Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Aug. 09, 2023 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-39811 | |
Entity Registrant Name | Virios Therapeutics, Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-4314201 | |
Entity Address, Address Line One | 44 Milton Avenue | |
Entity Address, City or Town | Alpharetta | |
Entity Address State Or Province | GA | |
Entity Address, Postal Zip Code | 30009 | |
City Area Code | 866 | |
Local Phone Number | 620-8655 | |
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 | |
Entity Shell Company | false | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | VIRI | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 19,247,437 | |
Entity Central Index Key | 0001818844 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash | $ 4,590,128 | $ 7,030,992 |
Prepaid expenses and other current assets | 621,991 | 1,338,764 |
Total current assets | 5,212,119 | 8,369,756 |
Total assets | 5,212,119 | 8,369,756 |
Current liabilities: | ||
Accounts payable | 214,305 | 573,164 |
Accrued expenses | 305,727 | 470,098 |
Total current liabilities | 520,032 | 1,043,262 |
Total liabilities | 520,032 | 1,043,262 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity: | ||
Common stock, $0.0001 par value; 43,000,000 shares authorized, 18,798,015 and 18,608,455 shares and 18,330,390 shares issued and outstanding at June 30, 2023, respectively; 18,330,390 shares issued and outstanding at December 31, 2022 | 1,861 | 1,833 |
Preferred stock, $0.0001 par value; 2,000,000 shares authorized, no shares issued and outstanding at June 30, 2023 and December 31, 2022 | ||
Additional paid-in capital | 64,113,437 | 63,497,868 |
Accumulated deficit | (59,130,975) | (56,173,207) |
Stockholders' equity before treasury stock | 4,984,323 | 7,326,494 |
Less: Treasury stock, 189,560 shares of common stock at cost | (292,236) | |
Total stockholders' equity | 4,692,087 | 7,326,494 |
Total liabilities and stockholders' equity | $ 5,212,119 | $ 8,369,756 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parentheticals) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Condensed Balance Sheets | ||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock authorized (in shares) | 43,000,000 | 43,000,000 |
Common stock issued (in shares) | 18,798,015 | 18,330,390 |
Common stock outstanding (in shares) | 18,330,390 | 18,330,390 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock authorized (in shares) | 2,000,000 | 2,000,000 |
Preferred stock issued (in shares) | 0 | 0 |
Preferred stock outstanding (in shares) | 0 | 0 |
Treasury stock (in shares) | 189,560 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Operating expenses: | ||||
Research and development | $ 557,843 | $ 2,406,438 | $ 1,055,557 | $ 5,175,540 |
General and administrative expenses | 919,374 | 1,265,621 | 1,978,947 | 2,457,733 |
Total operating expenses | 1,477,217 | 3,672,059 | 3,034,504 | 7,633,273 |
Loss from operations | (1,477,217) | (3,672,059) | (3,034,504) | (7,633,273) |
Other income: | ||||
Interest income | 36,313 | 4,804 | 76,736 | 5,710 |
Total other income | 36,313 | 4,804 | 76,736 | 5,710 |
Loss before income taxes | (1,440,904) | (3,667,255) | (2,957,768) | (7,627,563) |
Net loss | $ (1,440,904) | $ (3,667,255) | $ (2,957,768) | $ (7,627,563) |
Basic net loss per share (in dollars per share) | $ (0.08) | $ (0.44) | $ (0.16) | $ (0.92) |
Diluted net loss per share (in dollars per share) | $ (0.08) | $ (0.44) | $ (0.16) | $ (0.92) |
Weighted average number of shares outstanding - basic (in shares) | 18,411,399 | 8,330,390 | 18,371,118 | 8,330,390 |
Weighted average number of shares outstanding - diluted (in shares) | 18,411,399 | 8,330,390 | 18,371,118 | 8,330,390 |
Condensed Statements of Changes
Condensed Statements of Changes of Shareholders Equity - USD ($) | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Treasury Stock | Total |
Balances, Beginning at Dec. 31, 2021 | $ 833 | $ 58,425,604 | $ (43,925,373) | $ 14,501,064 | |
Balances, Beginning (in shares) at Dec. 31, 2021 | 8,330,390 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 131,906 | 131,906 | |||
Net loss | (3,960,308) | (3,960,308) | |||
Balances, Ending at Mar. 31, 2022 | $ 833 | 58,557,510 | (47,885,681) | 10,672,662 | |
Balances, Ending (in shares) at Mar. 31, 2022 | 8,330,390 | ||||
Balances, Beginning at Dec. 31, 2021 | $ 833 | 58,425,604 | (43,925,373) | 14,501,064 | |
Balances, Beginning (in shares) at Dec. 31, 2021 | 8,330,390 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (7,627,563) | ||||
Balances, Ending at Jun. 30, 2022 | $ 833 | 58,694,467 | (51,552,936) | 7,142,364 | |
Balances, Ending (in shares) at Jun. 30, 2022 | 8,330,390 | ||||
Balances, Beginning at Mar. 31, 2022 | $ 833 | 58,557,510 | (47,885,681) | 10,672,662 | |
Balances, Beginning (in shares) at Mar. 31, 2022 | 8,330,390 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 136,957 | 136,957 | |||
Net loss | (3,667,255) | (3,667,255) | |||
Balances, Ending at Jun. 30, 2022 | $ 833 | 58,694,467 | (51,552,936) | 7,142,364 | |
Balances, Ending (in shares) at Jun. 30, 2022 | 8,330,390 | ||||
Balances, Beginning at Dec. 31, 2022 | $ 1,833 | 63,497,868 | (56,173,207) | 7,326,494 | |
Balances, Beginning (in shares) at Dec. 31, 2022 | 18,330,390 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 161,697 | 161,697 | |||
Net loss | (1,516,864) | (1,516,864) | |||
Balances, Ending at Mar. 31, 2023 | $ 1,833 | 63,659,565 | (57,690,071) | 5,971,327 | |
Balances, Ending (in shares) at Mar. 31, 2023 | 18,330,390 | ||||
Balances, Beginning at Dec. 31, 2022 | $ 1,833 | 63,497,868 | (56,173,207) | $ 7,326,494 | |
Balances, Beginning (in shares) at Dec. 31, 2022 | 18,330,390 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of warrants (in shares) | 278,065 | ||||
Shares surrendered in cashless warrant exercises | $ (292,255) | ||||
Net loss | (2,957,768) | ||||
Balances, Ending at Jun. 30, 2023 | $ 1,861 | 64,113,437 | (59,130,975) | $ (292,236) | 4,692,087 |
Balances, Ending (in shares) at Jun. 30, 2023 | 18,608,455 | ||||
