest thousand dollars, except share and per share amounts, unless otherwise indicated. Basis of Consolidation The financial statements have been prepared on a consolidated basis, with the Company’s wholly owned subsidiaries, Trinity Reliant Ventures Limited, Artelo Biosciences Limited and Artelo Biosciences Corporation. All intercompany transactions and balances have been eliminated. Research and Development (“R&D”) R&D expenses consist primarily of costs related to clinical studies and outside services, personnel expenses, and other R&D expenses. Clinical studies and outside services costs relate primarily to services performed by clinical research organizations and related clinical or development manufacturing costs, materials, and supplies, filing fees, regulatory support, and other third-party fees. Personnel expenses relate primarily to salaries and benefits. R&D expenditures are charged to operations as incurred. The Company recognizes R&D tax credits receivable from the United Kingdom government for spending on R&D as an offset of R&D expenses. Cash and Cash Equivalents Cash and cash equivalents include cash in banks, money market funds, commercial paper, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. The Company had $6,916 and $6,888 in cash and cash equivalents at March 31, 2023, and December 31, 2022, respectively. Periodically, the Company may carry cash balances at financial institutions more than the federally insured limit of $250 per institution. The amount in excess of the FDIC insurance as of March 31, 2023, was approximately $6.3 million. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant. Marketable Securities Our investments in debt securities are carried at fair value. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale. Realized and unrealized gains and losses on trading debt securities are charged to income and unrealized gains and losses on available-for-sale debt securities are included in other comprehensive income or loss. The marketable securities held by the Company, classified as trading marketable securities, had an outstanding balance of $8,567 and $9,150 as of March 31, 2023, and December 31, 2022, respectively. The Company’s holdings in US Treasury instruments, classified as available-for-sale securities had an outstanding balance of $0 and $1,495 as of March 31, 2023, and December 31, 2022, respectively. Financial Instruments The Company follows ASC 820, “Fair Value Measurements and Disclosures,” which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The carrying amounts shown of the Company’s financial instruments including cash and cash equivalents and accounts payable approximate fair value due to the short-term maturities of these instruments. Set out below are the Company’s financial instruments that are required to be remeasured at fair value on a recurring basis in the fair value hierarchy as of March 31, 2023, and December 31, 2022: March 31, 2023 Level 1 Level 2 Level 3 Total Marketable securities – trading securities Commercial paper $ - $ 8,325 $ - $ 8,325 Asset-backed securities - 242 - 242 - 8,567 - 8,567 Available-for sale securities - - - - $ - $ 8,567 $ - $ 8,567 December 31, 2022 Level 1 Level 2 Level 3 Total Marketable securities – trading securities Commercial paper $ - $ 9,150 $ - $ 9,150 - 9,150 - 9,150 Available-for sale securities US Treasury - 1,495 - 1,495 - 1,495 - 1,495 $ - $ 10,645 $ - $ 10,645 Net Loss per Share of Common Stock Basic earnings per share (“EPS”) is computed based on the weighted average number of shares of Common Stock outstanding during the period. Diluted EPS is computed based on the weighted average number of shares of Common Stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method and as if converted method. Dilutive potential common shares include outstanding stock options and warrants. For the three months ended March 31, 2023, and 2022, the following Common Stock equivalents were excluded from the computation of diluted net loss per share as the result was anti-dilutive. March 31, March 31, 2023 2022 Stock options 508,605 316,755 Warrants 259,155 295,561 767,760 612,316 New Accounting Standard Adopted On January 1, 2023, the Company adopted ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. These amendments permit the use of an impairment model known as the current expected credit loss (CECL) model when assessing financial instruments for impairment. There was no impact on the Company’s financial statements as a result of the adoption of the standard. Recent Accounting Pronouncements In June 2022, the FASB issued ASU 2022-03, ASC Subtopic “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions”. These amendments clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments in this update are effective for public business entities for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2023. Early adoption is permitted. The Company is currently assessing the impact of the adoption of this standard on its consolidated financial statements. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Mar. 31, 2023 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 3 – RELATED PARTY TRANSACTIONS During the three months ended March 31, 2023, and 2022, a company owned by the Senior Vice President, European Operations, provided consulting services totalling $2 and $9, respectively. As of March 31, 2023, and December 31, 2022, there was $1 and $1, outstanding, respectively. During the three months ended March 31, 2023, and 2022, a company significantly influenced by a director of a subsidiary of the Company provided professional services totalling $60 and $22, respectively. As of March 31, 2023, and December 31, 2022, there was $60 and $30 outstanding, respectively. During the three months ended March 31, 2023, and 2022, a company controlled by a director of a subsidiary of the Company provided professional services totalling $22 and $23, respectively. As of March 31, 2023, and December 31, 2022, there was $26 and $23 outstanding, respectively. |
EQUITY
EQUITY | 3 Months Ended |
Mar. 31, 2023 | |
EQUITY | |
EQUITY | NOTE 4 - EQUITY Preferred shares The Company has authorized 416,667 shares of preferred stock with a par value of $0.001 per share. As of March 31, 2023, there were no shares of preferred stock issued or outstanding. Common Shares The Company has authorized 50,000,000 shares of Common Stock with a par value of $0.001 per share. Each share of Common Stock entitles the holder to one vote, in person or proxy, on any matter on which an action of the stockholders of the Company is sought. As of March 31, 2023, there were 2,855,688 shares of Common Stock issued and outstanding. Warrants A summary of activity of the warrants during the three months ended March 31, 2023, is follows: Weighted Number of Weighted Average Average shares Exercise Price Life (years) Outstanding, December 31, 2022 270,053 $ 64.16 2.05 Granted - - - Expired (10,898 ) 180.00 - Exercised - - - Outstanding, March 31, 2023 259,155 $ 64.16 1.81 The intrinsic value of the warrants as of March 31, 2023, is $0. All of the outstanding warrants are exercisable as of March 31, 2023. 2018 Equity Incentive Plan, as amended On January 1, 2023, the number of shares available under the Company’s 2018 Equity Incentive Plan, as amended (the “2018 Plan”) was increased by 428,353 shares of Common Stock, which increased the number of shares available for issuance pursuant to the 2018 Plan to a new total of 737,770 shares. As of March 31, 2023, the 2018 Plan permits the Company to issue up to an aggregate of 1,050,879 shares of Common Stock of which 542,274 shares are available to be issued. Options granted during the three months ended March 31, 2023 The following is a summary of stock option activity during the three months ended March 31, 2023: Options Outstanding Weighted Average Number of Weighted Average Remaining life Options Exercise Price (years) Outstanding, December 31, 2022 313,109 $ 24.15 8.41 Granted 195,496 3.15 10.00 Exercised - - - Forfeited/cancelled - - - Outstanding, March 31, 2023 508,605 $ 16.08 8.81 Exercisable options, March 31, 2023 191,088 $ 31.03 7.95 Valuation The Company utilizes the Black-Scholes model to value its stock options. The Company utilized the following assumptions: Three Months Ended March 31, 2023 Expected term 5.50 - 6.25 years Expected average volatility 136 - 150% Expected dividend yield - Risk-free interest rate 3.43 - 3.49% During the three months ended March 31, 2023, the Company granted 195,496 options valued at $569. During the three months ended March 31, 2023, and 2022, the Company recognized stock-based compensation expense of $354 and $624, respectively, of which $281 and $563 was for related parties, respectively, and as of March 31, 2023, $1,963 remains unamortized, of which $1,347 is for related parties. The intrinsic value of options outstanding as of March 31, 2023, is $0. The terms of the options granted during the three months ended March 31, 2023, are as follows: On February 1, 2023, the Company granted an option to the Company’s president to purchase a total of 85,000 shares of the Company’s common stock with an exercise price of $3.15 and vesting as follows: 25% of the shares subject to the option shall vest on the one-year anniversary of the vesting commencement date, and 1/48th