Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 10, 2022 | Jun. 30, 2021 | |
Document Information [Line Items] | |||
Entity Central Index Key | 0001742927 | ||
Entity Registrant Name | REVIVA PHARMACEUTICALS HOLDINGS, INC. | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Transition Report | false | ||
Entity File Number | 001-38634 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 85-4306526 | ||
Entity Address, Address Line One | 19925 Stevens Creek Blvd., Suite 100 | ||
Entity Address, City or Town | Cupertino | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 95014 | ||
City Area Code | 408 | ||
Local Phone Number | 501-8881 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Entity Ex Transition Period | false | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 41,400,000 | ||
Entity Common Stock, Shares Outstanding | 15,133,286 | ||
Auditor Name | ArmaninoLLP | ||
Auditor Location | San Ramon, California | ||
Auditor Firm ID | 32 | ||
Warrant [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Warrants to purchase one share of Common Stock | ||
Trading Symbol | RVPHW | ||
Security Exchange Name | NASDAQ | ||
Common Stock [Member] | |||
Document Information [Line Items] | |||
Title of 12(b) Security | Common Stock, par value $0.0001 per share | ||
Trading Symbol | RVPH | ||
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Assets | ||
Cash | $ 29,687,944 | $ 8,760,462 |
Prepaid expenses and other current assets | 1,716,057 | 1,816 |
Total Assets | 31,404,001 | 8,762,278 |
Liabilities | ||
Accounts payable | 509,583 | 1,008,046 |
Accrued expenses and other current liabilities | 1,835,228 | 324,697 |
Total current liabilities | 2,344,811 | 1,332,743 |
Warrant liabilities | 372,730 | 1,963,785 |
Total Liabilities | 2,717,541 | 3,296,528 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity | ||
Common stock, par value of $0.0001; 115,000,000 shares authorized; 14,433,286 and 9,231,737 shares issued and outstanding as of December 31, 2021, and December 31, 2020, respectively | 1,443 | 923 |
Additional paid-in capital | 95,516,986 | 63,774,920 |
Accumulated deficit | (66,831,969) | (58,310,093) |
Total stockholders' equity | 28,686,460 | 5,465,750 |
Total Liabilities and Stockholders' Equity | $ 31,404,001 | $ 8,762,278 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (in shares) | 115,000,000 | 115,000,000 |
Common stock, shares issued (in shares) | 14,433,286 | 9,231,737 |
Common stock, shares outstanding (in shares) | 14,433,286 | 9,231,737 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 11 Months Ended | 12 Months Ended |
Dec. 13, 2021 | Dec. 31, 2020 | |
Operating expenses | ||
Research and development | $ 4,851,602 | $ 295,150 |
General and administrative | 5,252,911 | 2,139,501 |
Total operating expenses | 10,104,513 | 2,434,651 |
Loss from operations | (10,104,513) | (2,434,651) |
Other income (expense) | ||
Gain on remeasurement of warrant liabilities | 1,591,055 | 0 |
Interest and other income (expense), net | (2,414) | 105,183 |
Interest expense | 0 | (1,453,120) |
Total other income (expense), net | 1,588,641 | (1,347,937) |
Loss before provision for income taxes | (8,515,872) | (3,782,588) |
Provision for income taxes | 6,004 | 800 |
Net loss | $ (8,521,876) | $ (3,783,388) |
Net loss per share: | ||
Basic and diluted (in dollars per share) | $ (0.58) | $ (1.24) |
Weighted average shares outstanding Basic and diluted (in shares) | 14,790,843 | 3,061,670 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Preferred Stock [Member] | Total |
Balance (in shares) at Dec. 31, 2019 | 2,768,346 | 1,597,585 | |||
Balance at Dec. 31, 2019 | $ 618 | $ 18,644,683 | $ (54,526,705) | $ 29,069,974 | $ (6,811,430) |
Issuance of common stock in lieu of deferred compensation | $ 25 | 340,907 | 0 | 0 | 340,932 |
Issuance of common stock in lieu of deferred compensation (in shares) | 38,992 | ||||
Beneficial conversion feature on conversion of notes payable | $ 0 | 961,680 | 0 | 0 | 961,680 |
Issuance of common stock upon conversion of notes and accrued interest | $ 110 | 8,499,233 | 0 | 0 | 8,499,343 |
Issuance of common stock upon conversion of notes and accrued interest (in shares) | 1,099,947 | ||||
Reclassification of warrant liability | $ 0 | 1,185,577 | 0 | 0 | 1,185,577 |
Proceeds from reverse acquisition, net of costs | $ 0 | 9,375,961 | 0 | $ 0 | 9,375,961 |
Effect of reverse recapitalization, net of costs (in shares) | 5,324,452 | (1,597,585) | |||
Effect of reverse recapitalization, net of costs | $ 170 | 24,766,879 | 0 | $ (29,069,974) | (4,302,928) |
Net loss | $ 0 | 0 | (3,783,388) | $ 0 | (3,783,388) |
Balance (in shares) at Dec. 31, 2020 | 9,231,737 | 0 | |||
Balance at Dec. 31, 2020 | $ 923 | 63,774,920 | (58,310,093) | $ 0 | 5,465,750 |
Net loss | $ 0 | (8,521,876) | (8,521,876) | ||
Issuance of Units in public offering, net (in shares) | 4,133,400 | ||||
Issuance of Units in public offering, net | $ 413 | 31,497,050 | 0 | 31,497,463 | |
Common stock issued in connection with warrant exercises (in shares) | 1,057,149 | ||||
Common stock issued in connection with warrant exercises | $ 106 | 98,375 | 0 | 98,481 | |
Common stock issued to consultant in exchange for services (in shares) | 11,000 | ||||
Common stock issued to consultant in exchange for services | $ 1 | 39,928 | 0 | 39,929 | |
Stock-based compensation expense | $ 0 | 106,713 | 0 | 106,713 | |
Balance (in shares) at Dec. 31, 2021 | 14,433,286 | ||||
Balance at Dec. 31, 2021 | $ 1,443 | $ 95,516,986 | $ (66,831,969) | $ 28,686,460 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (8,521,876) | $ (3,783,388) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Depreciation | 0 | 591 |
Change in fair value of warrant liabilities | (1,591,055) | 1,084,052 |
Noncash interest expense | 0 | 961,680 |
Issuance of stock in exchange for services | 39,929 | 0 |
Stock-based compensation expense | 106,713 | 0 |
Changes in operating assets and liabilities: | ||
Deferred cost | 0 | (2,330,738) |
Prepaid expenses and other current assets | (1,714,241) | 0 |
Accounts payable | (498,463) | 775,101 |
Accrued interest | 0 | 0 |
Accrued expenses and other current liabilities | 1,510,531 | (773,922) |
Net cash used in operating activities | (10,668,462) | (4,066,624) |
Cash flows from financing activities | ||
Issuance of common stock in lieu of deferred compensation | 0 | 340,932 |
Proceeds from business combination, net of costs | 0 | 9,375,961 |
Proceeds from issuance of Units in public offering, net | 31,497,463 | 0 |
Proceeds from issuance of stock upon warrant exercises | 98,481 | 0 |
Proceeds from issuance of convertible promissory notes | 0 | 3,110,000 |
Net cash provided by financing activities | 31,595,944 | 12,826,893 |
Net increase (decrease) in cash | 20,927,482 | 8,760,269 |
Cash, beginning of period | 8,760,462 | 193 |
Cash, end of period | 29,687,944 | 8,760,462 |
Supplemental disclosures of cash flow information: | ||
Cash paid for taxes | 2,400 | 800 |
Cash paid for interest | 0 | 327,076 |
Supplemental schedule of noncash financing and investing activities: | ||
Conversion of convertible promissory notes into common stock | 0 | 6,875,088 |
Payment of certain deferred costs from proceeds from business combination | $ 0 | $ 1,000,000 |
Note 1 - Organization and Natur
