Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 11, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Entity Registrant Name | MONOPAR THERAPEUTICS INC. | ||
Entity Central Index Key | 0001645469 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | true | ||
Entity Current Reporting Status | Yes | ||
Document Period End Date | Dec. 31, 2021 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Entity Ex Transition Period | true | ||
Entity Common Stock Shares Outstanding | 12,604,514 | ||
Entity Public Float | $ 25,238,039 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 001-39070 | ||
Entity Incorporation State Country Code | DE | ||
Entity Interactive Data Current | Yes | ||
Icfr Auditor Attestation Flag | false | ||
Entity Tax Identification Number | 32-0463781 | ||
Entity Address Postal Zip Code | 60091 | ||
Entity Address Address Line 1 | 1000 Skokie Blvd. | ||
Entity Address Address Line 2 | Suite 350 | ||
Entity Address City Or Town | Wilmette | ||
Entity Address State Or Province | IL | ||
City Area Code | 847 | ||
Local Phone Number | 388-0349 | ||
Security 12b Title | Common stock, $0.001 par value | ||
Trading Symbol | MNPR | ||
Security Exchange Name | NASDAQ | ||
Auditor Location | Walnut Creek, California | ||
Auditor Name | BPM LLP | ||
Auditor Firm Id | 207 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 20,303,869 | $ 16,737,109 |
Other current assets | 217,745 | 62,690 |
Total current assets | 20,521,614 | 16,799,799 |
Other non-current assets | 0 | 68,858 |
Total assets | 20,521,614 | 16,868,657 |
Current liabilities: | ||
Accounts payable, accrued expenses and other current liabilities | 1,580,543 | 1,176,666 |
Total current liabilities and total liabilities | 1,580,543 | 1,176,666 |
Stockholders' equity: | ||
Common stock, par value of $0.001 per share, 40,000,000 shares authorized, 12,598,125 and 11,453,465 shares issued and outstanding at December 31, 2021, and December 31, 2020, respectively | 12,598 | 11,453 |
Additional paid-in capital | 60,220,016 | 47,873,570 |
Accumulated other comprehensive loss | (3,160) | (7,873) |
Accumulated deficit | (41,288,383) | (32,185,159) |
Total stockholders' equity | 18,941,071 | 15,691,991 |
Total liabilities and stockholders' equity | $ 20,521,614 | $ 16,868,657 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Consolidated Balance Sheets | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, authorized | 40,000,000 | 40,000,000 |
Common stock, issued | 12,598,125 | 11,453,465 |
Common stock, outstanding | 12,598,125 | 11,453,465 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating expenses: | ||
Research and development | $ 6,493,208 | $ 4,065,199 |
General and administrative | 2,634,040 | 2,443,676 |
Total operating expenses | 9,127,248 | 6,508,875 |
Loss from operations | (9,127,248) | (6,508,875) |
Other income: | ||
Other income from PPP loan forgiveness | 0 | 122,400 |
Interest income | 24,024 | 81,902 |
Net loss | (9,103,224) | (6,304,573) |
Other comprehensive income: | ||
Foreign currency translation gain | 4,713 | 3,097 |
Comprehensive loss | $ (9,098,511) | $ (6,301,476) |
Net loss per share: | ||
Basic and diluted | $ (0.73) | $ (0.58) |
Weighted average shares outstanding: | ||
Basic and diluted | 12,472,217 | 10,958,256 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Total | Common Stock | Additional Paid-In Capital | Accumulated other comprehensive loss | Retained Earnings (Accumulated Deficit) |
Balance, shares at Dec. 31, 2019 | 10,587,632 | ||||
Balance, amount at Dec. 31, 2019 | $ 12,627,856 | $ 10,587 | $ 38,508,825 | $ (10,970) | $ (25,880,586) |
Issuance of common stock under a Capital on DemandTM Sales Agreement with JonesTrading Institutional Services LLC, net of commissions and fees of $253,035, shares | 860,677 | ||||
Issuance of common stock under a Capital on DemandTM Sales Agreement with JonesTrading Institutional Services LLC, net of commissions and fees of $253,035, amount | 8,175,291 | $ 862 | 8,174,429 | 0 | 0 |
Issuance of common stock to non-employee directors pursuant to vested restricted stock units, shares | 5,156 | ||||
Issuance of common stock to non-employee directors pursuant to vested restricted stock units, amount | 0 | $ 4 | (4) | 0 | 0 |
Stock-based compensation (non-cash) | 1,320,890 | 0 | 1,320,890 | 0 | 0 |
Other offering costs - Capital on DemandTM | (130,570) | 0 | (130,570) | 0 | 0 |
Net loss | (6,304,573) | 0 | 0 | 0 | (6,304,573) |
Other comprehensive income | 3,097 | $ 0 | 0 | 3,097 | 0 |
Balance, shares at Dec. 31, 2020 | 11,453,465 | ||||
Balance, amount at Dec. 31, 2020 | 15,691,991 | $ 11,453 | 47,873,570 | (7,873) | (32,185,159) |
Issuance of common stock to non-employee directors pursuant to vested restricted stock units, shares | 12,020 | ||||
Issuance of common stock to non-employee directors pursuant to vested restricted stock units, amount | 0 | $ 12 | (12) | 0 | 0 |
Stock-based compensation (non-cash) | 1,468,054 | 0 | 1,468,054 | 0 | 0 |
Net loss | (9,103,224) | 0 | 0 | 0 | (9,103,224) |
Other comprehensive income | 4,713 | $ 0 | 0 | 4,713 | 0 |
Issuance of common stock under a Capital on DemandTM Sales Agreement with JonesTrading Institutional Services LLC, net of commissions and fees of $338,153, shares | 1,104,047 | ||||
Issuance of common stock under a Capital on DemandTM Sales Agreement with JonesTrading Institutional Services LLC, net of commissions and fees of $338,153, amount | 10,925,312 | $ 1,104 | 10,924,208 | 0 | 0 |
Issuance of common stock to employees pursuant to vested restricted stock units, net of taxes, shares | 25,680 | ||||
Issuance of common stock to employees pursuant to vested restricted stock units, net of taxes, amount | (63,253) | $ 26 | (63,279) | 0 | 0 |
Issuance of common stock upon exercise of stock options, shares | 2,913 | ||||
Issuance of common stock upon exercise of stock options, amount | 17,478 | $ 3 | 17,475 | 0 | 0 |
Balance, shares at Dec. 31, 2021 | 12,598,125 | ||||
Balance, amount at Dec. 31, 2021 | $ 18,941,071 | $ 12,598 | $ 60,220,016 | $ (3,160) | $ (41,288,383) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (9,103,224) | $ (6,304,573) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense (non-cash) | 1,468,054 | 1,320,890 |
Other income from PPP loan forgiveness | 0 | (122,400) |
Changes in operating assets and liabilities, net | ||
Other current assets | (86,198) | (3,789) |
Accounts payable, accrued expenses and other current liabilities | 403,967 | 447,598 |
Net cash used in operating activities | 7,317,401 | (4,662,274) |
Cash flows from financing activities: | ||
Cash proceeds from the sales of common stock under a Capital on DemandTM Sales Agreement with JonesTrading Institutional Services LLC, net of commissions, fees and offering costs of $338,153 and $253,035 for years ended December 30, 2021, and 2020, respectively | 10,925,312 | 8,175,291 |
Other offering costs - Capital on DemandTM | 0 | (115,571) |
Taxes paid related to net share settlement of vested restricted stock units | (63,253) | 0 |
Cash proceeds from the issuance of stock upon exercise of stock options | 17,478 | 0 |
PPP forgivable bank loan | 0 | 122,400 |
Net cash provided by financing activities | 10,879,537 | 8,182,120 |
Effect of exchange rates | 4,624 | 3,334 |
Net increase in cash and cash equivalents | 3,566,760 | 3,523,180 |
Cash and cash equivalents at beginning of period | 16,737,109 | 13,213,929 |
Cash and cash equivalents at end of period | 20,303,869 | 16,737,109 |
Supplemental disclosure of cash flow information: | ||
Income taxes paid, net of (refunds) | $ 0 | $ (11,099) |
Nature of Business and Liquidit
Nature of Business and Liquidity | 12 Months Ended |
Dec. 31, 2021 | |
Nature of Business and Liquidity | |
Nature of Business and Liquidity | Note 1 - Nature of Business and Liquidity Nature of Business Monopar Therapeutics Inc. (“Monopar” or the ”Company”) is a clinical-stage biopharmaceutical company focused on developing proprietary therapeutics designed to extend life or improve quality of life for cancer patients. Monopar currently has four compounds in development: 1) Validive ® Liquidity The Company has incurred an accumulated deficit of approximately $41.3 million as of December 31, 2021. To date, the Company has primarily funded its operations with the net proceeds from the Company’s initial public offering of its common stock on Nasdaq, sales of its common stock in the public market through an at-the-market sales agreement, private placements of convertible preferred stock and of common stock and cash provided in the camsirubicin asset purchase transaction. Management estimates that currently available cash will provide sufficient funds to enable the Company to meet its obligations at least through March 2023. The Company’s ability to fund its future operations, including the continued clinical development of Validive and camsirubicin, is dependent upon its ability to execute its business strategy, to obtain additional funding and/or to execute collaborative research agreements. There can be no certainty that future financing or collaborative research agreements will occur in the amounts required or at a time needed to maintain operations, if at all. The coronavirus disease (“COVID-19”) pandemic continues to affect economies and business around the world. In response to COVID-19 and its effects on clinical trials, in 2020 Monopar modified the original adaptive design Phase 3 clinical trial for its lead product candidate, Validive, to be a Phase 2b/3 clinical trial (“VOICE”) to better fit the types of trials which can enroll sufficient required patients in the current environment. This modification allowed the Company to activate the VOICE clinical trial without requiring near-term financing. To complete the VOICE clinical program, including, if required, completing a second Phase 3 confirmatory clinical trial, Monopar will require additional funding in the millions or tens of millions of dollars (depending on if the Company has consummated a collaboration or partnership or neither for Validive), which it is planning to pursue within the next 12 months. Due to many uncertainties, the Company is unable to estimate the pandemic’s financial impact or duration in light of global vaccine rollouts and adverse new cases surging from COVID-19 variants at this time, or its potential impact on the Company’s current clinical trials, including COVID-19’s effect on drug candidate manufacturing, shipping, patient recruitment at clinical sites and regulatory agencies around the globe. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
