Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2018 | May 09, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | DELCATH SYSTEMS, INC. | |
Entity Central Index Key | 872,912 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 896,994 | |
Document Fiscal Year Focus | 2,018 | |
Trading Symbol | DCTH | |
Document Fiscal Period Focus | Q1 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2018 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 | |
Current assets | |||
Cash and cash equivalents | $ 2,029 | $ 3,999 | |
Restricted cash | 1,087 | 1,325 | |
Accounts receivables, net | 280 | 317 | |
Inventories | 1,280 | 1,248 | |
Prepaid expenses and other current assets | 554 | 700 | |
Total current assets | 5,230 | 7,589 | |
Property, plant and equipment, net | 1,188 | 1,298 | |
Total assets | 6,418 | 8,887 | |
Current liabilities | |||
Accounts payable | 4,580 | 3,846 | |
Accrued expenses | 3,526 | 3,408 | |
Warrant liability | 4,169 | 560 | |
Total current liabilities | 12,275 | 7,814 | |
Other non-current liabilities | 345 | 395 | |
Total liabilities | 12,620 | 8,209 | |
Commitments and Contingencies | |||
Stockholders' equity (deficit) | |||
Preferred stock, $.01 par value; 10,000,000 shares authorized; no shares issued and outstanding at March 31, 2018 and December 31, 2017, respectively | 0 | 0 | |
Common stock, $.01 par value; 500,000,000 shares authorized; 896,995 and 228,140 shares issued and 896,994 and 228,139 shares outstanding at March 31, 2018 and December 31, 2017, respectively* | [1] | 9 | 2 |
Additional paid-in capital | 311,477 | 325,517 | |
Accumulated deficit | (317,645) | (324,832) | |
Treasury stock, at cost; 1 share at March 31, 2018 and December 31, 2017, respectively* | [1] | (51) | (51) |
Accumulated other comprehensive income | 8 | 42 | |
Total stockholders' (deficit) equity | (6,202) | 678 | |
Total liabilities and stockholders' equity | $ 6,418 | $ 8,887 | |
[1] | *reflects a one-for-three hundred and fifty (1:350) reverse stock split effected on November 6, 2017 and a one-for-five hundred (1:500) reverse stock split effected on May 2, 2018. |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 10,000,000 | 10,000,000 |
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) | 500,000,000 | 500,000,000 |
Common stock, shares issued (in shares) | 896,995 | 228,140 |
Common stock, shares outstanding (in shares) | 896,994 | 228,139 |
Treasury stock, at cost (in shares) | 1 | 1 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | ||
Income Statement [Abstract] | |||
Revenue | $ 702 | $ 743 | |
Cost of goods sold | 147 | 219 | |
Gross profit | 555 | 524 | |
Operating expenses: | |||
Selling, general and administrative | 2,366 | 2,415 | |
Research and development | 5,692 | 2,321 | |
Total operating expenses | 8,058 | 4,736 | |
Operating loss | (7,503) | (4,212) | |
Change in fair value of the warrant liability, net | 14,697 | 1,238 | |
Interest expense | (2) | (8,366) | |
Other (expense) income | (5) | 8 | |
Net income (loss) | 7,187 | (11,332) | |
Other comprehensive income (loss): | |||
Foreign currency translation adjustments | (34) | (22) | |
Comprehensive income (loss) | $ 7,153 | $ (11,354) | |
Common share data: | |||
Basic income (loss) per common share | [1] | $ 10.91 | $ (45,695) |
Diluted income (loss) per share | [1] | $ 10.91 | $ (45,695) |
Weighted average number of basic shares outstanding | [1] | 658,893 | 248 |
Weighted average number of diluted shares outstanding | [1] | 658,893 | 248 |
[1] | reflects a one-for-three hundred and fifty (1:350) reverse stock split effected on November 6, 2017 and a one-for-five hundred (1:500) reverse stock split effected on May 2, 2018. |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) (Parenthetical) | May 02, 2018 | Nov. 06, 2017 |
Reverse stock split | 1:350 | |
Reverse stock split ratio | 0.0029 | |
Subsequent Event [Member] | ||
Reverse stock split | 1:500 | |
Reverse stock split ratio | 0.002 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Stockholders' Equity Deficit (Unaudited) - 3 months ended Mar. 31, 2018 - USD ($) $ in Thousands | Total | Common Stock Issued [Member] | Treasury Stock [Member] | Additional Paid in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income (Loss) [Member] |
Balance at Dec. 31, 2017 | $ 678 | $ 2 | $ (51) | $ 325,517 | $ (324,832) | $ 42 |
Balance (in shares) at Dec. 31, 2017 | 228,140 | (1) | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Compensation expense for issuance of stock options | 7 | 7 | ||||
Compensation expense for issuance of restricted stock | 14 | 14 | ||||
Sale of common stock, net of expenses | 4,252 | $ 7 | 4,245 | |||
Sale of common stock, net of expenses (in shares) | 668,855 | |||||
Fair value of warrants issued | (18,306) | (18,306) | ||||
Net Income | 7,187 | 7,187 | ||||
Total comprehensive loss | (34) | (34) | ||||
Balance at Mar. 31, 2018 | $ (6,202) | $ 9 | $ (51) | $ 311,477 | $ (317,645) | $ 8 |
Balance (in shares) at Mar. 31, 2018 | 896,995 | (1) |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Stockholders' Equity Deficit (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2018 | Dec. 31, 2017 |
Statement Of Stockholders Equity [Abstract] | ||
Common stock issued, par value | $ 0.01 | $ 0.01 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 7,187 | $ (11,332) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock option compensation expense | 7 | 21 |
Restricted stock compensation expense | 14 | 27 |
Depreciation expense | 120 | 74 |
Loss on disposal of equipment | 0 | 20 |
Warrant liability fair value adjustment | (14,697) | (1,238) |
Non-cash interest income | (4) | (2) |
Debt discount and deferred finance costs amortization | 0 | 8,363 |
Changes in assets and liabilities: | ||
Prepaid expenses and other assets | 152 | 117 |
Accounts receivable | (24) | (94) |
Inventories | 24 | (115) |
Accounts payable and accrued expenses | 828 | 401 |
Other non-current liabilities | (50) | (59) |
Net cash used in operating activities | (6,443) | (3,817) |
Cash flows from investing activities: | ||
Purchase of property, plant and equipment | (6) | (58) |
Net cash used in investing activities | (6) | (58) |
Cash flows from financing activities: | ||
Net proceeds from the release of restricted cash | 238 | 6,091 |
Net proceeds from sale of stock | 4,253 | 0 |
Net cash provided by financing activities | 4,491 | 6,091 |
Foreign currency effects on cash and cash equivalents | (12) | (221) |
Net (decrease) increase in cash and cash equivalents | (1,970) | 1,995 |
Cash and cash equivalents: | ||
Beginning of period | 3,999 | 4,409 |
