Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | Apr. 24, 2023 | |
Cover [Abstract] | ||
Entity Registrant Name | ARCA BIOPHARMA, INC. | |
Entity Central Index Key | 0000907654 | |
Entity Current Reporting Status | Yes | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2023 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ABIO | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 14,410,143 | |
Entity Shell Company | false | |
Entity File Number | 000-22873 | |
Entity Tax Identification Number | 36-3855489 | |
Entity Address, Address Line One | 10170 Church Ranch Way | |
Entity Address, Address Line Two | Suite 100 | |
Entity Address, City or Town | Westminster | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80021 | |
City Area Code | 720 | |
Local Phone Number | 940-2200 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Security Exchange Name | NASDAQ | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes |
BALANCE SHEETS (Unaudited)
BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 40,850 | $ 42,445 |
Other current assets | 852 | 254 |
Total current assets | 41,702 | 42,699 |
Right-of-use asset - operating | 318 | 343 |
Property and equipment, net | 21 | 25 |
Other assets | 18 | 18 |
Total assets | 42,059 | 43,085 |
Current liabilities: | ||
Accounts payable | 366 | 334 |
Accrued compensation and employee benefits | 235 | 173 |
Accrued expenses and other liabilities (related party - $324 and $216 at March 31, 2023 and December 31, 2022, respectively) | 665 | 625 |
Total current liabilities | 1,266 | 1,132 |
Operating lease liability, net of current portion | 262 | 280 |
Total liabilities | 1,528 | 1,412 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value; 100 million shares authorized at March 31, 2023 and December 31, 2022; 14,410,143 shares issued and outstanding at March 31, 2023 and December 31, 2022 | 14 | 14 |
Additional paid-in capital | 225,265 | 225,061 |
Accumulated deficit | (184,748) | (183,402) |
Total stockholders’ equity | 40,531 | 41,673 |
Total liabilities and stockholders’ equity | $ 42,059 | $ 43,085 |
BALANCE SHEETS (Unaudited) (Par
BALANCE SHEETS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Statement Of Financial Position [Abstract] | ||
Due to related parties | $ 324 | $ 216 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 14,410,143 | 14,410,143 |
Common stock, shares outstanding | 14,410,143 | 14,410,143 |
STATEMENTS OF OPERATIONS (Unaud
STATEMENTS OF OPERATIONS (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Costs and expenses: | ||
Research and development (related party - $108 at both March 31, 2023 and 2022) | $ 390 | $ 2,179 |
General and administrative | 1,406 | 1,098 |
Total costs and expenses | 1,796 | 3,277 |
Loss from operations | (1,796) | (3,277) |
Interest and other income | 450 | 7 |
Other loss | (2) | |
Net loss | $ (1,346) | $ (3,272) |
Net loss per share: | ||
Basic | $ (0.09) | $ (0.23) |
Diluted | $ (0.09) | $ (0.23) |
Weighted average shares outstanding: | ||
Basic | 14,410,143 | 14,410,143 |
Diluted | 14,410,143 | 14,410,143 |
STATEMENTS OF OPERATIONS (Una_2
STATEMENTS OF OPERATIONS (Unaudited) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||
Related party expense | $ 108 | $ 108 |
STATEMENTS OF STOCKHOLDERS' EQU
STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit |
Beginning Balance at Dec. 31, 2021 | $ 51,043 | $ 14 | $ 224,505 | $ (173,476) |
Beginning Balance, shares at Dec. 31, 2021 | 14,410,143 | |||
Share-based compensation | 167 | 167 | ||
Net loss | (3,272) | (3,272) | ||
Ending Balance at Mar. 31, 2022 | 47,938 | $ 14 | 224,672 | (176,748) |
Ending Balance, shares at Mar. 31, 2022 | 14,410,143 | |||
Share-based compensation | 172 | 172 | ||
Net loss | (3,147) | (3,147) | ||
Ending Balance at Jun. 30, 2022 | 44,963 | $ 14 | 224,844 | (179,895) |
Ending Balance, shares at Jun. 30, 2022 | 14,410,143 | |||
Share-based compensation | 97 | 97 | ||
Net loss | (2,333) | (2,333) | ||
Ending Balance at Sep. 30, 2022 | 42,727 | $ 14 | 224,941 | (182,228) |
Ending Balance, shares at Sep. 30, 2022 | 14,410,143 | |||
Share-based compensation | 120 | 120 | ||
Net loss | (1,174) | (1,174) | ||
Ending Balance at Dec. 31, 2022 | $ 41,673 | $ 14 | 225,061 | (183,402) |
Ending Balance, shares at Dec. 31, 2022 | 14,410,143 | 14,410,143 | ||
Share-based compensation | $ 204 | 204 | ||
Net loss | (1,346) | (1,346) | ||
Ending Balance at Mar. 31, 2023 | $ 40,531 | $ 14 | $ 225,265 | $ (184,748) |
Ending Balance, shares at Mar. 31, 2023 | 14,410,143 | 14,410,143 |
STATEMENTS OF CASH FLOWS (Unaud
STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |||
Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | |
Cash flows from operating activities: | ||||
Net loss | $ (1,346,000) | $ (1,174,000) | $ (3,147,000) | $ (3,272,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Depreciation | 4,000 | 5,000 | ||
Amortization of right-of-use asset - operating | 25,000 | 23,000 | ||
Share-based compensation | 204,000 | 167,000 | ||
Loss from disposal of property and equipment | 2,000 | |||
Change in operating assets and liabilities: | ||||
Other current assets | (598,000) | (414,000) | ||
Accounts payable | 32,000 | (103,000) | ||
Accrued compensation and employee benefits | 62,000 | (757,000) | ||
Accrued expenses and other liabilities | 22,000 | 51,000 | ||
Net cash used in operating activities | (1,595,000) | (4,298,000) | ||
Cash flows from investing activities: | ||||
Purchase of property and equipment | (2,000) | |||
Net cash used in investing activities | (2,000) | |||
Cash flows from financing activities: | ||||
Net decrease in cash and cash equivalents | (1,595,000) | (4,300,000) | ||
Cash and cash equivalents, beginning of year | 42,445,000 | $ 49,059,000 | 53,359,000 | |
Cash and cash equivalents, end of year | $ 40,850,000 | $ 42,445,000 | $ 49,059,000 |
The Company and Summary of Sign
The Company and Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