Significant Accounting Policies | Note 2 - Significant Accounting Policies Basis of Presentation These consolidated financial statements include the financial results of Monopar Therapeutics Inc., its wholly-owned French subsidiary, Monopar Therapeutics, SARL, and its wholly-owned Australian subsidiary, Monopar Therapeutics Australia Pty Ltd and have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) and include all disclosures required by GAAP for financial reporting. All intercompany accounts have been eliminated. The principal accounting policies applied in the preparation of these consolidated financial statements are set out below and have been consistently applied in all periods presented. The Company has been primarily involved in performing research activities, developing product candidates, and raising capital to support and expand these activities. The accompanying consolidated financial statements contain all normal, recurring adjustments necessary to present fairly the Company’s consolidated financial position as of December 31, 2021 and 2020, the Company’s consolidated results of operations and comprehensive loss and the Company’s consolidated cash flows for the years ended December 31, 2021 and 2020. Functional Currency The Company’s consolidated functional currency is the U.S. Dollar. The Company’s Australian subsidiary and French subsidiary use the Australian Dollar and European Euro, respectively, as their functional currency. At each quarter-end, each foreign subsidiary’s balance sheets are translated into U.S. Dollars based upon the quarter-end exchange rate, while their statements of operations and comprehensive loss and statements of cash flows are translated into U.S. Dollars based upon an average exchange rate during the period. Comprehensive Loss Comprehensive loss represents net loss plus any gains or losses not reported in the consolidated statements of operations and comprehensive loss, such as foreign currency translations gains and losses that are typically reflected on the Company’s consolidated statements of stockholders’ equity. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of expenses in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. Going Concern Assessment The Company applies Accounting Standards Codification 205-40 (“ASC 205-40”), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern Cash Equivalents The Company considers all highly liquid investments purchased with a maturity of 90 days or less on the date of purchase to be cash equivalents. Cash equivalents as of December 31, 2021, and 2020, consisted of one money market account. Prepaid Expenses Prepayments are expenditures for goods or services before the goods are used or the services are received and are charged to operations as the benefits are realized. Prepaid expenses may include payments to development collaborators in excess of actual expenses incurred by the collaborator, measured at the end of each reporting period. Prepayments also include insurance premiums, dues and subscriptions and software costs of $10,000 or more per year that are expensed monthly over the life of the contract, which is typically one year. Prepaid expenses are reflected on the Company’s consolidated balance sheets as other current assets. Bank Loans In May 2020, the Company applied for and received a $122,400 bank loan pursuant to the Paycheck Protection Program (“PPP”) established pursuant to the Coronavirus Aid, Relief, and Economic Security Act, as administered by the U.S. Small Business Administration (“SBA”). The repayment of the PPP loan is forgivable by the SBA, if certain conditions are met, namely the PPP loan must be used primarily for payroll during the 24-week period following receipt of the loan, without significant staffing reductions during that period. The Company applied for and received the PPP loan forgiveness on December 11, 2020, at which time the PPP loan amount was recorded as other income on the Company’s consolidated statements of operations and comprehensive loss. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentration of credit risk consist of cash and cash equivalents. The Company maintains cash and cash equivalents at two reputable financial institutions. As of December 31, 2021, the balance at one financial institution was in excess of the $250,000 Federal Deposit Insurance Corporation (“FDIC”) insurable limit. The Company has not experienced any losses on its deposits since inception and management believes the Company is not exposed to significant risks with respect to these financial institutions. Fair Value of Financial Instruments For financial instruments consisting of cash and cash equivalents, accounts payable, accrued expenses, and other current liabilities, the carrying amounts are reasonable estimates of fair value due to their relatively short maturities. The Company adopted ASC 820, Fair Value Measurements and Disclosures, The standard establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources. Unobservable inputs reflect a reporting entity’s pricing an asset or liability developed based on the best information available under the circumstances. The fair value hierarchy consists of the following three levels: Level 1 Level 2 Level 3 Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates its hierarchy disclosures each reporting period. There were no transfers between Level 1, 2 or 3 of the fair value hierarchy during the years ended December 31, 2021, and 2020. The following table presents the assets and liabilities recorded that are reported at fair value on our consolidated balance sheets on a recurring basis. No values were recorded in Level 2 or Level 3 at December 31, 2021, and 2020. Assets and Liabilities Measured at Fair Value on a Recurring Basis December 31 2021 Level 1 Total Assets Cash equivalents(1) $ 20,014,205 $ 20,014,205 Total $ 20,014,205 $ 20,014,205 December 31 2020 Level 1 Total Assets Cash equivalents(1) $ 16,605,682 $ 16,605,682 Total $ 16,605,682 $ 16,605,682 (1) Cash equivalents represent the fair value of the Company’s investment in a money market account. Net Loss per Share Net loss per share for the years ended December 31, 2021, and 2020, is calculated by dividing net loss by the weighted-average shares of common stock outstanding during the period. Diluted net loss per share for the years ended December 31, 2021, and 2020 is calculated by dividing net loss by the weighted-average shares of the sum of a) weighted average common stock outstanding (12,472,217 and 10,958,256 shares for the years ended December 31, 2021, and 2020, respectively) and b) potentially dilutive shares of common stock (such as stock options and restricted stock units) outstanding during the period. As of December 31, 2021, and 2020, potentially dilutive securities included stock-based awards to purchase up to 1,655,451 and 1,298,643 shares of the Company’s common stock, respectively. For the years ended December 31, 2021, and 2020, potentially dilutive securities are excluded from the computation of fully diluted net loss per share as their effect is anti-dilutive. Research and Development Expenses Research and development (“R&D”) costs are expensed as incurred. Major components of R&D expenses include salaries and benefits paid to the Company’s R&D staff, compensation expenses of G&A personnel performing R&D, fees paid to consultants and to the entities that conduct certain R&D activities on the Company’s behalf and materials and supplies which were used in R&D activities during the reporting period. Clinical Trials Accruals The Company accrues and expenses the costs for clinical trial activities performed by third parties based upon estimates of the percentage of work completed over the life of the individual study in accordance with agreements established with contract research organizations, service providers, and clinical trial sites. The Company estimates the amounts to accrue based upon discussions with internal clinical personnel and external service providers as to progress or stage of completion of trials or services and the agreed upon fee to be paid for such services. Costs of setting up clinical trial sites for participation in the trials are expensed immediately as R&D expenses. Clinical trial site costs related to patient screening and enrollment are accrued as patients are screened/entered into the trial. Collaborative Agreements The Company and its collaborative partners are active participants in collaborative agreements and all parties would be exposed to significant risks and rewards depending on the technical and commercial success of the activities. Contractual payments to the other parties in collaboration agreements and costs incurred by the Company when the Company is deemed to be the principal participant for a given transaction are recognized on a gross basis in R&D expenses. Royalties and license payments are recorded as earned. During the years ended December 31, 2021, and 2020, no milestones were met, and no royalties were earned, therefore, the Company did not pay or accrue/expense any license or royalty payments. Licensing Agreements The Company has various agreements licensing technology utilized in the development of its product or technology programs. The licenses contain success milestone obligations and royalties on future sales. During the years ended December 31, 2021, and 2020, no milestones were met, and no royalties were earned, therefore, the