Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 23, 2017 | Jun. 30, 2016 | |
Document Information [Line Items] | |||
Entity Registrant Name | Celsion Corp | ||
Entity Central Index Key | 749,647 | ||
Trading Symbol | clsn | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding (in shares) | 55,466,492 | ||
Entity Public Float | $ 32 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Year Focus | 2,016 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 2,624,162 | $ 9,265,144 |
Investment securities – available for sale, at fair value | 1,680,000 | 10,799,890 |
Accrued interest receivable on investment securities | 4,008 | 26,729 |
Advances and deposits on clinical programs | 89,186 | 89,186 |
Other current assets | 115,222 | 100,367 |
Total current assets | 4,512,578 | 20,281,316 |
Property and equipment (at cost, less accumulated depreciation and Amortization) | 462,836 | 854,872 |
Other assets: | ||
In-process research and development | 22,766,491 | 24,210,514 |
Other intangible assets, net | 1,022,924 | 1,591,214 |
Goodwill | 1,976,101 | 1,976,101 |
Security deposit on letter of credit | 100,000 | 100,000 |
Other assets | 8,761 | 14,386 |
Total other assets | 25,874,277 | 27,892,215 |
Total assets | 30,849,691 | 49,028,403 |
Current liabilities: | ||
Accounts payable - trade | 2,878,978 | 2,830,227 |
Other accrued liabilities | 2,483,756 | 1,919,769 |
Notes payable - current portion | 2,560,553 | 4,073,716 |
Deferred revenue – current portion | 500,000 | 500,000 |
Total current liabilities | 8,423,287 | 9,323,712 |
Earn-out milestone liability | 13,188,226 | 13,921,412 |
Note payable – non-current portion | 2,350,018 | |
Deferred revenue – non-current portion | 2,500,000 | 3,000,000 |
Other liabilities – non-current | 12,352 | 47,597 |
Total liabilities | 24,123,865 | 28,642,739 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred Stock - $0.01 par value (100,000 shares authorized and no shares issued or outstanding at December 31, 2016 and 2015, respectively) | ||
Common stock - $0.01 par value (112,500,000 shares authorized; 31,226,336 and 23,395,211 shares issued at December 31, 2016 and 2015 and 31,221,657 and 23,319,287 shares outstanding at December 31, 2016 and 2015, respectively) | 312,263 | 233,952 |
Additional paid-in capital | 247,878,463 | 239,668,235 |
Accumulated other comprehensive loss | (3,858) | |
Accumulated deficit | (241,379,712) | (218,130,360) |
Total stockholders’ equity before treasury stock | 6,811,014 | 21,767,969 |
Treasury stock, at cost (4,679 and 75,924 shares at December 31, 2016 and 2015, respectively) | (85,188) | (1,382,305) |
Total stockholders’ equity | 6,725,826 | 20,385,664 |
Total liabilities and stockholders’ equity | $ 30,849,691 | $ 49,028,403 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2016 | Dec. 31, 2015 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 100,000 | 100,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 112,500,000 | 112,500,000 |
Common stock, shares issued (in shares) | 31,226,336 | 23,395,211 |
Common stock, shares outstanding (in shares) | 31,221,657 | 23,319,287 |
Treasury stock, shares (in shares) | 4,679 | 75,924 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Licensing revenue | $ 500,000 | $ 500,000 |
Operating expenses: | ||
Research and development | 14,623,068 | 14,659,941 |
General and administrative | 6,526,752 | 6,686,852 |
Total operating expenses | 21,149,820 | 21,346,793 |
Loss from operations | (20,649,820) | (20,846,793) |
Other income (expense): | ||
Gain (loss) from valuation of earn-out milestone liability | 733,186 | (257,702) |
Loss from valuation of common stock warrant liability | (61,246) | |
Investment income, net | 26,922 | 63,588 |
Interest expense | (722,993) | (1,357,182) |
Other income (expense) | 3,002 | (1,749) |
Total other expense | (1,403,906) | (1,614,291) |
Net loss | $ (22,053,726) | $ (22,461,084) |
Net loss per common share – basic and diluted (in dollars per share) | $ (0.85) | $ (1.03) |
Weighted average common shares outstanding – basic and diluted (in shares) | 25,956,751 | 21,813,228 |
In-Process Research and Development [Member] | ||
Other income (expense): | ||
Loss from impairment of in-process research and development | $ (1,444,023) |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Net loss | $ (22,053,726) | $ (22,461,084) |
Realized loss (gain) on investment securities recognized in investment income, net | 532 | (264) |
Unrealized gain on investment securities | 3,326 | 12,438 |
Other comprehensive income | (3,858) | (12,174) |
Comprehensive loss | $ (22,049,868) | $ (22,448,910) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | ||
Net loss | $ (22,053,726) | $ (22,461,084) |
Depreciation and amortization | 1,022,829 | 424,966 |
Change in fair value of earn-out milestone liability | (733,186) | 257,702 |
Change in fair value of common stock warrant liability | 61,246 | |
Stock-based compensation | 1,511,023 | 1,849,811 |
Shares issued out of treasury | 101,491 | 86,730 |
Amortization of deferred finance charges and debt discount associated with note payable | 236,666 | 438,717 |
Amortization of patent license fee | 5,625 | 7,500 |
Change in deferred rent liability | (35,245) | (29,810) |
Loss (gain) realized on sale of investment securities | 532 | (264) |
Interest receivable on investments | 22,721 | 183,301 |
Other current assets | (14,855) | 246,401 |
Accounts payable | 48,751 | (859,183) |
Deferred revenue | (500,000) | (500,000) |
Other accrued liabilities | 563,987 | (536,596) |
Net cash used in operating activities | (18,379,364) | (20,830,563) |
Cash flows from investing activities: | ||
Purchases of investment securities | (4,511,784) | (21,074,871) |
Proceeds from sale and maturity of investment securities | 13,635,000 | 34,460,825 |
Refund on security for letter of credit | 50,000 | |
Purchases of property and equipment | (62,503) | (109,341) |
Net cash provided by investing activities | 9,060,713 | 13,326,613 |
Cash flows from financing activities: | ||
Proceeds from sale of common stock equity, net of issuance costs | 6,775,016 | 7,736,443 |
Proceeds from exercise of common stock warrants | 2,500 | |
Principal payments on note payable | (4,099,847) | (3,654,230) |
Net cash provided by financing activities | 2,677,669 | 4,082,213 |
Decrease in cash and cash equivalents | (6,640,982) | (3,421,737) |
Cash and cash equivalents at beginning of period | 9,265,144 | 12,686,881 |
Cash and cash equivalents at end of period | 2,624,162 | 9,265,144 |
Cash paid for: | ||
Interest | 486,327 | 918,465 |
Income taxes | ||
In-Process Research and Development [Member] | ||
Cash flows from operating activities: | ||
Impairment of in-process research and development | $ 1,444,023 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders Equity - USD ($) | Direct and ATM [Member]Common Stock [Member] | Direct and ATM [Member]Additional Paid-in Capital [Member] | Direct and ATM [Member]Treasury Stock [Member] | Direct and ATM [Member]AOCI Attributable to Parent [Member] | Direct and ATM [Member]Retained Earnings [Member] | Direct and ATM [Member] | Direct [Member]Common Stock [Member] | Direct [Member]Additional Paid-in Capital [Member] | Direct [Member]Treasury Stock [Member] | Direct [Member]AOCI Attributable to Parent [Member] | Direct [Member]Retained Earnings [Member] | Direct [Member] | Common Stock Warrants [Member]Common Stock [Member] | Common Stock Warrants [Member]Additional Paid-in Capital [Member] | Common Stock Warrants [Member]Treasury Stock [Member] | Common Stock Warrants [Member]AOCI Attributable to Parent [Member] | Common Stock Warrants [Member]Retained Earnings [Member] | Common Stock Warrants [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2014 | 19,984,203 | 113,400 | ||||||||||||||||||||||
Balance at Dec. 31, 2014 | $ 200,976 | $ 229,778,703 | $ (2,064,609) | $ (16,032) | $ (195,073,702) | $ 32,825,336 | ||||||||||||||||||
Net loss | (22,461,084) | (22,461,084) | ||||||||||||||||||||||
Registered Direct and ATM common stock offerings (in shares) | 3,283,608 | 14,000 | ||||||||||||||||||||||
Registered Direct and ATM common stock offerings | $ 32,836 | $ 7,703,607 | $ 7,736,443 | |||||||||||||||||||||
Expiration of reset provision of the common stock warrants issued in connection with the November 2013 Hercules Loan | 336,254 | 336,254 | ||||||||||||||||||||||
Unrealized gain on investment securities | 12,174 | 12,174 | ||||||||||||||||||||||
Stock-based compensation expense | 1,828,896 | 1,828,896 | ||||||||||||||||||||||
Issuance of restricted stock | $ 140 | 20,775 | 20,915 | |||||||||||||||||||||
Issuance of common stock out of treasury (in shares) | 37,476 | (37,476) | ||||||||||||||||||||||
Issuance of common stock out of treasury | $ 682,304 | (595,574) | 86,730 | |||||||||||||||||||||
Balance (in shares) at Dec. 31, 2015 | 23,319,287 | 75,924 | ||||||||||||||||||||||
Balance at Dec. 31, 2015 | $ 233,952 | 239,668,235 | $ (1,382,305) | (3,858) | (218,130,360) | 20,385,664 | ||||||||||||||||||
Realized and unrealized gains and losses, net, on investments securities | 12,174 | |||||||||||||||||||||||
Net loss | (22,053,726) | (22,053,726) | ||||||||||||||||||||||
Registered Direct and ATM common stock offerings (in shares) | 7,454,607 | 126,518 | ||||||||||||||||||||||
Registered Direct and ATM common stock offerings | $ 74,546 | $ 6,700,470 | $ 6,775,016 | |||||||||||||||||||||
Stock-based compensation expense | 1,332,838 | 1,332,838 | ||||||||||||||||||||||
Issuance of restricted stock | $ 1,265 | 176,920 | 178,185 | |||||||||||||||||||||
Issuance of common stock out of treasury (in shares) | 71,245 | (71,245) | ||||||||||||||||||||||
Issuance of common stock out of treasury | $ 1,297,117 | (1,195,626) | 101,491 | |||||||||||||||||||||
Balance (in shares) at Dec. 31, 2016 | 31,221,657 | 4,679 | ||||||||||||||||||||||
Balance at Dec. 31, 2016 | $ 312,263 | 247,878,463 | $ (85,188) | (241,379,712) | 6,725,826 | |||||||||||||||||||
Conversion of common stock warrants (in shares) | 250,000 | |||||||||||||||||||||||
Conversion of common stock warrants | $ 2,500 | $ 2,500 | ||||||||||||||||||||||
Realized and unrealized gains and losses, net, on investments securities | $ 3,858 | $ 3,858 |
Note 1 - Summary of Significant
Note 1 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 1. Description of Business Celsion Corporation, a Delaware corporation based in Lawrenceville, New Jersey, and its wholly owned subsidiary, CLSN Laboratories, Inc., also a Delaware corporation, referred to herein as “Celsion”, “we”, or “the Company,” as the context requires, is a fully-integrated, development stage oncology drug company focused on developing a portfolio of innovative cancer treatments, including directed chemotherapies, immunotherapies and RNA- or DNA-based therapies. Our lead program is ThermoDox®, a proprietary heat-activated liposomal encapsulation of doxorubicin, currently in Phase III development for the treatment of primary liver cancer. Our pipeline also includes GEN- 1, three Basis of Presentation The accompanying consolidated financial statements of Celsion have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States and include the accounts of the Company and CLSN Laboratories, Inc. All intercompany balances and transactions have been eliminated. The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates, and assumptions that affect the amount reported in the Company’s financial statements and accompanying notes. Actual results could differ materially from these estimates. Events and conditions arising subsequent to the most recent balance sheet date through the date of the issuance of these consolidated financial statements have been evaluated for their possible impact on the financial statements and accompanying notes. No events and conditions would give rise to any information that required accounting recognition or disclosure in the financial statements other than those arising in the ordinary course of business. Revenue Recognition At the inception of each collaborative agreement that includes milestone payments, the Company evaluates whether each milestone is substantive on the basis of the contingent nature of the milestone, specifically reviewing factors such as the scientific and other risks that must be overcome to achieve the milestone, as well as the level of effort and investment required. Milestones that are not considered substantive and that do not meet the separation criteria are accounted for as license payments and recognized on a straight-line basis over the remaining period of performance. Payments received or reasonably assured after performance obligations are met completely