The Company and Summary of Significant Accounting Policies | (1) The Company and Summary of Significant Accounting Policies Description of Business ARCA biopharma, Inc. (the Company or ARCA), a Delaware corporation, is headquartered in Westminster, Colorado. The Company is a clinical-stage biopharmaceutical company applying a precision medicine approach to the development and commercialization of genetically targeted therapies for cardiovascular diseases. The Company’s lead product candidate is Gencaro (bucindolol hydrochloride) for the treatment of atrial fibrillation (AF) in patients with chronic heart failure (HF). In April 2022, the Board of Directors established a Special Committee and, in May 2022, retained Ladenburg Thalmann & Co. Inc. (“Ladenburg”) to evaluate strategic options, including transactions involving a merger, sale of all or part of the Company’s assets, or other alternatives with the goal of maximizing stockholder value. The Company and Ladenburg have reviewed several potential strategic transactions and continue to evaluate further potential development of the Company’s existing assets, in order to maximize stockholder value. The Company does not have a defined timeline for the strategic review process and the review may not result in any specific action or transaction. Liquidity and Going Concern The Company devotes substantially all of its efforts towards obtaining regulatory approval and raising capital necessary to fund its operations and it is subject to a number of risks associated with clinical research and development, including dependence on key individuals, the development of and regulatory approval of commercially viable products, the need to raise adequate additional financing necessary to fund the development and commercialization of its products, and competition from larger companies. The Company has no t generated revenue to date and has incurred substantial losses and negative cash flows from operations since its inception. The Company has historically funded its operations through issuances of common and preferred stock. The Company believes that its current cash and cash equivalents as of March 31, 2023 will be sufficient to fund its operations through the middle of fiscal year 2024. The Company's review of its strategic options may impact this projection. Changing circumstances may cause us to consume capital significantly faster or slower than currently anticipated. The Company has based these estimates on assumptions that may prove to be wrong, and the Company could exhaust its available financial resources sooner than the Company currently anticipates. Therefore, the Company will have to raise additional capital for clinical trials of Gencaro. The Company may not be able to raise sufficient capital on acceptable terms, or at all, to continue development of Gencaro or rNAPc2 or to otherwise continue operations and may not be able to execute any strategic transaction. The Company’s liquidity, and its ability to raise additional capital or complete any strategic transaction, depends on a number of factors, including, but not limited to, the following: • the costs and timing for the potential additional clinical trials in order to gain possible regulatory approval for Gencaro, rNAPc2, or any other product candidate; • the market price of the Company’s stock and the availability and cost of additional equity capital from existing and potential new investors; • the Company’s ability to retain the listing of its common stock on the Nasdaq Capital Market; • general economic and industry conditions affecting the availability and cost of capital, including as a result of deteriorating market conditions due to investor concerns regarding inflation, adverse developments affecting the financial services industry and continued hostilities between Russia and Ukraine; • the Company’s ability to control costs associated with its operations; • the costs of filing, prosecuting, defending and enforcing any patent claims and other intellectual property rights; and • the terms and conditions of the Company’s existing collaborative and licensing agreements. The sale of additional equity or convertible debt securities would likely result in substantial additional dilution to the Company’s stockholders. If the Company raises additional funds through the incurrence of indebtedness, the obligations related to such indebtedness would be senior to rights of holders of the Company’s capital stock and could contain covenants that would restrict the Company’s operations. The Company also cannot predict what consideration might be available, if any, to the Company or its stockholders, in connection with any strategic transaction. Should strategic alternatives or additional capital not be available to the Company, or not be available on acceptable terms, the Company may be unable to realize value from its assets and discharge its liabilities in the normal course of business which may, among other alternatives, cause the Company to further delay, substantially reduce or discontinue operational activities to conserve its cash resources. Basis of Presentation The accompanying unaudited financial statements of the Company were prepared in accordance with generally accepted accounting principles for interim financial information and instructions to Form 10-Q and pursuant to Regulation S-X. Accordingly, these financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (GAAP) for complete financial statements. In the opinion of management, these financial statements include all normal and recurring adjustments considered necessary for a fair presentation of these interim financial statements. The results of operations for the three months ended March 31, 2023 are not necessarily indicative of results expected for the full year ending December 31, 2023. The Company has generated no revenue to date and its activities have consisted of seeking regulatory approval, research and development, exploring strategic alternatives for further developing and commercializing Gencaro and rNAPc2, and raising capital. These unaudited financial statements should be read in conjunction with the audited financial statements and footnotes thereto for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. Amounts presented are rounded to the nearest thousand, where indicated, except per share data and par values. Concentrations of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company has no off-balance-sheet concentrations of credit risk, such as foreign exchange contracts, option contracts, or foreign currency hedging arrangements. The Company maintains cash and cash equivalent balances in the form of bank demand deposits and money market fund accounts with financial institutions that management believes are creditworthy. Such balances may at times exceed the insured amount. Comprehensive Loss Comprehensive loss is defined as the change in equity during a period from transactions and other events and/or circumstances from non-owner sources. If the Company had comprehensive gains (losses), they would be reflected in the statement of operations and comprehensive loss and as a separate component in the statement of stockholders’ equity. There were no elements of comprehensive loss during the three months ended March 31, 2023 and 2022 . Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in right-of-use (ROU) asset – operating and lease obligations are included in accrued expenses and other liabilities and operating lease liability on the Company’s March 31, 2023 and December 31, 2022 balance sheets. ROU lease assets represent the Company’s right to use an underlying asset for the lease term and lease obligations represent the Company’s obligation to make lease payments arising from the lease. Operating ROU lease assets are recognized at the commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate a lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Accrued Outsourcing Expenses As part of the process of preparing its financial statements, the Company is required to estimate accrued outsourcing expenses. This process involves identifying services that third parties have performed on the Company’s behalf and estimating the level of service performed and the associated cost incurred for these services as of the balance sheet date. Examples of estimated accrued outsourcing expenses include contract service fees, such as fees payable to contract manufacturers in connection with the production of materials related to the Company’s drug product, and service fees and pass through costs from clinical research organizations. The Company develops estimates of liabilities using its judgment based upon the facts and circumstances known at the time. Recent Accounting Pronouncements The Company reviewed recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact to the financial statements. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | (2) Net Loss Per Share The Company calculates basic loss per share by dividing net loss by the weighted average common shares outstanding during the period. Diluted loss per share is computed by dividing net loss by the weighted average number of common shares outstanding during the period increased to include, if dilutive, the number of additional common shares that would have been outstanding if the potential common shares had been issued. The Company’s potentially dilutive shares include stock options, restricted stock units and warrants for common stock. Because the Company reported a net loss for the three months ended March 31, 2023 and 2022, all potentially dilutive shares of common stock have been excluded from the computation of the dilutive net loss per share for all periods presented. Such potentially dilutive shares of common stock consist of the following: March 31, 2023 2022 Potentially dilutive securities, excluded: Outstanding stock options 664,857 869,460 Unvested restricted stock units 91,000 — Warrants to purchase common stock — 133,401 755,857 1,002,861 |
Fair Value Disclosures
Fair Value Disclosures | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures | (3) Fair Value Disclosures There were no marketable securities as of March 31, 2023 or December 31, 2022. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (exit price). Inputs used to measure fair value are classified into the following hierarchy: • Level 1—Unadjusted quoted prices in active markets for identical assets or liabilities. The Company’s Level 1 assets consist of money market investments. The Company does not have any Level 1 liabilities. • Level 2—Unadjusted quoted prices in active markets for similar assets or liabilities; unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active; or inputs other than quoted prices that are observable for the asset or liability. The Company does not have any Level 2 assets or liabilities. • Level 3—Unobservable inputs for the asset or liability. The Company does not have any Level 3 assets or liabilities. As of March 31, 2023 and December 31, 2022, the Company had $ 40.9 million and $ 42.4 million , respectively, of cash equivalents consisting of money market funds with original maturities of 90 days or less. The Company has the ability to liquidate these investments without restriction. The Company determines fair value for these money market funds with Level 1 inputs through quoted market prices. There were no transfers of assets between fair value hierarchy levels during the three months ended March 31, 2023. Fair Value of Other Financial Instruments The carrying amount of other financial instruments, including accounts payable, approximated fair value due to their short maturities. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2023 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | (4) Property and Equipment Property and equipment consist of the following (in thousands): Estimated Life March 31, December 31, Computer equipment 3 years $ 39 $ 39 Lab equipment 5 years 130 130 Furniture and fixtures 5 years 44 44 Computer software 3 years 16 16 229 229 Accumulated depreciation and amortization ( 208 ) ( 204 ) Property and equipment, net $ 21 $ 25 For the three months ended March 31, 2023 and 2022, depreciation and amortization expense was $ 4,000 and $ 5,000 respectively. |
Related Party Arrangements
Related Party Arrangements | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