Company did not pay or accrue/expense any license or royalty payments under any of its license agreements. Patent Costs The Company expenses costs relating to issued patents and patent applications, including costs relating to legal, renewal and application fees, as a component of general and administrative expenses in its consolidated statements of operations and comprehensive loss. Income Taxes The Company uses an asset and liability approach for accounting for deferred income taxes, which requires recognition of deferred income tax assets and liabilities for the expected future tax consequences of events that have been recognized in its financial statements but have not been reflected in its taxable income. Estimates and judgments are required in the calculation of certain tax liabilities and in the determination of the recoverability of certain deferred income tax assets, which arise from temporary differences and carryforwards. Deferred income tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets and liabilities are expected to be realized or settled. The Company regularly assesses the likelihood that its deferred income tax assets will be realized from recoverable income taxes or recovered from future taxable income. To the extent that the Company believes any amounts are not “more likely than not” to be realized, the Company records a valuation allowance to reduce the deferred income tax assets. In the event the Company determines that all or part of the net deferred tax assets are not realizable in the future, an adjustment to the valuation allowance would be charged to earnings in the period such determination is made. Similarly, if the Company subsequently determines deferred income tax assets that were previously determined to be unrealizable are now realizable, the respective valuation allowance would be reversed, resulting in an adjustment to earnings in the period such determination is made. Internal Revenue Code Sections 382 and 383 (“Sections 382 and 383”) limit the use of net operating loss (“NOL”) carryforwards and R&D credits, after an ownership change. To date, the Company has not conducted a Section 382 or 383 study, however, because the Company will continue to raise significant amounts of equity in the coming years, the Company expects that Sections 382 and 383 will limit the Company’s usage of NOLs and R&D credits in the future. ASC 740, Income Taxes The Company is subject to U.S. Federal, Illinois and California income taxes. In addition, the Company is subject to local tax laws of France and Australia. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. Monopar was originally formed as an LLC in December 2014, then incorporated on December 16, 2015. The Company is subject to U.S. Federal, state and local tax examinations by tax authorities for the tax years 2015 through 2021. The Company does not anticipate significant changes to its current uncertain tax positions through December 31, 2021. The Company plans on filing its U.S. Federal and state tax returns for the year ended December 31, 2021, prior to the extended filing deadlines in all jurisdictions. Stock-Based Compensation The Company accounts for stock-based compensation arrangements with employees, non-employee directors and consultants using a fair value method, which requires the recognition of compensation expense for costs related to all stock-based awards, including stock option and restricted stock unit (“RSU”) grants. The fair value method requires the Company to estimate the fair value of stock-based payment awards on the date of grant using an option pricing model or the closing stock price on the date of grant in the case of RSUs. Stock-based compensation expense for awards granted to employees, non-employee directors and consultants are based on the fair value of the underlying instrument calculated using the Black-Scholes option-pricing model on the date of grant for stock options and using the closing stock price on the date of grant for RSUs and recognized as expense on a straight-line basis over the requisite service period, which is the vesting period. Determining the appropriate fair value model and related assumptions requires judgment, including estimating the future stock price volatility, forfeiture rates and expected terms. The expected volatility rates are estimated based on the actual volatility of comparable public companies over recent historical periods of the same length as the expected term. The Company selected these companies based on reasonably comparable characteristics, including market capitalization, stage of corporate development and with historical share price information sufficient to meet the expected term (life) of the stock-based awards. The expected term for options granted to date is estimated using the simplified method. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company has not paid dividends and does not anticipate paying a cash dividend in the future vesting period and, accordingly, uses an expected dividend yield of zero. The risk-free interest rate is based on the rate of U.S. Treasury securities with maturities consistent with the estimated expected term of the awards. |
Capital Stock
Capital Stock | 12 Months Ended |
Dec. 31, 2021 | |
Capital Stock | |
Capital Stock | Note 3 - Capital Stock Holders of the common stock are entitled to receive such dividends as may be declared by the Board of Directors out of funds legally available therefor. To date no dividends have been declared. Upon dissolution and liquidation of the Company, holders of the common stock are entitled to a ratable share of the net assets of the Company remaining after payments to creditors of the Company. The holders of shares of common stock are entitled to one vote per share for the election of each director nominated to the Board and one vote per share on all other matters submitted to a vote of stockholders. The Company’s amended and restated certificate of incorporation authorizes the Company to issue 40,000,000 shares of common stock with a par value of $0.001 per share. Sales of Common Stock On January 13, 2020, the Company entered into a Capital on Demand™ Sales Agreement with JonesTrading, as sales agent, pursuant to which Monopar could offer and sell (at its discretion), from time to time, through or to JonesTrading shares of Monopar’s common stock, having an aggregate offering price of up to $19.7 million. Pursuant to this agreement, during the year ended December 31, 2020, the Company sold 860,677 shares of its common stock at an average gross price per share of $9.79 for net proceeds of $8,175,291, after fees and commissions of $253,035. Also pursuant to this agreement, during the year ended December 31, 2021, the Company sold 1,104,047 shares of its common stock at an average gross price per share of $10.20 for net proceeds of $10,925,312 after fees and commissions of $338,153. In aggregate pursuant to this agreement, the Company sold 1,964,724 shares of its common stock at an average gross price per share of $10.02 for net proceeds of $19,100,603, after fees and commissions of $591,188. The maximum aggregate offering price under the agreement was reached during the first quarter of 2021 and the Company does not expect further sales under this agreement. As of December 31, 2021, the Company had 12,598,125 shares of common stock issued and outstanding. |
Stock Incentive Plan
Stock Incentive Plan | 12 Months Ended |
Dec. 31, 2021 | |
Stock Incentive Plan | |
Stock Incentive Plan | Note 4 - Stock Incentive Plan In April 2016, the Company’s Board of Directors and stockholders representing a majority of the Company’s outstanding stock at that time, approved the Monopar Therapeutics Inc. 2016 Stock Incentive Plan, as amended (the “Plan”), allowing the Company to grant up to an aggregate 700,000 shares of stock-based awards in the form of stock options, restricted stock units, stock appreciation rights and other stock-based awards to employees, non-employee directors and consultants. In October 2017, the Company’s Board of Directors voted to increase the stock award pool to 1,600,000 shares of common stock, which subsequently was approved by the Company’s stockholders. In April 2020, the Company’s Board of Directors voted to increase the stock award pool to 3,100,000 (an increase of 1,500,000 shares of common stock), which was approved by the Company’s stockholders in June 2020. In April 2021, the Company’s Board of Directors voted to approve an amendment to the 2016 Stock Incentive Plan to remove certain individual award limits and other provisions related to I.R.C. Section 162(m) and to update the limit on Incentive Stock Options to no more that 100% of the maximum aggregate number of shares which may be granted under the plan, which was approved by the Company’s stockholders in June 2021. During the year ended December 31, 2021, the Company’s Plan Administrator Committee (with regards to non-officer employees and consultants) and the Company’s Compensation Committee, as ratified by the Board of Directors (in the case of executive officers and non-employee directors), granted to executive officers, non-officer employees and non-employee directors aggregate stock options for the purchase of 403,476 shares of the Company’s common stock with exercise prices ranging from $4.01 to $9.67 per share which vest over 1 to 4 years. All stock option grants have a 10-year term. In addition, during the year ended December 31, 2021, an aggregate 124,374 restricted stock units were granted to executive officers, non-officer employees and non-employee directors which vest over 1 to 4 years. Under the Plan, the per share exercise price for the shares to be issued upon exercise of an option shall be determined by the Plan Administrator, except that the per share exercise price shall be no less than 100% of the fair market value per share on the grant date. Fair market value is the Company’s closing price on Nasdaq. Stock options generally expire after 10 years. Stock option