are recognized as earned. Cash and Cash Equivalents Cash and cash equivalents include cash on hand and investments purchased with an original maturity of three Fair Value of Investment Securities The carrying values of investment securities approximate their respective fair values. Short Term Investments The Company classifies its investments in marketable securities with readily determinable fair values as investments available-for-sale in accordance with Accounting Standards Codification (ASC) 320, Investments - Debt and Equity Securities Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is provided over the estimated useful lives of the related assets, ranging from three seven $455,000 $425,000 December 31, 2016 2015, The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may Deposits Deposits include real property security deposits and other deposits which are contractually required and of a long-term nature. In-Process Research and Development, Other Intangible Assets and Goodwill During 2014, 5, Patent Licenses The Company has purchased several licenses for rights to patented technologies. Patent license costs of $75,000 December 31, 2016 2015, $75,000 $69,375, 10 Comprehensive Income (Loss) ASC 220, Comprehensive Income 220 Research and Development Research and development costs are expensed as incurred. Equipment and facilities acquired for research and development activities that have alternative future uses are capitalized and charged to expense over their estimated useful lives. Net Loss Per Common Share Basic and diluted net loss per common share was computed by dividing net loss for the year by the weighted average number of shares of common stock outstanding, both basic and diluted, during each period. The impact of common stock equivalents has been excluded from the computation of diluted weighted average common shares outstanding in periods where there is a net loss, as their effect is anti-dilutive. For the year ended December 31, 2016, 23,831,883. 10 1,850,000 December 31, 2016, 21,984,210 For the year ended December 31, 2015, 8,116,015. December 31, 2015, Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax asset and liabilities of a change in tax rates is recognized in results of operations in the period that the tax rate change occurs. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. In accordance with ASC 740, Income Taxes, Stock-Based Compensation Compensation costs for all stock-based awards are measured at fair value on the date of the grant and recognized over the service period for awards expected to vest. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from the current estimates, such amounts will be recorded as cumulative adjustments in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience. Reclassifications Certain reclassifications have been made to prior year financial statements to conform to classifications used in the current year. These classifications had no impact on net loss, stockholders’ equity or cash flows as previously reported. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) and are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued accounting pronouncements will not have a material impact on the Company’s consolidated financial position, results of operations, and cash flows, or do not apply to our operations. In May 2014, 2014 09 606),” . The new standard requires a company to recognize revenue when it transfers goods or services to customers in an amount that reflects the consideration that the company expects to receive for those goods or services. ASU 2014 09 January 1, 2017; 2015 14, 606) 2014 09 one January 1, 2018. March 2016, 2016 8, 606): 2014 09 2014 09. April 2016, 2016 10, may In August 2014, ASU No. 2014 15, one one December 15, 2016. In April 2015, 2015 03 835 30). 835 30 January 1, 2016 $3,517 $26,131 December 31, 2016 December 31, 2015, In January 2016, 2016 01, December 15, 2017. In February 2016, 2016 02, 842), twelve December 15, 2018, In March 2016, 2016 09, 718). December 15, 2016, |
Note 2 - Financial Condition an
Note 2 - Financial Condition and Going Concern | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Substantial Doubt about Going Concern [Text Block] | 2. Since inception, the Company has incurred substantial operating losses, principally from expenses associated with the Company’s research and development programs, clinical trials conducted in connection with the Company’s product candidates, and applications and submissions to the Food and Drug Administration. We have not generated significant revenue and have incurred significant net losses in each year since our inception. For the year ended December 31, 2016, $22.1 $18.4 $241 December 31, 2016, $4.3 The Company expects its operating losses to continue for the foreseeable future as it continues its product development efforts, and when it undertakes marketing and sales activities. The Company’s ability to achieve profitability is dependent upon its ability to obtain governmental approvals, produce, and market and sell its new product candidates. There can be no assurance that the Company will be able to commercialize its technology successfully or that profitability will ever be achieved. The operating results of the Company have fluctuated significantly in the past. The Company expects that its operating results will fluctuate significantly in the future and will depend on a number of factors, many of which are outside the Company’s control. The Company will need substantial additional funding in order to complete the development, testing and commercialization of its oncology product candidates and we have made a significant commitment to heat-activated liposome research and development projects. It is our intention at least to maintain the pace and scope of these development activities. The consolidated financial statements have been prepared on the going concern basis. In making this assessment, management conducted a comprehensive review of the Company’s business plan including, but not limited to: ● the Company’s financial position for the year ended December 31, 2016; ● significant events and transaction the Company has entered into since December 31, 2016; ● the Company’s cash flow and cash usage forecasts for the period one 10 ● the impact of the monthly payments of the note payable totaling $2.6 December 31, 2016; ● the Company’s capitalization structure including common stock outstanding and common stock issuable on exercise of warrants and equity awards, and other common stock issuable under equity plans; and ● continued support of the Company’s stockholders and lender. As a result of the uncertainties involved in our business, we are unable to estimate the duration and completion costs of our research and development projects or when, if ever, and to what extent we will receive cash inflows from the commercialization and sale of a product. Our inability to complete our research and development projects in a timely manner or our failure to enter into collaborative agreements, when appropriate, could significantly increase our capital requirements and could adversely impact our liquidity. These uncertainties could force us to seek additional, external sources of financing from time to time in order to continue with our business strategy. Our inability to raise additional capital, or to do so on terms reasonably acceptable to us, would jeopardize the future success of our business. Our estimated future capital requirements are uncertain and could change materially as a result of many factors, including the progress of our research, development, clinical, manufacturing, and commercialization activities. Management has determined the Company has suffered recurring losses from operations and has an accumulated deficit that raises substantial doubt about our ability to continue as a going concern for the next twelve December 31, 2016 A fundamental component of the ability to continue as a going concern is the Company’s ability to raise capital as required, as to which no assurances can be provided. To address the additional funding requirements of the Company, management has undertaken the following initiatives: ● on February 14, 2017, $5.0 18); ● the Company will request an increase of its authorized shares sufficient to allow for the funding of its clinical programs at its next Annual Meeting of Stockholders; ● the Company has $7.5 10) ● it has assessed its current expenditures and will be reducing the current spending requirements where necessary; ● it will pursue additional capital funding in the public and private markets through equity sales and/or debt facilities; ● it will pursue possible partnerships and collaborations; and ● it will pursue potential out licensing for its drug candidates. Our ability to continue as a going concern may twelve |
Note 3 - Short Term Investments
Note 3 - Short Term Investments Available for Sale | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | 3. Short term investments available for sale of $1,680,000 $10,799,890 December 31, 2016 2015, Securities available for sale are evaluated periodically to determine whether a decline in their value is other than temporary. The term “other than temporary” is not intended to indicate a permanent decline in value. Rather, it means that the prospects for near term recovery of value are not necessarily favorable, or that there is a lack of evidence to support fair values equal to, or greater than, the carrying value of the security. Management reviews criteria such as the magnitude and duration of the decline, as well as the reasons for the decline, to predict whether the loss in value is other than temporary. Once a decline in value is determined to be other than temporary, the value of the security is reduced and a corresponding charge to earnings is recognized. A summary of the cost, fair value and maturities of the Company’s short-term investments is as follows: December 31, 201 6 December 31, 201 5 Cost Fair Value Cost Fair Value Short-term investments Certificate of deposit $ 1,680,000 $ 1,680,000 $ 4,800,000 $ 4,798,810 Bonds - corporate issuances – – 6,003,748 6,001,080 Total short-term investments $ 1,680,000 $ 1,680,000 $ 10,803,748 $ 10,799,890 December 31, 201 6 December 31, 201 5 Cost Fair Value Cost Fair Value Short-term investment maturities Within 3 months $ 1,680,000 $ 1,680,000 $ 10,803,748 $ 10,799,890 Between 3-12 months – – – – Total $ 1,680,000 $ 1,680,000 $ 10,803,748 $ 10,799,890 Investment income, which includes net realized losses on sales of available for sale securities and investment income interest and dividends, is summarized as follows: 201 6 201 5 Interest and dividends accrued and paid $ 31,262 $ 186,322 Accretion of investment premium (3,808 ) (122,998 ) (Losses) gains on investment maturity and sales, net (532 ) 264 Investment income net $ 26,922 $ 63,588 The following table shows the Company’s investment securities gross unrealized losses and fair value by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2015. December 31, 2016, $1,680,000 no December 31, 2016. December 31, 201 5 Description of Investment Securities Fair Value Unrealized Holding Gains (Losses) Available for sale (all unrealized holding gains and losses are less than 12 months at date of measurement) Short-term investments with unrealized gains – Certificates of deposit $ 240,024 $ 24 Short-term investments with unrealized losses – Certificates of deposit 4,558,786 (1,214 ) Short-term investments with unrealized losses – Bonds - corporate issuances 6,001,080 (2,668 ) Total $ 10,799,890 $ (3,858 ) |
Note 4 - Fair Values of Financi
Note 4 - Fair Values of Financial Instruments | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 4. FASB Accounting Standards Codification (ASC) Section 820, Fair Value Measurements and Disclosures, three three may Level 1: Level 2: 1 Level 3: The fair values of securities available for sale are determined by obtaining quoted prices on nationally recognized exchanges (Level 1 2 Cash and cash equivalents, other current assets, accounts payable and other accrued liabilities are reflected in the balance sheets at their estimated fair values primarily due to their short-term nature. There were no 1 2 no 3 2016 2015 Assets and liabilities measured at fair value are summarized below: Total Fair Value on the Balance Sheet Quoted Prices In Active Markets For Identical Assets/Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Recurring items as of December 31, 2016 Investment securities, available for sale $ 1,680,000 $ 1,680,000 $ ─ $ ─ Recurring items as of December 31, 2015 Investment securities, available for sale $ 10,799,890 $ 10,799,890 $ ─ $ ─ Liabilities: Recurring items as of December 31, 2016 Earn-out milestone liability (Note 12) $ 13,188,226 $ ─ $ ─ $ 13,188,226 Recurring items as of December 31, 2015 Earn-out milestone liability (Note 12) $ 13,921,412 $ ─ $ ─ $ 13,921,412 |