End of period | 2,029 | 6,404 |
Supplemental non-cash activities: | ||
Conversion of convertible notes | 0 | 12,210 |
Fair value of warrants issued | 18,306 | 0 |
Fair value of warrants exercised | $ 0 | $ 0 |
General
General | 3 Months Ended |
Mar. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
General | (1) General The unaudited interim condensed consolidated financial statements of Delcath Systems, Inc. (“Delcath” or the “Company”) as of and for the three months ended March 31, 2018 and 2017 should be read in conjunction with the consolidated financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2017 (“Annual Report”), which has been filed with the Securities Exchange Commission (“SEC”) on March 16, 2018 and can also be found on the Company’s website (www.delcath.com). In these notes the terms “us”, “we” or “our” refer to Delcath and its consolidated subsidiaries. Description of Business Delcath Systems, Inc. is an interventional oncology company focused on the treatment of primary and metastatic liver cancers. Our investigational product—Melphalan Hydrochloride for Injection for use with the Delcath Hepatic Delivery System (Melphalan/HDS) —is designed to administer high-dose chemotherapy to the liver while controlling systemic exposure and associated side effects. In Europe, our system is commercially available under the trade name Delcath Hepatic CHEMOSAT ® ® Our primary research focus is on ocular melanoma liver metastases (mOM), and intrahepatic cholangiocarcinoma (ICC), a type of liver cancer, and certain other cancers that are metastatic to the liver. We believe the disease states we are investigating represent a multi-billion dollar global market opportunity and a clear unmet medical need. Our clinical development program for CHEMOSAT and Melphalan/HDS is comprised of The FOCUS Clinical Trial for Patients with Hepatic Dominant Ocular Melanoma (The FOCUS Trial), a Global Phase 3 clinical trial that is investigating overall survival in mOM, and a registration trial for intrahepatic cholangiocarcinoma (ICC) we plan to initiate in 2018. Our clinical development plan (CDP) also includes a commercial registry for CHEMOSAT non-clinical commercial cases performed in Europe and sponsorship of select investigator initiated trials (IITs) in colorectal cancer metastatic to the liver (mCRC) and pancreatic cancer metastatic to the liver. Liquidity and Operating Matters The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred losses since inception and has an accumulated deficit of $317.6 The Company’s existence is dependent upon management’s ability to obtain additional funding sources or to enter into strategic alliances. There can be no assurance that the Company’s efforts will result in the resolution of the Company’s liquidity needs. The accompanying statements do not include any adjustments that might result should the Company be unable to continue as a going concern. Basis of Presentation These interim condensed consolidated financial statements are unaudited and were prepared by the Company in accordance with generally accepted accounting principles in the United States of America (GAAP) and with the SEC’s instructions to Form 10-Q and Article 10 of Regulation S-X. They include the accounts of all entities controlled by Delcath and all significant inter-company accounts and transactions have been eliminated in consolidation. The preparation of interim financial statements requires management to make assumptions and estimates that impact the amounts reported. These interim condensed consolidated financial statements, in the opinion of management, reflect all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of the Company’s results of operations, financial position and cash flows for the interim periods ended March 31, 2018 and 2017; however, certain information and footnote disclosures normally included in our Annual Report have been condensed or omitted as permitted by GAAP. It is important to note that the Company’s results of operations and cash flows for interim periods are not necessarily indicative of the results of operations and cash flows to be expected for a full fiscal year or any interim period. On May 2, 2018, the Company effected a reverse stock split at which time Delcath’s common stock began trading on the OTCQB on a one-for-five hundred (1:500) split-adjusted basis. All owners of record as of the open of the OTCQB market on May 2, 2018 received one issued and outstanding share of Delcath common stock in exchange for five hundred outstanding shares of Delcath common stock. No fractional shares were issued in connected with the reverse stock split. All fractional shares created by the one-for-five hundred exchange were rounded up to the next whole share. The reverse stock split had no impact on the par value per share of Delcath common stock, which remains at $0.01. All current and prior period amounts related to shares, share prices and earnings per share, presented in the Company’s consolidated financial statements contained in this Annual Report on Form 10-K and the accompanying Notes have been restated to give retrospective presentation for the reverse stock split. Significant Accounting Policies A description of our significant accounting policies has been provided in Note 3 Summary of Significant Accounting Policies Recently Adopted Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”) that updates the principles for recognizing revenue. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also amends the required disclosures of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. On January 1, 2018, the Company adopted ASU 2014-09 using the modified retrospective method and the impact was determined to be immaterial on its consolidated financial statements. The new revenue standard was applied prospectively in Delcath’s condensed consolidated financial statements from January 1, 2018 forward and reported financial information for historical comparable periods will not be revised and will continue to be reported under the accounting standards in effect during those historical periods. Delcath generates revenue from the sales of its product in Europe, where its system is commercially available under the trade name Delcath Hepatic CHEMOSAT Delivery System for Melphalan (“CHEMOSAT®”). Revenue from product sales is generally recognized at the time of shipment to a treating center or distributor, when control of the promised goods has been transferred to our customers. When obligations or contingencies remain after the products are shipped, such as training and certifying new treatment centers, revenue is deferred until the obligations or contingencies are satisfied. Delcath has one distribution contract with a Turkish distributor. The contract has standard provisions for termination, renewal, limited warranty and right of return. CHEMOSAT kits are delivered to the Turkish distributor as orders are received and revenue is recognized at the time of shipment to the distributor. Delcath sells directly to centers in Europe with the exception of those centers located in Turkey. Sales are processed when purchase orders are received from the hospitals and revenue is recognized at the time of shipment to the treating center. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. The new guidance requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Entities will also be required to reconcile such total to amounts on the balance sheet and disclose the nature of the restrictions. ASU 2016-18 is effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years, and early adoption is permitted. The Company adopted this standard on January 1, 2018. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases, which requires entities to report a right-to-use asset and liability for the obligation to make payments for all leases with the exception of those leases with a term of twelve months or less. ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018. The Company intends to adopt this standard on January 1, 2019 and is currently evaluating the impact it may have on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230). The new guidance is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The ASU is effective for public companies for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including interim periods within those fiscal years. An entity that elects early adoption must adopt all of the amendments in the same period. The guidance requires application using a retrospective transition method. The adaption of this standard did not have a material impact on the Company’s financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260) Distinguishing Liabilities from Equity (Topic 480) Derivatives and Hedging (Topic 815). The new guidance intends to reduce the complexity associated with the issuer’s accounting for certain financial instruments with characteristics of liabilities and equity. Specifically, the Board determined that a down round feature would no longer cause a freestanding equity-linked financial instrument (or an embedded conversion option) to be accounted for as a derivative liability at fair value with changes in fair value recognized in current earnings. In addition, the Board re-characterized the indefinite deferral of certain provisions of Topic 480 to a scope exception. The re-characterization has no accounting effect. ASU 2017-11 is effective for public entities for fiscal years beginning after December 15, 2018. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | (2) Inventories Inventories consist of the following: (in thousands) March 31, 2018 December 31, 2017 Raw materials $ 275 $ 298 Work-in-process 682 721 Finished goods 323 229 Total inventories $ 1,280 $ 1,248 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2018 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Prepaid Expenses And Other Current Assets | (3) Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consist of the following: (in thousands) March 31, 2018 December 31, 2017 Insurance premiums $ 337 $ 421 Financing costs — 70 VAT/GST receivable 34 29 Security Deposit 49 50 Other 1 134 130 Total prepaid expenses and other current assets $ 554 $ 700 1 Other consists of various prepaid expenses and other current assets, with no individual item accounting for more than 5% of prepaid expenses and other current assets at March 31, 2018 and December 31, 2017. |
Property, Plant, and Equipment
Property, Plant, and Equipment | 3 Months Ended |
Mar. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Property, Plant, and Equipment | (4) Property, Plant, and Equipment Property, plant, and equipment consist of the following: (in thousands) March 31, 2018 December 31, 2017 Buildings and land $ 579 $ 579 Enterprise hardware and software 1,746 1,744 Leaseholds 1,719 1,705 Equipment 971 971 Furniture 176 175 Property, plant and equipment, gross 5,191 5,174 Accumulated depreciation (4,003 ) (3,876 ) Property, plant and equipment, net $ 1,188 $ 1,298 Depreciation expense for the three months ended March 31, 2018 was approximately $0.1 million, as compared to approximately $0.1 million for the same period in 2017. |
Accrued Expenses
Accrued Expenses | 3 Months Ended |
Mar. 31, 2018 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | (5) Accrued Expenses Accrued expenses consist of the following: (in thousands) March 31, 2018 December 31, 2017 Compensation, excluding taxes $ 738 $ 869 Clinical trial expenses 1,603 1,124 Professional fees 95 221 Short-term portion of lease restructuring 197 209 Other 1 893 985 Total accrued expenses $ 3,526 $ 3,408 1 Other consists of various accrued expenses, with no individual item accounting for more than 5% of current liabilities at March 31, 2018 and December 31, 2017. |
Restructuring Expenses
Restructuring Expenses | 3 Months Ended |
Mar. 31, 2018 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Expenses | (6) Restructuring Expenses In order to help reduce operating costs and more appropriately align its office space with the reduced size of its workforce, the Company entered into two sub-leases for office space at its 810 Seventh Avenue office. On May 22, 2014, the Company entered into a sub-lease agreement (“Sub-lease #1”) for approximately one-half of the office space at this location (“Suite 3500”), resulting in a lease restructuring reserve of approximately $0.9 million. On August 18, 2014, the Company entered into a sub-lease agreement (“Sub-lease #2”) for the remaining one-half of office space at its 810 Seventh Avenue office (“Suite 3505”), resulting in a lease restructuring reserve of approximately $0.7 million. As of March 31, 2018, the total remaining lease restructuring liability for its leased office space was approximately $0.5 million, of which approximately $0.2 million and $0.3 million were included in Accrued expenses and Other non-current liabilities on the condensed consolidated balance sheets, respectively. The following table provides the year-to-date activity of the Company’s restructuring reserves as of March 31, 2018: (in thousands) Lease Liability Reserve balance at December 31, 2017 $ 604 Charges — Payments/Utilizations (58 ) Reserve balance at March 31, 2018 $ 546 |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2018 | |