of the shares subject to the option shall vest each month thereafter on the same day of the month as the vesting commencement date for 36 months. The vesting commencement date is February 1, 2023. On February 2, 2023, the Company granted options to certain employees and consultants to purchase a total of 90,000 shares of the Company’s common stock with an exercise price of $3.15 and vesting as follows: twenty-five percent (25%) of the shares subject to the option shall vest on the one (1) year anniversary of the vesting commencement date, and one forty-eighth (1/48th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the vesting commencement date for 36 months. The vesting commencement date is February 1, 2023. On February 2, 2023, the Company granted an option to certain employees and consultants to purchase a total of 19,750 shares of the Company’s common stock with an exercise price of $3.15 and vesting as follows: one hundred percent (100%) of the shares subject to the option shall vest on the one (1) year anniversary of the vesting commencement date on the same day of the month as the vesting commencement date. The vesting commencement date is February 1, 2023. On February 2, 2023, the Company granted an option to an employee to purchase a total of 746 shares of the Company’s common stock with an exercise price of $3.15 and vesting as follows: 50% of the shares subject to the option shall vest on the one (1) year anniversary of the vesting commencement date, and one twenty-forth (1/24th) of the shares subject to the option shall vest each month thereafter on the same day of the month as the vesting commencement date for 12 months. The vesting commencement date is February 1, 2023. |
INTANGIBLE ASSET
INTANGIBLE ASSET | 3 Months Ended |
Mar. 31, 2023 | |
INTANGIBLE ASSET | |
INTANGIBLE ASSET | NOTE 5 – INTANGIBLE ASSET The Company has capitalized the costs associated with acquiring the exclusive worldwide license to develop and commercialize products comprising or containing the compound ART27.13 as an intangible asset at a value of $2,039 as of March 31, 2023, and December 31, 2022. The amount capitalized consisted of a $1,500 payment and the fair value of 4,087 shares of Common Stock of $539. During the three months ended March 31, 2023, no additional costs met the criteria for capitalization as an intangible asset. |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2023 | |
LEASES | |
LEASES | NOTE 6 - LEASE On May 12, 2021, the Company entered into a lease arrangement for office space with Beckman/Lomas LLC, an entity controlled by a close family member of a director. Effective June 1, 2022, the related party divested its interests in the property, and as such, the lease agreement no longer constitutes a related party transaction. On April 19, 2022, the Company entered into a lease arrangement for office space with an annual rent of $13 (£11) with the term of April 2022 through September 2023. The following summarizes right-of use asset and lease information about the Company’s operating lease as of March 31, 2023: Three months ended March 31, 2023 2022 Lease cost Operating lease cost $ 11 $ 7 Other information Cash paid for operating cash flows from operating leases $ 11 $ 8 Right-of-use assets obtained in exchange for new operating lease liability $ - $ - Weighted-average remaining lease term — operating leases (year) 1.36 2.42 Weighted-average discount rate — operating leases 2.99 % 3.00 % Future minimum lease payments under the operating lease liability have non-cancellable lease payments at March 31, 2023 as follows: Total Nine months ending December 31, 2023 29 2024 24 Thereafter - 53 Less: Imputed interest (1 ) Operating lease liabilities 52 Operating lease liability - current 37 Operating lease liability - non-current $ 15 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2023 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 7 – COMMITMENTS AND CONTENGENCIES The Company has certain financial commitments relating to research and development contracts as of March 31, 2023, as follows: · The Company is invoiced monthly and quarterly in connection with several research and development contracts. · The Company may be obligated to make additional payments related to research and development contracts entered into, dependent on the progress and milestones achieved through the programs. · The Company’s principal executive office is currently located at 505 Lomas Santa Fe Drive, Suite 160, Solana Beach, CA, US. Additionally, we have an office outside Manchester, UK, which serve as administrative spaces for managing our subsidiaries, Trinity Reliant Ventures, Ltd (Ireland) and Artelo Biosciences Limited (UK). We do not currently own any properties, laboratories, or manufacturing facilities. All leases for our office space, other than for the principal executive office, are month-to-month. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis Of Presentation | The Company prepares its financial statements in accordance with rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) and GAAP in the United States of America. The accompanying interim financial statements have been prepared in accordance with GAAP for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the Company’s opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended March 31, 2023, are not necessarily indicative of the results for the full year. While management of the Company believes that the disclosures presented herein are adequate and not misleading, these interim financial statements should be read in conjunction with the audited financial statements and the footnotes thereto for the year ended December 31, 2022, contained in the Company’s Form 10-K filed on March 31, 2023. All amounts in these financial statements, notes and tables have been rounded to the nearest thousand dollars, except share and per share amounts, unless otherwise indicated. |
Basis Of Consolidation | The financial statements have been prepared on a consolidated basis, with the Company’s wholly owned subsidiaries, Trinity Reliant Ventures Limited, Artelo Biosciences Limited and Artelo Biosciences Corporation. All intercompany transactions and balances have been eliminated. |
Research and Development ("R&D") | R&D expenses consist primarily of costs related to clinical studies and outside services, personnel expenses, and other R&D expenses. Clinical studies and outside services costs relate primarily to services performed by clinical research organizations and related clinical or development manufacturing costs, materials, and supplies, filing fees, regulatory support, and other third-party fees. Personnel expenses relate primarily to salaries and benefits. R&D expenditures are charged to operations as incurred. The Company recognizes R&D tax credits receivable from the United Kingdom government for spending on R&D as an offset of R&D expenses. |
Net Loss per Share Of Common Stock | Basic earnings per share (“EPS”) is computed based on the weighted average number of shares of Common Stock outstanding during the period. Diluted EPS is computed based on the weighted average number of shares of Common Stock plus the effect of dilutive potential common shares outstanding during the period using the treasury stock method and as if converted method. Dilutive potential common shares include outstanding stock options and warrants. For the three months ended March 31, 2023, and 2022, the following Common Stock equivalents were excluded from the computation of diluted net loss per share as the result was anti-dilutive. March 31, March 31, 2023 2022 Stock options 508,605 316,755 Warrants 259,155 295,561 767,760 612,316 |
Cash And Cash Equivalents | Cash and cash equivalents include cash in banks, money market funds, commercial paper, and certificates of term deposits with maturities of less than three months from inception, which are readily convertible to known amounts of cash and which, in the opinion of management, are subject to an insignificant risk of loss in value. The Company had $6,916 and $6,888 in cash and cash equivalents at March 31, 2023, and December 31, 2022, respectively. Periodically, the Company may carry cash balances at financial institutions more than the federally insured limit of $250 per institution. The amount in excess of the FDIC insurance as of March 31, 2023, was approximately $6.3 million. The Company has not experienced losses on these accounts and management believes, based upon the quality of the financial institutions, that the credit risk with regard to these deposits is not significant. |
Marketable Securities | Our investments in debt securities are carried at fair value. Investments in debt securities that are not classified as held-to-maturity are carried at fair value and classified as either trading or available-for-sale. Realized and unrealized gains and losses on trading debt securities are charged to income and unrealized gains and losses on available-for-sale debt securities are included in other comprehensive income or loss. The marketable securities held by the Company, classified as trading marketable securities, had an outstanding balance of $8,567 and $9,150 as of March 31, 2023, and December 31, 2022, respectively. The Company’s holdings in US Treasury instruments, classified as available-for-sale securities had an outstanding balance of $0 and $1,495 as of March 31, 2023, and December 31, 2022, respectively. |
