Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2023 | Nov. 09, 2023 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-34810 | |
Entity Registrant Name | Aspira Women’s Health Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 33-0595156 | |
Entity Address, Address Line One | 12117 Bee Caves Road | |
Entity Address, Address Line Two | Building III | |
Entity Address, Address Line Three | Suite 100 | |
Entity Address, City or Town | Austin | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78738 | |
City Area Code | 512 | |
Local Phone Number | 519-0400 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | AWH | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,336,834 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0000926617 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||||||||
Cash and cash equivalents | $ 5,100 | $ 13,306 | $ 20,551 | |||||
Accounts receivable, net of allowance of $35 and $9, at September 30, 2023 and December 31, 2022, respectively | 1,590 | 1,245 | 1,201 | |||||
Prepaid expenses and other current assets | 581 | 1,442 | 944 | |||||
Inventories | 301 | 316 | 280 | |||||
Total current assets | 7,572 | 16,309 | 22,976 | |||||
Property and equipment, net | 221 | 368 | 417 | |||||
Right-of-use assets | 600 | 282 | 299 | |||||
Restricted cash | 256 | 251 | 250 | |||||
Other assets | 13 | 163 | ||||||
Total assets | 8,662 | 17,373 | 23,942 | |||||
Current liabilities: | ||||||||
Accounts payable | 1,382 | 881 | 1,893 | |||||
Accrued liabilities | 3,089 | 3,402 | 4,988 | |||||
Current portion of long-term debt | 378 | 403 | 343 | |||||
Short-term debt | 77 | 764 | ||||||
Current maturities of lease liabilities | 236 | 77 | 73 | |||||
Total current liabilities | 5,162 | 5,527 | 7,297 | |||||
Non-current liabilities: | ||||||||
Long-term debt | 1,217 | 2,315 | 2,426 | |||||
Non-current maturities of lease liabilities | 429 | 272 | 293 | |||||
Warrant liabilities | 2,513 | 2,280 | 2,748 | |||||
Total liabilities | 9,321 | 10,394 | 12,764 | |||||
Commitments and contingencies (Note 4) | ||||||||
Stockholders’ (deficit) equity: | ||||||||
Common stock, par value $0.001 per share, 200,000,000 and 150,000,000 shares authorized at September 30, 2023 and December 31, 2022, respectively; 10,287,182 and 8,306,326 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively | 11 | 8 | 8 | |||||
Additional paid-in capital | 514,544 | 508,584 | 508,192 | |||||
Accumulated deficit | (515,214) | (501,613) | (497,022) | |||||
Total stockholders’ (deficit) equity | (659) | $ (528) | $ 827 | 6,979 | 11,178 | $ 14,122 | $ 21,744 | $ 30,172 |
Total liabilities and stockholders’ (deficit) equity | $ 8,662 | $ 17,373 | $ 23,942 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2023 | Feb. 06, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 |
Condensed Consolidated Balance Sheets [Abstract] | |||||
Accounts receivable, allowance | $ 35,000 | $ 9,000 | $ 6 | ||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |
Common stock, shares authorized | 200,000,000 | 200,000,000 | 150,000,000 | 150,000,000 | 150,000,000 |
Common stock, shares issued | 10,287,182 | 8,306,326 | 8,296,376 | 7,475,916 | |
Common stock, shares outstanding | 10,287,182 | 8,306,326 | 8,296,376 | 7,475,916 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue: | ||||||||
Revenue | $ 2,217 | $ 2,072 | $ 7,024 | $ 6,031 | ||||
Cost of revenue: | ||||||||
Cost of revenue | 910 | 916 | 2,981 | 2,948 | ||||
Gross profit | 1,307 | 1,156 | 4,043 | 3,083 | ||||
Operating expenses: | ||||||||
Research and development | 998 | 2,157 | 2,958 | 4,915 | ||||
Sales and marketing | 1,702 | 3,950 | 6,069 | 12,027 | ||||
General and administrative | 2,723 | 3,629 | 9,733 | 12,188 | ||||
Total operating expenses | 5,423 | 9,736 | 18,760 | 29,130 | ||||
Loss from operations | (4,116) | (8,580) | (14,717) | (26,047) | ||||
Change in fair value of warrant liabilities | (1,201) | 1,236 | (233) | 1,236 | ||||
Interest income (expense), net | 12 | 18 | 46 | (10) | ||||
Other income (expense), net | 599 | (457) | 1,303 | (473) | ||||
Net loss | $ (4,706) | $ (2,317) | $ (6,578) | $ (7,783) | $ (8,243) | $ (9,268) | $ (13,601) | $ (25,294) |
Net loss per share - basic | $ (0.48) | $ (1) | $ (1.54) | $ (3.33) | ||||
Net loss per share - diluted | $ (0.48) | $ (1) | $ (1.54) | $ (3.33) | ||||
Weighted average common shares used to compute basic net loss per common share | 9,776,436 | 7,807,876 | 8,838,342 | 7,590,872 | ||||
Weighted average common shares used to compute diluted net loss per common share | 9,776,436 | 7,807,876 | 8,838,342 | 7,590,872 | ||||
Product [Member] | ||||||||
Revenue: | ||||||||
Revenue | $ 2,217 | $ 2,037 | $ 7,023 | $ 5,890 | ||||
Cost of revenue: | ||||||||
Cost of revenue | $ 910 | 875 | 2,981 | 2,768 | ||||
Genetics [Member] | ||||||||
Revenue: | ||||||||
Revenue | 35 | $ 1 | 141 | |||||
Cost of revenue: | ||||||||
Cost of revenue | $ 41 | $ 180 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements Of Operations (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Cost Of Revenue [Member] | ||||
Stock-based compensation expense | $ 7 | $ (23) | $ 26 | $ 64 |
Research And Development [Member] | ||||
Stock-based compensation expense | 65 | 65 | 224 | 114 |
Sales And Marketing [Member] | ||||
Stock-based compensation expense | (105) | 76 | 19 | 281 |
General And Administrative [Member] | ||||
Stock-based compensation expense | $ 451 | $ 428 | $ 1,033 | $ 1,535 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements Of Changes In Stockholders' (Deficit) Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Total |
Balance, shares at Dec. 31, 2021 | 7,475,916 | |||
Balance at Dec. 31, 2021 | $ 7 | $ 501,893 | $ (471,728) | $ 30,172 |
Net loss | (9,268) | (9,268) | ||
Common stock issued in conjunction with exercise of stock options, shares | 200 | |||
Common stock issued in conjunction with exercise of stock options | 2 | 2 | ||
Stock-based compensation expense | 838 | 838 | ||
Balance, shares at Mar. 31, 2022 | 7,476,116 | |||
Balance at Mar. 31, 2022 | $ 7 | 502,733 | (480,996) | 21,744 |
Balance, shares at Dec. 31, 2021 | 7,475,916 | |||
Balance at Dec. 31, 2021 | $ 7 | 501,893 | (471,728) | 30,172 |
Net loss | (25,294) | |||
Balance, shares at Sep. 30, 2022 | 8,296,376 | |||
Balance at Sep. 30, 2022 | $ 8 | 508,192 | (497,022) | 11,178 |
Balance, shares at Mar. 31, 2022 | 7,476,116 | |||
Balance at Mar. 31, 2022 | $ 7 | 502,733 | (480,996) | 21,744 |
Net loss | (8,243) | (8,243) | ||
Common stock issued in conjunction with exercise of stock options, shares | 1,333 | |||
Common stock issued in conjunction with exercise of stock options | 11 | 11 | ||
Common stock issued for vested restricted stock awards, shares | 8,977 | |||
Common stock issued for vested restricted stock awards | 140 | 140 | ||
Stock-based compensation expense | 470 | 470 | ||
Balance, shares at Jun. 30, 2022 | 7,486,426 | |||
Balance at Jun. 30, 2022 | $ 7 | 503,354 | (489,239) | 14,122 |
Net loss | (7,783) | (7,783) | ||
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs, shares | 800,000 | |||
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs | $ 1 | 4,292 | 4,293 | |
Common stock issued for vested restricted stock awards, shares | 9,950 | |||
Common stock issued for vested restricted stock awards | 95 | 95 | ||
Stock-based compensation expense | 451 | 451 | ||
Balance, shares at Sep. 30, 2022 | 8,296,376 | |||
Balance at Sep. 30, 2022 | $ 8 | 508,192 | (497,022) | 11,178 |
Balance, shares at Dec. 31, 2022 | 8,306,326 | |||
Balance at Dec. 31, 2022 | $ 8 | 508,584 | (501,613) | 6,979 |
Net loss | (6,578) | (6,578) | ||
Common stock issued under an at the market offering agreement, net of issuance costs, shares | 23,217 | |||
Common stock issued under an at the market offering agreement, net of issuance costs | 30 | 30 | ||
Stock-based compensation expense | 396 | 396 | ||
Balance, shares at Mar. 31, 2023 | 8,329,543 | |||
Balance at Mar. 31, 2023 | $ 8 | 509,010 | (508,191) | 827 |
Balance, shares at Dec. 31, 2022 | 8,306,326 | |||
Balance at Dec. 31, 2022 | $ 8 | 508,584 | (501,613) | 6,979 |
Net loss | (13,601) | |||
Balance, shares at Sep. 30, 2023 | 10,287,182 | |||
Balance at Sep. 30, 2023 | $ 11 | 514,544 | (515,214) | (659) |
Balance, shares at Mar. 31, 2023 | 8,329,543 | |||
Balance at Mar. 31, 2023 | $ 8 | 509,010 | (508,191) | 827 |
Net loss | (2,317) | (2,317) | ||
Common stock issued under an at the market offering agreement, net of issuance costs, shares | 12,335 | |||
Common stock issued under an at the market offering agreement, net of issuance costs | 38 | 38 | ||
Common stock issued for equity line of credit, net of issuance costs, shares | 53,335 | |||
Common stock issued for equity line of credit, net of issuance costs | 178 | 178 | ||
Common stock issued for vested restricted stock awards, shares | 30,441 | |||
Common stock issued for vested restricted stock awards | $ 1 | 263 | 264 | |
Common stock issued for entering into equity line of credit, line of credit with Lincoln Park (shares) | 47,733 | |||
Common stock issued for entering into equity line of credit with Lincoln Park | 258 | 258 | ||
Stock-based compensation expense | 224 | 224 | ||
Fractional shares adjustment related to reverse stock split | (24) | |||
Balance, shares at Jun. 30, 2023 | 8,473,363 | |||
Balance at Jun. 30, 2023 | $ 9 | 509,971 | (510,508) | (528) |
Net loss | (4,706) | (4,706) | ||
Common stock issued under a registered direct offering, net of issuance costs, shares | 1,694,820 | |||
Common stock issued under a registered direct offering, net of issuance costs | $ 2 | 4,155 | 4,157 | |
Common stock issued for vested restricted stock awards, shares | 118,999 | |||
Common stock issued for vested restricted stock awards | 421 | 421 | ||
Stock-based compensation expense | (3) | (3) | ||
Balance, shares at Sep. 30, 2023 | 10,287,182 | |||
Balance at Sep. 30, 2023 | $ 11 | $ 514,544 | $ (515,214) | $ (659) |
Condensed Consolidated Statem_4
Condensed Consolidated Statements Of Cash Flows - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Cash flows from operating activities: | |||||||||
Net loss | $ (4,706,000) | $ (2,317,000) | $ (6,578,000) | $ (7,783,000) | $ (8,243,000) | $ (9,268,000) | $ (13,601,000) | $ (25,294,000) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||||
Non-cash lease expense | (2,000) | 4,000 | |||||||
Depreciation and amortization | 162,000 | 195,000 | |||||||
Stock-based compensation expense | 1,302,000 | 1,994,000 | |||||||
Change in fair value of warrant liabilities | 1,201,000 | (1,236,000) | 233,000 | (1,236,000) | |||||
Other expenses representing transaction costs allocated to the issuance of warrants | 574,000 | ||||||||
Loss on impairment and disposal of property and equipment | (3,000) | 10,000 | |||||||
Forgiveness of DECD loan | (1,000,000) | (1,000,000) | |||||||
Financing expense for entering into equity line of credit with Lincoln Park | 258,000 | ||||||||
Changes in operating assets and liabilities: | |||||||||
Accounts receivable | (345,000) | (174,000) | |||||||
Prepaid expenses and other assets | 1,011,000 | 694,000 | |||||||
Inventories | 15,000 | (106,000) | |||||||
Accounts payable, accrued liabilities and other liabilities | (474,000) | (653,000) | |||||||
Net cash used in operating activities | 3,321,000 | (12,444,000) | (23,992,000) | ||||||
Cash flows from investing activities: | |||||||||
Purchase of property and equipment | (12,000) | (158,000) | |||||||
Net cash used in investing activities | (12,000) | (158,000) | |||||||
Cash flows from financing activities: | |||||||||
Principal repayment of DECD loan | (148,000) | (196,000) | |||||||
Proceeds from issuance of common stock from exercise of stock options | 13,000 | ||||||||
Proceeds from at the market offering | 202,000 | ||||||||
Payment of issuance costs for at the market offering | (134,000) | ||||||||
Proceeds from equity line of credit | 178,000 | ||||||||
Proceeds from registered direct offering | 4,716,000 | ||||||||
Payment of issuance costs for registered direct offering | (559,000) | ||||||||
Proceeds from public offering | 9,000,000 | ||||||||
Payment of issuance costs for public offering | (1,296,000) | ||||||||
Net cash provided by (used in) financing activities | 4,255,000 | 7,521,000 | |||||||
Net (decrease) increase in cash, cash equivalents and restricted cash | (8,201,000) | (16,629,000) | |||||||
Cash, cash equivalents and restricted cash, beginning of period | $ 13,557,000 | $ 37,430,000 | 13,557,000 | 37,430,000 | $ 37,430,000 | ||||
Cash, cash equivalents and restricted cash, end of period | 5,356,000 | 20,801,000 | 5,356,000 | 20,801,000 | 13,557,000 | ||||
Reconciliation to Consolidated Balance Sheet: | |||||||||
Cash and cash equivalents | 5,100,000 | 20,551,000 | 5,100,000 | 20,551,000 | 13,306,000 | ||||
Restricted cash | 256,000 | 250,000 | 256,000 | 250,000 | 251,000 | ||||
Unrestricted and restricted cash and cash equivalents | $ 5,356,000 | $ 20,801,000 | 5,356,000 | 20,801,000 | $ 13,557,000 | ||||
Supplemental disclosure of cash flow information: | |||||||||
Cash paid during the period for interest | 41,000 | 57,000 | |||||||
Supplemental disclosure of noncash investing and financing activities: | |||||||||
Forgiveness of DECD loan | (1,000,000) | ||||||||
Commitment shares for equity line of credit | 258,000 | ||||||||
Net increase (decrease) in right-of-use assets | $ 318,000 | ||||||||
Fair value of warrants issued in conjunction with common stock offering | $ 3,984,000 |
Organization, Basis Of Presenta
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies [Abstract] | |
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies | 1. ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING AND REPORTING POLICIES Organization Aspira Women’s Health Inc. (“Aspira” and its wholly-owned subsidiaries are collectively referred to as the “Company ”) is incorporated in the state of Delaware, and is engaged in the business of discovering, developing and commercializing risk assessment and diagnostic tests for gynecologic diseases. The Company currently markets and distributes the following products and related services: (1) Ova1Plus, a non-invasive blood test that combines two FDA-cleared tests for women with pelvic masses who are planned for surgery: Ova1, leveraging its high sensitivity, and Overa, with its high specificity; and (2) OvaWatch, a non-invasive blood test used to assess the risk of ovarian cancer for women with adnexal masses, evaluated by initial clinical assessment as likely benign or indeterminant with a negative predictive value of 99%. Collectively, these tests are referred to and marketed as OvaSuite. Revenue from these sources is included in total revenue in the results of operations for the three and nine months ended September 30, 2023 and 2022, respectively. Reverse Stock Split On May 9, 2023, the Company’s board of directors approved a one-for-fifteen reverse stock split (the “Reverse Stock Split”) of the Company’s common stock without any change to its par value, which became effective on May 12, 2023. All references to share and per share amounts for all periods presented in these unaudited condensed consolidated financial statements have been retrospectively restated to reflect the Reverse Stock Split. Par values were not adjusted. Liquidity As of September 30, 2023 , the Company had approximately $ 5,100,000 of cash and cash equivalents (excluding restricted cash of $ 256,000 ), an accumulated deficit of approximately $ 515,214,000 , and w orking capital of approximately $ 2,410,000 . For the three and nine months ended September 30, 2023 , the Company incurred a net loss of $4, 706,000 and $ 13,601,000 , respectively, and used cash in operations of $ 3,321,000 and $ 12,444,000 , respectively. The Company has incurred significant net losses and negative cash flows from operations since inception. The Company also expects to continue to incur a net loss and negative cash flows from operations for the remainder of 2023. In the event that the Company’s existing cash on hand is not sufficient to fund operations, meet its capital requirements or satisfy the anticipated obligations as they become due, the Company expects to take further action to protect its liquidity position, which include, but are not limited to: Raising capital through equity or debt offerings either in the public markets or via private placement offering, including through financing facilities described elsewhere in the financial statements; however, no assurance can be given that capital will be available on acceptable terms or at all; Reducing executive bonuses or replacing cash compensation with equity grants; Reducing professional services and consulting fees and eliminating non-critical projects; Reducing, eliminating or deferring discretionary marketing programs; and Reducing travel and entertainment expenses. The Company also has outstanding warrants to purchase shares of its common stock that may be exercised although there can be no assurance that the warrants will be exercised. There can be no assurance that the Company will achieve or sustain profitability or positive cash flow from operations. Given the above conditions, there is substantial doubt about the Company’s ability to continue as a going concern within one year after the consolidated interim financial statements are issued. The unaudited condensed consolidated financial statements have been prepared on a going concern basis and do not include any adjustments that might result from these uncertainties. On June 1, 2022, the Company received a deficiency letter from the Listing Qualifications Department of the Nasdaq Stock Market notifying the Company that, for the preceding 30 consecutive business days, the closing bid price for the Company’s common stock was below the minimum $1.00 per share requirement for continued inclusion on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Rule”). On November 29, 2022, the Company was granted an additional 180-calendar day compliance period, or until May 29, 2023, to regain compliance with the minimum bid price requirement. On May 26, 2023, the Company received notice from Nasdaq that it had regained compliance. On July 11, 2023, the Company received a second deficiency letter from the Listing Qualifications Department of the Nasdaq Stock Market notifying the Company that, for the 30 consecutive business days prior to the date of the deficiency letter, the Company’s Market Value of Listed Securities was below the minimum of $ 35 million requirement for continued inclusion on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the “MVLS Requirement”). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), Nasdaq provided the Company with 180 calendar days, or until January 8, 2024, to regain compliance with the MVLS Requirement. On September 12, 2023, the Company received notice from Nasdaq that it had regained compliance. T here is no assurance that the Company will maintain compliance with the MVLS Requirement or any of the other Nasdaq continued listing requirements. Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management of the Company, all adjustments, consisting of normal recurring adjustments necessary for the fair statement of results for the periods presented, have been included. The results of operations of any interim period are not necessarily indicative of the results of operations for the full year or any other interim period. The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the unaudited condensed consolidated financial statements have read or have access to the audited consolidated financial statements for the preceding fiscal year. The consolidated balance sheet at December 31 , 2022 included in this report has been derived from the audited consolidated financial statements at that date, but does not include all the information and notes required by GAAP. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2022 included in the Company’s Annual Report on Amendment No. 1 to Annual Report on Form 10-K /A, filed with the SEC on October 26, 2023. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimated results. Significant Accounting Policies Revenue Recognition Product Revenue – OvaSuite : The Company recognizes product revenue in accordance with the provisions of Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”). Product revenue is recognized upon completion of the OvaSuite test and delivery of results to the physician based on estimates of amounts that will ultimately be realized. In determining the amount of revenue to be recognized for a delivered test result, the Company considers factors such as payment history and amount, payer coverage, whether there is a reimbursement contract between the payer and the Company, and any developments or changes that could impact reimbursement. These estimates require significant judgment by management as the collection cycle on some accounts can be as long as one year. The effect of any change made to an estimated input component and, therefore revenue recognized, would be recorded as a change in estimate at the time of the change. The Company also reviews its patient account population and determines an appropriate distribution of patient accounts by payer ( i.e ., Medicare, patient pay, other third-party payer, etc. ) into portfolios with similar collection experience. The Company has elected this practical expedient that, when evaluated for collectability, results in a materially consistent revenue amount for such portfolios as if each patient account were evaluated on an individual contract basis. During the period ended September 30, 2023, there were no adjustments to estimates of variable consideration to derecognize revenue for services provided in a prior period; however, additional revenue of approximately $ 5,000 and $ 115,000 was recognized for amounts collected in excess of revenue estimated for prior periods during the three and nine months ended September 30, 2023, respectively. There were no impairment losses on accounts receivable recorded during the three and nine months ended September 30, 2023 and 2022, respectively. Genetics Revenue – Aspira GenetiX : Under ASC 606, the Company’s genetics revenue was recognized upon completion of the Aspira GenetiX test and delivery of results to the physician based on estimates of amounts that will ultimately be realized. In determining the amount of revenue to be recognized for a delivered test result, the Company considered factors such as payment history and amount, payer coverage, whether there was a reimbursement contract between the payer and the Company, and any developments or changes that could impact reimbursement. These estimates require significant judgment by management. In September 2022, the Company received a notice of cancellation from its only Aspira Synergy genetics carrier screening customer, Axia Women’s Health. As a result of this cancellation, along with the general deterioration of commercial opportunities in the genetics carrier screening market, the Company has ceased providing Aspira GenetiX, including genetics carrier screening, on the Aspira Synergy platform, effective September 30, 2022. The Company had previously recognized genetics revenue under ASC 606 upon completion of the Aspira GenetiX test and delivery of results to the physician based on estimates of amounts that would ultimately have been realized. The Company did not incur any termination penalties nor did the Company accrue any expenses as a result of the cancellation. This is not expected to have a material impact on the Company’s revenues in any future periods. Accounts Receivable: Virtually all accounts receivable are derived from sales made to customers located in North America. The Company performs ongoing credit evaluations of its customers’ financial condition and generally does not require collateral. The Company maintains an allowance for credit losses based upon the expected collectability of accounts receivable. In determining the amount of the allowance for credit losses, the Company considers historical collectability based on past due status and makes judgments about the creditworthiness of customers based on ongoing credit evaluations. The Company also considers customer-specific information, current market conditions, and reasonable and supportable forecasts of future economic conditions . Correction of Errors On October 13, 2023, the Audit Committee of the Board of Directors (the “Audit Committee”) of the Company and the Company’s management determined that its previously issued financial statements in its Annual Report on Form 10-K for the year ended December 31, 2022, as well as the previously filed Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022 (collectively, the “Prior Period Financial Statements”), should be restated and should no longer be relied upon due to an error in the Company’s accounting for certain warrants issued in August 2022 as part of its underwritten offering with William Blair & Company, LLC. The Company identified material errors in its accounting for warrants (the “Warrants”) issued pursuant to the underwriting agreement with William Blair & Company LLC in August 2022 (the “2022 Underwriting Agreement”). Specifically, when calculating the issuance date fair value of the Warrants, the Company used assumptions in the Black Scholes Valuation calculation that were associated with the incorrect Warrant issuance date. The Company used the 2022 Underwriting Agreement date of August 22, 2022, instead of the Warrant issuance date per the Common Stock Purchase Warrant Agreement dated August 25, 2022. The incorrect warrant issuance date resulted in an inaccurate market closing price, risk free interest rate, and stock price volatility assumptions used in the Black Scholes Valuation calculation. The initial calculation based upon the August 22, 2022 assumptions calculated an issuance date fair value of the warrant liability of approximately $ 7,752,000 , whereas the updated calculation with the August 25, 2022 assumptions calculated an issuance date fair value of the warrant liability of approximately $ 3,984,000 , which results in a difference of approximately $ 3,768,000 . The change in the initial fair value of the warrant liability resulted in an adjustment of previously reported change in fair value of warrant liabilities in the amount of $ 3,768,000 on the consolidated statement of operations for the three and nine months ended September 30, 2022, with a corresponding adjustment in consolidated statement of cash flows for the nine months ended September 30, 2022. Additionally, upon the initial recording of this transaction, total offering costs of $ 1,296,000 were allocated between expense included in the consolidated statements of operations and stockholders’ equity included in the consolidated balance sheets based on the percentage of the Warrant fair value of $ 7,752,000 and total gross proceeds of $ 9,000,000 . $ 1,117,000 of offering costs were initially allocated to the Warrants and expensed immediately to general and administrative (“G&A”) expense instead of as a non-operating expense in the consolidated statements of operations and comprehensive loss, and the remaining offering costs had a net impact to stockholders’ equity of $ 179,000 . The updated allocation using the August 25, 2022 issuance date fair value of $ 3,984,000 resulted in a reallocation of offering costs of $ 543,000 from G&A expense to equity, and an adjustment of $ 574,000 from G&A expense to non-operating expense; $ 574,000 of the offering costs are now expensed immediately as other income (expense) on the consolidated statements of operations for the year ended December 31, 2022, and offering costs of $ 543,000 are recorded in stockholders’ equity on the consolidated balance sheet as of December 31, 2022. As a result of the change there was an adjustment in the presentation of the offering costs related to the warrant liability of $ 1,117,000 from cash flows used in operating activities to cash flows provided by financing activities on the Company’s consolidated statement of cash flows. As a result of the material error discussed above, the Company restated its financial statements for the year ended December 31, 2022 and the unaudited interim financial statements for the three and nine months ended September 30, 2022 to reflect the correction of the error. In addition to the errors identified above, the restated consolidated financial statements for the year ended December 31, 2022 also included adjustments to correct certain other immaterial errors. These errors, discussed below, both individually and in the aggregate, had no material impact on earnings per share for the year ended December 31, 2022. The effects of the restatement on the unaudited interim financial statements as of and for the three and nine months ended September 30, 2022 are set forth as follows. Aspira Women’s Health Inc. Condensed Consolidated Balance Sheets (Amounts in Thousands, Except Share and Par Value Amounts) (Unaudited) September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Assets Current assets: Cash and cash equivalents $ 20,551 $ - $ 20,551 Accounts receivable, net of allowance of $ 6 1,201 - 1,201 Prepaid expenses and other current assets 944 - 944 Inventories 280 - 280 Total current assets 22,976 - 22,976 Property and equipment, net 417 - 417 Right-of-use assets 299 - 299 Restricted cash 250 - 250 Total assets $ 23,942 $ - $ 23,942 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 1,893 $ - $ 1,893 Accrued liabilities 4,988 - 4,988 Current portion of long-term debt 343 - 343 Lease liability 73 - 73 Total current liabilities 7,297 - 7,297 Non-current liabilities: Long-term debt 2,426 - 2,426 Lease liability 293 - 293 Warrant liabilities 2,748 - 2,748 Total liabilities 12,764 - 12,764 Commitments and contingencies Stockholders’ equity: Common stock, par value $ 0.001 per share, 150,000,000 shares authorized at September 30, 2022 and December 31, 2021; 8,296,376 and 7,475,916 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively 8 - 8 Additional paid-in capital 504,967 3,225 508,192 Accumulated deficit ( 493,797 ) ( 3,225 ) ( 497,022 ) Total stockholders’ equity 11,178 - 11,178 Total liabilities and stockholders’ equity $ 23,942 $ - $ 23,942 Aspira Women’s Health Inc. Condensed Consolidated Statements of Operations (Amounts in Thousands, Except Share and Per Share Amounts) (Unaudited) Three Months Ended September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Revenue: Product $ 2,037 $ - $ 2,037 Genetics 35 - 35 Total revenue 2,072 - 2,072 Cost of revenue (1) : Product 875 - 875 Genetics 41 - 41 Total cost of revenue 916 - 916 Gross profit 1,156 - 1,156 Operating expenses: Research and development (2) 2,157 - 2,157 Sales and marketing (3) 3,950 - 3,950 General and administrative (4) 4,746 ( 1,117 ) 3,629 Total operating expenses 10,853 ( 1,117 ) 9,736 Loss from operations ( 9,697 ) 1,117 ( 8,580 ) Change in fair value of warrant liabilities 5,004 ( 3,768 ) 1,236 Interest income (expense), net 18 - 18 Other income (expense), net 117 ( 574 ) ( 457 ) Net loss $ ( 4,558 ) $ ( 3,225 ) $ ( 7,783 ) Net loss per share - basic and diluted $ ( 0.58 ) $ ( 0.42 ) $ ( 1.00 ) Weighted average common shares used to compute basic and diluted net loss per common share 7,807,876 7,807,876 7,807,876 Non-cash stock-based compensation expense included in cost of revenue and operating expenses: (1) Cost of revenue $ ( 23 ) $ - $ ( 23 ) (2) Research and development 65 - 65 (3) Sales and marketing 76 - 76 (4) General and administrative 428 - 428 Aspira Women’s Health Inc. Condensed Consolidated Statements of Operations (Amounts in Thousands, Except Share and Per Share Amounts) (Unaudited) Nine Months Ended September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Revenue: Product $ 5,890 $ - $ 5,890 Genetics 141 - 141 Total revenue 6,031 - 6,031 Cost of revenue (1) : Product 2,768 - 2,768 Genetics 180 - 180 Total cost of revenue 2,948 - 2,948 Gross profit 3,083 - 3,083 Operating expenses: Research and development (2) 4,915 - 4,915 Sales and marketing (3) 12,027 - 12,027 General and administrative (4) 13,305 ( 1,117 ) 12,188 Total operating expenses 30,247 ( 1,117 ) 29,130 Loss from operations ( 27,164 ) 1,117 ( 26,047 ) Change in fair value of warrant liabilities 5,004 ( 3,768 ) 1,236 Interest income (expense), net ( 10 ) - ( 10 ) Other income (expense), net 101 ( 574 ) ( 473 ) Net loss $ ( 22,069 ) $ ( 3,225 ) $ ( 25,294 ) Net loss per share - basic and diluted $ ( 2.91 ) $ ( 0.42 ) $ ( 3.33 ) Weighted average common shares used to compute basic and diluted net loss per common share 7,590,872 7,590,872 7,590,872 Non-cash stock-based compensation expense included in cost of revenue and operating expenses: (1) Cost of revenue $ 64 $ - $ 64 (2) Research and development 114 - 114 (3) Sales and marketing 281 - 281 (4) General and administrative 1,535 - 1,535 Aspira Women’s Health Inc. Condensed Consolidated Statements of Changes in Stockholders’ Equity (Amounts in Thousands, Except Share Amounts) (Unaudited) Total Common Additional Accumulated Stockholders' Stock Paid-in-Capital Deficit Equity (As Previously Reported) Balance at December 31, 2021 $ 7 $ 501,893 $ ( 471,728 ) $ 30,172 Net loss - - ( 9,268 ) ( 9,268 ) Common stock issued in conjunction with exercise of stock options - 2 - 2 Stock-based compensation expense - 838 - 838 Balance at March 31, 2022 $ 7 $ 502,733 $ ( 480,996 ) $ 21,744 Net loss - - ( 8,243 ) ( 8,243 ) Common stock issued in conjunction with exercise of stock options - 11 - 11 Common stock issued for restricted stock awards - - - 140 - - - 140 Stock-based compensation expense - 470 - 470 Balance at June 30, 2022 $ 7 $ 503,354 $ ( 489,239 ) $ 14,122 Net loss - - ( 4,558 ) ( 4,558 ) Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs 1 1,067 - 1,068 Common stock issued for restricted stock awards - 95 - 95 Stock-based compensation expense - 451 - 451 Balance at September 30, 2022 $ 8 $ 504,967 $ ( 493,797 ) $ 11,178 (Adjustments) Balance at June 30, 2022 $ - $ - $ - $ - Net loss - - ( 3,225 ) ( 3,225 ) Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs - 3,225 - 3,225 Balance at September 30, 2022 $ - $ 3,225 $ ( 3,225 ) $ - (As Restated) Balance at December 31, 2021 $ 7 $ 501,893 $ ( 471,728 ) $ 30,172 Net loss - - ( 9,268 ) ( 9,268 ) Common stock issued in conjunction with exercise of stock options - 2 - 2 Stock-based compensation expense - 838 - 838 Balance at March 31, 2022 $ 7 $ 502,733 $ ( 480,996 ) $ 21,744 Net loss - - ( 8,243 ) ( 8,243 ) Common stock issued in conjunction with exercise of stock options - 11 - 11 Common stock issued for restricted stock awards - 140 - 140 Stock-based compensation expense - 470 - 470 Balance at June 30, 2022 $ 7 $ 503,354 $ ( 489,239 ) $ 14,122 Net loss - - ( 7,783 ) ( 7,783 ) Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs 1 4,292 - 4,293 Common stock issued for restricted stock awards - 95 - 95 Stock-based compensation expense - 451 - 451 Balance at September 30, 2022 $ 8 $ 508,192 $ ( 497,022 ) $ 11,178 Aspira Women’s Health Inc. Condensed Consolidated Statements of Cash Flows (Amounts in Thousands) (Unaudited) Nine Months Ended September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Cash flows from operating activities: Net loss $ ( 22,069 ) $ ( 3,225 ) $ ( 25,294 ) Adjustments to reconcile net loss to net cash used in operating activities: Non-cash lease expense 4 - 4 Depreciation and amortization 195 - 195 Stock-based compensation expense 1,994 - 1,994 Change in fair value of warrant liabilities ( 5,004 ) 3,768 ( 1,236 ) Other expenses representing transaction costs allocated to the issuance of warrants - 574 574 Loss on sale and disposal of property and equipment 10 - 10 Changes in operating assets and liabilities: Accounts receivable ( 174 ) - ( 174 ) Prepaid expenses and other assets 694 - 694 Inventories ( 106 ) - ( 106 ) Accounts payable, accrued liabilities and other liabilities ( 653 ) - ( 653 ) Net cash used in operating activities ( 25,109 ) 1,117 ( 23,992 ) Cash flows from investing activities: Purchase of property and equipment ( 158 ) ( 158 ) Net cash used in investing activities ( 158 ) - ( 158 ) Cash flows from financing activities: Principal repayment of DECD loan ( 196 ) - ( 196 ) Proceeds from issuance of common stock from exercise of stock options 13 - 13 Proceeds from public offering 9,000 - 9,000 Payment of issuance costs for public offering ( 179 ) ( 1,117 ) ( 1,296 ) Net cash provided by financing activities 8,638 ( 1,117 ) 7,521 Net (decrease) increase in cash, cash equivalents and restricted cash ( 16,629 ) - ( 16,629 ) Cash, cash equivalents and restricted cash, beginning of period 37,430 - 37,430 Cash, cash equivalents and restricted cash, end of period $ 20,801 $ - $ 20,801 Reconciliation to Condensed Consolidated Balance Sheet: Cash and cash equivalents $ 20,551 $ - $ 20,551 Restricted cash 250 - 250 Unrestricted and restricted cash and cash equivalents $ 20,801 $ - $ 20,801 During the three months ended March 31, 2023, the Company identified an immaterial error related to the accounting for forfeitures in stock-based compensation that impacted previously issued 2022 consolidated financial statements. As a result, the Company corrected the error in its restated consolidated financial statements for the year ended December 31, 2022. The Company had initially recorded an out-of-period adjustment to reduce stock-based compensation in the amount of $ 262,000 during the three months ended March 31, 2023, which has been retrospectively reversed during the three months ended March 31, 2023. Management evaluated the impact on the 2022 and 2023 consolidated financial statements and concluded it was not material. In addition, the Company identified an error in the recording of its accrued liability as of December 31, 2022 related to a reduction in force. Initially, the Company recorded an accrued liability of $ 248,000 as of December 31, 2022 for the