Note 5 - Acquisition of EGEN, I
Note 5 - Acquisition of EGEN, Inc. | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 5. On June 20, 2014, The total aggregate purchase price for the acquisition is up to $44.4 $30.4 $3.0 2,712,188 1933, 4(2) 670,070 333 198786) September 16, 2014 September 30, 2014 The Earn-Out Payments of up to $30.4 ● $12.4 1 ● $12.0 1 ● Up to $6.0 On June 9, 2014, $5 November 25, 2013, 8). The EGEN Purchase Agreement contains customary representations and warranties regarding EGEN and Celsion, covenants regarding the conduct of EGEN’s business prior to the consummation of the acquisition, indemnification provisions, termination and other provisions customary for transactions of this nature. The acquisition of EGEN was accounted for under the acquisition method of accounting which required the Company to perform an allocation of the purchase price to the assets acquired and liabilities assumed. The fair value of the consideration transferred for the acquisition was approximately $27.6 Property and equipment, net $ 35,000 In-process research and development 24,211,000 Other Intangible assets (Covenant not to compete) 1,591,000 Goodwill 1,976,000 Total assets: 27,813,000 Accounts payable and accrued liabilities (235,000 ) Net assets acquired $ 27,578,000 Acquired in-process research and development (IPR&D) consists of EGEN's drug technology platforms: TheraPlas and TheraSilence. The fair value of the IPR&D drug technology platforms was estimated to be $24.2 third September 30, ● As of September 30, 2016, ● At December 31, 2016, one may impaired. After reassessment of the September 30, 2016 $1.4 $1.4 fourth 2016. $0.7 December 31, 2016. Pursuant to the EGEN Purchase Agreement, EGEN provided certain covenants (“Covenant Not To Compete”) to the Company whereby EGEN agreed, during the period ending on the seventh June 20, 2014, At the end of 2016, $1.6 7 fourth 2016, $568,290 2016. $1,022,924 $568,290 December 31, 2016 $1,591,214 December 31, 2015. Following is a schedule of future amortization amounts during the remaining life of the Covenant Not To Compete. Year Ended December 31, 2017 $ 227,316 2018 227,316 2019 227,316 2020 227,316 2021 113,660 Total $ 1,022,924 The purchase price exceeded the estimated fair value of the net assets acquired by approximately $2.0 third September 30 ● As of September 30, 2016, two ● At December 31, 2016, 2), 1 2, |
Note 6 - Property and Equipment
Note 6 - Property and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | 6. Year E nded December 31, 201 6 201 5 Machinery and equipment (5-7 year life) $ 2,459,532 $ 2,398,613 Furniture and fixtures (3-5 year life) 246,507 244,923 Leasehold improvements (5-7 year life) 269,819 269,819 2,975,858 2,913,355 Less accumulated depreciation and amortization (2,513,022 ) (2,058,483 ) Total $ 462,836 $ 854,872 |
Note 7 - Other Accrued Liabilit
Note 7 - Other Accrued Liabilities | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 7. Other accrued liabilities at December 31, 2016 2015 Year E nded December 31, 2016 2015 Amounts due to contract research organizations and other contractual agreements $ 1,115,193 $ 571,615 Accrued payroll and related benefits 1,066,751 947,078 Accrued professional fees 259,550 319,200 Accrued interest on notes payable 22,241 62,136 Other 20,021 19,740 Total $ 2,483,756 $ 1,919,769 |
Note 8 - Notes Payable
Note 8 - Notes Payable | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 8. Hercules Credit Agreement In November 2013, $20 first $5 November 2013 $4 June 10, 2014, second $5 $3.0 second $10 The obligations under the Hercules Credit Agreement are in the form of secured indebtedness bearing interest at a calculated prime-based variable rate (11.25% December 17, 2015, 11.50% December 18, 2015 December 15, 2016 11.75% first twelve 30 June 1, 2017. In connection with the Hercules Credit Agreement, the Company incurred cash expenses of $122,378 $230,000 As a fee in connection with the Hercules Credit Agreement, the Company issued Hercules a warrant for a total of 97,493 $3.59, November 25, 2013. second June 10, 2014, 97,493 November 25, 2018. November 25, 2013. may 144 first 415 1933 333 193936 September 30, 2014. The Company valued the Hercules Warrant issued at the inception of the loan using the Black-Scholes option pricing model and recorded $521,763 2013 102%, 1.37%, 5 $3.55 second 2014, $521,763. 97,493 $260,928 second $5 June 9, 2014, 97,493 $215,333 June 10, 2014, 104%, 1.69%, 4.5 $3.07 June 9, 2014) 2014, In the second 2015, $336,254 $18,018 $61,246 second 2015, zero $336,254 Also in connection with each of the $5.0 3.5% $350,000 For the year ended December 31, 2016, $486,327 $236,666 December 31, 2015, $918,465 $438,717 The Hercules Credit Agreement contains customary covenants, including covenants that limit or restrict the Company’s ability to grant liens, incur indebtedness, make certain restricted payments, merge or consolidate and make dispositions of assets. Upon the occurrence of an event of default under the Hercules Credit Agreement, the lenders may Following is a schedule of future principle payments and end of term fee net of debt discount due on the Hercules Credit Agreement: As of December 31, 2017 $ 2,560,553 2018 and thereafter – Total $ 2,560,553 |
Note 9 - Income Taxes
Note 9 - Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 9. A reconciliation of the Company’s statutory tax rate to the effective rate for the years ended December 31, 2016 2015 2016 2015 Federal statutory rate 34.0 % 34.0 % State taxes, net of federal tax benefit 5.5 5.5 Recapture of alternative minimum tax – – Valuation allowance (39.5 ) (39.5 ) Effective tax rate – % – % The components of the Company’s deferred tax asset as of December 31, 2016 2015 December 31, In thousands 2016 2015 Net operating loss carry forwards $ 80,920 $ 71,557 Deferred tax assets, net 2,489 4,953 Subtotal 83,409 76,510 Valuation allowance (83,409 ) (76,510 ) Total deferred tax asset $ - $ - The evaluation of the realizability of such deferred tax assets in future periods is made based upon a variety of factors that affect the Company’s ability to generate future taxable income, such as intent and ability to sell assets and historical and projected operating performance. At this time, the Company has established a valuation reserve for all of its deferred tax assets. Such tax assets are available to be recognized and benefit future periods. Following is a schedule of net operating loss carry forwards and their year of expiration: Approximate Amount of Unused Operating Loss Carry Forwards (in $000s) Expiration During Year Ended $ 7,136 2023 15,647 2024 8,168 2025 7,361 2026 11,905 2028 18,547 2029 18,145 2030 21,386 2031 20,558 2032 10,321 2033 22,906 2034 21,338 2035 21,444 2036 $ 204,862 During 2016, 2015 382 382, July 25, 2011, February 5, 2013, June 3, 2013 June 1, 2015. December 31, 2016, $85.6 382 382 $4.9 $90 July 25, 2011, $1.4 $34 July 2011 February 5, 2013, $1.5 $34 February 5, 2013 June 3, 2013 $1.6 $31 June 3, 2013 June 1, 2015. may 382 |
Note 10 - Stockholders' Equity
Note 10 - Stockholders' Equity | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 10. In September 2015, $75 3 2015 333 206789) September 25, 2015. At the 2016 June 2016, 75,000,000 112,500,000 100,000 may 112,600,000 We did not 2015 2016 June 2016 On June 13, 2016, June 2016 June 2016 2,311,764 $1.36 2,100,000 9.99% June 2016 2015 $6.0 June 2016 third 2016, 250,000 December 31, 2016, 1,850,000 December 31, 2016, In a concurrent private placement (the June 2016 June 2016 0.5 June 2016 one June 2016 0.5 June 2016 June 2016 six five one June 2016 six one June 2016 June 2016 six five one June 2016 $1.40 8,823,528 June 2016 4.99% 61 may 9.99%. June 2016 June 2016 1933, 2015 4(a)(2) 506(b) October 31, 2016 1 June 2016 June 2016 144 June 2016 may 144 June 2016 Under the June 2016 six December 2016 On December 20, 2016, December 2016 December 2016 5,142,843 $0.35 $1.8 2015 In a concurrent private placement (the December 2016 one December 2016 December 2016 six five one December 2016 $0.46 5,142,843 December 2016 9.99% 61 may 9.99%. The December 2016 December 2016 2015 4(a)(2) 506(b) 1 December 2016 December 2016 144 December 2016 may 144 December 2016 Under the December 2016 three 1. May 2015 Common Stock Offering On May 27, 2015, June 1, 2015, May 2015 3,000,000 $2.675 $8.0 3 333 183286), August 13, 2012, August 20, 2012, September 14, 2012 In a concurrent private placement closed on June 1, 2015, May 2015 May 2015 $2.60 May 2015 0.65 May 2015 1,950,000 May 2015 five July 10, 2015, May 2015 3 333 205608) July 30, 2015. Under this purchase agreement, the Company was prohibited, for the period from the date of closing and ending September 1, 2015, five January 2014 On January 15, 2014, 3,603,604 $0.01 1,801,802 $15 January 2014 one 0.25 0.25 $4.1625. five one January 2015. $4.10 nine Shares issued in acquisition of EGEN, Inc. The Company issued 2,712,188 1933, 4(2) 670,070 415 1933, 333 198786 September 30, 2014. Controlled Equity Offering On February 1, 2013, SM may $25.0 3. may 415 1933, February 1, 2013 December 31, 2016, 1,479,535 $7.6 The Company is not obligated to sell any ATM Shares under the ATM Agreement. Subject to the terms and conditions of the ATM Agreement, Cantor will use commercially reasonable efforts, consistent with its normal trading and sales practices and applicable state and federal law, rules and regulations and the rules of The NASDAQ Capital Market, to sell ATM Shares from time to time based upon the Company’s instructions, including any price, time or size limits or other customary parameters or conditions the Company may may The ATM Agreement will terminate upon the earlier of (i) the sale of ATM Shares under the ATM Agreement having an aggregate offering price of $25 may 10 3.0% $50,000 January 2014 June 23, 2017. On October 2, 2015, 2015 may $7,500,000 The Company currently has approximately $17.4 |
Note 11 - Stock Based Compensat
Note 11 - Stock Based Compensation | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 11. - BASED COMPENSATION Employee Stock Options The Company has long-term compensation plans that permit the granting of incentive awards in the form of stock options. Generally, the terms of these plans require that the exercise price of the options may one five ten 2001 In 2001, “2001 148,148 2001 2004 In 2004, “2004 148,148 2004 2004 2004 2004 2014, 10 Any options forfeited or terminated under the 2001 2004 2007 2007 In 2007, 2007 “2007 222,222 2007 2007 June 25, 2010, June 7, 2012 June 20, 2014, 2007 2007 2007 2007 222,222 444,444 2010, 500,000 944,444 2012 2,500,000 3,444,444 2014. The Company has issued stock awards to employees, directors and vendors out of the stock option plans. Options are generally granted with strike prices equal to the market value on the date of the grant. Incentive stock options may 100% 10% 110% may may Option awards vest upon terms determined by the Board of Directors. Restricted stock awards, performance stock awards and stock options are subject to accelerated vesting in the event of a change of control. The Company issues new shares to satisfy its obligations from the exercise of options. In 2007 95,555 four January 2017. As of December 31, 2016, 3,533,752 2,999,663 534,089 Total compensation cost charged related to employee stock options and non-vested restricted stock awards amounted to $1.5 $1.8 December 31, 2016 2015, No December 31, 2016, $0.3 0.7 December 31, 2016 2015 $1.16 $2.05, Equity Awards Issued to Consultants for Services The Company periodically issues equity awards to consultants in exchange for services provided. The fair value of options granted is measured in accordance with ASC 718, Compensation – Stock Compensation, may 10 December 31, 2016 2015. A summary of stock option awards as of December 31, 2016 two December 31, 2016, Stock Options Number Outstanding Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at January 1, 2015 1,744,755 $ 7.20 Granted 839,250 2.35 Canceled or expired (444,183 ) 5.56 Outstanding at December 31, 2015 2,139,822 $ 5.64 Granted 846,283 1.29 Canceled or expired (53,442 ) 9.71 Outstanding at December 31, 2016 2,932,663 4.31 7.2 $ - Exercisable at December 31, 2016 2,198,907 $ 5.09 6.9 $ - A summary of the status of the Company’s non-vested restricted stock awards as of December 31, 2016 two December 31, 2016, Restricted