Document And Entity Information
Document And Entity Information | 12 Months Ended |
Dec. 31, 2020shares | |
Document Information Line Items | |
Entity Registrant Name | Aptorum Group Ltd |
Document Type | 20-F |
Current Fiscal Year End Date | --12-31 |
Amendment Flag | false |
Entity Central Index Key | 0001734005 |
Entity Current Reporting Status | Yes |
Entity Voluntary Filers | No |
Entity Filer Category | Non-accelerated Filer |
Entity Well-known Seasoned Issuer | No |
Document Period End Date | Dec. 31, 2020 |
Document Fiscal Year Focus | 2020 |
Document Fiscal Period Focus | FY |
Entity Emerging Growth Company | true |
Entity Shell Company | false |
Entity Ex Transition Period | false |
Document Annual Report | true |
Document Shell Company Report | false |
Document Transition Report | false |
Entity File Number | 001-38764 |
Entity Incorporation, State or Country Code | E9 |
Entity Interactive Data Current | Yes |
Class A Ordinary Shares | |
Document Information Line Items | |
Entity Common Stock, Shares Outstanding | 11,584,324 |
Class B Ordinary Shares | |
Document Information Line Items | |
Entity Common Stock, Shares Outstanding | 22,437,754 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash | $ 3,495,231 | $ 5,189,003 |
Restricted cash | 130,125 | 104,170 |
Digital currencies | 1,539 | 1,539 |
Accounts receivable | 62,221 | 40,543 |
Inventories | 39,133 | 34,185 |
Marketable securities, at fair value | 28,384,944 | 1,063,111 |
Investments in derivatives | 4,289 | 203,320 |
Amounts due from related parties | 962 | |
Due from brokers | 160,337 | 317,005 |
Other receivables and prepayments | 1,378,996 | 1,079,043 |
Total current assets | 33,656,815 | 8,032,881 |
Property, plant and equipment, net | 4,686,323 | 7,093,035 |
Operating lease right-of-use assets | 547,389 | |
Non-marketable investments | 4,079,707 | 7,112,180 |
Intangible assets, net | 964,857 | 1,311,683 |
Amounts due from related parties | 50,000 | |
Long-term deposits | 296,225 | 294,606 |
Other non-current assets | 59,833 | |
Total Assets | 44,231,316 | 23,954,218 |
Current liabilities: | ||
Amounts due to related parties | 145,926 | 41,593 |
Accounts payable and accrued expenses | 3,240,772 | 2,586,527 |
Finance lease liabilities current | 49,396 | 46,555 |
Operating lease liabilities, current | 432,600 | |
Total current liabilities | 3,868,694 | 2,674,675 |
Finance lease liabilities, non-current | 47,923 | 97,319 |
Operating lease liabilities, non-current | 155,121 | |
Loan payables to related parties | 2,007,285 | 6,330,472 |
Total Liabilities | 6,079,023 | 9,102,466 |
Commitments and contingencies | ||
EQUITY | ||
Additional paid-in capital | 38,247,903 | 24,887,624 |
Accumulated other comprehensive income (loss) | 53,296 | (5,552) |
Accumulated deficit | (30,489,126) | (37,555,980) |
Total equity attributable to the shareholders of Aptorum Group Limited | 41,834,151 | 16,361,208 |
Non-controlling interests | (3,681,858) | (1,509,456) |
Total equity | 38,152,293 | 14,851,752 |
Total Liabilities and Equity | 44,231,316 | 23,954,218 |
Class A Ordinary Shares | ||
EQUITY | ||
Common stock value | 11,584,324 | 6,597,362 |
Total equity | 11,584,324 | 6,597,362 |
Class B Ordinary Shares | ||
EQUITY | ||
Common stock value | 22,437,754 | 22,437,754 |
Total equity | $ 22,437,754 | $ 22,437,754 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Class A Ordinary Shares | ||
Ordinary shares par value (in Dollars per share) | $ 1 | $ 1 |
Ordinary shares authorized | 60,000,000 | 60,000,000 |
Ordinary shares issued | 11,584,324 | 6,597,362 |
Ordinary shares outstanding | 11,584,324 | 6,597,362 |
Class B Ordinary Shares | ||
Ordinary shares par value (in Dollars per share) | $ 1 | $ 1 |
Ordinary shares authorized | 40,000,000 | 40,000,000 |
Ordinary shares issued | 22,437,754 | 22,437,754 |
Ordinary shares outstanding | 22,437,754 | 22,437,754 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue | |||
Healthcare services income | $ 911,509 | $ 535,166 | $ 383,450 |
Operating expenses | |||
Cost of healthcare services | (1,015,023) | (794,545) | (318,011) |
Research and development expenses | (11,586,923) | (6,939,051) | (3,101,432) |
General and administrative fees | (4,853,488) | (7,373,425) | (4,919,626) |
Legal and professional fees | (2,854,225) | (3,405,705) | (1,811,770) |
Other operating expenses | (877,391) | (220,891) | (560,709) |
Total operating expenses | (21,187,050) | (18,733,617) | (10,711,548) |
Other income (loss), net | |||
Gain (loss) on investments in marketable securities, net | 25,241,556 | (81,839) | 501,522 |
Gain on non-marketable investments | 1,147,190 | ||
(Loss) gain on investments in derivatives, net | (199,031) | 87,599 | (974,444) |
Gain on use of digital currencies | 46,717 | ||
Gain on extinguishment of convertible debts | 1,198,490 | ||
Changes in fair value of warrant liabilities | (866,300) | 124,726 | |
Interest expense, net | (243,628) | (3,699,672) | (4,458,191) |
Rental income | 30,894 | 16,868 | |
Sundry income | 365,917 | 232,460 | |
Total other income (loss), net | 25,195,708 | (1,918,487) | (4,806,387) |
Net income (loss) | 4,920,167 | (20,116,938) | (15,134,485) |
Net loss attributable to non-controlling interests | 2,146,687 | 1,430,176 | 302,762 |
Deemed dividend related to warrants down round provision | (755,514) | ||
Net income (loss) attributable to Aptorum Group Limited | $ 6,311,340 | $ (18,686,762) | $ (14,831,723) |
Net income (loss) per share attributable to Aptorum Group Limited | |||
- Basic (in Dollars per share) | $ 0.20 | $ (0.64) | $ (0.53) |
- Diluted (in Dollars per share) | $ 0.20 | $ (0.64) | $ (0.53) |
Weighted-average shares outstanding | |||
- Basic (in Shares) | 31,135,882 | 29,008,445 | 27,909,788 |
- Diluted (in Shares) | 31,534,473 | 29,008,445 | 27,909,788 |
Net income (loss) | $ 4,920,167 | $ (20,116,938) | $ (15,134,485) |
Other comprehensive income (loss) | |||
Unrealized loss on investments in available-for-sale securities | (1,122,251) | ||
Exchange differences on translation of foreign operations | 58,848 | (10,897) | 5,345 |
Other comprehensive income (loss) | 58,848 | (10,897) | (1,116,906) |
Comprehensive income (loss) | 4,979,015 | (20,127,835) | (16,251,391) |
Comprehensive loss attributable to non-controlling interests | 2,146,687 | 1,430,176 | 302,762 |
Deemed dividend related to warrants down round provision | (755,514) | ||
Comprehensive income (loss) attributable to the shareholders of Aptorum Group Limited | $ 6,370,188 | $ (18,697,659) | $ (15,948,629) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders’ Equity - USD ($) | Class A Ordinary Shares | Class B Ordinary Shares | Additional Paid-in Capital Amount | Accumulated deficit Amount | Accumulated other comprehensive income (loss) Amount | Non- controlling interests Amount | Total |
Balance, at Dec. 31, 2017 | $ 5,426,381 | $ 22,437,754 | $ 5,294,402 | $ (2,547,462) | $ (367,782) | $ (14,045) | $ 30,229,248 |
Balance, (in Shares) at Dec. 31, 2017 | 5,426,381 | 22,437,754 | |||||
Issuance of initial public offering of ordinary shares on December 17, 2018 at $15.8 per share, net of underwriting discount and offering expenses | $ 761,419 | 9,536,631 | 10,298,050 | ||||
Issuance of initial public offering of ordinary shares on December 17, 2018 at $15.8 per share, net of underwriting discount and offering expenses (in Shares) | 761,419 | ||||||
Proceeds from non-controlling interest | 51,727 | (51,726) | 1 | ||||
Converted from convertible debts | $ 349,469 | 2,683,839 | 3,033,308 | ||||
Converted from convertible debts (in Shares) | 349,469 | ||||||
Unrealized loss on investments in available-for-sale securities | (1,122,251) | (1,122,251) | |||||
Exchange difference on translation of foreign operation | 5,345 | 5,345 | |||||
Beneficial conversion feature | 5,436,686 | 5,436,686 | |||||
Net income (loss) | (14,831,723) | (302,762) | (15,134,485) | ||||
Balance, at Dec. 31, 2018 | $ 6,537,269 | $ 22,437,754 | 23,003,285 | (17,379,185) | (1,484,688) | (368,533) | 32,745,902 |
Balance, (in Shares) at Dec. 31, 2018 | 6,537,269 | 22,437,754 | |||||
Adjustment to opening balance of equity | (1,490,033) | 1,490,033 | |||||
Issuance of shares to non-controlling interest | 10,672 | (10,672) | |||||
Issuance of tokens | 300,000 | 300,000 | |||||
Reacquisition of convertible bonds | (1,298,490) | (1,298,490) | |||||
Disposal of a subsidiary | (75) | (75) | |||||
Share-based compensation | 1,612,832 | 1,612,832 | |||||
Exercise of warrants | $ 60,093 | 1,559,325 | 1,619,418 | ||||
Exercise of warrants (in Shares) | 60,093 | ||||||
Exchange difference on translation of foreign operation | (10,897) | (10,897) | |||||
Net income (loss) | (18,686,762) | (1,430,176) | (20,116,938) | ||||
Balance, at Dec. 31, 2019 | $ 6,597,362 | $ 22,437,754 | 24,887,624 | (37,555,980) | (5,552) | (1,509,456) | 14,851,752 |
Balance, (in Shares) at Dec. 31, 2019 | 6,597,362 | 22,437,754 | |||||
Issuance of shares to non-controlling interest | 25,715 | (25,715) | |||||
Share-based compensation | 1,478,565 | 1,478,565 | |||||
Exercise of warrants | $ 313,513 | (313,513) | |||||
Exercise of warrants (in Shares) | 313,513 | ||||||
Issuance of Class A Ordinary Shares and warrants, net of issuance cost | $ 4,120,581 | 12,661,754 | 16,782,335 | ||||
Issuance of Class A Ordinary Shares and warrants, net of issuance cost (in Shares) | 4,120,581 | ||||||
Warrant Exchange | $ 540,540 | (540,540) | |||||
Warrant Exchange (in Shares) | 540,540 | ||||||
Exercise of options | $ 12,328 | 48,298 | $ 60,626 | ||||
Exercise of options (in Shares) | 12,328 | 12,328 | |||||
Exchange difference on translation of foreign operation | 58,848 | $ 58,848 | |||||
Net income (loss) | 7,066,854 | (2,146,687) | 4,920,167 | ||||
Balance, at Dec. 31, 2020 | $ 11,584,324 | $ 22,437,754 | $ 38,247,903 | $ (30,489,126) | $ 53,296 | $ (3,681,858) | $ 38,152,293 |
Balance, (in Shares) at Dec. 31, 2020 | 11,584,324 | 22,437,754 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Shareholders’ Equity (Parentheticals) | Dec. 31, 2018$ / shares |
Statement of Stockholders' Equity [Abstract] | |
Initial public offering of ordinary shares | $ 15.8 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities | |||
Net income (loss) | $ 4,920,167 | $ (20,116,938) | $ (15,134,485) |
Adjustments to reconcile net income (loss) to net cash used in operating activities | |||
Amortization and depreciation | 1,334,661 | 1,299,618 | 682,292 |
Share-based compensation | 1,478,565 | 1,612,832 | |
(Gain) loss on investments in marketable securities, net | (25,241,556) | 81,839 | (501,522) |
Gain on non-marketable investments | (1,147,190) | ||
Loss (gain) on investments in derivatives, net | 199,031 | (87,599) | 974,444 |
Changes in fair value of warrant liabilities | 866,300 | (124,726) | |
Gain on use of digital currencies | (46,717) | ||
Settlement of service fee by tokens and digital currencies | 24,000 | 437,178 | |
Operating lease cost | 483,398 | ||
Loss on disposal of property, plant and equipment | 50,197 | ||
Impairment loss of property, plant and equipment | 330,445 | ||
Impairment loss of intangible assets | 200,000 | ||
Gain on extinguishment of convertible debts | (1,198,490) | ||
Interest income | (825) | (79,558) | (108,512) |
Interest expense and accretion of convertible debts | 237,163 | 3,769,263 | 4,559,714 |
Accretion of finance lease obligation | 7,290 | 9,967 | 6,989 |
Changes in operating assets and liabilities | |||
Accounts receivable | (21,678) | (37,716) | (2,827) |
Inventories | (4,948) | (3,543) | (30,642) |
Other receivables and prepayments | (358,365) | (427,541) | (45,911) |
Other non-current assets | (179,500) | ||
Long-term deposits | 20 | 55,429 | (111,951) |
Due from brokers | 156,668 | 501,963 | 751 |
Amounts due from related parties | 50,962 | 168,089 | (79,204) |
Amounts due to related parties | (120,560) | (26,060) | 1,004 |
Accounts payable and accrued expenses | 800,960 | 986,241 | 58,555 |
Operating lease liabilities | (457,508) | ||
Net cash used in operating activities | (15,931,913) | (13,382,633) | (10,035,531) |
Cash flows from investing activities | |||
Purchase of digital currencies | (200,000) | ||
Purchases of intangible assets | (70,109) | (417,794) | |
Purchases of property, plant and equipment | (161,314) | (837,062) | (5,646,505) |
Proceeds from disposal of property, plant and equipment | 1,051,282 | ||
Proceeds from sales of investment securities | 952,196 | 999,110 | 2,312 |
Disbursement of a loan to a third party | (1,400,000) | (3,000,000) | |
Repayment of a loan from a third party | 1,400,000 | 3,000,000 | |
Net cash provided by (used in) investing activities | 1,842,164 | (108,061) | (6,061,987) |
Cash flows from financing activities | |||
Loan from related parties | 1,000,000 | 6,330,472 | |
Repayment of loan from related parties | (5,306,558) | ||
Payment for settlement of convertible debts | (13,600,000) | ||
Proceeds from issuance of convertible debts | 16,120,400 | ||
Proceeds from issuance of Class A Ordinary Shares and warrants | 17,497,426 | 11,054,319 | |
Payments of offering costs | (715,091) | (538,122) | |
Payments for debt issuance costs | (1,099,316) | ||
Payment of finance lease obligations | (53,845) | (53,843) | (58,332) |
Net cash provided by (used in) financing activities | 12,421,932 | (7,323,371) | 25,478,949 |
Net (decrease) increase in cash and restricted cash | (1,667,817) | (20,814,065) | 9,381,431 |
Cash and restricted cash – Beginning of year | 5,293,173 | 26,107,238 | 16,725,807 |
Cash and restricted cash – End of year | 3,625,356 | 5,293,173 | 26,107,238 |
Supplemental disclosures of cash flow information | |||
Interest paid | 131,554 | 557,333 | 606,989 |
Income taxes paid | |||
Proceeds in broker accounts | 952,196 | 999,110 | 640,227 |
Non-cash operating, investing and financing activities | |||
Right-of-use assets obtained in exchange for new operating lease liabilities | 1,107,206 | ||
Issuance of token in exchange of services | 300,000 | ||
Net settlement of related party balances | 164,973 | ||
Equipment acquired through finance lease | 239,093 | ||
Conversion of convertible debts | 3,033,308 | ||
Settlement of service fee by tokens and digital currencies | 24,000 | 437,178 | |
Deemed dividend related to warrants down round provision | 755,514 | ||
Reconciliation of cash and restricted cash | |||
Cash | 3,495,231 | 5,189,003 | 12,006,624 |
Restricted cash | 130,125 | 104,170 | 14,100,614 |
Total cash and restricted cash shown in the consolidated statements of cash flows | $ 3,625,356 | $ 5,293,173 | $ 26,107,238 |
Organization
Organization | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
ORGANIZATION | 1. ORGANIZATION The consolidated financial statements include the financial statements of Aptorum Group Limited (the “Company”) and its subsidiaries. The Company and its subsidiaries are hereinafter collectively referred to as the “Group”. The Company, formerly known as APTUS Holdings Limited and STRIKER ASIA OPPORTUNITIES FUND CORPORATION, is a company incorporated on September 13, 2010 under the laws of the Cayman Islands with limited liability. On March 1, 2017, the Company changed from an investment fund with management shares and non-voting participating redeemable preference shares to a holding company with operating subsidiaries. After that, the Company has become a biopharmaceutical company. The Company researches and develops life science and biopharmaceutical products within its wholly-owned subsidiary, Aptorum Therapeutics Limited, formerly known as APTUS Therapeutics Limited (“Aptorum Therapeutics”) and its indirect subsidiary companies (collectively, “Aptorum Therapeutics Group”). Below summarizes the list of the major subsidiaries consolidated as of December 31, 2020: Name Incorporation Ownership Place of Principle activities Aptorum Therapeutics Limited June 30, 2016 100% Cayman Islands Research and development of life science and biopharmaceutical products APTUS MANAGEMENT LIMITED May 16, 2017 100% Hong Kong Provision of management services to its holding company and fellow subsidiaries Aptorum Medical Limited August 28, 2017 93% Cayman Islands Provision of medical clinic services Aptorum Innovations Holding Limited April 15, 2019 100% Cayman Islands Investment holding company Aptorum Innovations Holding Pte. Limited June 5, 2019 75% Singapore Research and development of life science and biopharmaceutical products Acticule Life Sciences Limited June 30, 2017 80% Cayman Islands Research and development of life science and biopharmaceutical products Claves Life Sciences Limited August 2, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products Nativus Life Sciences Limited July 7, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products Videns Incorporation Limited March 2, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products mTOR (Hong Kong) Limited November 4, 2016 90% Hong Kong Research and development of life science and biopharmaceutical products Scipio Life Sciences Limited July 19, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products Signate Life Sciences Limited August 28, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products |
Liquidity
Liquidity | 12 Months Ended |
Dec. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
LIQUIDITY | 2. LIQUIDITY The Group reported a net operating loss of $20,275,541 and net operating cash outflow of $15,931,913 for the year ended December 31, 2020. In addition, the Group had an accumulated deficit of $30,489,126 as of December 31, 2020. The Group’s operating results for future periods are subject to numerous uncertainties and it is uncertain if the Group will be able to reduce or eliminate its net losses for the foreseeable future. If management is not able to generate significant revenues from its product candidates currently in development, the Group may not be able to achieve profitability. The Group’s principal sources of liquidity have been cash, marketable securities and line of credit facility from related parties. As of the date of issuance of the consolidated financial statements, the Group has approximately $2.4 million of restricted and unrestricted cash and approximately $10.7 million of undrawn line of credit facility from related parties. Based upon the current market price of the Group’s marketable securities, it anticipates it can liquidate such marketable securities, if necessary. In addition, the Group will need to maintain its operating costs at a level through strictly cost control and budget to ensure operating costs will not exceed such aforementioned sources of funds in order to continue as a going concern for a period within one year after the issuance of its consolidated financial statements. The Group believes that available cash, together with the efforts from aforementioned management plan and actions, should enable the Group to meet current anticipated cash needs for at least the next 12 months after the date that the consolidated financial statements are issued and the Group has prepared the consolidated financial statements on a going concern basis. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Principles of presentation and consolidation The consolidated financial statements of the Group are presented on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company, its direct and indirect wholly and majority owned subsidiaries. All material intercompany balances and transactions have been eliminated in preparation of the consolidated financial statements. Non-controlling interests Non-controlling interests represent the equity interests that are not attributable to the Group. Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements as well as income and expenses during the reporting period. Significant accounting estimates reflected in the Group’s consolidated financial statements include valuation of equity securities, fair value of investments in securities, convertible debts, finance lease, warrants and share options, the useful lives of intangible assets and property, plant and equipment, impairment of long-lived assets, valuation allowance for deferred tax assets, and collectability of receivables. Actual results could differ from those estimates. Foreign currency translation and transaction USD is the reporting currency. The functional currency of subsidiaries in the Cayman Islands, Seychelles, Samoa and the United States are USD, the functional currency of subsidiaries in Hong Kong is Hong Kong Dollars (“HKD”), the functional currency of a subsidiary in Singapore is Singapore Dollars (“SGD”), the functional currency of a subsidiary in the United Kingdom is Great British Pound (“GBP”), the functional currency of subsidiaries in Canada is Canadian Dollars (“CAD”), and the functional currency of subsidiaries in Ireland is Euro (“EUR”). An entity’s functional currency is the currency of the primary economic environment in which it operates, normally that is the currency of the environment in which it primarily generates and expends cash. The management considered various indicators, such as cash flows, market expenses, financing and inter-company transactions and arrangements in determining the Group’s functional currency. In the consolidated financial statements, the financial information of the Company and its subsidiaries, which use HKD, SGD, GBP, CAD and EUR as their functional currency, has been translated into USD. Assets and liabilities are translated from each subsidiary’s functional currency at the exchange rates on the balance sheet dates, equity amounts are translated at historical exchange rates, and revenues, expenses, gains, and losses are translated using the average exchange rates for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive income or loss in the consolidated statements of operations and comprehensive income or loss. Cash Cash consists of cash on hand and bank deposits, which is unrestricted as to withdraw and use. Restricted cash Restricted cash represented time deposits pledged for banking facilities. Digital currencies Digital currencies represented BitCoin, Ethereum, or other virtual currencies that the Group purchased and used to settle certain token related expenses. Digital currencies are included in current assets in the consolidated balance sheets. Digital currencies purchased are recorded at cost. Digital currencies held are accounted for as intangible assets with indefinite useful lives. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value, which is measured using the quoted price of the digital currency at the time its fair value is being measured. In testing for impairment, the Group has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Group concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. Purchases of digital currencies by the Group are included within investing activities in the consolidated statements of cash flows. The utilization of digital currencies in exchange of services are included within operating activities in the consolidated statements of cash flows and any gains or losses from such use are included in other income (loss) in the consolidated statements of operations. The Company accounts for its gains or losses in accordance with the first in first out (FIFO) method. Inventories Inventories are stated at lower of cost and net realizable value. Cost is determined using the weighted average method. Where there is evidence that the utility of inventories, in their disposal in the ordinary course of business, will be less than cost, whether due to physical deterioration, obsolescence, changes in price levels, or other causes, the inventories are written down to net realizable value. Accounts receivable Accounts receivable are stated at the original amount less an allowance for doubtful receivables, if any, based on a review of all outstanding amounts at period end. An allowance is also made when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. The Group analyzes the aging of the customer accounts, historical and current economic trends and the age of the receivables when evaluating the adequacy of the allowance for doubtful accounts. Marketable securities Marketable securities are publicly traded stocks measured at fair value and classified within Level 1 and 2 in the fair value hierarchy because the Group either uses quoted prices for identical assets in active markets, inputs that are based upon quoted prices for similar instruments in active markets, or quoted prices for identical assets in markets with insufficient volume or infrequent transaction (less active markets). Investments in derivatives Investments in derivatives are warrants measured at fair value, with gains or losses from changes in fair value recorded through earnings. The fair value of these warrants have been determined using the Black-Scholes pricing mode. The Black-Scholes pricing model provides for assumptions regarding volatility, call and put features and risk-free interest rates within the total period to maturity. Non-marketable investments Non-marketable investments are comprising of investments in non-redeemable preferred shares of privately-held companies that are not required to be consolidated under the variable interest or voting models. Non-marketable investments are classified as non-current assets on the consolidated balance sheets as those investments do not have stated contractual maturity dates. The non-marketable equity securities not accounted for under the equity method are measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer. Adjustments are determined primarily based on a market approach as of the transaction date. Fair value measurement Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact its business, and it considers assumptions that market participants would use when pricing the asset or liability. As a basis for considering such assumptions, a three-tier fair value hierarchy prioritizes the inputs utilized in measuring fair value as follows: ● Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. ● Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. ● Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The hierarchy requires the Group to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Group has estimated the fair value amounts of its financial instruments using the available market information and valuation methodologies considered to be appropriate and has determined that the carrying value of the Group’s cash, restricted cash, accounts receivable, due from brokers, other receivables and prepayments, amounts due from/to related parties and accounts payable and accrued expenses as of December 31, 2020 and 2019 approximate fair value due to the short-term nature of these assets and liabilities. Property, plant and equipment Property, plant and equipment is stated at cost less accumulated depreciation and impairment losses. Cost represents the purchase price of the asset and other costs incurred to bring the asset into its existing use. Maintenance, repairs and betterments, including replacement of minor items, are charged to expense; major additions to physical properties are capitalized. Assets under construction are stated at cost less impairment losses. Cost comprises of cost of laboratory equipment delivered but not ready to be used, together with interest expense capitalized during the period of construction or installation and testing. Capitalization of these costs ceases and the asset concerned is transferred to the appropriate fixed assets category when substantially all the activities necessary to prepare the asset for its intended use are completed. Depreciation of property, plant and equipment is provided using the straight-line method over their estimated useful lives: Building 29 years Computer equipment 3 years Furniture, fixture, and office and medical equipment 5 years Leasehold improvements Shorter of the remaining lease terms or 5 years Laboratory equipment 5 years Motor vehicle 5 years Upon sale or disposal, the applicable amounts of asset cost and accumulated depreciation are removed from the accounts and the net amount less proceeds from disposal is charged or credited to income. Other non-current assets Other non-current assets represents laboratory supplies that can be used for more than one year. It is stated at cost less accumulated depreciation and impairment losses. Cost represents the purchase price of the supplies. Amortization of other non-current assets is provided using the straight-line method over their estimated useful lives. The amortization expenses for the years ended December 31, 2020, 2019 and 2018 are $59,833, $59,834 and $59,833, respectively. Intangible assets Indefinite-lived intangible assets are tested for impairment at least annually and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Indefinite-lived intangible assets are impaired if their estimated fair values are less than their carrying values. Finite-lived intangible assets are carried at cost less accumulated amortization and impairment if any. The finite intangible assets are amortized over their estimated useful life, which is the period over which the assets are expected to contribute directly or indirectly to the future cash flows of the Group. These intangible assets are tested for impairment at the time of a triggering event, if one were to occur. Finite-lived intangible assets may be impaired when the estimated undiscounted future cash flows generated from the assets are less than their carrying amounts. The Group’s intangible assets mainly consist of computer software, exclusive rights in prepaid patented and unpatented licenses. The prepaid patented licenses are for clinical purpose or further development into other products. Prepaid unpatented license is for further development, once the associated research and development efforts are completed, the prepaid unpatented license will be reclassified as a finite-lived asset and is amortized over its useful life. The estimated useful life of the exclusive rights in using patents is generally the remaining patent life from the acquisition date to expiration date under the law, which is 17 to 20 years, the Group will reassess the remaining patent life on annual basis, and the Group will assess the intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. Impairment of long-lived assets The Group reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. When these events occur, the Group measures impairment by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Group would recognize an impairment loss, which is the excess of carrying amount over the fair value of the assets, using the expected future discounted cash flows. Convertible debts The Group determines the appropriate accounting treatment of its convertible debts in accordance with the terms in relation to the conversion feature, call and put option, beneficial conversion feature (“BCF”) and settlement feature. After considering the impact of such features, the Group concluded that, the convertible debts contained a contingent beneficial conversion feature, which shall not be recognized in earnings until the contingency is resolved, and therefore accounted for such instrument as a liability in its entirety. Convertible debts were subsequently measured at amortized cost, using the effective interest rate method. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The effective interest rate amortization is included in interest expense in the consolidated statements of operations. Management concluded that the contingency was effectively resolved upon the completion of the IPO on December 17, 2018 so that part of the convertible debts were converted automatically accordingly. The BCF derecognized upon automatic conversion was recorded as interest expense with a corresponding increase to additional paid-in capital. The remaining BCF was recorded as debt discount, which was amortized through the maturity of the convertible debts, with a corresponding increase to additional paid-in capital. On April 24, 2019, the Group repurchased its convertible debts at approximately $13.6 million with carrying amount of approximately $13.5 million and a gain on extinguishment on convertible debts of approximately $1.2 million was recognized. The repurchasing of convertible debts is considered an extinguishment and the difference between the repurchasing price of debt, the net carrying amount of the extinguished debt and the intrinsic value of BCF is recognized in the consolidated statements of operations. The intrinsic value of BCF of approximately $1.3 million at the extinguishment date was recorded as a reduction of additional paid-in capital. Deferred offering costs Deferred offering costs consist principally of legal and registration costs in connection with the Group’s public offering. Such costs are deferred until the closing of the offering, at which time the deferred costs are offset against the offering proceeds and charged to additional paid-in capital. Operating leases Prior to the adoption of Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) and subsequent amendments to the initial guidance including ASU No. 2017-13, ASU No. 2018-10, ASU No. 2018-11, ASU No. 2018-20, and ASU No. 2019-01 (collectively, “Topic 842”), operating leases were not recognized on the consolidated balance sheets, instead, rental expenses with fixed payments were recognized on a straight-line basis over the lease term. Effective January 1, 2020, the Group adopted Topic 842 using a modified retrospective transition approach for leases that exist at, or are entered into after January 1, 2020, and has not recast the comparative periods presented in the consolidated financial statements. At the inception of a contract, the Group determines if the arrangement is, or contains, a lease. Operating lease liabilities are recognized at lease commencement based on the present value of lease payments over the lease term. Operating lease right-of-use assets are initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred and less any lease incentives received. As the rate implicit in the lease cannot be readily determined, the Group uses incremental borrowing rate at the lease commencement date in determining the imputed interest and present value of lease payments. The incremental borrowing rate is determined based on the rate of interest that the Group would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term in a similar economic environment. The lease term for all of the Group’s leases includes the non-cancellable period of the lease plus any additional periods covered by either a Group’s option to extend (or not to terminate) the lease that the Group is reasonably certain to exercise, or an option to extend (or not to terminate) the lease controlled by the lessor. For operating leases, the Group recognizes a single lease cost on a straight-line basis over the remaining lease term. The Group has elected not to recognize right-of-use assets or lease liabilities for leases with an initial term of 12 months or less and the Group recognizes lease expense for these leases on a straight-line basis over the lease terms. Finance lease Leases that transfer substantially all the rewards and risks of ownership of assets to the Group, other than legal title, are accounted for as finance leases. At the inception of a finance lease, the cost of the leased asset is capitalized at the present value of the minimum lease payments and recorded together with the obligation, excluding the interest element, to reflect the purchase and financing. Assets held under capitalized finance leases are included in property, plant and equipment, and depreciated over the shorter of the lease terms and the estimated useful lives of the assets. The interest expenses of such leases are charged to the consolidated statements of operations to provide a constant periodic rate of charge over the lease terms. Warrants In connection of the issuance of Class A Ordinary Shares, the Company may issue warrants to purchase Class A Ordinary Shares. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity. Revenue recognition Revenue is recognized when (or as) the Group satisfies performance obligations by transferring a promised goods or services to a customer. Revenue is measured at the transaction price which is based on the amount of consideration that the Group expects to receive in exchange for transferring the promised goods or services to the customer. Revenue from healthcare services is measured upon the provision of the relevant services. Cost of healthcare services Cost of healthcare services rendered represents cost in relation to the medical services provided including the compensation of the physicians and cost of pharmaceutical supplies and medicine. Research and development expenses Research and development costs are expensed as incurred. Research and development expenses are comprised of costs incurred in performing research and development activities, including amortization of the patent license, depreciation of laboratory equipment, costs of engaging external consultants, advisors and contracted research organization to conduct preclinical development activities and trials, and sponsored research expenses to universities and research institutions. Income taxes The Group accounts for income taxes under the asset and liability method. Under this method, deferred income taxes are determined based on differences between the financial carrying amounts of existing assets and liabilities and their tax bases. Income taxes are provided for in accordance with the laws of the relevant taxing authorities. A valuation allowance is provided for deferred tax assets if it is more likely than not that these items will either expire before the Group is able to realize their benefits, or that future deductibility is uncertain. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. Uncertain tax positions The Group accounts for uncertainty in income taxes using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. Interest and penalties related to uncertain tax positions are recognized and recorded as necessary in the provision for income taxes. The Group recognizes interest on non-payment of income taxes and penalties associated with tax positions when a tax position does not meet more likely than not thresholds be sustained under examination. The tax returns of the Group’s Hong Kong subsidiaries are subject to examination by the relevant tax authorities. According to the Hong Kong Inland Revenue Department, the statute of limitation is six years if any company chargeable with tax has not been assessed or has been assessed at less than the proper amount, the statute of limitation is extended to ten years if the underpayment of taxes is due to fraud or willful evasion. According to United Kingdom, Singapore, the United States and Samoa tax rule, trading losses are available to be carried forward indefinitely. According to the Seychelles tax rule, net operating losses are available to be carried forward for 5 years. The Group did not have any material interest or penalties associated with tax positions for the years ended December 31, 2020, 2019 and 2018, and did not have any significant unrecognized uncertain tax positions as of December 31, 2020 and 2019. The Group does not believe that its assessment regarding unrecognized tax benefits will materially change over the next twelve months. Comprehensive income or loss U.S. GAAP generally requires that recognized revenue, expenses, gains and losses be included in net income or loss. Although certain changes in assets and liabilities are reported as separate components of the equity section of the consolidated balance sheets, such items, along with net income or loss, are components of comprehensive income or loss. The components of other comprehensive income or loss consist of exchange differences on translation of foreign operations. Net income or loss per share Basic net income or loss per share is computed by dividing net income or loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period. Diluted net income or loss per share reflects the potential dilution that could occur if securities or other contracts to issue ordinary shares were exercised or converted into ordinary shares. Potential dilutive securities are excluded from the calculation of diluted loss per share in loss periods as their effect would be anti-dilutive. Risks and uncertainties The Group is subject to a number of risks associated with companies at a similar stage, including dependence on key individuals, competition from similar services and larger companies, volatility of the industry, ability to obtain regulatory clearance, ability to obtain adequate financing to support growth, the ability to attract and retain additional qualified personnel to manage the anticipated growth of the Group and general economic conditions. Recently adopted accounting pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (“ASU 2016-02”), which requires a lessee to recognize a right-of-use asset and a lease liability for operating leases, initially measured at the present value of the future lease payments, in the balance sheet. ASU 2016-02 also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term, generally on a straight-line basis. Upon the adoption effective on January 1, 2020, the Group recognized operating lease right-of-use assets of $959,641, and operating lease liabilities of $982,288 in the consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815). ASU 2017-11 no longer requires the Group to consider down round features when determining whether its warrant and embedded conversion option is indexed to its own stock. The Group adopted this standard effective on January 1, 2020. The adoption does not have a material impact on the Group’s consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement, which amends ASC 820, Fair Value Measurement. This ASU modifies the disclosure requirements for fair value measurements by removing, modifying, or adding certain disclosures. The Group adopted this standard effective on January 1, 2020. The removed and modified disclosures are adopted on a retrospective basis and the new disclosures are adopted on a prospective basis. The adoption does not have a material impact on the Group’s consolidated financial statements. Recently issued accounting standards which have not yet been adopted The Group is an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2010 (the “JOBS Act”). Under the JOBS Act, the emerging growth companies (“EGCs”) can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (“ASU 2016-13”). Subsequently, the FASB issued ASU 2019-05, Financial Instruments- Credit Losses (Topic 326): Targeted Transition Relief. The amendments in ASU 2016-13 update guidance on reporting credit losses for financial assets. These amendments affect loans, debt securities, accounts receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The amendments are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The Group is currently evaluating the impact on its financial statements of adopting this guidance. In December 2019, the FASB issued Accounting Standards Update No. 2019-12, Income Taxes (Topic 740): “Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which simplifies the accounting for income taxes. This standard will be effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, on a prospective basis, and early adoption is permitted. The Group is currently evaluating the impact of the new standard on its consolidated financial statements. The Group does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material impact on the consolidated balance sheets, consolidated statements of operations and cash flows. |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2020 | |