Financial Instruments | The Company follows ASC 820, “Fair Value Measurements and Disclosures,” which defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy are described below: Level 1 Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. Level 2 Level 2 applies to assets or liabilities for which there are inputs other than quoted prices that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. Level 3 Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The carrying amounts shown of the Company’s financial instruments including cash and cash equivalents and accounts payable approximate fair value due to the short-term maturities of these instruments. Set out below are the Company’s financial instruments that are required to be remeasured at fair value on a recurring basis in the fair value hierarchy as of March 31, 2023, and December 31, 2022: March 31, 2023 Level 1 Level 2 Level 3 Total Marketable securities – trading securities Commercial paper $ - $ 8,325 $ - $ 8,325 Asset-backed securities - 242 - 242 - 8,567 - 8,567 Available-for sale securities - - - - $ - $ 8,567 $ - $ 8,567 December 31, 2022 Level 1 Level 2 Level 3 Total Marketable securities – trading securities Commercial paper $ - $ 9,150 $ - $ 9,150 - 9,150 - 9,150 Available-for sale securities US Treasury - 1,495 - 1,495 - 1,495 - 1,495 $ - $ 10,645 $ - $ 10,645 |
New Accounting Standard Adopted | On January 1, 2023, the Company adopted ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. These amendments permit the use of an impairment model known as the current expected credit loss (CECL) model when assessing financial instruments for impairment. There was no impact on the Company’s financial statements as a result of the adoption of the standard. |
Recently Issued Accounting Pronouncements | In June 2022, the FASB issued ASU 2022-03, ASC Subtopic “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions”. These amendments clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments in this update are effective for public business entities for fiscal years, including interim periods within those fiscal years, beginning after December 15, 2023. Early adoption is permitted. The Company is currently assessing the impact of the adoption of this standard on its consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of antidilutive securities excluded from the computation of earnings | March 31, March 31, 2023 2022 Stock options 508,605 316,755 Warrants 259,155 295,561 767,760 612,316 |
Schedule of financial instruments required to be measure at fair value on recurring basis | March 31, 2023 Level 1 Level 2 Level 3 Total Marketable securities – trading securities Commercial paper $ - $ 8,325 $ - $ 8,325 Asset-backed securities - 242 - 242 - 8,567 - 8,567 Available-for sale securities - - - - $ - $ 8,567 $ - $ 8,567 December 31, 2022 Level 1 Level 2 Level 3 Total Marketable securities – trading securities Commercial paper $ - $ 9,150 $ - $ 9,150 - 9,150 - 9,150 Available-for sale securities US Treasury - 1,495 - 1,495 - 1,495 - 1,495 $ - $ 10,645 $ - $ 10,645 |
EQUITY (Tables)
EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
EQUITY | |
Schedule of warrants activity | Weighted Number of Weighted Average Average shares Exercise Price Life (years) Outstanding, December 31, 2022 270,053 $ 64.16 2.05 Granted - - - Expired (10,898 ) 180.00 - Exercised - - - Outstanding, March 31, 2023 259,155 $ 64.16 1.81 |
Schedule of fair value assumptions to value stock options | Three Months Ended March 31, 2023 Expected term 5.50 - 6.25 years Expected average volatility 136 - 150% Expected dividend yield - Risk-free interest rate 3.43 - 3.49% |
Schedule of stock options activity | Options Outstanding Weighted Average Number of Weighted Average Remaining life Options Exercise Price (years) Outstanding, December 31, 2022 313,109 $ 24.15 8.41 Granted 195,496 3.15 10.00 Exercised - - - Forfeited/cancelled - - - Outstanding, March 31, 2023 508,605 $ 16.08 8.81 Exercisable options, March 31, 2023 191,088 $ 31.03 7.95 |
LEASE (Tables)
LEASE (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
LEASES | |
Schedule of operating lease right-of use assets and lease information | Three months ended March 31, 2023 2022 Lease cost Operating lease cost $ 11 $ 7 Other information Cash paid for operating cash flows from operating leases $ 11 $ 8 Right-of-use assets obtained in exchange for new operating lease liability $ - $ - Weighted-average remaining lease term — operating leases (year) 1.36 2.42 Weighted-average discount rate — operating leases 2.99 % 3.00 % |