Stock Number Outstanding Weighted Average Exercise Price Non-vested stock awards outstanding at January 1, 2015 7,018 $ 3.32 Granted 88,500 2.60 Vested and issued (14,000 ) 2.72 Non-vested stock awards outstanding at December 31, 2015 81,518 $ 2.64 Granted 112,000 1.63 Vested and issued (126,518 ) 1.72 Non-vested stock awards outstanding at December 31, 2016 67,000 * $ 2.67 * The non-vested restricted stock awards as of December 31, 2016 0.7 $21,000. A summary of stock options outstanding at December 31, 2016 Options Outstanding Options Exercisable Range of Exercise Prices Number Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Number Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price $1.00 to 2.99 1,560,699 8.9 $ 1.77 857,897 8.9 $ 1.78 3.00 to 5.99 890,857 7.2 $ 3.81 859,903 7.2 $ 3.69 6.00 to 12.99 322,387 3.0 $ 10.82 322,387 3.0 $ 10.82 13.00 to 19.99 88,856 3.4 $ 14.19 88,856 3.4 $ 14.19 Above $20.00 69,864 1.2 $ 24.85 69,864 1.2 $ 24.85 2,932,663 2,198,907 The fair values of stock options granted were estimated at the date of grant using the Black-Scholes option pricing model. The Black-Scholes model was originally developed for use in estimating the fair value of traded options, which have different characteristics from Celsion’s nonqualified stock options. The model is also sensitive to changes in assumptions, which can materially affect the fair value estimate. The Company used the following assumptions for determining the fair value of options granted under the Black-Scholes option pricing model: Year Ended December 31, 201 6 201 5 Risk-free interest rate 1.55 to 1.87 % 1.57 to 2.93 % Expected volatility 87.5 - 89.1 % 92.9 - 104.1 % Expected life (in years) 10 10 Expected forfeiture rate 5 % 5 % Expected dividend yield 0.0 % 0.0 % Expected volatilities utilized in the model are based on historical volatility of the Company’s stock price. The risk free interest rate is derived from values assigned to U.S. Treasury strips as published in the Wall Street Journal in effect at the time of grant. The model incorporates exercise, pre-vesting and post-vesting forfeiture assumptions based on analysis of historical data. The expected life of the fiscal 2016 2015 107. |
Note 12 - Earn-out Milestone Li
Note 12 - Earn-out Milestone Liability | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Earn-out Milestone Liability Disclosure [Text Block] | 12. The total aggregate purchase price for the EGEN Acquisition included potential future Earn-out Payments contingent upon achievement of certain milestones. The difference between the aggregate $30.4 $13.9 June 20, 2014 (10% 67%) (1.5 2.5 At December 31, 2016, $13.2 $0.7 2016 $13.9 December 31, 2015. 2016, $0.7 fourth 2016 one 5) December 31, 2016 (50% 80%) (2.0 2.5 December 31, 2015, $13.9 $257,702 2015 $13.7 June 30, 2015. December 31, 2015 (10% 67%) (1.2 6.5 The following is a summary of the changes in the earn-out milestone liability for 2015 2016: Balance at January 1, 2015 $ 13,663,710 Non-cash loss from the adjustment for the change in fair value included in 2015 net loss 257,702 Balance at December 31, 2015 $ 13,921,412 Non-cash gain from the adjustment for the change in fair value included in 2016 net loss (733,186 ) Balance at December 31, 2016 $ 13,188,226 |
Note 13 - Warrants
Note 13 - Warrants | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Warrants [Text Block] | 13. As more fully described in Note 10, 2016 2015 16,066,371 1,950,000 November 2013 8, 194,986 not 2015 2016 250,000 third 2016 10. Following is a summary of all warrant activity for the two December 31, 2016: Warrants Number of Warrants Issued Weighted Average Exercise Price Warrants outstanding at January 1, 2015 5,069,815 $ 8.18 Warrants issued in connection with the May 2015 equity transaction 1,950,000 $ 2.60 Warrants expired during 2015 (1,125,140 ) $ 7.98 Warrants outstanding at December 31, 2015 5,894,675 $ 6.37 Warrants issued in connection with the 2016 equity transactions 16,066,371 $ 0.92 Warrants exercised during 2016 (250,000 ) $ 0.01 Warrants expired during 2016 (879,163 ) $ 14.94 Warrants outstanding at December 31, 2016 20,831,883 $ 1.88 Aggregate intrinsic value of outstanding warrants at December 31, 2016 $ 534,000 Weighted average remaining contractual terms (years) 3.32 (1) (1) Does not include the remaining Pre-Funded Warrants issued in the June 2016 1,850,000 |
Note 14 - Celsion Employee Bene
Note 14 - Celsion Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Compensation and Employee Benefit Plans [Text Block] | 14. Celsion maintains a defined-contribution plan under Section 401(k) 21. may fourth 2008, 3% December 31, 2016 2015 $82,391 $80,408 |
Note 15 - Licenses of Intellect
Note 15 - Licenses of Intellectual Property and Patents | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | 15. On November 10, 1999, 20 The total number of shares issuable to Duke under these provisions is subject to adjustment in certain cases, and Duke has piggyback registration rights for public offerings taking place more than one January 31, 2003, 253,691 $2.2 For the years ended December 31, 2016 2015, Under the November 1999 The Company has licensed from Valentis, CA certain global rights covering the use of pegylation for temperature sensitive liposomes. In addition to the rights available to the Company under completed or pending license agreements, the Company is actively pursuing patent protection for technologies developed by the Company. Among these patents is a family of pending US and international patent applications which seek to protect the Company’s proprietary method of storing ThermoDox® which is critical for worldwide distribution channels. ThermoDox® is a registered trademark in the U.S., Argentina, Australia, Canada, China, Columbia, the European Communities: (Austria, Belgium, Bulgaria, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Korea, Latvia, Lithuania, Luxembourg, Malta, Netherlands, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden, UK), Hong Kong, Israel, Japan, New Zealand, Peru, Philippines, Russia, Singapore, South Korea and Taiwan. The Company has registered transliterations of ThermoDox® in China, Hong Kong, Japan, Singapore, South Korea and Taiwan. The Company has an additional 14 Finally, through proprietary information agreements with employees, consultants and others, the Company seeks to protect its own proprietary know-how and trade secrets. The Company cannot offer assurances that these confidentiality agreements will not be breached, that the Company will have adequate remedies for any breach, or that these agreements, even if fully enforced, will be adequate to prevent third third |
Note 16 - Technology Developmen
Note 16 - Technology Development and Licensing Agreements | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Licensing Transaction [Text Block] | 16. On May 7, 2012 three first 2015, three $685,787 March 2015. April 2015. On January 18, 2013, $5 ® January 31, 2013 January 18, 2013 ® $5.0 first 2013 10 ® On July 19, 2013, Among the key provisions of the Celsion-Hisun Memorandum of Understanding are: ● Hisun will provide the Company with non-dilutive financing and the investment necessary to complete the technology transfer of its proprietary manufacturing process and the production of registration batches for the China territory; ● Hisun will collaborate with the Company around the clinical and regulatory approval activities for ThermoDox® as well as other liposomal formations with the CHINA FDA; and ● Hisun will be granted a right of first On August 8, 2016, 1 1, 12 1 1 1 first Key provisions of the GEN- 1 ● the GEN- 1 1 ● once approved, the cost structure for GEN- 1 ● Celsion will provide Hisun a certain percentage of China’s commercial unit demand, and separately of global commercial unit demand, subject to regulatory approval; ● Hisun and Celsion will commence technology transfer activities relating to the manufacture of GEN- 1, ● Hisun will collaborate with Celsion around the regulatory approval activities for GEN- 1 |
Note 17 - Contingent Liabilitie
Note 17 - Contingent Liabilities and Commitments | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 17. In July 2011, 10,870 October 2011, 66 6 first $23,000 April 2012. $250,000, $50,000 19th, 31st 43rd $100,000 three $50,000 April 2013 2014 2015, $ 50,000 2015, 30%. In connection with the EGEN Asset Purchase agreement in June 2014, 11,500 13 $23,200 The Company paid $575,516 $570,078 2016 2015, one December 31, 2016: For the year ending December 31: Operating Leases 2017 $ 378,042 2018 23,200 2019 — 2020 and beyond — Total minimum lease payments $ 401,242 |
Note 18 - Subsequent Events
Note 18 - Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 18. On February 14, 2017, February 14, 2017 19,385,869 $0.23 16,489,402 2,600,000 $0.23 five $0.22 $0.01 9.99% $5.0 February 14, 2017 In connection with the February 14, 2017 1 333 215321) December 23, 2016, 1 January 20, 2017, 2 February 13, 2017, 3 February 13, 2017 4 February 14, 2017 1933, |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying consolidated financial statements of Celsion have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States and include the accounts of the Company and CLSN Laboratories, Inc. All intercompany balances and transactions have been eliminated. The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates, and assumptions that affect the amount reported in the Company’s financial statements and accompanying notes. Actual results could differ materially from these estimates. Events and conditions arising subsequent to the most recent balance sheet date through the date of the issuance of these consolidated financial statements have been evaluated for their possible impact on the financial statements and accompanying notes. No events and conditions would give rise to any information that required accounting recognition or disclosure in the financial statements other than those arising in the ordinary course of business. |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition At the inception of each collaborative agreement that includes milestone payments, the Company evaluates whether each milestone is substantive on the basis of the contingent nature of the milestone, specifically reviewing factors such as the scientific and other risks that must be overcome to achieve the milestone, as well as the level of effort and investment required. Milestones that are not considered substantive and that do not meet the separation criteria are accounted for as license payments and recognized on a straight-line basis over the remaining period of performance. Payments received or reasonably assured after performance obligations are met completely are recognized as earned. |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents include cash on hand and investments purchased with an original maturity of three |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Investment Securities The carrying values of investment securities approximate their respective fair values. |
Investment, Policy [Policy Text Block] | Short Term Investments The Company classifies its investments in marketable securities with readily determinable fair values as investments available-for-sale in accordance with Accounting Standards Codification (ASC) 320, Investments - Debt and Equity Securities |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is provided over the estimated useful lives of the related assets, ranging from three seven $455,000 $425,000 December 31, 2016 2015, The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may |
Deposits [Policy Text Block] | Deposits Deposits include real property security deposits and other deposits which are contractually required and of a long-term nature. |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | In-Process Research and Development, Other Intangible Assets and Goodwill During 2014, 5, Patent Licenses The Company has purchased several licenses for rights to patented technologies. Patent license costs of $75,000 December 31, 2016 2015, $75,000 $69,375, 10 |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income (Loss) ASC 220, Comprehensive Income 220 |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Research and development costs are expensed as incurred. Equipment and facilities acquired for research and development activities that have alternative future uses are capitalized and charged to expense over their estimated useful lives. |