Revenue [Abstract] | |
REVENUE | 4. REVENUE The Group adopted ASC 606 using the modified retrospective method as applied to customer contracts that were not completed as of January 1, 2019. As a result, financial information for reporting periods beginning after January 1, 2019 are presented under ASC 606, while comparative financial information has not been adjusted and continues to be reported in accordance with the Group’s historical accounting policy for revenue recognition prior to the adoption of ASC 606. For the years ended December 31, 2020, 2019 and 2018, all revenue came from provision of healthcare services in Hong Kong. |
Investment and Fair Value Measu
Investment and Fair Value Measurement | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
INVESTMENT AND FAIR VALUE MEASUREMENT | 5. INVESTMENT AND FAIR VALUE MEASUREMENT Assets Measured at Fair Value on a Recurring Basis The following table provides the assets and liabilities carried at fair value measured on a recurring basis as of December 31, 2020 and 2019: December 31, 2020 Level 1 Level 2 Level 3 Total Current Assets Marketable securities Common stocks $ 66,062 $ 28,318,882 $ - $ 28,384,944 Investments in derivatives Warrants - - 4,289 4,289 Total assets at fair value $ 66,062 $ 28,318,882 $ 4,289 $ 28,389,233 December 31, 2019 Level 1 Level 2 Level 3 Total Current Assets Marketable securities Common stocks $ 806,778 $ 256,333 $ - $ 1,063,111 Investments in derivatives Warrants - - 203,320 203,320 Total assets at fair value $ 806,778 $ 256,333 $ 203,320 $ 1,266,431 The following is a reconciliation of Level 3 assets measured and recorded at fair value on a recurring basis during the years ended December 31, 2020 and 2019: Warrants Balance at January 1, 2020 $ 203,320 Change in unrealized depreciation (199,031 ) Balance at December 31, 2020 $ 4,289 Net change in unrealized depreciation relating to investments still held at December 31, 2020 (198,549 ) Balance at January 1, 2019 $ 115,721 Change in unrealized appreciation 87,599 Balance at December 31, 2019 $ 203,320 Net change in unrealized appreciation relating to investments still held at December 31, 2019 87,599 The following table presents the quantitative information about the Group’s Level 3 fair value measurements of investment as of December 31, 2020 and 2019, which utilized significant unobservable internally-developed inputs: December 31, Valuation technique Unobservable input Range (weighted average) Warrants Black-Scholes Model Estimated time to exit Historical Volatility 6 months 122% December 31, Valuation technique Unobservable input Range (weighted average) Warrants Black-Scholes Model Estimated time to exit Historical Volatility 12-18 months 73% - 301% Non-marketable investments The Group’s non-marketable investments are investments in privately held companies without readily determinable fair values. The carrying value of the non-marketable investments are adjusted based on price changes from observable transactions of identical or similar securities of the same issuer (referred to as the measurement alternative) or for impairment. Any changes in carrying value are recorded within other income (loss), net in the consolidated statements of operations. The following is a summary of unrealized gains and losses recorded in other income (loss), net, and included as adjustments to the carrying value of non-marketable investments held as of December 31, 2020, 2019 and 2018 based on the observable price in an orderly transaction for the same or similar security of the same issuers: Year ended Year ended Year ended Upward adjustments $ - $ 1,017,468 $ - Total unrealized gain for non-marketable investments $ - $ 1,017,468 $ - The Group did not record any realized gains or losses for the non-marketable investments measured at fair value on a non-recurring basis during the years ended December 31, 2020, 2019 and 2018. The following table summarizes the total carrying value of the non-marketable investments held as of December 31, 2020 and 2019 including cumulative unrealized upward and downward adjustments made to the initial cost basis of the investments: December 31, December 31, Initial cost basis $ 4,079,707 $ 6,094,712 Upward adjustments - 1,017,468 Total carrying value at the end of the year $ 4,079,707 $ 7,112,180 For the year ended December 31, 2020, non-marketable investments with initial cost of $2,015,005 and accumulated upward adjustments of $1,017,468 were transferred into marketable securities, at fair value. |
Other Receivables and Prepaymen
Other Receivables and Prepayments | 12 Months Ended |
Dec. 31, 2020 | |
Other Income and Expenses [Abstract] | |
OTHER RECEIVABLES AND PREPAYMENTS | 6. OTHER RECEIVABLES AND PREPAYMENTS Other receivables and prepayments as of December 31, 2020 and 2019 consisted of: December 31, December 31, Prepaid insurance $ 82,060 $ 154,011 Prepaid service fee 174,114 296,565 Rental deposits 12,022 8,584 Prepaid rental expenses 14,251 37,169 Prepaid research and development expenses 978,044 453,634 Other receivables 74,176 109,714 Others 44,329 19,366 $ 1,378,996 $ 1,079,043 |
Digital Currencies
Digital Currencies | 12 Months Ended |
Dec. 31, 2020 | |
Digital Currencies [Abstract] | |
DIGITAL CURRENCIES | 7. Digital Currencies The following table presents additional information about digital currencies: December 31, December 31, Beginning balance $ 1,539 $ - Purchase of digital currencies - 200,000 Utilization of digital currencies to settle service fee - (245,178 ) Gain on use of digital currencies - 46,717 Ending balance $ 1,539 $ 1,539 |
Property, Plant and Equipment,
Property, Plant and Equipment, Net | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, PLANT AND EQUIPMENT, NET | 8. PROPERTY, PLANT AND EQUIPMENT, NET Property, plant and equipment as of December 31, 2020 and 2019 consisted of: December 31, December 31, Building $ - $ 1,488,396 Computer equipment 77,611 76,365 Furniture, fixture, and office and medical equipment 262,664 271,009 Leasehold improvements 542,514 665,546 Laboratory equipment 4,058,538 4,029,640 Motor vehicle 239,093 239,093 Assets in construction 1,899,169 1,899,169 7,079,589 8,669,218 Less: accumulated depreciation 2,393,266 1,576,183 Property, plant and equipment, net $ 4,686,323 $ 7,093,035 Depreciation expenses for property, plant and equipment amounted to $1,128,867, $1,071,799 and $497,908 for the years ended December 31, 2020, 2019 and 2018, respectively. For the year ended December 31, 2020, the Group recorded $330,445 of impairment loss of buildings in other operating expenses due to the management assessed that its carrying amount may not be recoverable. On July 20, 2020, the Group signed a sales and purchase agreement to sell its property in Fo Tan, Hong Kong, at approximately $1.1 million to a third party buyer. The property was assigned to the buyer on September 1, 2020. As a result of the relocation of office, the Group disposed certain leasehold improvement and furniture, fixture, and office equipment in the old office and incurred a disposal loss of $50,197 in other operating expenses for the year ended December 31, 2020. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS, NET | 9. INTANGIBLE ASSETS, NET December 31, December 31, Gross carrying amount Prepaid unpatented license $ - $ 200,000 Prepaid patented licenses 1,322,820 1,322,820 Computer software 26,985 97,462 1,349,805 1,620,282 Less: accumulated amortization Prepaid patented licenses 360,212 257,619 Computer software 24,736 50,980 384,948 308,599 Intangible assets, net Prepaid unpatented license - 200,000 Prepaid patented licenses 962,608 1,065,201 Computer software 2,249 46,482 Intangible assets, net $ 964,857 $ 1,311,683 As of December 31, 2020 and 2019, the Group has capitalized seven of the exclusive licenses which includes seven patented and one unpatented technologies in relation to the Group’s therapeutics segment. Pursuant to the license agreements, the Group paid upfront payments and became the exclusive licensee to prosecute certain patents developed or licensed under the applicable agreements. The Group recognized the prepaid unpatented license to reflect the fair value of the subsidiaries as of the date of the change in status from an investment company to an operating entity. The Group capitalizes the prepaid patented license for the exclusive rights with completed filing of patents in certain jurisdictions (e.g., the United States of America and Europe) and alternative future uses. An impairment loss of $200,000 was recognized in research and development expenses for the year ended December 31, 2020 as the Group considered that the carrying amount of an intangible asset related to an unpatented license may not be recoverable. This license agreement was terminated on February 19, 2021. Prepaid unpatented license is indefinite-lived intangible assets which are tested for impairment annually. Prepaid patented licenses and computer software are finite-lived intangible assets which are amortized over their estimated useful life. Amortization expenses for finite-lived intangible assets amounted to $145,961, $167,985 and $124,551 for the years ended December 31, 2020, 2019 and 2018, respectively. The Group wrote off the cost and the related amortization of $70,477, $34,400 and $2,320 after the expiration of the computer software for the years ended December 31, 2020, 2019 and 2018, respectively. The Group expects amortization expense related to its finite-lived intangible assets for the next five years and thereafter to be as follows as of December 31, 2020: For the years ending December 31, Amount 2021 $ 104,842 2022 102,593 2023 102,593 2024 97,099 2025 80,615 Thereafter 477,115 Total $ 964,857 |
Long-Term Deposits
Long-Term Deposits | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEPOSITS | 10. LONG-TERM DEPOSITS Long-term deposits as of December 31, 2020 and 2019 consisted of: December 31, December 31, Rental deposits $ 149,175 $ 132,043 Prepayments for equipment 147,050 162,563 $ 296,225 $ 294,606 |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 11. ACCOUNTS PAYABLE AND ACCRUED EXPENSES Accounts payable and accrued expenses as of December 31, 2020 and 2019 consisted of: December 31, December 31, Deferred bonus and salaries payable $ 2,078,958 $ 1,570,324 Research and development expenses payable 750,989 554,791 Professional fees payable 185,838 171,037 Cost of healthcare services payable 104,457 45,234 Insurance expenses payable 33,152 70,811 Deferred rent - 55,484 Others 87,378 118,846 $ 3,240,772 $ 2,586,527 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 12. INCOME TAXES The Company and its subsidiaries file tax returns separately. Income taxes Cayman Islands: under the current laws of the Cayman Islands, the Company and its subsidiaries in the Cayman Islands are not subject to taxes on their income and capital gains. Hong Kong: in accordance with the relevant tax laws and regulations of Hong Kong, a company registered in Hong Kong is subject to income taxes within Hong Kong at the applicable tax rate on taxable income. In March 2018, the Hong Kong Government introduced a two-tiered profit tax rate regime by enacting the Inland Revenue (Amendment) (No.3) Ordinance 2018 (the “Ordinance”). Under the two-tiered profits tax rate regime, the first $2 million of assessable profits of qualifying corporations is taxed at 8.25% and the remaining assessable profits at 16.5%. The Ordinance is effective from the year of assessment 2018-2019. According to the policy, if no election has been made, the whole of the taxpaying entity’s assessable profits will be chargeable to Profits Tax at the rate of 16.5% or 15%, as applicable. Because the preferential tax treatment is not elected by the Group, all the subsidiaries registered in Hong Kong are subject to income tax at a rate of 16.5%. The subsidiaries registered in Hong Kong did not have assessable profits that were derived Hong Kong during the years ended December 31, 2020, 2019 and 2018. Therefore, no Hong Kong profit tax has been provided for in the periods presented. United Kingdom: in accordance with the relevant tax laws and regulations of United Kingdom, a company registered in the United Kingdom is subject to income taxes within United Kingdom at the applicable tax rate on taxable income. All the United Kingdom subsidiaries that are not entitled to any tax holiday were subject to income tax at a rate of 19%. The subsidiary in United Kingdom did not have assessable profits that were derived from United Kingdom during the years ended December 31, 2020, 2019 and 2018. Therefore, no United Kingdom profit tax has been provided for in the periods presented. Singapore: in accordance with the relevant tax laws and regulations of Singapore, a company registered in the Singapore is subject to income taxes within Singapore at the applicable tax rate on taxable income. All the Singapore subsidiaries that are not entitled to any tax holiday were subject to income tax at a rate of 17%. The subsidiary in Singapore did not have assessable profits that were derived from Singapore during the years ended December 31, 2020, 2019 and 2018. Therefore, no Singapore profit tax has been provided for in the periods presented. Seychelles: in accordance with the relevant tax laws and regulations of Seychelles, a company registered in the Seychelles is subject to income taxes within Seychelles at the applicable tax rate on taxable income. All the Seychelles subsidiaries that are not entitled to any tax holiday were subject to income tax at a rate of 25%. The subsidiary in Seychelles did not have assessable profits that were derived from Seychelles during the years ended December 31, 2020, 2019 and 2018. Therefore, no Seychelles profit tax has been provided for in the periods presented. Samoa: in accordance with the relevant tax laws and regulations of Samoa, a company registered in the Samoa is subject to income taxes within Samoa at the applicable tax rate on taxable income. All the Samoa subsidiaries that are not entitled to any tax holiday were subject to income tax at a rate of 27%. The subsidiary in Samoa did not have assessable profits that were derived from Samoa during the years ended December 31, 2020, 2019 and 2018. Therefore, no Samoa profit tax has been provided for in the periods presented. United States (Nevada): in accordance with the relevant tax laws and regulations of the United States, a company registered in the United States is subject to income taxes within the United States at the applicable tax rate on taxable income. All the United States subsidiaries in Nevada that are not entitled to any tax holiday were subject to income tax at a rate of 21%. The subsidiary in the United States did not have assessable profits that were derived from the United States during the years ended December 31, 2020, 2019 and 2018. Therefore, no United States profit tax has been provided for in the periods presented. Canada: in accordance with the relevant tax laws and regulations of Canada, a company registered in Canada is subject to income taxes within Canada at the applicable tax rate on taxable income. All the Canada subsidiaries that are not entitled to any tax holiday were subject to income tax at a rate of 15%. The subsidiary in Canada did not have assessable profits that were derived from Canada during the years ended December 31, 2020, 2019 and 2018. Therefore, no Canada profit tax has been provided for in the periods presented. Ireland: in accordance with the relevant tax laws and regulations of Ireland, a company registered in Ireland is subject to income taxes within Ireland at the applicable tax rate on taxable income. All the Ireland subsidiaries that are not entitled to any tax holiday were subject to income tax at a rate of 12.5%. The subsidiary in Ireland did not have assessable profits that were derived from Ireland during the years ended December 31, 2020, 2019 and 2018. Therefore, no Ireland profit tax has been provided for in the periods presented. The components of the provision for income taxes expenses are: Year ended December 31, 2020 Year ended December 31, 2019 Year ended December 31, 2018 Current $ - $ - $ - Deferred - - - Total income taxes expense $ - $ - - The reconciliation of income taxes expenses computed at the Hong Kong statutory tax rate applicable to income tax expense is as follows: Year ended Year ended Year ended Net income (loss) before tax $ 4,920,167 $ (20,116,938 ) $ (15,134,485 ) Provision for income taxes at Hong Kong statutory income tax rate (16.5%) 811,828 (3,319,294 ) (2,497,190 ) Impact of different tax rates in other jurisdictions (18,869 ) (91,623 ) (3,066 ) Non-taxable income (4,281,521 ) (389,714 ) (95,018 ) Non-deductible expenses 79,200 702,433 540,893 Change in valuation allowance 3,409,362 3,098,198 2,054,381 Effective income tax expense $ - $ - $ - Deferred tax asset, net Deferred tax assets and deferred tax liabilities reflect the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purpose and the tax bases used for income tax purpose. The following represents the tax effect of each major type of temporary difference. December 31, December 31, Deferred tax asset: Tax loss carry forward $ 9,461,421 $ 6,699,345 Share-based payment expenses 497,808 - 9,959,229 6,699,345 Deferred tax liability: Depreciation and amortization (397,669 ) (547,147 ) Net deferred tax assets before valuation allowance 9,561,560 6,152,198 Valuation allowance (9,561,560 ) (6,152,198 ) Deferred tax asset, net $ - $ - As of December 31, 2020 and 2019, the Group had net operating loss carry-forwards of $57,065,283 and $40,329,428, respectively, including its Hong Kong, Singapore, Seychelles, Samoa, the United States, the United Kingdom, Canada and Ireland operations, which are available to reduce future taxable income. Net operating loss carry forward from Seychelles amounting to $492,715 and $439,345 as of December 31, 2020 and 2019, respectively, are available to be carried forward for 5 years, while all of the other losses can be carried forward indefinitely. Valuation allowance was provided against deferred tax assets in entities where it was determined, it was more likely than not that the benefits of the deferred tax assets will not be realized. The Group had deferred tax assets which consisted of tax loss carry forward, which can be carried forward to offset future taxable income. The Group maintains a full valuation allowance on its net deferred tax assets. The management determines it is more likely than not that all of its deferred tax assets will not be utilized. The valuation allowance increased by $3,409,362, $3,098,198 and $2,054,381, respectively, for the years ended December 31, 2020, 2019 and 2018. |
Related Party Balances and Tran
