Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 11, 2020 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2020 | |
Entity Registrant Name | BioXcel Therapeutics, Inc. | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 22,354,882 | |
Entity Central Index Key | 0001720893 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
BALANCE SHEETS
BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash and cash equivalents | $ 65,495 | $ 32,426 |
Prepaid expenses and other current assets | 2,818 | 1,681 |
Total current assets | 68,313 | 34,107 |
Property and equipment, net | 997 | 1,041 |
Operating lease right-of-use asset | 1,101 | 1,193 |
Other assets | 51 | 51 |
Total assets | 70,462 | 36,392 |
Current liabilities | ||
Accounts payable | 10,434 | 4,953 |
Accrued expenses | 4,527 | 3,120 |
Due to Parent | 72 | 64 |
Other current liabilities | 1,128 | 331 |
Total current liabilities | 16,161 | 8,468 |
Operating lease liability | 907 | 1,029 |
Total liabilities | 17,068 | 9,497 |
Stockholders' equity | ||
Preferred stock, $0.001 par value, 10,000,000 shares authorized; no shares issued or outstanding | ||
Common stock, $0.001 par value, 50,000,000 shares authorized; 20,352,913 and 18,087,382 shares issued and outstanding as of June 30, 2020 and December 31, 2019, respectively | 20 | 18 |
Additional paid-in-capital | 146,392 | 83,565 |
Accumulated deficit | (93,018) | (56,688) |
Total stockholders' equity | 53,394 | 26,895 |
Total liabilities and stockholders' equity | $ 70,462 | $ 36,392 |
BALANCE SHEETS (Parenthetical)
BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
BALANCE SHEETS | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 20,352,913 | 18,087,382 |
Common stock, shares outstanding (in shares) | 20,352,913 | 18,087,382 |
STATEMENTS OF OPERATIONS
STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Operating costs and expenses | ||||
Research and development | $ 17,906 | $ 6,506 | $ 30,277 | $ 12,180 |
General and administrative | 3,529 | 2,129 | 6,154 | 3,874 |
Total operating expenses | 21,435 | 8,635 | 36,431 | 16,054 |
Loss from operations | (21,435) | (8,635) | (36,431) | (16,054) |
Other income | ||||
Dividend and interest income, net | 16 | 164 | 101 | 379 |
Net loss | $ (21,419) | $ (8,471) | $ (36,330) | $ (15,675) |
Net loss per share attributable to common stockholders basic and diluted | $ (1.06) | $ (0.54) | $ (1.85) | $ (1) |
Weighted average shares outstanding - basic and diluted | 20,293,216 | 15,668,588 | 19,619,145 | 15,666,190 |
STATEMENTS OF CHANGES IN STOCKH
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Common stock | Additional Paid in Capital | Accumulated Deficit | Total |
Beginning Balance at Dec. 31, 2018 | $ 16 | $ 62,593 | $ (23,720) | $ 38,889 |
Beginning Balance (in shares) at Dec. 31, 2018 | 15,663,221 | |||
Stock-based compensation | 682 | 682 | ||
Exercise of stock options | 1 | 1 | ||
Exercise of stock options (in shares) | 2,581 | |||
Net loss | (7,204) | (7,204) | ||
Ending Balance at Mar. 31, 2019 | $ 16 | 63,276 | (30,924) | 32,368 |
Ending Balance (in shares) at Mar. 31, 2019 | 15,665,802 | |||
Beginning Balance at Dec. 31, 2018 | $ 16 | 62,593 | (23,720) | 38,889 |
Beginning Balance (in shares) at Dec. 31, 2018 | 15,663,221 | |||
Net loss | (15,675) | |||
Ending Balance at Jun. 30, 2019 | $ 16 | 64,536 | (39,395) | 25,157 |
Ending Balance (in shares) at Jun. 30, 2019 | 15,687,546 | |||
Beginning Balance at Mar. 31, 2019 | $ 16 | 63,276 | (30,924) | 32,368 |
Beginning Balance (in shares) at Mar. 31, 2019 | 15,665,802 | |||
Issuance of common stock, net of issuance costs | 230 | 230 | ||
Issuance of common stock, net of issuance costs (in shares) | 21,744 | |||
Stock-based compensation | 1,030 | 1,030 | ||
Net loss | (8,471) | (8,471) | ||
Ending Balance at Jun. 30, 2019 | $ 16 | 64,536 | (39,395) | 25,157 |
Ending Balance (in shares) at Jun. 30, 2019 | 15,687,546 | |||
Beginning Balance at Dec. 31, 2019 | $ 18 | 83,565 | (56,688) | $ 26,895 |
Beginning Balance (in shares) at Dec. 31, 2019 | 18,087,382 | 18,087,382 | ||
Issuance of common stock, net of issuance costs | $ 2 | 68,809 | $ 68,811 | |
Issuance of common stock, net of issuance costs (in shares) | 2,300,000 | |||
Purchase and cancellation of shares from BioXcel Corporation | (9,024) | (9,024) | ||
Purchase and cancellation of shares from BioXcel Corporation (in shares) | (300,000) | |||
Stock-based compensation | 776 | 776 | ||
Exercise of stock options | 39 | 39 | ||
Exercise of stock options (in shares) | 95,000 | |||
Net loss | (14,911) | (14,911) | ||
Ending Balance at Mar. 31, 2020 | $ 20 | 144,165 | (71,599) | 72,586 |
Ending Balance (in shares) at Mar. 31, 2020 | 20,182,382 | |||
Beginning Balance at Dec. 31, 2019 | $ 18 | 83,565 | (56,688) | $ 26,895 |
Beginning Balance (in shares) at Dec. 31, 2019 | 18,087,382 | 18,087,382 | ||
Purchase and cancellation of shares from BioXcel Corporation (in shares) | (300,000) | |||
Net loss | $ (36,330) | |||
Ending Balance at Jun. 30, 2020 | $ 20 | 146,392 | (93,018) | $ 53,394 |
Ending Balance (in shares) at Jun. 30, 2020 | 20,352,913 | 20,352,913 | ||
Beginning Balance at Mar. 31, 2020 | $ 20 | 144,165 | (71,599) | $ 72,586 |
Beginning Balance (in shares) at Mar. 31, 2020 | 20,182,382 | |||
Stock-based compensation | 1,956 | 1,956 | ||
Exercise of stock options | 271 | 271 | ||
Exercise of stock options (in shares) | 170,531 | |||
Net loss | (21,419) | (21,419) | ||
Ending Balance at Jun. 30, 2020 | $ 20 | $ 146,392 | $ (93,018) | $ 53,394 |
Ending Balance (in shares) at Jun. 30, 2020 | 20,352,913 | 20,352,913 |
STATEMENTS OF CHANGES IN STOC_2
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY (Parenthetical) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Feb. 29, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2019 | |
STATEMENTS OF CHANGES IN STOCKHOLDERS’ EQUITY | ||||
Issuance costs paid | $ 4,789 | $ 4,789 | $ 11 | $ 378 |
STATEMENTS OF CASH FLOWS
STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (36,330) | $ (15,675) |
Reconciliation of net loss to net cash used in operating activities | ||
Depreciation and amortization | 95 | 122 |
Stock-based compensation expense | 2,732 | 1,712 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | (1,137) | (1,009) |
Accounts payable, accrued expenses and other | 7,663 | 3,153 |
Net cash used in operating activities | (26,977) | (11,697) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of equipment and leasehold improvements | (51) | (825) |
Net cash used in investing activities | (51) | (825) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock, net of issuance costs | 68,811 | 230 |
Purchase and cancellation of shares from BioXcel Corporation | (9,024) | |
Deferred offering expense | (378) | |
Due to Parent | 69 | |
Exercise of options | 310 | 1 |
Net cash provided by financing activities | 60,097 | (78) |
Net (decrease) increase in cash and cash equivalents | 33,069 | (12,600) |
Cash and cash equivalents, beginning of the period | 32,426 | 42,565 |
Cash and cash equivalents, end of the period | 65,495 | 29,965 |
Supplemental cash flow information: | ||
Interest paid | $ 18 | $ 29 |
Organization and Principal Acti
Organization and Principal Activities | 6 Months Ended |
Jun. 30, 2020 | |
Organization and Principal Activities | |
Organization and Principal Activities | Note 1. Organization and Principal Activities BioXcel Therapeutics, Inc. is a clinical stage biopharmaceutical company utilizing artificial intelligence to identify improved therapies in neuroscience and immuno-oncology. BTI's drug re-innovation approach leverages existing approved drugs and/or clinically validated product candidates together with big data and proprietary machine learning algorithms to identify new therapeutic indices. BTI's two most advanced clinical development programs are BXCL501, a sublingual thin film formulation designed for acute treatment of agitation resulting from neuropsychiatric disorders, and BXCL701, an orally administered systemic innate immunity activator designed for treatment of a rare form of prostate cancer, pancreatic cancer and advanced solid cancers in combination with other immuno-oncology agents. The Company’s primary activities have been clinical and pre-clinical research and development for BXCL501 and BXCL701. As used in these financial statements, unless otherwise specified or the context otherwise requires, the terms the “Company” or “BTI” refer to BioXcel Therapeutics, Inc., and “BioXcel” or “Parent” refer to BioXcel LLC and, its predecessor, BioXcel Corporation. The Company is a minority-owned subsidiary of BioXcel and was incorporated under the laws of the State of Delaware on March 29, 2017. The Company’s principal office is in New Haven, Connecticut. The unaudited financial information for the three and six months ended June 30, 2020 and 2019 is presented on the same basis as the financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019. The Company does not have any components of other comprehensive income (loss) recorded within its financial statements, and, therefore, does not separately present a statement of comprehensive income (loss) in its financial statements. Certain reclassifications have been made to the prior year financial information to conform to the current period presentation. These reclassifications had no effect on the reported results of operations. |
Basis of Presentation
Basis of Presentation | 6 Months Ended |
Jun. 30, 2020 | |
Basis of Presentation | |
