Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 07, 2024 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Securities Act 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 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | VIRI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 27,757,937 | |
Entity Central Index Key | 0001818844 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash | $ 3,020,183 | $ 3,316,946 |
Prepaid expenses and other current assets | 615,706 | 848,496 |
Total current assets | 3,635,889 | 4,165,442 |
Total assets | 3,635,889 | 4,165,442 |
Current liabilities: | ||
Accounts payable | 217,762 | 111,913 |
Accrued expenses | 282,314 | 246,635 |
Total current liabilities | 500,076 | 358,548 |
Total liabilities | 500,076 | 358,548 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity: | ||
Common stock, $0.0001 par value; 43,000,000 shares authorized; 27,905,888 and 27,757,937 shares issued and outstanding at June 30, 2024, respectively; and 19,450,888 and 19,257,937 shares issued and outstanding at December 31, 2023, respectively | 2,776 | 1,926 |
Preferred stock, $0.0001 par value; 2,000,000 shares authorized, no shares issued and outstanding at June 30, 2024 and December 31, 2023 | ||
Additional paid-in capital | 67,242,537 | 65,573,300 |
Accumulated deficit | (63,810,390) | (61,469,222) |
Stockholders' equity before treasury stock | 3,434,923 | 4,106,004 |
Less: Treasury stock, 192,951 shares of common stock at cost | (299,110) | (299,110) |
Total stockholders' equity | 3,135,813 | 3,806,894 |
Total liabilities and stockholders' equity | $ 3,635,889 | $ 4,165,442 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parentheticals) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
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) | 27,950,888 | 19,450,888 |
Common stock outstanding (in shares) | 27,757,937 | 19,257,937 |
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) | 192,951 | 192,951 |
Condensed Statements of Operati
Condensed Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Operating Expenses [Abstract] | ||||
Research and development | $ 336,084 | $ 557,843 | $ 679,801 | $ 1,055,557 |
General and administrative expenses | 733,740 | 919,374 | 1,704,124 | 1,978,947 |
Total operating expenses | 1,069,824 | 1,477,217 | 2,383,925 | 3,034,504 |
Loss from operations | (1,069,824) | (1,477,217) | (2,383,925) | (3,034,504) |
Other Nonoperating Income (Expense) [Abstract] | ||||
Interest income | 19,991 | 36,313 | 42,757 | 76,736 |
Total other income | 19,991 | 36,313 | 42,757 | 76,736 |
Loss before income taxes | (1,049,833) | (1,440,904) | (2,341,168) | (2,957,768) |
Net loss | $ (1,049,833) | $ (1,440,904) | $ (2,341,168) | $ (2,957,768) |
Basic net loss per share (in dollars per share) | $ (0.05) | $ (0.08) | $ (0.11) | $ (0.16) |
Diluted net loss per share (in dollars per share) | $ (0.05) | $ (0.08) | $ (0.11) | $ (0.16) |
Weighted average number of shares outstanding - basic (in shares) | 22,900,794 | 18,411,399 | 21,079,366 | 18,371,118 |
Weighted average number of shares outstanding - diluted (in shares) | 22,900,794 | 18,411,399 | 21,079,366 | 18,371,118 |
Condensed Statements of Changes
Condensed Statements of Changes of Stockholders Equity - USD ($) | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Treasury Stock | Total |
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] | |||||
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 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 | ||||
Balances, Ending at Dec. 31, 2023 | $ 1,926 | 65,573,300 | (61,469,222) | (299,110) | 3,806,894 |
Balances, Ending (in shares) at Dec. 31, 2023 | 19,257,937 | ||||
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) | ||||
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 | ||||
Balances, Beginning at Dec. 31, 2023 | $ 1,926 | 65,573,300 | (61,469,222) | (299,110) | 3,806,894 |
Balances, Beginning (in shares) at Dec. 31, 2023 | 19,257,937 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Share-based compensation expense | 138,969 | 138,969 | |||
Net loss | (1,291,335) | (1,291,335) | |||
Balances, Ending at Mar. 31, 2024 | $ 1,926 | 65,712,269 | (62,760,557) | (299,110) | 2,654,528 |
Balances, Ending (in shares) at Mar. 31, 2024 | 19,257,937 | ||||
Balances, Beginning at Dec. 31, 2023 | $ 1,926 | 65,573,300 | (61,469,222) | (299,110) | 3,806,894 |
Balances, Beginning (in shares) at Dec. 31, 2023 | 19,257,937 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net loss | (2,341,168) | ||||
Balances, Ending at Jun. 30, 2024 | $ 2,776 | 67,242,537 | (63,810,390) | (299,110) | 3,135,813 |