Balances, Beginning at Mar. 31, 2023 | $ 1,833 | 63,659,565 | (57,690,071) | 5,971,327 | |
Balances, Beginning (in shares) at Mar. 31, 2023 | 18,330,390 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Exercise of warrants | $ 47 | 292,208 | 292,255 | ||
Exercise of warrants (in shares) | 467,625 | ||||
Shares surrendered in cashless warrant exercises | $ (19) | (292,236) | $ (292,255) | ||
Shares surrendered in cashless warrant exercises (in shares) | (189,560) | 189,560 | |||
Share-based compensation expense | 161,664 | $ 161,664 | |||
Net loss | (1,440,904) | (1,440,904) | |||
Balances, Ending at Jun. 30, 2023 | $ 1,861 | $ 64,113,437 | $ (59,130,975) | $ (292,236) | $ 4,692,087 |
Balances, Ending (in shares) at Jun. 30, 2023 | 18,608,455 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities | |||
Net loss | $ (2,957,768) | $ (7,627,563) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Share-based compensation expense | 323,361 | 268,863 | |
Changes in operating assets and liabilities: | |||
Decrease in prepaid expenses and other current assets | 716,773 | 423,448 | |
(Decrease) increase in accounts payable | (358,859) | 311,675 | |
(Decrease) increase in accrued expenses | (164,371) | 310,433 | |
Net cash used in operating activities | (2,440,864) | (6,313,144) | |
Net decrease in cash | (2,440,864) | (6,313,144) | |
Cash, beginning of period | 7,030,992 | 14,008,184 | |
Cash, end of period | $ 4,590,128 | 4,590,128 | $ 7,695,040 |
Non-cash financing transactions: | |||
Reduction in equity for shares surrendered in cashless warrant exercises | $ 292,255 | $ 292,255 |
Organization and Nature of Busi
Organization and Nature of Business | 6 Months Ended |
Jun. 30, 2023 | |
Organization and Nature of Business | |
Organization and Nature of Business | 1 Virios Therapeutics, Inc. (the “Company”) was incorporated under the laws of the State of Delaware on December 16, 2020 through a corporate conversion (the “Corporate Conversion”) just prior to the Company’s initial public offering (“IPO”). The Company was originally formed on February 28, 2012 as a limited liability company (“LLC”) under the laws of the State of Alabama as Innovative Med Concepts, LLC. On July 23, 2020, the Company changed its name from Innovative Med Concepts, LLC to Virios Therapeutics, LLC. The Company operates in one segment as a pre-revenue, development-stage biotechnology company focused on advancing novel combination antiviral therapies to treat diseases associated with a viral triggered abnormal immune response such as fibromyalgia (“FM”) and Long-COVID. Research has shown that the herpesvirus could be a potential root cause of chronic illnesses such as FM, irritable bowel syndrome, Long-COVID, chronic fatigue syndrome and functional somatic syndromes, all of which are characterized by a waxing and waning manifestation of disease, often triggered by events which compromise the immune system. IMC-1 is the Company’s lead product candidate and is a novel, proprietary, fixed dose combination of famciclovir and celecoxib. IMC-2 is a similar fixed dose combination of valacyclovir and celecoxib that is believed to have specific activity against Epstein-Barr virus (herpesvirus HHV-4) as well as other herpesviruses. These drug components are approved by the U.S. Food and Drug Administration (“FDA”) for other indications. IMC-1 and IMC-2 combine two specific mechanisms of action purposely designed to inhibit herpesvirus activation and replication, thereby converting activated herpesvirus back to dormancy and/or by keeping the herpesvirus in a latent or dormant state. The famciclovir component of IMC-1 and the valacyclovir component of IMC-2 inhibit viral DNA replication, thus inhibiting upregulation of the herpesvirus. The celecoxib component of both IMC-1 and IMC-2 inhibits cyclooxegenase-2 (COX-2) enzymes used by the herpesvirus to amplify or accelerate its own replication. These synergistic antiviral mechanisms represent first-in-class medicines designed specifically to inhibit both herpesvirus activation and subsequent replication, with the goal of keeping tissue resident herpesvirus in a latent state. Public Offering On September 19, 2022, the Company entered into an underwriting agreement with ThinkEquity LLC (the “Underwriter”) in connection with the issuance and sale by the Company in a public offering of 10,000,000 shares of its common stock at a public offering price of $0.50 per share (the “Offering”), pursuant to an effective shelf registration statement on Form S-3 (File No. 333-263700). The Offering closed on September 22, 2022 and the gross proceeds from the Offering were $5,000,000. The net proceeds of the Offering were approximately $4,490,605 after deducting underwriting discounts, commissions and offering expenses payable by the Company. In conjunction with the Offering, the Company granted to the Underwriter 500,000 warrants to purchase shares of the Company’s common stock at an exercise price of $0.625 per share, which was 125% of the Offering price. Material Uncertainty Since its founding, the Company has been engaged in research and development activities, as well as organizational activities, including raising capital. The Company has not generated any revenues to date. As such, the Company is subject to all of the risks associated with any development-stage biotechnology company that has substantial expenditures for research and development. Since inception, the Company has incurred losses and negative cash flows from operating activities. The Company has funded its losses primarily through issuance of members’ interests, convertible debt instruments and issuance of equity securities. For the three and six months ended June 30, 2023 and 2022, the Company incurred net losses of $1,440,904 and $2,957,768, respectively, and $3,667,255 and $7,627,563, respectively, and had net cash outflows used in operating activities for the six months ended June 30, 2023 and 2022 of $2,440,864 and $6,313,144, respectively. As of June 30, 2023, the Company had