Basis of Presentation | Note 2. Basis of Presentation The Company’s financial statements are prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”). |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies Use of Estimates The Company’s financial statements are prepared in accordance with GAAP. The preparation of financial statements requires the Company to make estimates and assumptions that impact the reported amounts of assets, liabilities and expenses in its financial statements and the accompanying notes. The most significant estimates in the financial statements relate to the fair value of equity awards and valuation allowance related to the Company’s deferred tax assets and liabilities. The preparation of our financial statements requires us to make estimates, judgments and assumptions that may affect the reported amounts of assets, liabilities, equity and expenses. We base our estimates on historical experience and on various other assumptions that we believe are reasonable, the results of which form the basis for making judgments about the carrying values of assets, liabilities and equity and the amount of expenses. During the six months ended June 30, 2020, the novel coronavirus disease, or COVID-19, was declared a pandemic and spread across the globe, including the United States and Europe. The outbreak and government measures taken in response have also had a significant impact, both direct and indirect, on businesses and commerce, as worker shortages have occurred; supply chains have been disrupted; facilities and production have been suspended; and demand for certain goods and services, such as medical services and supplies, has spiked, while demand for other goods and services, such as travel, has fallen. The full extent to which the COVID-19 pandemic will directly or indirectly impact our business, results of operations and financial condition, including expenses, reserves and allowances, clinical trials, research and development costs and employee-related amounts, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets. We have evaluated the impact of COVID-19 within our financial statements and given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread, we are not able to estimate the effects of the COVID-19 outbreak on our results of operations, financial condition, or liquidity. The financial statements do not reflect any adjustments as a result of the pandemic but there may be changes to the current estimates in future periods. Unaudited Interim Financial Information The accompanying unaudited financial statements do not include all of the information and footnotes required by GAAP. The accompanying year-end balance sheet was derived from audited financial statements but does not include all disclosures required by GAAP. The unaudited interim financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2020, the results of its operations for the three and six months ended June 30, 2020 and 2019 and its cash flows for the three and six months ended June 30, 2020 and 2019, respectively. The results for the six months ended June 30, 2020 are not necessarily indicative of results to be expected for the year ending December 31, 2020, any other interim periods or any future year or period. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. As of June 30, 2020, cash equivalents were comprised of money market funds. Cash and cash equivalents held at financial institutions may at times exceed federally insured amounts. We believe we mitigate such risk by investing in or through major financial institutions. Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until the equity financing was consummated. After consummation of an equity financing, these costs were recorded in stockholders’ equity as a reduction of proceeds generated as a result of the offering. Effective September 22, 2019, the Company terminated its At-The-Market (“ATM”) program. All costs associated with this program have been amortized and charged to Additional paid-in-capital. Property and Equipment Equipment consists of computers and related equipment that are stated at cost and depreciated using the straight-line method over estimated useful life of 5 years. Furniture is being depreciated using the straight-line method over approximately 7 years. Leasehold improvements are being amortized over the shorter of the life of the lease or the asset. The Company follows the guidance provided by the Financial Accounting Standards Board (“FASB”) ASC Topic 360‑10, Property, Plant, and Equipment . Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to undiscounted future net cash flows expected to be generated. Impairment charges are recognized at the amount by which the carrying amount of an asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. Since its inception, the Company has not recognized any impairment or disposition of long lived assets. Leases We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in our balance sheet. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As our lease did not provide an implicit rate, we used an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We use the implicit rate when readily determinable. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Renewal options were not included in our calculation of the related asset and liability. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company adopted ASU 2016‑02 Lease Accounting Topic 842 in January 2019 and recorded a ROU asset and related liability in the amount of $1,308 on commencement of a new office lease. Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, “Compensation—Stock Compensation,” which requires the measurement and recognition of compensation expense based on estimated fair market values for all share-based awards made to employees and directors, including stock options. The Company’s 2017 Equity Incentive Plan (the “2017 Stock Plan”) was adopted and became effective in August 2017. The Company’s 2020 Incentive Award Plan (the “2020 Stock Plan”) became effective in May 2020. Following the effective date of the Company’s 2020 Incentive Award Plan, the Company ceased granting awards under the 2017 Equity Incentive Plan; however the terms and conditions of the 2017 Equity Incentive Plan continue to govern any outstanding awards granted thereunder. Both BioXcel and the Company’s stock option awards are valued at fair value on the date of grant and that fair value is recognized over the requisite service period. The estimated fair value of stock option awards was determined using the Black-Scholes option pricing model on the date of grant. Significant judgment and estimates were used to estimate the fair value of these awards, as they were not publicly traded. Stock awards granted by the Company subsequent to the IPO are valued using market prices at the date of grant. ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Black-Scholes option-pricing model was used as its method of determining fair value. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to, the expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the award is recognized as an expense in the statement of operations over the requisite service period. The periodic expense is then determined based on the valuation of the options. The Company has elected to account for forfeitures as they occur, by reversing compensation cost when the award is forfeited. The Company adopted FASB ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting as of January 1, 2019 which allows non-employee options to be expensed using the adoption date fair value. Research and Development Costs Research and development expenses include wages, benefits, facilities, supplies, external services, clinical study and manufacturing costs and other expenses that are directly related to the Company’s research and development activities. At the end of the reporting period, the Company compares payments made to third party service providers to the estimated progress toward completion of the research or development objectives. Such estimates are subject to change as additional information becomes available. Depending on the timing of payments to the service providers and the progress that the Company estimates has been made as a result of the service provided, the Company may record net prepaid or accrued expense relating to these costs. The Company expenses research and development costs as incurred. Expenses Accrued Under Contractual Arrangements with Clinical Research Organizations As part of the process of preparing our financial statements, we are required to estimate our accrued expenses. This process involves reviewing open contracts and purchase orders, communicating with our applicable personnel to identify services that have been performed on our behalf and estimating the level of service performed and the associated cost incurred for the service when we have not yet been invoiced or otherwise notified of actual cost. The majority of our service providers invoice us monthly in arrears for services performed. We make estimates of our accrued expenses as of each balance sheet date in our financial statements based on facts and circumstances known to us at that time. We periodically confirm the accuracy of our estimates with the service providers and make adjustments if necessary. We base our expenses related to clinical trials on our estimates of the services received and efforts expended pursuant to contracts with multiple research institutions and contract research organizations that conduct and manage clinical trials on our behalf. The financial terms of these agreements are subject to negotiation, vary from contract to contract and may result in uneven payment flows. Payments under some of these contracts depend on factors such as the successful enrollment of patients and the completion of clinical trial milestones. In accruing expenses, we estimate the time period over which services will be performed and the level of effort to be expended in each period, which is based on an established protocol specific to each clinical trial. If the actual timing of the performance of services or the level of effort varies from our estimate, we adjust the accrual accordingly. Although we do not expect our estimates to be materially different from amounts actually incurred, our understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in us reporting amounts that are too high or too low in any particular period. Patent Costs Costs related to filing and pursuing patent applications are recorded as general and administrative expense and expensed as incurred since recoverability of such expenditures is uncertain. Fair Value Measurements ASC 820 “ Fair Value Measurements ” defines fair value, establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820 are described below: · Level 1—Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. · Level 2—Directly or indirectly observable inputs as of the reporting date through correlation with market data, including quoted prices for similar assets and liabilities in active markets and quoted prices in markets that are not active. Level 2 also includes assets and liabilities that are valued using models or other pricing methodologies that do not require significant judgment since the input assumptions used in the models, such as interest rates and volatility factors, are corroborated by readily observable data from actively quoted markets for substantially the full term of the financial instrument. · Level 3—Unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as considering counterparty credit risk in its assessment of fair value. The carrying amounts of cash equivalents, accounts payable and accrued expenses approximate fair value due to the short-term nature of these instruments. Net Loss per Share The Company computes basic net loss per share by dividing net loss available to common stockholders by the weighted average number of common shares outstanding for the period and excludes the effects of any potentially dilutive securities. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the “treasury stock” and/or “if converted” methods as applicable. The potential dilutive securities included outstanding options (for both employees and non-employees) for the three months ended March 31, 2020 and 2019. Such securities have not been included in the loss per share calculation since their impact would be anti-dilutive. There were 3,223,450 and 3,143,233 shares of options that were excluded from the calculation of the loss per share for the three and six months ended June 30, 2020, respectively. Recent Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) which amends the existing guidance relating to the accounting for income taxes. This ASU is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles of accounting for income taxes and to improve the consistent application of GAAP for other areas of accounting for income taxes by clarifying and amending existing guidance. The ASU is effective for fiscal years beginning after December 15, 2020. The Company does not expect that the adoption of this new guidance will have a material impact on the Company’s Financial Statements. |
Transactions with BioXcel
Transactions with BioXcel | 6 Months Ended |
Jun. 30, 2020 | |
Transactions with BioXcel | |
Transactions with BioXcel | Note 4. Transactions with BioXcel The Company has entered into the Amended and Restated Asset Contribution Agreement, pursuant to which BioXcel agreed to contribute BioXcel’s rights, title and interest in BXCL501, BXCL701, BXCL502 and BXCL702, and all of the assets and liabilities associated in consideration for (i) 9,480,000 shares of our common stock, (ii) $1,000 upon completion of an initial public offering, (iii) $500 upon the later of the 12 month anniversary of an initial public offering and the first dosing of a patient in the bridging bioavailability/ bioequivalence study for the BXCL501 program, (iv) $500 upon the later of the 12 month anniversary of an initial public offering and the first dosing of a patient in the Phase 2 proof of concept open label monotherapy or combination trial with Keytruda for the BXCL701 program and (v) a one-time payment of $5,000 within 60 days after the achievement of $50,000 in cumulative net sales of any product or combination of products resulting from the development and commercialization of any one of the Candidates or a product derived therefrom. With the completion of the Company’s IPO in March 2018, $1,000 was charged to Research and Development costs in connection with (ii) above and was paid on April 5, 2018. The Company paid $500 to BioXcel in connection with (iii) above in April 2019. In July 2019, the Company completed the first dosing of a patient in the combination trial of BXCL701 with Keytruda, and as a result the Company paid $500 to BioXcel in connection with (iv) above in July 2019. The Company entered into a Separation and Shared Services Agreement with BioXcel that took effect on June 30, 2017, as amended and restated on November 7, 2017 and March 6, 2020, or the Services Agreement, pursuant to which BioXcel will allow us to continue to use the office space, equipment, services and leased employees based on the agreed upon terms and conditions for a payment of defined monthly and/or hourly fees. The office space and equipment portion of the Services Agreement ended effectively on April 30, 2018 when the Company moved to new office space to accommodate additional personnel that had been hired. Services provided by BioXcel through its subsidiaries in India and the United States will continue indefinitely, as agreed upon by the parties. These services are primarily for drug discovery and for chemical, manufacturing and controls cost. Service charges recorded under this agreement were $259 and $223 for the three months ended June 30, 2020 and 2019, respectively. Service charges recorded under this agreement were $656 and $516 for the six months ended June 30, 2020 and 2019, respectively. Under the Services Agreement, the Company has an option, exercisable until December 31, 2020, to enter into a collaborative services agreement with BioXcel pursuant to which BioXcel shall perform product identification and related services for us utilizing EvolverAI. The parties are obligated to negotiate the collaborative services agreement in good faith and to incorporate reasonable market-based terms, including consideration for BioXcel reflecting a low, single-digit royalty on net sales and reasonable development and commercialization milestone payments, provided that (i) development milestones shall not exceed $10 million in the aggregate and not be payable prior to proof of concept in humans and (ii) commercialization milestones shall be based on reaching annual net sales levels, be limited to 3% of the applicable net sales level, and not exceed $30 million in the aggregate. BioXcel shall continue to make such product identification and related services available to us for at least five years from June 30, 2017. The parties are currently discussing extending the product identification and related services that BioXcel would provide under the collaborative services agreement, however, as of the date hereof, we have not reached a definitive agreement. The Company paid $9,024 during the six months ended June 30, 2020 for the purchase and subsequent cancellation of 300,000 shares owned by BioXcel, which is more fully discussed below under Note 8 to these financial statements. |
Property & Equipment
Property & Equipment | 6 Months Ended |
Jun. 30, 2020 | |
Property & Equipment | |
Property & Equipment | Note 5. Property & Equipment Property and Equipment, net consisted of the following June 30, December 31, 2020 2019 Unaudited Computers and related equipment $ 265 $ 229 Furniture 359 344 Leasehold improvements 642 642 1,266 1,215 Accumulated depreciation (269) (174) $ 997 $ 1,041 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | Note 6. Commitments and Contingencies Master Service Agreements The Company has entered into a Master Services Agreement (“MSA”) with a Contract Research Organization (“CRO”), dated November 1, 2018 for strategic planning, expert consultation, clinical trial services, statistical programming and analysis, data processing, data management, regulatory, clerical, project management, medical device services, and other research and development services as set forth in specific work orders. This agreement is for a period of five (5) years. Excluding the CRO’s property, all improvements, inventions, processes, techniques, work product, know-how, data and information generated, conceived, reduced to practice or derived under the MSA by the CRO or its personnel and subcontractors, shall be and remain the exclusive property of the Company, and any inventions that may evolve from the foregoing shall belong to the Company. The Company entered into a series of cancellable work orders to support its clinical trial activities, related to the first of the Company’s BXCL701 clinical trials. This clinical trial is expected to cost approximately $10,000 and is anticipated to take place over the next two years. To date, the Company has incurred $3,004 in costs for the work surrounding this trial. In the first quarter of 2019 the Company entered into a second series of cancellable work orders to support a second clinical trial related the Company’s BXCL701 product candidate. This clinical trial is expected to aggregate approximate approximately $8,000 and it is anticipated to take place over the next three years. Approximately one half of this cost is to be reimbursed by a partner. The Company has incurred $1,241 of costs in connection with this trial. In addition, an MSA was signed with a second CRO during the first quarter of 2019 to include strategic planning, expert consultation, regulatory activities, data interpretation, New Drug Application (“NDA”) services, and research and development services, including clinical, data management, statistical and medical writing activities. This MSA supports BXCL501. The cost of these clinical trials were expected to aggregate approximately $16,500, and these trials were ongoing during the first half of 2020. As of June 30, 2020, the Company has incurred $16,296 of costs in connection with these trials. Contingencies In March 2020, the World Health Organization declared the outbreak of COVID-19, a novel strain of coronavirus, a global pandemic. This outbreak has caused and is continuing to cause major disruptions to businesses and financial markets worldwide. This may affect the Company’s operations and those of third parties on which the Company relies, including causing disruptions in the supply of the Company’s product candidates and the conduct of current and planned preclinical and clinical studies. The Company may need to limit its operations and may experience limitations in employee resources. There are risks that the COVID-19 pandemic may be more difficult to contain than currently anticipated in which case the risks described herein could increase significantly. The extent to which the COVID-19 pandemic impacts the Company’s results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the coronavirus and the actions to contain the coronavirus or treat its impact, among others. Additionally, while the potential economic impact brought by, and the duration of, the COVID-19 pandemic is difficult to assess or predict, the impact of the coronavirus on the global financial markets may reduce the Company’s ability to access capital, which could negatively impact the Company’s short-term and long-term liquidity, and the Company’s ability to complete its preclinical and clinical studies on a timely basis, or at all. The ultimate impact of COVID-19 is highly uncertain and subject to change. The Company does not yet know the full extent of potential delays or impacts on its business, financing, preclinical and clinical trial activities or the global economy as a whole. However, these effects could have a material, adverse impact on the Company’s liquidity, capital resources, operations and business and those of the third parties on which the Company relies. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2020 | |
Accrued Expenses and Other Current Liabilities | |
Accrued Expenses and Other Current Liabilities | Note 7. Accrued Expenses and Other Current Liabilities Accrued expenses consist of the following: June 30, 2020 December 31, 2019 Drugs and clinical trial expenses $ 2,876 $ 1,215 Accrued salaries, benefits and travel related costs 1,184 1,570 Professional and consultant fees 231 126 Legal expenses 210 140 Other administrative accruals 26 69 $ 4,527 $ 3,120 Other current liabilities as of June 30, 2020 includes $194 for the current portion of Operating lease liabilities and $934 for the financing of insurance premiums. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2020 | |
Stockholders’ Equity | |
Stockholders’ Equity | Note 8. Stockholders’ Equity Authorized Capital The Company is authorized to issue up to 10,000,000 preferred shares with a par value of $0.001 per share. No preferred shares are issued and outstanding. The Company is authorized to issue up to 50,000,000 shares of common stock with a par value of $0.001 per share. The Company had 20,352,913 and 18,087,382 shares of common stock outstanding as of June 30, 2020 and December 31, 2019, respectively. Description of Common Stock Each share of common stock has the right to one vote. The holders of common stock are entitled to dividends when funds are legally available and when declared by the board of directors. Common Stock Issuances On May 20, 2019, the Company entered into an Open Market Sale Agreement (the “Sale Agreement”) with Jefferies LLC (“Jefferies”) pursuant to which the Company may offer and sell shares of its common stock, par value $0.001 per share (the “Common Stock”), having an initial offering price no greater than $20.0 million (the “Shares”), from time to time, through an “at the market offering” program under which Jefferies will act as sales agent. The Company sold 66,193 shares under the Sale Agreement for gross proceeds of $737, issuance costs of $350 or net proceeds of $387. The Sale Agreement was terminated by the Company on September 22, 2019 On September 26, 2019, the Company entered into an underwriting agreement with several underwriters in connection with the issuance and sale by the Company in a public offering of 2,303,030 shares of the Company’s common stock at a public offering price of $8.25 per share, less underwriting discounts and commissions, pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-230674) and a related prospectus supplement filed with the SEC (the “September 2019 Offering”). The September 2019 Offering closed on September 30, 2019. The Company received proceeds of approximately $17,423, net of issuance costs of $1,577 from the September 2019 Offering. The Company intends to use the net proceeds for general corporate purposes, which may include development and commercialization of their product candidates, research and development, general and administrative expenses, license or technology acquisitions, and working capital and capital expenditures. In February 2020, the Company sold in a registered offering 2,300,000 shares of our common stock at a public offering price of $32.00 per share for gross proceeds of $73,600 less underwriting discounts and commissions. The Company received proceeds of approximately $68,811, net of issuance costs of $4,789 from the February 2020 offering. The Company used $9,024 of the proceeds to purchase and cancel 300,000 shares of common stock from BioXcel. |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Jun. 30, 2020 | |
Stock-Based Compensation | |
Stock-Based Compensation | Note 9. Stock-Based Compensation Stock Options The Company’s 2017 Stock Plan) became effective in August 2017. Following the effective date of the Company's 2020 Stock Plan (as defined below), the Company ceased granting awards under the 2017 Stock Plan; however the terms and conditions of the 2017 Stock Plan continue to govern any outstanding awards granted thereunder. The Company’s 2020 Incentive Award Plan (the “2020 Stock Plan”) was approved and became effective at the Company’s 2020 annual meeting of Shareholders on May 20, 2020. The 2020 Stock Plan authorizes for issuance the sum of (i) 911,000 shares of the Company’s common stock authorized for issuance and 231,941 shares of the Company’s common stock which represents the number of shares that remained available for issuance under the 2017 Stock Plan immediately prior to the approval of the 2020 Stock Plan by the Company’s shareholders. Any shares of Common Stock which, as of immediately prior to the approval of the 2020 Stock Plan by the Company’s shareholders, are subject to awards granted under the 2017 Stock Plan that are forfeited or lapse unexercised and are not issued under the 2017 Stock Plan will increase the number of shares of common stock available for grant under the 2020 Stock Plan. In addition, the number of shares available for issuance under the 2020 Stock Plan will increase on the first day of each calendar year beginning January 1, 2021 and ending on and including January 1, 2030 by a number of shares equal to the lesser of (A) 4% of the aggregate number of shares of the Company’s common stock outstanding of the immediately preceding calendar year and (B) such smaller number of shares of common stock as is determined by the Board of Directors. The Company’s 2020 Employee Stock Purchase Plan (“ESPP”) was also approved and became effective at the Company’s 2020 annual meeting of Shareholders on May 20, 2020. The ESPP is designed to assist eligible employees of the Company with the opportunity to purchase the Company’s common stock at a discount through accumulated payroll deductions during successive offering periods. The aggregate number of Shares that may be issued pursuant to rights granted under the ESPP is 100,000 shares of common stock. In addition, the number of shares available for issuance under the ESPP will increase on the first day of each calendar year beginning on January 1, 2021 and ending on and including January 1, 2030 by a number of shares of common stock equal to the lesser of (a) 1% of the shares outstanding on the final day of the immediately preceding calendar year and (b) such smaller number of shares as determined by the Board. The number of shares that may be issued or transferred pursuant to rights granted under the component of the ESPP that is intended to qualify for favorable U.S. federal tax treatment under Section 423 of the Code (the “Section 423 Component”) shall not exceed 500,000 shares. The purchase price will be determined by the administrator of the ESPP and, for purposes of the Section 423 Component, shall not be less than 85% of the fair market value of a share on the first trading day or on the last trading day of the applicable offering period, whichever is lower. To date, no shares have been sold under the ESPP. As of June 30, 2020, there were 4,020,516 shares of the Company’s common stock authorized for issuance under the 2017 Stock Plan and the 2020 Stock Plan (collectively, the “Stock Compensation Plans”). Options granted under the Stock Compensation Plans have a term of ten years with vesting terms determined by the board of directors, which is generally four years. The fair value of options granted during the six months ended June 30, 2020 was estimated using the Black-Scholes option-pricing model with the following assumptions. For the Six Months Ended June 30, 2020 Exercise price per share $ - $ Expected stock price volatility % - % Risk-free rate of interest % - % Fair value of grants per share $ - $ Expected Term (years) - Prior to the Company’s IPO, it did not have a history of market prices of its common stock and, as such, volatility was estimated using historical volatilities of similar public companies. The expected term of the options granted to employees is estimated based on the simplified method, which calculates the expected term based upon the midpoint of the term of the award and the vesting period. The Company uses the simplified method because it does not have sufficient option exercise data to provide a reasonable basis upon which to estimate the expected term. The expected term of options granted to non-employee service providers represents the contractual term of the option. The expected dividend yield is 0% as the Company has no history of paying dividends nor does management expect to pay dividends over the contractual terms of these options. The risk-free interest rates are based on the United States Treasury yield curve in effect at the time of grant, with maturities approximating the expected term of the stock options. The following table summarizes information about stock option activity under the Stock Compensation Plans for the six months ended June 30, 2020 (in thousands, except share and per share data): Weighted Average Number Weighted Average Total Remaining of Exercise Intrinsic Contractual Shares Price per Share Value Life (in years) Outstanding as of January 1, 2020 3,058,349 $ 3.26 $ 34,725 8.0 Options granted 958,100 $ 44.76 $ 8,144 9.9 Options forfeited (4,866) $ 5.55 $ — Options exercised (280,440) $ 2.44 $ — Outstanding as of June 30, 2020 3,731,143 $ 13.97 $ 145,895 8.1 Options vested and exercisable as of June 30, 2020 2,099,733 $ 2.26 $ 106,553 7.4 There were 289,373 shares available for grant as of June 30, 2020. The Company recognized stock-based compensation expense under the Stock Compensation Plans of $2,717 and $1,669 for the six months ended June 30, 2020 and 2019, respectively. The total grant-date fair value of options was $30,336 for the six months ended June 30, 2020. Unrecognized compensation expense related to unvested awards as of June 30, 2020 was $30,350 and will be recognized over the remaining vesting periods of the underlying awards. The weighted-average period over which such compensation is expected to be recognized is 1.7 years. BioXcel Charges BioXcel has granted stock options to its employees under its own Equity Incentive Plan (“BioXcel Plan”). Stock-based compensation expense from the BioXcel Plan is allocated to the Company over the period over which those stock option awards vest and are based on the percentage of time spent on Company activities compared to BioXcel activities, which is the same basis used for allocation of salary costs. The BioXcel stock option awards are valued at fair value on the date of grant and that fair value is recognized over the requisite service period. The estimated fair value of these BioXcel stock option awards was determined using the Black Scholes option pricing model on the date of grant. Significant judgment and estimates were used to estimate the fair value of these awards, as they are not publicly traded. Share based compensation expense (income), net of forfeitures, recognized by the Company in its statements of operations related to BioXcel equity awards totaled approximately $15 and $43 for the six months ended June 30 , 2020 and 2019, respectively. Total share based compensation charges were approximately $2,732 and $1,712 for the six months ended June 30 , 2020 and 2019, respectively. The Company charged $1,384 and $1,348 to research and development and general and administrative expense for the six months ended June 30, 2020, respectively. The Company charged $1,009 and $703 to research and development and general and administrative expense for the six months ended June 30, 2019, respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Taxes | |
Income Taxes | Note 10. Income Taxes Deferred income tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial reporting and tax bases of assets and liabilities and are measured using enacted tax rates in effect for the year in which those temporary differences are expected to be recovered or settled. A valuation allowance is provided for the amount of deferred tax assets that, based on available evidence, are not expected to be realized. As a result of the Company’s cumulative losses, management has concluded that a full valuation allowance against the Company’s net deferred tax assets is appropriate. No income tax liabilities existed as of June 30, 2020 and December 31, 2019 due to the Company’s continuing operating losses. The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) enacted on March 27, 2020 temporarily modifies the federal income tax rules on net operating losses incurred in 2018, 2019, and 2020. Under the CARES Act, a taxpayer that incurs in 2020 or has incurred during 2019 or 2018 an NOL is permitted to carryback such NOL to the prior five years to offset prior year income to claim a tax refund of previously paid federal income taxes. As a result of the Company’s losses since inception it would not benefit from this provision. The Act retroactively suspends the 80% income limitation on use of NOL carryovers for taxable years beginning before January 1, 2021, and allows 100% of any such taxable income to be offset by the amount of such NOL carryforward. This 80% income limitation is reinstated for tax years beginning after December 31, 2020. |
Leases
Leases | 6 Months Ended |
Jun. 30, 2020 | |
Leases | |
Leases | Note 11. Leases The Company entered into an agreement to lease approximately 11,040 square feet of space on the 12 th floor of the building located at 555 Long Wharf Drive, New Haven, Connecticut that commenced February 22, 2019, or the Commencement Date. The premises were occupied in March 2019. The term of the 12 th floor lease continues from the Commencement Date through the last day of the calendar month immediately following the seventh anniversary of the Commencement Date. The Company’s improvement costs were approximately $642 and are being amortized over the life of the lease. Maturities of the operating lease liability are as follows: Year ending December 31, Amount 2020 (excluding the three months ended June 30, 2020) $ 105 2021 196 2022 219 2023 225 2024 230 Thereafter 275 Total lease payments 1,250 Less imputed interest (149) Total lease liability 1,101 Less current portion (194) Operating lease liability $ 907 The current portion of the Company’s operating lease liability of $194 as of June 30, 2020 is included in other current liabilities on the balance sheet. The Company recorded lease expense of $108 and $76 related to its operating lease right-of-use asset for the six months ended June 30, 2020 and 2019, respectively. The Company has an option to renew the lease for one additional five-year term at 95% of the then-prevailing market rates but not less than the rental rate at the end of the initial lease term. |
Borrowing
Borrowing | 6 Months Ended |
Jun. 30, 2020 | |
Borrowing | |
Borrowing | Note 12. Borrowing The Company received funds under the Paycheck Protection Program of the CARES Act in April 2020 in the amount of $537. The application for these funds requires the Company to, in good faith, certify that the current economic uncertainty made the loan request necessary to support the ongoing operations of the Company. On April 23, 2020, the Small Business Administration issued a new FAQ #31, which provided guidance on what it means to certify that: “current economic uncertainty makes this loan request necessary to support the ongoing operations of the Applicant.” Following review of this new FAQ #31 the Company decided to withdraw from the Paycheck Protection Program and has repaid the loan in full together with all accrued interest. |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Event | |
Subsequent Event | 13. Subsequent Event In July 2020, the Company sold in a registered offering 4,000,000 shares of its common stock at a public offering price of $50.00 per share for gross proceeds of $200,000 less underwriting discounts and commissions. The Company received proceeds of approximately $187,500, after deducting underwriting discounts and commissions and estimated offering expenses payable by the Company. Under the terms of the Underwriting Agreement entered into by the Company in connection with the July 2020 offering, certain stockholders of the Company have also granted the underwriters an option exercisable for thirty days to purchase up to an additional 600,000 shares of common stock at the public offering price less underwriting discounts and commissions. The Company will not receive any of the proceeds from any sale of shares in the offering by such stockholders. The Company intends to use the net proceeds of the offering to fund ongoing clinical trials, commercialization preparation and for general corporate purposes. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | The Company’s financial statements are prepared in accordance with Generally Accepted Accounting Principles in the United States of America (“GAAP”) |
Use of Estimates | Use of Estimates The Company’s financial statements are prepared in accordance with GAAP. The preparation of financial statements requires the Company to make estimates and assumptions that impact the reported amounts of assets, liabilities and expenses in its financial statements and the accompanying notes. The most significant estimates in the financial statements relate to the fair value of equity awards and valuation allowance related to the Company’s deferred tax assets and liabilities. The preparation of our financial statements requires us to make estimates, judgments and assumptions that may affect the reported amounts of assets, liabilities, equity and expenses. We base our estimates on historical experience and on various other assumptions that we believe are reasonable, the results of which form the basis for making judgments about the carrying values of assets, liabilities and equity and the amount of expenses. During the six months ended June 30, 2020, the novel coronavirus disease, or COVID-19, was declared a pandemic and spread across the globe, including the United States and Europe. The outbreak and government measures taken in response have also had a significant impact, both direct and indirect, on businesses and commerce, as worker shortages have occurred; supply chains have been disrupted; facilities and production have been suspended; and demand for certain goods and services, such as medical services and supplies, has spiked, while demand for other goods and services, such as travel, has fallen. The full extent to which the COVID-19 pandemic will directly or indirectly impact our business, results of operations and financial condition, including expenses, reserves and allowances, clinical trials, research and development costs and employee-related amounts, will depend on future developments that are highly uncertain, including as a result of new information that may emerge concerning COVID-19 and the actions taken to contain or treat COVID-19, as well as the economic impact on local, regional, national and international customers and markets. We have evaluated the impact of COVID-19 within our financial statements and given the daily evolution of the COVID-19 outbreak and the global responses to curb its spread, we are not able to estimate the effects of the COVID-19 outbreak on our results of operations, financial condition, or liquidity. The financial statements do not reflect any adjustments as a result of the pandemic but there may be changes to the current estimates in future periods. |
Unaudited Interim Financial Information | Unaudited Interim Financial Information The accompanying unaudited financial statements do not include all of the information and footnotes required by GAAP. The accompanying year-end balance sheet was derived from audited financial statements but does not include all disclosures required by GAAP. The unaudited interim financial statements have been prepared on the same basis as the audited annual financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of June 30, 2020, the results of its operations for the three and six months ended June 30, 2020 and 2019 and its cash flows for the three and six months ended June 30, 2020 and 2019, respectively. The results for the six months ended June 30, 2020 are not necessarily indicative of results to be expected for the year ending December 31, 2020, any other interim periods or any future year or period. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash equivalents. As of June 30, 2020, cash equivalents were comprised of money market funds. Cash and cash equivalents held at financial institutions may at times exceed federally insured amounts. We believe we mitigate such risk by investing in or through major financial institutions. |
Offering Costs | Offering Costs The Company capitalizes certain legal, professional accounting and other third-party fees that are directly associated with in-process equity financings as deferred offering costs until the equity financing was consummated. After consummation of an equity financing, these costs were recorded in stockholders’ equity as a reduction of proceeds generated as a result of the offering. Effective September 22, 2019, the Company terminated its At-The-Market (“ATM”) program. All costs associated with this program have been amortized and charged to Additional paid-in-capital. |
Property and Equipment | Property and Equipment Equipment consists of computers and related equipment that are stated at cost and depreciated using the straight-line method over estimated useful life of 5 years. Furniture is being depreciated using the straight-line method over approximately 7 years. Leasehold improvements are being amortized over the shorter of the life of the lease or the asset. The Company follows the guidance provided by the Financial Accounting Standards Board (“FASB”) ASC Topic 360‑10, Property, Plant, and Equipment . Long-lived assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to undiscounted future net cash flows expected to be generated. Impairment charges are recognized at the amount by which the carrying amount of an asset exceeds the fair value of the asset. Assets to be disposed of are reported at the lower of the carrying amount or the fair value less costs to sell. Since its inception, the Company has not recognized any impairment or disposition of long lived assets. |
Leases | Leases We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in our balance sheet. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at commencement date based on the present value of lease payments over the lease term. As our lease did not provide an implicit rate, we used an incremental borrowing rate based on the information available at commencement date in determining the present value of lease payments. We use the implicit rate when readily determinable. The operating lease ROU asset also includes any lease payments made and excludes lease incentives. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Renewal options were not included in our calculation of the related asset and liability. Lease expense for lease payments is recognized on a straight-line basis over the lease term. The Company adopted ASU 2016‑02 Lease Accounting Topic 842 in January 2019 and recorded a ROU asset and related liability in the amount of $1,308 on commencement of a new office lease. |
Stock-Based Compensation | Stock-Based Compensation The Company accounts for stock-based compensation in accordance with ASC 718, “Compensation—Stock Compensation,” which requires the measurement and recognition of compensation expense based on estimated fair market values for all share-based awards made to employees and directors, including stock options. The Company’s 2017 Equity Incentive Plan (the “2017 Stock Plan”) was adopted and became effective in August 2017. The Company’s 2020 Incentive Award Plan (the “2020 Stock Plan”) became effective in May 2020. Following the effective date of the Company’s 2020 Incentive Award Plan, the Company ceased granting awards under the 2017 Equity Incentive Plan; however the terms and conditions of the 2017 Equity Incentive Plan continue to govern any outstanding awards granted thereunder. Both BioXcel and the Company’s stock option awards are valued at fair value on the date of grant and that fair value is recognized over the requisite service period. The estimated fair value of stock option awards was determined using the Black-Scholes option pricing model on the date of grant. Significant judgment and estimates were used to estimate the fair value of these awards, as they were not publicly traded. Stock awards granted by the Company subsequent to the IPO are valued using market prices at the date of grant. ASC 718 requires companies to estimate the fair value of share-based awards on the date of grant using an option-pricing model. The Black-Scholes option-pricing model was used as its method of determining fair value. This model is affected by the Company’s stock price as well as assumptions regarding a number of subjective variables. These subjective variables include, but are not limited to, the expected stock price volatility over the term of the awards, and actual and projected employee stock option exercise behaviors. The value of the award is recognized as an expense in the statement of operations over the requisite service period. The periodic expense is then determined based on the valuation of the options. The Company has elected to account for forfeitures as they occur, by reversing compensation cost when the award is forfeited. The Company adopted FASB ASU 2018-07, Improvements to Nonemployee Share-Based Payment Accounting as of January 1, 2019 which allows non-employee options to be expensed using the adoption date fair value. |
Research and Development Costs | Research and Development Costs Research and development expenses include wages, benefits, facilities, supplies, external services, clinical study and manufacturing costs and other expenses that are directly related to the Company’s research and development activities. At the end of the reporting period, the Company compares payments made to third party service providers to the estimated progress toward completion of the research or development objectives. Such estimates are subject to change as additional information becomes available. Depending on the timing of payments to the service providers and the progress that the Company estimates has been made as a result of the service provided, the Company may record net prepaid or accrued expense relating to these costs. The Company expenses research and development costs as incurred. |
Expenses Accrued Under Contractual Arrangements with Clinical Research Organizations | Expenses Accrued Under Contractual Arrangements with Clinical Research Organizations As part of the process of preparing our financial statements, we are required to estimate our accrued expenses. This process involves reviewing open contracts and purchase orders, communicating with our applicable personnel to identify services that have been performed on our behalf and estimating the level of service performed and the associated cost incurred for the service when we have not yet been invoiced or otherwise notified of actual cost. The majority of our service providers invoice us monthly in arrears for services performed. We make estimates of our accrued expenses as of each balance sheet date in our financial statements based on facts and circumstances known to us at that time. We periodically confirm the accuracy of our estimates with the service providers and make adjustments if necessary. We base our expenses related to clinical trials on our estimates of the services received and efforts expended pursuant to contracts with multiple research institutions and contract research organizations that conduct and manage clinical trials on our behalf. The financial terms of these agreements are subject to negotiation, vary from contract to contract and may result in uneven payment flows. Payments under some of these contracts depend on factors such as the successful enrollment of patients and the completion of clinical trial milestones. In accruing expenses, we estimate the time period over which services will be performed and the level of effort to be expended in each period, which is based on an established protocol specific to each clinical trial. If the actual timing of the performance of services or the level of effort varies from our estimate, we adjust the accrual accordingly. Although we do not expect our estimates to be materially different from amounts actually incurred, our understanding of the status and timing of services performed relative to the actual status and timing of services performed may vary and may result in us reporting amounts that are too high or too low in any particular period. |
Patent Costs | Patent Costs Costs related to filing and pursuing patent applications are recorded as general and administrative expense and expensed as incurred since recoverability of such expenditures is uncertain. |
Fair Value Measurements | Fair Value Measurements ASC 820 “ Fair Value Measurements ” defines fair value, establishes a framework for measuring fair value in GAAP and expands disclosures about fair value measurements. ASC 820 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a fair value hierarchy that distinguishes between (1) market participant assumptions developed based on market data obtained from independent sources (observable inputs) and (2) an entity’s own assumptions about market participant assumptions developed based on the best information available in the circumstances (unobservable inputs). The fair value hierarchy consists of three broad levels, which gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1) and the lowest priority to unobservable inputs (Level 3). The three levels of the fair value hierarchy under ASC 820 are described below: · Level 1—Quoted prices (unadjusted) in active markets that are accessible at the measurement date for assets or liabilities. The fair value hierarchy gives the highest priority to Level 1 inputs. · Level 2—Directly or indirectly observable inputs as of the reporting date through correlation with market data, including quoted prices for similar assets and liabilities in active markets and quoted prices in markets that are not active. Level 2 also includes assets and liabilities that are valued using models or other pricing methodologies that do not require significant judgment since the input assumptions used in the models, such as interest rates and volatility factors, are corroborated by readily observable data from actively quoted markets for substantially the full term of the financial instrument. · Level 3—Unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. In determining fair value, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible, as well as considering counterparty credit risk in its assessment of fair value. The carrying amounts of cash equivalents, accounts payable and accrued expenses approximate fair value due to the short-term nature of these instruments. |
Net Loss per Share | Net Loss per Share The Company computes basic net loss per share by dividing net loss available to common stockholders by the weighted average number of common shares outstanding for the period and excludes the effects of any potentially dilutive securities. Diluted earnings per share, if presented, would include the dilution that would occur upon the exercise or conversion of all potentially dilutive securities into common stock using the “treasury stock” and/or “if converted” methods as applicable. The potential dilutive securities included outstanding options (for both employees and non-employees) for the three months ended March 31, 2020 and 2019. Such securities have not been included in the loss per share calculation since their impact would be anti-dilutive. There were 3,223,450 and 3,143,233 shares of options that were excluded from the calculation of the loss per share for the three and six months ended June 30, 2020, respectively. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740) which amends the existing guidance relating to the accounting for income taxes. This ASU is intended to simplify the accounting for income taxes by removing certain exceptions to the general principles of accounting for income taxes and to improve the consistent application of GAAP for other areas of accounting for income taxes by clarifying and amending existing guidance. The ASU is effective for fiscal years beginning after December 15, 2020. The Company does not expect that the adoption of this new guidance will have a material impact on the Company’s Financial Statements. |
Property & Equipment (Tables)
Property & Equipment (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Property & Equipment | |
Schedule of Property and Equipment, net | June 30, December 31, 2020 2019 Unaudited Computers and related equipment $ 265 $ 229 Furniture 359 344 Leasehold improvements 642 642 1,266 1,215 Accumulated depreciation (269) (174) $ 997 $ 1,041 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Accrued Expenses and Other Current Liabilities | |
Schedule of accrued expenses | June 30, 2020 December 31, 2019 Drugs and clinical trial expenses $ 2,876 $ 1,215 Accrued salaries, benefits and travel related costs 1,184 1,570 Professional and consultant fees 231 126 Legal expenses 210 140 Other administrative accruals 26 69 $ 4,527 $ 3,120 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Stock-Based Compensation | |
Schedule of Valuation Assumptions | For the Six Months Ended June 30, 2020 Exercise price per share $ - $ Expected stock price volatility % - % Risk-free rate of interest % - % Fair value of grants per share $ - $ Expected Term (years) - |
Schedule of Stock Option Activity | Weighted Average Number Weighted Average Total Remaining of Exercise Intrinsic Contractual Shares Price per Share Value Life (in years) Outstanding as of January 1, 2020 3,058,349 $ 3.26 $ 34,725 8.0 Options granted 958,100 $ 44.76 $ 8,144 9.9 Options forfeited (4,866) $ 5.55 $ — Options exercised (280,440) $ 2.44 $ — Outstanding as of June 30, 2020 3,731,143 $ 13.97 $ 145,895 8.1 Options vested and exercisable as of June 30, 2020 2,099,733 $ 2.26 $ 106,553 7.4 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases | |
Summary of maturities of the operating lease liability | Year ending December 31, Amount 2020 (excluding the three months ended June 30, 2020) $ 105 2021 196 2022 219 2023 225 2024 230 Thereafter 275 Total lease payments 1,250 Less imputed interest (149) Total lease liability 1,101 Less current portion (194) Operating lease liability $ 907 |
Organization and Principal Ac_2
Organization and Principal Activities (Details) | 6 Months Ended |
Jun. 30, 2020item | |
Organization and Principal Activities | |
Number of advanced program | 2 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Jan. 31, 2019 | |
Summary of Significant Accounting Policies | ||||
Anti-dilutive securities (in shares) | 3,223,450 | 3,143,233 | ||
Right to Use Asset | $ 1,101 | $ 1,101 | $ 1,193 | |
Lease liability | $ 1,101 | $ 1,101 | ||
ASU 2016-02 | Adjustment | ||||
Summary of Significant Accounting Policies | ||||
Right to Use Asset | $ 1,308 | |||
Lease liability | $ 1,308 | |||
Computers and related equipment | ||||
Summary of Significant Accounting Policies | ||||
Useful life | 5 years | |||
Furniture | ||||
Summary of Significant Accounting Policies | ||||
Useful life | 7 years |
Transactions with BioXcel (Deta
Transactions with BioXcel (Details) $ in Thousands | Apr. 05, 2018USD ($) | Nov. 07, 2017USD ($)shares | Feb. 29, 2020USD ($)shares | Jul. 31, 2019USD ($) | Apr. 30, 2019USD ($) | Jun. 30, 2020USD ($)shares | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)shares | Jun. 30, 2019USD ($) | Dec. 31, 2019shares |
Transactions with BioXcel | ||||||||||
Common shares, issued | shares | 20,352,913 | 20,352,913 | 18,087,382 | |||||||
Payments to repurchase shares | $ 9,024 | $ 9,024 | ||||||||
Shares repurchased (in shares) | shares | 300,000 | 300,000 | ||||||||
BioXcel Corporation | Asset contribution agreement | ||||||||||
Transactions with BioXcel | ||||||||||
Common shares, issued | shares | 9,480,000 | |||||||||
Lump sum payment to parent | $ 5,000 | |||||||||
Period specified for payment | 60 days | |||||||||
Cumulative net sales | $ 50,000 | |||||||||
Payment to (received from) related party | $ 1,000 | $ 500 | $ 500 | |||||||
BioXcel Corporation | Collaborative services agreement | ||||||||||
Transactions with BioXcel | ||||||||||
Term of agreement | 5 years | |||||||||
BioXcel Corporation | Development milestones | ||||||||||
Transactions with BioXcel | ||||||||||
Potential milestone payments | $ 10,000 | |||||||||
BioXcel Corporation | Sales milestones | ||||||||||
Transactions with BioXcel | ||||||||||
Potential milestone payments | $ 30,000 | |||||||||
Maximum milestone (as as percent) | 3 | |||||||||
BioXcel Corporation | Separation and Shared Services Agreement | ||||||||||
Transactions with BioXcel | ||||||||||
Service charges | $ 259 | $ 223 | $ 656 | $ 516 | ||||||
BioXcel Corporation | Payable upon milestones | Asset contribution agreement | ||||||||||
Transactions with BioXcel | ||||||||||
Lump sum payment to parent | $ 1,000 | |||||||||
BioXcel Corporation | Payable upon later 12 months IPO and first dosing for BXCL501 | Asset contribution agreement | ||||||||||
Transactions with BioXcel | ||||||||||
Lump sum payment to parent | $ 500 | |||||||||
Period specified for payment | 12 months | |||||||||
BioXcel Corporation | Payable upon later of 12 months of IPO and specified milestones | Asset contribution agreement | ||||||||||
Transactions with BioXcel | ||||||||||
Lump sum payment to parent | $ 500 | |||||||||
Period specified for payment | 12 months |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Equipment | ||
Property and equipment, gross | $ 1,266 | $ 1,215 |
Accumulated depreciation and amortization | (269) | (174) |
Property and equipment, net | 997 | 1,041 |
Computers and related equipment | ||
Equipment | ||
Property and equipment, gross | 265 | 229 |
Furniture | ||
Equipment | ||
Property and equipment, gross | 359 | 344 |
Leasehold improvements | ||
Equipment | ||
Property and equipment, gross | $ 642 | $ 642 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | Nov. 01, 2018 | Mar. 31, 2019 | Jun. 30, 2020 |
CRO | |||
Commitments and Contingencies | |||
Expected term | 5 years | ||
CRO Initial clinical trials | |||
Commitments and Contingencies | |||
Expected term | 2 years | ||
Expected cost | $ 10,000 | ||
Cost incurred | 3,004 | ||
CRO Second clinical trials | |||
Commitments and Contingencies | |||
Expected term | 3 years | ||
Expected cost | $ 8,000 | ||
Cost incurred | 1,241 | ||
Reimbursed cost (as a percent) | 50.00% | ||
Second CRO | |||
Commitments and Contingencies | |||
Expected cost | $ 16,500 | ||
Cost incurred | $ 16,296 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Accrued Expenses and Other Current Liabilities | ||
Drugs and clinical trial expenses | $ 2,876 | $ 1,215 |
Accrued salaries, benefits and travel related costs | 1,184 | 1,570 |
Professional and consultant fees | 231 | 126 |
Legal expenses | 210 | 140 |
Other administrative accruals | 26 | 69 |
Accrued expenses | 4,527 | $ 3,120 |
Operating lease liabilities current portion | 194 | |
Insurance premiums payable | $ 934 |
Stockholders' Equity - Authoriz
Stockholders' Equity - Authorized (Details) | 6 Months Ended | |
Jun. 30, 2020Vote$ / sharesshares | Dec. 31, 2019$ / sharesshares | |
Stockholders’ Equity | ||
Preferred shares, authorized | 10,000,000 | 10,000,000 |
Preferred shares, par value (dollar per share) | $ / shares | $ 0.001 | $ 0.001 |
Preferred shares, issued | 0 | 0 |
Preferred shares, outstanding | 0 | 0 |
Common shares, authorized | 50,000,000 | 50,000,000 |
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 |
Common stock outstanding | 20,352,913 | 18,087,382 |
Number of vote per common stock | Vote | 1 |
Stockholders' Equity - Common S
Stockholders' Equity - Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 26, 2019 | May 20, 2019 | Feb. 29, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 |
Number of shares issued | 2,303,030 | 2,300,000 | ||||||
Purchase price (in dollar per share) | $ 8.25 | $ 32 | ||||||
Common stock, par value | $ 0.001 | $ 0.001 | ||||||
Issuance costs paid | $ 4,789 | $ 4,789 | $ 11 | $ 378 | ||||
Gross proceeds from issuance of common stock | $ 1,577 | 73,600 | ||||||
Proceeds from issuance of common stock, net of issuance costs | $ 17,423 | 68,811 | $ 68,811 | $ 230 | ||||
Payments to repurchase shares | $ 9,024 | $ 9,024 | ||||||
Shares repurchased (in shares) | 300,000 | 300,000 | ||||||
Jefferies Sale Agreement | ||||||||
Number of shares issued | 66,193 | |||||||
Common stock, par value | $ 0.001 | |||||||
Issuance costs paid | $ 350 | |||||||
Gross proceeds from issuance of common stock | 737 | |||||||
Proceeds from issuance of common stock, net of issuance costs | 387 | |||||||
Jefferies Sale Agreement | Maximum | ||||||||
Proceeds from issuance of common stock, net of issuance costs | $ 20,000 |
Stock-Based Compensation - Fair
Stock-Based Compensation - Fair value assumptions (Details) - $ / shares | May 20, 2020 | Jun. 30, 2020 | Feb. 29, 2020 | Sep. 26, 2019 |
Stock-Based Compensation | ||||
Authorized shares | 4,020,516 | |||
Available for grant (in shares) | 289,373 | |||
Terms of award | 10 years | |||
Vesting period | 4 years | |||
Fair value of grants per share | $ 32 | $ 8.25 | ||
2020 Incentive Award Plan | ||||
Stock-Based Compensation | ||||
Authorized shares | 911,000 | |||
Percentage of increase in common stock available for grant | 4.00% | |||
2017 Stock Plan | ||||
Stock-Based Compensation | ||||
Available for grant (in shares) | 231,941 | |||
Employee Stock Purchase Plan 2020 | ||||
Stock-Based Compensation | ||||
Authorized shares | 100,000 | |||
Percentage of increase in common stock available for grant | 1.00% | |||
Maximum number of shares issued or transferred under ESPP | 500,000 | |||
Purchase price, as a percent of fair market value | 85.00% | |||
Shares issued under ESPP | 0 | |||
Options | ||||
Stock-Based Compensation | ||||
Expected stock price volatility, minimum (as a percent) | 78.25% | |||
Expected stock price volatility, maximum (as a percent) | 86.06% | |||
Risk-free rate of interest, minimum (as a percent) | 0.36% | |||
Risk-free rate of interest, maximum (as a percent) | 2.38% | |||
Expected dividend yield (as a percent) | 0.00% | |||
Options | Minimum | ||||
Stock-Based Compensation | ||||
Exercise price per share (in dollars per share) | $ 13.60 | |||
Fair value of grants per share | $ 9.04 | |||
Expected Term (years) | 4 years 8 months 12 days | |||
Options | Maximum | ||||
Stock-Based Compensation | ||||
Exercise price per share (in dollars per share) | $ 56.97 | |||
Fair value of grants per share | $ 42.71 | |||
Expected Term (years) | 7 years |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock Option Activity (Details) - Options $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | |
Number of Shares | ||
Outstanding, beginning balance (in shares) | shares | 3,058,349 | |
Options granted (in shares) | shares | 958,100 | |
Options forfeited (in shares) | shares | (4,866) | |
Options exercised (in shares) | shares | (280,440) | |
Outstanding, ending balance (in shares) | shares | 3,731,143 | 3,058,349 |
Options vested and exercisable (in shares) | shares | 2,099,733 | |
Weighted Average Exercise Price per Share | ||
Outstanding, beginning balance (in dollars per shares) | $ / shares | $ 3.26 | |
Options granted (in dollars per share) | $ / shares | 44.76 | |
Options forfeited (in dollars per shares) | $ / shares | 5.55 | |
Options exercised (in dollars per shares) | $ / shares | 2.44 | |
Outstanding, end balance (in dollars per shares) | $ / shares | 13.97 | $ 3.26 |
Options vested and exercisable (in dollars per shares) | $ / shares | $ 2.26 | |
Options | ||
Intrinsic value, Outstanding, beginning balance | $ | $ 34,725 | |
Intrinsic value, granted | $ | 8,144 | |
Intrinsic value, Outstanding, end balance | $ | 145,895 | $ 34,725 |
Intrinsic value, vested and exercisable | $ | $ 106,553 | |
Weighted average remaining contractual life, Outstanding, Beginning | 8 years 1 month 6 days | 8 years |
Weighted average remaining contractual life, granted | 9 years 10 months 24 days | |
Weighted average remaining contractual life, vested and exercisable | 7 years 4 months 24 days |
Stock-Based Compensation - Info
Stock-Based Compensation - Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Stock-Based Compensation | ||
Available for grant (in shares) | 289,373 | |
Share-based compensation costs recognized | $ 2,732 | $ 1,712 |
Research and development expense | ||
Stock-Based Compensation | ||
Share-based compensation costs recognized | 1,384 | 1,009 |
General and administrative expense | ||
Stock-Based Compensation | ||
Share-based compensation costs recognized | $ 1,348 | 703 |
Options | ||
Stock-Based Compensation | ||
Number of options granted (in shares) | 958,100 | |
Share-based compensation costs recognized | $ 2,717 | 1,669 |
Weighted-average grant-date fair value | 30,336 | |
Remaining unamortized expense | $ 30,350 | |
Remaining unamortized expense period | 1 year 8 months 12 days | |
Options | BioXcel Corporation | ||
Stock-Based Compensation | ||
Share-based compensation costs recognized | $ 15 | $ 43 |
Income Taxes - (Details)
Income Taxes - (Details) - USD ($) | Jun. 30, 2020 | Dec. 31, 2019 |
Income Taxes | ||
Income tax liabilities | $ 0 | $ 0 |
Leases - (Details)
Leases - (Details) $ in Thousands | Feb. 22, 2019USD ($)ft² |
Leases | |
Area of lease | ft² | 11,040 |
Improvement costs | $ | $ 642 |
Leases - Maturities (Details)
Leases - Maturities (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Maturities of the operating lease liability | ||
2020 (excluding the three months ended June 30, 2020) | $ 105 | |
2021 | 196 | |
2022 | 219 | |
2023 | 225 | |
2024 | 230 | |
Thereafter | 275 | |
Total lease payments | 1,250 | |
Less imputed interest | (149) | |
Total lease liability | 1,101 | |
Less current portion | $ (194) | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Other Liabilities, Current | |
Operating lease liability | $ 907 | $ 1,029 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | Feb. 22, 2019item | Jun. 30, 2020USD ($) | Jun. 30, 2019USD ($) |
Leases | |||
Operating lease liabilities current portion | $ 194 | ||
Amortization charges | $ 108 | $ 76 | |
Option to renew the lease | true | ||
Number of renewal options | item | 1 | ||
Renewal term | 5 years | ||
Lease renewed at percentage of market rates | 95.00% |
Borrowing (Details)
Borrowing (Details) $ in Thousands | 1 Months Ended |
Apr. 30, 2020USD ($) | |
Paycheck Protection Program Loan | |
Debt Instrument [Line Items] | |
Proceed from debt | $ 537 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 26, 2019 | Jul. 31, 2020 | Feb. 29, 2020 | Jun. 30, 2020 | Jun. 30, 2019 |
Subsequent events | |||||
Number of shares issued | 2,303,030 | 2,300,000 | |||
Gross proceeds from issuance of common stock | $ 1,577 | $ 73,600 | |||
Proceeds from issuance of common stock, net of issuance costs | $ 17,423 | $ 68,811 | $ 68,811 | $ 230 | |
Subsequent events | |||||
Subsequent events | |||||
Number of shares issued | 4,000,000 | ||||
Offering price | $ 50 | ||||
Gross proceeds from issuance of common stock | $ 200,000 | ||||
Proceeds from issuance of common stock, net of issuance costs | $ 187,500 |