Earnings Per Share, Policy [Policy Text Block] | Net Loss Per Common Share Basic and diluted net loss per common share was computed by dividing net loss for the year by the weighted average number of shares of common stock outstanding, both basic and diluted, during each period. The impact of common stock equivalents has been excluded from the computation of diluted weighted average common shares outstanding in periods where there is a net loss, as their effect is anti-dilutive. For the year ended December 31, 2016, 23,831,883. 10 1,850,000 December 31, 2016, 21,984,210 For the year ended December 31, 2015, 8,116,015. December 31, 2015, |
Income Tax, Policy [Policy Text Block] | Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax asset and liabilities of a change in tax rates is recognized in results of operations in the period that the tax rate change occurs. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. In accordance with ASC 740, Income Taxes, |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation Compensation costs for all stock-based awards are measured at fair value on the date of the grant and recognized over the service period for awards expected to vest. The estimation of stock-based awards that will ultimately vest requires judgment, and to the extent actual results or updated estimates differ from the current estimates, such amounts will be recorded as cumulative adjustments in the period estimates are revised. We consider many factors when estimating expected forfeitures, including types of awards, employee class, and historical experience. |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain reclassifications have been made to prior year financial statements to conform to classifications used in the current year. These classifications had no impact on net loss, stockholders’ equity or cash flows as previously reported. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) and are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued accounting pronouncements will not have a material impact on the Company’s consolidated financial position, results of operations, and cash flows, or do not apply to our operations. In May 2014, 2014 09 606),” . The new standard requires a company to recognize revenue when it transfers goods or services to customers in an amount that reflects the consideration that the company expects to receive for those goods or services. ASU 2014 09 January 1, 2017; 2015 14, 606) 2014 09 one January 1, 2018. March 2016, 2016 8, 606): 2014 09 2014 09. April 2016, 2016 10, may In August 2014, ASU No. 2014 15, one one December 15, 2016. In April 2015, 2015 03 835 30). 835 30 January 1, 2016 $3,517 $26,131 December 31, 2016 December 31, 2015, In January 2016, 2016 01, December 15, 2017. In February 2016, 2016 02, 842), twelve December 15, 2018, In March 2016, 2016 09, 718). December 15, 2016, |
Note 3 - Short Term Investmen27
Note 3 - Short Term Investments Available for Sale (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Available-for-sale Securities [Table Text Block] | December 31, 201 6 December 31, 201 5 Cost Fair Value Cost Fair Value Short-term investments Certificate of deposit $ 1,680,000 $ 1,680,000 $ 4,800,000 $ 4,798,810 Bonds - corporate issuances – – 6,003,748 6,001,080 Total short-term investments $ 1,680,000 $ 1,680,000 $ 10,803,748 $ 10,799,890 December 31, 201 6 December 31, 201 5 Cost Fair Value Cost Fair Value Short-term investment maturities Within 3 months $ 1,680,000 $ 1,680,000 $ 10,803,748 $ 10,799,890 Between 3-12 months – – – – Total $ 1,680,000 $ 1,680,000 $ 10,803,748 $ 10,799,890 |
Investment Income [Table Text Block] | 201 6 201 5 Interest and dividends accrued and paid $ 31,262 $ 186,322 Accretion of investment premium (3,808 ) (122,998 ) (Losses) gains on investment maturity and sales, net (532 ) 264 Investment income net $ 26,922 $ 63,588 |
Schedule of Unrealized Loss on Investments [Table Text Block] | December 31, 201 5 Description of Investment Securities Fair Value Unrealized Holding Gains (Losses) Available for sale (all unrealized holding gains and losses are less than 12 months at date of measurement) Short-term investments with unrealized gains – Certificates of deposit $ 240,024 $ 24 Short-term investments with unrealized losses – Certificates of deposit 4,558,786 (1,214 ) Short-term investments with unrealized losses – Bonds - corporate issuances 6,001,080 (2,668 ) Total $ 10,799,890 $ (3,858 ) |
Note 4 - Fair Values of Finan28
Note 4 - Fair Values of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Total Fair Value on the Balance Sheet Quoted Prices In Active Markets For Identical Assets/Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Recurring items as of December 31, 2016 Investment securities, available for sale $ 1,680,000 $ 1,680,000 $ ─ $ ─ Recurring items as of December 31, 2015 Investment securities, available for sale $ 10,799,890 $ 10,799,890 $ ─ $ ─ Liabilities: Recurring items as of December 31, 2016 Earn-out milestone liability (Note 12) $ 13,188,226 $ ─ $ ─ $ 13,188,226 Recurring items as of December 31, 2015 Earn-out milestone liability (Note 12) $ 13,921,412 $ ─ $ ─ $ 13,921,412 |
Note 5 - Acquisition of EGEN,29
Note 5 - Acquisition of EGEN, Inc. (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Property and equipment, net $ 35,000 In-process research and development 24,211,000 Other Intangible assets (Covenant not to compete) 1,591,000 Goodwill 1,976,000 Total assets: 27,813,000 Accounts payable and accrued liabilities (235,000 ) Net assets acquired $ 27,578,000 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Year Ended December 31, 2017 $ 227,316 2018 227,316 2019 227,316 2020 227,316 2021 113,660 Total $ 1,022,924 |
Note 6 - Property and Equipme30
Note 6 - Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | Year E nded December 31, 201 6 201 5 Machinery and equipment (5-7 year life) $ 2,459,532 $ 2,398,613 Furniture and fixtures (3-5 year life) 246,507 244,923 Leasehold improvements (5-7 year life) 269,819 269,819 2,975,858 2,913,355 Less accumulated depreciation and amortization (2,513,022 ) (2,058,483 ) Total $ 462,836 $ 854,872 |
Note 7 - Other Accrued Liabil31
Note 7 - Other Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | Year E nded December 31, 2016 2015 Amounts due to contract research organizations and other contractual agreements $ 1,115,193 $ 571,615 Accrued payroll and related benefits 1,066,751 947,078 Accrued professional fees 259,550 319,200 Accrued interest on notes payable 22,241 62,136 Other 20,021 19,740 Total $ 2,483,756 $ 1,919,769 |
Note 8 - Notes Payable (Tables)
Note 8 - Notes Payable (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Schedule of Maturities of Long-term Debt [Table Text Block] | As of December 31, 2017 $ 2,560,553 2018 and thereafter – Total $ 2,560,553 |
Note 9 - Income Taxes (Tables)
Note 9 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | 2016 2015 Federal statutory rate 34.0 % 34.0 % State taxes, net of federal tax benefit 5.5 5.5 Recapture of alternative minimum tax – – Valuation allowance (39.5 ) (39.5 ) Effective tax rate – % – % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, In thousands 2016 2015 Net operating loss carry forwards $ 80,920 $ 71,557 Deferred tax assets, net 2,489 4,953 Subtotal 83,409 76,510 Valuation allowance (83,409 ) (76,510 ) Total deferred tax asset $ - $ - |
Summary of Operating Loss Carryforwards [Table Text Block] | Approximate Amount of Unused Operating Loss Carry Forwards (in $000s) Expiration During Year Ended $ 7,136 2023 15,647 2024 8,168 2025 7,361 2026 11,905 2028 18,547 2029 18,145 2030 21,386 2031 20,558 2032 10,321 2033 22,906 2034 21,338 2035 21,444 2036 $ 204,862 |
Note 11 - Stock Based Compens34
Note 11 - Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Stock Options Number Outstanding Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at January 1, 2015 1,744,755 $ 7.20 Granted 839,250 2.35 Canceled or expired (444,183 ) 5.56 Outstanding at December 31, 2015 2,139,822 $ 5.64 Granted 846,283 1.29 Canceled or expired (53,442 ) 9.71 Outstanding at December 31, 2016 2,932,663 4.31 7.2 $ - Exercisable at December 31, 2016 2,198,907 $ 5.09 6.9 $ - |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Restricted Stock Number Outstanding Weighted Average Exercise Price Non-vested stock awards outstanding at January 1, 2015 7,018 $ 3.32 Granted 88,500 2.60 Vested and issued (14,000 ) 2.72 Non-vested stock awards outstanding at December 31, 2015 81,518 $ 2.64 Granted 112,000 1.63 Vested and issued (126,518 ) 1.72 Non-vested stock awards outstanding at December 31, 2016 67,000 * $ 2.67 |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | Options Outstanding Options Exercisable Range of Exercise Prices Number Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Number Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price $1.00 to 2.99 1,560,699 8.9 $ 1.77 857,897 8.9 $ 1.78 3.00 to 5.99 890,857 7.2 $ 3.81 859,903 7.2 $ 3.69 6.00 to 12.99 322,387 3.0 $ 10.82 322,387 3.0 $ 10.82 13.00 to 19.99 88,856 3.4 $ 14.19 88,856 3.4 $ 14.19 Above $20.00 69,864 1.2 $ 24.85 69,864 1.2 $ 24.85 2,932,663 2,198,907 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Year Ended December 31, 201 6 201 5 Risk-free interest rate 1.55 to 1.87 % 1.57 to 2.93 % Expected volatility 87.5 - 89.1 % 92.9 - 104.1 % Expected life (in years) 10 10 Expected forfeiture rate 5 % 5 % Expected dividend yield 0.0 % 0.0 % |
Note 12 - Earn-out Milestone 35
Note 12 - Earn-out Milestone Liability (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Schedule of Changes in Earn out Milestone Liabilities [Table Text Block] | Balance at January 1, 2015 $ 13,663,710 Non-cash loss from the adjustment for the change in fair value included in 2015 net loss 257,702 Balance at December 31, 2015 $ 13,921,412 Non-cash gain from the adjustment for the change in fair value included in 2016 net loss (733,186 ) Balance at December 31, 2016 $ 13,188,226 |
Note 13 - Warrants (Tables)
Note 13 - Warrants (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Schedule of Warrant Activity [Table Text Block] | Warrants Number of Warrants Issued Weighted Average Exercise Price Warrants outstanding at January 1, 2015 5,069,815 $ 8.18 Warrants issued in connection with the May 2015 equity transaction 1,950,000 $ 2.60 Warrants expired during 2015 (1,125,140 ) $ 7.98 Warrants outstanding at December 31, 2015 5,894,675 $ 6.37 Warrants issued in connection with the 2016 equity transactions 16,066,371 $ 0.92 Warrants exercised during 2016 (250,000 ) $ 0.01 Warrants expired during 2016 (879,163 ) $ 14.94 Warrants outstanding at December 31, 2016 20,831,883 $ 1.88 Aggregate intrinsic value of outstanding warrants at December 31, 2016 $ 534,000 Weighted average remaining contractual terms (years) 3.32 (1) |
Note 17 - Contingent Liabilit37
Note 17 - Contingent Liabilities and Commitments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Notes Tables | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | For the year ending December 31: Operating Leases 2017 $ 378,042 2018 23,200 2019 — 2020 and beyond — Total minimum lease payments $ 401,242 |
Note 1 - Summary of Significa38
Note 1 - Summary of Significant Accounting Policies (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Depreciation | $ 455,000 | $ 425,000 |
Finite-Lived Patents, Gross | 75,000 | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 75,000 | $ 69,375 |
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Number of Shares of Common Stock Issuable Upon Exercise of Warrants and Equity Awards | 23,831,883 | 8,116,015 |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 21,984,210 | |
Debt Issuance Costs, Noncurrent, Net | $ 3,517 | $ 26,131 |
Series B Warrant [Member] | ||
Weighted Average Number of Shares, Contingently Issuable | 1,850,000 | |
Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 7 years |
Note 2 - Financial Condition 39
Note 2 - Financial Condition and Going Concern (Details Textual) - USD ($) | Feb. 14, 2017 | Oct. 02, 2015 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2016 |
Net Income (Loss) Attributable to Parent | $ (22,053,726) | $ (22,461,084) | |||
Net Cash Provided by (Used in) Operating Activities | (18,379,364) | (20,830,563) | |||
Retained Earnings (Accumulated Deficit) | (241,379,712) | $ (218,130,360) | $ (241,379,712) | ||
Cash, Cash Equivalents, and Short-term Investments | 4,300,000 | 4,300,000 | |||
Notes Payable | 2,600,000 | 2,600,000 | |||
February 2017 Public Offering [Member] | Subsequent Event [Member] | |||||
Proceeds from Issuance of Common Stock Gross | $ 5,000,000 | ||||
ATM Agreement [Member] | |||||
Proceeds from Issuance of Common Stock Gross | $ 7,600,000 | ||||
Aggregate Offering Price, Additions | $ 7,500,000 | $ 7,500,000 |
Note 3 - Short Term Investmen40