an accumulated deficit of $59,130,975 and is expected to incur losses in the future as it continues its development activities. In September 2022, the Company announced the top line results from its FORTRESS study in FM. Overall, the FORTRESS study did not achieve statistical significance on the prespecified primary efficacy endpoint of change from baseline to Week 14 in the weekly average of daily self-reported average pain severity scores comparing IMC-1 to placebo (p=0.302). However, based on post-hoc analysis of the FORTRESS data, community-based patients who have not participated in prior FM clinical trials demonstrated statistically significant improvement on the primary endpoint of reduction in FM related pain versus placebo, irrespective of when they enrolled in the study. The Company believes focusing the forward development of IMC-1 on these “new” patients represents a viable and manageable path forward. The Company met with the Anesthesiology, Addiction Medicine and Pain Medicine division of the FDA in March 2023. In April 2023, the Company received initial feedback that the FDA is amenable to its proposed Phase 3 program, pending review of its final chronic toxicology program. In August 2023, the FDA informed the Company that its chronic toxicology program studies appear adequate to support the safety of IMC-1 at the dose proposed by the Company for chronic use. Subject to its ability to raise additional capital, the Company plans to initiate a pharmacokinetic and food effect (“pK”) study for IMC-1 while concurrently submitting a final Phase 3 program outline and study protocols for FDA review. Following completion of the pK study, the Company intends to begin enrollment in the first FM Phase 3 safety and efficacy study in mid-2024. In July 2023, the Company announced positive data from its exploratory, open-label, proof of concept study in Long-COVID conducted at the Bateman Horne Center (“BHC”). Female patients diagnosed with Long-COVID illness, otherwise known as Post-Acute Sequelae of COVID-19 infection (“PASC”), exhibited clinically and statistically significant improvements in fatigue, pain, and symptoms of autonomic dysfunction as well as ratings of general well-being related to Long-COVID when treated open-label with a combination of valacyclovir and celecoxib for 14 weeks, as compared to a control cohort of female Long-COVID patients matched by age and length of illness and treated with routine care. The statistically significant improvements in PASC symptoms and general health status were particularly encouraging given that the mean duration of Long-COVID illness was two years for both the treated and control cohort prior to enrollment in this study. Based on these data, the Company plans to meet with the FDA to discuss opening an investigational new drug application to formally assess treatment of symptoms associated with PASC using IMC-2. In July 2023, the Company entered into a Capital on Demand TM As of the date these financial statements are issued, based on reasonable estimates, current cash at June 30, 2023, together with the additional $1,355,091 raised using the Sales Agreement subsequent to June 30, 2023, is sufficient to fund operating expenses and capital requirements for at least the next 12 months. Currently, the planned research and development activities for the next 12 months include regulatory consulting for an investigational new drug application to formally access IMC-2 as a treatment for the symptoms associated with Long-COVID; continued salaries and benefits; a new grant to the BHC for a double-blind investigator-sponsored Phase 2 study in Long-COVID; and the manufacturing and development of an updated IMC-1 formulation for the proposed pK study. The Company expects to raise additional capital to complete clinical development of and to commercially develop its product candidates, including conducting the pK study, implementing the Phase 3 FM program, including the first Phase 3 safety and efficacy study, and developing any new product candidates. The Company will need to finance its cash needs through public or private equity offerings, debt financings, collaboration and licensing arrangements or other financing alternatives. There is no assurance that such financings will be available when needed or on acceptable terms. The financial statements do not include any adjustments to reflect this uncertainty. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2 Basis of Presentation The accompanying condensed interim financial statements are unaudited. These unaudited financial statements have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all the information and notes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. These unaudited condensed interim financial statements should be read in conjunction with the audited financial statements and accompanying notes as found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC. In the opinion of management, the unaudited condensed interim financial statements reflect all the adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position, results of operations and cash flows for the interim periods presented. The interim results of operations are not necessarily indicative of the results that may occur for the full fiscal year. The December 31, 2022 balance sheet included herein was derived from the audited financial statements, but does not include all disclosures, including notes, required by U.S. GAAP for complete financial statements. Any reference in these notes to applicable guidance is meant to refer to U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). Use of Estimates The preparation of these financial statements and accompanying notes in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The Company's significant estimates and assumptions include estimated work performed but not yet billed by contract manufacturers, engineers and research organizations, the valuation of equity and stock-based related instruments, and the valuation allowance related