activity under the Plan was as follows: Options Outstanding Number of Shares Subject to Options Weighted- Average Exercise Price Balances at January 1, 2020 1,087,463 $ 2.94 Granted 174,357 14.13 Forfeited (3,243 ) 8.47 Balances at December 31, 2020 1,258,577 4.47 Granted(1) 403,476 6.27 Forfeited(2) (115,151 ) 6.49 Exercised (2,913 ) 6.00 Balances at December 31, 2021 1,543,989 4.78 Unvested options outstanding expected to vest (3) 345,286 7.28 (1) 403,476 options vest as follows: options to purchase 375,704 shares of the Company’s common stock vest 6/48ths on the six-month anniversary of vesting commencement date and 1/48th per month thereafter; options to purchase 17,772 shares of the Company’s common stock vest quarterly over one year; and options to purchase 10,000 shares of the Company’s common stock vest monthly over one year. Exercise prices range from $4.01 to $9.67 per share (2) Forfeited options represent unvested shares and vested, expired shares related to employee terminations. (3) Estimated forfeitures only include known forfeitures to-date as the Company typically accounts for forfeitures as they occur due to a limited history of forfeitures. A summary of options outstanding as of December 31, 2021, is shown below: Exercise Prices Number of Shares Subject to Options Outstanding Weighted-Average Remaining Contractual Term in Years Number of Shares Subject to Options Fully Vested and Exercisable Weighted-Average Remaining Contractual Term in Years $0.001-$5.00 567,920 4.81 556,045 4.71 $5.01-$10.00 822,316 7.48 530,694 6.88 $10.01-$15.00 145,232 8.09 103,443 8.09 $15.01-$20.00 8,521 5.88 8,521 5.88 1,543,989 6.55 1,198,703 5.97 Restricted stock unit activity under the Plan was as follows: Restricted Stock Units Weighted-Average Grant Date Fair Value per Unit Unvested balance at January 1, 2020 — $ — Granted 45,722 12.93 Vested (5,156 ) 12.93 Forfeited (500 ) 12.93 Unvested balance at January 1, 2021 40,066 12.93 Granted 124,374 6.81 Vested (49,758 ) 8.04 Forfeited (3,220 ) 7.52 Unvested Balance at December 31, 2021 111,462 8.44 During the years ended December 31, 2021, and 2020, the Company recognized $560,317 and $613,771 of employee and non-employee director stock-based compensation expense as general and administrative expenses, respectively, and $866,537 and $636,867 as research and development expenses, respectively. The stock-based compensation expense is allocated on a departmental basis, based on the classification of the stock-based award holder. No income tax benefits have been recognized in the consolidated statements of operations and comprehensive loss for stock-based compensation arrangements. The Company recognizes as an expense the fair value of options granted to persons (currently consultants) who are neither employees nor non-employee directors. Stock-based compensation expense for consultants which were recorded as research and development expense for the years ended December 31, 2021, and 2020, was $41,200 and $70,252, respectively. The fair value of options granted from inception to December 31, 2021, was based on the Black-Scholes option-pricing model assuming the following factors: 4.7 to 6.2 years expected term, 55% to 85% volatility, 0.4% to 2.9% risk free interest rate and zero dividends. The expected term for options granted to date was estimated using the simplified method. Stock option grants and fair values under the Plan were as follows: Years Ended December 31, 2021 2020 Stock options granted 403,476 174,357 Weighted-average grant date fair value per share $ 4.46 $ 9.03 Fair value of shares vested $ 1,152,572 $ 1,214,512 At December 31, 2021, the aggregate intrinsic value of outstanding vested stock options was approximately $1.8 million (unvested stock options had zero intrinsic value) and the weighted-average exercise price in aggregate was $4.78 which includes $4.06 for fully vested stock options and $7.28 for stock options expected to vest. At December 31, 2021, unamortized unvested balance of stock-based compensation was $2.5 million, to be amortized over the following 2.6 years. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions | |
Related Party Transactions | Note 5 - Related Party Transactions As of December 31, 2021, Tactic Pharma, LLC (“Tactic Pharma”), the Company’s initial investor, beneficially owned 34% of Monopar’s common stock and during the year ended December 31, 2021, there were no transactions between Tactic Pharma and Monopar. None of the related parties discussed in this paragraph received compensation other than market-based salary, market-based stock-based compensation and benefits and performance-based incentive bonus or in the case of non-employee directors, market-rate Board fees and market-rate stock-based compensation. The Company considers the following individuals as related parties: Three of the Company’s board members were also Managing Members of Tactic Pharma as of December 31, 2021. Chandler D. Robinson is a Company Co-Founder, Chief Executive Officer, common stockholder, Managing Member of Tactic Pharma, former Manager of the predecessor LLC, Manager of CDR Pharma, LLC and Board member of Monopar as a C Corporation. Andrew P. Mazar is a Company Co-Founder, Executive Vice President of Research and Development, Chief Scientific Officer, common stockholder, Managing Member of Tactic Pharma, former Manager of the predecessor LLC and Board member of Monopar as a C Corporation. Michael Brown is a Managing Member of Tactic Pharma (as of February 1, 2019, with no voting power as it relates to Monopar), a previous managing member of Monopar as an LLC, common stockholder and Board member of Monopar as a C Corporation. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Taxes | |
Income Taxes | Note 6 – Income Taxes ASC 740 requires that the tax benefit of net operating losses, temporary differences, and credit carryforwards be recorded as an asset to the extent that management assesses that realization is “more likely than not.” Realization of the future tax benefits is dependent on the Company’s ability to generate sufficient taxable income within the carryforward period. The Company has reviewed the positive and negative evidence relating to the realizability of the deferred tax assets and has concluded that the deferred tax assets are not “more likely than not” to be realized. The valuation allowance increased by approximately $2,500,000 and $2,652,000 during the years ended December 31, 2021, and 2020, respectively. The provision for income taxes for December 31, 2021, and 2020, consists of the following: As of December 31, 2021 2020 Current: Federal $ - $ - State - - Foreign - 18,361 Total current: - 18,361 Deferred: Federal - - State - - Foreign - - Total deferred: - - Total provision* $ - $ 18,361 *Total provision of foreign taxes as of December 31, 2020, is recorded in general and administrative expenses on the Company’s consolidated statements of operations and comprehensive loss as it is not considered a material amount. The difference between the effective tax rate and the U.S. federal tax rate is as follows: % Federal income tax 21.00 State income taxes, less federal benefit 7.12 Tax credits 2.03 Permanent differences -1.97 Change in valuation allowances -27.47 Other -0.71 Effective tax rate benefit (expense) - Deferred tax assets and liabilities consist of the following: As of December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 3,484,229 $ 1,951,673 Tax credits carryforwards 382,648 228,922 Stock-based compensation 700,208 611,903 Intangible asset basis differences 3,153,199 2,427,668 Gross deferred tax assets 7,720,284 5,220,166 Valuation allowance (7,720,284 ) (5,220,166 ) Net deferred tax assets $ — $ — As of December 31, 2021, Company had total federal net operating loss carryforwards of approximately $12,215,000, which will begin to expire in 2035. Losses generated after 2017 will be carried forward indefinitely. At December 31, 2021, the Company had state net operating loss carryforwards of approximately $12,245,000 which will begin to expire in 2027. As of December 31, 2021, the Company had federal and state R&D credits of $270,000 and $143,000, respectively. The federal credits expire beginning after the year 2035 and the state credits began to expire in 2021. Federal R&D credits from 2016 to 2019 were used to offset future payroll taxes. The Tax Reform Act of 1986 limits the use of net operating carryforwards and R&D credits in certain situations where changes occur in the stock ownership of a company. In the event the Company has had a change in ownership, utilization of the carryforwards and R&D credits could be limited. The Company has not performed a net operating loss or R&D credit utilization study to date. The Company accounts for uncertain tax positions in accordance with ASC 740-10, “ Accounting for Uncertainty in Income Taxes A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: 2021 2020 Beginning uncertain tax benefits $ 63,262 $ — Current year - increases 46,092 44,786 Prior year - increases (decreases) (6,250 ) 18,476 Ending uncertain tax benefits $ 103,104 $ 63,262 Included in the balance of uncertain tax benefits at December 31, 2021 are $103,104 of tax benefits that, if recognized, would not impact the effective tax rate as it would be offset by the reversal of related deferred tax assets which are subject to a full valuation allowance. The Company anticipates that no material amounts of unrecognized tax benefits will be settled within 12 months of the reporting date. As of December 31, 2021, the Company had no accrued interest or penalties recorded related to uncertain tax positions. The Company files U.S. federal, California and Illinois state tax returns. Company is subject to California state minimum franchise taxes. All tax returns will remain open for examination by the federal and state taxing authorities for three and four years, respectively, from the date of utilization of any net operating loss carryforwards or R&D credits. In addition, due to the operations in certain foreign countries, the Company became subject to local tax laws of such countries. Nonetheless, as of December 31, 2021, due to the insignificant expenditures in such countries, there was no material tax effect to the Company’s 2021 consolidated financial statements. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (“CARES”) Act was enacted and signed into law and GAAP requires recognition of the tax effects of new legislation during the reporting period that includes the enactment date. The CARES Act includes changes to the tax provisions that benefits business entities, and makes certain technical corrections to the 2017 Tax Cuts and Jobs Act. The tax relief measures for businesses in the CARES Act include a five-year net operating loss carryback for certain net operating losses, suspension of the annual deduction limitation of 80% of taxable income for certain net operating losses, changes in the deductibility of interest, acceleration of alternative minimum tax credit refunds, payroll tax relief, and a technical correction to allow accelerated deductions for qualified improvement property. The CARES Act also provides other non-tax benefits to assist those impacted by the pandemic. The Company evaluated the impact of the CARES Act and determined that there is no material impact to the income tax provision for the years ended December 31, 2021, and 2020. The Consolidated Appropriation Act (“CAA”) of 2021 was signed into law by the President on December 27, 2020, containing the most recent COVID-19 relief provisions as well as many tax provisions including renewals of several popular tax extenders. The Company evaluated the impact of the CAA and determined that there is no material impact to the income tax provision for the years ended December 31, 2021, and 2020. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 7 – Commitments and Contingencies License, Development and Collaboration Agreements Onxeo S.A. In June 2016, the Company executed an option and license agreement with Onxeo S.A. (“Onxeo”), a public French company, which gave Monopar the exclusive option to license (on a world-wide exclusive basis) Validive to pursue treating severe oral mucositis in patients undergoing chemoradiation treatment for head and neck cancers. The pre-negotiated Onxeo license agreement for Validive as part of the option agreement includes clinical, regulatory, developmental and sales milestones that could reach up to $108 million if the Company achieves all milestones, and escalating royalties on net sales from 5% to 10%. On September 8, 2017, the Company exercised the license option, and therefore paid Onxeo the $1 million fee under the option and license agreement. Under the agreement, the Company is required to pay royalties to Onxeo on a product-by-product and country-by-country basis until the later of (1) the date when a given product is no longer within the scope of a patent claim in the country of sale or manufacture, (2) the expiry of any extended exclusivity period in the relevant country (such as orphan drug exclusivity, pediatric exclusivity, new chemical entity exclusivity, or other exclusivity granted beyond the expiry of the relevant patent), or (3) a specific time period after the first commercial sale of the product in such country. In most countries, including the U.S., the patent term is generally 20 years from the earliest claimed filing date of a non-provisional patent application in the applicable country, not taking into consideration any potential patent term adjustment that may be filed in the future or any regulatory extensions that may be obtained. The royalty termination provision pursuant to (3) described above is shorter than 20 years and is the least likely cause of termination of royalty payments. The Onxeo license agreement does not have a pre-determined term, but expires on a product-by-product and country-by-country basis; that is, the agreement expires with respect to a given product in a given country whenever the Company’s royalty payment obligations with respect to such product have expired. The agreement may also be terminated early for cause if either the Company or Onxeo materially breach the agreement, or if either the Company or Onxeo become insolvent. The Company may also choose to terminate the agreement, either in its entirety or as to a certain product and a certain country, by providing Onxeo with advance notice. The Company is internally developing Validive and has activated clinical sites and begun patient dosing for its VOICE clinical trial, which, if successful, may allow the Company to apply for marketing approval within the next several years. The Company will need to raise significant funds or enter into a collaboration partnership to support the further development, including potential commercialization of Validive. As of December 31, 2021, the Company had not reached any of the pre-specified milestones and has not been required to pay Onxeo any funds under this license agreement other than the $1 million one-time license fee. Grupo Español de Investigación en Sarcomas (“GEIS”) In June 2019, the Company executed a clinical collaboration agreement with GEIS for the development of camsirubicin in patients with advanced soft tissue sarcoma (“ASTS”). Following completion of the Phase 1b clinical trial in the U.S. that Monopar initiated in the third quarter of 2021 with the first patient dosed in October 2021, the Company continues to expect that GEIS will sponsor and lead a multi-country, randomized, open-label Phase 2 clinical trial to evaluate camsirubicin head-to-head against doxorubicin, the current first-line treatment for ASTS. The Company will provide study drug and supplemental financial support for the clinical trial. During the year ended December 31, 2020, Monopar incurred $1.4 million in expenses related to the GEIS collaboration including clinical material manufacturing-related expense, clinical consulting, database management expenses and intellectual property expenses. The Company continued with the GEIS collaboration through the first quarter of 2021 and incurred $0.3 million in expenses related to the collaboration. The Company can terminate the agreement by providing GEIS with advance notice, and without affecting the Company’s rights and ownership to any related intellectual property or clinical data. In the second quarter of 2021, due to regulatory delays in Spain, Monopar decided to conduct an open-label Phase 1b clinical trial of camsirubicin in the U.S. XOMA Ltd. The intellectual property rights contributed by Tactic Pharma to the Company included the non-exclusive license agreement with XOMA Ltd. for the humanization technology used in the development of MNPR-101. Pursuant to such license agreement, the Company is obligated to pay XOMA Ltd. clinical, regulatory and sales milestones for MNPR-101 that could reach up to $14.925 million if the Company achieves all milestones. The agreement does not require the payment of sales royalties. There can be no assurance that the Company will reach any milestones under the XOMA agreement. As of December 31, 2021, the Company had not reached any milestones and has not been required to pay XOMA Ltd. any funds under this license agreement. Operating Leases The Company is currently leasing office space for its executive headquarters at 1000 Skokie Blvd., in the Village of Wilmette, Illinois for $4,487 per month on a month-to-month basis. During the years ended December 31, 2021, and 2020, the Company recognized operating lease expenses of $54,960 and $55,236, respectively. Legal Contingencies The Company may be subject to claims and assessments from time to time in the ordinary course of business. No claims have been asserted to date. Indemnification In the normal course of business, the Company enters into contracts and agreements that contain a variety of representations and warranties and provide for general indemnification. The Company’s exposure under these agreements is unknown because it involves claims that may be made against the Company in the future, but that have not yet been made. To date, the Company has not paid any claims nor been required to defend any action related to its indemnification obligations. However, the Company may record charges in the future as a result of future claims against these indemnification obligations. In accordance with its second amended and restated certificate of incorporation, amended and restated bylaws and the indemnification agreements entered into with each officer and non-employee director, the Company has indemnification obligations to its officers and non-employee directors for certain events or occurrences, subject to certain limits, while they are serving at the Company’s request in such capacities. There have been no indemnification claims to date. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events | |
Subsequent Events | Note 8 – Subsequent Events Subsequent to December 31, 2021, the Company’s Plan Administrator Committee (with regards to non-officer employees) and the Company’s Compensation Committee, as ratified by the full Board (in the case of officers and non-employee directors) granted an aggregate of 549,064 stock options with exercise prices ranging from $2.80 to $3.52. All stock options have a 10-year term and vest from 1 to 4 years. The Company also granted an aggregate 403,522 restricted stock units on February 2, 2022, which vest over 1 to 4 years. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