Note 3 - Short Term Investments Available for Sale (Details Textual) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Short-term Investments | $ 1,680,000 | $ 10,799,890 |
Available-for-sale Securities, Accumulated Gross Unrealized Gain (Loss), before Tax | 0 | |
Short Term Investments Available for Sale [Member] | ||
Short-term Investments | $ 1,680,000 | $ 10,799,890 |
Note 3 - Short Term Investmen41
Note 3 - Short Term Investments Available for Sale - Short-term Investment by Bond Maturities (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Short-term investments, fair value | $ 10,799,890 | |
Total short-term investments | $ 1,680,000 | 10,803,748 |
Total short-term investments | 1,680,000 | 10,799,890 |
Certificate of Deposit [Member] | ||
Short-term investments, cost | 1,680,000 | 4,800,000 |
Short-term investments, fair value | 1,680,000 | 4,798,810 |
Investment Maturing Within Three Months [Member] | ||
Total short-term investments | 1,680,000 | 10,803,748 |
Total short-term investments | 1,680,000 | 10,799,890 |
Corporate Debt Securities [Member] | ||
Short-term investments, cost | 6,003,748 | |
Short-term investments, fair value | 6,001,080 | |
Investment Maturing Between 3 and 12 Months [Member] | ||
Total short-term investments | ||
Total short-term investments |
Note 3 - Short Term Investmen42
Note 3 - Short Term Investments Available for Sale - Available for Sale - Investment Income (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Interest and dividends accrued and paid | $ 31,262 | $ 186,322 |
Accretion of investment premium | (3,808) | (122,998) |
(Losses) gains on investment maturity and sales, net | (532) | 264 |
Investment income net | $ 26,922 | $ 63,588 |
Note 3 - Short Term Investmen43
Note 3 - Short Term Investments Available for Sale - Investment Securities Gross Unrealized Losses and Fair Value by Investment Category (Details) | Dec. 31, 2015USD ($) |
Available for sale (all unrealized holding gains and losses are less than 12 months at date of measurement) | |
Total | $ 10,799,890 |
Total | (3,858) |
Certificates of Deposit [Member] | |
Available for sale (all unrealized holding gains and losses are less than 12 months at date of measurement) | |
Short-term investments with unrealized gains | 240,024 |
Short-term investments with unrealized gains | 24 |
Short-term investments with unrealized losses | 4,558,786 |
Short-term investments with unrealized losses | (1,214) |
Corporate Bond Securities [Member] | |
Available for sale (all unrealized holding gains and losses are less than 12 months at date of measurement) | |
Short-term investments with unrealized losses | 6,001,080 |
Short-term investments with unrealized losses | $ (2,668) |
Note 4 - Fair Values of Finan44
Note 4 - Fair Values of Financial Instruments (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Inputs Reconciliation, Transfers into Level 3 | $ 0 | $ 0 |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Inputs Reconciliation, Transfers out of Level 3 | 0 | 0 |
Fair Value, Assets, Level 1 to Level 2 Transfers, Amount | 0 | 0 |
Fair Value, Liabilities, Level 1 to Level 2 Transfers, Amount | $ 0 | $ 0 |
Note 4 - Fair Values of Finan45
Note 4 - Fair Values of Financial Instruments - Assets and Liabilities at Fair Value on a Recurring Basis (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Investment securities, available for sale | $ 10,799,890 | |
Earn-out milestone liability | $ 13,188,226 | 13,921,412 |
Fair Value, Measurements, Recurring [Member] | ||
Investment securities, available for sale | 1,680,000 | 10,799,890 |
Earn-out milestone liability | 13,188,226 | 13,921,412 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Investment securities, available for sale | 1,680,000 | 10,799,890 |
Earn-out milestone liability | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Investment securities, available for sale | ||
Earn-out milestone liability | $ 13,188,226 | $ 13,921,412 |
Note 5 - Acquisition of EGEN,46
Note 5 - Acquisition of EGEN, Inc. (Details Textual) - USD ($) | Sep. 30, 2014 | Jun. 20, 2014 | Jun. 10, 2014 | Jun. 09, 2014 | Nov. 30, 2013 | Jun. 10, 2014 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Aug. 02, 2016 |
Gain (Loss) from Valuation of Milestone Liability | $ 733,186 | $ (257,702) | ||||||||
Finite-Lived Intangible Asset, Useful Life | 10 years | |||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 75,000 | 69,375 | ||||||||
Finite-Lived Intangible Assets, Net | 1,022,924 | 1,591,214 | ||||||||
Noncompete Agreements [Member] | ||||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 568,290 | |||||||||
Finite-Lived Intangible Assets, Net | 1,022,924 | $ 1,591,214 | ||||||||
Indefinite-lived in Process Research and Development [Member] | ||||||||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 1,400,000 | |||||||||
Hercules [Member] | Hercules Credit Agreement [Member] | ||||||||||
Proceeds from Lines of Credit | $ 5,000,000 | $ 5,000,000 | $ 10,000,000 | |||||||
EGEN Inc [Member] | ||||||||||
Business Combination, Consideration Transferred | $ 27,600,000 | |||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 30,400,000 | $ 30,400,000 | ||||||||
Payments to Acquire Businesses, Gross | $ 3,000,000 | |||||||||
Stock Issued During Period, Shares, Acquisitions | 2,712,188 | 2,712,188 | ||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 670,070 | 670,070 | ||||||||
Goodwill, Acquired During Period | $ 2,000,000 | |||||||||
EGEN Inc [Member] | Noncompete Agreements [Member] | ||||||||||
Finite-lived Intangible Assets Acquired | $ 1,600,000 | |||||||||
Finite-Lived Intangible Asset, Useful Life | 7 years | |||||||||
EGEN Inc [Member] | Indefinite-lived in Process Research and Development [Member] | ||||||||||
Indefinite-lived Intangible Assets Acquired | $ 24,200,000 | |||||||||
EGEN Inc [Member] | Hercules Credit Agreement [Member] | ||||||||||
Payments to Acquire Businesses, Gross | $ 3,000,000 | |||||||||
EGEN Inc [Member] | Ovarian Cancer Study Milestone [Member] | ||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 12,400,000 | |||||||||
EGEN Inc [Member] | Glioblastoma Multiforme Brain Cancer Study Milestone [Member] | ||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 12,000,000 | |||||||||
EGEN Inc [Member] | TheraSilence Technology Milestone [Member] | ||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 6,000,000 | |||||||||
EGEN Inc [Member] | Maximum [Member] | ||||||||||
Business Combination, Consideration Transferred | $ 44,400,000 |
Note 5 - Acquisition of EGEN,47
Note 5 - Acquisition of EGEN, Inc. - Summary of Estimated Fair Values of Acquired Assets and Liabilities (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 20, 2014 |
Goodwill | $ 1,976,101 | $ 1,976,101 | |
EGEN Inc [Member] | |||
Property and equipment, net | $ 35,000 | ||
In-process research and development | 24,211,000 | ||
Other Intangible assets (Covenant not to compete) | 1,591,000 | ||
Goodwill | 1,976,000 | ||
Total assets: | 27,813,000 | ||
Accounts payable and accrued liabilities | (235,000) | ||
Net assets acquired | $ 27,578,000 |
Note 5 - Acquisition of Egen,48
Note 5 - Acquisition of Egen, Inc. - Amortization Schedule for Covenant Not to Complete (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Total | $ 1,022,924 | $ 1,591,214 |
Noncompete Agreements [Member] | ||
2,017 | 227,316 | |
2,018 | 227,316 | |
2,019 | 227,316 | |
2,020 | 227,316 | |
2,021 | 113,660 | |
Total | $ 1,022,924 | $ 1,591,214 |
Note 6 - Property and Equipme49
Note 6 - Property and Equipment - Property, Plant, and Equipment Useful Life (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Property, Plant, And Equipment, Gross | $ 2,975,858 | $ 2,913,355 |
Less accumulated depreciation and amortization | (2,513,022) | (2,058,483) |
Total | 462,836 | 854,872 |
Machinery and Equipment [Member] | ||
Property, Plant, And Equipment, Gross | 2,459,532 | 2,398,613 |
Furniture and Fixtures [Member] | ||
Property, Plant, And Equipment, Gross | 246,507 | 244,923 |
Leasehold Improvements [Member] | ||
Property, Plant, And Equipment, Gross | $ 269,819 | $ 269,819 |
Note 6 - Property and Equipme50
Note 6 - Property and Equipment - Property, Plant, and Equipment Useful Life (Details) (Parentheticals) - Minimum [Member] | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Estimated Useful Life (Year) | 3 years | |
Machinery and Equipment [Member] | ||
Estimated Useful Life (Year) | 5 years | 7 years |
Furniture and Fixtures [Member] | ||
Estimated Useful Life (Year) | 3 years | 5 years |
Leasehold Improvements [Member] | ||
Estimated Useful Life (Year) | 5 years | 7 years |
Note 7 - Other Accrued Liabil51
Note 7 - Other Accrued Liabilities - Other Accrued Liabilities (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Amounts due to contract research organizations and other contractual agreements | $ 1,115,193 | $ 571,615 |
Accrued payroll and related benefits | 1,066,751 | 947,078 |
Accrued professional fees | 259,550 | 319,200 |
Accrued interest on notes payable | 22,241 | 62,136 |
Other | 20,021 | 19,740 |
Total | $ 2,483,756 | $ 1,919,769 |
Note 8 - Notes Payable (Details
Note 8 - Notes Payable (Details Textual) - USD ($) | Jun. 20, 2014 | Jun. 10, 2014 | Jun. 10, 2014 | Jun. 09, 2014 | Nov. 25, 2013 | Dec. 31, 2016 | Nov. 30, 2013 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 10, 2014 | Dec. 31, 2016 | Dec. 15, 2016 | Dec. 31, 2015 | Dec. 17, 2015 | Dec. 31, 2016 | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Instrument, Basis Spread on Variable Rate | 11.75% | 11.50% | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.88 | $ 1.88 | $ 6.37 | $ 1.88 | $ 8.18 | ||||||||||||
Increase (Decrease) in Other Operating Assets | $ 733,186 | $ (257,702) | |||||||||||||||
Gain (Loss) From Change In Valuation Of Common Stock Warrant Liability | (61,246) | ||||||||||||||||
Common Stock Warrant Liability | $ 0 | ||||||||||||||||
Hercules Warrant [Member] | |||||||||||||||||
Debt Issuance Costs, Net | $ 521,763 | ||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 104.00% | ||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.69% | ||||||||||||||||
Fair Value Assumptions, Expected Term | 4 years 182 days | ||||||||||||||||
Share Price | $ 3.07 | ||||||||||||||||
Increase (Decrease) in Other Operating Assets | $ (521,763) | ||||||||||||||||
Gain (Loss) From Change In Valuation Of Common Stock Warrant Liability | (18,018) | (61,246) | |||||||||||||||
Classification of Warrants to (from) Common Stock Warrant Liability Net | $ (336,254) | ||||||||||||||||
Hercules Warrant [Member] | First Fifty Percent [Member] | |||||||||||||||||
Debt Instrument, Unamortized Discount | $ 260,928 | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 97,493 | ||||||||||||||||
Hercules Warrant [Member] | Second Fifty Percent [Member] | |||||||||||||||||
Debt Instrument, Unamortized Discount | $ 215,333 | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 97,493 | ||||||||||||||||
EGEN Inc [Member] | |||||||||||||||||
Payments to Acquire Businesses, Gross | $ 3,000,000 | ||||||||||||||||
Hercules Credit Agreement [Member] | |||||||||||||||||
Repayments of Lines of Credit | $ 4,000,000 | ||||||||||||||||
Interest Expense, Debt | 486,327 | 918,465 | |||||||||||||||
Amortization of Debt Issuance Costs | 236,666 | $ 438,717 | |||||||||||||||
Hercules Credit Agreement [Member] | Hercules Warrant [Member] | |||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 3.59 | ||||||||||||||||
Fair Value Assumptions, Expected Volatility Rate | 102.00% | ||||||||||||||||
Fair Value Assumptions, Risk Free Interest Rate | 1.37% | ||||||||||||||||
Fair Value Assumptions, Expected Term | 5 years | ||||||||||||||||
Share Price | $ 3.55 | ||||||||||||||||
Line of Credit Facility Original Loan Fee Percent | 3.50% | ||||||||||||||||
Debt Issuance Costs, Gross | $ 350,000 | ||||||||||||||||
Hercules Credit Agreement [Member] | Hercules Warrant [Member] | First Fifty Percent [Member] | |||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 97,493 | ||||||||||||||||
Hercules Credit Agreement [Member] | Hercules Warrant [Member] | Second Fifty Percent [Member] | |||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 97,493 | 97,493 | 97,493 | ||||||||||||||
Hercules Credit Agreement [Member] | EGEN Inc [Member] | |||||||||||||||||
Payments to Acquire Businesses, Gross | $ 3,000,000 | ||||||||||||||||
Hercules [Member] | |||||||||||||||||
Repayments of Lines of Credit | $ 5,000,000 | ||||||||||||||||
Hercules [Member] | Hercules Credit Agreement [Member] | |||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 20,000,000 | ||||||||||||||||