reduction in force that took place on January 3, 2023. Since the affected employees were not notified until after December 31, 2022, the impact of the error was an overstatement of expense in the consolidated financial statements for the year ended December 31, 2022 of $ 248,000 . The restated consolidated financial statements for the year ended December 31, 2022 included the correction of this immaterial error. As a result of the restatement, the Company has retrospectively recorded the expense of $ 248,000 in the three months ended March 31, 2023. Management evaluated the impact on the 2022 and 2023 consolidated financial statements and concluded that the error was not material. Recent Accounting Pronouncements In June 2016 , the Financial Accounting Standards Board issued Accounting Standard Update No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 requires timelier recording of credit losses on loans and other financial instruments held. Instead of reserves based on a current probability analysis, ASU 2016-13 requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. All organizations will now use forward-looking information to better inform their credit loss estimates. ASU 2016-13 requires enhanced disclosures regarding significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an organization’s portfolio. These disclosures include qualitative and quantitative requirements that provide information about the amounts recorded in the financial statements. In addition, ASU 2016-13 amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. In April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326 Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments (“ASU 2019-05”), to introduce amendments which will affect the recognition and measurement of financial instruments, including derivatives and hedging. In May 2019, the FASB issued ASU No. 2019-05, Financial Instruments – Credit Losses (Topic 326); Targeted Transition Relief. The amendments in ASU 2019-05 provide entities that have certain instruments within the scope of Subtopic 326-20 with an option to irrevocably elect the fair value option in Subtopic 825-10, applied on an instrument-by-instrument basis for eligible instruments upon adoption of ASU 2016-13. This standard and related amendments were effective for the Company’s fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. ASU 2019-05 was effective January 1, 2023 for smaller reporting companies, which includes the Company. The adoption of ASU 2016-13 did not have a material impact on the Company’s results of operations, financial position, or cash flows. In March 2020, FASB issued ASU No. 2020-03, Codification Improvements to Financial Instruments . This ASU improves and clarifies various financial instruments topics, including the current expected credit losses standard issued in 2016 (ASU No. 2016-13). The ASU includes seven different issues that describe the areas of improvement and the related amendments to GAAP, intended to make the standards easier to understand and apply by eliminating inconsistencies and providing clarifications. The amendments have different effective dates. The issues 1-5 are conforming amendments, which are effective upon issuance of this final update. The Company determined that issues 1-5 have no impact on its financials. The amendments related to issue 6 and 7 effect ASU No. 2016-13, Financial instruments – credit losses (Topic 326): measurement of credit losses on financial statements . Effective dates of issue 6 and 7 are the same as the effective date of ASU No. 2016-13. The Company has adopted the new standard in the first quarter of fiscal year 2023. The adoption of this standard by the Company did not have a material impact on the Company’s results of operations, financial position, or cash flows. In August 2020, the Financial Accounting Standards Board issued Accounting Standard Update No. 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). This update was issued to assist in simplifying the accounting for convertible instruments. This ASU 2020-06 is scheduled to be effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted. The Company is in the process of evaluating the impact of this standard on its consolidated financial statements. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Measurements [Abstract] | |
Fair Value Measurements | 2. FAIR VALUE MEASUREMENTS Fair Value of Financial Instruments Financial instruments of the Company consist primarily of cash and cash equivalents, restricted cash accounts, receivable, and accounts payable, and warrant liability. These items are considered Level 1 due to their short-term nature and their market interest rates, except for warrant liability, which is considered Level 2 and is recorded at fair value at the end of each reporting period. The Company records Warrants in connection with the 2022 offering, discussed in Note 6 to our unaudited condensed consolidated financial statements, as a liability. The fair values of the Warrants as of September 30 , 2023 and December 31, 2022 were approximately $ 2,513,000 and $ 2,280,000 , respectively. The fair value of the Warrants was estimated using Black-Scholes pricing model based on the following assumptions. September 30, 2023 December 31, 2022 Dividend yield - % - % Volatility 105.4 % 96.8 % Risk-free interest rate 4.70 % 3.99 % Expected lives (years) 3.89 4.64 Weighted average fair value $ 3.141 $ 2.850 The fair value of the Warrants was deemed to be derivative instruments due to certain contingent put features. The fair value of the Warrants was determined using the Black-Scholes option pricing model, deemed to be an appropriate model due to the terms of the Warrants issued, including a fixed term and exercise price. The fair value of the Warrants was affected by changes in inputs to the Black-Scholes option pricing model including the Company’s stock price, expected stock price volatility, the contractual term, and the risk-free interest rate. This model uses Level 2 inputs, including stock price volatility, in the fair value hierarchy established by ASC 820 Fair Value Measurement. At September 30 , 2023 , the fair value of all Warrants was approximately $ 2,513,000 , which are classified as a long-term Warrant liability on the Company’s balance sheet. The carrying value of the Company’s insurance promissory note approximates fair value as of September 30 , 2023 and December 31, 2022, due to the short-term nature of the insurance note and are classified as Level 2 within the fair value hierarchy. The DECD loan is classified within Level 3 of the fair value hierarchy. The following table presents the carrying value and fair value of the DECD loan. The fair value of the DECD loan is estimated based on discounted cash flows using the prevailing market interest rates. September 30, December 31, 2023 2022 (in thousands) Fair Value Hierarchy Carrying Value Fair Value Carrying Value Fair Value DECD loan Level 3 $ 1,604 $ 1,392 $ 2,729 $ 2,110 |
Prepaid And Other Current Asset
Prepaid And Other Current Assets | 9 Months Ended |
Sep. 30, 2023 | |
Prepaid And Other Current Assets [Abstract] | |
Prepaid And Other Current Assets | 3. PREPAID AND OTHER CURRENT ASSETS Prepaid and other current assets at September 30 , 2023 and December 31, 2022 consist of the following: September 30, December 31, (in thousands) 2023 2022 Prepaid insurance $ 78 $ 767 Software licenses 155 269 Subscriptions 4 211 Other 344 195 Total prepaid and other current assets $ 581 $ 1,442 |
Commitments And Contingencies
Commitments And Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | 4. COMMITMENTS AND CONTINGENCIES Coronavirus Aid, Relief, and Economic Security (CARES) Act and Paycheck Protection Program Loan On May 1, 2020, the Company obtained a Paycheck Protection Program loan (the “PPP Loan”) from BBVA USA in the aggregate amount of approximately $ 1,006,000 . The Company applied for forgiveness of the PPP Loan in March 2021, and, effective May 27, 2021, the U.S. Small Business Administration confirmed the waiver of the Company’s repayment of the PPP Loan, which was recognized as a gain in other income in 2021. The Company remains subject to an audit of the PPP loan. There is no assurance that the Company will not be required to repay all or a portion of the PPP Loan as a result of any such audit. Loan Agreement On March 22, 2016, the Company entered into a loan agreement (as amended, the “DECD Loan Agreement”) with the State of Connecticut Department of Economic and Community Development (the “DECD”), pursuant to which the Company may borrow up to $ 4,000,000 from the DECD. The loan bears interest at a fixed rate of 2.0 % per annum and requires equal monthly payments of principal and interest until maturity, which occurs on April 15, 2026 . As security for the loan, the Company has granted the DECD a blanket security interest in the Company’s personal and intellectual property. The DECD’s security interest in the Company’s intellectual property may be subordinated to a qualified institutional lender. The loan may be prepaid at any time without premium or penalty. An initial disbursement of $ 2,000,000 was made to the Company on April 15, 2016 under the DECD Loan Agreement. On December 3, 2020, the Company received a disbursement of the remaining $ 2,000,000 under the DECD Loan Agreement, as the Company had achieved the target employment milestone necessary to receive an additional $ 1,000,000 under the DECD Loan Agreement and the DECD determined to fund the remaining $ 1,000,000 under the DECD Loan Agreement after concluding that the required revenue target would likely have been achieved in the first quarter of 2020 in the absence of the impacts of COVID-19. Under the terms of the DECD Loan Agreement, the Company was eligible for forgiveness of up to $ 1,500,000 of the principal amount of the loan if it was able to achieve certain job creation and retention milestones by December 31, 2022. On June 26, 2023, the Company was notified by the DECD that the Company satisfied all job creation and retention requirements under the loan agreement to receive forgiveness of $ 1,000,000 . During the three months ended June 30, 2023, the Company recorded the $ 1,000,000 as other income in the unaudited condensed statement of operations. If the Company fails to maintain its Connecticut operations through March 22, 2026, the DECD may require early repayment of a portion or all of the remaining amount of the loan plus a penalty of 5 % of the total funded loan. Long-term debt consisted of the following. September 30, December 31, 2023 2022 (in thousands) DECD loan, net of issuance costs $ 1,595 $ 2,718 Less: Current portion, net of issuance costs ( 378 ) ( 403 ) Total long-term debt, net of issuance costs $ 1,217 $ 2,315 On June 6, 2023, the Company was granted a deferral of interest and principal payments on a portion of the remaining outstanding balances through December 1, 2023. The Company determined the loan deferral met the definition of a troubled debt restructuring under ASC 470-60, Troubled Debt Restructurings by Debtors , as the Company was experiencing financial difficulties and the lenders granted a concession. The future undiscounted cash flows of the DECD loan after the loan deferral exceeded the carrying value of the DECD loan prior to the loan deferral. As such no gain was recognized as a result of the deferral. As of September 30 , 2023, the annual amounts of future minimum principal payments due under the Company’s contractual obligation are shown in the table below. Unamortized debt issuance costs for the DECD loan were $ 9,000 . Payments Due by Period (in thousands) Total 2023 2024 2025 2026 2027 Thereafter DECD Loan $ 1,604 $ 26 $ 475 $ 485 $ 477 $ 141 $ - Total $ 1,604 $ 26 $ 475 $ 485 $ 477 $ 141 $ - Insurance Notes During 2022, the Company entered into an insurance promissory note for the payment of insurance premiums at an interest rate of 5.48 %, with an aggregate principal amount outstanding of approximately $ 77,000 and $ 764,000 as of September 30 , 2023 and December 31, 2022, respectively. The amount outstanding in 2023 could be substantially offset by the cancellation of the related insurance coverage which is classified in prepaid insurance. This note is payable in ten monthly installments with a maturity date of October 1, 2023 and has no financial or operational covenants. Operating Leases The Company leases facilities to support its business. The Company’s principal facility, including the Clinical Laboratory Improvements Amendments of 1988 (“CLIA”) laboratory used by Aspira Labs, Inc., is located in Austin, Texas, and administrative offices are located in Trumbull, Connecticut and Palo Alto, California. In September 2020, the Company exercised the renewal option for its Trumbull, Connecticut lease. On May 30, 2023, the Company entered into an agreement with the owner of its Trumbull, Connecticut offices to move to a more economical location in Shelton, Connecticut and replacing the Trumbull, Connecticut office lease. The new lease term is for five years , and its commencement date was October 1, 2023. Beginning on October 1, 2023, the fixed lease payment was reduced from approximately $ 8,900 per month to $ 5,000 per month for the first year, and to $ 5,383 per month for years two through four and $ 5,768 per month for the fifth year. In January 2023, the Company entered into a new sublease agreement for an administrative facility in Palo Alto, California. The Company’s sublease term commenced in April 2023 and expires on May 31, 2024 , with no option for renewal with the sublessor . The fixed lease payment will initially be approximately $ 9,000 per month and will increase to approximately $ 10,000 per month for the remainder of the lease beginning in January 2024. Future undiscounted lease payments are approximately $ 125,000 . In July 2023, the Company extended the Austin, Texas lease for an additional 37 months. The Company’s renewed lease expires on February 28, 2027 , with the option to extend the lease for an additional three years . Beginning February 1, 2024, the fixed lease payment will be reduced from approximately $ 9,490 per month to approximately $ 7,100 per month for the first year (except for August 2024, which will be $ 0 ), approximately $ 8,600 per month for the second year, approximately $ 8,900 per month for the third year and approximately $ 9,100 for the final month. The Company is not reasonably certain that it will exercise the three-year renewal option beginning on March 1, 2027. The expense associated with these operating leases for the three months ended September 30 , 2023 and 2022 is shown in the table below (in thousands). Three Months Ended September 30, Lease Cost Classification 2023 2022 Operating rent expense Cost of revenue $ 18 $ 20 Research and development 19 6 Sales and marketing 4 9 General and administrative 35 16 Variable rent expense Cost of revenue $ 11 $ 10 Research and development 4 5 Sales and marketing 3 8 General and administrative 21 16 Based on the Company’s leases as of September 30 , 2023 , the table below sets forth the approximate future lease payments related to operating leases with initial terms of one year or more (in thousands). Year Payments 2023 (remaining three months) $ 85 2024 245 2025 225 2026 170 2027 18 Total Operating Lease Payments 743 Less: Imputed Interest ( 78 ) Present Value of Lease Liabilities 665 Less: Operating Lease Liability, current portion ( 236 ) Operating Lease Liability, non-current portion $ 429 Weighted- average lease term and discount rate were as follows. Three Months Ended September 30, 2023 2022 Cash paid for amounts included in measurement of lease liabilities: Operating cash outflows relating to operating leases $ 123 $ 89 Weighted-average remaining lease term (in years) 2.8 3.7 Weighted-average discount rate 8.08 % 9.31 % Non-cancellable Royalty Obligations The Company is a party to an amended research collaboration agreement with The Johns Hopkins University School of Medicine under which the Company licenses certain of its intellectual property directed at the discovery and validation of biomarkers in human subjects, including but not limited to clinical application of biomarkers in the understanding, diagnosis and management of human disease. Under the terms of the amended research collaboration agreement, Aspira is required to pay the greater of 4 % royalties on net sales of diagnostic tests using the assigned patents or annual minimum royalties of $ 57,500 . Royalty expense for the three months ended September 30 , 2023 and 2022 totaled $ 75,000 and $ 82,000 , respectively, and royalty expense for the nine months ended September 30, 2023 and 2022 totaled $ 253,000 and $ 236,000 , respectively, and are recorded in cost of revenue in the unaudited condensed consolidated statements of operations. Business Agreements On August 8, 2022, the Company entered into a sponsored research agreement with Harvard’s Dana-Farber Cancer Institute, Brigham & Women’s Hospital, and Medical University of Lodz (the “Dana-Faber, Brigham, Lodz Research Agreement”), for the generation of a multi-omic, non-invasive diagnostic aid to identify endometriosis based on circulating microRNAs and proteins. The Dana-Faber, Brigham, Lodz Research Agreement requires payments to be made upon the achievement of certain milestones. Under the terms of and as further described in the Dana-Faber, Brigham, Lodz Research Agreement, payments of approximately $ 1,252,000 have or will become due from the Company to the counterparties upon successful completion of certain deliverables in 2022 and 2023 as follows: 68 % was paid in August 2022, with two additional payments of 15 % and 17 % to become payable upon completion of certain deliverables defined in the contract. During the three and nine months ended September 30 , 2023, approximately $ 17,000 and $ 64,000 , respectively, has been recorded as research and development expense in the unaudited condensed consolidated financial statement of operations for the project. During the three and nine months ended September 30 , 2023, approximately $ 852,000 , was recorded as research and development expense in the unaudited condensed consolidated financial statement of operations for the project. From the inception of the Dana-Faber, Brigham, Lodz Research Agreement through September 30 , 2023, research and development expenses in the cumulative amount of $ 931,000 have been recorded. On March 20, 2023, the Company entered into a licensing agreement (“Dana-Faber, Brigham, Lodz License Agreement”) with Harvard’s Dana-Farber Cancer Institute, Brigham & Women’s Hospital, and Medical University of Lodz under which the Company will license certain of its intellectual property to be used in the Company’s OvaSuite product portfolio. Under the Dana-Faber, Brigham, Lodz License Agreement, the Company paid an initial license fee of $ 75,000 and then will pay a license maintenance fee of $ 50,000 on each anniversary of the date of the Dana-Faber, Brigham, Lodz License Agreement. The Dana-Faber, Brigham, Lodz License Agreement also requires non-refundable royalty payments of up to $ 1,350,000 based on certain regulatory approvals and commercialization milestones and further royalty payments based on the net sales of the Company’s products included under the Dana-Faber, Brigham, Lodz License Agreement. No milestones have been reached as of September 30, 2023. Contingent Liabilities From time to time, the Company is involved in legal proceedings and regulatory proceedings arising from operations. The Company establishes reserves for specific liabilities in connection with legal actions that management deems to be probable and estimable. The Company is not currently a party to any proceeding, the adverse outcome of which would have a material adverse effect on the Company’s financial position or results of operations. |
