Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2024 | May 10, 2024 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-38365 | |
Entity Registrant Name | EYENOVIA, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-1178401 | |
Entity Address, Postal Zip Code | 10017 | |
Entity Address, Address Line One | 295 Madison Avenue, Suite 2400 | |
Entity Address, City or Town | NEW YORK | |
Entity Address, State or Province | NY | |
City Area Code | 833 | |
Local Phone Number | 393-6684 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | EYEN | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 53,870,762 | |
Entity Central Index Key | 0001682639 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Document Quarterly Report | true |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Current Assets | ||
Cash and cash equivalents | $ 7,976,106 | $ 14,849,057 |
Inventories | 3,513,860 | 109,798 |
Deferred clinical supply costs | 846,301 | 4,256,793 |
License fee and expense reimbursements receivable | 88,045 | 123,833 |
Security deposits, current | 1,506 | 1,506 |
Prepaid expenses and other current assets | 2,025,267 | 1,365,731 |
Total Current Assets | 14,451,085 | 20,706,718 |
Property and equipment, net | 3,155,710 | 3,374,384 |
Security deposits, non-current | 197,168 | 197,168 |
Intangible assets | 6,122,945 | 2,122,945 |
Operating lease right-of-use asset | 1,538,814 | 1,666,718 |
Equipment deposits | 711,441 | 711,441 |
Total Assets | 26,177,163 | 28,779,374 |
Current Liabilities: | ||
Accounts payable | 2,145,272 | 1,753,172 |
Accrued compensation | 828,286 | 1,658,613 |
Accrued expenses and other current liabilities | 4,751,755 | 287,928 |
Operating lease liabilities - current portion | 579,585 | 501,250 |
Notes payable - current portion, net of debt discount of $621,712 and $503,914 as of March 31, 2024 and December 31, 2023, respectively | 8,155,025 | 5,329,419 |
Total Current Liabilities | 16,459,923 | 9,530,382 |
Operating lease liabilities - non-current portion | 1,140,231 | 1,292,667 |
Notes payable - non-current portion, net of debt discount of $200,711 and $448,367 as of March 31, 2024 and December 31, 2023, respectively | 2,103,456 | 4,355,800 |
Convertible notes payable - net of debt discount of $344,219 and $398,569 as of March 31, 2024 and December 31, 2023, respectively | 4,655,781 | 4,601,431 |
Total Liabilities | 24,359,391 | 19,780,280 |
Commitments and contingencies (Note 8) | ||
Stockholders' Equity: | ||
Preferred stock, $0.0001 par value, 6,000,000 shares authorized; 0 shares issued and outstanding as of March 31, 2024 and December 31, 2023 | ||
Common stock, $0.0001 par value, 90,000,000 shares authorized; 47,386,349 and 45,553,026 shares issued and outstanding as of March 31, 2024 and December 31, 2023, respectively | 4,738 | 4,555 |
Additional paid-in capital | 158,226,694 | 154,486,098 |
Accumulated deficit | (156,413,660) | (145,491,559) |
Total Stockholders' Equity | 1,817,772 | 8,999,094 |
Total Liabilities and Stockholders' Equity | $ 26,177,163 | $ 28,779,374 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Condensed Balance Sheets | ||
Notes payable - current portion, net of debt discount | $ 621,712 | $ 503,914 |
Notes payable - non-current portion, net of debt discount | 200,711 | 448,367 |
Convertible notes payable - non-current portion, net of debt discount | $ 344,219 | $ 398,569 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 6,000,000 | 6,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common Stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 90,000,000 | 90,000,000 |
Common stock, shares issued | 47,386,349 | 45,553,026 |
Common stock, shares outstanding | 47,386,349 | 45,553,026 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating Income | ||
Revenue | $ 4,993 | |
Cost of revenue | (4,993) | |
Operating Expenses: | ||
Research and development | 4,431,601 | $ 2,521,950 |
General and administrative | 3,835,223 | 2,936,886 |
Reacquisition of license rights | 2,000,000 | |
Total Operating Expenses | 10,266,824 | 5,458,836 |
Loss From Operations | (10,266,824) | (5,458,836) |
Other Income (Expense): | ||
Other (expense) income , net | (97,558) | 70,993 |
Interest expense | (678,658) | (454,003) |
Interest income | 120,939 | 102,480 |
Total Other Expense | (655,277) | (280,530) |
Net Loss | $ (10,922,101) | $ (5,739,366) |
Net Loss Per Share | ||
Net Loss Per Share - Basic | $ (0.23) | $ (0.15) |
Net Loss Per Share - Diluted | $ (0.23) | $ (0.15) |
Weighted Average Number of Common Shares Outstanding | ||
Shares Outstanding - Basic | 46,606,790 | 37,410,587 |
Shares Outstanding - Diluted | 46,606,790 | 37,410,587 |
Condensed Statements of Changes
Condensed Statements of Changes in Stockholders' Equity - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total | |
Balance at the beginning at Dec. 31, 2022 | $ 3,667 | $ 135,461,361 | $ (118,230,463) | $ 17,234,565 | |
Balance at the beginning (in shares) at Dec. 31, 2022 | 36,668,980 | ||||
Issuance of common stock in At the Market offering | [1] | $ 130 | 3,499,462 | 3,499,592 | |
Issuance of common stock in At the Market offering (in shares) | [1] | 1,299,947 | |||
Cashless exercise of stock options | $ 2 | (2) | |||
Cashless exercise of stock options (in shares) | 19,530 | ||||
Stock-based compensation | 819,064 | 819,064 | |||
Issuance of common stock related to vested restricted stock units (in shares) | 3,289 | ||||
Net loss | (5,739,366) | (5,739,366) | |||
Balance at the end at Mar. 31, 2023 | $ 3,799 | 139,779,885 | (123,969,829) | 15,813,855 | |
Balance at the end (in shares) at Mar. 31, 2023 | 37,991,746 | ||||
Balance at the beginning at Dec. 31, 2023 | $ 4,555 | 154,486,098 | (145,491,559) | $ 8,999,094 | |
Balance at the beginning (in shares) at Dec. 31, 2023 | 45,553,026 | ||||
Issuance of common stock and warrants in registered direct offering (in shares) | 1,833,323 | ||||
Issuance of common stock in At the Market offering | $ 183 | 3,194,364 | $ 3,194,547 | ||
Issuance of common stock in At the Market offering (in shares) | 1,833,323 | ||||
Stock-based compensation | 546,232 | 546,232 | |||
Net loss | (10,922,101) | (10,922,101) | |||
Balance at the end at Mar. 31, 2024 | $ 4,738 | $ 158,226,694 | $ (156,413,660) | $ 1,817,772 | |
Balance at the end (in shares) at Mar. 31, 2024 | 47,386,349 | ||||
[1] Includes gross proceeds of $3,607,827 less total issuance costs of $108,235 |
Condensed Statements of Chang_2
Condensed Statements of Changes in Stockholders' Equity (Parenthetical) | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
At Market Offering | |
Proceeds of stock issued during period gross | $ 3,607,827 |
Adjustments to additional paid in capital upon stock issuance costs | 108,235 |
Registered direct offering | |
Proceeds of stock issued during period gross | 3,293,347 |
Adjustments to additional paid in capital upon stock issuance costs | $ 98,800 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Cash Flows From Operating Activities | ||
Net loss | $ (10,922,101) | $ (5,739,366) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 546,232 | 819,064 |
Depreciation of property and equipment | 247,728 | 63,119 |
Amortization of debt discount | 184,207 | 149,490 |
Write-off of property and equipment | 85,051 | |
Write-down of inventories to net realizable value | 198,034 | 0 |
Provision for defective clinical supply settlement | 100,000 | |
Non-cash rent expense | 127,904 | 133,907 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (154,486) | (212,025) |
License fee and expense reimbursements receivables | 35,788 | 210,109 |
Deferred clinical supply costs | 375,944 | (1,067,714) |
Inventories | (567,598) | |
Accounts payable | 392,100 | (26,207) |
Accrued compensation | (830,327) | (1,110,002) |
Accrued expenses and other current liabilities | 363,828 | (42,933) |
Lease liabilities | (74,101) | (136,150) |
Net Cash Used In Operating Activities | (9,891,747) | (6,958,708) |
Cash Flows From Investing Activities | ||
Purchases of property and equipment | (114,105) | (920,865) |
Vendor deposits for property and equipment | 82,813 | |
Net Cash Used In Investing Activities | (114,105) | (838,052) |
Cash Flows From Financing Activities | ||
Proceeds from sale of common stock in At the Market offering | 3,293,347 | 3,607,827 |
Payment of issuance costs for At the Market offering | (98,800) | (108,235) |
Repayments of notes payable | (61,646) | (100,030) |
Net Cash Provided By Financing Activities | 3,132,901 | 3,399,562 |
Net Decrease in Cash and Cash Equivalents | (6,872,951) | (4,397,198) |
Cash and Cash Equivalents - Beginning of Year | 14,849,057 | 22,863,520 |