Proceeds from Lines of Credit | $ 5,000,000 | 5,000,000 | $ 10,000,000 | ||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 11.25% | ||||||||||||||||
Amortization Period for Principal and Interest | 2 years 180 days | ||||||||||||||||
Debt Issuance Costs, Net | $ 122,378 | $ 122,378 | $ 122,378 | ||||||||||||||
Debt Instrument, Unamortized Discount | $ 230,000 |
Note 8 - Notes Payable - Future
Note 8 - Notes Payable - Future Principal Payments Due on the Credit Agreement (Details) - Hercules Credit Agreement [Member] | Dec. 31, 2016USD ($) |
2,017 | $ 2,560,553 |
2018 and thereafter | |
Total | $ 2,560,553 |
Note 9 - Income Taxes (Details
Note 9 - Income Taxes (Details Textual) - USD ($) $ in Millions | Jul. 25, 2011 | Jun. 03, 2013 | Feb. 05, 2013 | Jun. 01, 2015 | Dec. 31, 2016 |
Operating Loss Carryforwards | $ 90 | $ 34 | $ 34 | $ 31 | $ 85.6 |
Operating Loss Carry Forwards, Limitation on Use | $ 4.9 | $ 1.5 | $ 1.4 | $ 1.6 |
Note 9 - Income Taxes - Reconci
Note 9 - Income Taxes - Reconciliation of the Company's Statutory Tax Rate to the Effective Rate (Details) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Federal statutory rate | 34.00% | 34.00% |
State taxes, net of federal tax benefit | 5.50% | 5.50% |
Recapture of alternative minimum tax | ||
Valuation allowance | (39.50%) | (39.50%) |
Effective tax rate |
Note 9 - Income Taxes - Compone
Note 9 - Income Taxes - Components of the Company's Deferred Tax Asset (Details) - USD ($) | Dec. 31, 2016 | Dec. 31, 2015 |
Net operating loss carry forwards | $ 80,920 | $ 71,557 |
Deferred tax assets, net | 2,489 | 4,953 |
Subtotal | 83,409 | 76,510 |
Valuation allowance | (83,409) | (76,510) |
Total deferred tax asset |
Note 9 - Income Taxes - Approxi
Note 9 - Income Taxes - Approximate Amount of Unused Operating Loss Carry Forwards and Expiration Dates (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Operating Loss Carryforwards | $ 204,862 |
Expires 2023 [Member] | |
Operating Loss Carryforwards | 7,136 |
Expires 2024 [Member] | |
Operating Loss Carryforwards | 15,647 |
Expires 2025 [Member] | |
Operating Loss Carryforwards | 8,168 |
Expires 2026 [Member] | |
Operating Loss Carryforwards | 7,361 |
Expires 2028 [Member] | |
Operating Loss Carryforwards | 11,905 |
Expires 2029 [Member] | |
Operating Loss Carryforwards | 18,547 |
Expires 2030 [Member] | |
Operating Loss Carryforwards | 18,145 |
Expires 2031 [Member] | |
Operating Loss Carryforwards | 21,386 |
Expires 2032 [Member] | |
Operating Loss Carryforwards | 20,558 |
Expires 2033 [Member] | |
Operating Loss Carryforwards | 10,321 |
Expires 2034 [Member] | |
Operating Loss Carryforwards | 22,906 |
Expires 2035 [Member] | |
Operating Loss Carryforwards | 21,338 |
Expires 2036 [Member] | |
Operating Loss Carryforwards | $ 21,444 |
Note 10 - Stockholders' Equity
Note 10 - Stockholders' Equity (Details Textual) - USD ($) | Dec. 20, 2016 | Jun. 13, 2016 | Oct. 02, 2015 | May 27, 2015 | Sep. 30, 2014 | Jun. 20, 2014 | Jan. 15, 2014 | Feb. 01, 2013 | Sep. 30, 2015 | Feb. 25, 2013 | Sep. 30, 2016 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2016 | Jun. 30, 2016 | May 31, 2016 | Dec. 31, 2014 |
Shelf Registration Statement Amount | $ 75,000,000 | ||||||||||||||||||
Common Stock, Shares Authorized | 112,500,000 | 112,500,000 | 112,500,000 | 112,500,000 | 112,500,000 | 75,000,000 | |||||||||||||
Preferred Stock, Shares Authorized | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | ||||||||||||||
Aggregate of Common and Preferred Stock, Shares Authorized | 112,600,000 | ||||||||||||||||||
Class of Warrant or Right, Outstanding | 20,831,883 | 5,894,675 | 20,831,883 | 20,831,883 | 5,069,815 | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.88 | $ 6.37 | $ 1.88 | $ 1.88 | $ 8.18 | ||||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||||
Proceeds from Warrant Exercises | $ 2,500 | $ 0 | |||||||||||||||||
Proceeds from Stock Options Exercised | $ 0 | ||||||||||||||||||
EGEN Inc [Member] | |||||||||||||||||||
Stock Issued During Period, Shares, Acquisitions | 2,712,188 | 2,712,188 | |||||||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 670,070 | 670,070 | |||||||||||||||||
Common Stock [Member] | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 126,518 | 14,000 | |||||||||||||||||
June 2016 Common Stock Offering [Member] | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 2,311,764 | ||||||||||||||||||
Share Price | $ 1.36 | ||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 8,823,528 | ||||||||||||||||||
Maximum Beneficial Ownership of the Purchaser | 9.99% | ||||||||||||||||||
Proceeds from Issuance of Common Stock Gross | $ 6,000,000 | ||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.40 | ||||||||||||||||||
Ownership Percentage, Restriction Threshold for Warrant Exercise | 4.99% | ||||||||||||||||||
Number of Days Notice Requirement to Increase or Decrease Beneficial Ownership Limitation | 61 days | ||||||||||||||||||
Common Stock Offering Period of Restriction | 180 days | ||||||||||||||||||
June 2016 Common Stock Offering [Member] | Series B Warrant [Member] | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,100,000 | ||||||||||||||||||
Class of Warrant or Right, Outstanding | 1,850,000 | 1,850,000 | 1,850,000 | ||||||||||||||||
June 2016 Common Stock Offering [Member] | Series B Warrant [Member] | Common Stock [Member] | |||||||||||||||||||
Stock Issued During Period, Shares, Exercise of Warrants | 250,000 | ||||||||||||||||||
June 2016 Common Stock Offering [Member] | Series A Warrant [Member] | |||||||||||||||||||
Class of Warrant or Right, Outstanding | 1,850,000 | ||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 0.5 | ||||||||||||||||||
Warrants Exercisable Period | 180 days | ||||||||||||||||||
Warrants Issued Expiration Period | 5 years 182 days | ||||||||||||||||||
June 2016 Common Stock Offering [Member] | Series C Warrant [Member] | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||||||||||||||||
Warrants Exercisable Period | 180 days | ||||||||||||||||||
Warrants Issued Expiration Period | 1 year | ||||||||||||||||||
June 2016 Common Stock Offering [Member] | Series D Warrant [Member] | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 0.5 | ||||||||||||||||||
Warrants Exercisable Period | 180 days | ||||||||||||||||||
Warrants Issued Expiration Period | 5 years 182 days | ||||||||||||||||||
December 2016 Common Stock Offering [Member] | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 5,142,843 | ||||||||||||||||||
Share Price | $ 0.35 | ||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 5,142,843 | ||||||||||||||||||
Maximum Beneficial Ownership of the Purchaser | 9.99% | ||||||||||||||||||
Proceeds from Issuance of Common Stock Gross | $ 1,800,000 | ||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||||||||||||||||
Warrants Exercisable Period | 180 days | ||||||||||||||||||
Warrants Issued Expiration Period | 5 years 182 days | ||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.46 | ||||||||||||||||||
Number of Days Notice Requirement to Increase or Decrease Beneficial Ownership Limitation | 61 days | ||||||||||||||||||
May 2015 Common Stock Offering [Member] | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 3,000,000 | ||||||||||||||||||
Share Price | $ 2.675 | ||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,950,000 | ||||||||||||||||||
Proceeds from Issuance of Common Stock Gross | $ 8,000,000 | ||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 0.65 | ||||||||||||||||||
Warrants Issued Expiration Period | 5 years | ||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 2.60 | ||||||||||||||||||
Common Stock Offering Period of Restriction | 150 days | ||||||||||||||||||
January 2014 Common Stock Offering [Member] | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 3,603,604 | ||||||||||||||||||
Share Price | $ 4.1625 | ||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,801,802 | ||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 4.10 | ||||||||||||||||||
Common Stock Offering Period of Restriction | 270 days | ||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ 0.01 | ||||||||||||||||||
Stock Issued During Period, Value, New Issues | $ 15,000,000 | ||||||||||||||||||
Common Stock Shares per Unit | 1 | ||||||||||||||||||
January 2014 Common Stock Offering [Member] | Series B Warrant [Member] | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 0.25 | ||||||||||||||||||
Warrants Issued Expiration Period | 1 year | ||||||||||||||||||
January 2014 Common Stock Offering [Member] | Series A Warrant [Member] | |||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 0.25 | ||||||||||||||||||
Warrants Issued Expiration Period | 5 years | ||||||||||||||||||
ATM Agreement [Member] | |||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,479,535 | ||||||||||||||||||
Proceeds from Issuance of Common Stock Gross | $ 7,600,000 | ||||||||||||||||||
Aggregate Offering Price | $ 25,000,000 | $ 17,400,000 | |||||||||||||||||
Commission on Proceeds from ATM Shares Percent | 3.00% | ||||||||||||||||||
Legal Fees | $ 50,000 | ||||||||||||||||||
Aggregate Offering Price, Additions | $ 7,500,000 | $ 7,500,000 |
Note 11 - Stock Based Compens59
Note 11 - Stock Based Compensation (Details Textual) - USD ($) | 12 Months Ended | |||||||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2007 | Dec. 31, 2004 | Dec. 31, 2001 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 2,932,663 | 2,139,822 | 1,744,755 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 7 years 73 days | |||||||
Chief Executive Officer [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 4 years | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | 95,555 | |||||||
Stock Incentive Plan 2001 [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 148,148 | |||||||
Stock Incentive Plan 2004 [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 148,148 | |||||||
Stock Incentive Plan 2007 [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 3,444,444 | 944,444 | 444,444 | 222,222 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 2,500,000 | 500,000 | 222,222 | |||||
Percentage of Fair Market Value of Shares | 100.00% | |||||||
Percentage of Outstanding Stock Determining Factor for Incentive Stock Price | 10.00% | |||||||
Allocated Share-based Compensation Expense | $ 1,500,000 | $ 1,800,000 | ||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 300,000 | |||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 255 days | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 1.16 | $ 2.05 | ||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs, Capitalized Amount | $ 0 | $ 0 | ||||||
Employee Stock Option [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 3,533,752 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 2,999,663 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 534,089 | |||||||
Issued to Consultants For Services [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | |||||||
Restricted Stock [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Outstanding, Weighted Average Remaining Contractual Terms | 255 days | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Nonvested | $ 21,000 | |||||||
Minimum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 1 year | |||||||
Minimum [Member] | Stock Incentive Plan 2007 [Member] | ||||||||
Percentage of Fair Market Value of Shares | 110.00% | |||||||
Maximum [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | 5 years |
Note 11 - Stock Based Compens60
Note 11 - Stock Based Compensation - Stock Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Outstanding at January 1, 2015 (in shares) | 2,139,822 | 1,744,755 |
Outstanding at January 1, 2015 (in dollars per share) | $ 5.64 | $ 7.20 |
Granted (in shares) | 846,283 | 839,250 |
Granted (in dollars per share) | $ 1.29 | $ 2.35 |
Canceled or expired (in shares) | (53,442) | (444,183) |
Canceled or expired (in dollars per share) | $ 9.71 | $ 5.56 |
Outstanding at December 31, 2016 (in shares) | 2,932,663 | 2,139,822 |
Outstanding at December 31, 2016 (in dollars per share) | $ 4.31 | $ 5.64 |
Outstanding at December 31, 2016 (Year) | 7 years 73 days | |
Exercisable at December 31, 2016 (in shares) | 2,198,907 | |
Exercisable at December 31, 2016 (in dollars per share) | $ 5.09 | |
Exercisable at December 31, 2016 (Year) | 6 years 328 days |
Note 11 - Stock Based Compens61
Note 11 - Stock Based Compensation - Summary of the Status of the Company's Non-vested Restricted Stock Awards (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Non-vested stock awards outstanding at January 1, 2015 (in shares) | 81,518 | 7,018 |
Non-vested stock awards outstanding at January 1, 2015 (in dollars per share) | $ 2.64 | $ 3.32 |