Stockholders Equity Note [Abstract] | |
Stockholders' Equity | (7) Stockholders’ Equity Stock Issuances Reverse Stock Split On May 2, 2018, the Company effected a reverse stock split at which time Delcath’s common stock began trading on the OTCQB on a one-for-five hundred (1:500) split-adjusted basis. All owners of record as of the open of the OTCQB market on May 2, 2018 received one issued and outstanding share of Delcath common stock in exchange for five hundred outstanding shares of Delcath common stock. No fractional shares were issued in connected with the reverse stock split. All fractional shares created by the one-for-five hundred exchange were rounded up to the next whole share. The reverse stock split had no impact on the par value per share of Delcath common stock, which remains at $0.01. All current and prior period amounts related to shares, share prices and earnings per share, presented in the Company’s consolidated financial statements contained in this Quarterly Report on Form 10-Q and the accompanying Notes have been restated to give retrospective presentation for the reverse stock split. February 2018 Financing In February 2018, the Company completed the sale of 424,000 shares of its common stock, 76,000 pre-funded warrants and the issuance of warrants to purchase 1.0 million common shares (the “February 2018 Warrants”) pursuant to a placement agent agreement, with net proceeds after expenses of $4.3 million. The February 2018 Warrants are exercisable one year after the anniversary date of their issuance. At March 31, 2018, the February 2018 Warrants were exercisable at $10.00 per share with 1.0 million warrants outstanding. The Company allocated an estimated fair value of $18.3 million to the February 2018 Warrants. The Company valued the February 2018 Warrants using the following inputs: exercise price of $10.00; contractual term of six years; volatility of 122.68% and risk free rate of approximately one percent. Due to certain price protection features in the agreement, the February 2018 Warrants were accounted for as a derivative liability at issuance and will be subsequently marked to market through the statement of operations. Stock Incentive Plans As a result of the May 2, 2018 reverse stock split, the Company’s Stock Incentive Plans have no active grants and no further shares available to be granted. For the three months ended March 31, 2018, the Company recognized compensation expense of approximately $7,000 relating to stock options granted to employees. For the same period in 2017, the Company recognized compensation expense of approximately $21,000. For the three months ended March 31, 2018, the Company recognized compensation expense of approximately $14,000 relating to restricted stock granted to employees. For the same period in 2017, the Company recognized compensation expense of approximately $27,000. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | (8) Fair Value Measurements Derivative Warrant Liability For the three months ended March 31, 2018, the Company recorded derivative warrant income of $14.7 million. The resulting derivative warrant liabilities totaled $4.2 million at March 31, 2018. Management expects that the Warrants will either be exercised or expire worthless. The fair value of the Warrants at March 31, 2018 and December 31, 2017was determined by using option pricing models with the following assumptions: March 31, 2018 December 31, 2017 Expected life (in years) 0.58 - 5.87 0.82 - 4.88 Expected volatility 122.68% - 291.61% 130.88% - 266.92% Risk-free interest rates 1.95% - 2.63% 1.68% - 2.06% The table below presents the Company’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2018, aggregated by the level in the fair value hierarchy within which those measurements fall in accordance with ASC 820. Assets and Liabilities Measured at Fair Value on a Recurring Basis (in thousands) Level 1 Level 2 Level 3 Balance at March 31, 2018 Liabilities Derivative instrument liabilities $ — $ — $ 4,169 $ 4,169 For the periods ended March 31, 2018 and 2017, there were no transfers in or out of Level 1, 2 or 3 inputs. The table below presents the activity within Level 3 of the fair value hierarchy for the three months ended March 31, 2018: Fair Value Measurements Using Significant Unobservable Inputs (Level 3) (in thousands) Warrant Liability Balance at December 31, 2017 $ 560 Fair value of warrants issued 18,306 Fair value of warrants exercised — Total change in the liability included in earnings (14,697 ) Balance at March 31, 2018 $ 4,169 |
Net Loss per Common Share
Net Loss per Common Share | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Net Loss per Common Share | (9) Net Loss per Common Share The following potentially dilutive securities were excluded from the computation of earnings per share as of March 31, 2018 and March 31, 2017 because their effects would be anti-dilutive: March 31, 2018 2017 Warrants 1,014,041 41 Total 1,014,041 41 |
Taxes
Taxes | 3 Months Ended |
Mar. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Taxes | (10) Taxes As discussed in Note 13 Income Taxes The Company is subject to income tax in the U.S., as well as various state and international jurisdictions. During the third quarter of 2015, the Internal Revenue Service commenced an examination of the Company’s federal income tax return for the year ended December 31, 2013. The examination was completed in the third quarter of 2017 and no changes were made to the reported amounts. Accordingly, there was no effect on the financial statements as a result of the examination. The federal and state tax authorities can generally reduce a net operating loss (but not create taxable income) for a period outside the statute of limitations in order to determine the correct amount of net operating loss which may be allowed as a deduction against income for a period within the statute of limitations. Additional information regarding the statutes of limitations can be found in Note 13 Income Taxes On December 22, 2017, the 2017 Tax Cuts and Jobs Act (the Tax Act) was enacted into law and the new legislation contains several key tax provisions that affected us, including a one-time mandatory transition tax on accumulated foreign earnings and a reduction of the corporate income tax rate to 21% effective January 1, 2018, among others. We were required to recognize the effect of the tax law changes in the period of enactment, such as determining the transition tax, remeasuring our U.S. deferred tax assets and liabilities as well as reassessing the net realizability of our deferred tax assets and liabilities. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (SAB 118), which allows us to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. Since the Tax Act was passed late in the fourth quarter of 2017, and ongoing guidance and accounting interpretation are expected over the next 12 months, we consider the accounting of deferred tax re-measurements and the transition tax to be incomplete due to the forthcoming guidance and our ongoing analysis of final year-end data and tax positions. However, we were able to determine a provisional amount of $143,500 (offset by valuation allowance) and $0, respectively, related to the deferred tax re-measurement and one-time transition tax (additional detail is provided in Note 13 Income Taxes In October 2016, the Financial Accounting Standards Board ("FASB") issued accounting standards update 2016-16 which simplifies the income tax consequences of intra-entity transfers other than inventory. Prior to ASU 2016-16, GAAP prohibited the recognition of current and deferred income taxes for intra-entity asset transfers until the asset has been sold to an outside party. ASU 2016-16 eliminates this prohibition for intra-entity transfers of assets other than inventory but retain the prohibition for intra-entity transfers of inventory. This standard is effective for public entities for fiscal years beginning after December 15, 2017. The Company adopted ASU 2016-16, effective on January 1, 2018. As a result of adoption, the Company recognized a $834 decrease to its net operating loss deferred tax assets, offset by a $834 decrease to the corresponding valuation allowance. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | (11) Subsequent Events The Company completed its Consent Solicitation in lieu of a Special Meeting of Shareholders on April 6, 2018 and reported that both a proposal to approve an amendment to our amended and restated certificate of incorporation to increase our authorized shares of common stock from 500,000,000 to 1,000,000,000 and a proposal to approve an amendment to our amended and restated certificate of incorporation to effect a reverse stock split of our common stock at a range of ratios from 1-for-100 to 1-for-500, in the discretion of the Board of Directors and to be announced by press release, and to grant authorization to the Board of Directors to determine, in its sole discretion, whether to implement the reverse stock split, as well as its specific timing (but not later than April 6, 2019) were approved by shareholders. On May 2, 2018, the Company effected a reverse stock split at which time Delcath’s common stock began trading on the OTCQB on a one-for-five hundred (1:500) split-adjusted basis. All owners of record as of the open of the OTCQB market on May 2, 2018 received one issued and outstanding share of Delcath common stock in exchange for five hundred outstanding shares of Delcath common stock. No fractional shares were issued in connected with the reverse stock split. All fractional shares created by the one-for-five hundred exchange were rounded up to the next whole share. The reverse stock split had no impact on the par value per share of Delcath common stock, which remains at $0.01. All current and prior period amounts related to shares, share prices and earnings per share, presented in the Company’s consolidated financial statements contained in this Quarterly Report on Form 10-Q and the accompanying Notes have been restated to give retrospective presentation for the reverse stock split. |
General (Policies)
General (Policies) | 3 Months Ended |
Mar. 31, 2018 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Liquidity and Operating Matters | Liquidity and Operating Matters The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company has incurred losses since inception and has an accumulated deficit of $317.6 The Company’s existence is dependent upon management’s ability to obtain additional funding sources or to enter into strategic alliances. There can be no assurance that the Company’s efforts will result in the resolution of the Company’s liquidity needs. The accompanying statements do not include any adjustments that might result should the Company be unable to continue as a going concern. |
Basis of Presentation | Basis of Presentation These interim condensed consolidated financial statements are unaudited and were prepared by the Company in accordance with generally accepted accounting principles in the United States of America (GAAP) and with the SEC’s instructions to Form 10-Q and Article 10 of Regulation S-X. They include the accounts of all entities controlled by Delcath and all significant inter-company accounts and transactions have been eliminated in consolidation. The preparation of interim financial statements requires management to make assumptions and estimates that impact the amounts reported. These interim condensed consolidated financial statements, in the opinion of management, reflect all adjustments, consisting of normal recurring accruals, necessary for a fair presentation of the Company’s results of operations, financial position and cash flows for the interim periods ended March 31, 2018 and 2017; however, certain information and footnote disclosures normally included in our Annual Report have been condensed or omitted as permitted by GAAP. It is important to note that the Company’s results of operations and cash flows for interim periods are not necessarily indicative of the results of operations and cash flows to be expected for a full fiscal year or any interim period. On May 2, 2018, the Company effected a reverse stock split at which time Delcath’s common stock began trading on the OTCQB on a one-for-five hundred (1:500) split-adjusted basis. All owners of record as of the open of the OTCQB market on May 2, 2018 received one issued and outstanding share of Delcath common stock in exchange for five hundred outstanding shares of Delcath common stock. No fractional shares were issued in connected with the reverse stock split. All fractional shares created by the one-for-five hundred exchange were rounded up to the next whole share. The reverse stock split had no impact on the par value per share of Delcath common stock, which remains at $0.01. All current and prior period amounts related to shares, share prices and earnings per share, presented in the Company’s consolidated financial statements contained in this Annual Report on Form 10-K and the accompanying Notes have been restated to give retrospective presentation for the reverse stock split. |