Cash and Cash Equivalents - End of Year | 7,976,106 | 18,466,322 |
Supplemental Disclosure of Cash Flow Information: | ||
Interest | 494,451 | 304,512 |
Supplemental Disclosure of Non-Cash Investing and Financing Activities | ||
Purchase of insurance policy financed by note payable | 505,050 | 609,140 |
Accrual for intangible asset milestone obligations | 4,000,000 | |
Reclassification of deferred clinical supply costs to inventories | $ 3,034,498 | |
Right-of-use assets obtained in exchange for lease liabilities | 350,473 | |
Cashless exercise of stock options | $ 2 |
Business Organization, Nature o
Business Organization, Nature of Operations and Basis of Presentation | 3 Months Ended |
Mar. 31, 2024 | |
Business Organization, Nature of Operations and Basis of Presentation | |
Business Organization, Nature of Operations and Basis of Presentation | Note 1 – Business Organization, Nature of Operations and Basis of Presentation Eyenovia, Inc. (“Eyenovia” or the “Company”) is a commercial-stage ophthalmic pharmaceutical technology company developing a pipeline of microdose array print therapeutics based on its Optejet platform. MicroPine, its leading late-stage candidate for the multi-billion dollar pediatric progressive myopia market has been licensed to Arctic Vision (Hong Kong) Limited (“Arctic Vision”) in China and South Korea. In the United States, Eyenovia is also focused on the commercialization of its two Food and Drug Administration (“FDA”)-approved products: Mydcombi (tropicamide+phenylephrine ophthalmic spray) for mydriasis, as well as clobetasol propionate ophthalmic nanosuspension 0.05% to reduce pain and inflammation following ocular surgery. The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for complete financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the condensed financial statements of the Company as of March 31, 2024 and for the three months ended March 31, 2024 and 2023. The results of operations for the three months ended March 31, 2024 are not necessarily indicative of the operating results for the full year ending December 31, 2024 or any other period. These unaudited condensed financial statements should be read in conjunction with the audited financial statements and related disclosures of the Company as of December 31, 2023 and for the year then ended, which were included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission (“SEC”) on March 18, 2024 (the “2023 Form 10-K”), as amended by Amendment No. 1, filed with the SEC on April 26, 2024 (the “2023 Form 10-K Amendment”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies The Company disclosed its significant accounting policies in Note 2 – Summary of Significant Accounting Policies included in the 2023 Form 10-K. There have been no material changes to the Company’s significant accounting policies during the three months ended March 31, 2024, except as disclosed below. Liquidity and Going Concern As of March 31, 2024, the Company had unrestricted cash and cash equivalents of approximately $8.0 million and an accumulated deficit of approximately $156.4 million. For the three months ended March 31, 2024 and 2023, the Company incurred net losses of approximately $10.9 million and $5.7 million, respectively, and used cash in operations of approximately $9.9 million and $7.0 million, respectively. The Company does not have recurring revenue and has not yet achieved profitability. The Company expects to continue to incur cash outflows from operations for the near future. The Company expects that its research and development and general and administrative expenses will continue to increase and, as a result, it will eventually need to generate significant product revenues to achieve profitability. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern for at least one year from the date that these financial statements are issued. Implementation of the Company’s plans and its ability to continue as a going concern will depend on many factors, including the Company’s ability to successfully commercialize its products and services, competing technological and market developments, and the need to enter into collaborations with other companies, or acquire other companies or technologies to enhance or complement its product and service offerings. Additionally, the Company may need to raise further capital, through the sale of additional equity or debt securities. If the Company is unable to generate sufficient recurring revenues or secure additional capital, it may be required to curtail its research and development initiatives and take additional measures to reduce costs in order to conserve its cash. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents in the financial statements. As of March 31, 2024 and December 31, 2023, the Company had Treasury bills with original maturity dates of three months or less in the amounts of $2,039,357 and $5,450,118, respectively. The Company has cash deposits in financial institutions that, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. The Company has not experienced losses in such accounts and periodically evaluates the creditworthiness of its financial institutions. As of March 31, 2024 and December 31, 2023, the Company had cash and cash equivalent balances in excess of FDIC insurance limits of $7,301,681 and $14,243,870, respectively. Clinical Supply Arrangements Bausch + Lomb Ireland Limited (“Bausch + Lomb”) and Arctic Vision had contracted with the Company to manufacture and supply them with the appropriate drug-device combination products to conduct their clinical trials on a cost plus 10% mark-up basis. Pursuant to the Letter Agreement (as defined below) with Bausch + Lomb, as referenced in Note 8 – Commitments and Contingencies – Bausch License Agreements, the arrangement with Bausch + Lomb has been terminated, and all rights have been repurchased by Eyenovia. The arrangement with Arctic Vision is still in place. The Company’s licensing agreement with Arctic Vision represents a collaborative arrangement and Arctic Vision is not a customer with respect to the clinical supply arrangements. The Company’s policy is to (a) defer the materials and manufacturing costs in order to properly match them up against the income from the clinical supply arrangements; and (b) report the net income from the clinical supply arrangements as other income. Deferred clinical supply costs were $0.8 million and $4.3 million at March 31, 2024 and December 31, 2023, respectively. See Note 8 – Commitments and Contingencies –Defective Clinical Supply for additional information. Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. The cost of inventory that is sold to third parties is included within cost of sales. The Company will periodically review for slow-moving, excess or obsolete inventories. Inventory is primarily comprised of drug-device combination products, which are available for commercial sale, as follows: March 31, December 31, 2024 2023 Finished goods $ 452,218 $ 30,683 Raw materials 3,061,642 79,115 Total inventory $ 3,513,860 $ 109,798 The Company has evaluated the net realizable value of the commercial inventory. The write-down of commercial inventory to net realizable value was $198,034 and $0 for the three months ended March 31, 2024 and 2023, respectively. Net Loss Per Share of Common Stock Basic net loss per share of common stock is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period, plus fully vested shares that are subject to issuance for little or no monetary consideration. Diluted loss per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. The following table presents the computation of basic and diluted net loss per common share: For the Three Months Ended March 31, 2024 2023 Numerator: Net income (loss) $ (10,922,101) $ (5,739,366) Net loss attributable to common stockholders $ (10,922,101) $ (5,739,366) Denominator (weighted average quantities): Common shares issued 46,471,045 37,380,976 Add: Undelivered vested restricted stock units 135,745 29,611 Denominator for basic and diluted net loss per share 46,606,790 37,410,587 Basic and diluted net loss per common share $ (0.23) $ (0.15) The following securities are excluded from the calculation of weighted average diluted shares of common stock because their inclusion would have been anti-dilutive: March 31, 2024 2023 Warrants 10,926,554 6,087,845 Options 6,022,877 5,460,099 Convertible notes 2,327,747 2,327,747 Restricted stock units 106,019 150,578 Total potentially dilutive shares 19,383,197 14,026,269 Subsequent Events The Company has evaluated subsequent events through the date which the financial statements were issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the financial statements, except as disclosed. Recently Issued Accounting Standards In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segments Disclosures (Topic 280), which updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on both an annual and interim basis. The guidance becomes effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. Since this new ASU addresses only disclosures, the Company does not expect the adoption of this ASU to have any material effects on its financial condition, results of operations or cash flows. The Company is currently evaluating any new disclosures that may be required upon adoption of ASU 2023-07. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments in this update address investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This update also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this standard, but does not expect it to have a material impact on its financial statements. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2024 | |