Note 1 - Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. ORGANIZATION AND NATURE OF OPERATIONS On December 14, 2020, July 20, 2020 Reviva Pharmaceuticals, Inc. was originally incorporated in the state of Delaware and commenced operations on May 1, 2006 2014. |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies and Basis of Presentation | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES AND BASIS OF PRESENTATION Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The summary of significant accounting policies presented below is designed to assist in understanding the Company’s financial statements. Such financial statements and accompanying notes are the representations of Company’s management, who is responsible for their integrity and objectivity. Principals of consolidation The accompanying consolidated financial statements include the accounts of the Reviva Pharmaceuticals Holdings, Inc. and its wholly owned subsidiary Reviva Pharmaceuticals, India Pvt Ltd. The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. All transactions and balances between the parent and its subsidiary have been eliminated in consolidation. Use of estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of expenses during the reporting periods covered by the financial statements and accompanying notes. Significant areas requiring the use of management estimates include, but are not Concentration of credit risk and other risks and uncertainties Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash. Substantially, all the Company’s cash are held in demand deposit form by one not The Company is subject to all of the risks inherent in an early-stage company developing new pharmaceutical products. These risks include, but are not may Cash The Company considers all highly liquid investments purchased with an original maturity at the date of purchase of three December 31, 2021, 2020, two may, Property and equipment The Company capitalizes expenditures related to property and equipment, subject to a minimum rule, that have a useful life greater than one 1 2 three five Leases In February 2016, 2016 2, Leases (Topic 842 January 1, 2019, no Research and development costs Research and development costs are charged to operating expenses as incurred. Research and development costs include, but are not General and administrative costs General and administrative costs are charged to operating expenses as incurred. General and administrative costs include, but are not Income taxes The Company utilizes FASB ASC 740, not” not The Company accounts for income taxes using the liability method whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value. In evaluating the ability recover its deferred income tax assets, the Company considers all available positive and negative evidence, including its opening results, ongoing tax planning, and forecasts of future taxable income on a jurisdiction-by-jurisdiction basis. The Company generated a deferred tax asset through net operating loss carry-forward. However, a valuation allowance of 100% not Stock-based compensation Stock-based compensation is calculated based on the requirements of the Share-Based Payment Topic of ASC 718 The fair value of the award that is ultimately expected to vest is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period. The determination of the fair value of stock-based payment awards on the date of grant is affected by the stock price as well as assumptions regarding a number of complex and subjective variables. These variables include expected stock price volatility over the term of the awards, actual and projected employee stock option exercise behaviors, risk-free interest rates, and expected dividends as under: • Expected term • Expected volatility • Expected dividend no • Risk-free interest rate zero • Forfeiture rate one As of January 1, 2019, No. 2018 07, 718 not not Fair Value of Financial Instruments Due to their short maturities, the carrying amounts for cash and cash equivalents, accounts payable, and accrued expenses approximate their fair value. Non-current assets are primarily related to certain advances with carrying values that approximate their fair values. Fair Value Measurements of Warrants ASC 820 820 820 1 2 three 1 3 The three 820 • Level 1 — Quoted 1 • Level 2 — Directly not 2 not • Level 3 — Unobservable no In determining the fair value of warrants, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considers counterparty credit risk in its assessment of fair value. Beneficial Conversion Features In accordance with FASB ASC 470 20, |
Note 3 - Public Offering
Note 3 - Public Offering | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 10. STOCKHOLDERS EQUITY (DEFICIT) Our authorized capital stock consists of: ● 115,000,000 shares of common stock, par value $0.0001 per share; and ● 10,000,000 shares of preferred stock, par value $0.0001 per share. As of December 31, 2021, November 2021, September 2020, Common Stock Voting. The holders of our common stock are entitled to one Dividends. The holders of common stock are entitled to receive, ratably, dividends only if, when and as declared by our board of directors out of funds legally available therefor and after provision is made for each class of capital stock having preference over the common stock. Liquidation Rights. In the event of the Company’s liquidation, dissolution or winding-up, the holders of common stock will be entitled to share, ratably, in all assets remaining available for distribution after payment of all liabilities and after provision is made for each class of capital stock having preference over the Common Stock. Conversion Right. The holders of common stock have no Preemptive and Similar Rights. The holders of common stock have no Redemption/Put Rights. There are no Preferred Stock Our board of directors has the authority to issue shares of preferred stock from time to time on terms it may one Warrants As of December 31, 2021, Each public warrant entitles the holder thereof to purchase one share of common stock at a price of $11.50 No We may not of $0.01 ● if, and only if, the reported last sale price of the common stock equals or exceeds $21.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations), for any 20 trading days within a 30 trading day period ending on the third ● if, and only if, there is a current registration statement in effect with respect to the issuance of the shares of Common Stock underlying such Public Warrants at the time of redemption and for the entire 30 ● at any time while the public warrants are exercisable, ● upon not 30 The private warrants are substantially similar to the public warrants except such private warrants; ● are exercisable for cash or on a cashless basis, at the holder’s option ● cannot be redeemed by us, so long as they are still held by the initial purchasers or their affiliates. ● The redemption price is to be calculated as the 10 one In no The Company classified the private warrants pursuant to ASC 815 December 31, 2021 December 31, 2021, The exercise price and number of shares of common stock issuable on exercise of the warrants may Further, there were assumed warrants outstanding to purchase an aggregate of 126,268 shares of common stock. These warrants were classified as equity as of December 31, 2021, December 31, 2020. In connection with the Offering, the Company issued Pre-Funded Warrants exercisable for 5,066,600 shares of common stock. Total proceeds from the sale of Units including the Pre-Funded Warrants were approximately $19.0 million and the Pre-Funded Warrants are exercisable into one June 1, 2026. December 31, 2021, no Common stock warrants 2020 In July 2020, five “2020 2020 2020 Assumptions Common stock value $ 2.25 Expected life (in years) 3 Risk-free interest rate 0.28 % Expected dividend yields 0 % Volatility 126 % The 2020 December 31, 2020. 2016 The Company issued warrants in connection with the 2016 “2016 April 28, 2022. The fair value of the warrants was originally estimated to be approximately $101,000 and they were classified as a liability on the balance sheet as the strike price was not In connection with the Business Combination, the strike price was set at $42.29 based on the terms of the warrants at a common stock conversion rate of 0.152268. Immediately following the Business Combination, the fair value of the warrant was estimated to be $7,395 using the using the Black-Scholes option pricing model. The assumptions utilized in the Black-Scholes model included the risk-free interest rate, expected volatility, and expected life in years. The risk-free interest rate was based on the U.S. Treasury yield curve rates with maturity terms similar to the expected life of the warrant, which was determined to be 0.36%. Expected volatility was determined utilizing historical volatility over a period of time equal to the expected life of the warrant, which was determined to be 126%. Expected life was equal to the remaining contractual term of the warrant, which was determined to be 1.4 years. The dividend yield was assumed to be zero not not Upon the valuation of the warrants, the Company reclassed the warrant liability to additional paid-in capital with $94,175 being recorded as a reduction of general and administrative expense during the year ending December 31, 2020. Originally, the warrants were classified as a liability due to the contingent nature of the exercise price and marked to fair value at each reporting period. Upon establishment of a set exercise price, the Company determined that under ASC 480, |