Recently Adopted and Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers (“ASU 2014-09”) that updates the principles for recognizing revenue. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. ASU 2014-09 also amends the required disclosures of the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers. On January 1, 2018, the Company adopted ASU 2014-09 using the modified retrospective method and the impact was determined to be immaterial on its consolidated financial statements. The new revenue standard was applied prospectively in Delcath’s condensed consolidated financial statements from January 1, 2018 forward and reported financial information for historical comparable periods will not be revised and will continue to be reported under the accounting standards in effect during those historical periods. Delcath generates revenue from the sales of its product in Europe, where its system is commercially available under the trade name Delcath Hepatic CHEMOSAT Delivery System for Melphalan (“CHEMOSAT®”). Revenue from product sales is generally recognized at the time of shipment to a treating center or distributor, when control of the promised goods has been transferred to our customers. When obligations or contingencies remain after the products are shipped, such as training and certifying new treatment centers, revenue is deferred until the obligations or contingencies are satisfied. Delcath has one distribution contract with a Turkish distributor. The contract has standard provisions for termination, renewal, limited warranty and right of return. CHEMOSAT kits are delivered to the Turkish distributor as orders are received and revenue is recognized at the time of shipment to the distributor. Delcath sells directly to centers in Europe with the exception of those centers located in Turkey. Sales are processed when purchase orders are received from the hospitals and revenue is recognized at the time of shipment to the treating center. In November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash. The new guidance requires that the statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Entities will also be required to reconcile such total to amounts on the balance sheet and disclose the nature of the restrictions. ASU 2016-18 is effective for fiscal years beginning after December 15, 2017 and interim periods within those fiscal years, and early adoption is permitted. The Company adopted this standard on January 1, 2018. Recently Issued Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02, Leases, which requires entities to report a right-to-use asset and liability for the obligation to make payments for all leases with the exception of those leases with a term of twelve months or less. ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2018. The Company intends to adopt this standard on January 1, 2019 and is currently evaluating the impact it may have on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230). The new guidance is intended to reduce diversity in practice in how certain transactions are classified in the statement of cash flows. The ASU is effective for public companies for fiscal years beginning after December 15, 2017, and interim periods within those fiscal years. Early adoption is permitted, including interim periods within those fiscal years. An entity that elects early adoption must adopt all of the amendments in the same period. The guidance requires application using a retrospective transition method. The adaption of this standard did not have a material impact on the Company’s financial statements. In July 2017, the FASB issued ASU 2017-11, Earnings Per Share (Topic 260) Distinguishing Liabilities from Equity (Topic 480) Derivatives and Hedging (Topic 815). The new guidance intends to reduce the complexity associated with the issuer’s accounting for certain financial instruments with characteristics of liabilities and equity. Specifically, the Board determined that a down round feature would no longer cause a freestanding equity-linked financial instrument (or an embedded conversion option) to be accounted for as a derivative liability at fair value with changes in fair value recognized in current earnings. In addition, the Board re-characterized the indefinite deferral of certain provisions of Topic 480 to a scope exception. The re-characterization has no accounting effect. ASU 2017-11 is effective for public entities for fiscal years beginning after December 15, 2018. |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | Inventories consist of the following: (in thousands) March 31, 2018 December 31, 2017 Raw materials $ 275 $ 298 Work-in-process 682 721 Finished goods 323 229 Total inventories $ 1,280 $ 1,248 |
Prepaid Expenses and Other Cu22
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consist of the following: (in thousands) March 31, 2018 December 31, 2017 Insurance premiums $ 337 $ 421 Financing costs — 70 VAT/GST receivable 34 29 Security Deposit 49 50 Other 1 134 130 Total prepaid expenses and other current assets $ 554 $ 700 1 Other consists of various prepaid expenses and other current assets, with no individual item accounting for more than 5% of prepaid expenses and other current assets at March 31, 2018 and December 31, 2017. |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Components of property, plant and equipment | Property, plant, and equipment consist of the following: (in thousands) March 31, 2018 December 31, 2017 Buildings and land $ 579 $ 579 Enterprise hardware and software 1,746 1,744 Leaseholds 1,719 1,705 Equipment 971 971 Furniture 176 175 Property, plant and equipment, gross 5,191 5,174 Accumulated depreciation (4,003 ) (3,876 ) Property, plant and equipment, net $ 1,188 $ 1,298 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Payables And Accruals [Abstract] | |
Schedule of accrued expenses | Accrued expenses consist of the following: (in thousands) March 31, 2018 December 31, 2017 Compensation, excluding taxes $ 738 $ 869 Clinical trial expenses 1,603 1,124 Professional fees 95 221 Short-term portion of lease restructuring 197 209 Other 1 893 985 Total accrued expenses $ 3,526 $ 3,408 1 Other consists of various accrued expenses, with no individual item accounting for more than 5% of current liabilities at March 31, 2018 and December 31, 2017. |
Restructuring Expenses (Tables)
Restructuring Expenses (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Restructuring And Related Activities [Abstract] | |