Accrued Liabilities
Accrued Liabilities | 9 Months Ended |
Sep. 30, 2023 | |
Accrued Liabilities [Abstract] | |
Accrued Liabilities | 5. ACCRUED LIABILITIES The following table describes the principal components of accrued liabilities on the Company’s unaudited condensed consolidated balance sheet as of September 30, 2023 and December 31, 2022. September 30, December 31, (in thousands) 2023 2022 Payroll and benefits related expenses $ 1,640 $ 1,803 Collaboration and research agreements expenses 121 404 Professional services 669 556 Other accrued liabilities 659 639 Total accrued liabilities $ 3,089 $ 3,402 |
Stockholders' (Deficit) Equity
Stockholders' (Deficit) Equity | 9 Months Ended |
Sep. 30, 2023 | |
Stockholders' (Deficit) Equity [Abstract] | |
Stockholders' (Deficit) Equity | 6. STOCKHOLDERS’ (DEFICIT) EQUITY Additional Shares Authorized On February 6, 2023, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to the Company’s Fourth Amended and Restated Certificate of Incorporation, as amended, to increase the authorized number of shares of the Company’s common stock from 150,000,000 shares to 200,000,000 shares. 2023 Reverse Stock Split At the Company’s annual meeting on May 9, 2023, the stockholders of the Company approved the proposal to authorize the Board of Directors in its discretion, without further authorization of the Company’s stockholders, to amend the Company’s Certificate of Incorporation to effect a reverse split of the Company’s common stock by a ratio of between one-for-ten and one-for-twenty . On May 9, 2023, the Company’s board of directors approved a one-for-fifteen reverse stock split of the Company’s common stock without any change to its par value, which became effective on May 12, 2023. 2023 Registered Direct Offering On July 20, 2023, the Company entered into a securities purchase agreement (the “Direct Offering Agreement”), with several investors relating to the issuance and sale of 1,694,820 shares of its common stock, par value $ 0.001 per share (the “Direct Offering”). Pursuant to the Direct Offering Agreement, the Company issued 1,650,473 shares of common stock to certain investors at an offering price of $ 2.75 per share, and 44,347 shares of common stock to its directors and executive officers at an offering price of $ 3.98 per share, which was the consolidated closing bid price of our common stock on The Nasdaq Capital Market on July 19, 2023. The aggregate gross proceeds to the Company from the Direct Offering were approximately $ 4.7 million, before deducting placement agent fees and other estimated expenses of $ 559,000 payable by the Company. The Company engaged Alliance Global Partners to act as sole placement agent in the Direct Offering. The Company paid the placement agent a cash fee equal to 7.0 % of the aggregate gross proceeds generated from the Direct Offering, except that, with respect to proceeds from the sale of 182,447 shares of common stock to certain investors, including directors and executive officers of the Company, the placement agent’s cash fee was 3.5 %. The Company also reimbursed the placement agent for its accountable offering-related legal expenses of $ 75,000 and a non-accountable expense allowance of $ 30,000 . 2023 At the Market Offering On February 10, 2023, the Company entered into a Controlled Equity Offering SM Sales Agreement, (the “Cantor Sales Agreement”), with Cantor Fitzgerald & Co., (“Cantor”), as agent, pursuant to which it may offer and sell, from time to time, through Cantor, shares of the Company’s common stock, par value $ 0.001 per share, having an aggregate offering price of up to $ 12.5 million, (the “Placement Shares”). The Placement Shares were issued and sold pursuant to the Company’s effective registration statement on Form S-3 (Registration Statement No. 333-252267), as previously filed with, and declared effective by, the SEC. The Company filed a prospectus supplement, dated February 10, 2023, with the SEC in connection with the offer and sale of the Placement Shares. Under the Cantor Sales Agreement, Cantor may sell the Placement 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, or the Securities Act, including sales made directly on the Nasdaq Capital Market, on any other existing trading market for our common stock or to or through a market maker or in privately negotiated transactions. From time to time, the Company may instruct Cantor not to sell the Placement Shares if the sales cannot be effected at or above the price designated by the Company. Cantor receives a Placement Fee of 3% for each completed sale of Placement Shares under the Cantor Sales Agreement. The Company is not obligated to make any sales of the Placement Shares under the Cantor Sales Agreement. The offering of the Placement Shares pursuant to the Cantor Sales Agreement will terminate upon the earlier of (a) the sale of all of the Placement Shares subject to the Cantor Sales Agreement or (b) the termination of the Cantor Sales Agreement by Cantor or the Company, as permitted therein. As of September 30 , 2023, and December 31, 2022, the Company had $ 0 and $ 150,000 , respectively, of deferred transaction-related offering costs recorded in other assets in the unaudited condensed consolidated balance sheet. The Company incurred incremental transaction-related offering costs of approximately $ 0 and $ 143,000 in connection with the execution of the Cantor Sales Agreement during the three and nine months ended September 30 , 2023, respectively. During the three and nine months ended September 30, 2023, the Company sold 0 shares and 35,552 shares of the Placement Shares, respectively, as adjusted for the Reverse Stock Split, for gross proceeds of approximately $ 0 and $ 211,000 , respectively. For the three and nine months ended September 30, 2023, the Company recorded $ 0 and $ 134,000 , respectively, as an offset to additional paid-in capital representing transaction-related offering costs of the Placement Shares. In connection with the Direct Offering on July 24, 2023, the Company delivered written notice to Cantor on July 19, 2023 that it was suspending the prospectus supplement, dated February 10, 2023, related to the Company’s common stock issuable under the Cantor Sales Agreement. The Company will not make any sales of common stock pursuant to the Cantor Sales Agreement unless and until a new prospectus supplement is filed with the SEC. The Cantor Sales Agreement remains in full force and effect during the suspension. 2023 Equity Line of Credit On March 28, 2023, the Company entered into a purchase agreement (the “LPC Purchase Agreement”) with Lincoln Park Capital Fund, LLC (“Lincoln Park”) and a registration rights agreement (the “LPC Registration Rights Agreement”), pursuant to which the Company has the right, in its sole discretion, to sell to Lincoln Park shares of the Company’s common stock, par value $ 0.001 per share (the “Common Stock”), having an aggregate value of up to $ 10,000,000 (the “Purchase Shares”), subject to certain limitations and conditions set forth in the LPC Purchase Agreement. The Company will control the timing and amount of any sales of Purchase Shares to Lincoln Park pursuant to the LPC Purchase Agreement. Under the LPC Purchase Agreement, on any business day after March 28, 2023 selected by the Company over the 36-month term of the LPC Purchase Agreement (each, a “Purchase Date”), the Company may direct Lincoln Park to purchase up to 6,667 shares of Common Stock on such Purchase Date (a “Regular Purchase”); provided, however, that (i) a Regular Purchase may be increased to up to 13,333 shares, if the closing sale price per share of the Common Stock on The Nasdaq Capital Market is not below $ 7.50 on the applicable Purchase Date; (ii) a Regular Purchase may be increased to up to 16,666 shares, if the closing sale price per share of the Common Stock on The Nasdaq Capital Market is not below $ 11.25 on the applicable Purchase Date; and (iii) a Regular Purchase may be increased to up to 20,000 shares, if the closing sale price per share of the Common Stock on The Nasdaq Capital Market is not below $ 15.00 on the applicable Purchase Date. All terms of the LPC Purchase Agreement have been adjusted for the Reverse Stock Split. In any case, Lincoln Park’s maximum obligation under any single Regular Purchase will not exceed $ 1,000,000 . The above-referenced share amount limitations and closing sale price thresholds are subject to adjustment for any reorganization, recapitalization, non-cash dividend, stock split, reverse stock split or other similar transaction as provided in the LPC Purchase Agreement. The purchase price per share for each such Regular Purchase will be equal to the lesser of: 1. the lowest sale price for the Common Stock on The Nasdaq Capital Market on the date of sale; and 2. the average of the three lowest closing sale prices for the Common Stock on The Nasdaq Capital Market during the 10 consecutive business days ending on the business day immediately preceding the purchase date. The Company also has the right to direct Lincoln Park, on any business day on which the Company has properly submitted a Regular Purchase notice for the maximum amount the Company is then permitted to sell to Lincoln Park in such Regular Purchase, to purchase an additional amount of the Common Stock (an “Accelerated Purchase”) of a dditional shares based on criteria established in the LPC Purchase Agreement. An Accelerated Purchase, which is at the Company’s sole discretion, may be subject to additional requirements and discounts if certain conditions are met as defined in the LPC Purchase Agreement. During the three and nine months ended September 30, 2023, the Company sold 0 and 53,335 shares, respectively, under the LPC Purchase Agreement for gross proceeds of approximately $ 170,000 . The Company incurred approximately $ 326,000 of costs related to the execution of the LPC Purchase Agreement, all of which are reflected in the unaudited condensed consolidated financial statements. Of the total costs incurred, approximately $ 258,000 was paid in common stock to Lincoln Park for a commitment fee and $ 30,000 was accrued for Lincoln Park expenses. These transaction costs were included in other expense in the unaudited condensed statement of operations. Approximately $ 0 and $ 38,000 was incurred for legal fees during the three and nine months ended September 30, 2023, respectively, and were included in general and administrative expenses on the unaudited condensed statement of operations. 2022 Public Offering On August 22, 2022, the Company, entered into an underwriting agreement (the “2022 Underwriting Agreement”) with William Blair & Company, L.L.C., as the sole underwriter (the “2022 Underwriter”). Pursuant to the 2022 Underwriting Agreement, the Company agreed to issue and sell, in an underwritten public offering (the “2022 Offering”), 799,985 shares, as adjusted for the reverse stock split, of the Company’s common stock, par value $ 0.001 per share and warrants to purchase up to 799,985 shares of Common Stock (the “Warrants”). Each share of Common Stock was sold at a price to the public of $ 11.25 per share, as adjusted for the reverse stock split, together with one Warrant to purchase one share of Common Stock and related Warrant. The Warrants were issued pursuant to a common stock purchase warrant (the “Form of Warrant”). Each Warrant has an initial exercise price equal to $ 13.20 per share of Common Stock, as adjusted for the reverse stock split, and are exercisable for five years from the date of issuance. The exercise price and the number of shares of Common Stock issuable upon exercise of the Warrants are subject to adjustment in the event of certain subdivisions and combinations, including by any stock split or reverse stock split, stock dividend, recapitalization or otherwise. The exercise of the Warrants may be limited in certain circumstances if, after giving effect to such exercise, the holder or any of its affiliates would beneficially own (as determined in accordance with the terms of the Warrants) more than 4.99 % (or, at the election of the holder, 9.99 %) of the outstanding Common Stock immediately after giving effect to the exercise. There is no established trading market available for the Warrants on any securities exchange or nationally recognized trading system. The Company accounts for common stock warrants as either equity-classified or liability-classified instruments based on an assessment of the specific terms of the warrants and applicable authoritative guidance in ASC 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815-40, Contracts in Entity’s Own Equity (“ASC 815-40”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and meet all of the requirements for equity classification under ASC 815-40, including whether the warrants are indexed to the Company’s own stock and whether the events where holders of the warrants could potentially require net cash settlement are within the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. The Form of Warrant requires that, if the Company consummates any merger, consolidation, sale or other reorganization event, including the sale of all or substantially all of the Company’s assets, in which its common stock is converted into or exchanged for securities, cash or other property (“Fundamental Transaction”), then the Company shall pay at the holder’s option, exercisable at any time commencing on the occurrence or the consummation of the Fundamental Transaction (or, if later, the date of public announcement) and continuing up to 30 days, an amount of cash equal to the value of the remaining unexercised portion of the Warrant as determined in accordance with the Black-Scholes option pricing model on the date of such Fundamental Transaction provided; however, that if the Fundamental Transaction is not within the Company’s control, including not approved by the Board of Directors, the holder of the Warrant shall only be entitled to receive the same type or form of consideration (and in the same proportion), at the Black Scholes Value of the unexercised portion of the Warrant, that is being offered and paid to the holder of the Common Stock of the Company in connection with the Fundamental Transaction. The Black-Scholes option pricing model, as defined in the Form of Warrant, includes as an input, the highest volume weighted average price (“VWAP”) for a period of one trading day preceding the consummation or announcement of a Fundamental Transaction up to 30 days after a Fundamental Transaction. The Company has determined that an adjustment based on this input is not limited to the effect that is attributable to the Fundamental Transaction and therefore causes the Warrants to fail the indexation guidance under ASC 815-40. As a result, the Company has determined that the Warrants must be recorded as derivative liabilities upon issuance and marked to market on a quarterly basis in the Company’s unaudited condensed consolidated statement of operations until their exercise or expiration. The 2022 Offering resulted in net proceeds to the Company of approximately $ 7,675,000 , after deducting underwriting discounts and offering expenses of $ 1,325,000 . Offering costs were allocated between liability expense and equity based on the fair value of the Warrants of approximately $ 3,984,000 and the total gross proceeds of $ 9,000,000 . $ 574,000 of offering costs were allocated to the Warrants and were expensed immediately and recorded as other income (expense) in the consolidated statement of operations for the year ended December 31, 2022, resulting in a net impact to the Company’s equity of $ 751,000 . 