Related Party Arrangements | (5) Related Party Arrangements Transactions with the Company’s President and Chief Executive Officer The Company has entered into unrestricted research grants with its President and Chief Executive Officer’s academic research laboratory at the University of Colorado. Funding of any unrestricted research grants is contingent upon the Company’s financial condition, and can be deferred or terminated at the Company’s discretion. Total expense under these arrangements for the three months ended March 31, 2023 and 2022 was $ 108,000 and $ 108,000 respectively, of which $ 324,000 was unpaid and included in accrued expenses and other liabilities as of March 31, 2023 . |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | (6) Commitments and Contingencies The Company has or is subject to the following commitments and contingencies. Employment Agreements and Reduction of Workforce The Company maintains employment agreements with several key executive employees. The agreements may be terminated at any time by the Company with or without cause upon written notice to the employee, and entitle the employee to wages in lieu of notice for periods not exceeding one calendar year from the date of termination without cause or by the employee for good reason. Certain of these agreements also provide for payments to be made under certain conditions related to a change in control of the Company. In December 2022, the Company's Board of Directors approved retention bonuses for certain employees, subject to continued employment with the Company through the earlier of a change in control of the Company or certain clinical development decisions totaling $ 265,000 , none of which was accrued as of March 31, 2023, since there had not been a change in control or clinical development decision. In 2022, the Company implemented a strategic reduction of the workforce by approximately 67 %, or 12 employees. Personnel reductions were primarily focused in research and development and general and administrative functions. The restructuring was a result of the Company’s decision to manage operating costs and expenses. During the year ended December 31, 2022, the Company recorded total restructuring charges of approximately $ 755,000 , of which $ 470,000 and $ 285,000 were recognized in research and development and general and administrative expenses, respectively, in connection with the restructuring, all in the form of one-time termination benefits. The Company and Christopher D. Ozeroff, the Secretary, Senior Vice President and General Counsel of ARCA mutually agreed to conclude Mr. Ozeroff’s employment effective March 31, 2023. Pursuant to Mr. Ozeroff's existing employment agreement, as previously amended, ARCA will provide Mr. Ozeroff severance benefits pursuant to the terms of his existing employment agreement with the Company, as previously amended. The severance benefits include severance payments and reimbursement to cover out-of-pocket costs to continue group health insurance benefits under COBRA, whether he elects or is eligible to receive COBRA (provided, that even if he does not elect or is not eligible to receive COBRA, he will receive the equivalent of such out-of-pocket expenses paid by him not to exceed the costs that the benefits would equal under COBRA if he were so eligible). During the three months ended March 31, 2023, the Company recorded an expense of $ 159,000 for these severance benefits, of which $ 159,000 remains unpaid and is included in accrued compensation and employee benefits. Operating Leases On August 29, 2020 the Company entered into a lease agreement for approximately 5,200 square feet of office facilities in Westminster, Colorado which serves as the Company’s primary business office effective October 1, 2020 (October 2020 Lease). The lease term is 42 months beginning October 1, 2020 and includes an option to renew for an additional 36 month term at the then prevailing rental rate. The exercise of the lease renewal option is at the Company’s sole discretion. The amounts recorded assume the Company will exercise its renewal option. In June 2021, the Company entered into a sublease agreement for approximately 3,000 square feet of additional office facilities in the Company’s primary business office (2021 Lease). The sublease term is 29 months beginning June 2021, with no renewal option. The leases include real estate taxes and insurance, which is not a lease component and is not included in the lease obligation. In addition, common area maintenance charges are based on actual costs incurred and are a non-lease component that is not included in the lease obligation. Future minimum commitments due under the October 2020 and 2021 Lease agreements as of March 31, 2023 are as follows (in thousands): Remainder of 2023 $ 94 2024 93 2025 96 2026 100 2027 25 Total remaining lease payments 408 Less: imputed lease interest ( 51 ) Less: Current portion ( 95 ) Operating lease liability, net of current portion $ 262 Rent expense, which is included in general and administrative expense, for the three months ended March 31, 2023 and 2022 was $ 31,000 and $ 31,000 , respectively. As of March 31, 2023 , the lease liability was $ 357,000 , and the current portion is included in accrued expenses and other liabilities and the non-current portion is in operating lease liability, net of current portion in the accompanying balance sheet. Cash paid for amounts included in the measurement of lease liabilities and the operating cash flows from operating leases for the three months ended March 31, 2023 and 2022 were $ 33,000 and $ 32,000 , respectively. The weighted-average remaining lease term for the operating lease as of March 31, 2023 is 4.0 years. The discount rate for the operating lease is 7 %. Patent Agreement In July 2021, the Company entered into a patent assignment agreement (the Agreement) with the University Medical Center of Johannes Gutenberg University Mainz, Germany. Under the terms of the Agreement, the Company received exclusive world-wide patent rights relating to the use of rNAPc2 as a potential treatment for COVID-19, and other indications, based on the research and discoveries from Univ.-Prof. Dr. Wolfram Ruf, the Scientific Director and Alexander von Humboldt Professor at the Center for Thrombosis and Hemostasis (CTH) of the University Medical Center Mainz, and his collaborators. The Company has upfront and potential milestone obligations to the University Medical Center Mainz that could total approximately € 1.6 million and royalty obligations in the low single digit range, if rNAPc2 receives regulatory approval and is commercialized. The term of the Agreement extends to the date of expiration of the last to expire of any of the assigned patents. |
Equity Financings