Basis of Presentation | These consolidated financial statements include the financial results of Monopar Therapeutics Inc., its wholly-owned French subsidiary, Monopar Therapeutics, SARL, and its wholly-owned Australian subsidiary, Monopar Therapeutics Australia Pty Ltd and have been prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) and include all disclosures required by GAAP for financial reporting. All intercompany accounts have been eliminated. The principal accounting policies applied in the preparation of these consolidated financial statements are set out below and have been consistently applied in all periods presented. The Company has been primarily involved in performing research activities, developing product candidates, and raising capital to support and expand these activities. The accompanying consolidated financial statements contain all normal, recurring adjustments necessary to present fairly the Company’s consolidated financial position as of December 31, 2021 and 2020, the Company’s consolidated results of operations and comprehensive loss and the Company’s consolidated cash flows for the years ended December 31, 2021 and 2020. |
Functional Currency | The Company’s consolidated functional currency is the U.S. Dollar. The Company’s Australian subsidiary and French subsidiary use the Australian Dollar and European Euro, respectively, as their functional currency. At each quarter-end, each foreign subsidiary’s balance sheets are translated into U.S. Dollars based upon the quarter-end exchange rate, while their statements of operations and comprehensive loss and statements of cash flows are translated into U.S. Dollars based upon an average exchange rate during the period. |
Comprehensive Loss | Comprehensive loss represents net loss plus any gains or losses not reported in the consolidated statements of operations and comprehensive loss, such as foreign currency translations gains and losses that are typically reflected on the Company’s consolidated statements of stockholders’ equity. |
Use of Estimates | The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities, and reported amounts of expenses in the consolidated financial statements and accompanying notes. Actual results could differ from those estimates. |
Going Concern Assessment | The Company applies Accounting Standards Codification 205-40 (“ASC 205-40”), Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern |
Cash Equivalents | The Company considers all highly liquid investments purchased with a maturity of 90 days or less on the date of purchase to be cash equivalents. Cash equivalents as of December 31, 2021, and 2020, consisted of one money market account. |
Prepaid Expenses | Prepayments are expenditures for goods or services before the goods are used or the services are received and are charged to operations as the benefits are realized. Prepaid expenses may include payments to development collaborators in excess of actual expenses incurred by the collaborator, measured at the end of each reporting period. Prepayments also include insurance premiums, dues and subscriptions and software costs of $10,000 or more per year that are expensed monthly over the life of the contract, which is typically one year. Prepaid expenses are reflected on the Company’s consolidated balance sheets as other current assets. |
Bank Loans | In May 2020, the Company applied for and received a $122,400 bank loan pursuant to the Paycheck Protection Program (“PPP”) established pursuant to the Coronavirus Aid, Relief, and Economic Security Act, as administered by the U.S. Small Business Administration (“SBA”). The repayment of the PPP loan is forgivable by the SBA, if certain conditions are met, namely the PPP loan must be used primarily for payroll during the 24-week period following receipt of the loan, without significant staffing reductions during that period. The Company applied for and received the PPP loan forgiveness on December 11, 2020, at which time the PPP loan amount was recorded as other income on the Company’s consolidated statements of operations and comprehensive loss. |
Concentration of Credit Risk | Financial instruments that potentially subject the Company to concentration of credit risk consist of cash and cash equivalents. The Company maintains cash and cash equivalents at two reputable financial institutions. As of December 31, 2021, the balance at one financial institution was in excess of the $250,000 Federal Deposit Insurance Corporation (“FDIC”) insurable limit. The Company has not experienced any losses on its deposits since inception and management believes the Company is not exposed to significant risks with respect to these financial institutions. |
Fair Value of Financial Instruments | For financial instruments consisting of cash and cash equivalents, accounts payable, accrued expenses, and other current liabilities, the carrying amounts are reasonable estimates of fair value due to their relatively short maturities. The Company adopted ASC 820, Fair Value Measurements and Disclosures, The standard establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs reflect assumptions market participants would use in pricing an asset or liability based on market data obtained from independent sources. Unobservable inputs reflect a reporting entity’s pricing an asset or liability developed based on the best information available under the circumstances. The fair value hierarchy consists of the following three levels: Level 1 Level 2 Level 3 Determining which category an asset or liability falls within the hierarchy requires significant judgment. The Company evaluates its hierarchy disclosures each reporting period. There were no transfers between Level 1, 2 or 3 of the fair value hierarchy during the years ended December 31, 2021, and 2020. The following table presents the assets and liabilities recorded that are reported at fair value on our consolidated balance sheets on a recurring basis. No values were recorded in Level 2 or Level 3 at December 31, 2021, and 2020. Assets and Liabilities Measured at Fair Value on a Recurring Basis December 31 2021 Level 1 Total Assets Cash equivalents(1) $ 20,014,205 $ 20,014,205 Total $ 20,014,205 $ 20,014,205 December 31 2020 Level 1 Total Assets Cash equivalents(1) $ 16,605,682 $ 16,605,682 Total $ 16,605,682 $ 16,605,682 (1) Cash equivalents represent the fair value of the Company’s investment in a money market account. |
Net Loss per Share | Net loss per share for the years ended December 31, 2021, and 2020, is calculated by dividing net loss by the weighted-average shares of common stock outstanding during the period. Diluted net loss per share for the years ended December 31, 2021, and 2020 is calculated by dividing net loss by the weighted-average shares of the sum of a) weighted average common stock outstanding (12,472,217 and 10,958,256 shares for the years ended December 31, 2021, and 2020, respectively) and b) potentially dilutive shares of common stock (such as stock options and restricted stock units) outstanding during the period. As of December 31, 2021, and 2020, potentially dilutive securities included stock-based awards to purchase up to 1,655,451 and 1,298,643 shares of the Company’s common stock, respectively. For the years ended December 31, 2021, and 2020, potentially dilutive securities are excluded from the computation of fully diluted net loss per share as their effect is anti-dilutive. |
Research and Development Expenses | Research and development (“R&D”) costs are expensed as incurred. Major components of R&D expenses include salaries and benefits paid to the Company’s R&D staff, compensation expenses of G&A personnel performing R&D, fees paid to consultants and to the entities that conduct certain R&D activities on the Company’s behalf and materials and supplies which were used in R&D activities during the reporting period. |
Clinical Trial Expense | The Company accrues and expenses the costs for clinical trial activities performed by third parties based upon estimates of the percentage of work completed over the life of the individual study in accordance with agreements established with contract research organizations, service providers, and clinical trial sites. The Company estimates the amounts to accrue based upon discussions with internal clinical personnel and external service providers as to progress or stage of completion of trials or services and the agreed upon fee to be paid for such services. Costs of setting up clinical trial sites for participation in the trials are expensed immediately as R&D expenses. Clinical trial site costs related to patient screening and enrollment are accrued as patients are screened/entered into the trial. |
Collaborative Arrangements | The Company and its collaborative partners are active participants in collaborative agreements and all parties would be exposed to significant risks and rewards depending on the technical and commercial success of the activities. Contractual payments to the other parties in collaboration agreements and costs incurred by the Company when the Company is deemed to be the principal participant for a given transaction are recognized on a gross basis in R&D expenses. Royalties and license payments are recorded as earned. During the years ended December 31, 2021, and 2020, no milestones were met, and no royalties were earned, therefore, the Company did not pay or accrue/expense any license or royalty payments. |
Licensing Agreements | The Company has various agreements licensing technology utilized in the development of its product or technology programs. The licenses contain success milestone obligations and royalties on future sales. During the years ended December 31, 2021, and 2020, no milestones were met, and no royalties were earned, therefore, the Company did not pay or accrue/expense any license or royalty payments under any of its license agreements. |
Patent Costs | The Company expenses costs relating to issued patents and patent applications, including costs relating to legal, renewal and application fees, as a component of general and administrative expenses in its consolidated statements of operations and comprehensive loss. |