Prepaid Expenses and Other Current Assets | |
Prepaid Expenses and Other Current Assets | Note 3 – Prepaid Expenses and Other Current Assets As of March 31, 2024 and December 31, 2023, prepaid expenses and other current assets consisted of the following: March 31, December 31, 2024 2023 Prepaid insurance expenses $ 738,752 $ 167,338 Payroll tax receivable 500,512 500,684 Prepaid research and development expenses 260,489 421,056 Prepaid conference expenses 191,556 123,556 Prepaid general and administrative expenses 213,707 85,938 Prepaid patent expenses 73,501 48,409 Prepaid rent and security deposit 18,750 18,750 Prepaid professional fees 28,000 — Total prepaid expenses and other current assets $ 2,025,267 $ 1,365,731 |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Intangible Assets. | |
Intangible Assets | Note 4 - Intangible Assets On August 15, 2023 (the “Effective Date”), the Company entered into a license agreement (the “License”) with Formosa Pharmaceuticals Inc. (“Formosa”), whereby the Company acquired the exclusive U.S. rights to commercialize any product related to a novel formulation of clobetasol propionate ophthalmic suspension, 0.05% (the “Licensed Product”), which was approved by the FDA for ophthalmic use for inflammation and pain after ocular surgery and supplemental disease indications, if any, associated with the New Drug Application for the Licensed Product. The License will remain in effect for ten years from the date of the first commercial sale of a Licensed Product, unless earlier terminated. The Company paid Formosa the aggregate amount of $2.0 million (the “Upfront Payment”), consisting of (a) cash in the amount of $1.0 million and (b) 487,805 shares of common stock valued at $1.0 million, which is included in Intangible Assets on the accompanying balance sheet. In addition to the Upfront Payment, the Company also capitalized $122,945 of transaction costs, which were primarily legal expenses. In addition, the Company must pay Formosa up to $4.0 million upon the achievement of certain development milestones and up to $80.0 million upon the achievement of certain sales milestones. The trigger for the initial $2.0 million development milestone payments was FDA approval of the Licensed Product and the effective date of the acceptance by the Company of the transfer and assignment of the FDA approval. This occurred on March 11, 2024. Under the provisions of the License, the Company had 45 days from the effective date of acceptance of the transfer and assignment of FDA approval to make payment. Therefore, the Company recorded the $2.0 million increase in the intangible asset and the related accrual during March 2024. Subsequent to March 31, 2024, the Company made the requisite payment (see Note 11 – Subsequent Events). The second $2.0 million development milestone was earned upon FDA approval of the Licensed Product and payment is triggered on the earlier of twelve months after FDA approval or six months following the first commercial sale of the Licensed Product. Therefore, the Company recorded an additional $2.0 million increase in the intangible asset and the related accrual during March 2024. |
Accrued Compensation
Accrued Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Accrued Compensation | |
Accrued Compensation | Note 5 – Accrued Compensation As of March 31, 2024 and December 31, 2023, accrued compensation consisted of the following: March 31, December 31, 2024 2023 Accrued bonus expenses $ 406,215 $ 1,302,997 Accrued payroll expenses 422,071 355,616 Total accrued compensation $ 828,286 $ 1,658,613 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2024 | |
Accrued Expenses and Other Current Liabilities | |
Accrued Expenses and Other Current Liabilities | Note 6 – Accrued Expenses and Other Current Liabilities As of March 31, 2024 and December 31, 2023, accrued expenses and other current liabilities consisted of the following: March 31, December 31, 2024 2023 Accrued intangible asset milestone obligations $ 4,000,000 $ — Accrued defective clinical supply settlement 500,000 100,000 Accrued research and development expenses 116,388 89,872 Accrued professional services 113,479 63,028 Credit card payable 16,789 27,193 Accrued franchise tax 5,000 — Other 99 7,835 Total accrued expenses and other current liabilities $ 4,751,755 $ 287,928 |
Notes Payable and Convertible N
Notes Payable and Convertible Notes Payable | 3 Months Ended |
Mar. 31, 2024 | |
Notes Payable and Convertible Notes Payable | |
Notes Payable and Convertible Notes Payable | Note 7 – Notes Payable and Convertible Notes Payable As of March 31, 2024 and December 31, 2023, notes payable and convertible notes payable consisted of the following: March 31, 2024 December 31, 2023 Notes Payable Debt Discount Net Notes Payable Debt Discount Net Current portion: D&O insurance policy loan $ 443,404 $ — $ 443,404 $ — $ — $ — Avenue - Note payable 8,333,333 (621,712) 7,711,621 5,833,333 (503,914) 5,329,419 Total current portion $ 8,776,737 $ (621,712) $ 8,155,025 $ 5,833,333 $ (503,914) $ 5,329,419 Non-Current portion: Avenue - Note payable $ 2,304,167 $ (200,711) $ 2,103,456 $ 4,804,167 $ (448,367) $ 4,355,800 Avenue - Convertible note payable 5,000,000 (344,219) 4,655,781 5,000,000 (398,569) 4,601,431 Total non-current portion $ 7,304,167 $ (544,930) $ 6,759,237 $ 9,804,167 $ (846,936) $ 8,957,231 On February 24, 2024, the Company issued a note payable in the amount of $505,050 for the purchase of a directors and officers’ liability insurance policy (the “D&O Loan”). The note accrues interest at a rate of 8.15% per year and matures on October 24, 2024. The D&O Loan is payable in eight During the three months ended March 31, 2024, the Company recorded interest expense of $678,658, of which $675,228 (including amortization of debt discount of $184,207) was related to the Loan and Security Agreement with Avenue Capital Management II, L.P. and related entities (together, “Avenue”) and $3,430 was related to the D&O Loan. During the three months ended March 31, 2023, the Company recorded interest expense of $454,003, of which $450,394 is related to the Loan and Security Agreement with Avenue (including amortization of debt discount of $149,490) and $3,609 is related to the D&O Loan. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 8 – Commitments and Contingencies Defective Clinical Supply During the third quarter of 2023, a certain portion of clinical supply product sold to Bausch + Lomb had been determined to be defective. On April 23, 2024, the Company and Bausch + Lomb executed a letter agreement (the “Side Letter”) (see Note 11 – Subsequent Events), in which the parties agreed to an estimated value of $0.5 million related to defective clinical supply. Accordingly, the Company recorded an estimated charge equal to $0.4 million, which was included within other income (expense) during the year ended December 31, 2023, because the original sales to the licensee were recorded on that line item. During the three months ended March 31, 2024, the Company recorded an additional $0.1 million charge to other income (expense). Bausch License Agreements On October 9, 2020, the Company entered into a license agreement (the Bausch License Agreement”), pursuant to which Bausch + Lomb was permitted to develop and commercialize the Bausch Licensed Product (as defined in the Bausch License Agreement) in the United States and Canada (the “Licensed Territory”). Bausch + Lomb could terminate the Bausch License Agreement, with respect to the Bausch Licensed Product to either country in the Licensed