Equity Financings | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Equity Financings | (7) Equity Financings At the Market Equity Financing On July 22, 2020, the Company entered into a Capital on Demand TM Sales Agreement (the Sales Agreement) with JonesTrading Institutional Services LLC, as agent (JonesTrading), pursuant to which the Company may offer and sell, from time to time through JonesTrading, shares of the Company’s common stock, par value $ 0.001 per share (the Common Stock), having an aggregate offering price of up to $ 54.0 million (the Shares). Under the Sales Agreement, JonesTrading may sell the Shares by any method permitted by law and deemed to be an “at the market offering” as defined in Rule 415 promulgated under the Securities Act of 1933, as amended, including sales made directly on or through the Nasdaq Capital Market, on any other existing trading market for the Common Stock or to or through a market maker. In addition, under the amended Sales Agreement, JonesTrading may sell the Shares by any other method permitted by law, including in negotiated transactions. The Company may instruct JonesTrading not to sell Shares if the sales cannot be effected at or above the price designated by the Company from time to time. The Company is not obligated to make any sales of the Shares under the Sales Agreement. The offering of Shares pursuant to the Sales Agreement will terminate upon the earlier of (a) the sale of all of the Shares subject to the Sales Agreement or (b) the termination of the Sales Agreement by JonesTrading or the Company, as permitted therein. The Company paid JonesTrading a commission rate equal to 3.0 % of the aggregate gross proceeds from each sale of Shares and agreed to provide JonesTrading with customary indemnification and contribution rights. The Company will also reimburse JonesTrading for certain specified expenses in connection with entering into the Sales Agreement. No sales were made in 2023 or 2022. In April 2021, the Company amended the 2020 Sales Agreement and the amount available for the offering under its prospectus to the Company’s registration statement on Form S-3 (No. 333-254585). The amount available for the offering under the prospectus supplement is subject to the limitation of not selling a total value amount of shares exceeding more than one-third of the Company’s public float in any 12-month period. |
Share-based Compensation
Share-based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-based Compensation | (8) Share-based Compensation For the three months ended March 31, 2023 and 2022, the Company recognized the following non-cash, share-based compensation expense in the statements of operations (in thousands): Three Months 2023 2022 Research and development $ 41 $ 41 General and administrative 163 126 Total $ 204 $ 167 Stock option transactions for the three months ended March 31, 2023 and 2022 under the Company’s stock incentive plans were as follows: Options Outstanding Number Weighted Average Weighted Average Remaining Contractual Term Options outstanding - December 31, 2021 704,960 $ 5.62 8.29 Granted — — Exercised — — Forfeited and cancelled ( 40,103 ) 3.48 Options outstanding - March 31, 2023 664,857 $ 5.75 7.53 Options exercisable - March 31, 2023 363,281 $ 7.87 6.85 Options vested and expected to vest 664,734 $ 5.75 7.53 Stock award transactions for the three months ended March 31, 2023 under the Company’s stock incentive plans were as follows: Restricted Stock Units Outstanding Number Weighted RSUs outstanding - December 31, 2022 91,000 $ 2.21 Granted — — Vested and released — — Forfeited and cancelled — — RSUs outstanding - March 31, 2023 91,000 $ 2.21 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | (9) Income Taxes In accordance with GAAP, a valuation allowance should be provided if it is more likely than not that some or all of the Company’s deferred tax assets will not be realized. The Company’s ability to realize the benefit of its deferred tax assets will depend on the generation of future taxable income. Due to the uncertainty of future profitable operations and taxable income, the Company has recorded a full valuation allowance against its net deferred tax assets. The Company believes its tax filing positions and deductions related to tax periods subject to examination will be sustained upon audit and, therefore, has no reserve for uncertain tax positions. |
The Company and Summary of Si_2
The Company and Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Description of Business | Description of Business ARCA biopharma, Inc. (the Company or ARCA), a Delaware corporation, is headquartered in Westminster, Colorado. The Company is a clinical-stage biopharmaceutical company applying a precision medicine approach to the development and commercialization of genetically targeted therapies for cardiovascular diseases. The Company’s lead product candidate is Gencaro (bucindolol hydrochloride) for the treatment of atrial fibrillation (AF) in patients with chronic heart failure (HF). In April 2022, the Board of Directors established a Special Committee and, in May 2022, retained Ladenburg Thalmann & Co. Inc. (“Ladenburg”) to evaluate strategic options, including transactions involving a merger, sale of all or part of the Company’s assets, or other alternatives with the goal of maximizing stockholder value. The Company and Ladenburg have reviewed several potential strategic transactions and continue to evaluate further potential development of the Company’s existing assets, in order to maximize stockholder value. The Company does not have a defined timeline for the strategic review process and the review may not result in any specific action or transaction. |
Liquidity and Going Concern | Liquidity and Going Concern The Company devotes substantially all of its efforts towards obtaining regulatory approval and raising capital necessary to fund its operations and it is subject to a number of risks associated with clinical research and development, including dependence on key individuals, the development of and regulatory approval of commercially viable products, the need to raise adequate additional financing necessary to fund the development and commercialization of its products, and competition from larger companies. The Company has no t generated revenue to date and has incurred substantial losses and negative cash flows from operations since its inception. The Company has historically funded its operations through issuances of common and preferred stock. The Company believes that its current cash and cash equivalents as of March 31, 2023 will be sufficient to fund its operations through the middle of fiscal year 2024. The Company's review of its strategic options may impact this projection. Changing circumstances may cause us to consume capital significantly faster or slower than currently anticipated. The Company has based these estimates on assumptions that may prove to be wrong, and the Company could