Balances, Ending (in shares) at Jun. 30, 2024 | 27,757,937 | ||||
Balances, Beginning at Mar. 31, 2024 | $ 1,926 | 65,712,269 | (62,760,557) | (299,110) | 2,654,528 |
Balances, Beginning (in shares) at Mar. 31, 2024 | 19,257,937 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Proceeds from public offering of common stock, net of offering costs | $ 850 | 1,381,320 | 1,382,170 | ||
Proceeds from public offering of common stock, net of offering costs (shares) | 8,500,000 | ||||
Share-based compensation expense | 148,948 | 148,948 | |||
Net loss | (1,049,833) | (1,049,833) | |||
Balances, Ending at Jun. 30, 2024 | $ 2,776 | $ 67,242,537 | $ (63,810,390) | $ (299,110) | $ 3,135,813 |
Balances, Ending (in shares) at Jun. 30, 2024 | 27,757,937 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows - USD ($) | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities | ||
Net loss | $ (2,341,168) | $ (2,957,768) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share-based compensation expense | 287,917 | 323,361 |
Changes in operating assets and liabilities: | ||
Decrease in prepaid expenses and other current assets | 232,790 | 716,773 |
Increase (decrease) in accounts payable | 35,622 | (358,859) |
Increase (decrease) in accrued expenses | 35,679 | (164,371) |
Net cash used in operating activities | (1,749,160) | (2,440,864) |
Cash flows from financing activities | ||
Proceeds from public offering of common stock, net of offering costs | 1,452,397 | |
Net cash provided by financing activities | 1,452,397 | |
Net decrease in cash | (296,763) | (2,440,864) |
Cash, beginning of period | 3,316,946 | 7,030,992 |
Cash, end of period | 3,020,183 | 4,590,128 |
Non-cash financing transactions: | ||
Public offering costs included in accounts payable and accrued expenses | $ 70,227 | |
Reduction in equity for shares surrendered in cashless warrant exercises | $ 292,255 |
Organization and Nature of Busi
Organization and Nature of Business | 6 Months Ended |
Jun. 30, 2024 | |
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 antiviral therapies to treat diseases associated with activation of previously dormant herpesviruses that trigger an abnormal immune response, such as fibromyalgia (“FM”) and Long-COVID (“LC”). Overactive immune response related to activation of tissue resident herpesvirus has been postulated to be a potential root cause of chronic illnesses such as FM, irritable bowel diseases, LC, chronic fatigue syndrome and other 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. While not completely understood, there is general agreement in the medical community that activation of the herpesvirus is triggered by some form of environmental and/or health stressor. Our lead product candidates, IMC-1 and IMC-2, are novel, proprietary, fixed dose combinations of nucleoside analog, anti-herpes antivirals and the anti-inflammatory agent, celecoxib. IMC-1 is a novel combination of famciclovir and celecoxib intended to synergistically suppress herpesvirus activation and replication, with the end goal of reducing viral mediated disease burden. IMC-2 is a combination of valacyclovir and celecoxib that, like IMC-1, is intended to synergistically suppress herpesvirus activation and replication with a more specific activity against the Epstein-Barr virus (herpesvirus HHV-4). Both of these drug components are approved as independent treatments 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 keeping the herpesvirus in a latent (dormant) state or “down-regulating” the herpesvirus from a lytic (active) state back to latency. The famciclovir component of IMC-1 and the valacyclovir component of IMC-2 inhibit viral DNA replication. The celecoxib component of IMC-1 and IMC-2 inhibits cyclooxegenase-2 (COX-2) and to a lesser degree cyclooxegenase-1 (COX-1) enzymes, two proteins which are used by the herpesvirus to amplify or accelerate its own replication. These synergistic antiviral treatments represent first-in-class medicines intended specifically to inhibit both herpesvirus activation and subsequent replication, with the goal of keeping tissue resident herpesvirus in a latent state. Going Concern 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, 2024 and 2023, the Company incurred net losses of $1,049,833 and $2,341,168, respectively, and $1,440,904 and $2,957,768, respectively, and had net cash outflows used in operating activities for the six months ended June 30, 2024 and 2023 of $1,749,160 and $2,440,864, respectively. As of June 30, 2024, the Company had an accumulated deficit of $63,810,390 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, “new” FM research 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. In