Territory, at any time for convenience upon 90 days’ written notice. On January 12, 2024, the Company and Bausch + Lomb entered into a mutual termination and reassignment agreement (the “Letter Agreement”), pursuant to which Eyenovia reacquired the rights to the Bausch Licensed Product. The terms of the agreement include the immediate transfer of the rights and the subsequent transfer of certain assets relating to the Bausch Licensed Product from Bausch + Lomb to the Company in exchange for cash and common stock consideration. In addition, under the terms of the Letter Agreement, the Company agreed to pay Bausch + Lomb a low single-digit royalty on its net sales of the Bausch Licensed Product in the United States and Canada for a period of ten years from the date of the first commercial sale by the Company (or its affiliates or licensees) of the Bausch Licensed Product in the United States. Under the Letter Agreement, (i) the Company will re-acquire any and all licenses and other rights granted by the Company to Bausch + Lomb under the original Bausch License Agreement, (ii) any and all licenses and other rights granted by Bausch + Lomb to the Company under the License Agreement are terminated, other than as set forth in the Letter Agreement, and (iii) other than as set forth in the Letter Agreement, Bausch + Lomb is released from all of their ongoing obligations under the License Agreement, including development and commercialization obligations. Pursuant to the Letter Agreement, the Company paid Bausch + Lomb an upfront payment of $2.0 million in cash on January 22, 2024. The Company has recorded this amount as an operating expense. In connection with the entry into the Letter Agreement, the Company also agreed to issue Bausch + Lomb $3.0 million in shares of the Company’s common stock, within ten business days of the Regulatory Transfer Date, which occurred on April 11, 2024. See Note 11 – Subsequent Events for additional information. Operating Leases A summary of the Company’s right-of-use assets and liabilities is as follows: For the Three Months Ended March 31, 2024 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating activities $ 74,101 $ 136,150 Right-of-use assets obtained in exchange for lease obligations Operating leases $ — $ 350,473 Weighted Average Remaining Lease Term (Years) Operating leases 2.81 years 3.50 years Weighted Average Discount Rate Operating leases 10.0 % 10.0 % Future minimum payments under the Company’s operating lease agreements are as follows: For the Years Ending December 31, Minimum Lease Payments 2024 $ 542,718 2025 675,400 2026 560,996 2027 214,619 Total future minimum lease payments 1,993,733 Less: Imputed interest (273,917) Present value of lease liabilities 1,719,816 Less: current portion (579,585) Lease liabilities, non - current portion $ 1,140,231 Litigations, Claims and Assessments The Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. The Company records legal costs associated with loss contingencies as incurred and accrues for all probable and estimable settlements.. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity | |
Stockholders' Equity | Note 9 – Stockholders’ Equity At-The-Market Offering During the three months ended March 31, 2024, the Company received approximately $3.2 million in net proceeds from the sale of 1,833,323 shares of its common stock pursuant to a sales agreement (the “Sales Agreement”) with Leerink Partners, LLC, formerly known as SVB Securities LLC (“Leerink Partners”) in an ”at-the-market” offering. Stock-Based Compensation Expense The Company records stock-based compensation expense related to stock options and restricted stock units (“RSUs”). For the three months ended March 31, 2024 and 2023, the Company recorded stock-based compensation expense of $546,232 ($206,586 which was included within research and development expenses and $339,646 was included within general and administrative expenses on the statements of operations) and $819,064 ($375,130 of which was included within research and development expenses and $443,934 was included within general and administrative expenses on the statements of operations), respectively. Restricted Stock Units A summary of the restricted stock units (“RSUs”) activity during the three months ended March 31, 2024 is presented below: Weighted Average Number of Exercise RSUs Price RSUs non-vested January 1, 2024 106,019 $ 2.12 Granted — — Vested — — Forfeited — — RSUs non-vested March 31, 2024 106,019 $ 2.12 Vested RSUs undelivered March 31, 2024 135,745 $ 2.22 To date, RSUs have only been granted to directors in accordance with the Company’s Amended and Restated 2018 Omnibus Stock Incentive Plan. The Company’s policy is not to deliver shares underlying the RSUs until the termination of service. As of March 31, 2024, there was $63,095 of unrecognized stock-based compensation expense related to RSUs which will be recognized over a weighted average period of 0.3 years. Stock Options A summary of the option activity during the three months ended March 31, 2024 is presented below: Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Options Price In Years Value Outstanding, January 1, 2024 5,306,377 $ 3.31 Granted 863,000 1.88 Exercised — — Forfeited (146,500) 1.27 Outstanding, March 31, 2024 6,022,877 $ 3.19 6.9 $ — Exercisable, March 31, 2024 4,147,529 $ 3.63 5.8 $ — The following table presents information related to stock options as of March 31, 2024: Options Outstanding Options Exercisable Weighted Outstanding Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $1.00 - $1.99 2,299,482 4.5 1,049,492 $2.00 - $2.99 1,446,663 6.6 995,502 $3.00 - $3.99 898,528 6.3 781,568 $4.00 - $4.99 333,000 7.4 275,930 $5.00 - $5.99 50,805 3.5 50,638 $6.00 - $6.99 843,759 5.9 843,759 $7.00+ 150,640 4.0 150,640 6,022,877 5.8 4,147,529 In applying the Black-Scholes option pricing model to stock options granted, the Company used the following approximate assumptions: For the Three Months Ended March 31, 2024 2023 Expected term (years) 5.85 - 10.00 5.85 - 10.00 Risk free interest rate 4.04% - 4.24% 3.60% - 4.18% Expected volatility 80% - 82% 82% - 83% Expected dividends 0.00% 0.00% As of March 31, 2024, there was $2,407,571 of unrecognized stock-based compensation expense related to stock options which will be recognized over a weighted average period of 2.1 years. The weighted average estimated grant date fair value of the stock options granted for the three months ended March 31, 2024 and 2023 was approximately $1.33 and $1.61 per share, respectively. |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2024 | |
Employee Benefit Plans | |
Employee Benefit Plans | Note 10 – Employee Benefit Plans 401(k) Plan In April 2019, the Company adopted the Eyenovia 401(k) Plan (the “Plan”), which went into effect in May 2019. All Company employees are able to participate in the Plan, subject to eligibility requirements as outlined in the Plan documents. Under the terms of the Plan, eligible employees are able to defer a percentage of their pay every pay period up to annual limitations set by Congress and the Internal Revenue Service under Section 401(k) of the Internal Revenue Code. The Company’s Board of Directors approved a matching contribution equal to 100% of elective deferrals up to 4% of eligible earnings with the matching contribution subject to certain vesting requirements as outlined in the Plan documents. During the three months ended March 31, 2024 and 2023, the Company recorded expense of $102,483 and $78,969 , respectively, associated with its matching contributions. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events | |