Schedule of restructuring and related costs | The following table provides the year-to-date activity of the Company’s restructuring reserves as of March 31, 2018: (in thousands) Lease Liability Reserve balance at December 31, 2017 $ 604 Charges — Payments/Utilizations (58 ) Reserve balance at March 31, 2018 $ 546 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value of the warrants | The fair value of the Warrants at March 31, 2018 and December 31, 2017was determined by using option pricing models with the following assumptions: March 31, 2018 December 31, 2017 Expected life (in years) 0.58 - 5.87 0.82 - 4.88 Expected volatility 122.68% - 291.61% 130.88% - 266.92% Risk-free interest rates 1.95% - 2.63% 1.68% - 2.06% |
Assets and liabilities measured at fair value on a recurring basis | The table below presents the Company’s assets and liabilities measured at fair value on a recurring basis as of March 31, 2018, aggregated by the level in the fair value hierarchy within which those measurements fall in accordance with ASC 820. Assets and Liabilities Measured at Fair Value on a Recurring Basis (in thousands) Level 1 Level 2 Level 3 Balance at March 31, 2018 Liabilities Derivative instrument liabilities $ — $ — $ 4,169 $ 4,169 |
Fair value measurements using significant unobservable inputs | The table below presents the activity within Level 3 of the fair value hierarchy for the three months ended March 31, 2018: Fair Value Measurements Using Significant Unobservable Inputs (Level 3) (in thousands) Warrant Liability Balance at December 31, 2017 $ 560 Fair value of warrants issued 18,306 Fair value of warrants exercised — Total change in the liability included in earnings (14,697 ) Balance at March 31, 2018 $ 4,169 |
Net Loss per Common Share (Tabl
Net Loss per Common Share (Tables) | 3 Months Ended |
Mar. 31, 2018 | |
Earnings Per Share [Abstract] | |
Anti-dilutive securities excluded from the computation of earnings per share | The following potentially dilutive securities were excluded from the computation of earnings per share as of March 31, 2018 and March 31, 2017 because their effects would be anti-dilutive: March 31, 2018 2017 Warrants 1,014,041 41 Total 1,014,041 41 |
General - Additional Informatio
General - Additional Information (Details) $ / shares in Units, $ in Thousands | May 02, 2018$ / sharesshares | Nov. 06, 2017 | Mar. 31, 2018USD ($)Contract$ / shares | Dec. 31, 2017USD ($)$ / shares |
Class Of Stock [Line Items] | ||||
Accumulated deficit | $ | $ 317,645 | $ 324,832 | ||
Reverse stock split | 1:350 | |||
Reverse stock split ratio | 0.0029 | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||
Number of distribution contracts with Turkish distributor | Contract | 1 | |||
Subsequent Event [Member] | ||||
Class Of Stock [Line Items] | ||||
Reverse stock split | 1:500 | |||
Reverse stock split ratio | 0.002 | |||
OTCQB [Member] | Subsequent Event [Member] | ||||
Class Of Stock [Line Items] | ||||
Reverse stock split | 1:500 | |||
Reverse stock split ratio | 0.002 | |||
Number of fractional shares were issued in connected with the reverse stock split | shares | 0 | |||
Common stock, par value (in dollars per share) | $ 0.01 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 275 | $ 298 |
Work-in-process | 682 | 721 |
Finished goods | 323 | 229 |
Total inventories | $ 1,280 | $ 1,248 |
Prepaid Expenses and Other Cu30
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Prepaid Expense And Other Assets Current [Abstract] | ||
Insurance premiums | $ 337 | $ 421 |
Financing costs | 70 | |
VAT/GST receivable | 34 | 29 |
Security Deposit | 49 | 50 |
Other | 134 | 130 |
Total prepaid expenses and other current assets | $ 554 | $ 700 |
Prepaid Expenses and Other Cu31
Prepaid Expenses and Other Current Assets - Additional Information (Details) | Mar. 31, 2018 | Dec. 31, 2017 |
Prepaid Expense And Other Assets Current [Abstract] | ||
Maximum percentage of prepaid expenses and other current assets (in hundredths) | 5.00% | 5.00% |
Property, Plant, and Equipmen32
Property, Plant, and Equipment - Components of Property, Plant, and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 5,191 | $ 5,174 |
Accumulated depreciation | (4,003) | (3,876) |
Property, plant and equipment, net | 1,188 | 1,298 |
Buildings and Land [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 579 | 579 |
Enterprise Hardware and Software [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,746 | 1,744 |
Leaseholds [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 1,719 | 1,705 |
Equipment [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | 971 | 971 |
Furniture [Member] | ||
Property Plant And Equipment [Line Items] | ||
Property, plant and equipment, gross | $ 176 | $ 175 |
Property, Plant, and Equipmen33
Property, Plant, and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Property Plant And Equipment [Abstract] | ||
Depreciation expense | $ 120 | $ 74 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Mar. 31, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Compensation, excluding taxes | $ 738 | $ 869 |
Clinical trial expenses | 1,603 | 1,124 |
Professional fees | 95 | 221 |
Short-term portion of lease restructuring | 197 | 209 |
Other | 893 | 985 |
Total accrued expenses | $ 3,526 | $ 3,408 |
Accrued Expenses - Schedule o35
Accrued Expenses - Schedule of Accrued Expenses (Parenthetical) (Details) | Mar. 31, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Maximum percentage of current liabilities accrued (in hundredths) | 5.00% | 5.00% |
Restructuring Expenses - Additi
Restructuring Expenses - Additional Information (Details) $ in Thousands | Aug. 18, 2014USD ($) | May 22, 2014USD ($) | Mar. 31, 2018USD ($)Lease | Dec. 31, 2017USD ($) |
Property Subject to Operating Lease [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Number of sub leases | Lease | 2 | |||
Restructuring reserve balance | $ 546 | $ 604 | ||
Sub-lease 1 [Member] | Facility Closing [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring reserve charges | $ 900 | |||
Sub Lease 2 [Member] | Facility Closing [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring reserve charges | $ 700 | |||
Other non-current liabilities [Member] | Property Subject to Operating Lease [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring reserve balance | 300 | |||
Accrued Expenses [Member] | Property Subject to Operating Lease [Member] | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Restructuring reserve balance | $ 200 |
Restructuring Expenses - Schedu
Restructuring Expenses - Schedule of Restructuring and Related Costs (Details) - Lease Liability [Member] $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Restructuring reserve balance | $ 604 |