Income Taxes | The Company uses an asset and liability approach for accounting for deferred income taxes, which requires recognition of deferred income tax assets and liabilities for the expected future tax consequences of events that have been recognized in its financial statements but have not been reflected in its taxable income. Estimates and judgments are required in the calculation of certain tax liabilities and in the determination of the recoverability of certain deferred income tax assets, which arise from temporary differences and carryforwards. Deferred income tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those tax assets and liabilities are expected to be realized or settled. The Company regularly assesses the likelihood that its deferred income tax assets will be realized from recoverable income taxes or recovered from future taxable income. To the extent that the Company believes any amounts are not “more likely than not” to be realized, the Company records a valuation allowance to reduce the deferred income tax assets. In the event the Company determines that all or part of the net deferred tax assets are not realizable in the future, an adjustment to the valuation allowance would be charged to earnings in the period such determination is made. Similarly, if the Company subsequently determines deferred income tax assets that were previously determined to be unrealizable are now realizable, the respective valuation allowance would be reversed, resulting in an adjustment to earnings in the period such determination is made. Internal Revenue Code Sections 382 and 383 (“Sections 382 and 383”) limit the use of net operating loss (“NOL”) carryforwards and R&D credits, after an ownership change. To date, the Company has not conducted a Section 382 or 383 study, however, because the Company will continue to raise significant amounts of equity in the coming years, the Company expects that Sections 382 and 383 will limit the Company’s usage of NOLs and R&D credits in the future. ASC 740, Income Taxes The Company is subject to U.S. Federal, Illinois and California income taxes. In addition, the Company is subject to local tax laws of France and Australia. Tax regulations within each jurisdiction are subject to the interpretation of the related tax laws and regulations and require significant judgment to apply. Monopar was originally formed as an LLC in December 2014, then incorporated on December 16, 2015. The Company is subject to U.S. Federal, state and local tax examinations by tax authorities for the tax years 2015 through 2021. The Company does not anticipate significant changes to its current uncertain tax positions through December 31, 2021. The Company plans on filing its U.S. Federal and state tax returns for the year ended December 31, 2021, prior to the extended filing deadlines in all jurisdictions. |
Stock-Based Compensation | The Company accounts for stock-based compensation arrangements with employees, non-employee directors and consultants using a fair value method, which requires the recognition of compensation expense for costs related to all stock-based awards, including stock option and restricted stock unit (“RSU”) grants. The fair value method requires the Company to estimate the fair value of stock-based payment awards on the date of grant using an option pricing model or the closing stock price on the date of grant in the case of RSUs. Stock-based compensation expense for awards granted to employees, non-employee directors and consultants are based on the fair value of the underlying instrument calculated using the Black-Scholes option-pricing model on the date of grant for stock options and using the closing stock price on the date of grant for RSUs and recognized as expense on a straight-line basis over the requisite service period, which is the vesting period. Determining the appropriate fair value model and related assumptions requires judgment, including estimating the future stock price volatility, forfeiture rates and expected terms. The expected volatility rates are estimated based on the actual volatility of comparable public companies over recent historical periods of the same length as the expected term. The Company selected these companies based on reasonably comparable characteristics, including market capitalization, stage of corporate development and with historical share price information sufficient to meet the expected term (life) of the stock-based awards. The expected term for options granted to date is estimated using the simplified method. Forfeitures are estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The Company has not paid dividends and does not anticipate paying a cash dividend in the future vesting period and, accordingly, uses an expected dividend yield of zero. The risk-free interest rate is based on the rate of U.S. Treasury securities with maturities consistent with the estimated expected term of the awards. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
Assets and liabilities measured at fair value on a recurring basis | December 31 2021 Level 1 Total Assets Cash equivalents(1) $ 20,014,205 $ 20,014,205 Total $ 20,014,205 $ 20,014,205 December 31 2020 Level 1 Total Assets Cash equivalents(1) $ 16,605,682 $ 16,605,682 Total $ 16,605,682 $ 16,605,682 |
Stock Incentive Plan (Tables)
Stock Incentive Plan (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Stock Incentive Plan | |
Stock option activity | Options Outstanding Number of Shares Subject to Options Weighted- Average Exercise Price Balances at January 1, 2020 1,087,463 $ 2.94 Granted 174,357 14.13 Forfeited (3,243 ) 8.47 Balances at December 31, 2020 1,258,577 4.47 Granted(1) 403,476 6.27 Forfeited(2) (115,151 ) 6.49 Exercised (2,913 ) 6.00 Balances at December 31, 2021 1,543,989 4.78 Unvested options outstanding expected to vest (3) 345,286 7.28 |
Options outstanding | Exercise Prices Number of Shares Subject to Options Outstanding Weighted-Average Remaining Contractual Term in Years Number of Shares Subject to Options Fully Vested and Exercisable Weighted-Average Remaining Contractual Term in Years $0.001-$5.00 567,920 4.81 556,045 4.71 $5.01-$10.00 822,316 7.48 530,694 6.88 $10.01-$15.00 145,232 8.09 103,443 8.09 $15.01-$20.00 8,521 5.88 8,521 5.88 1,543,989 6.55 1,198,703 5.97 |
Restricted stock unit activity | Restricted Stock Units Weighted-Average Grant Date Fair Value per Unit Unvested balance at January 1, 2020 — $ — Granted 45,722 12.93 Vested (5,156 ) 12.93 Forfeited (500 ) 12.93 Unvested balance at January 1, 2021 40,066 12.93 Granted 124,374 6.81 Vested (49,758 ) 8.04 Forfeited (3,220 ) 7.52 Unvested Balance at December 31, 2021 111,462 8.44 |
Schedule of stock option grants and fair values | Years Ended December 31, 2021 2020 Stock options granted 403,476 174,357 Weighted-average grant date fair value per share $ 4.46 $ 9.03 Fair value of shares vested $ 1,152,572 $ 1,214,512 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Taxes | |
Provision for income taxes | As of December 31, 2021 2020 Current: Federal $ - $ - State - - Foreign - 18,361 Total current: - 18,361 Deferred: Federal - - State - - Foreign - - Total deferred: - - Total provision* $ - $ 18,361 |
Effective income tax rate reconciliation | % Federal income tax 21.00 State income taxes, less federal benefit 7.12 Tax credits 2.03 Permanent differences -1.97 Change in valuation allowances -27.47 Other -0.71 Effective tax rate benefit (expense) - |
Deferred tax assets and liabilities | As of December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 3,484,229 $ 1,951,673 Tax credits carryforwards 382,648 228,922 Stock-based compensation 700,208 611,903 Intangible asset basis differences 3,153,199 2,427,668 Gross deferred tax assets 7,720,284 5,220,166 Valuation allowance (7,720,284 ) (5,220,166 ) Net deferred tax assets $ — $ — |
Schedule Of Unrecognized Tax Benefits Roll Forward | 2021 2020 Beginning uncertain tax benefits $ 63,262 $ — Current year - increases 46,092 44,786 Prior year - increases (decreases) (6,250 ) 18,476 Ending uncertain tax benefits $ 103,104 $ 63,262 |
Nature of Business and Liquid_2
Nature of Business and Liquidity (Details Narrative) $ in Millions | Dec. 31, 2021USD ($) |
Nature of Business and Liquidity | |
Accumulated loss | $ 41.3 |
Significant Accounting Polici_4
Significant Accounting Policies (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |
May 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Weighted Average Number of Shares Outstanding, Basic and Diluted | 12,472,217 | 10,958,256 | |
Insurance premiums, dues, subscription, and software cost paid in advance | $ 10,000 | ||
FDIC insurable limit | $ 250,000 | ||
Potentially dilutive securities | 1,655,451 | 1,298,643 | |
Banking [Member] | |||
Bank loan | $ 122,400 |
Significant Accounting Polici_5
Significant Accounting Policies (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Cash equivalents | $ 20,014,205 | $ 16,605,682 |
Total | 20,014,205 | 16,605,682 |
Level 1 | ||
Assets | ||
Cash equivalents | 20,014,205 | 16,605,682 |
Total | $ 20,014,205 | $ 16,605,682 |
Capital Stock (Details Narrativ
Capital Stock (Details Narrative) - USD ($) | 12 Months Ended | 24 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | |
Fees and commissions | $ 591,188 | ||
Proceeds from sale of stock | $ 19,100,603 | ||
Average gross price per share | $ 10.02 | ||
Sale of common stock shares | 1,964,724 | ||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, authorized | 40,000,000 | 40,000,000 | 40,000,000 |
Common stock, issued | 12,598,125 | 11,453,465 | 12,598,125 |
Common stock, outstanding | 12,598,125 | 11,453,465 | 12,598,125 |
Common stock aggregate offering price description | up to $19.7 | ||
Sales Agreement | |||
Fees and commissions | $ 338,153 | $ 253,035 | |
Proceeds from sale of stock | $ 10,925,312 | $ 8,175,291 | |
Average gross price per share | $ 10.20 | $ 9.79 | |
Sale of common stock shares | 1,104,047 | 860,677 |
Stock Incentive Plan (Details)
Stock Incentive Plan (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Stock Incentive Plan | ||
Stock options outstanding, beginning | 1,258,577 | 1,087,463 |
Stock options, granted | 403,476 | 174,357 |
Stock options, forfeited | (115,151) | (3,243) |
Stock options, exercised | (2,913) | |
Stock options outstanding, ending | 1,543,989 | 1,258,577 |