Related Party Balances and Transactions | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Related Party Balances and Transactions | 13. RELATED PARTY BALANCES AND TRANSACTIONS The following is a list of a director and related parties to which the Group has transactions with: (a) Ian Huen, the Chief Executive Officer and an Executive Director of the Group; (b) Darren Lui, the President and an Executive Director of the Group (c) Clark Cheng, an Executive Director of the Group; (d) AENEAS CAPITAL LIMITED, an entity controlled by Ian Huen; (e) Aeneas Limited, an entity controlled by Ian Huen; (f) Aeneas Group Limited, an entity controlled by Ian Huen; (g) Aeneas Management Limited, an entity controlled by Ian Huen; (h) Aenco Solutions Limited, an entity controlled by Ian Huen; In 2020, it is no longer the Group’s related party as it is disposed to a third party; (i) Aenco Limited, an entity controlled by Ian Huen; (j) Aeneas Technology (Hong Kong) Limited, an entity controlled by Ian Huen; (k) Jurchen Investment Corporation, the holding company and an entity controlled by Ian Huen; (l) CGY Investment Limited, an entity jointly controlled by Darren Lui; (m) ACC Medical Limited, an entity controlled by Clark Cheng; (n) Sabrina Khan, the Chief Financial Officer of the Group. Amounts due from related parties Amounts due from related parties consisted of the following as of December 31, 2020 and 2019: December 31, December 31, Current Aeneas Management Limited $ - $ 962 Non-current Jurchen Investment Corporation (Note c) $ - $ 50,000 Amounts due to related parties Amounts due to related parties consisted of the following as of December 31, 2020 and 2019: December 31, December 31, Current Aeneas Group Limited $ 123,922 $ 14,247 Jurchen Investment Corporation 19,454 20,055 Ian Huen 2,110 127 Clark Cheng 401 1,114 Sabrina Khan 39 268 Aenco Solutions Limited - 5,782 Total $ 145,926 $ 41,593 Non-current Aeneas Group Limited (Note a) $ 1,507,285 $ 3,330,472 Jurchen Investment Corporation (Note a) 500,000 3,000,000 $ 2,007,285 $ 6,330,472 Related party transactions Related party transactions consisted of the following for the years ended December 31, 2020, 2019 and 2018: Year ended Year ended Year ended Loan from related parties (Note a) - Aeneas Group Limited $ 500,000 $ 3,330,472 $ - - Jurchen Investment Corporation $ 500,000 $ 3,000,000 $ - Interest expenses (Note a) - Aeneas Group Limited $ 155,633 $ 14,247 $ - - Jurchen Investment Corporation $ 81,530 $ 20,055 $ - Loan repayment and interest paid to related parties (Note a) - Aeneas Group Limited $ 2,356,080 $ - $ - - Jurchen Investment Corporation $ 3,082,131 $ - $ - Consultant, secondment, management and administrative services fees (Note b) - Aenco Limited $ 746,153 $ 830,769 $ - - Aeneas Technology (Hong Kong) Limited $ 617,794 $ - $ - - Aeneas Management Limited $ 231,795 $ 698,152 $ - - CGY Investments Limited $ 169,462 $ - $ - - ACC Medical Limited $ 13,018 $ - $ - - AENEAS CAPITAL LIMITED $ - $ - $ 448,718 Rental expense(Note c) - Jurchen Investment Corporation $ 96,300 $ 227,729 $ 207,841 Issuance of tokens for tokens creation, offering and consultancy services (Note d) - Aenco Solutions Limited $ - $ 300,000 $ - Tokens creation, offering and consultancy services expense (Note d) - Aenco Solutions Limited $ - $ 192,000 $ - Prepayment of tokens consultancy services (Note d) - Aenco Solutions Limited $ - $ 108,000 $ - Healthcare services income - Aeneas Management Limited $ 321 $ 1,923 $ - Note a: On August 13, 2019, the Group entered into financing arrangements with Aeneas Group Limited, a related party, and Jurchen Investment Corporation, the ultimate parent of the Group, allowing the Group to access up to a total $15.0 million in line of credit debt financing. The line of credit will mature on August 12, 2022 and the interest on the outstanding principal indebtedness will be at the rate of 8% per annum. The Group may early repay, in whole or in part, the principal indebtedness and all interest accrued at any time prior to the maturity date without the prior written consent of the lender and without payment of any premium or penalty. Note b: Aenco Limited provided certain information technology services to the Group. For the year ended December 31, 2019, Aenco Limited was entitled to receive a fixed amount of services fees of HKD 540,000 (approximately $69,231) per calendar month with the expiry date on December 31, 2019. The agreement was originally renewed under the same terms with the expiry date on December 31, 2020. The agreement was replaced by another agreement on April 1, 2020. Pursuant to the replaced agreement, Aenco Limited is entitled to receive a fixed amount of services fee of HKD 700,000 (approximately $89,744) per calendar month. On September 30, 2020, the replaced agreement was terminated as mutually agreed. Aeneas Technology (Hong Kong) Limited provided research to the Group to assist the Group in computerized drug screening process of Smart-ACT TM Aeneas Management Limited provided certain documentation and administrative services to the Group. For the year ended December 31, 2019, Aeneas Management Limited was entitled to receive a fixed amount of services fees of HKD 452,000 (approximately $57,949) per calendar month with the expiry date on December 31, 2019. The agreement was originally renewed under the same terms with the expiry date on December 31, 2020. On April 30, 2020, the agreement was terminated as mutually agreed. CGY Investment Limited provided certain consultancy, advisory and management services to the Group on potential investment projects related to healthcare or R&D platforms. CGY Investment Limited is entitled to receive HK $104,000 (approximately $13,333) per calendar month. The agreement will be remained in effect until 1 month’s notice in writing is given by either party. AENEAS CAPITAL LIMITED provides certain management and administrative services to the Group. For the year ended December 31, 2018, AENEAS CAPITAL LIMITED was entitled to receive a fixed amount of administrative fees of HKD 500,000 (approximately $64,103) per calendar month. On July 31, 2018, the agreement was terminated as mutually agreed. Note c: Jurchen Investment Corporation entered into a sub-tenancy agreement with a subsidiary of the Group for the rental arrangement of an office in Hong Kong. For the period February 1, 2018 through January 31, 2021, Jurchen Investment Corporation was entitled to receive a fixed amount of rental fee of HK $130,000 (approximately USD 16,667) per calendar month. In May 2020, Jurchen Investment Corporation and the Group mutually agreed to early terminate the rental agreement and returned the office on May 31, 2020. Note d: In July 2019, Smart Pharmaceutical Limited Partnership (“SPLP”), a wholly owned subsidiary of the Group, transferred 100,000,000 SMPT token to Aenco Solutions Limited, a related party, in exchange of the services related to token creation and offering and consulting services for five years for an amount of $300,000. On March 5, 2021, all agreements regarding the SMPT tokens, including the agreement between SPLP and Aenco Solutions Limited in exchange of the service to deal with the token creation, have been terminated. Note e: On April 3, 2018, Aptorum Medical Limited issued 526 shares to Clark Cheng, decreasing the equity interest of the Company from 100% to 95%. On March 29, 2019, Aptorum Medical Limited issued 112 shares to Clark Cheng in according to the appointment agreement, decreasing the equity interest of the Company from 95% to 94%. On January 2, 2020, Aptorum Medical Limited further issued 115 shares to Clark Cheng in according to the appointment agreement, decreasing the equity interest of the Company from 94% to 93%. Note f: In April 2018, the Group, AENEAS CAPITAL LIMITED, Aeneas Management Limited and Aeneas Group Limited entered into a net settlement agreement to offset the amounts due from related parties against the amounts due to related parties. Thereby, the Group is released from obligation for a total amount of $164,973, netting off receivables of total amount of $197,878 and collected remaining balance of $32,905. |
Lease
Lease | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Text Block [Abstract] | |
LEASE | 14. LEASE As of December 31, 2020, the Group has three non-short-term operating leases for office, laboratories and clinic with remaining terms expiring from 2022 through 2023 and a weighted average remaining lease term of 1.5 years. Weighted average discount rates used in the calculation of the operating lease liability is 8%. The discount rates reflect the estimated incremental borrowing rate, which includes an assessment of the credit rating to determine the rate that the Group would have to pay to borrow, on a collateralized basis for a similar term, an amount equal to the lease payments in a similar economic environment. For the year Lease cost Finance lease cost: Depreciation $ 47,819 Interest on lease liabilities 7,290 Operating lease cost 483,398 Short-term lease cost 68,472 Variable lease cost - Sublease income - Total lease cost $ 606,979 Other information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 457,508 Financing cash flows from finance leases 53,845 Right-of-use assets obtained in exchange for new operating lease liabilities 1,107,206 Weighted-average remaining lease term – finance leases 1.9 years Weighted-average remaining lease term – operating leases 1.5 years Weighted-average discount rate – finance leases 2.5 % Weighted-average discount rate – operating leases 8.0 % The maturity analysis of operating leases liabilities as of December 31, 2020 is as follows: December 31, Remaining periods ending December 31, 2021 $ 458,078 2022 149,539 2023 17,143 Total future undiscounted cash flow 624,760 Less: Discount on operating lease liabilities (37,039 ) Present value of operating lease liabilities 587,721 Less: Current portion of operating lease liabilities (432,600 ) Non-current portion of operating lease liabilities $ 155,121 On May 14, 2018, the Group leased a vehicle for its operation with a lease term of 54 months, and the lease was classified as a finance lease. The following lists the components of the net present value of finance leases liabilities: December 31, Remaining periods ending December 31, 2021 $ 53,845 2022 49,358 Total future undiscounted cash flow 103,203 Less: Discount on finance lease liabilities (5,884 ) Present value of finance lease liabilities 97,319 Less: Current portion of finance lease liabilities (49,396 ) Non-current portion of finance lease liabilities $ 47,923 |
Ordinary Shares
Ordinary Shares | 12 Months Ended |
Dec. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
ORDINARY SHARES | 15. ORDINARY SHARES On June 19, 2019, the Group issued 60,093 Class A Ordinary Shares to warrant holders on a cashless basis. Following the exercise of warrants, there were an aggregate of 6,597,362 Class A Ordinary Shares issued and outstanding as of December 31, 2019. On February 28, 2020, the Group entered into securities purchase agreement (the “Purchase Agreement”) with certain non-affiliated institutional investors and Jurchen Investment Corporation, the ultimate parent of the Group, pursuant to which the Company agreed to sell a total of 1,351,350 Class A Ordinary Shares and warrants to purchase 1,351,350 of the Class A Ordinary Shares, for gross proceeds of approximately $10 million. At the completion of the offering, approximately $1.0 million offering costs was charged to additional paid-in capital. Each warrant entitled their holders to purchase 1 Class A Ordinary Shares and is exercisable immediately as of the date of issuance at an exercise price of $7.40 per Class A Ordinary Share and expire seven years from the date of issuance. Additionally, the Group issued 43,243 warrants to placement agent on terms substantially the same as the warrants issued to investors, except that the exercise price of the warrants issued to the placement agent is $8.88. On August 27, 2020, the Group entered into warrant exchange agreements (the “Purchaser Exchange Agreements”) with two non-affiliated purchasers to exchange their warrant of the Company by Class A Ordinary Shares of the Company (the “Purchaser Warrant Exchange”). Pursuant to the Purchaser Exchange Agreements, the Company and the Non-affiliated Purchasers have agreed that in consideration for exchanging in full all of the warrants held by the Non-affiliated Purchasers, the Company will exchange one (1) Class A Ordinary Share for each one (1) Purchaser Exchange Warrant. Total 540,540 Class A Ordinary Shares are issued to two non-affiliated purchasers in exchange for 540,540 warrants. For other warrant holders did not participate in the Purchaser Warrant Exchange, the exercise prices of their respective warrants will be reduced to a nominal amount pursuant to the anti-dilution provisions in such warrants (a “Down Round”). As a result of this Down Round being triggered, the Group recorded a deemed dividend of $755,514 as an decrease to net income attributable to Aptorum Group Limited in computing basic net income per share on the consolidated statements of operations. On October 2, 2020, the Group completed a public offering, issuing 2,769,231 Class A Ordinary Shares and warrants to purchase an aggregate of 2,769,231 Class A Ordinary Shares, for gross proceeds of approximately $9 million. At the completion of the offering, approximately $1.2 million offering costs was charged to additional paid-in capital. The warrants have an exercise price of $3.25 per Class A Ordinary Share, are exercisable upon issuance and will expire five years from the date of issuance. Additionally, the Group issued 147,538 warrants to placement agent on terms substantially the same as the warrants issued to investors, except that the exercise price of the warrants issued to the placement agent is $4.0625. Following the public offering completed on October 2, 2020, the placement agent of the offering on February 28, 2020 was further received 65,406 warrants as a tail fee, with an exercise price of $3.9 and expire seven years from the date of issuance. All the above issued warrants are classified as equity in accordance with ASC 815, Derivatives and Hedging. This ASC provides a scope exception from classifying and measuring as a financial liability a contract that would otherwise meet the definition of a derivative if the contract is both (i) indexed to the entity’s own stock and (ii) meets the equity classifications conditions. The Group concluded all above issued warrants should be equity-classified since they contain no provisions which would require the Group to account for the warrants as a derivative liability and therefore were initially measured at fair value in permanent equity with subsequent changes in fair value not measured. For the year ended December 31, 2020, the Group issued 313,513 and 12,328 Class A Ordinary Shares to warrant holders and share option holders respectively. Holders of Class A Ordinary Shares and Class B Ordinary Shares have the same rights except for the following: (i) each Class A Ordinary Share is entitled to one vote while each Class B Ordinary Share is entitled to ten votes; and (ii) each Class B Ordinary Share is convertible into one Class A Ordinary Share at any time while Class A Ordinary Shares are not convertible under any circumstances. |
Share Based Compensation
Share Based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
SHARE BASED COMPENSATION | 16. SHARE BASED COMPENSATION Share option plan A total of 5,500,000 Class A Ordinary Shares (subject to subsequent adjustments described more fully below) may be issued pursuant to awards under the 2017 Omnibus Incentive Plan (the “2017 Share Option Plan”). Subsequent adjustments include that on each January 1, starting with January 1, 2020, an additional number of shares equal to the lesser of (i) 2% of the outstanding number of Class A Ordinary Shares (on a fully diluted basis) on the immediate preceding December 31, and (ii) such lower number of Class A Ordinary Shares as may be determined by the board of directors, subject in all cases to adjustments as provided in Section 10 of the 2017 Share Option Plan. Awards will be made pursuant to agreements and may be subject to vesting and other restrictions as determined by the board of directors. On March 15, 2019, the Group granted 218,222 share options to directors, employees, external consultants and advisors of the Group with an exercise price of $12.91. On March 16, 2020, the Group granted 536,777 share options to directors, employees, external consultants and advisors of the Group with an exercise price of $2.99. On June 1, 2020, the Group granted 148,792 share options to directors and employees of the Group with an exercise price of $3.11. On August 10, 2020, 27,473 options were granted to a consultant with an exercise price is $3.64 per share. A summary of the option activity as of December 31, 2020 and 2019 and changes during the period is presented below: Number of Weighted Remaining Aggregate Outstanding, January 1, 2020 218,222 12.91 11.51 Granted 713,042 3.04 11.99 Exercised (12,328 ) 4.92 - Forfeited (52,427 ) 5.80 Cancelled (148,792 ) 12.91 Outstanding, December 31, 2020 717,717 3.76 11.22 - Exercisable, December 31, 2020 84,671 6.12 9.95 - Number of Weighted Remaining Aggregate Granted, March 15, 2019 218,222 12.91 12.31 Outstanding, December 31, 2019 218,222 12.91 11.51 641,573 Exercisable, December 31, 2019 - - - - The weighted-average grant date fair value of share option grants during the years ended December 31, 2020 and 2019 was $1.76 and $10.31, respectively. The maximum contractual term for share option was 12.8 years. The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option pricing model under the following assumptions. Granted in 2020 Granted in 2019 Expected volatility 88.44%-96.55% 95.02%-95.15% Risk-free interest rate 0.59%-0.69% 2.46%-2.49% Expected term from grant date (in years) 5.25-7.29 6.29-7.29 Dividend rate - - Dilution factor 0.9909-1 0.9962 Fair value $1.55-$2.66 $10.1-$10.52 In connection with the grant of share options to employees and non-employees, the Group recorded share-based compensation charges of $1,191,957 and $286,608, respectively, for the year ended December 31, 2020, and $1,180,477 and $432,355, respectively, for the year ended December 31, 2019. |
Non-Controlling Interest
Non-Controlling Interest | 12 Months Ended |
Dec. 31, 2020 | |
Noncontrolling Interest [Abstract] | |
NON-CONTROLLING INTEREST | 17. NON-CONTROLLING INTEREST On March 29, 2019, AML, a majority-owned subsidiary of the Group, issued 112 shares to a director of the Group, which resulted an increase of his equity interest of AML from 5% to 6%. A deficit of $10,672 was reclassified from additional paid-in capital to non-controlling interests within the Group’s consolidated financial statements. On January 2, 2020, AML further issued 115 shares to a director of the Group, which resulted an increase of his equity interest of AML from 6% to 7%. A deficit of $22,325 was reclassified from additional paid-in capital to non-controlling interests within the Group’s consolidated financial statements. On April 24, 2019, the Smart Pharma Tokens (“SMPT tokens”) was announced to be launched. The SMPT tokens are secured by way of a floating charge against the Project intellectual property (“IP”) to guarantee the distribution of accrued sales-based royalties, sublicensing income or additional cash flow generated by drug candidates developed by the Smart-ACT TM TM Total 1 billion SMPT tokens are offered by Smart Pharmaceutical Limited Partnership (“SPLP”), a wholly owned subsidiary of the Group. In July 2019, SPLP transferred 100,000,000 SMPT tokens to Aenco Solutions Limited, a related party of the Group, in exchange for the services related to the tokens creation, offering and 5-year consultancy service. Amount of $300,000 were classified as a component of non-controlling interests within the Group’s consolidated financial statements. The remaining 900,000,000 SMPT tokens are remained and kept by SPLP. On September 25, 2020, Aptorum Innovation Holding Limited (“AIHL”), a wholly-owned subsidiary of the Group, signed a share subscription and shareholders agreement with certain new individuals and institutions to subscribe ordinary shares of Aptorum Innovation Holding Pte. Limited, a wholly-owned subsidiary of AIHL before the share subscription agreement. As a result, AIHL’s equity interest in Aptorum Innovation Holding Pte. Limited was decreased from 100% to 75%. A deficit of $3,090 was reclassified from additional paid-in capital to non-controlling interests within the Group’s consolidated financial statements. As of December 31, 2020, non-controlling interest related to 25% equity interest in Aptorum Innovations Holding Pte. Limited, 10% equity interest in mTOR (Hong Kong) Limited, 7% equity interest in Aptorum Medical Limited, 20% equity interest in Acticule Life Sciences Limited, 20% equity interest in the Lanither Life Sciences Limited and the token issued by SPLP in the consolidated balance sheets was deficit of $3,681,858 in total. As of December 31, 2019, non-controlling interest related to 10% equity interest in mTOR (Hong Kong) Limited, 6% equity interest in Aptorum Medical Limited, 20% equity interest in Acticule, 20% equity interest in the Lanither Life Sciences Limited and the token issued by SPLP in the consolidated balance sheets was deficit of $1,509,456 in total. For the years ended December 31, 2020, 2019 and 2018, non-controlling interest in the consolidated statements of operations were loss of $2,146,687, $1,430,176 and $302,762, respectively. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER SHARE | 18. NET INCOME (LOSS) PER SHARE The following table sets forth the computation of basic and diluted income (loss) per share: Year ended December 31, Year ended December 31, Year ended December 31, Numerator: Net income (loss) attributable to Aptorum Group Limited $ 6,311,340 $ (18,686,762 ) $ (14,831,723 ) Denominator: Weighted average shares outstanding – Basic 31,135,882 29,008,445 27,909,788 – Diluted 31,534,473 29,008,445 27,909,788 Net income (loss) per share attributable to Aptorum Group Limited – Basic $ 0.20 $ (0.64 ) $ (0.53 ) – Diluted $ 0.20 $ (0.64 ) $ (0.53 ) Basic net income (loss) per share is computed by dividing net income (loss) attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period. Diluted net income (loss) per share reflects the potential dilution that could occur if securities or other contracts to issue ordinary shares were exercised or converted into ordinary shares. Potential dilutive securities are excluded from the calculation of diluted loss per share in loss periods as their effect would be anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 19. COMMITMENTS AND CONTINGENCIES Contingent Payment Obligations The Group has entered into agreements with independent third parties for purchasing office and laboratory equipment. As of December 31, 2020, the Group had non-cancellable purchase commitments of $49,166. The Group has additional contingency payment obligations under each of the license agreements, such as milestone payments, royalties, research and development funding, if certain condition or milestone is met. Milestone payments are to be made upon achievements of certain conditions, such as Investigational New Drugs (“IND”) filing or U.S. Food and Drug Administration (“FDA”) approval, first commercial sale of the licensed products, or other achievements. The aggregate amount of the milestone payments that the Group are required to pay up to different achievements of conditions and milestones for all the license agreements signed as of December 31, 2020 are below: Amount Drug molecules: up to the conditions and milestones of Preclinical to IND filing $ 282,564 From entering phase 1 to before first commercial sale 22,276,410 First commercial sale 14,956,410 Net sales amount more than certain threshold in a year 70,769,231 Subtotal $ 108,284,615 Diagnostics technology: up to the conditions and milestones of Before FDA approval $ 1,423,360 $ 109,707,975 For the years ended December 31, 2020, 2019 and 2018, the Group incurred $129,203, $nil and $30,000 milestone payments, respectively. For the years ended December 31, 2020, 2019 and 2018, the Group did not incur any royalties or research and development funding, respectively. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | 20. SEGMENT REPORTING The Group’s chief operating decision maker, the Chief Executive Officer, reviews the consolidated results when making decisions about allocating resources and accessing performance of the Group as a whole and hence, the Group has only one reportable segment. The Group does not distinguish between markets or segments for the purpose of internal reporting. The Group’s long-lived assets are substantially located in Hong Kong and substantially of the Group’s expense is derived from within Hong Kong. Therefore, no geographical segments are presented. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 21. SUBSEQUENT EVENTS The Group has evaluated subsequent events through the date of issuance of the consolidated financial statements, and except for the following events with material financial impact on the Group’s consolidated financial statements, no other subsequent event is identified that would have required adjustment or disclosure in the consolidated financial statements. On March 11, 2021, the Company granted total 752,185 share options to employees, directors, external consultants and advisors of the Group in accordance to the 2017 Share Option Plan with an exercise price of $2.76. On March 26, 2021, the Company entered into a Sales Agreement (the “Sales Agreement”) with H.C. Wainwright & Co., LLC (“Wainwright” or the “Sales Agent”), acting as the Company’s sales agent, pursuant to which the Company may offer and sell, from time to time, through the Sales Agent Class A Ordinary Shares, par value $1.00 per share for an aggregate offering price of up to $15,000,000. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Principles of presentation and consolidation | Principles of presentation and consolidation The consolidated financial statements of the Group are presented on the accrual basis of accounting in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of the Company, its direct and indirect wholly and majority owned subsidiaries. All material intercompany balances and transactions have been eliminated in preparation of the consolidated financial statements. |