IPO [Member] | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 3. PUBLIC OFFERING On June 1, 2021, one one one one one one one no not one one one one |
Note 4 - Business Combination
Note 4 - Business Combination | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 4. BUSINESS COMBINATION On December 14, 2020, July 20, 2020 Upon the closing of the Business Combination, all shares of Reviva Pharmaceuticals, Inc. common stock and preferred stock issuance and outstanding immediately prior to the Business Combination converted into common stock of Reviva Pharmaceuticals Holdings, Inc., with a par value of $0.0001 per share at an exchange rate of 0.152268 for common stock and 0.414647 for preferred stock. Each issued and outstanding warrant to acquire shares of Reviva Pharmaceuticals, Inc. common stock were assumed by Reviva Pharmaceuticals Holdings, Inc. and automatically converted into a warrant for Reviva Pharmaceuticals Holdings, Inc. common stock, with its price and number of shares adjusted based on the common stock exchange rate of 0.152268. 0.152268. In addition to the merger consideration set forth above, the Reviva Pharmaceuticals, Inc. Security holders also have a contingent right to receive up to an additional 1,000,000 shares of Reviva Pharmaceuticals Holdings, Inc. (the “Earnout Shares”) based on the stock price performance of the common stock and the achievement by the Company of certain clinical trial milestones during the three ● the closing price of the Company’s common stock has to be equal to or greater than $15.00 per share for any 20 trading days within any 30 trading day period; and ● the Company must receive positive data from (i) its first 3 2 The Business Combination was accounted for as a reverse merger in accordance with U.S. GAAP. Under this method of accounting, Tenzing is treated as the “acquired” company for financial reporting purposes. This determination was primarily based on the holders of Reviva Pharmaceuticals, Inc. having a majority of the voting power of the post-combination company, Reviva Pharmaceuticals, Inc. senior management comprising substantially all of the senior management of the post-combination company, the relative size of Reviva compared to Tenzing, and Reviva Pharmaceuticals, Inc. operations comprising the ongoing operations of the post-combination company. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Reviva Pharmaceuticals, Inc. issuing stock for the net assets of Tenzing, accompanied by a recapitalization. The net assets of Tenzing are stated at historical cost, with no goodwill or other intangible assets recorded. The accompanying financial statements and related notes reflect the historical results of Reviva Pharmaceuticals, Inc. prior to the merger and do not |
Note 5 - Property and Equipment
Note 5 - Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | 5. PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of the following: December 31, 2021 2020 Computer equipment $ 32,500 $ 32,500 Furniture and fixtures 9,208 9,208 Accumulated depreciation (41,708 ) (41,708 ) Property and equipment, net $ — $ — Depreciation expense for the years ended December 31, 2021 2020 |
Note 6 - Employee Benefit Plan
Note 6 - Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Compensation and Employee Benefit Plans [Text Block] | 6. EMPLOYEE BENEFIT PLAN In 2014, 401 December 31, 2021. |
Note 7 - Convertible Promissory
Note 7 - Convertible Promissory Notes | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 7. CONVERTIBLE PROMISSORY NOTES 2016 From June 2016 April 2017, “2016 2016 not Interest was initially accrued at 8% per annum and was scheduled to be paid in cash at maturity date. The 2016 twelve 2016 2017 December 31, 2019, The original stated conversion term for the 2016 not 20% $85 2016 On December 10, 2020, 2016 2016 one no 2016 none. On January 2, 2020, 2016 2016 2018 From November 2018 January 2019, “2018 2018 not 2018 Additionally, the holders of the 2018 “2018 December 31, 2019. Interest on the 2018 2018 six six 2018 six 2018 On December 10, 2020, 2018 2018 2018 $50,000 2018 2018 $50,000 2018 no 2018 2020 From March May 2020, “2020 2020 not 2020 Additionally, the holders of the 2020 “2020 2020 2020 “2020 On December 10, 2020, 2020 2020 2020 $50,000 2020 2020 $50,000 2020 no 2020 Between August 2020 October 2020, In addition, the Company entered into a contingent capital commitment with certain investors for $2,000,000 (“Reviva Contingent Interim Period Notes”) that became effective upon consummation of the Business Combination. The Reviva Contingent Interim Period Notes were interest free. The Reviva Contingent Interim Period Notes provided that the notes automatically converted, immediately prior to consummation of the Business Combination, into 1,718,280 shares of Reviva common stock at a conversion price equal to $1.163953. On consummation of the Business Combination, these shares converted into 261,626 shares of the Company’s common stock. The holders have no |
Note 8 - Income Taxes
Note 8 - Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 8. INCOME TAXES As a result of the Company's history of net operating losses and full valuation allowance against its deferred tax assets, there was no December 31, 2021 2020. Reconciliations to the statutory federal income tax rate and the Company's effective tax rate consist of the following: Year Ended December 31, 2021 2020 Statutory federal income tax rate $ (1,788,135 ) $ (794,343 ) State income taxes, net of federal tax benefits (58,152 ) (114,864 ) Stock-based compensation 8,924 — Foreign rate differential 1,414 (45 ) Warrant expense (334,122 ) 227,651 Beneficial conversion feature related to notes — 201,953 Other permanent differences 5,301 19,204 Valuation allowance 2,173,051 461,244 $ 8,281 $ 800 The components of deferred tax assets included on the balance sheet are: December 31, 2021 2020 NOL carryforwards $ 11,262,916 $ 9,177,607 Accruals and reserves 81,911 10,898 Stock compensation 197,508 237,976 Fixed assets/capitalized start-up costs 2,557 3,332 11,544,892 9,429,813 Valuation allowance (11,544,892 ) (9,429,813 ) Net deferred tax assets — — Deferred income taxes $ — $ — The Company has established a full valuation allowance against its deferred tax assets due to the uncertainty surrounding realization of such assets. The total increase in valuation allowance is $2,115,079 for the year ending December 31, 2021. The Company currently has net operating loss carryforwards of approximately $49.2 million and $13.2 million for U.S. Federal and state purposes respectively. Approximately $35.3 million of the U.S. federal losses begin to expire in 2029. 2018 may 100% As of December 31, 2021 2020, The Tax Reform Act of 1986 The Company has elected to recognize interest and penalties related to uncertain tax positions as components of income tax expense. As of December 31, 2021 2020, The Company’s income tax returns for all years remain open to examination by federal and state taxing authorities. The Company does not 12 As of December 31, 2021 2020, On March 27, 2020, 2019 2020 2019 2020. 163 30% 50% no |