Unvested options outstanding expected to vest | 345,286 | |
Weighted-Average Exercise Price, beginning | $ 4.47 | $ 2.94 |
Weighted average exercise price, granted | 6.27 | 14.13 |
Weighted average exercise price, forfeited | 6.49 | 8.47 |
Weighted average exercise price, exercised | 6 | |
Weighted average exercise price outstanding, ending | 4.78 | $ 4.47 |
Weighted-Average Exercise Price unvested options outstanding expected to vest | $ 7.28 |
Stock Incentive Plan (Details 1
Stock Incentive Plan (Details 1) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Number of Shares Subject to Options Outstanding | 1,543,989 | 1,258,577 | 1,087,463 |
Options outstanding Contractual Term in Years | 6 years 6 months 18 days | ||
Number of shares fully vested and exercisable | 1,198,703 | ||
Options fully vested and exercisable Contractual Term in Years | 5 years 11 months 19 days | ||
Option 1 | |||
Number of Shares Subject to Options Outstanding | 567,920 | ||
Options outstanding Contractual Term in Years | 4 years 9 months 21 days | ||
Number of shares fully vested and exercisable | 556,045 | ||
Options fully vested and exercisable Contractual Term in Years | 4 years 8 months 15 days | ||
Exercise price | 0.001-$5.00 | ||
Option 2 | |||
Number of Shares Subject to Options Outstanding | 822,316 | ||
Options outstanding Contractual Term in Years | 7 years 5 months 23 days | ||
Number of shares fully vested and exercisable | 530,694 | ||
Options fully vested and exercisable Contractual Term in Years | 6 years 10 months 17 days | ||
Exercise price | 5.01-$10.00 | ||
Option 3 | |||
Number of Shares Subject to Options Outstanding | 145,232 | ||
Options outstanding Contractual Term in Years | 8 years 1 month 2 days | ||
Number of shares fully vested and exercisable | 103,443 | ||
Options fully vested and exercisable Contractual Term in Years | 8 years 1 month 2 days | ||
Exercise price | 10.01-$15.00 | ||
Option 4 | |||
Number of Shares Subject to Options Outstanding | 8,521 | ||
Options outstanding Contractual Term in Years | 5 years 10 months 17 days | ||
Number of shares fully vested and exercisable | 8,521 | ||
Options fully vested and exercisable Contractual Term in Years | 5 years 10 months 17 days | ||
Exercise price | 15.01-$20.00 |
Stock Incentive Plan (Details 2
Stock Incentive Plan (Details 2) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Unvested restricted stock units, granted | 124,374 | |
Restricted Stock Units | ||
Unvested restricted stock units, granted | 124,374 | 45,722 |
Unvested restricted stock units, vested | (49,758) | (5,156) |
Unvested restricted stock units, forfeited | (3,220) | (500) |
Unvested restricted stock units outstanding, ending | 111,462 | 40,066 |
Weighted-average grant date fair value per unit, granted | $ 6.81 | $ 12.93 |
Weighted-average grant date fair value per unit, vested | 8.04 | 12.93 |
Weighted-average grant date fair value per unit, forfeited | 7.52 | 12.93 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value | $ 8.44 | $ 12.93 |
Stock Incentive Plan (Details 3
Stock Incentive Plan (Details 3) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Stock Incentive Plan | ||
Stock options granted | 403,476 | 174,357 |
Weighted-average grant date fair value per share | $ 4.46 | $ 9.03 |
Fair value of shares vested | $ 1,152,572 | $ 1,214,512 |
Stock Incentive Plan (Details N
Stock Incentive Plan (Details Narrative) - USD ($) | Jun. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Oct. 31, 2017 | Apr. 30, 2016 |
Stock option expiry | 10 years | |||||
Stock options outstanding | $ 1,800,000 | $ 1,800,000 | ||||
Weighted-average exercise price | $ 4.78 | $ 4.78 | ||||
Unamortized unvested balance of stock base compensation | $ 2,500,000 | $ 2,500,000 | ||||
Unamortized unvested balance of stock base compensation, period | 2 years 7 months 6 days | |||||
Unvested restricted stock units, granted | 124,374 | |||||
Weighted average exercise price of unvested expected to vest share | $ 7.28 | $ 7.28 | ||||
Description of exercise price | exercise prices ranging from $4.01 to $9.67 per share which vest over 1 to 4 years | |||||
Weighted average vested exercise price | $ 4.06 | $ 4.06 | ||||
Aggregate stock option purchase of shares | 403,476 | |||||
Research and Development Expenses | ||||||
Employee and non-employee director stock-based compensation expense | $ 866,537 | $ 636,867 | ||||
Minimum Member | ||||||
Risk free interest rate | 0.40% | |||||
Expected term | 4 years 8 months 12 days | |||||
Volatility | 55.00% | |||||
Maximum Member | ||||||
Risk free interest rate | 2.90% | |||||
Expected term | 6 years 2 months 12 days | |||||
Volatility | 85.00% | |||||
Stock award pool [Member] | ||||||
Share based compensation arrangement by share based payment award number of additional shares authorized | 1,500,000 | |||||
2016 Stock Incentive Plan | ||||||
Share based compensation arrangement by share based payment award number of shares authorized | 700,000 | |||||
Stock option grants term period | 10 years | |||||
2016 Stock Incentive Plan | Minimum Member | ||||||
Exercise Price | $ 4.01 | $ 4.01 | ||||
2016 Stock Incentive Plan | Maximum Member | ||||||
Exercise Price | $ 9.67 | $ 9.67 | ||||
October 2017 | Board of Directors | ||||||
Share based compensation arrangement by share based payment award number of shares authorized | 1,600,000 | |||||
April 2020 | Board of Directors | ||||||
Share based compensation arrangement by share based payment award number of shares authorized | 3,100,000 | |||||
Vested 6/48ths on 6 month anniversary of grant date and 1/48th per month thereafter | ||||||
Option to purchase shares | 375,704 | |||||
Vested quarterly over one year | ||||||
Option to purchase shares | 17,772 | |||||
Vested monthly over one year | ||||||
Option to purchase shares | 10,000 | |||||
Options [Member] | ||||||
Stock Option Granted | 403,476 | |||||
Research and Development Expense [Member] | ||||||
Stock-based compensation expense for non-employees | $ 41,200 | 70,252 | ||||
Employee and non-employee director stock-based compensation expense | $ 560,317 | $ 613,771 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | 12 Months Ended |
Dec. 31, 2021 | |
Tactic Pharma LLC | |
Beneficial ownership | 34.00% |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Current: | ||
Federal | $ 0 | $ 0 |
State | 0 | 0 |
Foreign | 0 | 18,361 |
Total current | 0 | 18,361 |
Deferred: | ||
Federal | 0 | 0 |
State | 0 | 0 |
Foreign | 0 | 0 |
Total deferred | 0 | 0 |
Total provision | $ 0 | $ 18,361 |
Income Taxes (Details 1)
Income Taxes (Details 1) | 12 Months Ended |
Dec. 31, 2021 | |
Income Taxes | |
Federal income tax | 21.00% |
State income taxes, less federal benefit | 7.12% |
Tax credits | 2.03% |
Permanent differences | (1.97%) |
Change in valuation allowances | (27.47%) |
Other | (0.71%) |
Effective tax rate benefit (expense) | 0.00% |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Income Taxes | ||
Net operating loss carryforwards | $ 3,484,229 | $ 1,951,673 |
Tax credit carryforwards | 382,648 | 228,922 |
Stock-based compensation | 700,208 | 611,903 |
Intangible asset basis differences | 3,153,199 | 2,427,668 |
Gross deferred tax assets | 7,720,284 | 5,220,166 |
Valuation allowance | (7,720,284) | (5,220,166) |
Net deferred tax assets | $ 0 | $ 0 |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Taxes | ||
Beginning uncertain tax benefits | $ 63,262 | $ 0 |
Current year increases | 46,092 | 44,786 |
Prior year increases (decreases) | (6,250) | 18,476 |
Ending uncertain tax benefits | $ 103,104 | $ 63,262 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Increase in valuation allowance | $ 2,500,000 | $ 2,652,000 |
Uncertain tax benefits | 103,104 | |
State | ||
Net operating loss carryforwards | 12,245,000 | |
Research and development credit carryforwards | 143,000 | |
Federal | ||
Net operating loss carryforwards | 12,215,000 | |
Research and development credit carryforwards | $ 270,000 | |
Net operating loss carryforwards expiration | Dec. 31, 2035 | Dec. 31, 2027 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating lease expense | $ 54,960 | $ 55,236 |
License Agreement | $ 1,000,000 | |
Description of study drug and supplemental financial support | The Company will provide study drug and supplemental financial support for the clinical trial | |
Operating lease monthly payment | $ 4,487 | |
Onxeo S.A | ||
Option and license agreement description | the option agreement includes clinical, regulatory, developmental and sales milestones that could reach up to $108 million if the Company achieves all milestones, and escalating royalties on net sales from 5% to 10% | |
Option and license agreement fee | $ 1,000,000 | |
XOMA Ltd | ||
Option and license agreement description | that could reach up to $14.925 million if the Company achieves all milestones | |
GEIS | ||
Clinical-related expenses | $ 300,000 | $ 1,400,000 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | 1 Months Ended | 2 Months Ended | 12 Months Ended | ||
Feb. 28, 2022 | Feb. 15, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | Feb. 02, 2022 | |
Restricted stock units granted | 124,374 | ||||
Restricted Stock Units | |||||
Restricted stock units granted | 124,374 | 45,722 | |||
Subsequent Event [Member] | |||||
Stock Option Fair Value | $ 1,200,000 | ||||
Stock Options | 549,064 | ||||
Stock Options Term | 10 years | ||||
Subsequent Event [Member] | Maximum [Member] | |||||
Stock options with exercise prices range | $ 3.52 | ||||
Subsequent Event [Member] | Minimum [Member] | |||||
One Year Vest | 4 years | ||||
Stock options with exercise prices range | $ 2.80 | ||||
Subsequent Event [Member] | Restricted Stock Units | |||||
Stock Option Fair Value | $ 1,100,000 | ||||
Restricted stock units granted | 403,522 | ||||
Subsequent Event [Member] | Restricted Stock Units | Maximum [Member] | |||||
One Year Vest | 4 years | ||||
Subsequent Event [Member] | Restricted Stock Units | Minimum [Member] | |||||
One Year Vest | 1 year |