Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2016 | May. 16, 2016 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | ABEONA THERAPEUTICS INC. | |
Entity Central Index Key | 318,306 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 32,795,703 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2016 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2016 | Dec. 31, 2015 |
Current assets | ||
Cash and cash equivalents | $ 37,395,000 | $ 40,138,000 |
Receivables | 244,000 | 115,000 |
Prepaid expenses and other current assets | 201,000 | 315,000 |
Total current assets | 37,840,000 | 40,568,000 |
Property and equipment, net | 548,000 | 350,000 |
Licensed technology, net | 6,464,000 | 6,609,000 |
Goodwill | 32,466,000 | 32,466,000 |
Other assets | 102,000 | 62,000 |
Total assets | 77,420,000 | 80,055,000 |
Current liabilities | ||
Accounts payable | 1,042,000 | 875,000 |
Current portion of deferred revenue | 602,000 | 602,000 |
Contingent consideration liability | 2,000,000 | 0 |
Payable due licensor | 4,000,000 | 0 |
Total current liabilities | 7,644,000 | 1,477,000 |
Contingent consideration liability | 0 | 2,591,000 |
Payable due licensor | 0 | 4,000,000 |
Long-term deferred revenue | 4,115,000 | 4,266,000 |
Total liabilities | $ 11,759,000 | $ 12,334,000 |
Commitments and contingencies | ||
Stockholders' equity | ||
Common stock - $.01 par value; authorized 200,000,000 shares; issued, 32,743,013 at March 31, 2016 and December 31, 2015 | $ 328,000 | $ 328,000 |
Additional paid-in capital | 381,477,000 | 377,993,000 |
Accumulated deficit | (316,144,000) | (310,600,000) |
Total stockholders' equity | 65,661,000 | 67,721,000 |
Total liabilities and stockholders' equity | $ 77,420,000 | $ 80,055,000 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2016 | Dec. 31, 2015 |
Stockholders' equity | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 32,743,013 | 32,743,013 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Revenues | ||
License revenues | $ 151,000 | $ 151,000 |
Royalties | 84,000 | 107,000 |
Total revenues | 235,000 | 258,000 |
Expenses | ||
Research and development | 1,855,000 | 453,000 |
General and administrative | 4,366,000 | 1,689,000 |
Depreciation and amortization | 174,000 | 118,000 |
Total expenses | 6,395,000 | 2,260,000 |
Loss from operations | (6,160,000) | (2,002,000) |
Interest and miscellaneous income | 618,000 | 3,000 |
Interest and other expense | (2,000) | (1,000) |
Total non operating income (expense) | 616,000 | 2,000 |
Net loss | $ (5,544,000) | $ (2,000,000) |
Basic and diluted loss per common share (in dollars per share) | $ (0.17) | $ (0.10) |
Weighted average number of common shares outstanding (in shares) | 32,743,013 | 19,983,751 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - 3 months ended Mar. 31, 2016 - USD ($) | Common Stock [Member] | Additional paid-in capital [Member] | Accumulated deficit [Member] | Total |
Balance at Dec. 31, 2015 | $ 328,000 | $ 377,993,000 | $ (310,600,000) | $ 67,721,000 |
Balance (in shares) at Dec. 31, 2015 | 32,743,013 | |||
Restricted common stock issued to employees and directors | $ 0 | 1,892,000 | 0 | 1,892,000 |
Restricted common stock issued to employees and directors (in shares) | 0 | |||
Stock based compensation expense | $ 0 | 1,592,000 | 0 | 1,592,000 |
Net loss | 0 | 0 | (5,544,000) | (5,544,000) |
Balance at Mar. 31, 2016 | $ 328,000 | $ 381,477,000 | $ (316,144,000) | $ 65,661,000 |
Balance (in shares) at Mar. 31, 2016 | 32,743,013 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (5,544,000) | $ (2,000,000) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Depreciation and amortization | 174,000 | 118,000 |
Stock option compensation expense | 1,592,000 | 224,000 |
Stock issued to directors, employees and consultants | 1,892,000 | 32,000 |
Stock issued for services | 0 | 87,000 |
Change in operating assets and liabilities: | ||
Receivables | (129,000) | (109,000) |
Prepaid expenses and other current assets | 114,000 | (98,000) |
Other assets | (40,000) | (9,000) |