July 2023, the Company received positive data from an exploratory, open-label, proof of concept study in LC funded by an unrestricted grant provided to the Bateman Horne Center (“BHC”). BHC enrolled female patients diagnosed with LC illness, otherwise known as Post-Acute Sequelae of COVID-19 infection (“PASC”). Patients treated with a combination of valacyclovir and celecoxib (“Val/Cel”), as well as routine care, exhibited clinically and statistically significant improvements in fatigue, pain, and symptoms of autonomic dysfunction as well as ratings of general well-being related to LC when treated open-label for 14 weeks, as compared to a control cohort of female LC patients matched by age and length of illness and treated with routine care only. The statistically significant improvements in PASC symptoms and general health status were particularly encouraging given that the majority of patients in the study had been vaccinated for the COVID-19 virus and the mean duration of LC illness was two years for both the treated and control cohort prior to enrollment in this study. These encouraging results led to BHC requesting a second investigator initiated grant from the Company to assess Val/Cel under double-blind, placebo controlled conditions, with results from this ongoing trial expected in October 2024. As of the issuance date of these financial statements, cash is not sufficient to fund operating expenses and capital requirements for at least the next 12 months. The Company will need to raise additional capital within the next six months to further advance clinical development and to commercially develop its product candidates. Accordingly, there is substantial doubt about the Company’s ability to continue as a going concern within one year after the issuance date. Currently, the research and development activities for the remainder of this fiscal year include the continued funding of the grant to BHC for the completion of their double-blinded, placebo controlled investigator-sponsored study of LC with the combination of valacyclovir and celecoxib; continued prototype development of IMC-2 to be used for a proposed Phase 2 LC study; and continued salaries and benefits. The BHC study has completed enrollment and results are expected in October 2024. The Company plans to raise additional capital to continue clinical development of and to commercially develop its 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. As a result, the financial statements have been prepared on a going concern basis and do not include any adjustments to the amounts recognized or classifications of assets and liabilities should the Company be unable to continue as a going concern. Continued Nasdaq Listing As previously reported, on November 2, 2023, the Company received a letter from the Listing Qualifications Department of The Nasdaq Stock Market, LLC (“Nasdaq”) notifying the Company that, for the previous 30 consecutive business days, the bid price for the Company’s common stock had closed below the minimum $1.00 per share requirement for continued listing on the Nasdaq (the “Minimum Bid Price Requirement”). The letter stated that the Company had 180 calendar days, or until April 30, 2024 to regain compliance such that the closing bid price for the Company’s common stock is at least $1.00 for a minimum of 10 consecutive business days. On May 1, 2024, the Company received another letter from Nasdaq informing it that the Company’s common stock had failed to comply with the $1.00 minimum bid price required for continued listing and, as a result, the Company’s common stock continues to be subject to delisting. Following receipt of the letter, the Company requested a hearing with Nasdaq. On June 11, 2024, the Company received notice from Nasdaq that the Nasdaq Hearing Panel had granted the Company an exception until October 28, 2024 to regain compliance with the Minimum Bid Price Requirement. The Company prioritizes regaining compliance with the Minimum Bid Price Requirement through other measures before resorting to a reverse stock split. However, in the event the Company fails to achieve compliance with the Minimum Bid Price Requirement by October 11, 2024, it will be required to undertake a reverse stock split to regain compliance by the October 28, 2024 deadline. In the event the Company fails to regain compliance with the Minimum Bid Price Requirement by October 28, 2024, its securities will be delisted. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2024 | |