Subsequent Events | Note 11 - Subsequent Events Registered Direct Offering On April 8, 2024, the Company entered into a securities purchase agreement (the “Purchase Agreement”) with a single fundamentals-based healthcare investor (the “Purchaser”), pursuant to which the Company agreed to sell, in a registered direct offering by the Company directly to the Purchaser (the “Offering”), 3,223,726 shares of common stock, par value $0.0001 per share. The price per share in the Offering was $0.6204. The aggregate gross proceeds to the Company from the Offering were approximately $2.0 million. At-The-Market Offering Subsequent to March 31, 2024, the Company received approximately $317,000 in net proceeds from the sale of 347,794 shares of its common stock pursuant to its Sales Agreement with Leerink Partners in its ”at-the-market” offering. On April 8, 2024, the Company suspended its use of and terminated the prospectus supplement related to the potential issuance from time to time of the Company’s common stock pursuant to the Sales Agreement, unless and until a new prospectus supplement or a new registration statement is filed. Reversion of Licensed Rights Under Mutual Termination Agreement with Bausch + Lomb On January 12, 2024, the Company and Bausch + Lomb entered into the Letter Agreement, pursuant to which Eyenovia reacquired the rights to the CHAPERONE trial at the Regulatory Transfer Completion Date (as defined in the Letter Agreement; hereinafter the “Transfer Date”). See Note 8 – Commitments and Contingencies – Bausch License Agreements for details of the Letter Agreement. On April 11, 2024, the Transfer Date, the transfer of the rights and certain assets relating to the CHAPERONE trial from Bausch + Lomb to the Company was completed. On May 3, 2024, the Company issued Bausch + Lomb 2,299,397 shares of the Company’s common stock, valued at $3.0 million, in satisfaction of its obligations pursuant to the Letter Agreement. On April 23, 2024, the Company and Bausch + Lomb entered into the Side Letter, pursuant to which the Company and Bausch + Lomb agreed that the Company would pay approximately $0.5 million to Bausch + Lomb related to the defective clinical supply. It was also agreed that the Company will receive approximately $0.25 million from Bausch + Lomb to fund the vendor hold back liability that will be due upon completion of the CHAPERONE study. In addition, the Company purchased $0.5 million of clinical supplies from Bausch + Lomb in April 2024. Intangible Asset Payment Based on the achievement of the first development milestone (see Note 4 – Intangible Assets) which occurred on March 11, 2024, the Company paid Formosa the aggregate amount of $2.0 million, consisting of (a) cash in the amount of $1.0 million on April 26, 2024 and (b) 613,496 shares of common stock valued at $1.0 million on April 29, 2024, which is included in Intangible Assets on the accompanying balance sheet. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Summary of Significant Accounting Policies | |
Liquidity and Going Concern | Liquidity and Going Concern As of March 31, 2024, the Company had unrestricted cash and cash equivalents of approximately $8.0 million and an accumulated deficit of approximately $156.4 million. For the three months ended March 31, 2024 and 2023, the Company incurred net losses of approximately $10.9 million and $5.7 million, respectively, and used cash in operations of approximately $9.9 million and $7.0 million, respectively. The Company does not have recurring revenue and has not yet achieved profitability. The Company expects to continue to incur cash outflows from operations for the near future. The Company expects that its research and development and general and administrative expenses will continue to increase and, as a result, it will eventually need to generate significant product revenues to achieve profitability. These circumstances raise substantial doubt about the Company’s ability to continue as a going concern for at least one year from the date that these financial statements are issued. Implementation of the Company’s plans and its ability to continue as a going concern will depend on many factors, including the Company’s ability to successfully commercialize its products and services, competing technological and market developments, and the need to enter into collaborations with other companies, or acquire other companies or technologies to enhance or complement its product and service offerings. Additionally, the Company may need to raise further capital, through the sale of additional equity or debt securities. If the Company is unable to generate sufficient recurring revenues or secure additional capital, it may be required to curtail its research and development initiatives and take additional measures to reduce costs in order to conserve its cash. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less to be cash equivalents in the financial statements. As of March 31, 2024 and December 31, 2023, the Company had Treasury bills with original maturity dates of three months or less in the amounts of $2,039,357 and $5,450,118, respectively. The Company has cash deposits in financial institutions that, at times, may be in excess of Federal Deposit Insurance Corporation (“FDIC”) insurance limits. The Company has not experienced losses in such accounts and periodically evaluates the creditworthiness of its financial institutions. As of March 31, 2024 and December 31, 2023, the Company had cash and cash equivalent balances in excess of FDIC insurance limits of $7,301,681 and $14,243,870, respectively. |
Clinical Supply Arrangements | Clinical Supply Arrangements Bausch + Lomb Ireland Limited (“Bausch + Lomb”) and Arctic Vision had contracted with the Company to manufacture and supply them with the appropriate drug-device combination products to conduct their clinical trials on a cost plus 10% mark-up basis. Pursuant to the Letter Agreement (as defined below) with Bausch + Lomb, as referenced in Note 8 – Commitments and Contingencies – Bausch License Agreements, the arrangement with Bausch + Lomb has been terminated, and all rights have been repurchased by Eyenovia. The arrangement with Arctic Vision is still in place. The Company’s licensing agreement with Arctic Vision represents a collaborative arrangement and Arctic Vision is not a customer with respect to the clinical supply arrangements. The Company’s policy is to (a) defer the materials and manufacturing costs in order to properly match them up against the income from the clinical supply arrangements; and (b) report the net income from the clinical supply arrangements as other income. Deferred clinical supply costs were $0.8 million and $4.3 million at March 31, 2024 and December 31, 2023, respectively. See Note 8 – Commitments and Contingencies –Defective Clinical Supply for additional information. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined using the first-in, first-out method. The cost of inventory that is sold to third parties is included within cost of sales. The Company will periodically review for slow-moving, excess or obsolete inventories. Inventory is primarily comprised of drug-device combination products, which are available for commercial sale, as follows: March 31, December 31, 2024 2023 Finished goods $ 452,218 $ 30,683 Raw materials 3,061,642 79,115 Total inventory $ 3,513,860 $ 109,798 The Company has evaluated the net realizable value of the commercial inventory. The write-down of commercial inventory to net realizable value was $198,034 and $0 for the three months ended March 31, 2024 and 2023, respectively. |
Net Loss Per Share of Common Stock | Net Loss Per Share of Common Stock Basic net loss per share of common stock is computed by dividing net loss by the weighted average number of shares of common stock outstanding during the period, plus fully vested shares that are subject to issuance for little or no monetary consideration. Diluted loss per share reflects the potential dilution that could occur if securities or other instruments to issue common stock were exercised or converted into common stock. The following table presents the computation of basic and diluted net loss per common share: For the Three Months Ended March 31, 2024 2023 Numerator: Net income (loss) $ (10,922,101) $ (5,739,366) Net loss attributable to common stockholders $ (10,922,101) $ (5,739,366) Denominator (weighted average quantities): Common shares issued 46,471,045 37,380,976 Add: Undelivered vested restricted stock units 135,745 29,611 Denominator for basic and diluted net loss per share 46,606,790 37,410,587 Basic and diluted net loss per common share $ (0.23) $ (0.15) The following securities are excluded from the calculation of weighted average diluted shares of common stock because their inclusion would have been anti-dilutive: March 31, 2024 2023 Warrants 10,926,554 6,087,845 Options 6,022,877 5,460,099 Convertible notes 2,327,747 2,327,747 Restricted stock units 106,019 150,578 Total potentially dilutive shares 19,383,197 14,026,269 |