Payments/Utilizations | (58) |
Restructuring reserve balance | $ 546 |
Stockholders' Equity - Reverse
Stockholders' Equity - Reverse Stock Split - Additional Information (Details) | May 02, 2018$ / sharesshares | Nov. 06, 2017 | Mar. 31, 2018$ / shares | Dec. 31, 2017$ / shares |
Stockholders Equity Note [Line Items] | ||||
Reverse stock split | 1:350 | |||
Reverse stock split ratio | 0.0029 | |||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||
Subsequent Event [Member] | ||||
Stockholders Equity Note [Line Items] | ||||
Reverse stock split | 1:500 | |||
Reverse stock split ratio | 0.002 | |||
OTCQB [Member] | Subsequent Event [Member] | ||||
Stockholders Equity Note [Line Items] | ||||
Reverse stock split | 1:500 | |||
Reverse stock split ratio | 0.002 | |||
Number of fractional shares were issued in connected with the reverse stock split | shares | 0 | |||
Common stock, par value (in dollars per share) | $ 0.01 |
Stockholders' Equity - February
Stockholders' Equity - February 2018 Financing - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | |
Feb. 28, 2018 | Mar. 31, 2018 | |
Stockholders Equity Note [Line Items] | ||
Sale of common stock, net of expenses (in shares) | 424,000 | |
Number of pre-funded warrants | 76,000 | |
Net proceeds from issuance of private placement | $ 4.3 | |
February 2018 Warrants [Member] | ||
Stockholders Equity Note [Line Items] | ||
Warrants issued to purchase Common Stock | 1,000,000 | |
Value of warrants issued | $ 18.3 | |
Warrants exercisable per share price (in dollars per share) | $ 10 | |
Number of warrants outstanding (in shares) | 1,000,000 | |
Valuation using exercise price | $ 10 | |
Valuation using contractual term | 6 years | |
Valuation using volatility rate | 122.68% | |
Valuation using risk free rate | 1.00% |
Stockholders' Equity - Stock In
Stockholders' Equity - Stock Incentive Plans - Additional Information (Details) - USD ($) | May 02, 2018 | Mar. 31, 2018 | Mar. 31, 2017 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock option compensation expense | $ 7,000 | $ 21,000 | |
Restricted stock compensation expense | 14,000 | 27,000 | |
Stock Options [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock option compensation expense | 7,000 | 21,000 | |
Restricted Stock [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Restricted stock compensation expense | $ 14,000 | $ 27,000 | |
Subsequent Event [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock options granted | 0 | ||
Shares available for grant | 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Derivative warrant liability [Abstract] | ||
Change in fair value of the warrant liability, net | $ 14,697 | $ 1,238 |
Derivative warrant liabilities | $ 4,200 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value of Warrants (Details) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2018 | Dec. 31, 2017 | |
Minimum [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Expected life (in years) | 6 months 29 days | 9 months 25 days |
Expected volatility (in hundredths) | 122.68% | 130.88% |
Risk-free interest rates (in hundredths) | 1.95% | 1.68% |
Maximum [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Expected life (in years) | 5 years 10 months 13 days | 4 years 10 months 17 days |
Expected volatility (in hundredths) | 291.61% | 266.92% |
Risk-free interest rates (in hundredths) | 2.63% | 2.06% |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Derivative Instruments Liabilities [Member] - Recurring [Member] $ in Thousands | Mar. 31, 2018USD ($) |
Liabilities [Abstract] | |
Total Liabilities | $ 4,169 |
Level 3 [Member] | |
Liabilities [Abstract] | |
Total Liabilities | $ 4,169 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value Measurements Using Significant Unobservable Inputs (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Fair Value Measurements Using Significant Unobservable Inputs (Level 3) [Roll Forward] | ||
Beginning balance | $ 560 | |
Fair value of warrants issued | 18,306 | $ 0 |
Fair value of warrants exercised | 0 | $ 0 |
Total change in the liability included in earnings | (14,697) | |
Ending balance | $ 4,169 |
Net Loss per Common Share - Ant
Net Loss per Common Share - Anti-Dilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,014,041 | 41 |
Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,014,041 | 41 |
Taxes - Additional Information
Taxes - Additional Information (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2018USD ($) | |
Operating Loss Carryforwards [Line Items] | |
Reduction in corporate income tax rate | 21.00% |
Tax Cuts and Jobs Act, accounting complete | false |
Provisional income tax due to reduction in deferred tax assets | $ 143,500 |
Provisional amount of one-time transition tax | 0 |
ASU 2016-16 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Decrease in net operating loss deferred tax assets | 834 |
Decrease in deferred tax assets valuation allowance | $ 834 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) | May 02, 2018$ / sharesshares | Apr. 06, 2018shares | Nov. 06, 2017 | Mar. 31, 2018$ / sharesshares | Dec. 31, 2017$ / sharesshares |
Subsequent Event [Line Items] | |||||
Common stock, shares authorized (in shares) | 500,000,000 | 500,000,000 | |||
Reverse stock split | 1:350 | ||||
Reverse stock split ratio | 0.0029 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||
Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Reverse stock split | 1:500 | ||||
Reverse stock split ratio | 0.002 | ||||
Subsequent Event [Member] | OTCQB [Member] | |||||
Subsequent Event [Line Items] | |||||
Reverse stock split | 1:500 | ||||
Reverse stock split ratio | 0.002 | ||||
Number of fractional shares were issued in connected with the reverse stock split | 0 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | ||||
Board of Directors [Member] | |||||
Subsequent Event [Line Items] | |||||
Common stock, shares authorized (in shares) | 500,000,000 | ||||
Board of Directors [Member] | Subsequent Event [Member] | |||||
Subsequent Event [Line Items] | |||||
Common stock, shares authorized (in shares) | 1,000,000,000 | ||||
Board of Directors [Member] | Subsequent Event [Member] | Minimum [Member] | |||||
Subsequent Event [Line Items] | |||||
Reverse stock split | 1-for-100 | ||||
Reverse stock split ratio | 0.01 | ||||
Board of Directors [Member] | Subsequent Event [Member] | Maximum [Member] | |||||
Subsequent Event [Line Items] | |||||
Reverse stock split | 1-for-500 | ||||
Reverse stock split ratio | 0.002 |