Schedule of operating lease liabilities future minimum lease payments | Total Nine months ending December 31, 2023 29 2024 24 Thereafter - 53 Less: Imputed interest (1 ) Operating lease liabilities 52 Operating lease liability - current 37 Operating lease liability - non-current $ 15 |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Detail Narrative) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | |
May 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | |||
Net loss | $ (2,168) | $ (1,965) | |
Net Proceeds From Issuance of Initial Public Offering | 18,262 | ||
Sale of common stock | $ 20,000 | $ 20,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Assets | $ 8,567 | $ 10,645 |
Trading marketable securities | 8,567 | 9,150 |
Available-for sale securities | 0 | 1,495 |
US Treasuary [Member] | ||
Available-for sale securities | 1,495 | |
Fair Value, Inputs, Level 2 [Member] | ||
Assets | 8,567 | 10,645 |
Marketable securities | 8,567 | 9,150 |
Available-for sale securities | 0 | 1,495 |
Fair Value, Inputs, Level 2 [Member] | US Treasuary [Member] | ||
Available-for sale securities | 1,495 | |
Fair Value, Inputs, Level 3 [Member] | ||
Marketable securities | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | US Treasuary [Member] | ||
Available-for sale securities | 0 | |
Fair Value, Inputs, Level 1 [Member] | ||
Marketable securities | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | US Treasuary [Member] | ||
Available-for sale securities | 0 | |
Commercial Paper [Member] | ||
Marketable securities | 8,325 | 9,150 |
Commercial Paper [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Marketable securities | 8,325 | 9,150 |
Commercial Paper [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Marketable securities | 0 | 0 |
Corporate Debt Securities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Marketable securities | 0 | $ 0 |
Asset-backed securitie [Member] | ||
Marketable securities | 242 | |
Asset-backed securitie [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Marketable securities | 0 | |
Asset Backed Securities [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Marketable securities | 242 | |
Asset-backed securities [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Marketable securities | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Dilutive instruments | 767,760 | 612,316 |
Warrant [Member] | ||
Dilutive instruments | 259,155 | 295,561 |
Stock Option [Member] | ||
Dilutive instruments | 508,605 | 316,755 |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Narrative) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | ||
Federally insured limit amount | $ 250 | |
Amount in excess of FDIC insurance amount | 6,300 | |
Marketable securities outstanding balance | 8,567 | $ 9,150 |
Available-for-sale securities outstanding balance | 0 | 1,495 |
Cash and cash equivalents | $ 6,916 | $ 6,888 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Detail Narrative) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Influenced by a director [Member] | |||
Outstanding Balance | $ 60 | $ 30 | |
Professional Services | 60 | $ 22 | |
Controlled by a director [Member] | |||
Outstanding Balance | 26 | 23 | |
Professional Services | 22 | 23 | |
Senior Vice President [Member] | |||
Outstanding services | 1 | $ 1 | |
Consulting Services | $ 2 | $ 9 |
EQUITY (Details)
EQUITY (Details) - Warrant [Member] | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Number Of Shares Outstanding, Beginning | shares | 270,053 |
Number Of Shares Outstanding, Expired | shares | (10,898) |
Number Of Shares Outstanding, Ending | shares | 259,155 |
Weighted Average Exercie Price, Beginning | $ 64.16 |
Weighted Average Exercise Price, Granted | 0 |
Weighted Average Exercise Price Expired | (180) |
Weighted Average Exercise Price Exercised | 0 |
Weighted Average Exercie Price, Ending | $ 64.16 |
Weighted Average Life (years), Beginning | 2 years 18 days |
Weighted Average Life (years), Ending | 1 year 9 months 21 days |
EQUITY (Details 1)
EQUITY (Details 1) - Stock Option [Member] | 3 Months Ended |
Mar. 31, 2023 | |
Expected dividend yield | 0% |
Minimum [Member] | |
Expected term | 5 years 6 months |
Expected average volatility | 136% |
Risk-free interest rate | 3.43% |
Maximum [Member] | |
Expected term | 6 years 3 months |
Expected average volatility | 150% |
Risk-free interest rate | 3.49% |
EQUITY (Details 2)
EQUITY (Details 2) - Stock Option [Member] shares in Thousands | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
Number Of Shares Outstanding, Beginning | shares | 313,109 |
Number Of Shares Outstanding, Granted | shares | 195,496 |