2010 Stock Incentive Plan The Company’s employees, directors, and consultants were eligible to receive awards under the Vermillion, Inc. Second Amended and Restated 2010 Stock Incentive Plan (the “2010 Plan”), which was replaced by the 2019 Plan (as defined below) with respect to future equity grants. As of September 30, 2023, there were no shares of the Company’s common stock available for future grants under the 2010 Plan. The following table summarizes stock option activity for the 2010 Plan during the nine months ended September 30, 2023. Options outstanding at December 31, 2022 287,104 Options forfeited or expired ( 41,751 ) Options outstanding at September 30, 2023 245,353 2019 Stock Incentive Plan At the Company’s 2019 annual meeting of stockholders, the Company’s stockholders approved the Vermillion, Inc. 2019 Stock Incentive Plan, the name of which was subsequently changed to the Aspira Women’s Health Inc. 2019 Stock Incentive Plan (the “2019 Plan”). The purposes of the 2019 Plan are (i) to align the interests of the Company’s stockholders and recipients of awards under the 2019 Plan by increasing the proprietary interest of such recipients in the Company’s growth and success; (ii) to advance the interests of the Company by attracting and retaining non-employee directors, officers, other employees, consultants, independent contractors and agents; and (iii) to motivate such persons to act in the long-term best interests of the Company and its stockholders. The 2019 Plan allows the Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units and performance awards to participants. Subject to the terms and conditions of the 2019 Plan, the initial number of shares authorized for grants (as adjusted for the reverse stock split) under the 2019 Plan is 699,485 . On May 9, 2023, the Company’s stockholders approved an increase of 5,000,000 shares ( 333,333 shares as adjusted for the reverse stock split) in the number of shares available for issuance under the 2019 Plan for a total of 1,032,818 shares. To the extent an equity award granted under the 2019 Plan expires or otherwise terminates without having been exercised or paid in full, or is settled in cash, the shares of common stock subject to such award will become available for future grant under the 2019 Plan. As of September 30, 2023 , 449,788 shares of Aspira common stock were subject to outstanding stock options, and 49,957 shares of Aspira common stock were subject to unreleased restricted stock awards and a total of 284,768 shares of Aspira common stock were reserved for future issuance under the 2019 Plan. The following table summarizes stock option activity for the 2019 Plan during the nine months ended September 30, 2023. Options outstanding at December 31, 2022 368,124 Options granted 311,431 Options forfeited or expired ( 229,767 ) Options outstanding at September 30, 2023 449,788 The following table summarizes RSU activity for the 2019 Plan during the nine months ended September 30, 2023. RSUs outstanding at December 31, 2022 - RSUs granted 205,235 RSUs vested and issued ( 155,278 ) RSUs outstanding at September 30, 2023 49,957 RSUs vested and unissued at September 30, 2023 8,615 Stock-Based Compensation During the three months ended March 31, 2023, the Company granted the following awards under the 2019 Plan. Assumptions included in the fair value per share calculations were (i) expected terms of one to four years , (ii) one- to five- year treasury interest rates of 4.01 % to 4.87 % and (iii) market close prices ranging from $ 4.80 to $ 8.70 , as adjusted for the reverse stock split. The Company recorded $ 598,000 in forfeitures for the three months ended March 31, 2023. Grant Date Number of Shares (post-reverse stock split) Type of Award Exercise Price / Share Fair Value / Share 1/3/2023 333 Options $ 4.80 $ 1.95 1/20/2023 24,333 Options $ 7.50 $ 4.16 2/1/2023 333 Options $ 7.65 $ 3.08 2/8/2023 99,166 Options $ 8.70 $ 4.83 2/8/2023 13,333 Options $ 15.30 $ 5.92 2/8/2023 5,737 Restricted Stock Units $ - $ - 2/9/2023 25,964 Options $ 8.55 $ 4.76 2/9/2023 64,611 Options $ 8.55 $ 6.08 2/9/2023 11,675 Restricted Stock Units $ - $ - 245,485 During the three months ended June 30, 2023, the Company granted the following awards under the 2019 Plan. Assumptions included in the fair value per share calculations were (i) expected terms of one to four years , (ii) one- to five- year treasury interest rates of 3.74 % to 5.02 % and (iii) market close prices ranging from $ 2.99 to $ 4.25 . The Company recorded $ 51,000 in forfeitures for the three months ended June 30, 2023. Grant Date Number of Shares Type of Award Exercise Price Fair Value / Share 5/18/2023 4,400 Options $ 4.25 $ 3.76 5/18/2023 7,415 Options $ 4.25 $ 2.02 6/1/2023 30,342 Options $ 2.99 $ 2.14 6/1/2023 102,388 Restricted Stock Units $ - $ - 144,545 During the three months ended September 30, 2023, the Company granted the following awards under the 2019 Plan. Assumptions included in the fair value per share calculations were (i) expected terms of two years, (ii) one- to five- year treasury interest rates of 4.85% to 498% and (iii) market close prices ranging from $2.40 to $3.75. The Company recorded $30,000 in forfeitures for the three months ended September 30, 2023. Grant Date Number of Shares Type of Award Exercise Price Fair Value / Share 7/25/2023 20,801 Options $ 2.40 $ 2.14 7/25/2023 15,777 RSU $ - $ - 8/21/2023 21,032 RSU $ - $ - 8/24/2023 400 Options $ 3.35 $ 2.98 8/29/2023 20,000 Options $ 3.75 $ 3.34 8/29/2023 26,467 RSU $ - $ - 9/28/2023 22,159 RSU $ - $ - 126,636 The allocation of employee stock-based compensation expense, including expense reversals due to forfeitures, by functional area for the three and nine months ended September 30, 2023 and 2022 was as follows. Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2023 2022 2023 2022 Cost of revenue $ 6 $ ( 27 ) $ 20 $ 52 Research and development 70 31 213 21 Sales and marketing 26 76 13 281 General and administrative 377 428 744 1,445 Total $ 479 $ 508 $ 990 $ 1,799 |
Loss Per Share
Loss Per Share | 9 Months Ended |
Sep. 30, 2023 | |
Loss Per Share [Abstract] | |
Loss Per Share | 7. LOSS PER SHARE The Company calculates basic loss per share using the weighted average number of shares of Aspira common stock outstanding during the period. Because the Company is in a net loss position, diluted loss per share is calculated using the weighted average number of shares of Aspira common stock (as adjusted for the reverse stock split) outstanding and excludes the anti-dilutive effects of 1,545,083 potential shares of Aspira common stock for the three and nine months ending September 30, 2023 and 1,768,074 potential shares of Aspira common stock for the three and nine months ending September 30 2022, inclusive of 799,985 and 799,985 shares of Aspira common stock, as adjusted for the reverse stock split, issuable upon the exercise of the warrants outstanding as of September 30 , 2023 and 2022, respectively. Potential shares of Aspira common stock and warrants include incremental shares of Aspira common stock issuable upon the exercise of stock options and warrants and the vesting of unvested restricted stock units. Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (as restated) (as restated) Numerator: Net Loss $ ( 4,706 ) $ ( 7,783 ) $ ( 13,601 ) $ ( 25,294 ) Denominator: Shares used in computing net loss per share, basic and diluted 9,776,436 7,807,876 8,838,342 7,590,872 Net loss per share, basic and diluted $ ( 0.48 ) $ ( 1.00 ) $ ( 1.54 ) $ ( 3.33 ) |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 8. SUBSEQUENT EVENTS On October 30, 2023, the Company resumed selling shares under the LPC Purchase Agreement, exercising the option for an Accelerated Purchase as allowed under the LPC Purchase Agreement. As of November 9, 2023, the Company has sold 69,520 shares for an aggregate gross proceeds of approximately $ 300,000 subsequent to the quarter ended September 30, 2023. |
Organization, Basis Of Presen_2
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Policy) | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies [Abstract] | |
Organization | Organization Aspira Women’s Health Inc. (“Aspira” and its wholly-owned subsidiaries are collectively referred to as the “Company ”) is incorporated in the state of Delaware, and is engaged in the business of discovering, developing and commercializing risk assessment and diagnostic tests for gynecologic diseases. The Company currently markets and distributes the following products and related services: (1) Ova1Plus, a non-invasive blood test that combines two FDA-cleared tests for women with pelvic masses who are planned for surgery: Ova1, leveraging its high sensitivity, and Overa, with its high specificity; and (2) OvaWatch, a non-invasive blood test used to assess the risk of ovarian cancer for women with adnexal masses, evaluated by initial clinical assessment as likely benign or indeterminant with a negative predictive value of 99%. Collectively, these tests are referred to and marketed as OvaSuite. Revenue from these sources is included in total revenue in the results of operations for the three and nine months ended September 30, 2023 and 2022, respectively. |
Reverse Stock Split | Reverse Stock Split On May 9, 2023, the Company’s board of directors approved a one-for-fifteen reverse stock split (the “Reverse Stock Split”) of the Company’s common stock without any change to its par value, which became effective on May 12, 2023. All references to share and per share amounts for all periods presented in these unaudited condensed consolidated financial statements have been retrospectively restated to reflect the Reverse Stock Split. Par values were not adjusted. |
Liquidity | Liquidity As of September 30, 2023 , the Company had approximately $ 5,100,000 of cash and cash equivalents (excluding restricted cash of $ 256,000 ), an accumulated deficit of approximately $ 515,214,000 , and w orking capital of approximately $ 2,410,000 . For the three and nine months ended September 30, 2023 , the Company incurred a net loss of $4, 706,000 and $ 13,601,000 , respectively, and used cash in operations of $ 3,321,000 and $ 12,444,000 , respectively. The Company has incurred significant net losses and negative cash flows from operations since inception. The Company also expects to continue to incur a net loss and negative cash flows from operations for the remainder of 2023. In the event that the Company’s existing cash on hand is not sufficient to fund operations, meet its capital requirements or satisfy the anticipated obligations as they become due, the Company expects to take further action to protect its liquidity position, which include, but are not limited to: Raising capital through equity or debt offerings either in the public markets or via private placement offering, including through financing facilities described elsewhere in the financial statements; however, no assurance can be given that capital will be available on acceptable terms or at all; Reducing executive bonuses or replacing cash compensation with equity grants; Reducing professional services and consulting fees and eliminating non-critical projects; Reducing, eliminating or deferring discretionary marketing programs; and Reducing travel and entertainment expenses. The Company also has outstanding warrants to purchase shares of its common stock that may be exercised although there can be no assurance that the warrants will be exercised. There can be no assurance that the Company will achieve or sustain profitability or positive cash flow from operations. Given the above conditions, there is substantial doubt about the Company’s ability to continue as a going concern within one year after the consolidated interim financial statements are issued. The unaudited condensed consolidated financial statements have been prepared on a going concern basis and do not include any adjustments that might result from these uncertainties. On June 1, 2022, the Company received a deficiency letter from the Listing Qualifications Department of the Nasdaq Stock Market notifying the Company that, for the preceding 30 consecutive business days, the closing bid price for the Company’s common stock was below the minimum $1.00 per share requirement for continued inclusion on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(a)(2) (the “Minimum Bid Price Rule”). On November 29, 2022, the Company was granted an additional 180-calendar day compliance period, or until May 29, 2023, to regain compliance with the minimum bid price requirement. On May 26, 2023, the Company received notice from Nasdaq that it had regained compliance. On July 11, 2023, the Company received a second deficiency letter from the Listing Qualifications Department of the Nasdaq Stock Market notifying the Company that, for the 30 consecutive business days prior to the date of the deficiency letter, the Company’s Market Value of Listed Securities was below the minimum of $ 35 million requirement for continued inclusion on The Nasdaq Capital Market pursuant to Nasdaq Listing Rule 5550(b)(2) (the “MVLS Requirement”). In accordance with Nasdaq Listing Rule 5810(c)(3)(C), Nasdaq provided the Company with 180 calendar days, or until January 8, 2024, to regain compliance with the MVLS Requirement. On September 12, 2023, the Company received notice from Nasdaq that it had regained compliance. T here is no assurance that the Company will maintain compliance with the MVLS Requirement or any of the other Nasdaq continued listing requirements. |
Basis Of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management of the Company, all adjustments, consisting of normal recurring adjustments necessary for the fair statement of results for the periods presented, have been included. The results of operations of any interim period are not necessarily indicative of the results of operations for the full year or any other interim period. The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the unaudited condensed consolidated financial statements have read or have access to the audited consolidated financial statements for the preceding fiscal year. The consolidated balance sheet at December 31 , 2022 included in this report has been derived from the audited consolidated financial statements at that date, but does not include all the information and notes required by GAAP. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2022 included in the Company’s Annual Report on Amendment No. 1 to Annual Report on Form 10-K /A, filed with the SEC on October 26, 2023. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimated results. |
Revenue Recognition | Revenue Recognition Product Revenue – OvaSuite : The Company recognizes product revenue in accordance with the provisions of Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”). Product revenue is recognized upon completion of the OvaSuite test and delivery of results to the physician based on estimates of amounts that will ultimately be realized. In determining the amount of revenue to be recognized for a delivered test result, the Company considers factors such as payment history and amount, payer coverage, whether there is a reimbursement contract between the payer and the Company, and any developments or changes that could impact reimbursement. These estimates require significant judgment by management as the collection cycle on some accounts can be as long as one year. The effect of any change made to an estimated input component and, therefore revenue recognized, would be recorded as a change in estimate at the time of the change. The Company also reviews its patient account population and determines an appropriate distribution of patient accounts by payer ( i.e ., Medicare, patient pay, other third-party payer, etc. ) into portfolios with similar collection experience. The Company has elected this practical expedient that, when evaluated for collectability, results in a materially consistent revenue amount for such portfolios as if each patient account were evaluated on an individual contract basis. During the period ended September 30, 2023, there were no adjustments to estimates of variable consideration to derecognize revenue for services provided in a prior period; however, additional revenue of approximately $ 5,000 and $ 115,000 was recognized for amounts collected in excess of revenue estimated for prior periods during the three and nine months ended September 30, 2023, respectively. There were no impairment losses on accounts receivable recorded during the three and nine months ended September 30, 2023 and 2022, respectively. Genetics Revenue – Aspira GenetiX : Under ASC 606, the Company’s genetics revenue was recognized upon completion of the Aspira GenetiX test and delivery of results to the physician based on estimates of amounts that will ultimately be realized. In determining the amount of revenue to be recognized for a delivered test result, the Company considered factors such as payment history and amount, payer coverage, whether there was a reimbursement contract between the payer and the Company, and any developments or changes that could impact reimbursement. These estimates require significant judgment by management. In September 2022, the Company received a notice of cancellation from its only Aspira Synergy genetics carrier screening customer, Axia Women’s Health. As a result of this cancellation, along with the general deterioration of commercial opportunities in the genetics carrier screening market, the Company has ceased providing Aspira GenetiX, including genetics carrier screening, on the Aspira Synergy platform, effective September 30, 2022. The Company had previously recognized genetics revenue under ASC 606 upon completion of the Aspira GenetiX test and delivery of results to the physician based on estimates of amounts that would ultimately have been realized. The Company did not incur any termination penalties nor did the Company accrue any expenses as a result of the cancellation. This is not expected to have a material impact on the Company’s revenues in any future periods. Accounts Receivable: Virtually all accounts receivable are derived from sales made to customers located in North America. The Company performs ongoing credit evaluations of its customers’ financial condition and generally does not require collateral. The Company maintains an allowance for credit losses based upon the expected collectability of accounts receivable. In determining the amount of the allowance for credit losses, the Company considers historical collectability based on past due status and makes judgments about the creditworthiness of customers based on ongoing credit evaluations. The Company also considers customer-specific information, current market conditions, and reasonable and supportable forecasts of future economic conditions . |