Subsequent Events | Subsequent Events The Company has evaluated subsequent events through the date which the financial statements were issued. Based upon the evaluation, the Company did not identify any recognized or non-recognized subsequent events that would have required adjustment or disclosure in the financial statements, except as disclosed. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards In November 2023, the FASB issued ASU 2023-07, Improvements to Reportable Segments Disclosures (Topic 280), which updates reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses on both an annual and interim basis. The guidance becomes effective for fiscal years beginning after December 15, 2023 and interim periods within fiscal years beginning after December 15, 2024, with early adoption permitted. Since this new ASU addresses only disclosures, the Company does not expect the adoption of this ASU to have any material effects on its financial condition, results of operations or cash flows. The Company is currently evaluating any new disclosures that may be required upon adoption of ASU 2023-07. In December 2023, the FASB issued ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures. The amendments in this update address investor requests for more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. This update also includes certain other amendments to improve the effectiveness of income tax disclosures. The amendments in ASU 2023-09 are effective for fiscal years beginning after December 15, 2024, with early adoption permitted. The Company is currently evaluating the impact of this standard, but does not expect it to have a material impact on its financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Summary of Significant Accounting Policies | |
Schedule of inventory | March 31, December 31, 2024 2023 Finished goods $ 452,218 $ 30,683 Raw materials 3,061,642 79,115 Total inventory $ 3,513,860 $ 109,798 |
Schedule of computation of basic and diluted net loss per common share | For the Three Months Ended March 31, 2024 2023 Numerator: Net income (loss) $ (10,922,101) $ (5,739,366) Net loss attributable to common stockholders $ (10,922,101) $ (5,739,366) Denominator (weighted average quantities): Common shares issued 46,471,045 37,380,976 Add: Undelivered vested restricted stock units 135,745 29,611 Denominator for basic and diluted net loss per share 46,606,790 37,410,587 Basic and diluted net loss per common share $ (0.23) $ (0.15) |
Schedule of weighted average diluted common shares | March 31, 2024 2023 Warrants 10,926,554 6,087,845 Options 6,022,877 5,460,099 Convertible notes 2,327,747 2,327,747 Restricted stock units 106,019 150,578 Total potentially dilutive shares 19,383,197 14,026,269 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Prepaid Expenses and Other Current Assets | |
Schedule of prepaid expenses and other current assets | March 31, December 31, 2024 2023 Prepaid insurance expenses $ 738,752 $ 167,338 Payroll tax receivable 500,512 500,684 Prepaid research and development expenses 260,489 421,056 Prepaid conference expenses 191,556 123,556 Prepaid general and administrative expenses 213,707 85,938 Prepaid patent expenses 73,501 48,409 Prepaid rent and security deposit 18,750 18,750 Prepaid professional fees 28,000 — Total prepaid expenses and other current assets $ 2,025,267 $ 1,365,731 |
Accrued Compensation (Tables)
Accrued Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accrued Compensation | |
Schedule of accrued compensation | March 31, December 31, 2024 2023 Accrued bonus expenses $ 406,215 $ 1,302,997 Accrued payroll expenses 422,071 355,616 Total accrued compensation $ 828,286 $ 1,658,613 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accrued Expenses and Other Current Liabilities | |
Schedule of accrued expenses and other current liabilities | March 31, December 31, 2024 2023 Accrued intangible asset milestone obligations $ 4,000,000 $ — Accrued defective clinical supply settlement 500,000 100,000 Accrued research and development expenses 116,388 89,872 Accrued professional services 113,479 63,028 Credit card payable 16,789 27,193 Accrued franchise tax 5,000 — Other 99 7,835 Total accrued expenses and other current liabilities $ 4,751,755 $ 287,928 |
Notes Payable and Convertible_2
Notes Payable and Convertible Notes Payable (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Payable and Convertible Notes Payable | |
Schedule of notes payable and convertible notes payable | March 31, 2024 December 31, 2023 Notes Payable Debt Discount Net Notes Payable Debt Discount Net Current portion: D&O insurance policy loan $ 443,404 $ — $ 443,404 $ — $ — $ — Avenue - Note payable 8,333,333 (621,712) 7,711,621 5,833,333 (503,914) 5,329,419 Total current portion $ 8,776,737 $ (621,712) $ 8,155,025 $ 5,833,333 $ (503,914) $ 5,329,419 Non-Current portion: Avenue - Note payable $ 2,304,167 $ (200,711) $ 2,103,456 $ 4,804,167 $ (448,367) $ 4,355,800 Avenue - Convertible note payable 5,000,000 (344,219) 4,655,781 5,000,000 (398,569) 4,601,431 Total non-current portion $ 7,304,167 $ (544,930) $ 6,759,237 $ 9,804,167 $ (846,936) $ 8,957,231 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies | |
Summary of company's right-of-use assets and liabilities | For the Three Months Ended March 31, 2024 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating activities $ 74,101 $ 136,150 Right-of-use assets obtained in exchange for lease obligations Operating leases $ — $ 350,473 Weighted Average Remaining Lease Term (Years) Operating leases 2.81 years 3.50 years Weighted Average Discount Rate Operating leases 10.0 % 10.0 % |
Schedule of future minimum payments under the Company's operating lease agreements | For the Years Ending December 31, Minimum Lease Payments 2024 $ 542,718 2025 675,400 2026 560,996 2027 214,619 Total future minimum lease payments 1,993,733 Less: Imputed interest (273,917) Present value of lease liabilities 1,719,816 Less: current portion (579,585) Lease liabilities, non - current portion $ 1,140,231 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Stockholders' Equity | |
Schedule of restricted Stock Units activity | Weighted Average Number of Exercise RSUs Price RSUs non-vested January 1, 2024 106,019 $ 2.12 Granted — — Vested — — Forfeited — — RSUs non-vested March 31, 2024 106,019 $ 2.12 Vested RSUs undelivered March 31, 2024 135,745 $ 2.22 |
Summary of the option activity | Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Options Price In Years Value Outstanding, January 1, 2024 5,306,377 $ 3.31 Granted 863,000 1.88 Exercised — — Forfeited (146,500) 1.27 Outstanding, March 31, 2024 6,022,877 $ 3.19 6.9 $ — Exercisable, March 31, 2024 4,147,529 $ 3.63 5.8 $ — |
Schedule of information related to stock options | The following table presents information related to stock options as of March 31, 2024: Options Outstanding Options Exercisable Weighted Outstanding Average Exercisable Exercise Number of Remaining Life Number of Price Options In Years Options $1.00 - $1.99 2,299,482 4.5 1,049,492 $2.00 - $2.99 1,446,663 6.6 995,502 $3.00 - $3.99 898,528 6.3 781,568 $4.00 - $4.99 333,000 7.4 275,930 $5.00 - $5.99 50,805 3.5 50,638 $6.00 - $6.99 843,759 5.9 843,759 $7.00+ 150,640 4.0 150,640 6,022,877 5.8 4,147,529 |
Schedule of Black-Scholes option pricing model to stock options granted | For the Three Months Ended March 31, 2024 2023 Expected term (years) 5.85 - 10.00 5.85 - 10.00 Risk free interest rate 4.04% - 4.24% 3.60% - 4.18% Expected volatility 80% - 82% 82% - 83% Expected dividends 0.00% 0.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Basic and diluted net loss per common share (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Summary of Significant Accounting Policies | ||
Total potentially dilutive shares | 19,383,197 | 14,026,269 |
Numerator: | ||
Net loss | $ (10,922,101) | $ (5,739,366) |
Net loss attributable to common stockholders | $ (10,922,101) | $ (5,739,366) |
Denominator (weighted average quantities): | ||
Common shares issued | 46,471,045 | 37,380,976 |
Add: Undelivered vested restricted shares | 135,745 | 29,611 |
Shares Outstanding - Basic | 46,606,790 | 37,410,587 |
Shares Outstanding - Diluted | 46,606,790 | 37,410,587 |
Basic net loss per share of common share | $ (0.23) | $ (0.15) |
Diluted net loss per share of common share | $ (0.23) | $ (0.15) |
Warrants | ||
Summary of Significant Accounting Policies | ||
Total potentially dilutive shares | 10,926,554 | 6,087,845 |
Options | ||
Summary of Significant Accounting Policies | ||
Total potentially dilutive shares | 6,022,877 | 5,460,099 |
Convertible notes | ||
Summary of Significant Accounting Policies | ||
Total potentially dilutive shares | 2,327,747 | 2,327,747 |
Restricted stock units | ||
Summary of Significant Accounting Policies | ||
Total potentially dilutive shares | 106,019 | 150,578 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Inventories (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Summary of Significant Accounting Policies | ||
Finished goods | $ 452,218 | $ 30,683 |
Raw materials | 3,061,642 | 79,115 |
Total inventory | $ 3,513,860 | $ 109,798 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Additional Information (Details) - USD ($) | 3 Months Ended | ||||