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/A for the year ended December 31, 2023 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, 2023 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, 2024 and 2023, the Company had options to purchase 2,319,422 and 1,943,647 shares of common stock, respectively, and warrants to purchase 193,875 and 204,875 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. New Accounting Pronouncements Not Yet Adopted In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Improvements to Income Tax Disclosures (Topic 740), which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements. The new guidance requires consistent categorization and greater disaggregation of information in the rate reconciliation, as well as further disaggregation of income taxes paid. This change is effective for annual periods beginning after December 15, 2024. This change will apply on a prospective basis to annual financial statements for periods beginning after the effective date. However, retrospective application in all prior periods presented is permitted. The Company is currently evaluating the impact of this ASU on its financial statements. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 6 Months Ended |
Jun. 30, 2024 | |
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, 2024 2023 Prepaid insurance $ 352,204 $ 702,352 Prepaid clinical research costs 160,636 133,819 Prepaid drug purchases 30,504 — Prepaid accounting fees 30,450 — Prepaid services 6,838 8,766 Other miscellaneous current assets 35,074 3,559 $ 615,706 $ 848,496 |
License Agreement
License Agreement | 6 Months Ended |
Jun. 30, 2024 | |
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, 2024 | |
Accrued Expenses | |
Accrued Expenses | 5 Accrued expenses consist of the following: June 30, December 31, 2024 2023 Accrued interest on preferred members’ interests $ 188,085 $ 188,085 Accrued vacation 55,922 — Accrued clinical research costs 27,012 — Accrued professional fees 11,070 27,550 Accrued director fees — 31,000 Other miscellaneous accrued expenses 225 — $ 282,314 $ 246,635 |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2024 | |
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 At-the-market Offering On July 14, 2023, the Company entered into a Capital on Demand TM Public Offering On May 19, 2024, the Company entered into an agreement with Maxim Group LLC as placement agent in connection with the issuance and sale by the Company in a public offering of 8,500,000 shares of its common stock at a public offering price of $0.20 per share (the “Offering”), pursuant to an effective shelf registration statement on Form S-3 (File No. 333-263700). The Offering closed on May 22, 2024, and the gross proceeds from the Offering were $1,700,000. The net proceeds of the Offering were $1,382,170 after deducting placement agent fees and offering expenses payable by the Company. |
Related Parties
Related Parties | 6 Months Ended |
Jun. 30, 2024 | |
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 clinical research organizations. Gendreau’s managing member is the Company’s Chief Medical Officer (“CMO”). The Company may 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, 2024 and 2023, the Company paid Gendreau $0 and $1,383, respectively, and $34,807 and $74,780, respectively, and had no accounts payable to Gendreau as of June 30, 2024 and December 31, 2023. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2024 | |
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. Although the results of litigation and claims cannot be predicted with certainty, we do not currently have any pending or ongoing litigation to which we are a party or to which our property is subject that we believe to be material. |
Share-based Compensation
Share-based Compensation | 6 Months Ended |
Jun. 30, 2024 | |
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, 2024, 35,578 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, 2023 1,651,147 $ 4.78 8.08 Granted 375,775 0.36 — Exercised — — — Outstanding at June 30, 2024 2,026,922 $ 3.96 7.96 Exercisable at June 30, 2024 1,256,148 $ 5.97 7.33 During the six months ended June 30, 2024, the Company granted certain individuals options to purchase 375,775 shares of the Company’s common stock with an average exercise price of $0.357 per share, contractual terms of 10 years and a vesting period of one year. The options had an aggregate grant date fair value of $105,931 that was calculated using the Black-Scholes option-pricing model. Variables used in the Black-Scholes option-pricing model included: (1) discount rate of 4.2975% 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 100.76% 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 $0.357 per share. 