Correction of Errors | Correction of Errors On October 13, 2023, the Audit Committee of the Board of Directors (the “Audit Committee”) of the Company and the Company’s management determined that its previously issued financial statements in its Annual Report on Form 10-K for the year ended December 31, 2022, as well as the previously filed Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2022 (collectively, the “Prior Period Financial Statements”), should be restated and should no longer be relied upon due to an error in the Company’s accounting for certain warrants issued in August 2022 as part of its underwritten offering with William Blair & Company, LLC. The Company identified material errors in its accounting for warrants (the “Warrants”) issued pursuant to the underwriting agreement with William Blair & Company LLC in August 2022 (the “2022 Underwriting Agreement”). Specifically, when calculating the issuance date fair value of the Warrants, the Company used assumptions in the Black Scholes Valuation calculation that were associated with the incorrect Warrant issuance date. The Company used the 2022 Underwriting Agreement date of August 22, 2022, instead of the Warrant issuance date per the Common Stock Purchase Warrant Agreement dated August 25, 2022. The incorrect warrant issuance date resulted in an inaccurate market closing price, risk free interest rate, and stock price volatility assumptions used in the Black Scholes Valuation calculation. The initial calculation based upon the August 22, 2022 assumptions calculated an issuance date fair value of the warrant liability of approximately $ 7,752,000 , whereas the updated calculation with the August 25, 2022 assumptions calculated an issuance date fair value of the warrant liability of approximately $ 3,984,000 , which results in a difference of approximately $ 3,768,000 . The change in the initial fair value of the warrant liability resulted in an adjustment of previously reported change in fair value of warrant liabilities in the amount of $ 3,768,000 on the consolidated statement of operations for the three and nine months ended September 30, 2022, with a corresponding adjustment in consolidated statement of cash flows for the nine months ended September 30, 2022. Additionally, upon the initial recording of this transaction, total offering costs of $ 1,296,000 were allocated between expense included in the consolidated statements of operations and stockholders’ equity included in the consolidated balance sheets based on the percentage of the Warrant fair value of $ 7,752,000 and total gross proceeds of $ 9,000,000 . $ 1,117,000 of offering costs were initially allocated to the Warrants and expensed immediately to general and administrative (“G&A”) expense instead of as a non-operating expense in the consolidated statements of operations and comprehensive loss, and the remaining offering costs had a net impact to stockholders’ equity of $ 179,000 . The updated allocation using the August 25, 2022 issuance date fair value of $ 3,984,000 resulted in a reallocation of offering costs of $ 543,000 from G&A expense to equity, and an adjustment of $ 574,000 from G&A expense to non-operating expense; $ 574,000 of the offering costs are now expensed immediately as other income (expense) on the consolidated statements of operations for the year ended December 31, 2022, and offering costs of $ 543,000 are recorded in stockholders’ equity on the consolidated balance sheet as of December 31, 2022. As a result of the change there was an adjustment in the presentation of the offering costs related to the warrant liability of $ 1,117,000 from cash flows used in operating activities to cash flows provided by financing activities on the Company’s consolidated statement of cash flows. As a result of the material error discussed above, the Company restated its financial statements for the year ended December 31, 2022 and the unaudited interim financial statements for the three and nine months ended September 30, 2022 to reflect the correction of the error. In addition to the errors identified above, the restated consolidated financial statements for the year ended December 31, 2022 also included adjustments to correct certain other immaterial errors. These errors, discussed below, both individually and in the aggregate, had no material impact on earnings per share for the year ended December 31, 2022. The effects of the restatement on the unaudited interim financial statements as of and for the three and nine months ended September 30, 2022 are set forth as follows. Aspira Women’s Health Inc. Condensed Consolidated Balance Sheets (Amounts in Thousands, Except Share and Par Value Amounts) (Unaudited) September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Assets Current assets: Cash and cash equivalents $ 20,551 $ - $ 20,551 Accounts receivable, net of allowance of $ 6 1,201 - 1,201 Prepaid expenses and other current assets 944 - 944 Inventories 280 - 280 Total current assets 22,976 - 22,976 Property and equipment, net 417 - 417 Right-of-use assets 299 - 299 Restricted cash 250 - 250 Total assets $ 23,942 $ - $ 23,942 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 1,893 $ - $ 1,893 Accrued liabilities 4,988 - 4,988 Current portion of long-term debt 343 - 343 Lease liability 73 - 73 Total current liabilities 7,297 - 7,297 Non-current liabilities: Long-term debt 2,426 - 2,426 Lease liability 293 - 293 Warrant liabilities 2,748 - 2,748 Total liabilities 12,764 - 12,764 Commitments and contingencies Stockholders’ equity: Common stock, par value $ 0.001 per share, 150,000,000 shares authorized at September 30, 2022 and December 31, 2021; 8,296,376 and 7,475,916 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively 8 - 8 Additional paid-in capital 504,967 3,225 508,192 Accumulated deficit ( 493,797 ) ( 3,225 ) ( 497,022 ) Total stockholders’ equity 11,178 - 11,178 Total liabilities and stockholders’ equity $ 23,942 $ - $ 23,942 Aspira Women’s Health Inc. Condensed Consolidated Statements of Operations (Amounts in Thousands, Except Share and Per Share Amounts) (Unaudited) Three Months Ended September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Revenue: Product $ 2,037 $ - $ 2,037 Genetics 35 - 35 Total revenue 2,072 - 2,072 Cost of revenue (1) : Product 875 - 875 Genetics 41 - 41 Total cost of revenue 916 - 916 Gross profit 1,156 - 1,156 Operating expenses: Research and development (2) 2,157 - 2,157 Sales and marketing (3) 3,950 - 3,950 General and administrative (4) 4,746 ( 1,117 ) 3,629 Total operating expenses 10,853 ( 1,117 ) 9,736 Loss from operations ( 9,697 ) 1,117 ( 8,580 ) Change in fair value of warrant liabilities 5,004 ( 3,768 ) 1,236 Interest income (expense), net 18 - 18 Other income (expense), net 117 ( 574 ) ( 457 ) Net loss $ ( 4,558 ) $ ( 3,225 ) $ ( 7,783 ) Net loss per share - basic and diluted $ ( 0.58 ) $ ( 0.42 ) $ ( 1.00 ) Weighted average common shares used to compute basic and diluted net loss per common share 7,807,876 7,807,876 7,807,876 Non-cash stock-based compensation expense included in cost of revenue and operating expenses: (1) Cost of revenue $ ( 23 ) $ - $ ( 23 ) (2) Research and development 65 - 65 (3) Sales and marketing 76 - 76 (4) General and administrative 428 - 428 Aspira Women’s Health Inc. Condensed Consolidated Statements of Operations (Amounts in Thousands, Except Share and Per Share Amounts) (Unaudited) Nine Months Ended September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Revenue: Product $ 5,890 $ - $ 5,890 Genetics 141 - 141 Total revenue 6,031 - 6,031 Cost of revenue (1) : Product 2,768 - 2,768 Genetics 180 - 180 Total cost of revenue 2,948 - 2,948 Gross profit 3,083 - 3,083 Operating expenses: Research and development (2) 4,915 - 4,915 Sales and marketing (3) 12,027 - 12,027 General and administrative (4) 13,305 ( 1,117 ) 12,188 Total operating expenses 30,247 ( 1,117 ) 29,130 Loss from operations ( 27,164 ) 1,117 ( 26,047 ) Change in fair value of warrant liabilities 5,004 ( 3,768 ) 1,236 Interest income (expense), net ( 10 ) - ( 10 ) Other income (expense), net 101 ( 574 ) ( 473 ) Net loss $ ( 22,069 ) $ ( 3,225 ) $ ( 25,294 ) Net loss per share - basic and diluted $ ( 2.91 ) $ ( 0.42 ) $ ( 3.33 ) Weighted average common shares used to compute basic and diluted net loss per common share 7,590,872 7,590,872 7,590,872 Non-cash stock-based compensation expense included in cost of revenue and operating expenses: (1) Cost of revenue $ 64 $ - $ 64 (2) Research and development 114 - 114 (3) Sales and marketing 281 - 281 (4) General and administrative 1,535 - 1,535 Aspira Women’s Health Inc. Condensed Consolidated Statements of Changes in Stockholders’ Equity (Amounts in Thousands, Except Share Amounts) (Unaudited) Total Common Additional Accumulated Stockholders' Stock Paid-in-Capital Deficit Equity (As Previously Reported) Balance at December 31, 2021 $ 7 $ 501,893 $ ( 471,728 ) $ 30,172 Net loss - - ( 9,268 ) ( 9,268 ) Common stock issued in conjunction with exercise of stock options - 2 - 2 Stock-based compensation expense - 838 - 838 Balance at March 31, 2022 $ 7 $ 502,733 $ ( 480,996 ) $ 21,744 Net loss - - ( 8,243 ) ( 8,243 ) Common stock issued in conjunction with exercise of stock options - 11 - 11 Common stock issued for restricted stock awards - - - 140 - - - 140 Stock-based compensation expense - 470 - 470 Balance at June 30, 2022 $ 7 $ 503,354 $ ( 489,239 ) $ 14,122 Net loss - - ( 4,558 ) ( 4,558 ) Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs 1 1,067 - 1,068 Common stock issued for restricted stock awards - 95 - 95 Stock-based compensation expense - 451 - 451 Balance at September 30, 2022 $ 8 $ 504,967 $ ( 493,797 ) $ 11,178 (Adjustments) Balance at June 30, 2022 $ - $ - $ - $ - Net loss - - ( 3,225 ) ( 3,225 ) Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs - 3,225 - 3,225 Balance at September 30, 2022 $ - $ 3,225 $ ( 3,225 ) $ - (As Restated) Balance at December 31, 2021 $ 7 $ 501,893 $ ( 471,728 ) $ 30,172 Net loss - - ( 9,268 ) ( 9,268 ) Common stock issued in conjunction with exercise of stock options - 2 - 2 Stock-based compensation expense - 838 - 838 Balance at March 31, 2022 $ 7 $ 502,733 $ ( 480,996 ) $ 21,744 Net loss - - ( 8,243 ) ( 8,243 ) Common stock issued in conjunction with exercise of stock options - 11 - 11 Common stock issued for restricted stock awards - 140 - 140 Stock-based compensation expense - 470 - 470 Balance at June 30, 2022 $ 7 $ 503,354 $ ( 489,239 ) $ 14,122 Net loss - - ( 7,783 ) ( 7,783 ) Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs 1 4,292 - 4,293 Common stock issued for restricted stock awards - 95 - 95 Stock-based compensation expense - 451 - 451 Balance at September 30, 2022 $ 8 $ 508,192 $ ( 497,022 ) $ 11,178 Aspira Women’s Health Inc. Condensed Consolidated Statements of Cash Flows (Amounts in Thousands) (Unaudited) Nine Months Ended September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Cash flows from operating activities: Net loss $ ( 22,069 ) $ ( 3,225 ) $ ( 25,294 ) Adjustments to reconcile net loss to net cash used in operating activities: Non-cash lease expense 4 - 4 Depreciation and amortization 195 - 195 Stock-based compensation expense 1,994 - 1,994 Change in fair value of warrant liabilities ( 5,004 ) 3,768 ( 1,236 ) Other expenses representing transaction costs allocated to the issuance of warrants - 574 574 Loss on sale and disposal of property and equipment 10 - 10 Changes in operating assets and liabilities: Accounts receivable ( 174 ) - ( 174 ) Prepaid expenses and other assets 694 - 694 Inventories ( 106 ) - ( 106 ) Accounts payable, accrued liabilities and other liabilities ( 653 ) - ( 653 ) Net cash used in operating activities ( 25,109 ) 1,117 ( 23,992 ) Cash flows from investing activities: Purchase of property and equipment ( 158 ) ( 158 ) Net cash used in investing activities ( 158 ) - ( 158 ) Cash flows from financing activities: Principal repayment of DECD loan ( 196 ) - ( 196 ) Proceeds from issuance of common stock from exercise of stock options 13 - 13 Proceeds from public offering 9,000 - 9,000 Payment of issuance costs for public offering ( 179 ) ( 1,117 ) ( 1,296 ) Net cash provided by financing activities 8,638 ( 1,117 ) 7,521 Net (decrease) increase in cash, cash equivalents and restricted cash ( 16,629 ) - ( 16,629 ) Cash, cash equivalents and restricted cash, beginning of period 37,430 - 37,430 Cash, cash equivalents and restricted cash, end of period $ 20,801 $ - $ 20,801 Reconciliation to Condensed Consolidated Balance Sheet: Cash and cash equivalents $ 20,551 $ - $ 20,551 Restricted cash 250 - 250 Unrestricted and restricted cash and cash equivalents $ 20,801 $ - $ 20,801 During the three months ended March 31, 2023, the Company identified an immaterial error related to the accounting for forfeitures in stock-based compensation that impacted previously issued 2022 consolidated financial statements. As a result, the Company corrected the error in its restated consolidated financial statements for the year ended December 31, 2022. The Company had initially recorded an out-of-period adjustment to reduce stock-based compensation in the amount of $ 262,000 during the three months ended March 31, 2023, which has been retrospectively reversed during the three months ended March 31, 2023. Management evaluated the impact on the 2022 and 2023 consolidated financial statements and concluded it was not material. In addition, the Company identified an error in the recording of its accrued liability as of December 31, 2022 related to a reduction in force. Initially, the Company recorded an accrued liability of $ 248,000 as of December 31, 2022 for the reduction in force that took place on January 3, 2023. Since the affected employees were not notified until after December 31, 2022, the impact of the error was an overstatement of expense in the consolidated financial statements for the year ended December 31, 2022 of $ 248,000 . The restated consolidated financial statements for the year ended December 31, 2022 included the correction of this immaterial error. As a result of the restatement, the Company has retrospectively recorded the expense of $ 248,000 in the three months ended March 31, 2023. Management evaluated the impact on the 2022 and 2023 consolidated financial statements and concluded that the error was not material. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In June 2016 , the Financial Accounting Standards Board issued Accounting Standard Update No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU 2016-13”). ASU 2016-13 requires timelier recording of credit losses on loans and other financial instruments held. Instead of reserves based on a current probability analysis, ASU 2016-13 requires the measurement of all expected credit losses for financial assets held at the reporting date based on historical experience, current conditions, and reasonable and supportable forecasts. All organizations will now use forward-looking information to better inform their credit loss estimates. ASU 2016-13 requires enhanced disclosures regarding significant estimates and judgments used in estimating credit losses, as well as the credit quality and underwriting standards of an organization’s portfolio. These disclosures include qualitative and quantitative requirements that provide information about the amounts recorded in the financial statements. In addition, ASU 2016-13 amends the accounting for credit losses on available-for-sale debt securities and purchased financial assets with credit deterioration. In April 2019, the FASB issued ASU No. 2019-04, Codification Improvements to Topic 326 Financial Instruments—Credit Losses, Topic 815, Derivatives and Hedging, and Topic 825, Financial Instruments (“ASU 2019-05”), to introduce amendments which will affect the recognition and measurement of financial instruments, including derivatives and hedging. In May 2019, the FASB issued ASU No. 2019-05, Financial Instruments – Credit Losses (Topic 326); Targeted Transition Relief. The amendments in ASU 2019-05 provide entities that have certain instruments within the scope of Subtopic 326-20 with an option to irrevocably elect the fair value option in Subtopic 825-10, applied on an instrument-by-instrument basis for eligible instruments upon adoption of ASU 2016-13. This standard and related amendments were effective for the Company’s fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. ASU 2019-05 was effective January 1, 2023 for smaller reporting companies, which includes the Company. The adoption of ASU 2016-13 did not have a material impact on the Company’s results of operations, financial position, or cash flows. In March 2020, FASB issued ASU No. 2020-03, Codification Improvements to Financial Instruments . This ASU improves and clarifies various financial instruments topics, including the current expected credit losses standard issued in 2016 (ASU No. 2016-13). The ASU includes seven different issues that describe the areas of improvement and the related amendments to GAAP, intended to make the standards easier to understand and apply by eliminating inconsistencies and providing clarifications. The amendments have different effective dates. The issues 1-5 are conforming amendments, which are effective upon issuance of this final update. The Company determined that issues 1-5 have no impact on its financials. The amendments related to issue 6 and 7 effect ASU No. 2016-13, Financial instruments – credit losses (Topic 326): measurement of credit losses on financial statements . Effective dates of issue 6 and 7 are the same as the effective date of ASU No. 2016-13. The Company has adopted the new standard in the first quarter of fiscal year 2023. The adoption of this standard by the Company did not have a material impact on the Company’s results of operations, financial position, or cash flows. In August 2020, the Financial Accounting Standards Board issued Accounting Standard Update No. 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”). This update was issued to assist in simplifying the accounting for convertible instruments. This ASU 2020-06 is scheduled to be effective for fiscal years beginning after December 15, 2023, including interim periods within those fiscal years. Early adoption is permitted. The Company is in the process of evaluating the impact of this standard on its consolidated financial statements. |
Organization, Basis Of Presen_3
Organization, Basis Of Presentation And Summary Of Significant Accounting And Reporting Policies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies [Abstract] | |
Effects of Restatement and Other Immaterial Adjustments on Unaudited Interim Financial Statements | September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Assets Current assets: Cash and cash equivalents $ 20,551 $ - $ 20,551 Accounts receivable, net of allowance of $ 6 1,201 - 1,201 Prepaid expenses and other current assets 944 - 944 Inventories 280 - 280 Total current assets 22,976 - 22,976 Property and equipment, net 417 - 417 Right-of-use assets 299 - 299 Restricted cash 250 - 250 Total assets $ 23,942 $ - $ 23,942 Liabilities and Stockholders’ Equity Current liabilities: Accounts payable $ 1,893 $ - $ 1,893 Accrued liabilities 4,988 - 4,988 Current portion of long-term debt 343 - 343 Lease liability 73 - 73 Total current liabilities 7,297 - 7,297 Non-current liabilities: Long-term debt 2,426 - 2,426 Lease liability 293 - 293 Warrant liabilities 2,748 - 2,748 Total liabilities 12,764 - 12,764 Commitments and contingencies Stockholders’ equity: Common stock, par value $ 0.001 per share, 150,000,000 shares authorized at September 30, 2022 and December 31, 2021; 8,296,376 and 7,475,916 shares issued and outstanding at September 30, 2022 and December 31, 2021, respectively 8 - 8 Additional paid-in capital 504,967 3,225 508,192 Accumulated deficit ( 493,797 ) ( 3,225 ) ( 497,022 ) Total stockholders’ equity 11,178 - 11,178 Total liabilities and stockholders’ equity $ 23,942 $ - $ 23,942 Aspira Women’s Health Inc. Condensed Consolidated Statements of Operations (Amounts in Thousands, Except Share and Per Share Amounts) (Unaudited) Three Months Ended September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Revenue: Product $ 2,037 $ - $ 2,037 Genetics 35 - 35 Total revenue 2,072 - 2,072 Cost of revenue (1) : Product 875 - 875 Genetics 41 - 41 Total cost of revenue 916 - 916 Gross profit 1,156 - 1,156 Operating expenses: Research and development (2) 2,157 - 2,157 Sales and marketing (3) 3,950 - 3,950 General and administrative (4) 4,746 ( 1,117 ) 3,629 Total operating expenses 10,853 ( 1,117 ) 9,736 Loss from operations ( 9,697 ) 1,117 ( 8,580 ) Change in fair value of warrant liabilities 5,004 ( 3,768 ) 1,236 Interest income (expense), net 18 - 18 Other income (expense), net 117 ( 574 ) ( 457 ) Net loss $ ( 4,558 ) $ ( 3,225 ) $ ( 7,783 ) Net loss per share - basic and diluted $ ( 0.58 ) $ ( 0.42 ) $ ( 1.00 ) Weighted average common shares used to compute basic and diluted net loss per common share 7,807,876 7,807,876 7,807,876 Non-cash stock-based compensation expense included in cost of revenue and operating expenses: (1) Cost of revenue $ ( 23 ) $ - $ ( 23 ) (2) Research and development 65 - 65 (3) Sales and marketing 76 - 76 (4) General and administrative 428 - 428 Aspira Women’s Health Inc. Condensed Consolidated Statements of Operations (Amounts in Thousands, Except Share and Per Share Amounts) (Unaudited) Nine Months Ended September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Revenue: Product $ 5,890 $ - $ 5,890 Genetics 141 - 141 Total revenue 6,031 - 6,031 Cost of revenue (1) : Product 2,768 - 2,768 Genetics 180 - 180 Total cost of revenue 2,948 - 2,948 Gross profit 3,083 - 3,083 Operating expenses: Research and development (2) 4,915 - 4,915 Sales and marketing (3) 12,027 - 12,027 General and administrative (4) 13,305 ( 1,117 ) 12,188 Total operating expenses 30,247 ( 1,117 ) 29,130 Loss from operations ( 27,164 ) 1,117 ( 26,047 ) Change in fair value of warrant liabilities 5,004 ( 3,768 ) 1,236 Interest income (expense), net ( 10 ) - ( 10 ) Other income (expense), net 101 ( 574 ) ( 473 ) Net loss $ ( 22,069 ) $ ( 3,225 ) $ ( 25,294 ) Net loss per share - basic and diluted $ ( 2.91 ) $ ( 0.42 ) $ ( 3.33 ) Weighted average common shares used to compute basic and diluted net loss per common share 7,590,872 7,590,872 7,590,872 Non-cash stock-based compensation expense included in cost of revenue and operating expenses: (1) Cost of revenue $ 64 $ - $ 64 (2) Research and development 114 - 114 (3) Sales and marketing 281 - 281 (4) General and administrative 1,535 - 1,535 Aspira Women’s Health Inc. Condensed Consolidated Statements of Changes in Stockholders’ Equity (Amounts in Thousands, Except Share Amounts) (Unaudited) Total Common Additional Accumulated Stockholders' Stock Paid-in-Capital Deficit Equity (As Previously Reported) Balance at December 31, 2021 $ 7 $ 501,893 $ ( 471,728 ) $ 30,172 Net loss - - ( 9,268 ) ( 9,268 ) Common stock issued in conjunction with exercise of stock options - 2 - 2 Stock-based compensation expense - 838 - 838 Balance at March 31, 2022 $ 7 $ 502,733 $ ( 480,996 ) $ 21,744 Net loss - - ( 8,243 ) ( 8,243 ) Common stock issued in conjunction with exercise of stock options - 11 - 11 Common stock issued for restricted stock awards - - - 140 - - - 140 Stock-based compensation expense - 470 - 470 Balance at June 30, 2022 $ 7 $ 503,354 $ ( 489,239 ) $ 14,122 Net loss - - ( 4,558 ) ( 4,558 ) Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs 1 1,067 - 1,068 Common stock issued for restricted stock awards - 95 - 95 Stock-based compensation expense - 451 - 451 Balance at September 30, 2022 $ 8 $ 504,967 $ ( 493,797 ) $ 11,178 (Adjustments) Balance at June 30, 2022 $ - $ - $ - $ - Net loss - - ( 3,225 ) ( 3,225 ) Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs - 3,225 - 3,225 Balance at September 30, 2022 $ - $ 3,225 $ ( 3,225 ) $ - (As Restated) Balance at December 31, 2021 $ 7 $ 501,893 $ ( 471,728 ) $ 30,172 Net loss - - ( 9,268 ) ( 9,268 ) Common stock issued in conjunction with exercise of stock options - 2 - 2 Stock-based compensation expense - 838 - 838 Balance at March 31, 2022 $ 7 $ 502,733 $ ( 480,996 ) $ 21,744 Net loss - - ( 8,243 ) ( 8,243 ) Common stock issued in conjunction with exercise of stock options - 11 - 11 Common stock issued for restricted stock awards - 140 - 140 Stock-based compensation expense - 470 - 470 Balance at June 30, 2022 $ 7 $ 503,354 $ ( 489,239 ) $ 14,122 Net loss - - ( 7,783 ) ( 7,783 ) Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs 1 4,292 - 4,293 Common stock issued for restricted stock awards - 95 - 95 Stock-based compensation expense - 451 - 451 Balance at September 30, 2022 $ 8 $ 508,192 $ ( 497,022 ) $ 11,178 Aspira Women’s Health Inc. Condensed Consolidated Statements of Cash Flows (Amounts in Thousands) (Unaudited) Nine Months Ended September 30, 2022 As Previously Reported Adjustment for Warrant Liability As Restated Cash flows from operating activities: Net loss $ ( 22,069 ) $ ( 3,225 ) $ ( 25,294 ) Adjustments to reconcile net loss to net cash used in operating activities: Non-cash lease expense 4 - 4 Depreciation and amortization 195 - 195 Stock-based compensation expense 1,994 - 1,994 Change in fair value of warrant liabilities ( 5,004 ) 3,768 ( 1,236 ) Other expenses representing transaction costs allocated to the issuance of warrants - 574 574 Loss on sale and disposal of property and equipment 10 - 10 Changes in operating assets and liabilities: Accounts receivable ( 174 ) - ( 174 ) Prepaid expenses and other assets 694 - 694 Inventories ( 106 ) - ( 106 ) Accounts payable, accrued liabilities and other liabilities ( 653 ) - ( 653 ) Net cash used in operating activities ( 25,109 ) 1,117 ( 23,992 ) Cash flows from investing activities: Purchase of property and equipment ( 158 ) ( 158 ) Net cash used in investing activities ( 158 ) - ( 158 ) Cash flows from financing activities: Principal repayment of DECD loan ( 196 ) - ( 196 ) Proceeds from issuance of common stock from exercise of stock options 13 - 13 Proceeds from public offering 9,000 - 9,000 Payment of issuance costs for public offering ( 179 ) ( 1,117 ) ( 1,296 ) Net cash provided by financing activities 8,638 ( 1,117 ) 7,521 Net (decrease) increase in cash, cash equivalents and restricted cash ( 16,629 ) - ( 16,629 ) Cash, cash equivalents and restricted cash, beginning of period 37,430 - 37,430 Cash, cash equivalents and restricted cash, end of period $ 20,801 $ - $ 20,801 Reconciliation to Condensed Consolidated Balance Sheet: Cash and cash equivalents $ 20,551 $ - $ 20,551 Restricted cash 250 - 250 Unrestricted and restricted cash and cash equivalents $ 20,801 $ - $ 20,801 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Fair Value Measurements [Abstract] | |
Schedule Of Assumptions Used To Calculate Fair Value Of Warrants | September 30, 2023 December 31, 2022 Dividend yield - % - % Volatility 105.4 % 96.8 % Risk-free interest rate 4.70 % 3.99 % Expected lives (years) 3.89 4.64 Weighted average fair value $ 3.141 $ 2.850 |
Carrying And Fair Value Of Loan Payable | September 30, December 31, 2023 2022 (in thousands) Fair Value Hierarchy Carrying Value Fair Value Carrying Value Fair Value DECD loan Level 3 $ 1,604 $ 1,392 $ 2,729 $ 2,110 |
Prepaid And Other Current Ass_2
Prepaid And Other Current Assets (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Prepaid And Other Current Assets [Abstract] | |
Schedule Of Prepaid And Other Current Assets | September 30, December 31, (in thousands) 2023 2022 Prepaid insurance $ 78 $ 767 Software licenses 155 269 Subscriptions 4 211 Other 344 195 Total prepaid and other current assets $ 581 $ 1,442 |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Commitments And Contingencies [Abstract] | |
Schedule Of Long-Term Debt | September 30, December 31, 2023 2022 (in thousands) DECD loan, net of issuance costs $ 1,595 $ 2,718 Less: Current portion, net of issuance costs ( 378 ) ( 403 ) Total long-term debt, net of issuance costs $ 1,217 $ 2,315 |
Annual Amounts Of Future Minimum Principal Payments Due Under Certain Contractual Obligations | Payments Due by Period (in thousands) Total 2023 2024 2025 2026 2027 Thereafter DECD Loan $ 1,604 $ 26 $ 475 $ 485 $ 477 $ 141 $ - Total $ 1,604 $ 26 $ 475 $ 485 $ 477 $ 141 $ - |
Expense Associated With Operating Leases | Three Months Ended September 30, Lease Cost Classification 2023 2022 Operating rent expense Cost of revenue $ 18 $ 20 Research and development 19 6 Sales and marketing 4 9 General and administrative 35 16 Variable rent expense Cost of revenue $ 11 $ 10 Research and development 4 5 Sales and marketing 3 8 General and administrative 21 16 |
Future Lease Payments Related To Operating Leases | Year Payments 2023 (remaining three months) $ 85 2024 245 2025 225 2026 170 2027 18 Total Operating Lease Payments 743 Less: Imputed Interest ( 78 ) Present Value of Lease Liabilities 665 Less: Operating Lease Liability, current portion ( 236 ) Operating Lease Liability, non-current portion $ 429 |
Summary Of Weighted-Average Lease Term And Discount Rate | Three Months Ended September 30, 2023 2022 Cash paid for amounts included in measurement of lease liabilities: Operating cash outflows relating to operating leases $ 123 $ 89 Weighted-average remaining lease term (in years) 2.8 3.7 Weighted-average discount rate 8.08 % 9.31 % |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Accrued Liabilities [Abstract] | |
Components Of Accrued Liabilities | September 30, December 31, (in thousands) 2023 2022 Payroll and benefits related expenses $ 1,640 $ 1,803 Collaboration and research agreements expenses 121 404 Professional services 669 556 Other accrued liabilities 659 639 Total accrued liabilities $ 3,089 $ 3,402 |
Stockholders' (Deficit) Equity
Stockholders' (Deficit) Equity (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Summary Of RSU Activity | RSUs outstanding at December 31, 2022 - RSUs granted 205,235 RSUs vested and issued ( 155,278 ) RSUs outstanding at September 30, 2023 49,957 RSUs vested and unissued at September 30, 2023 8,615 |
Schedule Of Awards Granted | During the three months ended March 31, 2023, the Company granted the following awards under the 2019 Plan. Assumptions included in the fair value per share calculations were (i) expected terms of one to four years , (ii) one- to five- year treasury interest rates of 4.01 % to 4.87 % and (iii) market close prices ranging from $ 4.80 to $ 8.70 , as adjusted for the reverse stock split. The Company recorded $ 598,000 in forfeitures for the three months ended March 31, 2023. Grant Date Number of Shares (post-reverse stock split) Type of Award Exercise Price / Share Fair Value / Share 1/3/2023 333 Options $ 4.80 $ 1.95 1/20/2023 24,333 Options $ 7.50 $ 4.16 2/1/2023 333 Options $ 7.65 $ 3.08 2/8/2023 99,166 Options $ 8.70 $ 4.83 2/8/2023 13,333 Options $ 15.30 $ 5.92 2/8/2023 5,737 Restricted Stock Units $ - $ - 2/9/2023 25,964 Options $ 8.55 $ 4.76 2/9/2023 64,611 Options $ 8.55 $ 6.08 2/9/2023 11,675 Restricted Stock Units $ - $ - 245,485 During the three months ended June 30, 2023, the Company granted the following awards under the 2019 Plan. Assumptions included in the fair value per share calculations were (i) expected terms of one to four years , (ii) one- to five- year treasury interest rates of 3.74 % to 5.02 % and (iii) market close prices ranging from $ 2.99 to $ 4.25 . The Company recorded $ 51,000 in forfeitures for the three months ended June 30, 2023. Grant Date Number of Shares Type of Award Exercise Price Fair Value / Share 5/18/2023 4,400 Options $ 4.25 $ 3.76 5/18/2023 7,415 Options $ 4.25 $ 2.02 6/1/2023 30,342 Options $ 2.99 $ 2.14 6/1/2023 102,388 Restricted Stock Units $ - $ - 144,545 During the three months ended September 30, 2023, the Company granted the following awards under the 2019 Plan. Assumptions included in the fair value per share calculations were (i) expected terms of two years, (ii) one- to five- year treasury interest rates of 4.85% to 498% and (iii) market close prices ranging from $2.40 to $3.75. The Company recorded $30,000 in forfeitures for the three months ended September 30, 2023. Grant Date Number of Shares Type of Award Exercise Price Fair Value / Share 7/25/2023 20,801 Options $ 2.40 $ 2.14 7/25/2023 15,777 RSU $ - $ - 8/21/2023 21,032 RSU $ - $ - 8/24/2023 400 Options $ 3.35 $ 2.98 8/29/2023 20,000 Options $ 3.75 $ 3.34 8/29/2023 26,467 RSU $ - $ - 9/28/2023 22,159 RSU $ - $ - 126,636 |
Allocation Of Employee Stock-Based Compensation Expense By Functional Area | Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2023 2022 2023 2022 Cost of revenue $ 6 $ ( 27 ) $ 20 $ 52 Research and development 70 31 213 21 Sales and marketing 26 76 13 281 General and administrative 377 428 744 1,445 Total $ 479 $ 508 $ 990 $ 1,799 |
2010 Stock Incentive Plan [Member] | |
Summary Of Stock Option Activity | Options outstanding at December 31, 2022 287,104 Options forfeited or expired ( 41,751 ) Options outstanding at September 30, 2023 245,353 |
2019 Stock Incentive Plan [Member] | |
Summary Of Stock Option Activity | Options outstanding at December 31, 2022 368,124 Options granted 311,431 Options forfeited or expired ( 229,767 ) Options outstanding at September 30, 2023 449,788 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Loss Per Share [Abstract] | |
Reconciliation Of Numerators And Denominators Of Basic And Diluted Loss Per Share | Three Months Ended Nine Months Ended September 30, September 30, 2023 2022 2023 2022 (as restated) (as restated) Numerator: Net Loss $ ( 4,706 ) $ ( 7,783 ) $ ( 13,601 ) $ ( 25,294 ) Denominator: Shares used in computing net loss per share, basic and diluted 9,776,436 7,807,876 8,838,342 7,590,872 Net loss per share, basic and diluted $ ( 0.48 ) $ ( 1.00 ) $ ( 1.54 ) $ ( 3.33 ) |
Organization, Basis Of Presen_4
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||
Aug. 22, 2023 | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | Aug. 25, 2023 | Jul. 11, 2023 | Dec. 31, 2021 | |
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Market capitalization | $ 35,000,000 | ||||||||||||
Accumulated deficit | $ (515,214,000) | $ (497,022,000) | $ (515,214,000) | $ (497,022,000) | $ (501,613,000) | ||||||||
Adjustments to estimates of variable consideration to derecognize revenue | 0 | ||||||||||||
Additional revenue recognized | 5,000 | 115,000 | |||||||||||
Working capital | 2,410,000 | 2,410,000 | |||||||||||
Net loss | (4,706,000) | $ (2,317,000) | $ (6,578,000) | (7,783,000) | $ (8,243,000) | $ (9,268,000) | (13,601,000) | (25,294,000) | |||||
Net cash used in operating activities | 3,321,000 | (12,444,000) | (23,992,000) | ||||||||||
Receivable impairment | 0 | 0 | 0 | 0 | |||||||||
Warrant liabilities | 2,513,000 | 2,748,000 | 2,513,000 | 2,748,000 | 2,280,000 | ||||||||
Costs related to issuance of common stock | 134,000 | ||||||||||||
Other income (expense), net | 599,000 | (457,000) | 1,303,000 | (473,000) | |||||||||
Stockholders' equity | $ (659,000) | $ (528,000) | 827,000 | 11,178,000 | 14,122,000 | 21,744,000 | (659,000) | 11,178,000 | 6,979,000 | $ 30,172,000 | |||
Stock-based compensation expense | 1,302,000 | 1,994,000 | |||||||||||
Net cash provided by financing activities | $ 4,255,000 | 7,521,000 | |||||||||||
Previously Reported [Member] | |||||||||||||
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Accumulated deficit | (493,797,000) | (493,797,000) | |||||||||||
Net loss | (4,558,000) | (8,243,000) | (9,268,000) | (22,069,000) | |||||||||
Net cash used in operating activities | (25,109,000) | ||||||||||||
Warrant liabilities | 2,748,000 | 2,748,000 | |||||||||||
Other income (expense), net | 117,000 | 101,000 | |||||||||||
Stockholders' equity | 11,178,000 | $ 14,122,000 | $ 21,744,000 | 11,178,000 | $ 30,172,000 | ||||||||
Stock-based compensation expense | 1,994,000 | ||||||||||||
Net cash provided by financing activities | 8,638,000 | ||||||||||||
Revision of Prior Period, Error Correction, Adjustment [Member] | |||||||||||||
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Net loss | (3,225,000) | ||||||||||||
Stock-based compensation expense | (262,000) | ||||||||||||
Adjustment For Warrant Liability [Member] | |||||||||||||
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Accumulated deficit | (3,225,000) | (3,225,000) | |||||||||||
Net loss | (3,225,000) | (3,225,000) | |||||||||||
Net cash used in operating activities | 1,117,000 | ||||||||||||
Other income (expense), net | (574,000) | (574,000) | |||||||||||
Net cash provided by financing activities | (1,117,000) | ||||||||||||
Other Adjustments [Member] | |||||||||||||
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Accrued severance payments | $ 248,000 | 248,000 | |||||||||||
Public Offering 2022 [Member] | |||||||||||||
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Warrant liabilities | $ 3,984,000 | ||||||||||||
Proceeds from public offering | $ 9,000,000 | ||||||||||||
Public Offering 2022 [Member] | Previously Reported [Member] | |||||||||||||
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Warrant liabilities | 7,752,000 | ||||||||||||
Stock issuance expenses | 1,296,000 | ||||||||||||
Warrants, offering costs | 1,117,000 | ||||||||||||
Costs related to issuance of common stock | $ 179,000 | ||||||||||||
Public Offering 2022 [Member] | Adjustment For Warrant Liability [Member] | |||||||||||||
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items] | |||||||||||||
Warrant liabilities | $ (3,768,000) | $ (3,768,000) | $ (3,768,000) | ||||||||||
Nonoperating income (expense) | (574,000) | ||||||||||||
Other income (expense), net | 574,000 | ||||||||||||
Stockholders' equity | 543,000 | ||||||||||||
Net cash provided by financing activities | $ 1,117,000 |
Organization, Basis Of Presen_5
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Consolidated Balance Sheets) (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||||||||
Cash and cash equivalents | $ 5,100 | $ 13,306 | $ 20,551 | |||||
Accounts receivable, net of allowance of $6 | 1,590 | 1,245 | 1,201 | |||||
Prepaid expenses and other current assets | 581 | 1,442 | 944 | |||||
Inventories | 301 | 316 | 280 | |||||
Total current assets | 7,572 | 16,309 | 22,976 | |||||
Property and equipment, net | 221 | 368 | 417 | |||||
Right-of-use assets | 600 | 282 | 299 | |||||
Restricted cash | 256 | 251 | 250 | |||||
Other assets | 13 | 163 | ||||||
Total assets | 8,662 | 17,373 | 23,942 | |||||
Current liabilities: | ||||||||
Accounts payable | 1,382 | 881 | 1,893 | |||||
Accrued liabilities | 3,089 | 3,402 | 4,988 | |||||
Current portion of long-term debt | 378 | 403 | 343 | |||||
Short-term debt | 77 | 764 | ||||||
Lease liability | 236 | 77 | 73 | |||||
Total current liabilities | 5,162 | 5,527 | 7,297 | |||||
Non-current liabilities: | ||||||||
Long-term debt | 1,217 | 2,315 | 2,426 | |||||
Lease liability | 429 | 272 | 293 | |||||
Warrant liabilities | 2,513 | 2,280 | 2,748 | |||||
Total liabilities | 9,321 | 10,394 | 12,764 | |||||
Commitments and contingencies (Note 4) | ||||||||
Stockholders’ (deficit) equity: | ||||||||
Common stock, par value $0.001 per share, 200,000,000 and 150,000,000 shares authorized at September 30, 2023 and December 31, 2022, respectively; 10,287,182 and 8,306,326 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively | 11 | 8 | 8 | |||||
Additional paid-in capital | 514,544 | 508,584 | 508,192 | |||||
Accumulated deficit | (515,214) | (501,613) | (497,022) | |||||
Total stockholders’ (deficit) equity | (659) | $ (528) | $ 827 | 6,979 | 11,178 | $ 14,122 | $ 21,744 | $ 30,172 |
Total liabilities and stockholders’ (deficit) equity | $ 8,662 | $ 17,373 | 23,942 | |||||
Previously Reported [Member] | ||||||||
Current assets: | ||||||||
Cash and cash equivalents | 20,551 | |||||||
Accounts receivable, net of allowance of $6 | 1,201 | |||||||
Prepaid expenses and other current assets | 944 | |||||||
Inventories | 280 | |||||||
Total current assets | 22,976 | |||||||
Property and equipment, net | 417 | |||||||
Right-of-use assets | 299 | |||||||
Restricted cash | 250 | |||||||
Total assets | 23,942 | |||||||
Current liabilities: | ||||||||
Accounts payable | 1,893 | |||||||
Accrued liabilities | 4,988 | |||||||
Current portion of long-term debt | 343 | |||||||
Lease liability | 73 | |||||||
Total current liabilities | 7,297 | |||||||
Non-current liabilities: | ||||||||
Long-term debt | 2,426 | |||||||
Lease liability | 293 | |||||||
Warrant liabilities | 2,748 | |||||||