Accounts payable | 167,000 | (1,258,000) |
Contingent consideration liability | (591,000) | 0 |
Deferred revenue | (151,000) | (150,000) |
Net cash used in operating activities | (2,516,000) | (3,163,000) |
Cash flows from investing activities: | ||
Capital expenditures | (227,000) | (9,000) |
Net cash used in investing activities | (227,000) | (9,000) |
Cash flows from financing activities: | ||
Payment of short-term debt | 0 | (400,000) |
Net cash used in financing activities | 0 | (400,000) |
Net decrease in cash and cash equivalents | (2,743,000) | (3,572,000) |
Cash and cash equivalents at beginning of period | 40,138,000 | 11,520,000 |
Cash and cash equivalents at end of period | $ 37,395,000 | $ 7,948,000 |
Interim Financial Statements
Interim Financial Statements | 3 Months Ended |
Mar. 31, 2016 | |
Interim Financial Statements [Abstract] | |
Interim Financial Statements | (1) Interim Financial Statements The condensed consolidated balance sheet as of March 31, 2016, the condensed consolidated statements of operations for the three months ended March 31, 2016 and 2015, the condensed consolidated statements of stockholders’ equity for the three months ended March 31, 2016, and the condensed consolidated statements of cash flows for the three months ended March 31, 2016 and 2015, were prepared by management without audit. In the opinion of management, all adjustments, consisting only of normal recurring adjustments, except as otherwise disclosed, necessary for the fair presentation of the financial position, results of operations, and changes in financial position for such periods, have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these interim financial statements be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2015. The results of operations for the period ended March 31, 2016 are not necessarily indicative of the operating results which may be expected for a full year. The condensed consolidated balance sheet as of December 31, 2015 contains financial information taken from the audited Abeona financial statements as of that date. |
Intangible Assets
Intangible Assets | 3 Months Ended |
Mar. 31, 2016 | |
Intangible Assets [Abstract] | |
Intangible Assets | (2) Intangible Assets Intangible assets consist of the following (in thousands): March 31, 2016 December 31, 2015 Gross Accumulated Gross Accumulated Amortizable intangible assets Licensed technology $ 7,156 $ 692 $ 7,156 $ 547 Amortization expense related to intangible assets totaled $145,000 for the three months ended March 31, 2016 and totaled $116,000 for the three ended March 31, 2015. The aggregate estimated amortization expense for intangible assets remaining as of March 31, 2016 is as follows (in thousands): 2016 $ 436 2017 582 2018 582 2019 582 2020 582 over 5 years 3,700 Total $ 6,464 |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | (3) Fair Value Measurements We calculate the fair value of our assets and liabilities which qualify as financial instruments and include additional information in the notes to the consolidated financial statements when the fair value is different than the carrying value of these financial instruments. The estimated fair value of receivables, accounts payable, short-term notes payable and payable to licensor approximate their carrying amounts due to the relatively short maturity of these instruments. U.S. GAAP define’s fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. This guidance establishes a three-level fair value hierarchy that prioritizes the inputs used to measure fair value. The hierarchy requires entities to maximize the use of observable inputs and minimize the use of unobservable inputs. The three levels of inputs used to measure fair value are as follows: · Level 1 – Quoted prices in active markets for identical assets or liabilities. · Level 2 – Observable inputs other than quoted prices included in Level 1, such as quoted prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. · Level 3 – Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets and liabilities. This includes