exhaust its available financial resources sooner than the Company currently anticipates. Therefore, the Company will have to raise additional capital for clinical trials of Gencaro. The Company may not be able to raise sufficient capital on acceptable terms, or at all, to continue development of Gencaro or rNAPc2 or to otherwise continue operations and may not be able to execute any strategic transaction. The Company’s liquidity, and its ability to raise additional capital or complete any strategic transaction, depends on a number of factors, including, but not limited to, the following: • the costs and timing for the potential additional clinical trials in order to gain possible regulatory approval for Gencaro, rNAPc2, or any other product candidate; • the market price of the Company’s stock and the availability and cost of additional equity capital from existing and potential new investors; • the Company’s ability to retain the listing of its common stock on the Nasdaq Capital Market; • general economic and industry conditions affecting the availability and cost of capital, including as a result of deteriorating market conditions due to investor concerns regarding inflation, adverse developments affecting the financial services industry and continued hostilities between Russia and Ukraine; • the Company’s ability to control costs associated with its operations; • the costs of filing, prosecuting, defending and enforcing any patent claims and other intellectual property rights; and • the terms and conditions of the Company’s existing collaborative and licensing agreements. The sale of additional equity or convertible debt securities would likely result in substantial additional dilution to the Company’s stockholders. If the Company raises additional funds through the incurrence of indebtedness, the obligations related to such indebtedness would be senior to rights of holders of the Company’s capital stock and could contain covenants that would restrict the Company’s operations. The Company also cannot predict what consideration might be available, if any, to the Company or its stockholders, in connection with any strategic transaction. Should strategic alternatives or additional capital not be available to the Company, or not be available on acceptable terms, the Company may be unable to realize value from its assets and discharge its liabilities in the normal course of business which may, among other alternatives, cause the Company to further delay, substantially reduce or discontinue operational activities to conserve its cash resources. |
Basis of Presentation | Basis of Presentation The accompanying unaudited financial statements of the Company were prepared in accordance with generally accepted accounting principles for interim financial information and instructions to Form 10-Q and pursuant to Regulation S-X. Accordingly, these financial statements do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America (GAAP) for complete financial statements. In the opinion of management, these financial statements include all normal and recurring adjustments considered necessary for a fair presentation of these interim financial statements. The results of operations for the three months ended March 31, 2023 are not necessarily indicative of results expected for the full year ending December 31, 2023. The Company has generated no revenue to date and its activities have consisted of seeking regulatory approval, research and development, exploring strategic alternatives for further developing and commercializing Gencaro and rNAPc2, and raising capital. These unaudited financial statements should be read in conjunction with the audited financial statements and footnotes thereto for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission. Amounts presented are rounded to the nearest thousand, where indicated, except per share data and par values. |
Concentrations of Credit Risk | Concentrations of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents. The Company has no off-balance-sheet concentrations of credit risk, such as foreign exchange contracts, option contracts, or foreign currency hedging arrangements. The Company maintains cash and cash equivalent balances in the form of bank demand deposits and money market fund accounts with financial institutions that management believes are creditworthy. Such balances may at times exceed the insured amount. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss is defined as the change in equity during a period from transactions and other events and/or circumstances from non-owner sources. If the Company had comprehensive gains (losses), they would be reflected in the statement of operations and comprehensive loss and as a separate component in the statement of stockholders’ equity. There were no elements of comprehensive loss during the three months ended March 31, 2023 and 2022 . |
Leases | Leases The Company determines if an arrangement is a lease at inception. Operating leases are included in right-of-use (ROU) asset – operating and lease obligations are included in accrued expenses and other liabilities and operating lease liability on the Company’s March 31, 2023 and December 31, 2022 balance sheets. ROU lease assets represent the Company’s right to use an underlying asset for the lease term and lease obligations represent the Company’s obligation to make lease payments arising from the lease. Operating ROU lease assets are recognized at the commencement date based on the present value of lease payments over the lease term. As the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. The Company’s lease terms may include options to extend or terminate a lease when it is reasonably certain that the Company will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. |