Jan. 22, 2024 | Aug. 15, 2023 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Summary of Significant Accounting Policies | |||||
Cash and cash equivalents | $ 7,976,106 | $ 14,849,057 | |||
Accumulated deficit | 156,413,660 | 145,491,559 | |||
Net Income (Loss) | (10,922,101) | $ (5,739,366) | |||
Cash used in operations | (9,891,747) | (6,958,708) | |||
Treasury bills | 2,039,357 | 5,450,118 | |||
Cash, uninsured amount | 7,301,681 | 14,243,870 | |||
Deferred clinical supply costs | 846,301 | 4,256,793 | |||
Write-down of inventories to net realizable value | $ 198,034 | $ 0 | |||
License | Formosa Pharmaceuticals Inc | |||||
Summary of Significant Accounting Policies | |||||
Percentage of product approved by FDA | 0.05% | ||||
Upfront payment paid in cash | $ 1,000,000 | ||||
Issuance of common stock as consideration for licensing agreement (in shares) | 487,805 | ||||
Issuance of common stock as consideration for licensing agreement | $ 1,000,000 | ||||
Legal expenses capitalized | 122,945 | ||||
Maximum amount payable upon achievement of certain development milestones | 4,000,000 | ||||
Maximum amount payable upon achievement of certain sales milestones | 80,000,000 | ||||
Upfront payment | $ 2,000,000 | ||||
Clinical Supply Arrangements | |||||
Summary of Significant Accounting Policies | |||||
Clinical trials, percentage of additional mark-up on cost | 10% | ||||
Deferred clinical supply costs | $ 800,000 | $ 4,300,000 | |||
Bausch License Agreement | License | |||||
Summary of Significant Accounting Policies | |||||
Issue of common stock | $ 2,000,000 | ||||
Upfront payment received | $ 3,000,000 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Prepaid Expenses and Other Current Assets | ||
Prepaid insurance expenses | $ 738,752 | $ 167,338 |
Payroll tax receivable | 500,512 | 500,684 |
Prepaid research and development expenses | 260,489 | 421,056 |
Prepaid conference expenses | 191,556 | 123,556 |
Prepaid general and administrative expenses | 213,707 | 85,938 |
Prepaid patent expenses | 73,501 | 48,409 |
Prepaid rent and security deposit | 18,750 | 18,750 |
Prepaid professional fees | 28,000 | 0 |
Total prepaid expenses and other current assets | $ 2,025,267 | $ 1,365,731 |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | 3 Months Ended | ||
Mar. 11, 2024 | Aug. 15, 2023 | Mar. 31, 2024 | |
Intangible Assets | |||
Accrual for intangible asset milestone obligations | $ 4,000,000 | ||
License | Formosa Pharmaceuticals Inc | |||
Intangible Assets | |||
Percentage of product approved by FDA | 0.05% | ||
Upfront payment | $ 2,000,000 | ||
Upfront payment paid in cash | $ 1,000,000 | ||
Issuance of common stock as consideration for licensing agreement (in shares) | 487,805 | ||
Issuance of common stock as consideration for licensing agreement | $ 1,000,000 | ||
Legal expenses capitalized | 122,945 | ||
Maximum amount payable upon achievement of certain sales milestones | $ 80,000,000 | ||
Initial development milestone payment which trigger FDA approval | $ 2,000,000 | 2,000,000 | |
License agreement payment period | 45 days | ||
Accrual for intangible asset milestone obligations | $ 2,000,000 |
Accrued Compensation (Details)
Accrued Compensation (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Accrued Compensation | ||
Accrued bonus expenses | $ 406,215 | $ 1,302,997 |
Accrued payroll expenses | 422,071 | 355,616 |
Total accrued compensation | $ 828,286 | $ 1,658,613 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Accrued Expenses and Other Current Liabilities | ||
Accrued intangible asset milestone obligation | $ 4,000,000 | |
Accrued defective clinical supply settlement | 500,000 | $ 100,000 |
Accrued research and development expenses | 116,388 | 89,872 |
Accrued professional services | 113,479 | 63,028 |
Credit card payable | 16,789 | 27,193 |
Accrued franchise tax | 5,000 | |
Other | 99 | 7,835 |
Total accrued expenses and other current liabilities | $ 4,751,755 | $ 287,928 |
Notes Payable and Convertible_3
Notes Payable and Convertible Notes Payable - Schedule of notes payable (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Current portion | ||
Notes Payable, Current portion | $ 8,776,737 | $ 5,833,333 |
Debt Discount, Current portion | (621,712) | (503,914) |
Net, Current portion | 8,155,025 | 5,329,419 |
Note payable, Non Current portion | 7,304,167 | 9,804,167 |
Debt Discount, Non-Current portion | (544,930) | (846,936) |
Net, Non Current portion | 6,759,237 | 8,957,231 |
D&O insurance policy loan | ||
Current portion | ||
Notes Payables | 443,404 | 0 |
Notes Payable, Net Of Debt Discount, Total | 443,404 | 0 |
Debt Instrument, Unamortized Discount | 0 | 0 |
Avenue - Note payable | ||
Current portion | ||
Notes Payable, Current portion | 8,333,333 | 5,833,333 |
Debt Discount, Current portion | (621,712) | (503,914) |
Net, Current portion | 7,711,621 | 5,329,419 |
Note payable, Non Current portion | 2,304,167 | 4,804,167 |
Debt Discount, Non-Current portion | (200,711) | (448,367) |
Net, Non Current portion | 2,103,456 | 4,355,800 |
Avenue - Convertible note payable | ||
Current portion | ||
Note payable, Non Current portion | 5,000,000 | 5,000,000 |
Debt Discount, Non-Current portion | (344,219) | (398,569) |
Net, Non Current portion | $ 4,655,781 | $ 4,601,431 |
Notes Payable and Convertible_4
Notes Payable and Convertible Notes Payable - Additional Information (Details) - USD ($) | 3 Months Ended | |||
Feb. 24, 2024 | Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Notes Payable | ||||
Short term notes payable | $ 8,155,025 | $ 5,329,419 | ||
Repayments of notes payable | 61,646 | $ 100,030 | ||
Avenue Ventures Loan | ||||
Notes Payable | ||||
Loan issuance costs | 450,394 | |||
Interest expense | 678,658 | 454,003 | ||
Interest expense related to the Loan and Security Agreement with Avenue Capital Management | 675,228 | |||
D&O insurance policy loan | ||||
Notes Payable | ||||
Short term notes payable | $ 505,050 | |||
Interest rate (as a percent) | 8.15% | |||
Number of monthly payments | 8 months | |||
Debt Instrument, Periodic Payment | $ 65,076 | |||
Repayments of notes payable | 61,646 | |||
Amortization of debt discount | 184,207 | 149,490 | ||
Amortization of debt discount related to loans | $ 3,430 | $ 3,609 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Jan. 22, 2024 | Oct. 09, 2020 | Mar. 31, 2024 | Dec. 31, 2023 | Apr. 23, 2024 | |
Commitments and Contingencies | |||||
Written notice period | 90 days | ||||
Bausch License Agreement [Member] | License | |||||
Commitments and Contingencies | |||||
Issue of common stock | $ 2 | ||||
Upfront payment received | $ 3 | ||||
Bausch License Agreement [Member] | License | Subsequent Event | |||||
Commitments and Contingencies | |||||
Current estimated loss | $ 0.5 | ||||
Defective clinical supply returns | |||||
Commitments and Contingencies | |||||
Loss recorded | $ 0.1 | $ 0.4 | |||
Defective clinical supply returns | Subsequent Event | |||||
Commitments and Contingencies | |||||
Current estimated loss | $ 0.5 |
Commitments and Contingencies_2
Commitments and Contingencies - Company's right-of-use assets and liabilities (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Commitments and Contingencies | ||
Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in operating activities | $ 74,101 | $ 136,150 |
Right-of-use assets obtained in exchange for lease obligations; Operating leases | $ 350,473 | |
Weighted Average Remaining Lease Term (Years): Operating leases | 2 years 9 months 21 days | 3 years 6 months |
Weighted Average Discount Rate: Operating leases | 10% | 10% |
Commitments and Contingencies_3
Commitments and Contingencies - Future Minimum Payments under Operating Lease Agreement (Details) - USD ($) | Mar. 31, 2024 | Dec. 31, 2023 |
Minimum Lease Payments | ||
2024 | $ 542,718 | |
2025 | 675,400 | |
2026 | 560,996 | |
2027 | 214,619 | |
Total future minimum lease payments | 1,993,733 | |
Less: Imputed interest | (273,917) | |
Present value of lease liabilities | 1,719,816 | |
Less: current portion | (579,585) | $ (501,250) |
Lease liabilities, non - current portion | $ 1,140,231 | $ 1,292,667 |
Stockholders' Equity - Restrict
Stockholders' Equity - Restricted stock units activity (Details) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Number of RSUs | |
RSUs non-vested at beginning of period | shares | 106,019 |
RSUs non-vested at end of the period | shares | 106,019 |
Vested RSUs undelivered | shares | 135,745 |
Weighted Average Grant Date Value Per Share | |
RSUs non-vested January 1, 2023 | $ / shares | $ 2.12 |