certain pricing models, discounted cash flow methodologies and similar valuation techniques that use significant unobservable inputs. The guidance requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. We have segregated all financial assets and liabilities that are measured at fair value on a recurring basis (at least annually) into the most appropriate level within the fair value hierarchy based on the inputs used to determine the fair value at the measurement date in the table below. Financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 are summarized below: (in thousands) Description As of Level 1 Level 2 Level 3 Total Gains Assets: Licensed technology (net) $ 6,464 $ - $ - $ 6,464 $ - Goodwill $ 32,466 $ - $ - $ 32,466 $ - Liabilities: Contingent $ 2,000 $ - $ - $ 2,000 $ 591 (in thousands) Description As of Level 1 Level 2 Level 3 Total Gains Liabilities: Contingent $ 2,591 $ - $ - $ 2,591 $ 3,898 |
Stock Based Compensation and Re
Stock Based Compensation and Restricted Stock Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Stock Based Compensation and Restricted Stock Compensation [Abstract] | |
Stock Based Compensation and Restricted Stock Compensation | (4) Stock Based Compensation and Restricted Stock Compensation For the three months ended March 31, 2016, we recognized stock-based compensation expense of $1,592,000 for granted options. For the three months ended March 31, 2015 we recognized stock-based compensation expense of $224,000. The following table summarizes stock-based compensation for the three months ended March 31, 2016 and 2015: Three months ended March 31, 2016 2015 Research and development $ 341,000 $ 18,000 General and administrative 1,251,000 206,000 Stock-based compensation expense $ 1,592,000 $ 224,000 For the three months ended March 31, 2016 we granted 1,315,000 stock options and for the three months ended March 31, 2015 we granted 120,000 stock options. For the three months ended March 31, 2016, we recognized restricted stock compensation expense of $1,892,000 for granted stock. For the three months ended March 31, 2015 there was no restricted stock compensation expense recognized. The following table summarizes restricted stock compensation expense for the three months ended March 31, 2016 and 2015: Three months ended March 31, 2016 2015 Research and development $ 62,000 $ - General and administrative 1,830,000 - Stock-based compensation expense $ 1,892,000 $ - For the three months ended March 31, 2016 and 2015 no stock granted to directors or officers. |
Intangible Assets (Tables)
Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Intangible Assets [Abstract] | |
Schedule of amortizable intangible assets | Intangible assets consist of the following (in thousands): March 31, 2016 December 31, 2015 Gross Accumulated Gross Accumulated Amortizable intangible assets Licensed technology $ 7,156 $ 692 $ 7,156 $ 547 |
Amortization expense related to intangible assets | The aggregate estimated amortization expense for intangible assets remaining as of March 31, 2016 is as follows (in thousands): 2016 $ 436 2017 582 2018 582 2019 582 2020 582 over 5 years 3,700 Total $ 6,464 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Fair Value Measurements [Abstract] | |
Financial assets and liabilities measured at fair value on recurring basis | Financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 are summarized below: (in thousands) Description As of Level 1 Level 2 Level 3 Total Gains Assets: Licensed technology (net) $ 6,464 $ - $ - $ 6,464 $ - Goodwill $ 32,466 $ - $ - $ 32,466 $ - Liabilities: Contingent $ 2,000 $ - $ - $ 2,000 $ 591 (in thousands) Description As of Level 1 Level 2 Level 3 Total Gains Liabilities: Contingent $ 2,591 $ - $ - $ 2,591 $ 3,898 |
Stock Based Compensation and 13
Stock Based Compensation and Restricted Stock Compensation (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |
Summarization of stock-based compensation | The following table summarizes stock-based compensation for the three months ended March 31, 2016 and 2015: Three months ended March 31, 2016 2015 Research and development $ 341,000 $ 18,000 General and administrative 1,251,000 206,000 Stock-based compensation expense $ 1,592,000 $ 224,000 |
Restricted Stock [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |
Summarization of stock-based compensation | The following table summarizes restricted stock compensation expense for the three months ended March 31, 2016 and 2015: Three months ended March 31, 2016 2015 Research and development $ 62,000 $ - General and administrative 1,830,000 - Stock-based compensation expense $ 1,892,000 $ - |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Amortizable intangible assets [Abstract] | |||
Amortization expense related to intangible assets | $ 145,000 | $ 116,000 | |
Amortization expense for intangible assets [Abstract] | |||
2,016 | 436,000 | ||
2,017 | 582,000 | ||
2,018 | 582,000 | ||
2,019 | 582,000 | ||
2,020 | 582,000 | ||
over 5 years | 3,700,000 | ||
Total | 6,464,000 | $ 6,609,000 | |
Licensed Technology [Member] | |||
Amortizable intangible assets [Abstract] | |||
Gross carrying value | 7,156,000 | 7,156,000 | |
Accumulated amortization | $ 692,000 | $ 547,000 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Liabilities [Abstract] | ||
Contingent consideration | $ 0 | $ 2,591,000 |
Recurring [Member] | ||
Assets [Abstract] | ||
Licensed technology (net) | 6,464,000 | |
Goodwill | 32,466,000 | |
Liabilities [Abstract] | ||
Contingent consideration | 2,000,000 | 2,591,000 |
Recurring [Member] | Contingent Consideration [Member] | ||
Liabilities [Abstract] | ||
Total gains (losses) | 591,000 | 3,898,000 |
Recurring [Member] | Licensed Technology [Member] | ||
Liabilities [Abstract] | ||
Total gains (losses) | 0 | |
Recurring [Member] | Goodwill [Member] | ||
Liabilities [Abstract] | ||
Total gains (losses) | 0 | |
Recurring [Member] | Level 1 [Member] | ||
Assets [Abstract] | ||
Licensed technology (net) | 0 | |
Goodwill | 0 | |
Liabilities [Abstract] | ||
Contingent consideration | 0 | 0 |
Recurring [Member] | Level 2 [Member] | ||
Assets [Abstract] | ||
Licensed technology (net) | 0 | |
Goodwill | 0 | |
Liabilities [Abstract] | ||
Contingent consideration | 0 | 0 |
Recurring [Member] | Level 3 [Member] | ||
Assets [Abstract] | ||
Licensed technology (net) | 6,464,000 | |
Goodwill | 32,466,000 | |
Liabilities [Abstract] | ||
Contingent consideration | $ 2,000,000 | $ 2,591,000 |
Stock Based Compensation and 16
Stock Based Compensation and Restricted Stock Compensation (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Directors or Officers [Member] | ||
Share-based Arrangements Awards Granted [Abstract] | ||
Stock options granted (in shares) | 0 | 0 |
Stock Options [Member] | ||
Share-based and Restricted Stock Compensation Expense [Abstract] | ||
Stock-based compensation expense included in operating expense | $ 1,592,000 | $ 224,000 |
Share-based Arrangements Awards Granted [Abstract] | ||
Stock options granted (in shares) | 1,315,000 | 120,000 |
Restricted Stock [Member] | ||
Share-based and Restricted Stock Compensation Expense [Abstract] | ||
Stock-based compensation expense included in operating expense | $ 1,892,000 | $ 0 |
Research and Development [Member] | Stock Options [Member] | ||
Share-based and Restricted Stock Compensation Expense [Abstract] | ||
Stock-based compensation expense included in operating expense | 341,000 | 18,000 |
Research and Development [Member] | Restricted Stock [Member] | ||
Share-based and Restricted Stock Compensation Expense [Abstract] | ||
Stock-based compensation expense included in operating expense | 62,000 | 0 |
General and Administrative [Member] | Stock Options [Member] | ||
Share-based and Restricted Stock Compensation Expense [Abstract] | ||
Stock-based compensation expense included in operating expense | 1,251,000 | 206,000 |
General and Administrative [Member] | Restricted Stock [Member] | ||
Share-based and Restricted Stock Compensation Expense [Abstract] | ||
Stock-based compensation expense included in operating expense | $ 1,830,000 | $ 0 |