to deferred taxes. Some of these judgments can be subjective and complex, and, consequently, actual results could differ from those estimates. Although the Company believes that its estimates and assumptions are reasonable, they are based upon information available at the time the estimates and assumptions were made. Actual results could differ from those estimates. Basic and Diluted Net Loss per Share Basic net loss per common share (“EPS”) is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted EPS reflects potential dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the period increased by the number of additional common shares that would have been outstanding if all potential common shares had been issued and were dilutive. However, potentially dilutive securities are excluded from the computation of diluted EPS to the extent that their effect is anti-dilutive. For the three and six months ended June 30, 2023 and 2022, the Company had options to purchase 1,943,647 and 1,304,147 shares of common stock, respectively, and warrants to purchase 204,875 and 172,500 shares of common stock, respectively, outstanding that were anti-dilutive. Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. Under the JOBS Act, emerging growth companies 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. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided by the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. Subsequent Event In July 2023, the Company entered into the Sales Agreement with JonesTrading pursuant to which the Company may offer and sell, from time to time, through or to JonesTrading, shares of the Company’s common stock, par value $0.0001 per share, having an aggregate offering price of up to $6,700,000 (the “Shares”). The Company is not obligated to sell any shares under the Sales Agreement. The Company intends to use the net proceeds from the offering to continue to fund the ongoing clinical development of product candidates and for other general corporate purposes, including funding existing and potential new clinical programs and product candidates. The Company will pay JonesTrading a commission equal to 3.0% of the gross sales price from each sale of Shares. The Sales Agreement will terminate upon the earlier of (i) the issuance and sale of all of the shares through JonesTrading on the terms and subject to the conditions set forth in the Sales Agreement or (ii) the termination of the Sales Agreement as permitted therein. Subsequent to June 30, 2023, the Company has raised $1,355,091 using the Sales Agreement. The issuance and sale, if any, of the Shares by the Company under the Sales Agreement will be made pursuant to the Company’s effective registration statement on Form S-3 (the “Registration Statement”) filed with the Securities and Exchange Commission in March 2022 and which became effective in April 2022. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jun. 30, 2023 | |
Prepaid Expenses and Other Current Assets | |
Prepaid Expenses and Other Current Assets | 3 Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following: June 30, December 31, 2023 2022 Prepaid insurance $ 576,668 $ 1,165,634 Prepaid clinical research costs 7,295 154,510 Prepaid services 5,917 11,329 Other miscellaneous current assets 32,111 7,291 $ 621,991 $ 1,338,764 |
License Agreement
License Agreement | 6 Months Ended |
Jun. 30, 2023 | |
License Agreement | |
License Agreement | 4 The Company entered into a Know-How License Agreement (the “Agreement”) with the University of Alabama (“UA”) in 2012. In consideration for the Agreement, UA received a 10% non-voting membership interest in the Company. Upon the adoption of the Second Amended and Restated Operating Agreement the “Amended Operating Agreement”) on May 1, 2020, the non-voting membership interest converted to a voting membership interest. In conjunction with the Corporate Conversion, all of the Company’s outstanding membership interest converted into shares of common stock. The Agreement is in effect for 25 years and will terminate on June 1, 2037. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Jun. 30, 2023 | |
Accrued Expenses | |
Accrued Expenses | 5 Accrued expenses consist of the following: June 30, December 31, 2023 2022 Accrued interest on preferred members’ interests $ 188,085 $ 188,085 Accrued compensation 62,735 159,704 Accrued professional fees 41,950 11,600 Accrued clinical research costs 7,807 78,349 Accrued director fees — 31,000 Other miscellaneous accrued expenses 5,150 1,360 $ 305,727 $ 470,098 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Stockholders' Equity | |
Stockholders' Equity | 6 The Company’s certificate of incorporation, adopted on December 16, 2020, authorizes the issuance of two classes of stock: 43,000,000 shares of common stock and 2,000,000 shares of preferred |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2023 | |
Related Parties | |
Related Parties | 7 The Company uses Gendreau Consulting, LLC, a consulting firm (“Gendreau”), for drug development, clinical trial design and planning, implementation and execution of contracted activities with the clinical research organization. Gendreau’s managing member is the Company’s Chief Medical Officer (“CMO”). The Company will continue to contract the services of the CMO’s spouse through Gendreau to serve as the Company’s Medical Director and to perform certain activities in connection with the Company’s ongoing clinical development of its product candidates. During the three and six months ended June 30, 2023 and 2022, the Company paid Gendreau $34,807 and $74,780, respectively, and $103,389 and $188,937, respectively, and had accounts payable of $9,456 and $21,000 to Gendreau as of June 30, 2023 and December 31, 2022, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Commitments and Contingencies | |
Commitments and Contingencies | 8 Litigation and Other The Company is subject, from time to time, to claims by third parties under various legal disputes. The defense of such claims, or any adverse outcome relating to any such claims, could have a material adverse effect on the Company’s liquidity, financial condition and cash flows. |