Non-controlling interests | Non-controlling interests Non-controlling interests represent the equity interests that are not attributable to the Group. |
Use of estimates | Use of estimates The preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements as well as income and expenses during the reporting period. Significant accounting estimates reflected in the Group’s consolidated financial statements include valuation of equity securities, fair value of investments in securities, convertible debts, finance lease, warrants and share options, the useful lives of intangible assets and property, plant and equipment, impairment of long-lived assets, valuation allowance for deferred tax assets, and collectability of receivables. Actual results could differ from those estimates. |
Foreign currency translation and transaction | Foreign currency translation and transaction USD is the reporting currency. The functional currency of subsidiaries in the Cayman Islands, Seychelles, Samoa and the United States are USD, the functional currency of subsidiaries in Hong Kong is Hong Kong Dollars (“HKD”), the functional currency of a subsidiary in Singapore is Singapore Dollars (“SGD”), the functional currency of a subsidiary in the United Kingdom is Great British Pound (“GBP”), the functional currency of subsidiaries in Canada is Canadian Dollars (“CAD”), and the functional currency of subsidiaries in Ireland is Euro (“EUR”). An entity’s functional currency is the currency of the primary economic environment in which it operates, normally that is the currency of the environment in which it primarily generates and expends cash. The management considered various indicators, such as cash flows, market expenses, financing and inter-company transactions and arrangements in determining the Group’s functional currency. In the consolidated financial statements, the financial information of the Company and its subsidiaries, which use HKD, SGD, GBP, CAD and EUR as their functional currency, has been translated into USD. Assets and liabilities are translated from each subsidiary’s functional currency at the exchange rates on the balance sheet dates, equity amounts are translated at historical exchange rates, and revenues, expenses, gains, and losses are translated using the average exchange rates for the year. Translation adjustments are reported as cumulative translation adjustments and are shown as a separate component of other comprehensive income or loss in the consolidated statements of operations and comprehensive income or loss. |
Cash | Cash Cash consists of cash on hand and bank deposits, which is unrestricted as to withdraw and use. |
Restricted cash | Restricted cash Restricted cash represented time deposits pledged for banking facilities. |
Digital currencies | Digital currencies Digital currencies represented BitCoin, Ethereum, or other virtual currencies that the Group purchased and used to settle certain token related expenses. Digital currencies are included in current assets in the consolidated balance sheets. Digital currencies purchased are recorded at cost. Digital currencies held are accounted for as intangible assets with indefinite useful lives. An intangible asset with an indefinite useful life is not amortized but assessed for impairment annually, or more frequently, when events or changes in circumstances occur indicating that it is more likely than not that the indefinite-lived asset is impaired. Impairment exists when the carrying amount exceeds its fair value, which is measured using the quoted price of the digital currency at the time its fair value is being measured. In testing for impairment, the Group has the option to first perform a qualitative assessment to determine whether it is more likely than not that an impairment exists. If it is determined that it is not more likely than not that an impairment exists, a quantitative impairment test is not necessary. If the Group concludes otherwise, it is required to perform a quantitative impairment test. To the extent an impairment loss is recognized, the loss establishes the new cost basis of the asset. Subsequent reversal of impairment losses is not permitted. Purchases of digital currencies by the Group are included within investing activities in the consolidated statements of cash flows. The utilization of digital currencies in exchange of services are included within operating activities in the consolidated statements of cash flows and any gains or losses from such use are included in other income (loss) in the consolidated statements of operations. The Company accounts for its gains or losses in accordance with the first in first out (FIFO) method. |
Inventories | Inventories Inventories are stated at lower of cost and net realizable value. Cost is determined using the weighted average method. Where there is evidence that the utility of inventories, in their disposal in the ordinary course of business, will be less than cost, whether due to physical deterioration, obsolescence, changes in price levels, or other causes, the inventories are written down to net realizable value. |
Accounts receivable | Accounts receivable Accounts receivable are stated at the original amount less an allowance for doubtful receivables, if any, based on a review of all outstanding amounts at period end. An allowance is also made when there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of the receivables. The Group analyzes the aging of the customer accounts, historical and current economic trends and the age of the receivables when evaluating the adequacy of the allowance for doubtful accounts. |
Marketable securities | Marketable securities Marketable securities are publicly traded stocks measured at fair value and classified within Level 1 and 2 in the fair value hierarchy because the Group either uses quoted prices for identical assets in active markets, inputs that are based upon quoted prices for similar instruments in active markets, or quoted prices for identical assets in markets with insufficient volume or infrequent transaction (less active markets). |
Investments in derivatives | Investments in derivatives Investments in derivatives are warrants measured at fair value, with gains or losses from changes in fair value recorded through earnings. The fair value of these warrants have been determined using the Black-Scholes pricing mode. The Black-Scholes pricing model provides for assumptions regarding volatility, call and put features and risk-free interest rates within the total period to maturity. |
Non-marketable investments | Non-marketable investments Non-marketable investments are comprising of investments in non-redeemable preferred shares of privately-held companies that are not required to be consolidated under the variable interest or voting models. Non-marketable investments are classified as non-current assets on the consolidated balance sheets as those investments do not have stated contractual maturity dates. The non-marketable equity securities not accounted for under the equity method are measured at cost, less any impairment, plus or minus changes resulting from observable price changes in orderly transactions for identical or similar investments of the same issuer. Adjustments are determined primarily based on a market approach as of the transaction date. |
Fair value measurement | Fair value measurement Fair value is defined as the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. When determining the fair value measurements for assets and liabilities required or permitted to be recorded at fair value, the Group considers the principal or most advantageous market in which it would transact its business, and it considers assumptions that market participants would use when pricing the asset or liability. As a basis for considering such assumptions, a three-tier fair value hierarchy prioritizes the inputs utilized in measuring fair value as follows: ● Level 1 applies to assets or liabilities for which there are quoted prices in active markets for identical assets or liabilities. ● Level 2 applies to assets or liabilities for which there are inputs other than quoted prices included within Level 1 that are observable for the asset or liability such as quoted prices for similar assets or liabilities in active markets; quoted prices for identical assets or liabilities in markets with insufficient volume or infrequent transactions (less active markets); or model-derived valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data. ● Level 3 applies to assets or liabilities for which there are unobservable inputs to the valuation methodology that are significant to the measurement of the fair value of the assets or liabilities. The hierarchy requires the Group to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. A financial instrument’s categorization within the fair value hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The Group has estimated the fair value amounts of its financial instruments using the available market information and valuation methodologies considered to be appropriate and has determined that the carrying value of the Group’s cash, restricted cash, accounts receivable, due from brokers, other receivables and prepayments, amounts due from/to related parties and accounts payable and accrued expenses as of December 31, 2020 and 2019 approximate fair value due to the short-term nature of these assets and liabilities. |
Property, plant and equipment | Property, plant and equipment Property, plant and equipment is stated at cost less accumulated depreciation and impairment losses. Cost represents the purchase price of the asset and other costs incurred to bring the asset into its existing use. Maintenance, repairs and betterments, including replacement of minor items, are charged to expense; major additions to physical properties are capitalized. Assets under construction are stated at cost less impairment losses. Cost comprises of cost of laboratory equipment delivered but not ready to be used, together with interest expense capitalized during the period of construction or installation and testing. Capitalization of these costs ceases and the asset concerned is transferred to the appropriate fixed assets category when substantially all the activities necessary to prepare the asset for its intended use are completed. Depreciation of property, plant and equipment is provided using the straight-line method over their estimated useful lives: Building 29 years Computer equipment 3 years Furniture, fixture, and office and medical equipment 5 years Leasehold improvements Shorter of the remaining lease terms or 5 years Laboratory equipment 5 years Motor vehicle 5 years Upon sale or disposal, the applicable amounts of asset cost and accumulated depreciation are removed from the accounts and the net amount less proceeds from disposal is charged or credited to income. |
Other non-current asset | Other non-current assets Other non-current assets represents laboratory supplies that can be used for more than one year. It is stated at cost less accumulated depreciation and impairment losses. Cost represents the purchase price of the supplies. Amortization of other non-current assets is provided using the straight-line method over their estimated useful lives. The amortization expenses for the years ended December 31, 2020, 2019 and 2018 are $59,833, $59,834 and $59,833, respectively. |
Intangible assets | Intangible assets Indefinite-lived intangible assets are tested for impairment at least annually and are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Indefinite-lived intangible assets are impaired if their estimated fair values are less than their carrying values. Finite-lived intangible assets are carried at cost less accumulated amortization and impairment if any. The finite intangible assets are amortized over their estimated useful life, which is the period over which the assets are expected to contribute directly or indirectly to the future cash flows of the Group. These intangible assets are tested for impairment at the time of a triggering event, if one were to occur. Finite-lived intangible assets may be impaired when the estimated undiscounted future cash flows generated from the assets are less than their carrying amounts. The Group’s intangible assets mainly consist of computer software, exclusive rights in prepaid patented and unpatented licenses. The prepaid patented licenses are for clinical purpose or further development into other products. Prepaid unpatented license is for further development, once the associated research and development efforts are completed, the prepaid unpatented license will be reclassified as a finite-lived asset and is amortized over its useful life. The estimated useful life of the exclusive rights in using patents is generally the remaining patent life from the acquisition date to expiration date under the law, which is 17 to 20 years, the Group will reassess the remaining patent life on annual basis, and the Group will assess the intangible assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. |
Impairment of long-lived assets | Impairment of long-lived assets The Group reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may no longer be recoverable. When these events occur, the Group measures impairment by comparing the carrying value of the long-lived assets to the estimated undiscounted future cash flows expected to result from the use of the assets and their eventual disposition. If the sum of the expected undiscounted cash flow is less than the carrying amount of the assets, the Group would recognize an impairment loss, which is the excess of carrying amount over the fair value of the assets, using the expected future discounted cash flows. |
Convertible debts | Convertible debts The Group determines the appropriate accounting treatment of its convertible debts in accordance with the terms in relation to the conversion feature, call and put option, beneficial conversion feature (“BCF”) and settlement feature. After considering the impact of such features, the Group concluded that, the convertible debts contained a contingent beneficial conversion feature, which shall not be recognized in earnings until the contingency is resolved, and therefore accounted for such instrument as a liability in its entirety. Convertible debts were subsequently measured at amortized cost, using the effective interest rate method. Amortized cost is calculated by taking into account any discount or premium on acquisition and fees or costs that are an integral part of the effective interest rate. The effective interest rate amortization is included in interest expense in the consolidated statements of operations. Management concluded that the contingency was effectively resolved upon the completion of the IPO on December 17, 2018 so that part of the convertible debts were converted automatically accordingly. The BCF derecognized upon automatic conversion was recorded as interest expense with a corresponding increase to additional paid-in capital. The remaining BCF was recorded as debt discount, which was amortized through the maturity of the convertible debts, with a corresponding increase to additional paid-in capital. On April 24, 2019, the Group repurchased its convertible debts at approximately $13.6 million with carrying amount of approximately $13.5 million and a gain on extinguishment on convertible debts of approximately $1.2 million was recognized. The repurchasing of convertible debts is considered an extinguishment and the difference between the repurchasing price of debt, the net carrying amount of the extinguished debt and the intrinsic value of BCF is recognized in the consolidated statements of operations. The intrinsic value of BCF of approximately $1.3 million at the extinguishment date was recorded as a reduction of additional paid-in capital. |
Deferred offering costs | Deferred offering costs Deferred offering costs consist principally of legal and registration costs in connection with the Group’s public offering. Such costs are deferred until the closing of the offering, at which time the deferred costs are offset against the offering proceeds and charged to additional paid-in capital. |
Operating leases [Policy Text Block] | Operating leases Prior to the adoption of Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) and subsequent amendments to the initial guidance including ASU No. 2017-13, ASU No. 2018-10, ASU No. 2018-11, ASU No. 2018-20, and ASU No. 2019-01 (collectively, “Topic 842”), operating leases were not recognized on the consolidated balance sheets, instead, rental expenses with fixed payments were recognized on a straight-line basis over the lease term. Effective January 1, 2020, the Group adopted Topic 842 using a modified retrospective transition approach for leases that exist at, or are entered into after January 1, 2020, and has not recast the comparative periods presented in the consolidated financial statements. At the inception of a contract, the Group determines if the arrangement is, or contains, a lease. Operating lease liabilities are recognized at lease commencement based on the present value of lease payments over the lease term. Operating lease right-of-use assets are initially measured at cost, which comprises the initial amount of the lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred and less any lease incentives received. As the rate implicit in the lease cannot be readily determined, the Group uses incremental borrowing rate at the lease commencement date in determining the imputed interest and present value of lease payments. The incremental borrowing rate is determined based on the rate of interest that the Group would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term in a similar economic environment. The lease term for all of the Group’s leases includes the non-cancellable period of the lease plus any additional periods covered by either a Group’s option to extend (or not to terminate) the lease that the Group is reasonably certain to exercise, or an option to extend (or not to terminate) the lease controlled by the lessor. For operating leases, the Group recognizes a single lease cost on a straight-line basis over the remaining lease term. The Group has elected not to recognize right-of-use assets or lease liabilities for leases with an initial term of 12 months or less and the Group recognizes lease expense for these leases on a straight-line basis over the lease terms. |