Number Of Shares Outstanding, Ending | shares | 508,605 |
Number of Shares, Exercisable | shares | 191,088 |
Weighted Average Exercie Price, Beginning | $ 24.15 |
Weighted Average Exercise Price, Granted | 3.15 |
Weighted Average Exercise Price Exercised | 0 |
Weighted Average Exercise Price, Forfeited/canceled | 0 |
Weighted Average Exercie Price, Ending | 16.08 |
Weighted Average Exercie Price, Exercisable | $ 31.03 |
Weighted Average Life (years), Beginning | 8 years 4 months 28 days |
Weighted Average Life (years), Granted | 10 years |
Weighted Average Life (years), Ending | 8 years 9 months 21 days |
Weighted Average Life (years), Excercisable | 7 years 11 months 12 days |
EQUITY (Detail Narrative)
EQUITY (Detail Narrative) - USD ($) | 3 Months Ended | ||||
Feb. 02, 2023 | Mar. 31, 2023 | Mar. 31, 2022 | Jan. 01, 2023 | Dec. 31, 2022 | |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||
Common stock, shares outstanding | 2,855,688 | 2,855,688 | |||
Common stock, shares authorized | 50,000,000 | 50,000,000 | |||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||
Preferred stock, shares authorized | 416,667 | 416,667 | |||
Intrinsic value of the warrants | $ 0 | ||||
Common stock, shares issued | 2,855,688 | 2,855,688 | |||
Valuation [Member] | |||||
Options Granted | 195,496 | ||||
Option Granted, Value | $ 569,000 | ||||
Stock option expense | 354,000 | $ 624,000 | |||
Stock option expense, Related parties | 281,000 | $ 563,000 | |||
Stock option expense, Unamortized | 1,963,000 | ||||
Stock option expense, Unamortized, Related parties | 1,347,000 | ||||
Options Outstanding, intrinsic value | $ 0 | ||||
2018 Equity Incentive Plan [Member] | |||||
Common stock reserved for future issuance | 428,353 | ||||
Common stock, shares available to be issued | 542,274 | 737,770 | |||
Common stock, shares issuable | 1,050,879 | ||||
Options Granted in Period Match 31, 2023 [Member] | Options 1 [Member] | |||||
Options granted to purchase shares of common stock | 85,000 | ||||
Exercise price | $ 3.15 | ||||
Options issued to non-employees vesting percentage | 25% | ||||
Vesting period | 1 year | ||||
Options Granted in Period Match 31, 2023 [Member] | Options 2 [Member] | |||||
Options granted to purchase shares of common stock | 90,000 | ||||
Exercise price | $ 3.15 | ||||
Options issued to non-employees vesting percentage | 25% | ||||
Vesting period | 1 year | ||||
Options Granted in Period Match 31, 2023 [Member] | Options 3 [Member] | |||||
Options granted to purchase shares of common stock | 19,750 | ||||
Exercise price | $ 3.15 | ||||
Options issued to non-employees vesting percentage | 100% | ||||
Vesting period | 1 year | ||||
Options Granted in Period Match 31, 2023 [Member] | Options 4 [Member] | |||||
Options granted to purchase shares of common stock | 746 | ||||
Exercise price | $ 3.15 | ||||
Options issued to non-employees vesting percentage | 50% | ||||
Vesting period | 1 year |
INTANGIBLE ASSET (Detail Narrat
INTANGIBLE ASSET (Detail Narrative) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Intangible asset | $ 2,039 | $ 2,039 |
Represents information of Worldwide License Neo 1940. | ||
Payments to acquire intangible assets | $ 1,500 | |
Number of common stock payable recorded | 4,087 | |
Amount of stock options exercise to develop product | $ 539 |
LEASE (Details)
LEASE (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Operating lease costs | $ 37,000 | $ 40,000 | |
Right-of-use assets obtained in exchange for new operating lease liability | 15,000 | $ 23,000 | |
Right-of use asset [Member] | |||
Operating lease costs | 11,000 | $ 7,000 | |
Cash paid for operating cash flows from operating leases | 11,000 | 8,000 | |
Right-of-use assets obtained in exchange for new operating lease liability | $ 0 | $ 0 | |
Weighted-average remaining lease term - operating lease (year) | 1 year 4 months 9 days | 2 years 5 months 1 day | |
Weighted-average discount rate - operating lease | 2.99% | 3% |
LEASE (Details 1)
LEASE (Details 1) - USD ($) | Mar. 31, 2023 | Dec. 31, 2022 |
Operating lease liability - current | $ 37,000 | $ 40,000 |
Operating lease liability - non-current | 15,000 | $ 23,000 |
Operating Lease Liability [Member] | ||
Nine months ending December 31, 2023 | 29,000 | |
2024 | 24,000 | |
Thereafter | 0 | |
Total | 53,000 | |
Less: Imputed interest | (1,000) | |
Operating lease liabilities | 52,000 | |
Operating lease liability - current | 37,000 | |
Operating lease liability - non-current | $ 15,000 |
LEASE (Details Narrative)
LEASE (Details Narrative) $ in Thousands | Apr. 19, 2022 USD ($) |
Leasing Arrangement [Member] | |
Operating lease liabilities, annual rent payable | $ 13 |