Note 9 - Loss Per Share
Note 9 - Loss Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 9. LOSS PER SHARE Loss per share calculations for all periods prior to the Business Combination have been retrospectively adjusted for the equivalent number of shares outstanding immediately after the Business Combination to effect the reverse recapitalization. Subsequent to the Business Combination, earnings per share is calculated based on the weighted average shares of common stock then outstanding. Basic and diluted net loss per share is computed by dividing the net loss for the period by the weighted average number of common stock outstanding during the period. The weighted average shares of common stock outstanding is based on the 9,231,737 shares of common stock outstanding immediately after the reverse recapitalization in connection with the Business Combination and assumes these shares have been outstanding as of the beginning of the earliest period presented. For the years ended December 31, 2021 2020, 11, not |
Note 10 - Stockholders' Equity
Note 10 - Stockholders' Equity (Deficit) | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 10. STOCKHOLDERS EQUITY (DEFICIT) Our authorized capital stock consists of: ● 115,000,000 shares of common stock, par value $0.0001 per share; and ● 10,000,000 shares of preferred stock, par value $0.0001 per share. As of December 31, 2021, November 2021, September 2020, Common Stock Voting. The holders of our common stock are entitled to one Dividends. The holders of common stock are entitled to receive, ratably, dividends only if, when and as declared by our board of directors out of funds legally available therefor and after provision is made for each class of capital stock having preference over the common stock. Liquidation Rights. In the event of the Company’s liquidation, dissolution or winding-up, the holders of common stock will be entitled to share, ratably, in all assets remaining available for distribution after payment of all liabilities and after provision is made for each class of capital stock having preference over the Common Stock. Conversion Right. The holders of common stock have no Preemptive and Similar Rights. The holders of common stock have no Redemption/Put Rights. There are no Preferred Stock Our board of directors has the authority to issue shares of preferred stock from time to time on terms it may one Warrants As of December 31, 2021, Each public warrant entitles the holder thereof to purchase one share of common stock at a price of $11.50 No We may not of $0.01 ● if, and only if, the reported last sale price of the common stock equals or exceeds $21.00 per share (as adjusted for stock splits, stock dividends, reorganizations and recapitalizations), for any 20 trading days within a 30 trading day period ending on the third ● if, and only if, there is a current registration statement in effect with respect to the issuance of the shares of Common Stock underlying such Public Warrants at the time of redemption and for the entire 30 ● at any time while the public warrants are exercisable, ● upon not 30 The private warrants are substantially similar to the public warrants except such private warrants; ● are exercisable for cash or on a cashless basis, at the holder’s option ● cannot be redeemed by us, so long as they are still held by the initial purchasers or their affiliates. ● The redemption price is to be calculated as the 10 one In no The Company classified the private warrants pursuant to ASC 815 December 31, 2021 December 31, 2021, The exercise price and number of shares of common stock issuable on exercise of the warrants may Further, there were assumed warrants outstanding to purchase an aggregate of 126,268 shares of common stock. These warrants were classified as equity as of December 31, 2021, December 31, 2020. In connection with the Offering, the Company issued Pre-Funded Warrants exercisable for 5,066,600 shares of common stock. Total proceeds from the sale of Units including the Pre-Funded Warrants were approximately $19.0 million and the Pre-Funded Warrants are exercisable into one June 1, 2026. December 31, 2021, no Common stock warrants 2020 In July 2020, five “2020 2020 2020 Assumptions Common stock value $ 2.25 Expected life (in years) 3 Risk-free interest rate 0.28 % Expected dividend yields 0 % Volatility 126 % The 2020 December 31, 2020. 2016 The Company issued warrants in connection with the 2016 “2016 April 28, 2022. The fair value of the warrants was originally estimated to be approximately $101,000 and they were classified as a liability on the balance sheet as the strike price was not In connection with the Business Combination, the strike price was set at $42.29 based on the terms of the warrants at a common stock conversion rate of 0.152268. Immediately following the Business Combination, the fair value of the warrant was estimated to be $7,395 using the using the Black-Scholes option pricing model. The assumptions utilized in the Black-Scholes model included the risk-free interest rate, expected volatility, and expected life in years. The risk-free interest rate was based on the U.S. Treasury yield curve rates with maturity terms similar to the expected life of the warrant, which was determined to be 0.36%. Expected volatility was determined utilizing historical volatility over a period of time equal to the expected life of the warrant, which was determined to be 126%. Expected life was equal to the remaining contractual term of the warrant, which was determined to be 1.4 years. The dividend yield was assumed to be zero not not Upon the valuation of the warrants, the Company reclassed the warrant liability to additional paid-in capital with $94,175 being recorded as a reduction of general and administrative expense during the year ending December 31, 2020. Originally, the warrants were classified as a liability due to the contingent nature of the exercise price and marked to fair value at each reporting period. Upon establishment of a set exercise price, the Company determined that under ASC 480, |
Note 11 - Stock Option Plan and
Note 11 - Stock Option Plan and Stock-based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Share-based Payment Arrangement [Text Block] | 11. STOCK OPTION PLAN AND STOCK-BASED COMPENSATION 2006 Reviva’s board of directors adopted, and Reviva’s stockholders approved, the Reviva Pharmaceuticals, Inc. 2006 August 2006. 2006 422 not 2016, no 2006 Upon the Business Combination, the Reviva Pharmaceuticals, Inc. 2006 2006 “2006 2006 2006 no 2006 2020 On December 14, 2020, 2020 “2020 2020 may As of December 31, 2021, may 2020 January 1st not ten January 1st 2020 January 1, 2030, ten December 31st 2020 may Stock-Based Compensation Expense The Company records stock-based compensation expense in connection with the amortization of the fair value of stock options granted to employees, non-employee consultants and non-employee directors. During the years ended December 31, 2021 2020, December 31, 2021, 2020, Determining Fair Value Valuation and Recognition – The fair value of each option award is estimated on the date of grant using the Black-Scholes option-pricing model. The Black-Scholes pricing model utilizes the following assumptions: Expected Term – Expected life of an option award is the average length of time over which the Company expects employees will exercise their options, which is based on historical experience with similar grants. Expected Volatility - Expected volatility is based on the Company’s historical stock volatility data over the expected term of the awards. Risk-Free Interest Rate - The Company bases the risk-free interest rate on the implied yield currently available on U.S. Treasury zero Dividend Yield – The Company has not not The assumptions used in estimating the fair value of options granted in 2021 Expected Term in years - 5.20 - 6.08 Volatility – 87.1% - 93.9% Risk-free interest rate – 0.95% - 1.31% Dividend Yield – 0.00% The Company granted no stock options during the year ended December 31, 2020. Activity under the stock plans for the years ending December 31, 2020 2021 Shares Available for Grant Number of Options Outstanding Weighted Average Exercise Price per Share Balance, December 31, 2019 343,871 112,932 $ 15.37 Options authorized 461,587 — $ — Options cancelled 47,461 (47,461 ) $ — Effect of plan amendment on business combination (391,332 ) — $ — Balance, December 31, 2020 461,587 65,471 $ 16.86 Options authorized 923,174 — $ — Options granted (127,427 ) 127,427 $ 4.14 Balance, December 31, 2021 1,257,334 192,898 $ 8.46 Vested and expected to vest, December 31, 2021 192,898 $ 8.46 Options outstanding under the stock plans are as follows as of December 31, 2021: Options Outstanding Weighted Average Remaining Contractual Life (Years) Options Exercisable Weighted Average Exercise Prices per Share 48,724 0.85 48,724 $ 11.89 16,747 2.93 16,747 $ 31.33 81,227 9.31 17,832 $ 4.38 46,200 9.89 12,500 $ 3.72 192,898 6.76 95,803 $ 8.46 |
Note 12 - Commitments and Conti
Note 12 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 12. COMMITMENTS AND CONTINGENCIES Clinical trials Since 2010, 2 may third not may 30 Indemnification From time to time, in its normal course of business, the Company may may third may not no may Operating Leases The Company adopted ASC 842 January 1, 2020. one twelve 19925 100, 95014. February 1, 2021, |
Note 13 - Subsequent Events
Note 13 - Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 13. SUBSEQUENT EVENTS In January 2022, may not |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The summary of significant accounting policies presented below is designed to assist in understanding the Company’s financial statements. Such financial statements and accompanying notes are the representations of Company’s management, who is responsible for their integrity and objectivity. |
Consolidation, Policy [Policy Text Block] | Principals of consolidation The accompanying consolidated financial statements include the accounts of the Reviva Pharmaceuticals Holdings, Inc. and its wholly owned subsidiary Reviva Pharmaceuticals, India Pvt Ltd. The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. All transactions and balances between the parent and its subsidiary have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Use of estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of expenses during the reporting periods covered by the financial statements and accompanying notes. Significant areas requiring the use of management estimates include, but are not |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of credit risk and other risks and uncertainties Financial instruments that potentially subject the Company to a concentration of credit risk consist of cash. Substantially, all the Company’s cash are held in demand deposit form by one not The Company is subject to all of the risks inherent in an early-stage company developing new pharmaceutical products. These risks include, but are not may |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash The Company considers all highly liquid investments purchased with an original maturity at the date of purchase of three December 31, 2021, 2020, two may, |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and equipment The Company capitalizes expenditures related to property and equipment, subject to a minimum rule, that have a useful life greater than one 1 2 three five |
Lessee, Leases [Policy Text Block] | Leases In February 2016, 2016 2, Leases (Topic 842 January 1, 2019, no |
Research and Development Expense, Policy [Policy Text Block] | Research and development costs Research and development costs are charged to operating expenses as incurred. Research and development costs include, but are not |
Selling, General and Administrative Expenses, Policy [Policy Text Block] | General and administrative costs General and administrative costs are charged to operating expenses as incurred. General and administrative costs include, but are not |
Income Tax, Policy [Policy Text Block] | Income taxes The Company utilizes FASB ASC 740, not” not The Company accounts for income taxes using the liability method whereby deferred tax asset and liability account balances are determined based on differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance, if necessary, to reduce deferred tax assets to their estimated realizable value. In evaluating the ability recover its deferred income tax assets, the Company considers all available positive and negative evidence, including its opening results, ongoing tax planning, and forecasts of future taxable income on a jurisdiction-by-jurisdiction basis. The Company generated a deferred tax asset through net operating loss carry-forward. However, a valuation allowance of 100% not |
Share-based Payment Arrangement [Policy Text Block] | Stock-based compensation Stock-based compensation is calculated based on the requirements of the Share-Based Payment Topic of ASC 718 The fair value of the award that is ultimately expected to vest is recognized as expense on a straight-line basis over the requisite service period, which is generally the vesting period. The determination of the fair value of stock-based payment awards on the date of grant is affected by the stock price as well as assumptions regarding a number of complex and subjective variables. These variables include expected stock price volatility over the term of the awards, actual and projected employee stock option exercise behaviors, risk-free interest rates, and expected dividends as under: • Expected term • Expected volatility • Expected dividend no • Risk-free interest rate zero • Forfeiture rate one As of January 1, 2019, No. 2018 07, 718 not not |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments Due to their short maturities, the carrying amounts for cash and cash equivalents, accounts payable, and accrued expenses approximate their fair value. Non-current assets are primarily related to certain advances with carrying values that approximate their fair values. Fair Value Measurements of Warrants ASC 820 820 820 1 2 three 1 3 The three 820 • Level 1 — Quoted 1 • Level 2 — Directly not 2 not • Level 3 — Unobservable no In determining the fair value of warrants, the Company utilizes valuation techniques that maximize the use of observable inputs and minimize the use of unobservable inputs to the extent possible as well as considers counterparty credit risk in its assessment of fair value. |
Beneficial Conversion Feature [Policy Text Block] | Beneficial Conversion Features In accordance with FASB ASC 470 20, |
Note 5 - Property and Equipme_2
Note 5 - Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | December 31, 2021 2020 Computer equipment $ 32,500 $ 32,500 Furniture and fixtures 9,208 9,208 Accumulated depreciation (41,708 ) (41,708 ) Property and equipment, net $ — $ — |
Note 8 - Income Taxes (Tables)
Note 8 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Year Ended December 31, 2021 2020 Statutory federal income tax rate $ (1,788,135 ) $ (794,343 ) State income taxes, net of federal tax benefits (58,152 ) (114,864 ) Stock-based compensation 8,924 — Foreign rate differential 1,414 (45 ) Warrant expense (334,122 ) 227,651 Beneficial conversion feature related to notes — 201,953 Other permanent differences 5,301 19,204 Valuation allowance 2,173,051 461,244 $ 8,281 $ 800 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 2021 2020 NOL carryforwards $ 11,262,916 $ 9,177,607 Accruals and reserves 81,911 10,898 Stock compensation 197,508 237,976 Fixed assets/capitalized start-up costs 2,557 3,332 11,544,892 9,429,813 Valuation allowance (11,544,892 ) (9,429,813 ) Net deferred tax assets — — Deferred income taxes $ — $ — |
Note 10 - Stockholders' Equit_2
Note 10 - Stockholders' Equity (Deficit) (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Notes Tables | |
Fair Value, Assets and Liabilities Measured on Nonrecurring Basis, Valuation Techniques [Table Text Block] | Assumptions Common stock value $ 2.25 Expected life (in years) 3 Risk-free interest rate 0.28 % Expected dividend yields 0 % Volatility 126 % |
Note 11 - Stock Option Plan a_2
Note 11 - Stock Option Plan and Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Notes Tables | |
Share-based Payment Arrangement, Option, Activity [Table Text Block] | Shares Available for Grant Number of Options Outstanding Weighted Average Exercise Price per Share Balance, December 31, 2019 343,871 112,932 $ 15.37 Options authorized 461,587 — $ — Options cancelled 47,461 (47,461 ) $ — Effect of plan amendment on business combination (391,332 ) — $ — Balance, December 31, 2020 461,587 65,471 $ 16.86 Options authorized 923,174 — $ — Options granted (127,427 ) 127,427 $ 4.14 Balance, December 31, 2021 1,257,334 192,898 $ 8.46 Vested and expected to vest, December 31, 2021 192,898 $ 8.46 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding and Exercisable [Table Text Block] | Options Outstanding Weighted Average Remaining Contractual Life (Years) Options Exercisable Weighted Average Exercise Prices per Share 48,724 0.85 48,724 $ 11.89 16,747 2.93 16,747 $ 31.33 81,227 9.31 17,832 $ 4.38 46,200 9.89 12,500 $ 3.72 192,898 6.76 95,803 $ 8.46 |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies and Basis of Presentation (Details Textual) | 12 Months Ended |
Dec. 31, 2021 | |
Minimum [Member] | |
Property, Plant and Equipment, Useful Life (Year) | 3 years |
Maximum [Member] | |
Property, Plant and Equipment, Useful Life (Year) | 5 years |
Note 3 - Public Offering (Detai
Note 3 - Public Offering (Details Textual) - USD ($) $ / shares in Units, $ in Millions | Jun. 01, 2021 | Dec. 31, 2021 |
Common Stock [Member] | ||
Stock Issued During Period, Shares, New Issues (in shares) | 4,133,400 | |
Public Offering [Member] | ||
Number of Units, One, Issued (in shares) | 4,133,400 | |
Number of Units, Two, Issued (in shares) | 5,066,600 | |
Shares Issued, Price Per Share, One (in dollars per share) | $ 3.75 | |
Shares Issued, Price Per Share, Two (in dollars per share) | $ 3.7499 | |
Proceeds from Issuance or Sale of Equity, Net | $ 31.5 | |
Payments of Stock Issuance Costs | $ 3 | |
Public Offering [Member] | Common Stock [Member] | ||
Stock Issued During Period, Shares, New Issues (in shares) | 4,133,400 | |
Over-Allotment Option [Member] | ||
Number of Units, One, Issued (in shares) | 1,200,000 | |
Pre-Funded Warrant [Member] | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.0001 | |
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 5,066,600 | 1,033,300 |
Investor Warrant [Member] | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 4.125 | |
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 0.75 | |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 6,900,000 |
Note 4 - Business Combination (
Note 4 - Business Combination (Details Textual) $ / shares in Units, $ in Thousands | Dec. 14, 2020USD ($)$ / sharesshares | Dec. 31, 2021$ / shares | Dec. 31, 2020$ / shares |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | $ 0.0001 | |
Reviva Pharmaceuticals, Inc. [Member] | |||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.0001 | ||
Additional Shares to be Issued to Security Holders, Contingent on Stock Price Performance (in shares) | shares | 1,000,000 | ||
Stock Price Performance, Milestone Period (Year) | 3 years | ||
Threshold Closing Price for Specified Number of Trading Days (in dollars per share) | $ 15 | ||
Threshold Trading Days for Sale of Shares (Day) | 20 days | ||
Threshold Consecutive Trading Days for Sale of Shares (Day) | 30 days | ||
Goodwill, Ending Balance | $ | $ 0 | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill, Total | $ | $ 0 | ||
Reviva Pharmaceuticals, Inc. [Member] | Conversion of Reviva Common Stock into Company's Common Stock [Member] | |||
Conversion of Stock, Conversion Rate | 0.152268 | ||
Reviva Pharmaceuticals, Inc. [Member] | Conversion of Reviva Preferred Stock into Company's Common Stock [Member] | |||
Conversion of Stock, Conversion Rate | 0.414647 |
Note 5 - Property and Equipme_3
Note 5 - Property and Equipment, Net (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Depreciation, Total | $ 0 | $ 591 |
Note 5 - Property and Equipme_4
Note 5 - Property and Equipment, Net - Property and Equipment, Net (Details) - USD ($) | Dec. 13, 2021 | Dec. 31, 2020 |
Accumulated depreciation | $ (41,708) | $ (41,708) |
Property and equipment, net | 0 | 0 |
Computer Equipment [Member] | ||
Property, Plant and Equipment, Gross | 32,500 | 32,500 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment, Gross | $ 9,208 | $ 9,208 |
Note 6 - Employee Benefit Plan
Note 6 - Employee Benefit Plan (Details Textual) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 0 |
Note 7 - Convertible Promisso_2
Note 7 - Convertible Promissory Notes (Details Textual) - USD ($) | Dec. 14, 2020 | Dec. 10, 2020 | Jan. 02, 2020 | Nov. 01, 2018 | Jun. 01, 2016 | Oct. 31, 2020 | Dec. 31, 2020 | Dec. 15, 2020 | Aug. 01, 2020 | Mar. 01, 2020 | Dec. 31, 2019 |
The 2018 Contingent Warrants [Member] | |||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | ||||||||||
Warrants and Rights Outstanding | $ 0 | ||||||||||
The 2020 Contingent Warrants [Member] | |||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | ||||||||||
Warrants and Rights Outstanding | $ 0 | ||||||||||
Conversion of 2016 Notes into Common Stock [Member] | Closing [Member] | |||||||||||
Conversion of Stock, Shares Issued (in shares) | 576,836 | ||||||||||
Conversion of 2018 Notes into Common Stock [Member] | Closing [Member] | |||||||||||
Conversion of Stock, Shares Issued (in shares) | 56,461 | ||||||||||
Conversion of 2020 Notes into Common Stock [Member] | Closing [Member] | |||||||||||
Conversion of Stock, Shares Issued (in shares) | 113,422 | ||||||||||
Conversion of Reviva Contingent Interim Period Note into Common Stock [Member] | Closing [Member] | |||||||||||
Conversion of Stock, Shares Issued (in shares) | 261,626 | ||||||||||
Conversion of 2016 Notes into Common Stock [Member] | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 3,788,461 | ||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 1.329698 | ||||||||||
Conversion of 2018 Notes into Common Stock [Member] | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 370,811 | ||||||||||
Conversion of 2018 Notes into Common Stock with Aggregate Principal Amount of at Least $50,000 [Member] | |||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.831018 | ||||||||||
Conversion of 2018 Notes into Common Stock with Aggregate Principal Amount Less Than $50,000 [Member] | |||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 1.330045 | ||||||||||
Conversion of 2020 Notes into Common Stock [Member] | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 744,916 | ||||||||||
Conversion of 2020 Notes into Common Stock with Aggregate Principal Amount of at Least $50,000 [Member] | |||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.831009 | ||||||||||
Conversion of 2020 Notes into Common Stock with Aggregate Principal Amount Less Than $50,000 [Member] | |||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 1.329770 | ||||||||||
Conversion of August 2020 to October 2020 Notes into Common Stock [Member] | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 601,632 | ||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 0.831063 | ||||||||||
Conversion of Reviva Contingent Interim Period Note into Common Stock [Member] | |||||||||||
Debt Conversion, Converted Instrument, Shares Issued (in shares) | 1,718,280 | ||||||||||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 1.163953 | ||||||||||
The 2016 Notes [Member] | |||||||||||
Debt Instrument, Face Amount | $ 4,795,088 | ||||||||||
Qualified Financing, Minimum Threshold | $ 5,000,000 | ||||||||||
Qualified Financing, Discount Rate to Price Paid by Investors | 20.00% | ||||||||||
Pre-offering Valuation Prior to Qualified Financing Event | $ 85,000,000 | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||
Debt Instrument, Term (Month) | 12 months | ||||||||||
Debt Instrument, Debt Default, Interest Rate | 12.00% | ||||||||||
Convertible Notes Payable, Total | $ 1,200,000 | $ 1,200,000 | 3,490,087 | ||||||||
Interest Payable | $ 1,192,496 | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 0 | ||||||||||
Warrants and Rights Outstanding | $ 7,395 | ||||||||||
The 2016 Notes [Member] | One Investor [Member] | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.50% | ||||||||||
Interest Payable, Current | $ 242,236 | $ 79,840 | |||||||||
Debt Instrument, Fee Amount | 5,000 | ||||||||||
Repayments of Convertible Debt | $ 1,447,236 | ||||||||||
The 2018 Notes [Member] | |||||||||||
Debt Instrument, Face Amount | $ 275,000 | ||||||||||
Qualified Financing, Discount Rate to Price Paid by Investors | 20.00% | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8.00% | ||||||||||
Debt Instrument, Term (Month) | 6 months | ||||||||||
Debt Instrument, Debt Default, Interest Rate | 8.00% | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | 159,025 | ||||||||||
Debt Instrument, Renewal Term (Month) | 6 months | ||||||||||
The 2020 Notes [Member] | |||||||||||
Debt Instrument, Face Amount | $ 610,000 | ||||||||||
Qualified Financing, Discount Rate to Price Paid by Investors | 20.00% | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 317,730 | ||||||||||
August 2020 to October 2020 Notes [Member] | |||||||||||
Debt Instrument, Face Amount | $ 500,000 | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 274,083 | ||||||||||
Reviva Contingent Interim Period Note [Member] | |||||||||||
Debt Instrument, Face Amount | $ 2,000,000 | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 210,842 |
Note 8 - Income Taxes (Details
Note 8 - Income Taxes (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 2,115,079 | |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued, Total | 0 | $ 0 |
Unrecognized Tax Benefits that Would Impact Effective Tax Rate | 0 | 0 |
Research Tax Credit Carryforward [Member] | ||
Tax Credit Carryforward, Amount | 0 | $ 0 |
Domestic Tax Authority [Member] | Internal Revenue Service (IRS) [Member] | ||
Operating Loss Carryforwards, Total | 49,200,000 | |
Operating Loss Carryforwards, Subject to Expiration | 35,300,000 | |
State and Local Jurisdiction [Member] | ||
Operating Loss Carryforwards, Total | $ 13,200,000 |
Note 8 - Income Taxes - Provisi
Note 8 - Income Taxes - Provision for Income Taxes (Details) - USD ($) | 11 Months Ended | 12 Months Ended | |
Dec. 13, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Statutory federal income tax rate | $ (1,788,135) | $ (794,343) | |
State income taxes, net of federal tax benefits | (58,152) | (114,864) | |
Stock-based compensation | 8,924 | 0 | |
Foreign rate differential | 1,414 | (45) | |
Warrant expense | (334,122) | 227,651 | |
Beneficial conversion feature related to notes | 0 | 201,953 | |
Other permanent differences | 5,301 | 19,204 | |
Valuation allowance | 2,173,051 | 461,244 | |
Income Tax Expense (Benefit), Total | $ 6,004 | $ 8,281 | $ 800 |
Note 8 - Income Taxes - Deferre
Note 8 - Income Taxes - Deferred Tax Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
NOL carryforwards | $ 11,262,916 | $ 9,177,607 |
Accruals and reserves | 81,911 | 10,898 |
Stock compensation | 197,508 | 237,976 |
Fixed assets/capitalized start-up costs | 2,557 | 3,332 |
Deferred Tax Assets, Gross, Total | 11,544,892 | 9,429,813 |
Valuation allowance | (11,544,892) | (9,429,813) |
Net deferred tax assets | 0 | 0 |
Deferred income taxes | $ 0 | $ 0 |
Note 9 - Loss Per Share (Detail
Note 9 - Loss Per Share (Details Textual) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 14, 2020 | |
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 14,433,286 | 9,231,737 | 9,231,737 |
Warrant [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 13,883,732 | 7,007,581 | |
Share-based Payment Arrangement, Option [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 192,898 | 65,471 | |
Earn-out Shares [Member] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 1,000,000 |
Note 10 - Stockholders' Equit_3
Note 10 - Stockholders' Equity (Deficit) (Details Textual) | Jun. 01, 2021USD ($)$ / sharesshares | Nov. 30, 2021shares | Sep. 30, 2020shares | Dec. 13, 2021USD ($) | Dec. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 14, 2020USD ($)shares | Jul. 31, 2020USD ($)$ / sharesshares | Jun. 01, 2016USD ($)$ / sharesshares |
Common Stock, Shares Authorized (in shares) | 115,000,000 | 115,000,000 | |||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||||||
Preferred Stock, Shares Authorized (in shares) | 10,000,000 | ||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | ||||||||
Common Stock, Shares, Outstanding, Ending Balance (in shares) | 14,433,286 | 9,231,737 | 9,231,737 | ||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 0 | ||||||||
Stock Issued During Period, Shares, Issued for Services (in shares) | 11,000 | ||||||||
Deferred Compensation Arrangement with Individual, Shares Issued (in shares) | 38,992 | ||||||||
Gain (Loss) on Derivative Instruments, Net, Pretax, Total | $ | $ 1,591,055 | $ 0 | |||||||
Fair Value Adjustment of Warrants | $ | $ (1,591,055) | $ 1,084,052 | |||||||
The 2016 Notes [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 0.152268 | ||||||||
Warrants and Rights Outstanding | $ | $ 7,395 | ||||||||
Public Offering [Member] | |||||||||
Proceeds from Issuance or Sale of Equity, Total | $ | $ 19,000,000 | ||||||||
Measurement Input, Risk Free Interest Rate [Member] | The 2016 Notes [Member] | |||||||||
Warrants and Rights Outstanding, Measurement Input | 0.0036 | ||||||||
Measurement Input, Price Volatility [Member] | The 2016 Notes [Member] | |||||||||
Warrants and Rights Outstanding, Measurement Input | 1.26 | ||||||||
Measurement Input, Expected Term [Member] | The 2016 Notes [Member] | |||||||||
Warrants and Rights Outstanding, Measurement Input | 1.4 | ||||||||
Measurement Input, Expected Dividend Rate [Member] | The 2016 Notes [Member] | |||||||||
Warrants and Rights Outstanding, Measurement Input | 0 | ||||||||
Private Warrants [Member] | Measurement Input, Share Price [Member] | |||||||||
Warrants and Rights Outstanding | $ | $ 372,730 | ||||||||
Derivative Liability, Measurement Input | 2.89 | ||||||||
Gain (Loss) on Derivative Instruments, Net, Pretax, Total | $ | $ 1,591,055 | ||||||||
Private Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||||||||
Derivative Liability, Measurement Input | 0.0111 | ||||||||
Private Warrants [Member] | Measurement Input, Price Volatility [Member] | |||||||||
Derivative Liability, Measurement Input | 0.730 | ||||||||
Private Warrants [Member] | Measurement Input, Expected Term [Member] | |||||||||
Derivative Liability, Measurement Input | 3.96 | ||||||||
Private Warrants [Member] | Measurement Input, Exercise Price [Member] | |||||||||
Derivative Liability, Measurement Input | 11.50 | ||||||||
Public Warrants [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 126,268 | 6,325,000 | |||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 11.50 | ||||||||
Class of Warrant or Right, Redemption Price Per Share (in dollars per share) | $ / shares | $ 0.01 | ||||||||
Threshold Closing Price for Specified Number of Trading Days (in dollars per share) | $ / shares | $ 21 | ||||||||
Threshold Trading Days for Sale of Shares (Day) | 20 days | ||||||||
Threshold Consecutive Trading Days for Sale of Shares (Day) | 30 days | ||||||||
Warrants and Rights Outstanding | $ | $ 1,279,182 | ||||||||