Finance lease | Finance lease Leases that transfer substantially all the rewards and risks of ownership of assets to the Group, other than legal title, are accounted for as finance leases. At the inception of a finance lease, the cost of the leased asset is capitalized at the present value of the minimum lease payments and recorded together with the obligation, excluding the interest element, to reflect the purchase and financing. Assets held under capitalized finance leases are included in property, plant and equipment, and depreciated over the shorter of the lease terms and the estimated useful lives of the assets. The interest expenses of such leases are charged to the consolidated statements of operations to provide a constant periodic rate of charge over the lease terms. |
Warrants | Warrants In connection of the issuance of Class A Ordinary Shares, the Company may issue warrants to purchase Class A Ordinary Shares. Warrants classified as equity are initially recorded at fair value and subsequent changes in fair value are not recognized as long as the warrants continue to be classified as equity. |
Revenue recognition | Revenue recognition Revenue is recognized when (or as) the Group satisfies performance obligations by transferring a promised goods or services to a customer. Revenue is measured at the transaction price which is based on the amount of consideration that the Group expects to receive in exchange for transferring the promised goods or services to the customer. Revenue from healthcare services is measured upon the provision of the relevant services. |
Cost of healthcare services | Cost of healthcare services Cost of healthcare services rendered represents cost in relation to the medical services provided including the compensation of the physicians and cost of pharmaceutical supplies and medicine. |
Research and development expenses | Research and development expenses Research and development costs are expensed as incurred. Research and development expenses are comprised of costs incurred in performing research and development activities, including amortization of the patent license, depreciation of laboratory equipment, costs of engaging external consultants, advisors and contracted research organization to conduct preclinical development activities and trials, and sponsored research expenses to universities and research institutions. |
Income taxes | Income taxes The Group accounts for income taxes under the asset and liability method. Under this method, deferred income taxes are determined based on differences between the financial carrying amounts of existing assets and liabilities and their tax bases. Income taxes are provided for in accordance with the laws of the relevant taxing authorities. A valuation allowance is provided for deferred tax assets if it is more likely than not that these items will either expire before the Group is able to realize their benefits, or that future deductibility is uncertain. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. |
Uncertain tax positions | Uncertain tax positions The Group accounts for uncertainty in income taxes using a two-step approach to recognizing and measuring uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon settlement. Interest and penalties related to uncertain tax positions are recognized and recorded as necessary in the provision for income taxes. The Group recognizes interest on non-payment of income taxes and penalties associated with tax positions when a tax position does not meet more likely than not thresholds be sustained under examination. The tax returns of the Group’s Hong Kong subsidiaries are subject to examination by the relevant tax authorities. According to the Hong Kong Inland Revenue Department, the statute of limitation is six years if any company chargeable with tax has not been assessed or has been assessed at less than the proper amount, the statute of limitation is extended to ten years if the underpayment of taxes is due to fraud or willful evasion. According to United Kingdom, Singapore, the United States and Samoa tax rule, trading losses are available to be carried forward indefinitely. According to the Seychelles tax rule, net operating losses are available to be carried forward for 5 years. The Group did not have any material interest or penalties associated with tax positions for the years ended December 31, 2020, 2019 and 2018, and did not have any significant unrecognized uncertain tax positions as of December 31, 2020 and 2019. The Group does not believe that its assessment regarding unrecognized tax benefits will materially change over the next twelve months. |
Comprehensive income or loss | Comprehensive income or loss U.S. GAAP generally requires that recognized revenue, expenses, gains and losses be included in net income or loss. Although certain changes in assets and liabilities are reported as separate components of the equity section of the consolidated balance sheets, such items, along with net income or loss, are components of comprehensive income or loss. The components of other comprehensive income or loss consist of exchange differences on translation of foreign operations. |
Net income or loss per share | Net income or loss per share Basic net income or loss per share is computed by dividing net income or loss attributable to ordinary shareholders by the weighted average number of ordinary shares outstanding during the period. Diluted net income or loss per share reflects the potential dilution that could occur if securities or other contracts to issue ordinary shares were exercised or converted into ordinary shares. Potential dilutive securities are excluded from the calculation of diluted loss per share in loss periods as their effect would be anti-dilutive. |
Risks and uncertainties | Risks and uncertainties The Group is subject to a number of risks associated with companies at a similar stage, including dependence on key individuals, competition from similar services and larger companies, volatility of the industry, ability to obtain regulatory clearance, ability to obtain adequate financing to support growth, the ability to attract and retain additional qualified personnel to manage the anticipated growth of the Group and general economic conditions. |
Recently adopted accounting pronouncements | Recently adopted accounting pronouncements In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU 2016-02, Leases (“ASU 2016-02”), which requires a lessee to recognize a right-of-use asset and a lease liability for operating leases, initially measured at the present value of the future lease payments, in the balance sheet. ASU 2016-02 also requires a lessee to recognize a single lease cost, calculated so that the cost of the lease is allocated over the lease term, generally on a straight-line basis. Upon the adoption effective on January 1, 2020, the Group recognized operating lease right-of-use assets of $959,641, and operating lease liabilities of $982,288 in the consolidated financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480), Derivatives and Hedging (Topic 815). ASU 2017-11 no longer requires the Group to consider down round features when determining whether its warrant and embedded conversion option is indexed to its own stock. The Group adopted this standard effective on January 1, 2020. The adoption does not have a material impact on the Group’s consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement, which amends ASC 820, Fair Value Measurement. This ASU modifies the disclosure requirements for fair value measurements by removing, modifying, or adding certain disclosures. The Group adopted this standard effective on January 1, 2020. The removed and modified disclosures are adopted on a retrospective basis and the new disclosures are adopted on a prospective basis. The adoption does not have a material impact on the Group’s consolidated financial statements. |
Recently issued accounting standards which have not yet been adopted | Recently issued accounting standards which have not yet been adopted The Group is an “emerging growth company” as defined in the Jumpstart Our Business Startups Act of 2010 (the “JOBS Act”). Under the JOBS Act, the emerging growth companies (“EGCs”) can delay adopting new or revised accounting standards issued subsequent to the enactment of the JOBS Act until such time as those standards apply to private companies. In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses (“ASU 2016-13”). Subsequently, the FASB issued ASU 2019-05, Financial Instruments- Credit Losses (Topic 326): Targeted Transition Relief. The amendments in ASU 2016-13 update guidance on reporting credit losses for financial assets. These amendments affect loans, debt securities, accounts receivables, net investments in leases, off balance sheet credit exposures, reinsurance receivables, and any other financial assets not excluded from the scope that have the contractual right to receive cash. The amendments are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The Group is currently evaluating the impact on its financial statements of adopting this guidance. In December 2019, the FASB issued Accounting Standards Update No. 2019-12, Income Taxes (Topic 740): “Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which simplifies the accounting for income taxes. This standard will be effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022, on a prospective basis, and early adoption is permitted. The Group is currently evaluating the impact of the new standard on its consolidated financial statements. The Group does not believe other recently issued but not yet effective accounting standards, if currently adopted, would have a material impact on the consolidated balance sheets, consolidated statements of operations and cash flows. |
Organization (Tables)
Organization (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of subsidiaries | Name Incorporation Ownership Place of Principle activities Aptorum Therapeutics Limited June 30, 2016 100% Cayman Islands Research and development of life science and biopharmaceutical products APTUS MANAGEMENT LIMITED May 16, 2017 100% Hong Kong Provision of management services to its holding company and fellow subsidiaries Aptorum Medical Limited August 28, 2017 93% Cayman Islands Provision of medical clinic services Aptorum Innovations Holding Limited April 15, 2019 100% Cayman Islands Investment holding company Aptorum Innovations Holding Pte. Limited June 5, 2019 75% Singapore Research and development of life science and biopharmaceutical products Acticule Life Sciences Limited June 30, 2017 80% Cayman Islands Research and development of life science and biopharmaceutical products Claves Life Sciences Limited August 2, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products Nativus Life Sciences Limited July 7, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products Videns Incorporation Limited March 2, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products mTOR (Hong Kong) Limited November 4, 2016 90% Hong Kong Research and development of life science and biopharmaceutical products Scipio Life Sciences Limited July 19, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products Signate Life Sciences Limited August 28, 2017 100% Cayman Islands Research and development of life science and biopharmaceutical products |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of estimated useful lives | Building 29 years Computer equipment 3 years Furniture, fixture, and office and medical equipment 5 years Leasehold improvements Shorter of the remaining lease terms or 5 years Laboratory equipment 5 years Motor vehicle 5 years |
Investment and Fair Value Mea_2
Investment and Fair Value Measurement (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets and liabilities carried at fair value measured on a recurring basis | December 31, 2020 Level 1 Level 2 Level 3 Total Current Assets Marketable securities Common stocks $ 66,062 $ 28,318,882 $ - $ 28,384,944 Investments in derivatives Warrants - - 4,289 4,289 Total assets at fair value $ 66,062 $ 28,318,882 $ 4,289 $ 28,389,233 December 31, 2019 Level 1 Level 2 Level 3 Total Current Assets Marketable securities Common stocks $ 806,778 $ 256,333 $ - $ 1,063,111 Investments in derivatives Warrants - - 203,320 203,320 Total assets at fair value $ 806,778 $ 256,333 $ 203,320 $ 1,266,431 |
Schedule of fair value reconciliation of Level 3 assets | Warrants Balance at January 1, 2020 $ 203,320 Change in unrealized depreciation (199,031 ) Balance at December 31, 2020 $ 4,289 Net change in unrealized depreciation relating to investments still held at December 31, 2020 (198,549 ) Balance at January 1, 2019 $ 115,721 Change in unrealized appreciation 87,599 Balance at December 31, 2019 $ 203,320 Net change in unrealized appreciation relating to investments still held at December 31, 2019 87,599 |
Schedule of quantitative information about the group’s level 3 fair value measurements of investment | December 31, Valuation technique Unobservable input Range (weighted average) Warrants Black-Scholes Model Estimated time to exit Historical Volatility 6 months 122% December 31, Valuation technique Unobservable input Range (weighted average) Warrants Black-Scholes Model Estimated time to exit Historical Volatility 12-18 months 73% - 301% |
Schedule of unrealized gains and losses | Year ended Year ended Year ended Upward adjustments $ - $ 1,017,468 $ - Total unrealized gain for non-marketable investments $ - $ 1,017,468 $ - |
Schedule of carrying value of our non-marketable investments | December 31, December 31, Initial cost basis $ 4,079,707 $ 6,094,712 Upward adjustments - 1,017,468 Total carrying value at the end of the year $ 4,079,707 $ 7,112,180 |
Other Receivables and Prepaym_2
Other Receivables and Prepayments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Other Income and Expenses [Abstract] | |
Schedule of other receivables and prepayments | December 31, December 31, Prepaid insurance $ 82,060 $ 154,011 Prepaid service fee 174,114 296,565 Rental deposits 12,022 8,584 Prepaid rental expenses 14,251 37,169 Prepaid research and development expenses 978,044 453,634 Other receivables 74,176 109,714 Others 44,329 19,366 $ 1,378,996 $ 1,079,043 |
Digital Currencies (Tables)
Digital Currencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Digital Currencies [Abstract] | |
Schedule of additional information about digital currencies | December 31, December 31, Beginning balance $ 1,539 $ - Purchase of digital currencies - 200,000 Utilization of digital currencies to settle service fee - (245,178 ) Gain on use of digital currencies - 46,717 Ending balance $ 1,539 $ 1,539 |
Property, Plant and Equipment_2
Property, Plant and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property, plant and equipment | December 31, December 31, Building $ - $ 1,488,396 Computer equipment 77,611 76,365 Furniture, fixture, and office and medical equipment 262,664 271,009 Leasehold improvements 542,514 665,546 Laboratory equipment 4,058,538 4,029,640 Motor vehicle 239,093 239,093 Assets in construction 1,899,169 1,899,169 7,079,589 8,669,218 Less: accumulated depreciation 2,393,266 1,576,183 Property, plant and equipment, net $ 4,686,323 $ 7,093,035 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | December 31, December 31, Gross carrying amount Prepaid unpatented license $ - $ 200,000 Prepaid patented licenses 1,322,820 1,322,820 Computer software 26,985 97,462 1,349,805 1,620,282 Less: accumulated amortization Prepaid patented licenses 360,212 257,619 Computer software 24,736 50,980 384,948 308,599 Intangible assets, net Prepaid unpatented license - 200,000 Prepaid patented licenses 962,608 1,065,201 Computer software 2,249 46,482 Intangible assets, net $ 964,857 $ 1,311,683 |
Schedule of amortization expense related to its finite-lived intangible assets | For the years ending December 31, Amount 2021 $ 104,842 2022 102,593 2023 102,593 2024 97,099 2025 80,615 Thereafter 477,115 Total $ 964,857 |
Long-Term Deposits (Tables)
Long-Term Deposits (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of long-term deposits | December 31, December 31, Rental deposits $ 149,175 $ 132,043 Prepayments for equipment 147,050 162,563 $ 296,225 $ 294,606 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of accounts payable and accrued expenses | December 31, December 31, Deferred bonus and salaries payable $ 2,078,958 $ 1,570,324 Research and development expenses payable 750,989 554,791 Professional fees payable 185,838 171,037 Cost of healthcare services payable 104,457 45,234 Insurance expenses payable 33,152 70,811 Deferred rent - 55,484 Others 87,378 118,846 $ 3,240,772 $ 2,586,527 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision for income taxes expenses | Year ended December 31, 2020 Year ended December 31, 2019 Year ended December 31, 2018 Current $ - $ - $ - Deferred - - - Total income taxes expense $ - $ - - |
Schedule of income taxes expenses computed at the Hong Kong statutory tax rate | Year ended Year ended Year ended Net income (loss) before tax $ 4,920,167 $ (20,116,938 ) $ (15,134,485 ) Provision for income taxes at Hong Kong statutory income tax rate (16.5%) 811,828 (3,319,294 ) (2,497,190 ) Impact of different tax rates in other jurisdictions (18,869 ) (91,623 ) (3,066 ) Non-taxable income (4,281,521 ) (389,714 ) (95,018 ) Non-deductible expenses 79,200 702,433 540,893 Change in valuation allowance 3,409,362 3,098,198 2,054,381 Effective income tax expense $ - $ - $ - |
Schedule of deferred tax asset | December 31, December 31, Deferred tax asset: Tax loss carry forward $ 9,461,421 $ 6,699,345 Share-based payment expenses 497,808 - 9,959,229 6,699,345 Deferred tax liability: Depreciation and amortization (397,669 ) (547,147 ) Net deferred tax assets before valuation allowance 9,561,560 6,152,198 Valuation allowance (9,561,560 ) (6,152,198 ) Deferred tax asset, net $ - $ - |
Related Party Balances and Tr_2
Related Party Balances and Transactions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Schedule of amounts due from related parties | December 31, December 31, Current Aeneas Management Limited $ - $ 962 Non-current Jurchen Investment Corporation (Note c) $ - $ 50,000 |
Schedule of amounts due to related parties | December 31, December 31, Current Aeneas Group Limited $ 123,922 $ 14,247 Jurchen Investment Corporation 19,454 20,055 Ian Huen 2,110 127 Clark Cheng 401 1,114 Sabrina Khan 39 268 Aenco Solutions Limited - 5,782 Total $ 145,926 $ 41,593 Non-current Aeneas Group Limited (Note a) $ 1,507,285 $ 3,330,472 Jurchen Investment Corporation (Note a) 500,000 3,000,000 $ 2,007,285 $ 6,330,472 |
Schedule of related party transactions | Year ended Year ended Year ended Loan from related parties (Note a) - Aeneas Group Limited $ 500,000 $ 3,330,472 $ - - Jurchen Investment Corporation $ 500,000 $ 3,000,000 $ - Interest expenses (Note a) - Aeneas Group Limited $ 155,633 $ 14,247 $ - - Jurchen Investment Corporation $ 81,530 $ 20,055 $ - Loan repayment and interest paid to related parties (Note a) - Aeneas Group Limited $ 2,356,080 $ - $ - - Jurchen Investment Corporation $ 3,082,131 $ - $ - Consultant, secondment, management and administrative services fees (Note b) - Aenco Limited $ 746,153 $ 830,769 $ - - Aeneas Technology (Hong Kong) Limited $ 617,794 $ - $ - - Aeneas Management Limited $ 231,795 $ 698,152 $ - - CGY Investments Limited $ 169,462 $ - $ - - ACC Medical Limited $ 13,018 $ - $ - - AENEAS CAPITAL LIMITED $ - $ - $ 448,718 Rental expense(Note c) - Jurchen Investment Corporation $ 96,300 $ 227,729 $ 207,841 Issuance of tokens for tokens creation, offering and consultancy services (Note d) - Aenco Solutions Limited $ - $ 300,000 $ - Tokens creation, offering and consultancy services expense (Note d) - Aenco Solutions Limited $ - $ 192,000 $ - Prepayment of tokens consultancy services (Note d) - Aenco Solutions Limited $ - $ 108,000 $ - Healthcare services income - Aeneas Management Limited $ 321 $ 1,923 $ - |
Lease (Tables)
Lease (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Text Block [Abstract] | |
Schedule of total carrying value of our non-marketable investments | For the year Lease cost Finance lease cost: Depreciation $ 47,819 Interest on lease liabilities 7,290 Operating lease cost 483,398 Short-term lease cost 68,472 Variable lease cost - Sublease income - Total lease cost $ 606,979 Other information Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 457,508 Financing cash flows from finance leases 53,845 Right-of-use assets obtained in exchange for new operating lease liabilities 1,107,206 Weighted-average remaining lease term – finance leases 1.9 years Weighted-average remaining lease term – operating leases 1.5 years Weighted-average discount rate – finance leases 2.5 % Weighted-average discount rate – operating leases 8.0 % |
Schedule of maturity analysis of operating leases liabilities | December 31, Remaining periods ending December 31, 2021 $ 458,078 2022 149,539 2023 17,143 Total future undiscounted cash flow 624,760 Less: Discount on operating lease liabilities (37,039 ) Present value of operating lease liabilities 587,721 Less: Current portion of operating lease liabilities (432,600 ) Non-current portion of operating lease liabilities $ 155,121 December 31, Remaining periods ending December 31, 2021 $ 53,845 2022 49,358 Total future undiscounted cash flow 103,203 Less: Discount on finance lease liabilities (5,884 ) Present value of finance lease liabilities 97,319 Less: Current portion of finance lease liabilities (49,396 ) Non-current portion of finance lease liabilities $ 47,923 |
Share Based Compensation (Table
Share Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of the option activity | Number of Weighted Remaining Aggregate Outstanding, January 1, 2020 218,222 12.91 11.51 Granted 713,042 3.04 11.99 Exercised (12,328 ) 4.92 - Forfeited (52,427 ) 5.80 Cancelled (148,792 ) 12.91 Outstanding, December 31, 2020 717,717 3.76 11.22 - Exercisable, December 31, 2020 84,671 6.12 9.95 - Number of Weighted Remaining Aggregate Granted, March 15, 2019 218,222 12.91 12.31 Outstanding, December 31, 2019 218,222 12.91 11.51 641,573 Exercisable, December 31, 2019 - - - - |
Schedule of each stock option award is estimated on the date of grant using the Black-Scholes option pricing model | Granted in 2020 Granted in 2019 Expected volatility 88.44%-96.55% 95.02%-95.15% Risk-free interest rate 0.59%-0.69% 2.46%-2.49% Expected term from grant date (in years) 5.25-7.29 6.29-7.29 Dividend rate - - Dilution factor 0.9909-1 0.9962 Fair value $1.55-$2.66 $10.1-$10.52 |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of basic and diluted income (loss) per share | Year ended December 31, Year ended December 31, Year ended December 31, Numerator: Net income (loss) attributable to Aptorum Group Limited $ 6,311,340 $ (18,686,762 ) $ (14,831,723 ) Denominator: Weighted average shares outstanding – Basic 31,135,882 29,008,445 27,909,788 – Diluted 31,534,473 29,008,445 27,909,788 Net income (loss) per share attributable to Aptorum Group Limited – Basic $ 0.20 $ (0.64 ) $ (0.53 ) – Diluted $ 0.20 $ (0.64 ) $ (0.53 ) |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of milestone payments are to be made upon achievements of certain conditions | Amount Drug molecules: up to the conditions and milestones of Preclinical to IND filing $ 282,564 From entering phase 1 to before first commercial sale 22,276,410 First commercial sale 14,956,410 Net sales amount more than certain threshold in a year 70,769,231 Subtotal $ 108,284,615 Diagnostics technology: up to the conditions and milestones of Before FDA approval $ 1,423,360 $ 109,707,975 |
Organization (Details) - Schedu
Organization (Details) - Schedule of subsidiaries | 12 Months Ended |
Dec. 31, 2020 | |
Aptorum Therapeutics Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Jun. 30, 2016 |
Ownership | 100.00% |
Place of incorporation | Cayman Islands |
Principle activities | Research and development of life science and biopharmaceutical products |
APTUS MANAGEMENT LIMITED [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | May 16, 2017 |
Ownership | 100.00% |
Place of incorporation | Hong Kong |
Principle activities | Provision of management services to its holding company and fellow subsidiaries |
Aptorum Medical Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Aug. 28, 2017 |
Ownership | 93.00% |
Place of incorporation | Cayman Islands |
Principle activities | Provision of medical clinic services |
Aptorum Innovations Holding Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Apr. 15, 2019 |
Ownership | 100.00% |
Place of incorporation | Cayman Islands |
Principle activities | Investment holding company |
Aptorum Innovations Holding Pte. Ltd. [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Jun. 5, 2019 |
Ownership | 75.00% |
Place of incorporation | Singapore |
Principle activities | Research and development of life science and biopharmaceutical products |
Acticule Life Sciences Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Jun. 30, 2017 |
Ownership | 80.00% |
Place of incorporation | Cayman Islands |
Principle activities | Research and development of life science and biopharmaceutical products |
Claves Life Sciences Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Aug. 2, 2017 |
Ownership | 100.00% |
Place of incorporation | Cayman Islands |
Principle activities | Research and development of life science and biopharmaceutical products |
Nativus Life Sciences Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Jul. 7, 2017 |
Ownership | 100.00% |
Place of incorporation | Cayman Islands |
Principle activities | Research and development of life science and biopharmaceutical products |
Videns Incorporation Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Mar. 2, 2017 |
Ownership | 100.00% |
Place of incorporation | Cayman Islands |
Principle activities | Research and development of life science and biopharmaceutical products |
mTOR (Hong Kong) Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Nov. 4, 2016 |
Ownership | 90.00% |
Place of incorporation | Hong Kong |
Principle activities | Research and development of life science and biopharmaceutical products |
Scipio Life Sciences Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Jul. 19, 2017 |
Ownership | 100.00% |
Place of incorporation | Cayman Islands |
Principle activities | Research and development of life science and biopharmaceutical products |
Signate Life Sciences Limited [Member] | |
Organization (Details) - Schedule of subsidiaries [Line Items] | |
Incorporation date | Aug. 28, 2017 |
Ownership | 100.00% |
Place of incorporation | Cayman Islands |
Principle activities | Research and development of life science and biopharmaceutical products |
Liquidity (Details)
Liquidity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Liquidity (Details) [Line Items] | |||
Net operating loss | $ (20,275,541) | ||
Net operation cash outflow | (15,931,913) | $ (13,382,633) | $ (10,035,531) |
Accumulated deficit | (30,489,126) | (37,555,980) | |
Restricted cash | 130,125 | $ 104,170 | |
Line of Credit [Member] | |||
Liquidity (Details) [Line Items] | |||
Restricted cash | 2,400,000 | ||
Line of Credit [Member] | |||
Liquidity (Details) [Line Items] | |||
Unrestricted cash | $ 10,700,000 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Apr. 24, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2020 | |
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Amortization expenses | $ 59,833 | $ 59,834 | $ 59,833 | ||
Group repurchased its convertible debts | $ 13,600,000 | ||||
Convertible debts with carrying amount | 13,500,000 | ||||
Gain on extinguishment on convertible debts | 1,200,000 | 1,198,490 | |||
Intrinsic value | $ 1,300,000 | ||||
Measure the tax benefit | 50.00% | ||||
Operating losses are available to be carried forward | 5 years | ||||
Operating lease right-of-use assets | $ 547,389 | $ 959,641 | |||
Operating lease liabilities | $ 432,600 | $ 982,288 | |||
Computer software [Member] | Minimum [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Useful life intangible assets | 17 years | ||||
Computer software [Member] | Maximum [Member] | |||||
Summary of Significant Accounting Policies (Details) [Line Items] | |||||
Useful life intangible assets | 20 years |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives | 12 Months Ended |
Dec. 31, 2020 | |
Building [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 29 years |
Computer equipment [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 3 years |
Furniture, fixture, and office and medical equipment [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 5 years |
Leasehold improvements [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Leasehold improvements, estimated useful lives | Shorter of the remaining lease terms or 5 years |
Laboratory equipment [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 5 years |
Motor vehicle [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of estimated useful lives [Line Items] | |
Estimated useful lives | 5 years |
Investment and Fair Value Mea_3
Investment and Fair Value Measurement (Details) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Fair Value Disclosures [Abstract] | |
Non-marketable investments | $ 2,015,005 |
Transferred marketable investments. | $ 1,017,468 |
Investment and Fair Value Mea_4
Investment and Fair Value Measurement (Details) - Schedule of assets and liabilities carried at fair value measured on a recurring basis - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Marketable securities | ||
Total assets at fair value | $ 28,389,233 | $ 1,266,431 |
Common Stock [Member] | ||
Marketable securities | ||
Total assets at fair value | 28,384,944 | 1,063,111 |
Warrant [Member] | ||
Marketable securities | ||
Total assets at fair value | 4,289 | 203,320 |
Level 1 [Member] | ||
Marketable securities | ||
Total assets at fair value | 66,062 | 806,778 |
Level 1 [Member] | Common Stock [Member] | ||
Marketable securities | ||
Total assets at fair value | 66,062 | 806,778 |
Level 2 [Member] | ||
Marketable securities | ||
Total assets at fair value | 28,318,882 | 256,333 |
Level 2 [Member] | Common Stock [Member] | ||
Marketable securities | ||
Total assets at fair value | 28,318,882 | 256,333 |
Level 3 [Member] | ||
Marketable securities | ||
Total assets at fair value | 4,289 | 203,320 |
Level 3 [Member] | Warrant [Member] | ||
Marketable securities | ||
Total assets at fair value | $ 4,289 | $ 203,320 |
Investment and Fair Value Mea_5
Investment and Fair Value Measurement (Details) - Schedule of fair value reconciliation of Level 3 assets - Fair value recurring [Member] - Warrants [Member] - Level 3 [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Beginning balance | $ 203,320 | $ 115,721 |
Ending Balance | 4,289 | 203,320 |
Change in unrealized appreciation (depreciation) | (199,031) | 87,599 |
Net change in unrealized depreciation relating to investments still held | $ (198,549) | $ 87,599 |
Investment and Fair Value Mea_6
Investment and Fair Value Measurement (Details) - Schedule of quantitative information about the group’s level 3 fair value measurements of investment - Warrant [Member] | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Valuation technique | Black-Scholes Model | Black-Scholes Model |
Unobservable input | Estimated time to exit Historical Volatility | Estimated time to exit Historical Volatility |
Range (weighted average) | 6 months 122% | 12-18 months 73% - 301% |
Investment and Fair Value Mea_7
Investment and Fair Value Measurement (Details) - Schedule of unrealized gains and losses - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of unrealized gains and losses [Abstract] | |||
Upward adjustments | $ 1,017,468 | ||
Total unrealized gain for non-marketable investments | $ 1,017,468 |
Investment and Fair Value Mea_8
Investment and Fair Value Measurement (Details) - Schedule of carrying value of our non-marketable investments - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of carrying value of our non-marketable investments [Abstract] | ||
Initial cost basis | $ 4,079,707 | $ 6,094,712 |
Upward adjustments | 1,017,468 | |
Total carrying value at the end of the period | $ 4,079,707 | $ 7,112,180 |
Other Receivables and Prepaym_3
Other Receivables and Prepayments (Details) - Schedule of other receivables and prepayments - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of other receivables and prepayments [Abstract] | ||
Prepaid insurance | $ 82,060 | $ 154,011 |
Prepaid service fee | 174,114 | 296,565 |
Rental deposits | 12,022 | 8,584 |
Prepaid rental expenses | 14,251 | 37,169 |
Prepaid research and development expenses | 978,044 | 453,634 |
Other receivables | 74,176 | 109,714 |
Others | 44,329 | 19,366 |
Total | $ 1,378,996 | $ 1,079,043 |
Digital Currencies (Details) -
Digital Currencies (Details) - Schedule of additional information about digital currencies - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of additional information about digital currencies [Abstract] | |||
Beginning balance | $ 1,539 | ||
Ending balance | 1,539 | 1,539 | |
Purchase of digital currencies | 200,000 | ||
Utilization of digital currencies to settle service fee | (245,178) | ||
Gain on use of digital currencies | $ 46,717 |
Property, Plant and Equipment_3
Property, Plant and Equipment, Net (Details) - USD ($) | 1 Months Ended | 10 Months Ended | 12 Months Ended | ||
Jul. 20, 2020 | Dec. 31, 2017 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment, Net (Details) [Line Items] | |||||
Depreciation expenses | $ 1,128,867 | $ 1,071,799 | $ 497,908 | ||
Impairment loss | $ 330,445 | ||||
Other operating expenses | $ 50,197 | ||||
HONG KONG | |||||
Property, Plant and Equipment, Net (Details) [Line Items] | |||||
Sale of property in related parties | $ 1,100,000 |
Property, Plant and Equipment_4
Property, Plant and Equipment, Net (Details) - Schedule of property, plant and equipment - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 7,079,589 | $ 8,669,218 |
Less: accumulated depreciation | 2,393,266 | 1,576,183 |
Property, plant and equipment, net | 4,686,323 | 7,093,035 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,488,396 | |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 77,611 | 76,365 |
Furniture, fixture, and office and medical equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 262,664 | 271,009 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 542,514 | 665,546 |
Laboratory equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 4,058,538 | 4,029,640 |
Motor vehicle [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | 239,093 | 239,093 |
Assets in construction [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 1,899,169 | $ 1,899,169 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Impairment loss | $ 200,000 | ||
Amortization expenses for finite-lived intangible assets | 145,961 | $ 167,985 | $ 124,551 |
Wrote off of cost related amortization | $ 70,477 | $ 34,400 | $ 2,320 |
Intangible Assets, Net (Detai_2
Intangible Assets, Net (Details) - Schedule of intangible assets - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Intangible Assets, Net (Details) - Schedule of intangible assets [Line Items] | ||
Gross carrying amount | $ 1,349,805 | $ 1,620,282 |
Less: accumulated amortization | 384,948 | 308,599 |
Intangible assets, net | 964,857 | 1,311,683 |
Prepaid unpatented license [Member] | ||
Intangible Assets, Net (Details) - Schedule of intangible assets [Line Items] | ||
Gross carrying amount | 200,000 | |
Intangible assets, net | 200,000 | |
Prepaid patented licenses [Member] | ||
Intangible Assets, Net (Details) - Schedule of intangible assets [Line Items] | ||
Gross carrying amount | 1,322,820 | 1,322,820 |
Less: accumulated amortization | 360,212 | 257,619 |
Intangible assets, net | 962,608 | 1,065,201 |
Computer software [Member] | ||
Intangible Assets, Net (Details) - Schedule of intangible assets [Line Items] | ||
Gross carrying amount | 26,985 | 97,462 |
Less: accumulated amortization | 24,736 | 50,980 |
Intangible assets, net | $ 2,249 | $ 46,482 |
Intangible Assets, Net (Detai_3
Intangible Assets, Net (Details) - Schedule of amortization expense related to its finite-lived intangible assets | Dec. 31, 2020USD ($) |
Schedule of amortization expense related to its finite-lived intangible assets [Abstract] | |
2021 | $ 104,842 |
2022 | 102,593 |
2023 | 102,593 |
2024 | 97,099 |
2025 | 80,615 |
Thereafter | 477,115 |
Total | $ 964,857 |
Long-Term Deposits (Details) -
Long-Term Deposits (Details) - Schedule of long-term deposits - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of long-term deposits [Abstract] | ||
Rental deposits | $ 149,175 | $ 132,043 |
Prepayments for equipment | 147,050 | 162,563 |
Total | $ 296,225 | $ 294,606 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - Schedule of accounts payable and accrued expenses - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of accounts payable and accrued expenses [Abstract] | ||
Deferred bonus and salaries payable | $ 2,078,958 | $ 1,570,324 |
Research and development expenses payable | 750,989 | 554,791 |
Professional fees payable | 185,838 | 171,037 |
Cost of healthcare services payable | 104,457 | 45,234 |
Insurance expenses payable | 33,152 | 70,811 |
Deferred rent | 55,484 | |
Others | 87,378 | 118,846 |
Accounts payable and accrued expenses | $ 3,240,772 | $ 2,586,527 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Taxes (Details) [Line Items] | |||
Net operating loss carry-forwards | $ 57,065,283 | $ 40,329,428 | |
Valuation allowance increased | $ 3,409,362 | 3,098,198 | $ 2,054,381 |
Hong Kong [Member] | |||
Income Taxes (Details) [Line Items] | |||
Income tax, description | Under the two-tiered profits tax rate regime, the first $2 million of assessable profits of qualifying corporations is taxed at 8.25% and the remaining assessable profits at 16.5%. The Ordinance is effective from the year of assessment 2018-2019. According to the policy, if no election has been made, the whole of the taxpaying entity’s assessable profits will be chargeable to Profits Tax at the rate of 16.5% or 15%, as applicable. Because the preferential tax treatment is not elected by the Group, all the subsidiaries registered in Hong Kong are subject to income tax at a rate of 16.5%. | ||
United Kingdom [Member] | |||
Income Taxes (Details) [Line Items] | |||
Income tax rate percentage | 19.00% | ||
Singapore [Member] | |||
Income Taxes (Details) [Line Items] | |||
Income tax rate percentage | 17.00% | ||
Seychelles [Member] | |||
Income Taxes (Details) [Line Items] | |||
Income tax rate percentage | 25.00% | ||
Net operating loss carry-forwards | $ 492,715 | $ 439,345 | |
Tax carried forward other losses | 5 years | ||
Samoa [Member] | |||
Income Taxes (Details) [Line Items] | |||
Income tax rate percentage | 27.00% | ||
United States (Nevada) [Member] | |||
Income Taxes (Details) [Line Items] | |||
Income tax rate percentage | 21.00% | ||
Canada [Member] | |||
Income Taxes (Details) [Line Items] | |||
Income tax rate percentage | 15.00% | ||
Ireland [Member] | |||
Income Taxes (Details) [Line Items] | |||
Income tax rate percentage | 12.50% |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of provision for income taxes expenses - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of provision for income taxes expenses [Abstract] | |||
Current | |||
Deferred | |||
Total income taxes expense |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of income taxes expenses computed at the Hong Kong statutory tax rate - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Schedule of income taxes expenses computed at the Hong Kong statutory tax rate [Abstract] | |||
Net income (loss) before tax | $ 4,920,167 | $ (20,116,938) | $ (15,134,485) |
Provision for income taxes at Hong Kong statutory income tax rate (16.5%) | 811,828 | (3,319,294) | (2,497,190) |
Impact of different tax rates in other jurisdictions | (18,869) | (91,623) | (3,066) |
Non-taxable income | (4,281,521) | (389,714) | (95,018) |
Non-deductible expenses | 79,200 | 702,433 | 540,893 |
Change in valuation allowance | 3,409,362 | 3,098,198 | 2,054,381 |
Effective income tax expense |
Income Taxes (Details) - Sche_3
Income Taxes (Details) - Schedule of deferred tax asset - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax asset: | ||
Tax loss carry forward | $ 9,461,421 | $ 6,699,345 |
Share-based payment expenses | 497,808 | |
Deferred tax asset | 9,959,229 | 6,699,345 |
Deferred tax liability: | ||
Depreciation and amortization | (397,669) | (547,147) |
Net deferred tax assets before valuation allowance | 9,561,560 | 6,152,198 |
Valuation allowance | (9,561,560) | (6,152,198) |
Deferred tax asset, net |
Related Party Balances and Tr_3
Related Party Balances and Transactions (Details) | Aug. 13, 2019 | Jul. 31, 2019 | Apr. 30, 2018 | Dec. 31, 2020USD ($) | Dec. 31, 2020HKD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2019HKD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2018HKD ($) | Jan. 02, 2020shares | Mar. 29, 2019shares | Apr. 03, 2018shares |
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Description of rental fee | Jurchen Investment Corporation was entitled to receive a fixed amount of rental fee of HK $130,000 (approximately USD 16,667) per calendar month. | Jurchen Investment Corporation was entitled to receive a fixed amount of rental fee of HK $130,000 (approximately USD 16,667) per calendar month. | ||||||||||
Related party transaction, description | Smart Pharmaceutical Limited Partnership (“SPLP”), a wholly owned subsidiary of the Group, transferred 100,000,000 SMPT token to Aenco Solutions Limited, a related party, in exchange of the services related to token creation and offering and consulting services for five years for an amount of $300,000. | |||||||||||
Shares issued | shares | 115 | |||||||||||
Aeneas Group Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Line of credit facility, description | the ultimate parent of the Group, allowing the Group to access up to a total $15.0 million in line of credit debt financing. The line of credit will mature on August 12, 2022 and the interest on the outstanding principal indebtedness will be at the rate of 8% per annum. | |||||||||||
Aenco Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Services fees | $ 89,744 | $ 69,231 | ||||||||||
Aeneas Technology (Hong Kong) Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Research fee | $ 123,559 | |||||||||||
Expiry date | Oct. 30, 2021 | Oct. 30, 2021 | ||||||||||
Aeneas Management Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Services fees | $ 57,949 | |||||||||||
CGY Investments Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Services fees | $ 13,333 | |||||||||||
ACC Medical Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Services fees | $ 13,018 | |||||||||||
AENEAS CAPITAL LIMITED [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Administrative fees | $ 64,103 | |||||||||||