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. As of June 30, 2024 the aggregate intrinsic value of options outstanding was $0. The Company recognized share-based compensation expense related to stock options during the three and six months ended June 30, 2024 and 2023, of $148,948 and $287,917, respectively, and $161,664 and $323,361, respectively. The unrecognized compensation expense for stock options at June 30, 2024 was $357,476. 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 6.47 years. As of June 30, 2024, 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, 2024, 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 of these warrants 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 for the three and six months ended June 30, 2023. There were no warrant exercises for the six months ended June 30, 2024. For the year ended December 31, 2023, there were 478,625 Representative Warrants cashless exercised. As a result, 192,951 shares of common stock were surrendered at fair value to satisfy the exercise price of these warrants and 285,674 shares of common stock were issued. The surrendered shares are shown as treasury stock at a cost of $299,110 in stockholders’ equity. There is no unrecognized compensation expense for these awards as of June 30, 2024. 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, 2023 193,875 $ 11.19 2.16 Granted — — — Outstanding at June 30, 2024 193,875 $ 11.19 1.66 Exercisable at June 30, 2024 193,875 $ 11.19 1.66 As of June 30, 2024, the aggregate intrinsic value of the warrants outstanding was $0. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2024 | |
Income Taxes | |
Income Taxes | 10 As of December 31, 2023, the Company had U.S. federal and state net operating loss carryforwards of approximately $26,496,000, which have an indefinite carryforward and Georgia and Florida state net operating loss carryforwards of approximately $33,700,000 and $851,000, respectively, which have a twenty-year carryforward and begin expiring in 2037. As of June 30, 2024, the Company has not generated sufficient positive evidence for future earnings to support a position that it will be able to realize its net deferred tax asset. The Company has significant negative evidence to overcome in the form of cumulative pre-tax losses from continuing operations since its formation, as well as projected losses for the current year. Therefore, it will continue to maintain a full valuation allowance on its U.S. federal and state net deferred tax asset. The change in the valuation allowance offset the income tax benefit related to the net operating loss for the three and six months ended June 30, 2024 and 2023. The Company does not have any material unrecognized tax benefits as of June 30, 2024. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||||
Net Income (Loss) | $ (1,049,833) | $ (1,291,335) | $ (1,440,904) | $ (1,516,864) | $ (2,341,168) | $ (2,957,768) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended | |
Jun. 30, 2024 | Mar. 31, 2024 | |
Trading Arrangements, by Individual | ||
Rule 10b5-1 Arrangement Adopted | false | false |
Non-Rule 10b5-1 Arrangement Adopted | false | false |
Rule 10b5-1 Arrangement Terminated | false | false |
Non-Rule 10b5-1 Arrangement Terminated | false | false |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
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/A for the year ended December 31, 2023 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, 2023 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, 2024 and 2023, the Company had options to purchase 2,319,422 and 1,943,647 shares of common stock, respectively, and warrants to purchase 193,875 and 204,875 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. |
New Accounting Pronouncements Not Yet Adopted | New Accounting Pronouncements Not Yet Adopted In December 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2023-09, Improvements to Income Tax Disclosures (Topic 740), which establishes new income tax disclosure requirements in addition to modifying and eliminating certain existing requirements. The new guidance requires consistent categorization and greater disaggregation of information in the rate reconciliation, as well as further disaggregation of income taxes paid. This change is effective for annual periods beginning after December 15, 2024. This change will apply on a prospective basis to annual financial statements for periods beginning after the effective date. However, retrospective application in all prior periods presented is permitted. The Company is currently evaluating the impact of this ASU on its financial statements. |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Prepaid Expenses and Other Current Assets | |