Share-based compensation
Share-based compensation | 6 Months Ended |
Jun. 30, 2023 | |
Share-based compensation | |
Share-based compensation | 9 Equity Incentive Plan On June 16, 2022, the stockholders of the Company approved the Amended and Restated 2020 Equity Incentive Plan (the “Plan”) to increase the total number of shares of common stock reserved for issuance under the Plan by 1,250,000 shares to 2,062,500 total shares issuable under the Plan. As of June 30, 2023, 411,353 shares of common stock were available for future grants under the Plan. The table below sets forth the outstanding options to purchase common shares under the Plan: Weighted Average Weighted Remaining Average Contractual Number of Exercise Term Shares Price (Years) Outstanding at December 31, 2022 1,631,897 $ 4.85 9.04 Granted 31,500 1.85 — Forfeited (12,250) 6.75 — Outstanding at June 30, 2023 1,651,147 $ 4.78 8.58 Exercisable at June 30, 2023 781,531 $ 8.60 7.76 During the six months ended June 30, 2023, the Company granted certain individuals options to purchase 31,500 shares of the Company’s common stock with an average exercise price of $1.85 per share, contractual terms of 10 years and a vesting period of one year. The options had an aggregate grant date fair value of $45,360 that was calculated using the Black-Scholes option-pricing model. Variables used in the Black-Scholes option-pricing model included: (1) discount rate of 3.89% based on the daily par yield curve rates for U.S. Treasury obligations, (2) expected life of 5.5 years based on the simplified method (vesting plus contractual term divided by two), (3) expected volatility of 98.66% based on the average historical volatility of comparable companies’ stock, (4) no expected dividends and (5) fair market value of the Company’s stock of $1.85 per share. During the six months ended June 30, 2022, the Company granted certain individuals options to purchase 262,500 shares of the Company’s common stock with an average exercise price of $4.23 per share, contractual terms of 10 years and vesting periods ranging from 100% after one year to 33.333% after one year and 66.667% in 24 monthly installments, thereafter. The options had an aggregate grant date fair value of $839,350 that was calculated using the Black-Scholes option-pricing model. Variables used in the Black-Scholes option-pricing model included: (1) discount rates ranging from 3.145% to 3.15% based on the daily par yield curve rates for U.S. Treasury obligations, (2) expected lives ranging from 5.5 years to 6.0 years based on the simplified method (vesting plus contractual term divided by two), (3) expected volatility ranging from 90.62% to 91.86% based on the average historical volatility of comparable companies’ stock, (4) no expected dividends and (5) fair market value of the Company’s stock of $4.23 per share. As of June 30, 2023 the aggregate intrinsic value of options outstanding was $715,715. The Company recognized share-based compensation expense related to stock options during the three and six months ended June 30, 2023 and 2022, of $161,664 and $323,361, respectively, and $136,957 and $268,863, respectively. The unrecognized compensation expense for stock options at June 30, 2023 was $836,073. Stock Options for Unregistered Securities In addition to the stock options issued under the Plan, and in conjunction with the IPO, the Company granted non-qualified stock options to purchase 292,500 shares of common stock as provided for in the President’s employment agreement (the “President Options”). The President Options are exercisable within 10 years of the date of grant at $10.00 per share, were 100% vested at the grant date and have a remaining contractual term of 7.47 years. As of June 30, 2023, there was no unrecognized compensation expense related to these options as they were 100% vested upon issuance. The shares of common stock issuable upon exercise of the President Options will be unregistered, and the option agreement does not include any obligation on the part of the Company to register such shares of common stock. Consequently, the Company has not recognized a contingent liability associated with registering the securities for the arrangement. As of June 30, 2023, the aggregate intrinsic value of the President Options was $0. Underwriters Warrants In conjunction with the IPO, the Company granted the underwriters warrants to purchase 172,500 shares of common stock at an exercise price of $12.50 per share. The warrants became 100% exercisable on December 21, 2021. In conjunction with the Offering in September 2022, the Company granted the Underwriter warrants to purchase 500,000 shares of common stock at an exercise price of $0.625 per share (the “Representative Warrants”). The Representative Warrants became 100% exercisable on March 18, 2023. For the six months ended June 30, 2023, there were 467,625 Representative Warrants cashless exercised. As a result, 189,560 shares of common stock were surrendered at fair value to satisfy the exercise price and 278,065 shares of common stock were issued. The surrendered shares are shown as treasury stock at a cost of $292,236 in stockholders’ equity. There is no unrecognized compensation expense for these awards as of June 30, 2023. The table below sets forth the outstanding warrants to purchase common shares: Weighted Average Weighted Remaining Average Contractual Number of Exercise Term Shares Price (Years) Outstanding at December 31, 2022 672,500 $ 3.67 4.27 Granted — — — Exercised (467,625) — — Outstanding at June 30, 2023 204,875 $ 10.62 2.74 Exercisable at June 30, 2023 204,875 $ 10.62 2.74 As of June 30, 2023, the aggregate intrinsic value of the warrants outstanding was $24,443. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Income Taxes | |
Income Taxes | 10 As of December 31, 2022, the Company had U.S. federal and state net operating loss carryforwards of approximately $22,168,000, which have an indefinite carryforward. On August 16, 2022, the president signed the Inflation Reduction Act (“IRA”) into law. The IRA enacted a 15% corporate minimum tax effective in 2024, a 1% tax on share repurchases after December 31, 2022, and created and extended certain tax-related energy incentives. The Company does not expect the tax-related provisions of the IRA to have a material effect on its financial results. As of June 30, 2023, the Company has not generated sufficient positive evidence for future earnings to support a position that it will be able to realize its net deferred tax asset. The Company has significant negative evidence to overcome in the form of cumulative pre-tax losses from continuing operations since its formation, as well as projected losses for the current year. Therefore, it will continue to maintain a full valuation allowance on its U.S. federal and state net deferred tax asset. The change in the valuation allowance offset the income tax benefit related to the net operating loss for the three and six months ended June 30, 2023 and 2022. The Company does not have any material unrecognized tax benefits as of June 30, 2023. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The accompanying condensed interim financial statements are unaudited. These unaudited financial statements have been prepared in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) for interim financial information. Accordingly, they do not include all the information and notes required by accounting principles generally accepted in the United States of America (“U.S. GAAP”) for complete financial statements. These unaudited condensed interim financial statements should be read in conjunction with the audited financial statements and accompanying notes as found in the Company’s Annual Report on Form 10-K for the year ended December 31, 2022 filed with the SEC. In the opinion of management, the unaudited condensed interim financial statements reflect all the adjustments (consisting of normal recurring adjustments) necessary to state fairly the Company’s financial position, results of operations and cash flows for the interim periods presented. The interim results of operations are not necessarily indicative of the results that may occur for the full fiscal year. The December 31, 2022 balance sheet included herein was derived from the audited financial statements, but does not include all disclosures, including notes, required by U.S. GAAP for complete financial statements. Any reference in these notes to applicable guidance is meant to refer to U.S. GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). |
Use of Estimates | Use of Estimates The preparation of these financial statements and accompanying notes in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The Company's significant estimates and assumptions include estimated work performed but not yet billed by contract manufacturers, engineers and research organizations, the valuation of equity and stock-based related instruments, and the valuation allowance related to deferred taxes. Some of these judgments can be subjective and complex, and, consequently, actual results could differ from those estimates. Although the Company believes that its estimates and assumptions are reasonable, they are based upon information available at the time the estimates and assumptions were made. Actual results could differ from those estimates. |
Basic and Diluted Net Loss per Share | Basic and Diluted Net Loss per Share Basic net loss per common share (“EPS”) is computed by dividing net loss by the weighted average number of common shares outstanding during the period. Diluted EPS reflects potential dilution and is computed by dividing net loss by the weighted average number of common shares outstanding during the period increased by the number of additional common shares that would have been outstanding if all potential common shares had been issued and were dilutive. However, potentially dilutive securities are excluded from the computation of diluted EPS to the extent that their effect is anti-dilutive. For the three and six months ended June 30, 2023 and 2022, the Company had options to purchase 1,943,647 and 1,304,147 shares of common stock, respectively, and warrants to purchase 204,875 and 172,500 shares of common stock, respectively, outstanding that were anti-dilutive. |
Emerging Growth Company Status | Emerging Growth Company Status The Company is an emerging growth company, as defined in the Jumpstart Our Business Startups Act of 2012, or the JOBS Act. Under the JOBS Act, emerging growth companies 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. The Company has elected to use this extended transition period for complying with new or revised accounting standards that have different effective dates for public and private companies until the earlier of the date that it is (i) no longer an emerging growth company or (ii) affirmatively and irrevocably opts out of the extended transition period provided by the JOBS Act. As a result, these financial statements may not be comparable to companies that comply with the new or revised accounting pronouncements as of public company effective dates. |
Subsequent Event | Subsequent Event In July 2023, the Company entered into the Sales Agreement with JonesTrading pursuant to which the Company may offer and sell, from time to time, through or to JonesTrading, shares of the Company’s common stock, par value $0.0001 per share, having an aggregate offering price of up to $6,700,000 (the “Shares”). The Company is not obligated to sell any shares under the Sales Agreement. The Company intends to use the net proceeds from the offering to continue to fund the ongoing clinical development of product candidates and for other general corporate purposes, including funding existing and potential new clinical programs and product candidates. The Company will pay JonesTrading a commission equal to 3.0% of the gross sales price from each sale of Shares. The Sales Agreement will terminate upon the earlier of (i) the issuance and sale of all of the shares through JonesTrading on the terms and subject to the conditions set forth in the Sales Agreement or (ii) the termination of the Sales Agreement as permitted therein. Subsequent to June 30, 2023, the Company has raised $1,355,091 using the Sales Agreement. The issuance and sale, if any, of the Shares by the Company under the Sales Agreement will be made pursuant to the Company’s effective registration statement on Form S-3 (the “Registration Statement”) filed with the Securities and Exchange Commission in March 2022 and which became effective in April 2022. |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Prepaid Expenses and Other Current Assets | |
Schedule of prepaid expenses and other current assets | June 30, December 31, 2023 2022 Prepaid insurance $ 576,668 $ 1,165,634 Prepaid clinical research costs 7,295 154,510 Prepaid services 5,917 11,329 Other miscellaneous current assets 32,111 7,291 $ 621,991 $ 1,338,764 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Accrued Expenses | |
Schedule of accrued expenses | June 30, December 31, 2023 2022 Accrued interest on preferred members’ interests $ 188,085 $ 188,085 Accrued compensation 62,735 159,704 Accrued professional fees 41,950 11,600 Accrued clinical research costs 7,807 78,349 Accrued director fees — 31,000 Other miscellaneous accrued expenses 5,150 1,360 $ 305,727 $ 470,098 |
Share-based compensation (Table
Share-based compensation (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Share-based compensation | |
Schedule of stock options | Weighted Average Weighted Remaining Average Contractual Number of Exercise Term Shares Price (Years) Outstanding at December 31, 2022 1,631,897 $ 4.85 9.04 Granted 31,500 1.85 — Forfeited (12,250) 6.75 — Outstanding at June 30, 2023 1,651,147 $ 4.78 8.58 Exercisable at June 30, 2023 781,531 $ 8.60 7.76 |
Schedule of underwriters warrants to purchase common shares | Weighted Average Weighted Remaining Average Contractual Number of Exercise Term Shares Price (Years) Outstanding at December 31, 2022 672,500 $ 3.67 4.27 Granted — — — Exercised (467,625) — — Outstanding at June 30, 2023 204,875 $ 10.62 2.74 Exercisable at June 30, 2023 204,875 $ 10.62 2.74 |
Organization and Nature of Bu_2
Organization and Nature of Business (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||||||
Sep. 19, 2022 USD ($) $ / shares shares | Jul. 31, 2023 USD ($) $ / shares | Jun. 30, 2023 USD ($) $ / shares | Mar. 31, 2023 USD ($) | Jun. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Jun. 30, 2023 USD ($) segment $ / shares | Jun. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) $ / shares | Sep. 30, 2022 $ / shares shares | Dec. 31, 2021 shares | Dec. 21, 2021 $ / shares | Dec. 16, 2020 $ / shares | |
Subsidiary, Sale of Stock [Line Items] | |||||||||||||
Number of operating segments | segment | 1 | ||||||||||||
Share price | $ / shares | $ 0.50 | ||||||||||||
Net proceeds | $ 4,490,605 | ||||||||||||
Warrants to purchase shares | shares | 500,000 | 500,000 | 172,500 | ||||||||||
Warrants exercise price | $ / shares | $ 0.625 | $ 0.625 | $ 12.50 | ||||||||||
Warrants exercise price percentage of IPO Price | 125% | ||||||||||||
Net loss | $ 1,440,904 | $ 1,516,864 | $ 3,667,255 | $ 3,960,308 | $ 2,957,768 | $ 7,627,563 | |||||||
Net cash used in operating activities | 2,440,864 | $ 6,313,144 | |||||||||||
Accumulated deficit | $ 59,130,975 | $ 59,130,975 | $ 56,173,207 | ||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||||||||
Gross proceeds | $ 5,000,000 | ||||||||||||
IPO | Maximum | |||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||
Shares issued | shares | 10,000,000 | ||||||||||||
Capital on Demand Sales Agreement [Member] | |||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||
Gross proceeds | $ 1,355,091 | ||||||||||||
Capital on Demand Sales Agreement [Member] | Subsequent Events. | |||||||||||||
Subsidiary, Sale of Stock [Line Items] | |||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.0001 | ||||||||||||
Aggregate offering price | $ 6,700,000 | ||||||||||||
Gross proceeds | $ 1,355,091 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Basic and Diluted Net Loss Per Share (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Sep. 19, 2022 | Jul. 31, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | Dec. 16, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | ||||
Proceeds from Issuance of Common Stock | $ 5,000,000 | |||||||
Capital on Demand Sales Agreement [Member] | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Proceeds from Issuance of Common Stock | $ 1,355,091 | |||||||
Capital on Demand Sales Agreement [Member] | Subsequent Events. | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ 0.0001 | |||||||
Aggregate offering price | $ 6,700,000 | |||||||
Percentage of Commission from each sale of shares | 3% | |||||||
Proceeds from Issuance of Common Stock | $ 1,355,091 | |||||||
Stock options | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Anti-dilutive securities | 1,943,647 | 1,304,147 | 1,943,647 | 1,304,147 | ||||
Warrants | ||||||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||||||
Anti-dilutive securities | 204,875 | 172,500 | 204,875 | 172,500 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Prepaid Expenses and Other Current Assets | ||
Prepaid insurance | $ 576,668 | $ 1,165,634 |
Prepaid clinical research costs | 7,295 | 154,510 |
Prepaid services | 5,917 | 11,329 |
Other miscellaneous current assets | 32,111 | 7,291 |
Total prepaid expenses and other current assets | $ 621,991 | $ 1,338,764 |
License Agreement (Details)
License Agreement (Details) - Agreement | 12 Months Ended |
Dec. 31, 2012 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |
Percentage of non-voting membership interest | 10% |
License agreement expiration period | 25 years |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Accrued Expenses | ||
Accrued interest on preferred members' interests | $ 188,085 | $ 188,085 |