Accrued Outsourcing Expenses | Accrued Outsourcing Expenses As part of the process of preparing its financial statements, the Company is required to estimate accrued outsourcing expenses. This process involves identifying services that third parties have performed on the Company’s behalf and estimating the level of service performed and the associated cost incurred for these services as of the balance sheet date. Examples of estimated accrued outsourcing expenses include contract service fees, such as fees payable to contract manufacturers in connection with the production of materials related to the Company’s drug product, and service fees and pass through costs from clinical research organizations. The Company develops estimates of liabilities using its judgment based upon the facts and circumstances known at the time. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements The Company reviewed recently issued accounting pronouncements and concluded that they were either not applicable or not expected to have a significant impact to the financial statements. |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Potentially Dilutive Shares of Common Stock | Because the Company reported a net loss for the three months ended March 31, 2023 and 2022, all potentially dilutive shares of common stock have been excluded from the computation of the dilutive net loss per share for all periods presented. Such potentially dilutive shares of common stock consist of the following: March 31, 2023 2022 Potentially dilutive securities, excluded: Outstanding stock options 664,857 869,460 Unvested restricted stock units 91,000 — Warrants to purchase common stock — 133,401 755,857 1,002,861 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property Plant And Equipment [Abstract] | |
Summary of Property and Equipment | Property and equipment consist of the following (in thousands): Estimated Life March 31, December 31, Computer equipment 3 years $ 39 $ 39 Lab equipment 5 years 130 130 Furniture and fixtures 5 years 44 44 Computer software 3 years 16 16 229 229 Accumulated depreciation and amortization ( 208 ) ( 204 ) Property and equipment, net $ 21 $ 25 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Commitments And Contingencies Disclosure [Abstract] | |
Future Minimum Commitments due Under October 2020 and 2021 Lease Agreements | Future minimum commitments due under the October 2020 and 2021 Lease agreements as of March 31, 2023 are as follows (in thousands): Remainder of 2023 $ 94 2024 93 2025 96 2026 100 2027 25 Total remaining lease payments 408 Less: imputed lease interest ( 51 ) Less: Current portion ( 95 ) Operating lease liability, net of current portion $ 262 |
Share-based Compensation (Table
Share-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Non-cash, Share-based Compensation Expense | For the three months ended March 31, 2023 and 2022, the Company recognized the following non-cash, share-based compensation expense in the statements of operations (in thousands): Three Months 2023 2022 Research and development $ 41 $ 41 General and administrative 163 126 Total $ 204 $ 167 |
Summary of Stock Option Activities | Stock option transactions for the three months ended March 31, 2023 and 2022 under the Company’s stock incentive plans were as follows: Options Outstanding Number Weighted Average Weighted Average Remaining Contractual Term Options outstanding - December 31, 2021 704,960 $ 5.62 8.29 Granted — — Exercised — — Forfeited and cancelled ( 40,103 ) 3.48 Options outstanding - March 31, 2023 664,857 $ 5.75 7.53 Options exercisable - March 31, 2023 363,281 $ 7.87 6.85 Options vested and expected to vest 664,734 $ 5.75 7.53 |
Summary of Stock Award Transactions under Stock Incentive Plans | Stock award transactions for the three months ended March 31, 2023 under the Company’s stock incentive plans were as follows: Restricted Stock Units Outstanding Number Weighted RSUs outstanding - December 31, 2022 91,000 $ 2.21 Granted — — Vested and released — — Forfeited and cancelled — — RSUs outstanding - March 31, 2023 91,000 $ 2.21 |
The Company and Summary of Si_3
The Company and Summary of Significant Accounting Policies (Details Textual) | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Accounting Policies [Abstract] | |
Revenues | $ 0 |
Concentrations of credit risk | $ 0 |
Net Loss Per Share - Summary of
Net Loss Per Share - Summary of Potentially Dilutive Shares of Common Stock (Details) - shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 755,857 | 1,002,861 |
Outstanding stock options | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 664,857 | 869,460 |
Unvested restricted stock units | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 91,000 | |
Warrants to purchase common stock | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 133,401 |
Fair Value Disclosures (Details
Fair Value Disclosures (Details Textual) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Marketable securities | $ 0 | $ 0 |
Transfers of assets between fair value hierarchy levels | 0 | |
Fair Value Measurements, Recurring | Level 1 | Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents consisting of money market funds and commercial paper | $ 40,900,000 | $ 42,400,000 |
Property and Equipment - Summar
Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Property Plant And Equipment [Line Items] | ||
Property and Equipment, Gross | $ 229 | $ 229 |
Accumulated depreciation and amortization | (208) | (204) |
Property and equipment, net | $ 21 | 25 |
Computer Equipment | ||
Property Plant And Equipment [Line Items] | ||
Estimated Life | 3 years | |
Property and Equipment, Gross | $ 39 | 39 |
Lab Equipment | ||
Property Plant And Equipment [Line Items] | ||
Estimated Life | 5 years | |
Property and Equipment, Gross | $ 130 | 130 |
Furniture and Fixtures | ||
Property Plant And Equipment [Line Items] | ||
Estimated Life | 5 years | |
Property and Equipment, Gross | $ 44 | 44 |
Computer Software | ||
Property Plant And Equipment [Line Items] | ||
Estimated Life | 3 years | |
Property and Equipment, Gross | $ 16 | $ 16 |
Property and Equipment (Details
Property and Equipment (Details Textual) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Property Plant And Equipment [Abstract] | ||
Depreciation and amortization expense | $ 4,000 | $ 5,000 |
Related Party Arrangements (Det
Related Party Arrangements (Details Textual) - USD ($) | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||
Total expense | $ 108,000 | $ 108,000 | |
Due to related parties | 324,000 | $ 216,000 | |
Chief Executive Officer | Accrued Expenses And Other Liabilities | |||
Related Party Transaction [Line Items] | |||
Due to related parties | 324,000 | ||
Chief Executive Officer | Research Grants | |||
Related Party Transaction [Line Items] | |||
Total expense | $ 108,000 | $ 108,000 |
Commitments and Contingencies_2
Commitments and Contingencies (Details Textual) € in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Aug. 29, 2020 ft² | Jul. 31, 2021 EUR (€) | Jun. 30, 2021 ft² | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2022 USD ($) Employee | |