Granted (in shares) | 112,000 | 88,500 |
Granted (in dollars per share) | $ 1.63 | $ 2.60 |
Vested and issued (in shares) | (126,518) | (14,000) |
Vested and issued (in dollars per share) | $ 1.72 | $ 2.72 |
Non-vested stock awards outstanding at December 31, 2015 (in shares) | 67,000 | 81,518 |
Non-vested stock awards outstanding at December 31, 2015 (in dollars per share) | $ 2.67 | $ 2.64 |
Vested and issued (in shares) | (126,518) | (14,000) |
Note 11 - Stock Based Compens62
Note 11 - Stock Based Compensation - Summary of Stock Option Awards and Changes (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Options Outstanding, Number (in Shares) (in shares) | 2,932,663 | 2,139,822 | 1,744,755 |
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 4.31 | $ 5.64 | $ 7.20 |
Options Exercisable, Number (in Shares) (in shares) | 2,198,907 | ||
Exercisable at December 31, 2016 (Year) | 6 years 328 days | ||
Range 1 [Member] | |||
Range of Exercise Prices, Lower Range (in dollars per share) | $ 1 | ||
Range of Exercise Prices, Upper Range (in dollars per share) | $ 2.99 | ||
Options Outstanding, Number (in Shares) (in shares) | 1,560,699 | ||
Options Outstanding, Weighted Average Remaining Contractual Term (in years) (Year) | 8 years 328 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 1.77 | ||
Options Exercisable, Number (in Shares) (in shares) | 857,897 | ||
Exercisable at December 31, 2016 (Year) | 8 years 328 days | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 1.78 | ||
Range 2 [Member] | |||
Range of Exercise Prices, Lower Range (in dollars per share) | 3 | ||
Range of Exercise Prices, Upper Range (in dollars per share) | $ 5.99 | ||
Options Outstanding, Number (in Shares) (in shares) | 890,857 | ||
Options Outstanding, Weighted Average Remaining Contractual Term (in years) (Year) | 7 years 73 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 3.81 | ||
Options Exercisable, Number (in Shares) (in shares) | 859,903 | ||
Exercisable at December 31, 2016 (Year) | 7 years 73 days | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 3.69 | ||
Range 3 [Member] | |||
Range of Exercise Prices, Lower Range (in dollars per share) | 6 | ||
Range of Exercise Prices, Upper Range (in dollars per share) | $ 12.99 | ||
Options Outstanding, Number (in Shares) (in shares) | 322,387 | ||
Options Outstanding, Weighted Average Remaining Contractual Term (in years) (Year) | 3 years | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 10.82 | ||
Options Exercisable, Number (in Shares) (in shares) | 322,387 | ||
Exercisable at December 31, 2016 (Year) | 3 years | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 10.82 | ||
Range 4 [Member] | |||
Range of Exercise Prices, Lower Range (in dollars per share) | 13 | ||
Range of Exercise Prices, Upper Range (in dollars per share) | $ 19.99 | ||
Options Outstanding, Number (in Shares) (in shares) | 88,856 | ||
Options Outstanding, Weighted Average Remaining Contractual Term (in years) (Year) | 3 years 146 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 14.19 | ||
Options Exercisable, Number (in Shares) (in shares) | 88,856 | ||
Exercisable at December 31, 2016 (Year) | 3 years 146 days | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 14.19 | ||
Range 5 [Member] | |||
Range of Exercise Prices, Lower Range (in dollars per share) | $ 20 | ||
Options Outstanding, Number (in Shares) (in shares) | 69,864 | ||
Options Outstanding, Weighted Average Remaining Contractual Term (in years) (Year) | 1 year 73 days | ||
Options Outstanding, Weighted Average Exercise Price (in dollars per share) | $ 24.85 | ||
Options Exercisable, Number (in Shares) (in shares) | 69,864 | ||
Exercisable at December 31, 2016 (Year) | 1 year 73 days | ||
Options Exercisable, Weighted Average Exercise Price (in dollars per share) | $ 24.85 |
Note 11 - Stock Based Compens63
Note 11 - Stock Based Compensation - Fair Value of Option Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Minimum [Member] | ||
Risk-free interest rate | 1.57% | |
Expected volatility | 92.90% | |
Maximum [Member] | ||
Risk-free interest rate | 2.93% | |
Expected volatility | 104.10% | |
Expected life (in years) (Year) | 10 years | |
Expected forfeiture rate | 5.00% | |
Expected dividend yield | 0.00% | |
Employee Stock Option [Member] | Minimum [Member] | ||
Risk-free interest rate | 1.55% | |
Expected volatility | 87.50% | |
Employee Stock Option [Member] | Maximum [Member] | ||
Risk-free interest rate | 1.87% | |
Expected volatility | 89.10% | |
Expected life (in years) (Year) | 10 years | |
Expected forfeiture rate | 5.00% | |
Expected dividend yield | 0.00% |
Note 12 - Earn-out Milestone 64
Note 12 - Earn-out Milestone Liability (Details Textual) - USD ($) | Jun. 30, 2015 | Jun. 20, 2014 | Dec. 31, 2016 | Dec. 31, 2015 |
Gain (Loss) from Change in Fair Value of Earn out Milestone Liability | $ (733,186) | $ 257,702 | ||
EGEN Inc [Member] | ||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 30,400,000 | 30,400,000 | ||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 13,700,000 | $ 13,900,000 | 13,200,000 | 13,900,000 |
Gain (Loss) from Change in Fair Value of Earn out Milestone Liability | $ 700,000 | $ 257,702 | ||
EGEN Inc [Member] | Minimum [Member] | ||||
Risk Adjusted Assessment of Each Milestone | 10.00% | 50.00% | 10.00% | |
Estimated Time to Achieve the Milestone | 1 year 182 days | 2 years | 1 year 73 days | |
EGEN Inc [Member] | Maximum [Member] | ||||
Risk Adjusted Assessment of Each Milestone | 67.00% | 80.00% | 67.00% | |
Estimated Time to Achieve the Milestone | 2 years 182 days | 2 years 182 days | 6 years 182 days |
Note 12 - Earn-out Milestone 65
Note 12 - Earn-out Milestone Liability - Summary of the Changes in the Earn-out Milestone Liability (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Balance | $ 13,921,412 | $ 13,663,710 |
Non-cash loss from the adjustment for the change in fair value | (733,186) | 257,702 |
Balance at December 31, 2016 | $ 13,188,226 | $ 13,921,412 |
Note 13 - Warrants (Details Tex
Note 13 - Warrants (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | 24 Months Ended | ||||
Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2016 | Jun. 13, 2016 | Dec. 31, 2014 | Nov. 30, 2013 | |
Number Of Warrants Issued | 16,066,371 | 1,950,000 | |||||
Class of Warrant or Right, Outstanding | 20,831,883 | 5,894,675 | 20,831,883 | 5,069,815 | |||
Proceeds from Stock Options Exercised | $ 0 | ||||||
Proceeds from Warrant Exercises | $ 2,500 | $ 0 | |||||
June 2016 Common Stock Offering [Member] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 8,823,528 | ||||||
Hercules Warrant [Member] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 194,986 | ||||||
Series B Warrant [Member] | June 2016 Common Stock Offering [Member] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,100,000 | ||||||
Class of Warrant or Right, Outstanding | 1,850,000 | 1,850,000 | |||||
Series B Warrant [Member] | June 2016 Common Stock Offering [Member] | Common Stock [Member] | |||||||
Stock Issued During Period, Shares, Exercise of Warrants | 250,000 | ||||||
Series A Warrant [Member] | June 2016 Common Stock Offering [Member] | |||||||
Class of Warrant or Right, Outstanding | 1,850,000 |
Note 13 - Warrants - Summary of
Note 13 - Warrants - Summary of Warrant Activity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | ||
Warrants outstanding (in shares) | 5,894,675 | 5,069,815 | |
Warrants outstanding (in dollars per share) | $ 6.37 | $ 8.18 | |
Warrants issued in connection with the May 2015 equity transaction (in shares) | 16,066,371 | 1,950,000 | |
Warrants issued in connection with the May 2015 equity transaction (in dollars per share) | $ 0.92 | $ 2.60 | |
Warrants expired during 2015 (in shares) | (879,163) | (1,125,140) | |
Warrants expired during 2015 (in dollars per share) | $ 14.94 | $ 7.98 | |
Warrants outstanding (in shares) | 20,831,883 | 5,894,675 | |
Warrants outstanding (in dollars per share) | $ 1.88 | $ 6.37 | |
Warrants exercised during 2016 (in shares) | (250,000) | ||
Warrants exercised during 2016 (in dollars per share) | $ 0.01 | ||
Aggregate intrinsic value of outstanding warrants | $ 534,000 | ||
Weighted average remaining contractual terms (Year) | [1] | 3 years 116 days | |
[1] | Does not include the remaining Pre-Funded Warrants issued in the June 2016 Offering (totaling 1,850,000 shares underlying these warrants) as these warrants have no expiration date. |
Note 14 - Celsion Employee Be68
Note 14 - Celsion Employee Benefit Plans (Details Textual) | 12 Months Ended | |
Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Minimum Age For Employee Benefit Plan | 21 | |
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 3.00% | |
Defined Benefit Plan, Contributions by Employer | $ 82,391 | $ 80,408 |
Note 15 - Licenses of Intelle69
Note 15 - Licenses of Intellectual Property and Patents (Details Textual) | 12 Months Ended | ||
Dec. 31, 2016USD ($)shares | Dec. 31, 2015USD ($)shares | Jan. 31, 2003USD ($)shares | |
Number Of Days Before Issuance Factoring Into Average Closing Price | 20 days | ||
Amount of Time after Effective Date of License Agreement for Registration Rights to Take Place | 1 year | ||
Common Stock, Shares, Issued | shares | 31,226,336 | 23,395,211 | 253,691 |
Common Stock, Value, Issued | $ | $ 312,263 | $ 233,952 | $ 2,200,000 |
Number Of Trademark Protection Application Pending For Thermo Dox | 14 |
Note 16 - Technology Developm70
Note 16 - Technology Development and Licensing Agreements (Details Textual) - USD ($) | Jan. 18, 2013 | Mar. 31, 2013 | Dec. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2015 |
Contractual Obligation | $ 1,115,193 | $ 571,615 | |||
Deferred Revenue | $ 5,000,000 | ||||
Deferred Revenue Amortization Period | 10 years | ||||
Hisun [Member] | |||||
Contractual Obligation | $ 685,787 | ||||
Proceeds from License Fees Received | $ 5,000,000 |
Note 17 - Contingent Liabilit71
Note 17 - Contingent Liabilities and Commitments (Details Textual) | 1 Months Ended | 12 Months Ended | ||||||
Apr. 30, 2015USD ($) | Jun. 30, 2014USD ($)ft² | Apr. 30, 2014USD ($) | Apr. 30, 2013USD ($) | Apr. 30, 2012USD ($) | Jul. 31, 2011ft² | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Payments for Rent | $ 575,516 | $ 570,078 | ||||||
Contractual Obligation | $ 1,115,193 | $ 571,615 | ||||||
Standby Letters of Credit [Member] | ||||||||
Contractual Obligation Reduction Nineteen Months from Initial Term | $ 50,000 | |||||||
Contractual Obligation Remaining | 100,000 | |||||||
Contractual Obligation Reduction Thirty One Months from Initial Term | 50,000 | |||||||
Contractual Obligation Reduction Forty Three Months from Initial Term | 50,000 | |||||||
Lawrenceville New Jersey [Member] | ||||||||
Area of Real Estate Property | ft² | 11,500 | 10,870 | ||||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 5 years 180 days | |||||||
Number of Months in Which Free Rent Is Provided | 180 days | |||||||
Payments for Rent | 23,000 | |||||||
Reduction of Escrow Deposit | $ 50,000 | $ 50,000 | $ 50,000 | |||||
Lawrenceville New Jersey [Member] | Standby Letters of Credit [Member] | ||||||||
Contractual Obligation | $ 250,000 | |||||||
Premises Located in Huntsville Alabama [Member] | ||||||||
Lessee Leasing Arrangements, Operating Leases, Term of Contract | 13 years | |||||||
Operating Leases Monthly Rent Payment | $ 23,200 |
Note 17 - Contingent Liabilit72
Note 17 - Contingent Liabilities and Commitments - Summary of the Future Minimum Payments Required Under Leases (Details) $ in Thousands | Dec. 31, 2016USD ($) |
2,017 | $ 378,042 |
2,018 | 23,200 |
2,019 | |
2020 and beyond | |
Total minimum lease payments | $ 401,242 |
Note 18 - Subsequent Events (De
Note 18 - Subsequent Events (Details Textual) - USD ($) $ / shares in Units, $ in Millions | Feb. 14, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.88 | $ 6.37 | $ 8.18 | |
February 2017 Public Offering [Member] | Subsequent Event [Member] | ||||
Stock Issued During Period, Shares, New Issues | 19,385,869 | |||
Share Price | $ 0.23 | |||
Proceeds from Issuance of Common Stock Gross | $ 5 | |||
February 2017 Public Offering [Member] | Subsequent Event [Member] | Series AA Warrant [Member] | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 16,489,402 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.23 | |||
Warrants Issued Expiration Period | 5 years | |||
February 2017 Public Offering [Member] | Subsequent Event [Member] | Pre-Funded Series BB Warrant [Member] | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,600,000 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.01 | |||
Class of Warrant or Right, Offered Price of Warrants or Rights | $ 0.22 |