Accrued compensation | 62,735 | 159,704 |
Accrued professional fees | 41,950 | 11,600 |
Accrued clinical research costs | 7,807 | 78,349 |
Accrued director fees | 31,000 | |
Other miscellaneous accrued expenses | 5,150 | 1,360 |
Accrued expenses | $ 305,727 | $ 470,098 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 | Dec. 16, 2020 |
Stockholders' Equity | |||
Common stock authorized (in shares) | 43,000,000 | 43,000,000 | 43,000,000 |
Preferred stock authorized (in shares) | 2,000,000 | 2,000,000 | 2,000,000 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Related Parties (Details)
Related Parties (Details) - Gendreau Consulting, LLC - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||||
Amount paid to the firm | $ 34,807 | $ 103,389 | $ 74,780 | $ 188,937 | |
Accounts payable | $ 9,456 | $ 9,456 | $ 21,000 |
Share-based compensation - Equi
Share-based compensation - Equity Incentive Plan (Details) - Plan - $ / shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Number of Shares | |||
Outstanding at the beginning of the period | 1,631,897 | ||
Granted | 31,500 | 262,500 | |
Forfeited | (12,250) | ||
Outstanding at the end of the period | 1,651,147 | 1,631,897 | |
Exercisable at June 30, 2023 | 781,531 | ||
Weighted Average Exercise Price | |||
Outstanding the beginning of the period | $ 4.85 | ||
Granted | 1.85 | $ 4.23 | |
Forfeited | 6.75 | ||
Outstanding at the end of the period | 4.78 | $ 4.85 | |
Exercisable at June 30, 2023 | $ 8.60 | ||
Weighted Average Remaining Contractual Term (years) | |||
Weighted average remaining contractual term (years) | 8 years 6 months 29 days | 9 years 14 days | |
Exercisable at June 30, 2023 | 7 years 9 months 3 days |
Share-based compensation - Narr
Share-based compensation - Narrative (Details) - Plan - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 16, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of additional shares authorized | 1,250,000 | ||||
Shares authorized | 2,062,500 | ||||
Shares available for future grant | 411,353 | 411,353 | |||
Vesting period | 10 years | 10 years | |||
Aggregate grant date fair value | $ 45,360 | $ 839,350 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Discount rates | 3.89% | ||||
Expected life | 5 years 6 months | ||||
Expected volatility | 98.66% | ||||
Expected dividends | $ 0 | $ 0 | |||
Fair market value | $ 1.85 | $ 4.23 | |||
Intrinsic value of options outstanding | $ 715,715 | $ 715,715 | |||
Minimum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Discount rates | 3.145% | ||||
Expected life | 5 years 6 months | ||||
Expected volatility | 90.62% | ||||
Maximum | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Discount rates | 3.15% | ||||
Expected life | 6 years | ||||
Expected volatility | 91.86% | ||||
Vesting over one year | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage | 100% | ||||
Vesting after one year | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage | 33.333% | ||||
Vesting in 24 monthly installments thereafter | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage | 66.667% | ||||
Stock options | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||||
Share-based compensation expense | 161,664 | $ 136,957 | 323,361 | $ 268,863 | |
Unrecognized compensation expense | $ 836,073 | $ 836,073 |
Share-based compensation - Unre
Share-based compensation - Unregistered Securities (Details) - Plan - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted | 31,500 | 262,500 | |
Exercise price | $ 1.85 | $ 4.23 | |
Remaining contractual term | 8 years 6 months 29 days | 9 years 14 days | |
Intrinsic value of options outstanding | $ 715,715 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | |||
Discount rates | 3.89% | ||
Expected life | 5 years 6 months | ||
Expected volatility | 98.66% | ||
Non-qualified stock options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Granted | 292,500 | ||
Options term | 10 years | ||
Exercise price | $ 10 | ||
Vesting percentage | 100% | ||
Remaining contractual term | 7 years 5 months 19 days | ||
Unrecognized compensation expense | $ 0 | ||
Intrinsic value of options outstanding | $ 0 |
Share-based compensation - Unde
Share-based compensation - Underwriters Warrants (Details) - USD ($) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Mar. 18, 2023 | Dec. 21, 2021 | Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Sep. 19, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Warrants to purchase shares | 500,000 | 500,000 | 172,500 | |||||
Warrants exercise price | $ 12.50 | $ 0.625 | $ 0.625 | |||||
Percentage of warrants exercisable | 100% | 100% | ||||||
Representative warrants exercised | 467,625 | 467,625 | ||||||
Stock issued on exercise of warrants | 278,065 | |||||||
Shares surrendered in cashless warrant exercises (in shares) | 189,560 | |||||||
Stock repurchase in cashless warrant exercises | $ 292,255 | $ 292,255 | ||||||
Treasury stock | $ 292,236 | $ 292,236 | ||||||
Number of Shares | ||||||||
Warrants outstanding at the beginning of the period | 672,500 | |||||||
Exercised | (467,625) | (467,625) | ||||||
Warrants outstanding at the end of the period | 204,875 | 204,875 | 672,500 | |||||
Exercisable at June 30, 2023 | 204,875 | |||||||
Weighted Average Exercise Price | ||||||||
Outstanding at the beginning of the period | $ 3.67 | |||||||
Outstanding at the end of the period | $ 10.62 | 10.62 | $ 3.67 | |||||
Exercisable at June 30, 2023 | $ 10.62 | |||||||
Remaining term | 2 years 8 months 26 days | 4 years 3 months 7 days | ||||||
Exercisable contractual term | 2 years 8 months 26 days | |||||||
Intrinsic value of warrants outstanding | $ 24,443 | $ 24,443 | ||||||
Treasury Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Stock repurchase in cashless warrant exercises | 292,236 | |||||||
Warrants | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract] | ||||||||
Unrecognized compensation expense | $ 0 | $ 0 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) | Dec. 31, 2022 USD ($) |
Income Taxes | |
Net operating loss carryforwards | $ 22,168,000 |