RSUs non-vested December 31, 2023 | $ / shares | 2.12 |
Vested RSUs undelivered September 30, 2023 | $ / shares | $ 2.22 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of option activity (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Stockholders' Equity | ||
Weighted Average Exercise Price, Granted | $ / Shares | $ 1.33 | $ 1.61 |
Stock Options | ||
Stockholders' Equity | ||
Number of Options, Outstanding | Shares | 5,306,377 | |
Number of Options, Granted | Shares | 863,000 | |
Number of Options, Forfeited | Shares | (146,500) | |
Number of Options, Outstanding | Shares | 6,022,877 | |
Number of Options, Exercisable | Shares | 4,147,529 | |
Weighted Average Exercise Price, Outstanding | $ / Shares | $ 3.31 | |
Weighted Average Exercise Price, Granted | $ / Shares | 1.88 | |
Weighted Average Exercise Price, Forfeited | $ / Shares | 1.27 | |
Weighted Average Exercise Price, Outstanding | $ / Shares | 3.19 | |
Weighted Average Exercise Price, Exercisable | $ / Shares | $ 3.63 | |
Remaining Life In Years, Outstanding | 6 years 10 months 24 days | |
Remaining Life In Years, Exercisable | 5 years 9 months 18 days |
Stockholders' Equity - Summar_2
Stockholders' Equity - Summary of information related to stock options (Details) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Stockholders' Equity | |
Options Outstanding, Outstanding Number of Options | 6,022,877 |
Options Exercisable, Weighted Average Remaining Life In Years | 5 years 9 months 18 days |
Options Exercisable, Exercisable Number of Options | 4,147,529 |
Exercise Price $1.00 - $1.99 | |
Stockholders' Equity | |
Options Outstanding, Outstanding Number of Options | 2,299,482 |
Options Exercisable, Weighted Average Remaining Life In Years | 4 years 6 months |
Options Exercisable, Exercisable Number of Options | 1,049,492 |
Exercise Price $1.00 - $1.99 | Minimum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 1 |
Exercise Price $1.00 - $1.99 | Maximum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 1.99 |
Exercise Price $2.00 - $2.99 | |
Stockholders' Equity | |
Options Outstanding, Outstanding Number of Options | 1,446,663 |
Options Exercisable, Weighted Average Remaining Life In Years | 6 years 7 months 6 days |
Options Exercisable, Exercisable Number of Options | 995,502 |
Exercise Price $2.00 - $2.99 | Minimum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 2 |
Exercise Price $2.00 - $2.99 | Maximum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 2.99 |
Exercise Price $3.00 - $3.99 | |
Stockholders' Equity | |
Options Outstanding, Outstanding Number of Options | 898,528 |
Options Exercisable, Weighted Average Remaining Life In Years | 6 years 3 months 18 days |
Options Exercisable, Exercisable Number of Options | 781,568 |
Exercise Price $3.00 - $3.99 | Minimum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 3 |
Exercise Price $3.00 - $3.99 | Maximum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 3.99 |
Exercise Price $4.00 - $4.99 | |
Stockholders' Equity | |
Options Outstanding, Outstanding Number of Options | 333,000 |
Options Exercisable, Weighted Average Remaining Life In Years | 7 years 4 months 24 days |
Options Exercisable, Exercisable Number of Options | 275,930 |
Exercise Price $4.00 - $4.99 | Minimum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 4 |
Exercise Price $4.00 - $4.99 | Maximum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 4.99 |
Exercise Price $5.00 - $5.99 | |
Stockholders' Equity | |
Options Outstanding, Outstanding Number of Options | 50,805 |
Options Exercisable, Weighted Average Remaining Life In Years | 3 years 6 months |
Options Exercisable, Exercisable Number of Options | 50,638 |
Exercise Price $5.00 - $5.99 | Minimum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 5 |
Exercise Price $5.00 - $5.99 | Maximum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 5.99 |
Exercise Price $6.00 - $6.99 | |
Stockholders' Equity | |
Options Outstanding, Outstanding Number of Options | 843,759 |
Options Exercisable, Weighted Average Remaining Life In Years | 5 years 10 months 24 days |
Options Exercisable, Exercisable Number of Options | 843,759 |
Exercise Price $6.00 - $6.99 | Minimum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 6 |
Exercise Price $6.00 - $6.99 | Maximum | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | 6.99 |
Exercise Price $7.00+ | |
Stockholders' Equity | |
Options Outstanding, Outstanding Exercise Price | $ / shares | $ 7 |
Options Outstanding, Outstanding Number of Options | 150,640 |
Options Exercisable, Weighted Average Remaining Life In Years | 4 years |
Options Exercisable, Exercisable Number of Options | 150,640 |
Stockholders' Equity - Black Sc
Stockholders' Equity - Black Scholes option (Details) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Stockholders' Equity | ||
Expected dividends | 0% | 0% |
Minimum | ||
Stockholders' Equity | ||
Expected term (years) | 5 years 10 months 6 days | 5 years 10 months 6 days |
Risk free interest rate | 4.04% | 3.60% |
Expected volatility | 80% | 82% |
Maximum | ||
Stockholders' Equity | ||
Expected term (years) | 10 years | 10 years |
Risk free interest rate | 4.24% | 4.18% |
Expected volatility | 82% | 83% |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Stockholders' Equity | ||
Net proceeds (in shares) | 1,833,323 | |
Stock-based compensation | $ 546,232 | $ 819,064 |
Unrecognized stock - based compensation expense | $ 2,407,571 | |
Weighted average period of recognition | 2 years 1 month 6 days | |
Weighted average estimated grant date fair value | $ 1.33 | $ 1.61 |
Net proceeds | $ 3,200,000 | |
Research and Development Expense | ||
Stockholders' Equity | ||
Stock-based compensation | 206,586 | $ 375,130 |
General and Administrative Expense | ||
Stockholders' Equity | ||
Stock-based compensation | $ 339,646 | $ 443,934 |
Restricted stock units | ||
Stockholders' Equity | ||
Weighted average period of recognition | 3 months 18 days | |
Unrecognized stock-based compensation expense | $ 63,095 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |
Apr. 30, 2019 | Mar. 31, 2024 | Mar. 31, 2023 | |
Employee Benefit Plans | |||
Defined contribution plan, employer matching contribution, percent of match | 100% | ||
Defined contribution plan, employers matching contribution, annual vesting percentage | 4% | ||
Defined contribution plan, maximum annual contributions per employee, amount | $ 102,483 | $ 78,969 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | 3 Months Ended | ||||||||
Apr. 29, 2024 | Apr. 26, 2024 | Apr. 11, 2024 | Apr. 08, 2024 | Apr. 01, 2024 | Mar. 31, 2024 | Apr. 30, 2024 | Apr. 23, 2024 | Dec. 31, 2023 | |
Subsequent Events | |||||||||
Common Stock, par value | $ 0.0001 | $ 0.0001 | |||||||
Net proceeds | $ 3,200,000 | ||||||||
Net proceeds (in shares) | 1,833,323 | ||||||||
Subsequent Event | |||||||||
Subsequent Events | |||||||||
Upfront payment | $ 2,000,000 | ||||||||
Upfront payment paid in cash | $ 1,000,000 | ||||||||
Issuance of common stock as consideration for licensing agreement (in shares) | 613,496 | ||||||||
Issuance of common stock as consideration for licensing agreement | $ 1,000,000 | ||||||||
Subsequent Event | License | Bausch License Agreement | |||||||||
Subsequent Events | |||||||||
Net proceeds (in shares) | 2,299,397 | ||||||||
Common stock value | $ 3,000,000 | ||||||||
Current estimated loss | $ 500,000 | ||||||||
Receivable upon completion of milestone | $ 250,000 | ||||||||
Purchased upon completion of milestone | $ 500,000 | ||||||||
Subsequent Event | Registered Direct Offering | |||||||||
Subsequent Events | |||||||||
Number of shares of common stock | 3,223,726 | ||||||||
Common Stock, par value | $ 0.0001 | ||||||||
Share price | $ 0.6204 | ||||||||
Gross proceeds | $ 2,000,000 | ||||||||
Subsequent Event | At Market Offering | |||||||||
Subsequent Events | |||||||||
Net proceeds | $ 317,000 | ||||||||
Net proceeds (in shares) | 347,794 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Pay vs Performance Disclosure | ||
Net Income (Loss) | $ (10,922,101) | $ (5,739,366) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Material Terms of Trading Arrangement | Item 5. Other Information. Securities Trading Plans of Directors and Executive Officers During the three months ended March 31, 2024, none of our directors or officers, or the Company, adopted or terminated any contract, instruction or written plan for the purchase or sale of our securities that was intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) promulgated under the Exchange Act or any “non-Rule 10b5-1 trading arrangement.” |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |