Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | May 15, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2020 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-39126 | |
Entity Registrant Name | CNS Pharmaceuticals, Inc. | |
Entity Central Index Key | 0001729427 | |
Entity Incorporation, State or Country Code | NV | |
Entity Current Reporting Status | No | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 16,450,234 |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Current Assets: | ||
Cash and cash equivalents | $ 5,379,790 | $ 7,241,288 |
Prepaid expenses | 808,746 | 652,622 |
Total current assets | 6,188,536 | 7,893,910 |
Fixed Assets: | ||
Furniture and equipment, net | 22,658 | 18,165 |
Total Assets | 6,211,194 | 7,912,075 |
Current Liabilities: | ||
Accounts payable | 141,247 | 243,666 |
Accounts payable and accrued expenses - related party | 50,000 | 45,833 |
Accrued expenses | 144,793 | 21,500 |
Total current liabilities | 336,040 | 310,999 |
Total Liabilities | 336,040 | 310,999 |
Commitments and contingencies | ||
Stockholders' Equity: | ||
Preferred stock, $0.001 par value, 5,000,000 shares authorized and 0 shares issued and outstanding | 0 | 0 |
Common stock, $0.001 par value, 75,000,000 shares authorized and 16,450,234 shares issued and outstanding | 16,450 | 16,450 |
Additional paid-in capital | 19,315,307 | 19,073,098 |
Accumulated deficit | (13,456,603) | (11,488,472) |
Total Stockholders' Equity | 5,875,154 | 7,601,076 |
Total Liabilities and Stockholders' Equity | $ 6,211,194 | $ 7,912,075 |
Balance Sheets (Unaudited) (Par
Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 75,000,000 | 75,000,000 |
Common stock shares issued | 16,450,234 | 16,450,234 |
Common stock shares outstanding | 16,450,234 | 16,450,234 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock shares authorized | 5,000,000 | 5,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Statements of Operations (Unau
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating expenses: | ||
General and administrative | $ 1,355,054 | $ 146,783 |
Research and development | 613,077 | 48,307 |
Total operating expenses | 1,968,131 | 195,090 |
Loss from operations | (1,968,131) | (195,090) |
Other expense: | ||
Interest expense | 0 | (7,494) |
Amortization of debt discount | 0 | (8,917) |
Net loss | $ (1,968,131) | $ (211,501) |
Loss per share - basic and diluted | $ (0.12) | $ (0.02) |
Weighted average shares outstanding - basic and diluted | 16,450,234 | 12,694,504 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning balance, shares at Dec. 31, 2018 | 12,694,504 | |||
Beginning balance, value at Dec. 31, 2018 | $ 12,695 | $ 7,049,268 | $ (7,611,261) | $ (549,298) |
Stock-based compensation | 44,016 | 44,016 | ||
Net loss | (211,501) | (211,501) | ||
Ending balance, shares at Mar. 31, 2019 | 12,694,504 | |||
Ending balance, value at Mar. 31, 2019 | $ 12,695 | 7,093,284 | (7,822,762) | (716,783) |
Beginning balance, shares at Dec. 31, 2019 | 16,450,234 | |||
Beginning balance, value at Dec. 31, 2019 | $ 16,450 | 19,073,098 | (11,488,472) | 7,601,076 |
Stock-based compensation | 242,209 | 242,209 | ||
Net loss | (1,968,131) | (1,968,131) | ||
Ending balance, shares at Mar. 31, 2020 | 16,450,234 | |||
Ending balance, value at Mar. 31, 2020 | $ 16,450 | $ 19,315,307 | $ (13,456,603) | $ 5,875,154 |
Statements of Cash Flows (Unau
Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash Flows from Operating Acitivites | ||
Net loss | $ (1,968,131) | $ (211,501) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Stock-based compensation | 242,209 | 44,016 |
Amortization of debt discount | 0 | 8,917 |
Depreciation | 1,917 | 0 |
Changes in operating assets and liabilities | ||
Prepaid expenses | (156,124) | 13,000 |
Accounts payable | (102,419) | 58,965 |
Accounts payable and accrued expenses - related party | 4,167 | (794) |
Accrued expenses | 123,293 | 4,709 |
Net cash used in operating activities | (1,855,088) | (82,688) |
Cash Flows from Investing Activities: | ||
Purchase of furniture and equipment | (6,410) | 0 |
Net cash used in investing activities | (6,410) | 0 |
Cash Flows from Financing Activities: | ||
Payments of deferred issuance cost | 0 | (13,025) |
Payments on loan payable | 0 | (35,000) |
Net cash provided by financing activities | 0 | (48,025) |
Net change in cash, cash equivalents and restricted cash | (1,861,498) | (130,713) |
Cash, cash equivalents and restricted cash, at beginning of period | 7,241,288 | 555,133 |
Cash, cash equivalents and restricted cash, at end of period | 5,379,790 | 424,420 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | $ 0 | $ 0 |
1. Nature of Business
1. Nature of Business | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Note 1 – Nature of Business CNS Pharmaceuticals, Inc. (the “Company”) is a clinical pharmaceutical company organized as a Nevada corporation on July 27, 2017 to focus on the development of anti-cancer drug candidates. |
2. Summary of Significant Accou
2. Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Basis of Presentation Liquidity - These financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and discharge its liabilities in the normal course of business. On November 13, 2019, the Company closed its initial public offering (“IPO”) of 2,125,000 shares of its common stock at a price to the public of $4.00 per share, followed shortly by the exercise of the over-allotment option issued to the underwriter which resulted in an additional 318,750 shares of common stock being issued at the IPO price of $4.00 per share. The completion of the IPO resolved the previously disclosed substantial doubt regarding the Company’s ability to continue as a going concern. The Company has a history of and expects to continue to report negative cash flows from operations and a net loss. However, management believes that the cash on hand is sufficient to fund its planned operations beyond the near term. Cash and Cash Equivalents - The Company considers all highly liquid accounts with original maturities of three months or less at the date of acquisition to be cash equivalents. Periodically, the Company may carry cash balances at financial institutions in excess of the federally insured limit of $250,000. The amount in excess of the FDIC insurance at March 31, 2020 was $5,129,790. Restricted Cash - The following table provides a reconciliation of cash and restricted cash reported within the balance sheet that sum to the total of the same such amounts shown in the statement of cash flows. Restricted cash are funds related to the SAFE agreements that were released to the Company on November 13, 2019. March 31, 2020 March 31, 2019 Cash and cash equivalents $ 5,379,790 $ 155,021 Restricted cash – 269,399 Total $ 5,379,790 $ 424,420 Loss Per Common Share |
3. Equity
3. Equity | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Equity | Note 3 – Equity Stock Options In 2017, the Board of Directors of the Company approved the CNS Pharmaceuticals, Inc. 2017 Stock Plan (the “Plan”). The Plan allows for the Board of Directors to grants various forms of incentive awards for up to 2,000,000 shares of common stock. No key employee may receive more than 500,000 shares of common stock (or options to purchase more than 500,000 shares of common stock) in a single year. On March 12, 2020, the Board of Directors approved to grant 175,000 options to one employee of the Company and two consultants. The options to the employee vest in four equal annual installments beginning on the first anniversary following issuance. The options to the consultants vest in one annual installment on the first anniversary following issuance. The options have a ten-year term and have an exercise price of $2.21 per share. The fair value of the options at issuance was $337,691. During the three months ended March 31, 2020 and 2019, the Company recognized $242,209 and $44,016 of stock-based compensation, respectively, related to outstanding stock options. At March 31, 2020, the Company had $2,774,019 of unrecognized expenses related to options. The following table summarizes the stock option activity for the three months ended March 31, 2020: Options Weighted-Average Exercise Price Per Share Outstanding, December 31, 2019 1,764,500 $ 1.92 Granted 175,000 2.21 Exercised – – Forfeited – – Expired – – Outstanding, March 31, 2020 1,939,500 $ 1.95 The following table discloses information regarding outstanding and exercisable options at March 31, 2020: Outstanding Exercisable Exercise Price Number of Option/Warrant Shares Weighted Average Exercise Price Weighted Average Remaining Life (Years) Number of Option Shares Weighted Average Exercise Price $4.00 300,000 9.61 – $2.21 175,000 9.95 – $2.00 789,500 9.25 – $1.50 400,000 8.17 225,014 $0.045 275,000 7.64 198,624 Total 1,939,500 $ 1.95 8.93 423,638 $ 0.82 As of March 31, 2020, the aggregate intrinsic value of options exercisable was $543,181. As of March 31, 2020, there are 60,500 awards remaining to be issued under the Plan. Stock Warrants The following table summarizes the stock warrant activity for the three months ended March 31, 2020: Warrants Weighted-Average Exercise Price Per Share Outstanding, December 31, 2019 3,986,630 3.99 Granted – – Exercised – – Forfeited – – Expired – – Outstanding, March 31, 2020 3,986,630 $ 3.99 The following table discloses information regarding outstanding and exercisable warrants at March 31, 2020: Outstanding Exercisable Exercise Price Number of Option/Warrant Shares Weighted Average Exercise Price Weighted Average Remaining Life (Years) Number of Option Shares Weighted Average Exercise Price $11.00 1,206,059 2.39 1,206,059 $4.00 148,750 4.61 – $2.00 63,750 4.18 63,750 $1.75 100,000 4.04 61,116 $1.50 14,000 3.20 14,000 $0.70 2,454,071 3.75 2,454,071 Total 3,986,630 $ 3.99 3.38 3,798,996 $ 4.01 As of March 31, 2020, the aggregate intrinsic value of warrants exercisable was $3,471,865. |
4. Commitments and Contingencie
4. Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 4 – Commitments and Contingencies Executive Employment Agreements On September 1, 2017, the Company entered into an employment agreement with Mr. John Climaco pursuant to which Mr. Climaco agreed to serve as Chief Executive Officer and Director of the Company commencing on such date for an initial term of three years. The agreement provides for an initial annual salary of $150,000. The annual salary shall increase at the completion of the Company’s initial public offering to an annual salary of $300,000. Pursuant to the employment agreement, the Company and Mr. Climaco agreed to issue Mr. Climaco 900,000 shares of common stock in exchange for $900, which purchase was finalized on September 30, 2017. The common shares may be reacquired by the Company if employment is terminated prior to the initial public offering. After the completion of the initial public offering a portion of the shares may be reacquired by the Company if employment is terminated prior to the expiration of the agreement. Effective March 1, 2019, the employment agreement was amended to increase the annual salary to $186,000 and establish Mr. Climaco as a full-time employee. On June 28, 2019, the compensation committee of the board of directors agreed to modify Mr. Climaco’s compensation to increase the annual base salary to $440,000 and Mr. Climaco will be entitled to a cash bonus with a target of 55% of his base salary following the initial public offering. On June 28, 2019, the Company entered into employment letters with Drs. Silberman and Picker pursuant to which the Company agreed to the following compensation terms: (i) Dr. Silberman agreed to commit 50% of her time to Company matters in exchange for a base salary, commencing upon the successful closing of the IPO, of $175,000; commencing at the end of 2019, an annual cash bonus target of 28% of her base salary (prorated for any partial years); and a ten-year option to purchase 125,000 shares of common stock with an exercise price of $2.00 per share vesting annually in four equal installments; and (ii) Dr. Picker agreed to commit 25% of his time to Company matters in exchange for a base salary, commencing upon the successful closing of the IPO, of $91,000; commencing at the end of 2019, an annual cash bonus target of 36% of his base salary (prorated for any partial years); and a ten-year option to purchase 100,000 shares of common stock with an exercise price of $2.00 per share vesting annually in four equal installments. On September 14, 2019, the Company, entered into an employment agreement with Christopher Downs to serve as its Chief Financial Officer commencing on the closing date of the Company’s IPO, which occurred on November 13, 2019. The initial term of the Employment Agreement will continue for a period of three years. The Employment Agreement provides for an initial annual base salary of $300,000. Mr. Downs may receive an annual bonus (pro rated for 2019), targeted at 35% of base salary. Under the agreement, upon the closing of the IPO, Mr. Downs was granted a ten-year option to purchase 300,000 shares at an exercise price per share equal to the public offering price per share of the shares sold in the IPO. The option vests in four equal installments on each of the succeeding four anniversary dates of the option grant, provided Mr. Downs is employed by the Company on each such vesting date. WP744 Portfolio (Berubicin) On November 21, 2017, the Company entered into a Collaboration and Asset Purchase Agreement with Reata Pharmaceuticals, Inc. (“Reata”). Through this agreement, the Company purchased all of Reata’s rights, title, interest and previously conducted research and development results in the chemical compound commonly known as Berubicin. In exchange for these rights, the Company agreed to pay Reata an amount equal to 2.25% of the net sales of Berubicin for a period of 10 years from the Company’s first commercial sale of Berubicin plus $10,000. Reata also agreed to collaborate with the Company on the development of Berubicin, from time to time. On December 28, 2017, the Company entered into a Technology Rights and Development Agreement with Houston Pharmaceuticals, Inc. (“HPI”). HPI is affiliated with Dr. Priebe, who controls a majority of the Company’s shares. Pursuant to this agreement, the Company obtained a worldwide exclusive license to the chemical compound commonly known as WP744. In exchange for these rights, the Company agreed to pay consideration to HPI as follows: (i) a royalty of 2% of net sales of any product utilizing WP744 for a period of ten years after the first commercial sale of such; and (ii) $100,000 upon beginning Phase II clinical trials; and (iii) $200,000 upon the approval by the FDA of a New Drug Application for any product utilizing WP744; and (iv) a series of quarterly development payments totaling $750,000 beginning immediately after the Company’s raise of $7,000,000 of investment capital. In addition, the Company issued 200,000 shares of the Company’s common stock valued at $0.045 per share to HPI upon execution of the agreement. The Company’s rights pursuant to the HPI License are contingent on us raising at least $7.0 million within 12 months from the effective date of the HPI License, a date which was extended by an additional 12 months by the payment of $40,000. On November 13, 2019, the Company closed its IPO and as a result completed the acquisition of the intellectual property discussed in the HPI agreement. As of March 31, 2020 and December 31, 2019, $50,000 and $45,833 is payable to HPI related to the above agreements, respectively. On August 30, 2018, the Company entered into a sublicense agreement with WPD Pharmaceuticals, Inc. (“WPD”). Pursuant to the agreement, the Company granted WPD an exclusive sublicense, even as to us, for the patent rights the Company licensed pursuant to the HPI License within the following countries: Poland, Estonia, Latvia, Lithuania, Belarus, Ukraine, Moldova, Romania, Bulgaria, Serbia, Macedonia, Albania, Armenia, Azerbaijan, Georgia, Montenegro, Bosnia, Croatia, Slovenia, Slovakia, Czech Republic, Hungary, Chechnya, Uzbekistan, Kazakhstan, Kyrgyzstan, Tajikistan, Turkmenistan, Greece, Austria, and Russia. The sublicense agreement provides that WPD must use commercially reasonable development efforts to attempt to develop and commercialize licensed products in the above mentioned territories, which means the expenditure of at least $2.0 million on the development, testing, regulatory approval or commercialization of the licensed products during the three year period immediately following the date of the sublicense agreement. In the event that WPD fails to use commercially reasonable development efforts by the foregoing three-year deadline, the Company has the right to terminate this sublicense agreement. In consideration for the rights granted under the sublicense agreement, to the extent the Company is required to make any payments to HPI pursuant to the HPI License as a result of this sublicense agreement, WPD agreed to advance us such payments, and to pay us a royalty equal to 1% of such payments. WPD is a Polish corporation that is owned by an entity controlled by Dr. Priebe, the Company’s founder and largest shareholder. On August 31, 2018, the Company entered into a sublicense agreement with Animal Life Sciences, LLC (“ALI”), a related party, pursuant to which the Company granted ALI an exclusive sublicense, even as to us, for the patent rights the Company licensed pursuant to the HPI License solely for the treatment of cancer in non-human animals through any type of administration. In consideration for the rights granted under the sublicense agreement, ALI agreed to issue us membership interests in ALI equal to 1.52% of the outstanding ALI membership interests. As additional consideration for the rights granted, to the extent the Company is required to make any payments to HPI pursuant to the HPI License as a result of this sublicense agreement, ALI agreed to advance us such payments, and to pay us a royalty equal to 1% of such payments. Dr. Waldemar Priebe, the Company’s founder and largest shareholder, is also the founder and a shareholder of ALI with 38% of ALI’s membership interests. WP1244 Portfolio On January 10, 2020, the Company entered into a Patent and Technology License Agreement (“Agreement”) with The Board of Regents of The University of Texas System, an agency of the State of Texas, on behalf of The University of Texas M. D. Anderson Cancer Center (“UTMDACC”). Pursuant to the Agreement, the Company obtained a royalty-bearing, worldwide, exclusive license to certain intellectual property rights, including patent rights, related to the Company’s recently announced WP1244 drug technology. In consideration, the Company must make payments to UTMDACC including an up-front license fee, annual maintenance fee, milestone payments and royalty payments (including minimum annual royalties) on sales of licensed products developed under the Agreement. The term of the Agreement expires on the last to occur of: (a) the expiration of all patents subject to the Agreement, or (b) fifteen years after execution; provided that UTMDACC has the right to terminate this Agreement in the event that the Company fails to meet certain commercial diligence milestones. The commercial diligence milestones are as follows (i) initiated PC toxicology to support filing of Investigational New Drug Application (“IND”) or New Drug Application (“NDA”) for the Licensed Product within the eighteen (18) month period following the Effective Date (ii) file and IND for the Licensed Product within three (3) year period following the Effective Date and (iii) Commencement of Phase I Study within the five (5) year period following the Effective Date. During the three months ended March 31, 2020, the Company paid $50,000 to UTMDACC related to this agreement. Anti-Viral Portfolio On March 20, 2020, the Company entered into a Development Agreement (“Agreement”) with WPD Pursuant to the Agreement, the Company agreed to pay WPD the following payments: (i) an upfront payment of $225,000 to WPD (paid in April 2020); and (ii) within thirty days of the verified achievement of the Phase II Milestone, (such verification shall be conducted by an independent third party mutually acceptable to the parties hereto), the Company will make a payment of $775,000 to WPD. WPD agreed to pay the Company a development fee of 50% of the net sales for any products in the above territories; provided that Poland shall not be included as a territory after WPD receives marketing approval for a product in one-half of the countries included in the agreed upon territories or upon the payment by WPD to the Company of development fees of $1.0 million. The term of the Agreement will expire on the expiration of the sublicense pursuant to which WPD has originally sublicensed the products which will occur in 2028. |
5. Subsequent Events
5. Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 5 – Subsequent Events On April 6, 2020, the Board of Directors approved to grant 125,000 options to one employee of the Company. The options to the employee vest in four equal annual installments beginning on the first anniversary following issuance. The options have a ten-year term and have an exercise price of $2.20 per share. On May 1, 2020, the US Securities and Exchange Commission (“SEC”) published Release No. 88802, under the Securities Exchange Act of 1934, as amended (the "Exchange Act"), announced a temporary suspension of trading in the Company's securities due to statements made by the Company and others in press releases issued between March 23, 2020 and April 13, 2020 concerning the Company's business, including the status of development of a drug candidate labeled WP1122, the status of testing WP1122's impact on COVID-19, and the ability to expedite regulatory approval of any such treatment. Pursuant to the suspension order, the trading halt was initiated at 9:30 a.m. EDT on May 4, 2020 and terminates at 11:59 p.m. EDT on May 15, 2020. As of the date of this report, the Company has submitted a petition to terminate the suspension, but there is no assurance that the Company will be successful. The Company believes it will be able to demonstrate the accuracy and adequacy of the Company’s public disclosures, but the SEC may determine to extend the trading suspension until such time that it believes the information in the marketplace about the Company and the Company’s securities is accurate and adequate. The Company will provide further guidance as appropriate. On May 7, 2020, pursuant to the WP1244 Portfolio license agreement described above, the Company entered into a Sponsored Research Agreement with The University of Texas M. D. Anderson Cancer Center (“UTMDACC”) to perform research relating to novel anticancer agents targeting CNS malignancies. The Company agreed to fund approximately $1.3 million over a two-year period. The Company will pay and record $0.6 million in 2020 related to this agreement in research and development expenses in the Company’s Consolidated Statements of Operations. The remainder will be paid and recorded in 2021. The principal investigator for this agreement is Dr. Waldemar Priebe, who controls a majority of the Company’s shares. |
2. Summary of Significant Acc_2
2. Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Liquidity | Liquidity - These financial statements have been prepared on a going concern basis, which assumes the Company will continue to realize its assets and discharge its liabilities in the normal course of business. On November 13, 2019, the Company closed its initial public offering (“IPO”) of 2,125,000 shares of its common stock at a price to the public of $4.00 per share, followed shortly by the exercise of the over-allotment option issued to the underwriter which resulted in an additional 318,750 shares of common stock being issued at the IPO price of $4.00 per share. The completion of the IPO resolved the previously disclosed substantial doubt regarding the Company’s ability to continue as a going concern. The Company has a history of and expects to continue to report negative cash flows from operations and a net loss. However, management believes that the cash on hand is sufficient to fund its planned operations beyond the near term. |
Cash and Cash Equivalents | Cash and Cash Equivalents - The Company considers all highly liquid accounts with original maturities of three months or less at the date of acquisition to be cash equivalents. Periodically, the Company may carry cash balances at financial institutions in excess of the federally insured limit of $250,000. The amount in excess of the FDIC insurance at March 31, 2020 was $5,129,790. |
Restricted Cash | Restricted Cash - The following table provides a reconciliation of cash and restricted cash reported within the balance sheet that sum to the total of the same such amounts shown in the statement of cash flows. Restricted cash are funds related to the SAFE agreements that were released to the Company on November 13, 2019. March 31, 2020 March 31, 2019 Cash and cash equivalents $ 5,379,790 $ 155,021 Restricted cash – 269,399 Total $ 5,379,790 $ 424,420 |
Loss Per Common Share | Loss Per Common Share |
2. Summary of Significant Acc_3
2. Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Restricted Cash | March 31, 2020 March 31, 2019 Cash and cash equivalents $ 5,379,790 $ 155,021 Restricted cash – 269,399 Total $ 5,379,790 $ 424,420 |
3. Equity (Tables)
3. Equity (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of Stock Option Activity | Options Weighted-Average Exercise Price Per Share Outstanding, December 31, 2019 1,764,500 $ 1.92 Granted 175,000 2.21 Exercised – – Forfeited – – Expired – – Outstanding, March 31, 2020 1,939,500 $ 1.95 |
Schedule of Options by exercise price | Outstanding Exercisable Exercise Price Number of Option/Warrant Shares Weighted Average Exercise Price Weighted Average Remaining Life (Years) Number of Option Shares Weighted Average Exercise Price $4.00 300,000 9.61 – $2.21 175,000 9.95 – $2.00 789,500 9.25 – $1.50 400,000 8.17 225,014 $0.045 275,000 7.64 198,624 Total 1,939,500 $ 1.95 8.93 423,638 $ 0.82 |
Schedule of warrants activity | Warrants Weighted-Average Exercise Price Per Share Outstanding, December 31, 2019 3,986,630 3.99 Granted – – Exercised – – Forfeited – – Expired – – Outstanding, March 31, 2020 3,986,630 $ 3.99 |
Schedule of warrants by exercise price | Outstanding Exercisable Exercise Price Number of Option/Warrant Shares Weighted Average Exercise Price Weighted Average Remaining Life (Years) Number of Option Shares Weighted Average Exercise Price $11.00 1,206,059 2.39 1,206,059 $4.00 148,750 4.61 – $2.00 63,750 4.18 63,750 $1.75 100,000 4.04 61,116 $1.50 14,000 3.20 14,000 $0.70 2,454,071 3.75 2,454,071 Total 3,986,630 $ 3.99 3.38 3,798,996 $ 4.01 |
2. Summary of Significant Acc_4
2. Summary of Significant Accounting Policies (Details - Restricted Cash) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Accounting Policies [Abstract] | ||||
Cash and cash equivalents | $ 5,379,790 | $ 7,241,288 | $ 155,021 | |
Restricted cash | 0 | 269,399 | ||
Total | $ 5,379,790 | $ 7,241,288 | $ 424,420 | $ 555,133 |
2. Summary of Significant Acc_5
2. Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | 10 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | Nov. 13, 2019 | |
Cash in excess of FDIC | $ 5,129,790 | ||
Warrants [Member] | |||
Antidilutive shares | 3,986,630 | 3,674,130 | |
Options [Member] | |||
Antidilutive shares | 1,939,500 | 675,000 | |
Convertible Debt Securities [Member] | |||
Antidilutive shares | 200,000 | ||
Over-Allotment Option [Member] | Underwriter [Member] | |||
Stock issued new, shares | 318,750 | ||
I P O [Member] | |||
Stock issued new, shares | 2,125,000 | ||
Stock price | $ 4 |
3. Equity (Details - Option Act
3. Equity (Details - Option Activity) - Options [Member] | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Number of Options | |
Number of Options Outstanding, Beginning | shares | 1,764,500 |
Number of Options Granted | shares | 175,000 |
Number of Options Exercised | shares | 0 |
Number of Options Forfeited | shares | 0 |
Number of Options Expired | shares | 0 |
Number of Options Outstanding, Ending | shares | 1,939,500 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 1.92 |
Weighted Average Exercise Price Granted | $ / shares | 2.21 |
Weighted Average Exercise Price Exercised | $ / shares | |
Weighted Average Exercise Price Forfeited | $ / shares | |
Weighted Average Exercise Price Expired | $ / shares | |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 1.95 |
3. Equity (Details - Options by
3. Equity (Details - Options by exercise price) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | |
Option Price $4.00 [Member] | ||
Options Outstanding | 300,000 | |
Options Exercisable | 0 | |
Option Price $2.21 [Member] | ||
Options Outstanding | 175,000 | |
Options Exercisable | 0 | |
Option Price $2.00 [Member] | ||
Options Outstanding | 789,500 | |
Options Exercisable | 0 | |
Option Price $1.50 [Member] | ||
Options Outstanding | 400,000 | |
Options Exercisable | 225,014 | |
Option Price $0.045 [Member] | ||
Options Outstanding | 275,000 | |
Options Exercisable | 198,624 | |
Options [Member] | ||
Options Outstanding | 1,939,500 | 1,764,500 |
Weighted Average Remaining Contractual Life | 8 years 11 months 4 days | |
Weighted Average Exercise Price | $ 1.95 | $ 1.92 |
Options Exercisable | 423,638 | |
Weighted Average Exercise Price | $ 0.82 | |
Options [Member] | Option Price $4.00 [Member] | ||
Weighted Average Remaining Contractual Life | 9 years 7 months 10 days | |
Options [Member] | Option Price $2.21 [Member] | ||
Weighted Average Remaining Contractual Life | 9 years 11 months 12 days | |
Options [Member] | Option Price $2.00 [Member] | ||
Weighted Average Remaining Contractual Life | 9 years 2 months 30 days | |
Options [Member] | Option Price $1.50 [Member] | ||
Weighted Average Remaining Contractual Life | 8 years 2 months 1 day | |
Options [Member] | Option Price $0.045 [Member] | ||
Weighted Average Remaining Contractual Life | 7 years 7 months 21 days |
3. Equity (Details - Warrant Ac
3. Equity (Details - Warrant Activity) - Warrants [Member] | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Number of Warrants | |
Number of Warrants Outstanding, Beginning | shares | 3,986,630 |
Number of Warrants Granted | shares | 0 |
Number of Warrants Exercised | shares | 0 |
Number of Warrants Forfeited | shares | 0 |
Number of Warrants Expired | shares | 0 |
Number of Warrants Outstanding, Ending | shares | 3,986,630 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 3.99 |
Weighted Average Exercise Price Granted | $ / shares | |
Weighted Average Exercise Price Exercised | $ / shares | |
Weighted Average Exercise Price Forfeited | $ / shares | |
Weighted Average Exercise Price Expired | $ / shares | |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 3.99 |
3. Equity (Details - Warrants b
3. Equity (Details - Warrants by exercise price) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Warrant price $11.00 [Member] | ||
Warrants outstanding | 1,206,059 | |
Weighed average remaining life | 2 years 4 months 20 days | |
Warrants exercisable | 1,206,059 | |
Warrant price $4.00 [Member] | ||
Warrants outstanding | 148,750 | |
Weighed average remaining life | 4 years 7 months 10 days | |
Warrants exercisable | 0 | |
Warrant price $2.00 [Member] | ||
Warrants outstanding | 63,750 | |
Weighed average remaining life | 4 years 2 months 5 days | |
Warrants exercisable | 63,750 | |
Warrant price $1.75 [Member] | ||
Warrants outstanding | 100,000 | |
Weighed average remaining life | 4 years 15 days | |
Warrants exercisable | 61,116 | |
Warrant price $1.50 [Member] | ||
Warrants outstanding | 14,000 | |
Weighed average remaining life | 3 years 2 months 12 days | |
Warrants exercisable | 14,000 | |
Warrant price $0.70 [Member] | ||
Warrants outstanding | 2,454,071 | |
Weighed average remaining life | 3 years 9 months | |
Warrants exercisable | 2,454,071 | |
Warrants [Member] | ||
Warrants outstanding | 3,986,630 | 3,986,630 |
Weighed average exercise price, warrants outstanding | $ 3.99 | $ 3.99 |
Weighed average remaining life | 3 years 4 months 17 days | |
Warrants exercisable | 3,798,996 | |
Weighed average exercise price, warrants exercisable | $ 4.01 |
3. Equity (Details Narrative)
3. Equity (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2017 | |
Share-based compensation expense | $ 242,209 | $ 44,016 | |
Options [Member] | |||
Share-based compensation expense | $ 242,209 | $ 44,016 | |
Options granted | 175,000 | ||
Vesting term | 8 years 11 months 4 days | ||
Option expiration period | 10 years | ||
Option exercise price | $ 2.21 | ||
Aggregate intrinsic value options exercisable | $ 543,181 | ||
Options [Member] | Employee [Member] | |||
Vesting term | 4 years | ||
Options [Member] | Two Consultants [Member] | |||
Vesting term | 1 year | ||
Warrants [Member] | |||
Share-based compensation expense | $ 76,262 | ||
Aggregate intrinsic value of warrants exercisable | $ 3,471,865 | ||
2017 Stock Plan [Member] | |||
Shares authorized under plan | 2,000,000 |
4. Commitments and Contingenc_2
4. Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Technology Rights And Development Agreement [Member] | Houston Pharmaceuticals [Member] | ||
Contractual obligation | $ 50,000 | $ 45,833 |
Patent and Technology License Agreement [Member] | UTMDACC [Member] | ||
License fee | $ 50,000 |