Description of obligation | the Group, AENEAS CAPITAL LIMITED, Aeneas Management Limited and Aeneas Group Limited entered into a net settlement agreement to offset the amounts due from related parties against the amounts due to related parties. Thereby, the Group is released from obligation for a total amount of $164,973, netting off receivables of total amount of $197,878 and collected remaining balance of $32,905. | |||||||||||
Clark Cheng [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Shares issued | shares | 115 | 112 | 526 | |||||||||
Clark Cheng [Member] | Maximum [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Increase decrease equity interest, percentage | 94.00% | 95.00% | ||||||||||
Clark Cheng [Member] | Minimum [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Increase decrease equity interest, percentage | 93.00% | 94.00% | ||||||||||
Aptorum Medical Limited [Member] | Maximum [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Ownership of aeneas limited and its subsidiary | 100.00% | |||||||||||
Aptorum Medical Limited [Member] | Minimum [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Ownership of aeneas limited and its subsidiary | 95.00% | |||||||||||
HKD [Member] | Aenco Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Services fees | $ 700,000 | $ 540,000 | ||||||||||
HKD [Member] | Aeneas Technology (Hong Kong) Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Research fee | 963,760 | |||||||||||
HKD [Member] | Aeneas Management Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Services fees | $ 452,000 | |||||||||||
HKD [Member] | CGY Investments Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Services fees | 104,000 | |||||||||||
HKD [Member] | ACC Medical Limited [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Services fees | $ 101,542 | |||||||||||
HKD [Member] | AENEAS CAPITAL LIMITED [Member] | ||||||||||||
Related Party Balances and Transactions (Details) [Line Items] | ||||||||||||
Administrative fees | $ 500,000 |
Related Party Balances and Tr_4
Related Party Balances and Transactions (Details) - Schedule of amounts due from related parties - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Aeneas Management Limited [Member] | ||
Current | ||
Amounts due from related parties, Current | $ 962 | |
Jurchen Investment Corporation [Member] | ||
Non-current | ||
Amounts due from related parties, Non-current | $ 50,000 |
Related Party Balances and Tr_5
Related Party Balances and Transactions (Details) - Schedule of amounts due to related parties - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Current | ||
Amounts due to related parties, Current | $ 145,926 | $ 41,593 |
Non-current | ||
Amounts due to related parties, Non-current | 2,007,285 | 6,330,472 |
Aeneas Group Limited [Member] | ||
Current | ||
Amounts due to related parties, Current | 123,922 | 14,247 |
Non-current | ||
Amounts due to related parties, Non-current | 1,507,285 | 3,330,472 |
Jurchen Investment Corporation [Member] | ||
Current | ||
Amounts due to related parties, Current | 19,454 | 20,055 |
Ian Huen [Member] | ||
Current | ||
Amounts due to related parties, Current | 2,110 | 127 |
Clark Cheng [Member] | ||
Current | ||
Amounts due to related parties, Current | 401 | 1,114 |
Sabrina Khan [Member] | ||
Current | ||
Amounts due to related parties, Current | 39 | 268 |
Aenco Solutions Limited [Member] | ||
Current | ||
Amounts due to related parties, Current | 5,782 | |
Jurchen Investment Corporation [Member] | ||
Non-current | ||
Amounts due to related parties, Non-current | $ 500,000 | $ 3,000,000 |
Related Party Balances and Tr_6
Related Party Balances and Transactions (Details) - Schedule of related party transactions - USD ($) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||
Aeneas Group Limited [Member] | ||||
Related Party Transaction [Line Items] | ||||
Loan from related parties | [1] | $ 500,000 | $ 3,330,472 | |
Interest expenses | [1] | 155,633 | 14,247 | |
Loan repayment and interest paid to related parties | [1] | 2,356,080 | ||
Jurchen Investment Corporation [Member] | ||||
Related Party Transaction [Line Items] | ||||
Loan from related parties | [1] | 500,000 | 3,000,000 | |
Interest expenses | [1] | 81,530 | 20,055 | |
Loan repayment and interest paid to related parties | [1] | 3,082,131 | ||
Rental expense | [2] | 96,300 | 227,729 | 207,841 |
Aenco Limited [Member] | ||||
Related Party Transaction [Line Items] | ||||
Consultant, secondment, management and administrative services fees | [3] | 746,153 | 830,769 | |
Aeneas Technology (Hong Kong) Limited [Member] | ||||
Related Party Transaction [Line Items] | ||||
Consultant, secondment, management and administrative services fees | [3] | 617,794 | ||
Aeneas Management Limited [Member] | ||||
Related Party Transaction [Line Items] | ||||
Consultant, secondment, management and administrative services fees | [3] | 231,795 | 698,152 | |
Healthcare services income | 321 | 1,923 | ||
CGY Investments Limited [Member] | ||||
Related Party Transaction [Line Items] | ||||
Consultant, secondment, management and administrative services fees | [3] | 169,462 | ||
ACC Medical Limited [Member] | ||||
Related Party Transaction [Line Items] | ||||
Consultant, secondment, management and administrative services fees | [3] | 13,018 | ||
AENEAS CAPITAL LIMITED [Member] | ||||
Related Party Transaction [Line Items] | ||||
Consultant, secondment, management and administrative services fees | [3] | 448,718 | ||
Aenco Solutions Limited [Member] | ||||
Related Party Transaction [Line Items] | ||||
Issuance of tokens for tokens creation, offering an consultancy services | [4] | 300,000 | ||
Tokens creation, offering an consultancy services expense | [4] | 192,000 | ||
Prepayment of tokens consultancy services | [4] | $ 108,000 | ||
[1] | On August 13, 2019, the Group entered into financing arrangements with Aeneas Group Limited, a related party, and Jurchen Investment Corporation, the ultimate parent of the Group, allowing the Group to access up to a total $15.0 million in line of credit debt financing. The line of credit will mature on August 12, 2022 and the interest on the outstanding principal indebtedness will be at the rate of 8% per annum. The Group may early repay, in whole or in part, the principal indebtedness and all interest accrued at any time prior to the maturity date without the prior written consent of the lender and without payment of any premium or penalty. | |||
[2] | Jurchen Investment Corporation entered into a sub-tenancy agreement with a subsidiary of the Group for the rental arrangement of an office in Hong Kong. For the period February 1, 2018 through January 31, 2021, Jurchen Investment Corporation was entitled to receive a fixed amount of rental fee of HK$130,000 (approximately USD16,667) per calendar month. In May 2020, Jurchen Investment Corporation and the Group mutually agreed to early terminate the rental agreement and returned the office on May 31, 2020. | |||
[3] | Aenco Limited provided certain information technology services to the Group. For the year ended December 31, 2019, Aenco Limited was entitled to receive a fixed amount of services fees of HKD540,000 (approximately $69,231) per calendar month with the expiry date on December 31, 2019. The agreement was originally renewed under the same terms with the expiry date on December 31, 2020. The agreement was replaced by another agreement on April 1, 2020. Pursuant to the replaced agreement, Aenco Limited is entitled to receive a fixed amount of services fee of HKD700,000 (approximately $89,744) per calendar month. On September 30, 2020, the replaced agreement was terminated as mutually agreed. | |||
[4] | In July 2019, Smart Pharmaceutical Limited Partnership, a wholly owned subsidiary of the Group, transferred 100,000,000 SMPT token to Aenco Solutions Limited, a related party, in exchange of the services related to token creation and offering and consulting services for five years for an amount of $300,000. |
Lease (Details)
Lease (Details) | Dec. 31, 2020 |
Disclosure Text Block [Abstract] | |
Weighted average remaining lease term | 1 year 6 months |
Weighted average discount rates | 8.00% |
Lease (Details) - Schedule of c
Lease (Details) - Schedule of components of finance leases obligation | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Finance lease cost: | |
Depreciation | $ 47,819 |
Interest on lease liabilities | 7,290 |
Operating lease cost | 483,398 |
Short-term lease cost | 68,472 |
Variable lease cost | |
Sublease income | |
Total lease cost | 606,979 |
Cash paid for amounts included in the measurement of lease liabilities | |
Operating cash flows from operating leases | 457,508 |
Financing cash flows from finance leases | 53,845 |
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 1,107,206 |
Weighted-average remaining lease term – finance leases | 1 year 328 days |
Weighted-average remaining lease term – operating leases | 1 year 6 months |
Weighted-average discount rate – finance leases | 2.50% |
Weighted-average discount rate – operating leases | 8.00% |
Lease (Details) - Schedule of m
Lease (Details) - Schedule of maturity analysis of operating leases liabilities - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of maturity analysis of operating leases liabilities [Abstract] | ||
2021 | $ 458,078 | |
2022 | 149,539 | |
2023 | 17,143 | |
Total future undiscounted cash flow | 624,760 | |
Less: Discount on operating lease liabilities | (37,039) | |
Present value of operating lease liabilities | 587,721 | |
Less: Current portion of operating lease liabilities | (432,600) | |
Non-current portion of operating lease liabilities | 155,121 | |
2021 | 53,845 | |
2022 | 49,358 | |
Total future undiscounted cash flow | 103,203 | |
Less: Discount on finance lease liabilities | (5,884) | |
Present value of finance lease liabilities | 97,319 | |
Less: Current portion of finance lease liabilities | (49,396) | |
Non-current portion of finance lease liabilities | $ 47,923 | $ 97,319 |
Ordinary Shares (Details)
Ordinary Shares (Details) - USD ($) | Oct. 02, 2020 | Aug. 27, 2020 | Feb. 28, 2020 | Dec. 31, 2020 | Jan. 02, 2020 | Dec. 31, 2019 | Jun. 19, 2019 |
Ordinary Shares (Details) [Line Items] | |||||||
Shares issued | 115 | ||||||
Ordinary shares, issued | 540,540 | ||||||
Gross proceeds (in Dollars) | $ 10,000,000 | ||||||
Excercise price per share (in Dollars per share) | $ 4.0625 | ||||||
Issuance of expire years | 7 years | ||||||
Issuance of warrants (in Dollars) | $ 147,538 | $ 43,243 | |||||
Stock Issued, Value, Stock Options Exercised, Net of Tax Benefit (Expense) (in Dollars) | $ 8.88 | ||||||
Deemed dividend (in Dollars) | $ 755,514 | ||||||
Ordinary shares, description | Following the public offering completed on October 2, 2020, the placement agent of the offering on February 28, 2020 was further received 65,406 warrants as a tail fee, with an exercise price of $3.9 and expire seven years from the date of issuance. | ||||||
Initial Public Offering [Member] | |||||||
Ordinary Shares (Details) [Line Items] | |||||||
Warrants to purchase shares | 2,769,231 | ||||||
Shares issued, par value (in Dollars per share) | $ 1 | ||||||
Class A Ordinary Shares [Member] | |||||||
Ordinary Shares (Details) [Line Items] | |||||||
Ordinary shares, issued | 11,584,324 | 6,597,362 | |||||
Sale of ordinary shares | 1,351,350 | ||||||
Warrants to purchase shares | 1,351,350 | ||||||
Gross proceeds (in Dollars) | $ 9,000,000 | ||||||
Purchase of excercisable warrant shares | 1 | ||||||
Excercise price per share (in Dollars per share) | $ 3.25 | $ 7.40 | |||||
Issuance of expire years | 5 years | ||||||
Non-affiliated purchasers in exchange of warrants | 540,540 | ||||||
Class A Ordinary Shares [Member] | Warrant Holders [Member] | |||||||
Ordinary Shares (Details) [Line Items] | |||||||
Shares issued | 60,093 | ||||||
Class A Ordinary Shares [Member] | Initial Public Offering [Member] | |||||||
Ordinary Shares (Details) [Line Items] | |||||||
Ordinary shares, issued | 6,597,362 | ||||||
Issuance of public offering (in Dollars) | $ 2,769,231 | ||||||
Offering costs (in Dollars) | $ 1,200,000 | ||||||
Class A Ordinary Shares [Member] | Shares Warrant Holders [Member] | |||||||
Ordinary Shares (Details) [Line Items] | |||||||
Ordinary shares, issued | 313,513 | ||||||
Class A Ordinary Shares [Member] | Share Option Holders [Member] | |||||||
Ordinary Shares (Details) [Line Items] | |||||||
Ordinary shares, issued | 12,328 |
Share Based Compensation (Detai
Share Based Compensation (Details) - USD ($) | Aug. 10, 2020 | Mar. 15, 2019 | Jun. 01, 2020 | Mar. 16, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 02, 2020 |
Share Based Compensation (Details) [Line Items] | |||||||
Total shares issued (in Shares) | 115 | ||||||
Options granted (in Shares) | 713,042 | 218,222 | |||||
Weighted-average grant date fair value of share option grants | $ 3.04 | $ 12.91 | |||||
Maximum contractual term | 11 years 186 days | ||||||
2017 Share Option Plan [Member] | |||||||
Share Based Compensation (Details) [Line Items] | |||||||
Weighted-average grant date fair value of share option grants | $ 1.76 | $ 10.31 | |||||
Maximum contractual term | 12 years 292 days | ||||||
Directors, Employees, External Consultants and Advisors [Member] | 2017 Share Option Plan [Member] | |||||||
Share Based Compensation (Details) [Line Items] | |||||||
Options granted (in Shares) | 27,473 | 218,222 | 148,792 | 536,777 | |||
Stock option exercise price | $ 3.64 | $ 12.91 | $ 3.11 | $ 2.99 | |||
Employees [Member] | |||||||
Share Based Compensation (Details) [Line Items] | |||||||
Share-based compensation charges (in Dollars) | $ 1,191,957 | $ 286,608 | |||||
Non-employees [Member] | |||||||
Share Based Compensation (Details) [Line Items] | |||||||
Share-based compensation charges (in Dollars) | $ 1,180,477 | $ 432,355 | |||||
Class A Ordinary Shares [Member] | 2017 Share Option Plan [Member] | |||||||
Share Based Compensation (Details) [Line Items] | |||||||
Total shares issued (in Shares) | 5,500,000 | ||||||
Stock option related, description | (i) 2% of the outstanding number of Class A Ordinary Shares (on a fully diluted basis) on the immediate preceding December 31, and (ii) such lower number of Class A Ordinary Shares as may be determined by the board of directors, subject in all cases to adjustments as provided in Section 10 of the 2017 Share Option Plan. |
Share Based Compensation (Det_2
Share Based Compensation (Details) - Schedule of the option activity - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of the option activity [Abstract] | ||
Number of share options, Outstanding Beginning | 218,222 | |
Weighted average exercise price, Outstanding Beginning | $ 12.91 | |
Remaining contractual term in years, Outstanding Beginning | 11 years 186 days | |
Number of share options, Outstanding, Granted | 713,042 | 218,222 |
Weighted average exercise price, Granted | $ 3.04 | $ 12.91 |
Remaining contractual term in years, Granted | 11 years 361 days | 12 years 113 days |
Number of share options, Outstanding, Exercised | (12,328) | |
Weighted average exercise price, Exercised | $ 4.92 | |
Aggregate Intrinsic value, Exercised | ||
Number of share options, Outstanding, Forfeited | (52,427) | |
Weighted average exercise price, Forfeited | $ 5.80 | |
Number of share options, Outstanding, Cancelled | (148,792) | |
Weighted average exercise price, Cancelled | $ 12.91 | |
Number of share options, Outstanding, Outstanding, Ending | 717,717 | 218,222 |
Weighted average exercise price, Outstanding, Ending | $ 3.76 | $ 12.91 |
Remaining contractual term in years, Outstanding, Ending | 11 years 80 days | 11 years 186 days |
Aggregate Intrinsic value, Ending | $ 641,573 | |
Number of share options, Outstanding,Exercisable | 84,671 | |
Weighted average exercise price, Exercisable | $ 6.12 | |
Remaining contractual term in years, Exercisable | 9 years 346 days | |
Aggregate Intrinsic value, Exercisable |
Share Based Compensation (Det_3
Share Based Compensation (Details) - Schedule of each stock option award is estimated on the date of grant using the Black-Scholes option pricing model - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of each stock option award is estimated on the date of grant using the Black-Scholes option pricing model [Abstract] | ||
Expected volatility, minimum | 88.44% | 95.02% |
Expected volatality, maximum | 96.55% | 95.15% |
Risk-free interest rate, minimum | 0.59% | 2.46% |
Risk-free interest rate, maximum | 0.69% | 2.49% |
Expected term from grant date (in years), minimum | 5 years 3 months | 6 years 105 days |
Expected term from grant date (in years), maximum | 7 years 105 days | 7 years 105 days |
Dividend rate | ||
Dilution factor, minimum (in Dollars per share) | $ 0.9909 | |
Dilution factor, maximum (in Dollars per share) | 1 | |
Dilution factor (in Dollars per share) | $ 0.9962 | |
Fair value, minimum (in Dollars per share) | 1.55 | 10.1 |
Fair value, maximum (in Dollars per share) | $ 2.66 | $ 10.52 |
Non-Controlling Interest (Detai
Non-Controlling Interest (Details) - USD ($) | 12 Months Ended | |||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Sep. 25, 2020 | Jan. 02, 2020 | Mar. 29, 2019 | |
Non-Controlling Interest (Details) [Line Items] | ||||||
Shares issued (in Shares) | 115 | |||||
Related party description | Total 1 billion SMPT tokens are offered by Smart Pharmaceutical Limited Partnership (“SPLP”), a wholly owned subsidiary of the Group. In July 2019, SPLP transferred 100,000,000 SMPT tokens to Aenco Solutions Limited, a related party of the Group, in exchange for the services related to the tokens creation, offering and 5-year consultancy service. Amount of $300,000 were classified as a component of non-controlling interests within the Group’s consolidated financial statements. The remaining 900,000,000 SMPT tokens are remained and kept by SPLP. | |||||
Non controlling interest (in Dollars) | $ (3,681,858) | $ (1,509,456) | ||||
Net loss attributable to non-controlling interests (in Dollars) | $ 2,146,687 | $ 1,430,176 | $ 302,762 | |||
Aptorum Medical Limited [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Shares issued (in Shares) | 112 | |||||
Non-controlling interest rate | 7.00% | 6.00% | ||||
Reclassified from additional paid-in capital to non-controlling interests (in Dollars) | $ 22,325 | $ 10,672 | ||||
Aptorum Innovation Holding Limited [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Non-controlling interest rate | 25.00% | |||||
Reclassified from additional paid-in capital to non-controlling interests (in Dollars) | $ 3,090 | |||||
mTOR (Hong Kong) Limited [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Non-controlling interest rate | 10.00% | 10.00% | ||||
Acticule Life Sciences Limited [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Non-controlling interest rate | 20.00% | |||||
Lanither Life Sciences Limited [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Non-controlling interest rate | 20.00% | 20.00% | ||||
Acticule [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Non-controlling interest rate | 20.00% | |||||
Minimum [Member] | Aptorum Medical Limited [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Non-controlling interest rate | 5.00% | |||||
Increase decrease equity interest percentage | 6.00% | |||||
Minimum [Member] | Aptorum Innovation Holding Limited [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Increase decrease equity interest percentage | 75.00% | |||||
Maximum [Member] | Aptorum Medical Limited [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Non-controlling interest rate | 6.00% | |||||
Increase decrease equity interest percentage | 7.00% | |||||
Maximum [Member] | Aptorum Innovation Holding Limited [Member] | ||||||
Non-Controlling Interest (Details) [Line Items] | ||||||
Increase decrease equity interest percentage | 100.00% |
Net Income (Loss) Per Share (De
Net Income (Loss) Per Share (Details) - Schedule of basic and diluted income (loss) per share - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Numerator: | |||
Net income (loss) attributable to Aptorum Group Limited | $ 6,311,340 | $ (18,686,762) | $ (14,831,723) |
Denominator: | |||
– Basic | 31,135,882 | 29,008,445 | 27,909,788 |
– Diluted | 31,534,473 | 29,008,445 | 27,909,788 |
Net income (loss) per share attributable to Aptorum Group Limited | |||
– Basic | $ 0.20 | $ (0.64) | $ (0.53) |
– Diluted | $ 0.20 | $ (0.64) | $ (0.53) |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Non-cancellable purchase commitments | $ 49,166 | ||
Milestone payments | $ 129,203 | $ 30,000 |
Commitments and Contingencies_3
Commitments and Contingencies (Details) - Schedule of milestone payments are to be made upon achievements of certain conditions | Dec. 31, 2020USD ($) |
Drug molecules: up to the conditions and milestones of | |
Preclinical to IND filing | $ 282,564 |
From entering phase 1 to before first commercial sale | 22,276,410 |
First commercial sale | 14,956,410 |
Net sales amount more than certain threshold in a year | 70,769,231 |
Subtotal | 108,284,615 |
Diagnostics technology: up to the conditions and milestones of | |
Before FDA approval | 1,423,360 |
Total | $ 109,707,975 |
Segment Reporting (Details)
Segment Reporting (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Number of reportable segments | 1 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - USD ($) | Mar. 11, 2021 | Mar. 26, 2021 |
2017 Share Option Plan [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Share options granted (in Shares) | 752,185 | |
Exercise price | $ 2.76 | |
Class A Ordinary Shares [Member] | Sales Agreement [Member] | ||
Subsequent Events (Details) [Line Items] | ||
Common stock par value | $ 1 | |
Aggregate offering price (in Dollars) | $ 15,000,000 |