Commitments And Contingencies [Line Items] | ||||||
Workforce reduction, percentage | 67% | |||||
Workforce reduction, number of employees | Employee | 12 | |||||
Severance expense | $ 159,000 | |||||
Area of office facilities taken on lease | ft² | 5,200 | |||||
Operating lease term | 42 months | |||||
Additional operating lease term | 36 months | |||||
Lease renewal option | option to renew for an additional 36 month term at the then prevailing rental rate. | |||||
Lessee, Operating Lease, Existence of Option to Extend [true false] | true | |||||
Area of additional office facilities taken on sublease | ft² | 3,000 | |||||
Operating sublease term | 29 months | |||||
Lessee, Operating Sublease, Existence of Option to Extend [true false] | false | |||||
Lessee, operating lease, assumptions and judgments, allocation of lease and nonlease component | The leases include real estate taxes and insurance, which is not a lease component and is not included in the lease obligation. In addition, common area maintenance charges are based on actual costs incurred and are a non-lease component that is not included in the lease obligation. | |||||
Operating lease, cash paid for measurement of lease liabilities | $ 33,000 | $ 32,000 | ||||
Lease liability | $ 357,000 | |||||
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other liabilities | |||||
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Operating lease liability, net of current portion | |||||
Weighted-average remaining lease term | 4 years | |||||
Weighted-average discount rate | 7% | |||||
One-time Termination Benefits | ||||||
Commitments And Contingencies [Line Items] | ||||||
Restructuring charges | $ 755,000 | |||||
General and Administrative Expense | ||||||
Commitments And Contingencies [Line Items] | ||||||
Rent expense | $ 31,000 | $ 31,000 | ||||
General and Administrative Expense | One-time Termination Benefits | ||||||
Commitments And Contingencies [Line Items] | ||||||
Restructuring charges | 285,000 | |||||
Accrued Compensation And Employee Benefits | ||||||
Commitments And Contingencies [Line Items] | ||||||
Restructuring Reserve, Current | $ 159,000 | |||||
Research and development | Patent Assignment Agreement | University Medical Center of Johannes Gutenberg University Mainz | ||||||
Commitments And Contingencies [Line Items] | ||||||
Potential upfront and milestone obligations and royalty obligations | € | € 1.6 | |||||
Research and development | One-time Termination Benefits | ||||||
Commitments And Contingencies [Line Items] | ||||||
Restructuring charges | 470,000 | |||||
Clinical development decisions | ||||||
Commitments And Contingencies [Line Items] | ||||||
Amount of retention bonuses | $ 265,000 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Commitments due Under October 2020 and 2021 Lease Agreements (Details) - USD ($) $ in Thousands | Mar. 31, 2023 | Dec. 31, 2022 |
Commitments And Contingencies Disclosure [Abstract] | ||
Remainder of 2023 | $ 94 | |
2024 | 93 | |
2025 | 96 | |
2026 | 100 | |
2027 | 25 | |
Total remaining lease payments | 408 | |
Less: imputed lease interest | (51) | |
Less: Current portion | $ (95) | |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued expenses and other liabilities | |
Operating lease liability, net of current portion | $ 262 | $ 280 |
Equity Financings (Details Text
Equity Financings (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | Jul. 22, 2020 | |
Equity Financing [Line Items] | |||
Common stock, par value | $ 0.001 | $ 0.001 | |
JonesTrading | |||
Equity Financing [Line Items] | |||
Percentage of selling commission per additional shares sold | 3% | ||
Sales Agreement | JonesTrading | |||
Equity Financing [Line Items] | |||
Common stock, par value | $ 0.001 | ||
Aggregate offering price of common stock authorized | $ 54 | ||
2020 Sales Agreement | |||
Equity Financing [Line Items] | |||
Sale of common stock | 0 | 0 |
Share-based Compensation - Summ
Share-based Compensation - Summary of Non-cash, Share-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total expenses | $ 204 | $ 167 |
Research and development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total expenses | 41 | 41 |
General and administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Total expenses | $ 163 | $ 126 |
Share-based Compensation - Su_2
Share-based Compensation - Summary of Stock Option Activities (Details) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2021 | |
Number of Stock Options | ||
Number of Options, Forfeited and cancelled | (40,103) | |
Number of Options, Options outstanding, end of period | 664,857 | 704,960 |
Number of Options, Options exercisable, end of period | 363,281 | |
Number of Options, Options vested and expected to vest | 664,734 | |
Stock Options, Weighted Average Exercise Price | ||
Weighted Average Exercise Price, Forfeited and cancelled | $ 3.48 | |
Weighted Average Exercise Price, Options outstanding, end of period | 5.75 | $ 5.62 |
Weighted Average Exercise Price, Options exercisable, end of period | 7.87 | |
Weighted Average Exercise Price, Options vested and expected to vest, end of period | $ 5.75 | |
Stock Options, Weighted Average Remaining Contractual Term | ||
Weighted Average Remaining Contractual Term (in years), Options outstanding | 7 years 6 months 10 days | 8 years 3 months 14 days |
Weighted Average Remaining Contractual Term (in years), Options exercisable | 6 years 10 months 6 days | |
Weighted Average Remaining Contractual Term (in years), Options vested and expected to vest | 7 years 6 months 10 days |
Share-based Compensation - Su_3
Share-based Compensation - Summary of Stock Award Transactions under Stock Incentive Plans (Details) | Mar. 31, 2023 $ / shares shares |
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Number of Shares, RSUs outstanding, beginning of period | shares | 91,000 |
Number of Shares, RSUs outstanding, end of period | shares | 91,000 |
RSUs, Weighted Average Grant Date Fair Value | |
Weighted Average Grant Date Date Fair Value, RSUs outstanding, beginning of period | $ / shares | $ 2.21 |
Weighted Average Grant Date Date Fair Value, RSUs outstanding, end of period | $ / shares | $ 2.21 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) | Mar. 31, 2023 USD ($) |
Income Tax Disclosure [Abstract] | |
Reserve for uncertain tax positions | $ 0 |