Private Warrants [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 556,313 | ||||||||
Pre-Funded Warrant [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 5,066,600 | 1,033,300 | |||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 0.0001 | ||||||||
Proceeds from Issuance of Warrants | $ | $ 103 | ||||||||
Investor Warrant [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 6,900,000 | ||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 0.75 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 4.125 | ||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 23,849 | ||||||||
Proceeds from Issuance of Warrants | $ | $ 98,378 | ||||||||
The 2020 Warrants [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 120,456 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 22.99 | ||||||||
Warrants and Rights Outstanding | $ | $ 1,178,182 | ||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | ||||||||
The 2020 Warrants [Member] | Measurement Input, Share Price [Member] | |||||||||
Warrants and Rights Outstanding, Measurement Input | 2.25 | ||||||||
The 2020 Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member] | |||||||||
Warrants and Rights Outstanding, Measurement Input | 0.0028 | ||||||||
The 2020 Warrants [Member] | Measurement Input, Price Volatility [Member] | |||||||||
Warrants and Rights Outstanding, Measurement Input | 1.26 | ||||||||
The 2020 Warrants [Member] | Measurement Input, Expected Term [Member] | |||||||||
Warrants and Rights Outstanding, Measurement Input | 3 | ||||||||
The 2020 Warrants [Member] | Measurement Input, Expected Dividend Rate [Member] | |||||||||
Warrants and Rights Outstanding, Measurement Input | 0 | ||||||||
The 2016 Warrants [Member] | |||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 5,812 | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 42.29 | ||||||||
Warrants and Rights Outstanding | $ | $ 101,000 | ||||||||
The 2016 Warrants [Member] | General and Administrative Expense [Member] | |||||||||
Fair Value Adjustment of Warrants | $ | $ 94,175 |
Note 10 - Stockholders' Equit_4
Note 10 - Stockholders' Equity (Deficit) - Warrant Assumptions (Details) - The 2020 Warrants [Member] | Jul. 31, 2020 |
Measurement Input, Share Price [Member] | |
Warrant, assumptions | 2.25 |
Measurement Input, Expected Term [Member] | |
Warrant, assumptions | 3 |
Measurement Input, Risk Free Interest Rate [Member] | |
Warrant, assumptions | 0.0028 |
Measurement Input, Expected Dividend Rate [Member] | |
Warrant, assumptions | 0 |
Measurement Input, Price Volatility [Member] | |
Warrant, assumptions | 1.26 |
Note 11 - Stock Option Plan a_3
Note 11 - Stock Option Plan and Stock-based Compensation (Details Textual) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance (in shares) | 192,898 | 65,471 | 112,932 |
Share-based Payment Arrangement, Expense | $ 106,713 | $ 0 | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | 281,397 | $ 0 | |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Payments | $ 0 | ||
Share-based Goods and Nonemployee Services Transaction, Valuation Method, Expected Dividend Rate | 0.00% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross (in shares) | 127,427 | 0 | |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term (Year) | 6 years 29 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 93.90% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 1.31% | ||
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Term (Year) | 5 years 2 months 12 days | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 87.10% | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.95% | ||
Equity Incentive Plan 2006 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number, Ending Balance (in shares) | 65,471 | ||
Equity Incentive Plan 2020 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares) | 1,384,761 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Maximum Percent of Increase | 10.00% | ||
Equity Incentive Plan 2020 [Member] | Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in shares) | 1,384,761 |
Note 11 - Stock Option Plan a_4
Note 11 - Stock Option Plan and Stock-based Compensation - Stock Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Beginning balance, number of shares outstanding (in shares) | 65,471 | 112,932 |
Beginning balance, weighted average exercise price per share (in dollars per share) | $ 16.86 | $ 15.37 |
Number of options outstanding, options cancelled (in shares) | (47,461) | |
Options cancelled, weighted average exercise price per share (in dollars per share) | $ 0 | |
Number of options outstanding, options granted (in shares) | 127,427 | 0 |
Options granted, weighted average exercise price per share (in dollars per share) | $ 4.14 | |
Ending balance, number of shares outstanding (in shares) | 192,898 | 65,471 |
Ending balance, weighted average exercise price per share (in dollars per share) | $ 8.46 | $ 16.86 |
Vested and expected to vest (in shares) | 192,898 | |
Vested and expected to vest, weighted average exercise price per share (in dollars per share) | $ 8.46 | |
Share-based Payment Arrangement, Option [Member] | ||
Beginning balance, number of shares available for grant (in shares) | 461,587 | 343,871 |
Number of shares available for grant, options authorized (in shares) | 923,174 | 461,587 |
Number of shares available for grant, options cancelled (in shares) | 47,461 | |
Effect of plan amendment on business combination (in shares) | (391,332) | |
Number of shares available for grant, options granted (in shares) | (127,427) | |
Ending balance, number of shares available for grant (in shares) | 1,257,334 | 461,587 |
Note 11 - Stock Option Plans an
Note 11 - Stock Option Plans and Stock-based Compensation - Shares Outstanding Under Option Plan (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Options outstanding (in shares) | 192,898 | 65,471 | 112,932 |
Weighted average remaining contractual life (Year) | 6 years 9 months 3 days | ||
Shares exercisable (in shares) | 95,803 | ||
Weighted average exercise price (in dollars per share) | $ 8.46 | ||
Range 1 [Member] | |||
Options outstanding (in shares) | 48,724 | ||
Weighted average remaining contractual life (Year) | 10 months 6 days | ||
Shares exercisable (in shares) | 48,724 | ||
Weighted average exercise price (in dollars per share) | $ 11.89 | ||
Range 2 [Member] | |||
Options outstanding (in shares) | 16,747 | ||
Weighted average remaining contractual life (Year) | 2 years 11 months 4 days | ||
Shares exercisable (in shares) | 16,747 | ||
Weighted average exercise price (in dollars per share) | $ 31.33 | ||
Range 3 [Member] | |||
Options outstanding (in shares) | 81,227 | ||
Weighted average remaining contractual life (Year) | 9 years 3 months 21 days | ||
Shares exercisable (in shares) | 17,832 | ||
Weighted average exercise price (in dollars per share) | $ 4.38 | ||
Range 4 [Member] | |||
Options outstanding (in shares) | 46,200 | ||
Weighted average remaining contractual life (Year) | 9 years 10 months 20 days | ||
Shares exercisable (in shares) | 12,500 | ||
Weighted average exercise price (in dollars per share) | $ 3.72 |
Note 12 - Commitments and Con_2
Note 12 - Commitments and Contingencies (Details Textual) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Corporate Office Lease [Member] | |
Lessee, Operating Lease, Term of Contract (Month) | 12 months |
Lessee, Operating Lease, Monthly Lease Payment | $ 1,200 |
Lessee, Operating Lease, Renewal Term (Month) | 12 months |
Minimum [Member] | |
General Product Liability Insurance | $ 5,000,000 |
Note 13 - Subsequent Events (De
Note 13 - Subsequent Events (Details Textual) - Subsequent Event [Member] - H.C. Wainwright & Co [Member] - The Market Offering Agreement "ATM Agreement" [Member] shares in Thousands, $ in Millions | 1 Months Ended |
Jan. 31, 2022USD ($)shares | |
Sale of Stock Agreement, Maximum Aggregate Gross Proceeds | $ | $ 12.9 |
Shares, Issued, Ending Balance (in shares) | shares | 0 |