Schedule of prepaid expenses and other current assets | June 30, December 31, 2024 2023 Prepaid insurance $ 352,204 $ 702,352 Prepaid clinical research costs 160,636 133,819 Prepaid drug purchases 30,504 — Prepaid accounting fees 30,450 — Prepaid services 6,838 8,766 Other miscellaneous current assets 35,074 3,559 $ 615,706 $ 848,496 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Accrued Expenses | |
Schedule of accrued expenses | June 30, December 31, 2024 2023 Accrued interest on preferred members’ interests $ 188,085 $ 188,085 Accrued vacation 55,922 — Accrued clinical research costs 27,012 — Accrued professional fees 11,070 27,550 Accrued director fees — 31,000 Other miscellaneous accrued expenses 225 — $ 282,314 $ 246,635 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Share-based Compensation | |
Schedule of stock options | Weighted Average Weighted Remaining Average Contractual Number of Exercise Term Shares Price (Years) Outstanding at December 31, 2023 1,651,147 $ 4.78 8.08 Granted 375,775 0.36 — Exercised — — — Outstanding at June 30, 2024 2,026,922 $ 3.96 7.96 Exercisable at June 30, 2024 1,256,148 $ 5.97 7.33 |
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, 2023 193,875 $ 11.19 2.16 Granted — — — Outstanding at June 30, 2024 193,875 $ 11.19 1.66 Exercisable at June 30, 2024 193,875 $ 11.19 1.66 |
Organization and Nature of Bu_2
Organization and Nature of Business (Details) | 3 Months Ended | 6 Months Ended | |||||||
Nov. 02, 2023 $ / shares | Jun. 30, 2024 USD ($) | Mar. 31, 2024 USD ($) | Jun. 30, 2023 USD ($) | Mar. 31, 2023 USD ($) | Jun. 30, 2024 USD ($) segment | Jun. 30, 2023 USD ($) | May 01, 2024 $ / shares | Dec. 31, 2023 USD ($) | |
Organization and Nature of Business | |||||||||
Number of operating segments | segment | 1 | ||||||||
Net loss | $ 1,049,833 | $ 1,291,335 | $ 1,440,904 | $ 1,516,864 | $ 2,341,168 | $ 2,957,768 | |||
Net cash used in operating activities | 1,749,160 | $ 2,440,864 | |||||||
Accumulated deficit | $ 63,810,390 | $ 63,810,390 | $ 61,469,222 | ||||||
Substantial Doubt about Going Concern, within One Year [true false] | true | ||||||||
Number of days below required price per share | 30 days | ||||||||
Minimum price per share | $ / shares | $ 1 | $ 1 | |||||||
Number of days to remedy | 180 days | ||||||||
Required number of days price must be over the minimum | 10 days |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Basic and Diluted Net Loss Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Employee Stock Option | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities | 2,319,422 | 1,943,647 | 2,319,422 | 1,943,647 |
Warrants | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Anti-dilutive securities | 193,875 | 204,875 | 193,875 | 204,875 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) | Jun. 30, 2024 | Dec. 31, 2023 |
Prepaid Expenses and Other Current Assets | ||
Prepaid insurance | $ 352,204 | $ 702,352 |
Prepaid clinical research costs | 160,636 | 133,819 |
Prepaid drug purchases | 30,504 | |
Prepaid accounting fees | 30,450 | |
Prepaid services | 6,838 | 8,766 |
Other miscellaneous current assets | 35,074 | 3,559 |
Total prepaid expenses and other current assets | $ 615,706 | $ 848,496 |
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, 2024 | Dec. 31, 2023 |
Accrued Expenses | ||
Accrued interest on preferred members' interests | $ 188,085 | $ 188,085 |
Accrued vacation | 55,922 | |
Accrued clinical research costs | 27,012 | |
Accrued professional fees | 11,070 | 27,550 |
Accrued director fees | 31,000 | |
Other miscellaneous accrued expenses | 225 | |
Accrued expenses | $ 282,314 | $ 246,635 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) | May 22, 2024 | Sep. 28, 2023 | Jun. 30, 2024 | May 19, 2024 | Dec. 31, 2023 | Jul. 14, 2023 |
Subsidiary, Sale of Stock [Line Items] | ||||||
Common stock authorized (in shares) | 43,000,000 | 43,000,000 | ||||
Preferred stock authorized (in shares) | 2,000,000 | 2,000,000 | ||||
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 | ||||
Capital on Demand Sales Agreement | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Common stock, par value (in dollars per share) | $ 0.0001 | |||||
Aggregate offering price | $ 6,700,000 | |||||
Shares issued | 641,873 | |||||
Share price | $ 2.11 | |||||
Proceeds from issuance of shares on ATM, net of fees | $ 1,355,090 | |||||
Offering costs | 198,650 | |||||
Net proceeds | $ 1,156,440 | |||||
Public Offering | Maxim Group LLC | ||||||
Subsidiary, Sale of Stock [Line Items] | ||||||
Share price | $ 0.20 | |||||
Proceeds from issuance of shares on ATM, net of fees | $ 1,700,000 | |||||
Issuance of common stock at a public offering | 8,500,000 | |||||
Net proceeds | $ 1,382,170 |
Related Parties (Details)
Related Parties (Details) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Related Party Transaction [Line Items] | |||||
Accounts payable | $ 217,762 | $ 217,762 | $ 111,913 | ||
Related Party | Gendreau Consulting, LLC | |||||
Related Party Transaction [Line Items] | |||||
Amount paid to the firm | 0 | $ 34,807 | 1,383 | $ 74,780 | |
Accounts payable | $ 0 | $ 0 | $ 0 |
Share-based Compensation - Equi
Share-based Compensation - Equity Incentive Plan (Details) - Equity Incentive Plan 2020 [Member] - $ / shares | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Number of Shares | |||
Outstanding at the beginning of the period | 1,651,147 | ||
Granted | 375,775 | 31,500 | |
Outstanding at the end of the period | 2,026,922 | 1,651,147 | |
Exercisable at June 30, 2023 | 1,256,148 | ||
Weighted Average Exercise Price | |||
Outstanding the beginning of the period | $ 4.78 | ||
Granted | 0.357 | $ 1.85 | |
Outstanding at the end of the period | 3.96 | $ 4.78 | |
Exercisable at June 30, 2023 | $ 5.97 | ||
Weighted Average Remaining Contractual Term (Years) | |||
Weighted average remaining contractual term (years) | 7 years 11 months 15 days | 8 years 29 days | |
Exercisable at June 30, 2023 | 7 years 3 months 29 days |
Share-based Compensation - Narr
Share-based Compensation - Narrative (Details) - Plan - USD ($) | 3 Months Ended | 6 Months Ended | |||
Jun. 16, 2022 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
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 | 35,578 | 35,578 | |||
Vesting period | 10 years | 10 years | |||
Aggregate grant date fair value | $ 105,931 | $ 45,360 | |||
Variables used in the Black-Scholes option-pricing model | |||||
Discount rates | 4.2975% | 3.89% | |||
Expected life | 5 years 6 months | 5 years 6 months | |||
Expected volatility | 100.76% | 98.66% | |||
Expected dividends | $ 0 | $ 0 | |||
Fair market value | $ 0.357 | $ 1.85 | |||
Intrinsic value of options outstanding | $ 0 | $ 0 | |||
Employee Stock Option | |||||
Variables used in the Black-Scholes option-pricing model | |||||
Share-based compensation expense | 148,948 | $ 161,664 | 287,917 | $ 323,361 | |
Unrecognized compensation expense | $ 357,476 | $ 357,476 |
Share-based Compensation - Unre
Share-based Compensation - Unregistered Securities (Details) - Plan - USD ($) | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||
Granted | 375,775 | 31,500 | |
Exercise price | $ 0.357 | $ 1.85 | |
Remaining contractual term | 7 years 11 months 15 days | 8 years 29 days | |
Intrinsic value of options outstanding | $ 0 | ||
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 | 6 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 ($) | 6 Months Ended | 12 Months Ended | ||||
Mar. 18, 2023 | Dec. 21, 2021 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Warrants to purchase shares | 172,500 | 500,000 | ||||
Warrants exercise price | $ 12.50 | $ 0.625 | ||||
Percentage of warrants exercisable | 100% | 100% | ||||
Treasury stock | $ 299,110 | $ 299,110 | ||||
Number of Shares | ||||||
Warrants outstanding at the beginning of the period | 193,875 | |||||
Warrants outstanding at the end of the period | 193,875 | 193,875 | ||||
Exercisable at end of the period | 193,875 | |||||
Weighted Average Exercise Price | ||||||
Outstanding at the beginning of the period | $ 11.19 | |||||
Outstanding at the end of the period | 11.19 | $ 11.19 | ||||
Exercisable at end of the period | $ 11.19 | |||||
Remaining term | 1 year 7 months 28 days | 2 years 1 month 28 days | ||||
Exercisable contractual term | 1 year 7 months 28 days | |||||
Intrinsic value of warrants outstanding | $ 0 | |||||
Warrants | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Representative warrants exercised | 0 | |||||
Unrecognized compensation expense | $ 0 | |||||
Cashless Warrants | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Representative warrants exercised | 467,625 | 478,625 | ||||
Shares surrendered in cashless warrant exercises (in shares) | 189,560 | 192,951 | ||||
Stock issued on exercise of warrants | 278,065 | 285,674 | ||||
Treasury stock | $ 292,236 | $ 299,110 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) | Dec. 31, 2023 USD ($) |
U.S. Federal | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | $ 26,496,000 |
Georgia | State and local jurisdiction | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | 33,700,000 |
Florida | State and local jurisdiction | |
Operating Loss Carryforwards [Line Items] | |
Net operating loss carryforwards | $ 851,000 |