Total liabilities | 12,764 | |||||||
Commitments and contingencies (Note 4) | ||||||||
Stockholders’ (deficit) equity: | ||||||||
Common stock, par value $0.001 per share, 200,000,000 and 150,000,000 shares authorized at September 30, 2023 and December 31, 2022, respectively; 10,287,182 and 8,306,326 shares issued and outstanding at September 30, 2023 and December 31, 2022, respectively | 8 | |||||||
Additional paid-in capital | 504,967 | |||||||
Accumulated deficit | (493,797) | |||||||
Total stockholders’ (deficit) equity | 11,178 | $ 14,122 | $ 21,744 | $ 30,172 | ||||
Total liabilities and stockholders’ (deficit) equity | 23,942 | |||||||
Adjustment For Warrant Liability [Member] | ||||||||
Non-current liabilities: | ||||||||
Commitments and contingencies (Note 4) | ||||||||
Stockholders’ (deficit) equity: | ||||||||
Additional paid-in capital | 3,225 | |||||||
Accumulated deficit | $ (3,225) |
Organization, Basis Of Presen_6
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Consolidated Balance Sheets - Additional Information) (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 30, 2023 | Feb. 06, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Dec. 31, 2021 |
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies [Abstract] | |||||
Accounts receivable, allowance | $ 35,000 | $ 9,000 | $ 6 | ||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |
Common stock, shares authorized | 200,000,000 | 200,000,000 | 150,000,000 | 150,000,000 | 150,000,000 |
Common stock, shares issued | 10,287,182 | 8,306,326 | 8,296,376 | 7,475,916 | |
Common stock, shares outstanding | 10,287,182 | 8,306,326 | 8,296,376 | 7,475,916 |
Organization, Basis Of Presen_7
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Consolidated Statements of Operations) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Revenue: | ||||||||
Revenue | $ 2,217 | $ 2,072 | $ 7,024 | $ 6,031 | ||||
Cost of revenue: | ||||||||
Cost of revenue | 910 | 916 | 2,981 | 2,948 | ||||
Gross profit | 1,307 | 1,156 | 4,043 | 3,083 | ||||
Operating expenses: | ||||||||
Research and development | 998 | 2,157 | 2,958 | 4,915 | ||||
Sales and marketing | 1,702 | 3,950 | 6,069 | 12,027 | ||||
General and administrative | 2,723 | 3,629 | 9,733 | 12,188 | ||||
Total operating expenses | 5,423 | 9,736 | 18,760 | 29,130 | ||||
Loss from operations | (4,116) | (8,580) | (14,717) | (26,047) | ||||
Change in fair value of warrant liabilities | (1,201) | 1,236 | (233) | 1,236 | ||||
Interest income (expense), net | 12 | 18 | 46 | (10) | ||||
Other income (expense), net | 599 | (457) | 1,303 | (473) | ||||
Net loss | $ (4,706) | $ (2,317) | $ (6,578) | $ (7,783) | $ (8,243) | $ (9,268) | $ (13,601) | $ (25,294) |
Net loss per share - basic | $ (0.48) | $ (1) | $ (1.54) | $ (3.33) | ||||
Net loss per share - diluted | $ (0.48) | $ (1) | $ (1.54) | $ (3.33) | ||||
Weighted average common shares used to compute basic net loss per common share | 9,776,436 | 7,807,876 | 8,838,342 | 7,590,872 | ||||
Weighted average common shares used to compute diluted net loss per common share | 9,776,436 | 7,807,876 | 8,838,342 | 7,590,872 | ||||
Previously Reported [Member] | ||||||||
Revenue: | ||||||||
Revenue | $ 2,072 | $ 6,031 | ||||||
Cost of revenue: | ||||||||
Cost of revenue | 916 | 2,948 | ||||||
Gross profit | 1,156 | 3,083 | ||||||
Operating expenses: | ||||||||
Research and development | 2,157 | 4,915 | ||||||
Sales and marketing | 3,950 | 12,027 | ||||||
General and administrative | 4,746 | 13,305 | ||||||
Total operating expenses | 10,853 | 30,247 | ||||||
Loss from operations | (9,697) | (27,164) | ||||||
Change in fair value of warrant liabilities | 5,004 | 5,004 | ||||||
Interest income (expense), net | 18 | (10) | ||||||
Other income (expense), net | 117 | 101 | ||||||
Net loss | $ (4,558) | $ (8,243) | $ (9,268) | $ (22,069) | ||||
Net loss per share - basic | $ (0.58) | $ (2.91) | ||||||
Net loss per share - diluted | $ (0.58) | $ (2.91) | ||||||
Weighted average common shares used to compute basic net loss per common share | 7,807,876 | 7,590,872 | ||||||
Weighted average common shares used to compute diluted net loss per common share | 7,807,876 | 7,590,872 | ||||||
Revision of Prior Period, Error Correction, Adjustment [Member] | ||||||||
Operating expenses: | ||||||||
Net loss | $ (3,225) | |||||||
Adjustment For Warrant Liability [Member] | ||||||||
Operating expenses: | ||||||||
General and administrative | (1,117) | $ (1,117) | ||||||
Total operating expenses | (1,117) | (1,117) | ||||||
Loss from operations | 1,117 | 1,117 | ||||||
Change in fair value of warrant liabilities | (3,768) | (3,768) | ||||||
Other income (expense), net | (574) | (574) | ||||||
Net loss | $ (3,225) | $ (3,225) | ||||||
Net loss per share - basic | $ (0.42) | $ (0.42) | ||||||
Net loss per share - diluted | $ (0.42) | $ (0.42) | ||||||
Weighted average common shares used to compute basic net loss per common share | 7,807,876 | 7,590,872 | ||||||
Weighted average common shares used to compute diluted net loss per common share | 7,807,876 | 7,590,872 | ||||||
Product [Member] | ||||||||
Revenue: | ||||||||
Revenue | $ 2,217 | $ 2,037 | $ 7,023 | $ 5,890 | ||||
Cost of revenue: | ||||||||
Cost of revenue | $ 910 | 875 | 2,981 | 2,768 | ||||
Product [Member] | Previously Reported [Member] | ||||||||
Revenue: | ||||||||
Revenue | 2,037 | 5,890 | ||||||
Cost of revenue: | ||||||||
Cost of revenue | 875 | 2,768 | ||||||
Genetics [Member] | ||||||||
Revenue: | ||||||||
Revenue | 35 | $ 1 | 141 | |||||
Cost of revenue: | ||||||||
Cost of revenue | 41 | 180 | ||||||
Genetics [Member] | Previously Reported [Member] | ||||||||
Revenue: | ||||||||
Revenue | 35 | 141 | ||||||
Cost of revenue: | ||||||||
Cost of revenue | $ 41 | $ 180 |
Organization, Basis Of Presen_8
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Consolidated Statements of Operations - Additional Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Cost Of Revenue [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Stock-based compensation expense | $ 7 | $ (23) | $ 26 | $ 64 |
Cost Of Revenue [Member] | Previously Reported [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Stock-based compensation expense | (23) | 64 | ||
Research And Development [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Stock-based compensation expense | 65 | 65 | 224 | 114 |
Research And Development [Member] | Previously Reported [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Stock-based compensation expense | 65 | 114 | ||
Sales And Marketing [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Stock-based compensation expense | (105) | 76 | 19 | 281 |
Sales And Marketing [Member] | Previously Reported [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Stock-based compensation expense | 76 | 281 | ||
General And Administrative [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Stock-based compensation expense | $ 451 | 428 | $ 1,033 | 1,535 |
General And Administrative [Member] | Previously Reported [Member] | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Stock-based compensation expense | $ 428 | $ 1,535 |
Organization, Basis Of Presen_9
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Consolidated Statements of Changes in Stockholders Equity) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Balance | $ (528) | $ 827 | $ 6,979 | $ 14,122 | $ 21,744 | $ 30,172 | $ 6,979 | $ 30,172 |
Net loss | (4,706) | (2,317) | (6,578) | (7,783) | (8,243) | (9,268) | (13,601) | (25,294) |
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs | 4,293 | |||||||
Common stock issued in conjunction with exercise of stock options | 11 | 2 | ||||||
Common stock issued for restricted stock awards | 421 | 264 | 95 | 140 | ||||
Common stock issued for vested restricted stock awards | 421 | 264 | 95 | 140 | ||||
Stock-based compensation expense | (3) | 224 | 396 | 451 | 470 | 838 | ||
Balance | (659) | (528) | 827 | 11,178 | 14,122 | 21,744 | (659) | 11,178 |
Previously Reported [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Balance | 14,122 | 21,744 | 30,172 | 30,172 | ||||
Net loss | (4,558) | (8,243) | (9,268) | (22,069) | ||||
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs | 1,068 | |||||||
Common stock issued in conjunction with exercise of stock options | 11 | 2 | ||||||
Common stock issued for restricted stock awards | 95 | 140 | ||||||
Common stock issued for vested restricted stock awards | 95 | 140 | ||||||
Stock-based compensation expense | 451 | 470 | 838 | |||||
Balance | 11,178 | 14,122 | 21,744 | 11,178 | ||||
Revision of Prior Period, Error Correction, Adjustment [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | (3,225) | |||||||
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs | 3,225 | |||||||
Adjustment For Warrant Liability [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | (3,225) | (3,225) | ||||||
Common Stock [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Balance | 9 | 8 | 8 | 7 | 7 | 7 | 8 | 7 |
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs | 1 | |||||||
Common stock issued for restricted stock awards | 1 | |||||||
Common stock issued for vested restricted stock awards | 1 | |||||||
Balance | 11 | 9 | 8 | 8 | 7 | 7 | 11 | 8 |
Common Stock [Member] | Previously Reported [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Balance | 7 | 7 | 7 | 7 | ||||
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs | 1 | |||||||
Balance | 8 | 7 | 7 | 8 | ||||
Additional Paid-In Capital [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Balance | 509,971 | 509,010 | 508,584 | 503,354 | 502,733 | 501,893 | 508,584 | 501,893 |
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs | 4,292 | |||||||
Common stock issued in conjunction with exercise of stock options | 11 | 2 | ||||||
Common stock issued for restricted stock awards | 421 | 263 | 95 | 140 | ||||
Common stock issued for vested restricted stock awards | 421 | 263 | 95 | 140 | ||||
Stock-based compensation expense | (3) | 224 | 396 | 451 | 470 | 838 | ||
Balance | 514,544 | 509,971 | 509,010 | 508,192 | 503,354 | 502,733 | 514,544 | 508,192 |
Additional Paid-In Capital [Member] | Previously Reported [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Balance | 503,354 | 502,733 | 501,893 | 501,893 | ||||
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs | 1,067 | |||||||
Common stock issued in conjunction with exercise of stock options | 11 | 2 | ||||||
Common stock issued for restricted stock awards | 95 | 140 | ||||||
Common stock issued for vested restricted stock awards | 95 | 140 | ||||||
Stock-based compensation expense | 451 | 470 | 838 | |||||
Balance | 504,967 | 503,354 | 502,733 | 504,967 | ||||
Additional Paid-In Capital [Member] | Revision of Prior Period, Error Correction, Adjustment [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Common stock and warrants issued in conjunction with follow-on public offering, net of issuance costs | 3,225 | |||||||
Balance | 3,225 | 3,225 | ||||||
Accumulated Deficit [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Balance | (510,508) | (508,191) | (501,613) | (489,239) | (480,996) | (471,728) | (501,613) | (471,728) |
Net loss | (4,706) | (2,317) | (6,578) | (7,783) | (8,243) | (9,268) | ||
Balance | $ (515,214) | $ (510,508) | $ (508,191) | (497,022) | (489,239) | (480,996) | $ (515,214) | (497,022) |
Accumulated Deficit [Member] | Previously Reported [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Balance | (489,239) | (480,996) | (471,728) | (471,728) | ||||
Net loss | (4,558) | (8,243) | (9,268) | |||||
Balance | (493,797) | $ (489,239) | $ (480,996) | (493,797) | ||||
Accumulated Deficit [Member] | Revision of Prior Period, Error Correction, Adjustment [Member] | ||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||||||
Net loss | (3,225) | |||||||
Balance | $ (3,225) | $ (3,225) |
Organization, Basis Of Prese_10
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Consolidated Statements of Cash Flows) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Dec. 31, 2022 | |
Cash flows from operating activities: | |||||||||
Net loss | $ (4,706,000) | $ (2,317,000) | $ (6,578,000) | $ (7,783,000) | $ (8,243,000) | $ (9,268,000) | $ (13,601,000) | $ (25,294,000) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||||
Non-cash lease expense | (2,000) | 4,000 | |||||||
Depreciation and amortization | 162,000 | 195,000 | |||||||
Stock-based compensation expense | 1,302,000 | 1,994,000 | |||||||
Change in fair value of warrant liabilities | 1,201,000 | (1,236,000) | 233,000 | (1,236,000) | |||||
Other expenses representing transaction costs allocated to the issuance of warrants | 574,000 | ||||||||
Loss on sale and disposal of property and equipment | (3,000) | 10,000 | |||||||
Forgiveness if PPP loan | (1,000,000) | (1,000,000) | |||||||
Changes in operating assets and liabilities: | |||||||||
Accounts receivable | (345,000) | (174,000) | |||||||
Prepaid expenses and other assets | 1,011,000 | 694,000 | |||||||
Inventories | 15,000 | (106,000) | |||||||
Accounts payable, accrued liabilities and other liabilities | (474,000) | (653,000) | |||||||
Net cash used in operating activities | 3,321,000 | (12,444,000) | (23,992,000) | ||||||
Cash flows from investing activities: | |||||||||
Purchase of property and equipment | (12,000) | (158,000) | |||||||
Net cash used in investing activities | (12,000) | (158,000) | |||||||
Cash flows from financing activities: | |||||||||
Principal repayment of DECD loan | (148,000) | (196,000) | |||||||
Proceeds from issuance of common stock from exercise of stock options | 13,000 | ||||||||
Proceeds from public offering | 9,000,000 | ||||||||
Payment of issuance costs for public offering | (1,296,000) | ||||||||
Net cash provided by financing activities | 4,255,000 | 7,521,000 | |||||||
Net (decrease) increase in cash, cash equivalents and restricted cash | (8,201,000) | (16,629,000) | |||||||
Cash, cash equivalents and restricted cash, beginning of period | 13,557,000 | 37,430,000 | 13,557,000 | 37,430,000 | $ 37,430,000 | ||||
Cash, cash equivalents and restricted cash, end of period | 5,356,000 | 20,801,000 | 5,356,000 | 20,801,000 | 13,557,000 | ||||
Reconciliation to Consolidated Balance Sheet: | |||||||||
Cash and cash equivalents | 5,100,000 | 20,551,000 | 5,100,000 | 20,551,000 | 13,306,000 | ||||
Restricted cash | 256,000 | 250,000 | 256,000 | 250,000 | 251,000 | ||||
Unrestricted and restricted cash and cash equivalents | $ 5,356,000 | 20,801,000 | $ 5,356,000 | 20,801,000 | 13,557,000 | ||||
Previously Reported [Member] | |||||||||
Cash flows from operating activities: | |||||||||
Net loss | (4,558,000) | $ (8,243,000) | (9,268,000) | (22,069,000) | |||||
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||||
Non-cash lease expense | 4,000 | ||||||||
Depreciation and amortization | 195,000 | ||||||||
Stock-based compensation expense | 1,994,000 | ||||||||
Change in fair value of warrant liabilities | (5,004,000) | (5,004,000) | |||||||
Loss on sale and disposal of property and equipment | 10,000 | ||||||||
Changes in operating assets and liabilities: | |||||||||
Accounts receivable | (174,000) | ||||||||
Prepaid expenses and other assets | 694,000 | ||||||||
Inventories | (106,000) | ||||||||
Accounts payable, accrued liabilities and other liabilities | (653,000) | ||||||||
Net cash used in operating activities | (25,109,000) | ||||||||
Cash flows from investing activities: | |||||||||
Purchase of property and equipment | (158,000) | ||||||||
Net cash used in investing activities | (158,000) | ||||||||
Cash flows from financing activities: | |||||||||
Principal repayment of DECD loan | (196,000) | ||||||||
Proceeds from issuance of common stock from exercise of stock options | 13,000 | ||||||||
Proceeds from public offering | 9,000,000 | ||||||||
Payment of issuance costs for public offering | (179,000) | ||||||||
Net cash provided by financing activities | 8,638,000 | ||||||||
Net (decrease) increase in cash, cash equivalents and restricted cash | (16,629,000) | ||||||||
Cash, cash equivalents and restricted cash, beginning of period | $ 37,430,000 | 37,430,000 | $ 37,430,000 | ||||||
Cash, cash equivalents and restricted cash, end of period | 20,801,000 | 20,801,000 | |||||||
Reconciliation to Consolidated Balance Sheet: | |||||||||
Cash and cash equivalents | 20,551,000 | 20,551,000 | |||||||
Restricted cash | 250,000 | 250,000 | |||||||
Unrestricted and restricted cash and cash equivalents | 20,801,000 | 20,801,000 | |||||||
Revision of Prior Period, Error Correction, Adjustment [Member] | |||||||||
Cash flows from operating activities: | |||||||||
Net loss | (3,225,000) | ||||||||
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||||
Stock-based compensation expense | $ (262,000) | ||||||||
Adjustment For Warrant Liability [Member] | |||||||||
Cash flows from operating activities: | |||||||||
Net loss | (3,225,000) | (3,225,000) | |||||||
Adjustments to reconcile net loss to net cash used in operating activities: | |||||||||
Change in fair value of warrant liabilities | $ 3,768,000 | 3,768,000 | |||||||
Other expenses representing transaction costs allocated to the issuance of warrants | 574,000 | ||||||||
Changes in operating assets and liabilities: | |||||||||
Net cash used in operating activities | 1,117,000 | ||||||||
Cash flows from financing activities: | |||||||||
Payment of issuance costs for public offering | (1,117,000) | ||||||||
Net cash provided by financing activities | $ (1,117,000) |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Aug. 22, 2022 |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Fair value of warrants | $ 2,513 | $ 2,280 | $ 2,748 | |
2022 Offering [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Fair value of warrants | $ 2,513 | $ 2,280 | $ 3,984 |
Fair Value Measurements (Assump
Fair Value Measurements (Assumptions Used to Estimate Fair Value of Warrants) (Details) - 2022 Offering [Member] - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2023 | Dec. 31, 2022 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Volatility | 105.40% | 96.80% |
Risk-free interest rate | 4.70% | 3.99% |
Expected lives (years) | 3 years 10 months 20 days | 4 years 7 months 20 days |
Weighted average fair value | $ 3.141 | $ 2.850 |
Fair Value Measurements (Carryi
Fair Value Measurements (Carrying And Fair Value Of Loan Payable) (Details) - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
DECD loan, Carrying value | $ 1,604 | $ 2,729 |
DECD loan, Fair value | $ 1,392 | $ 2,110 |
Prepaid And Other Current Ass_3
Prepaid And Other Current Assets (Schedule Of Prepaid And Other Current Assets) (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Prepaid And Other Current Assets [Abstract] | |||
Prepaid insurance | $ 78 | $ 767 | |
Software licenses | 155 | 269 | |
Subscriptions | 4 | 211 | |
Other | 344 | 195 | |
Total prepaid and other current assets | $ 581 | $ 1,442 | $ 944 |
Commitments And Contingencies_2
Commitments And Contingencies (Coronavirus Aid, Loan Agreement And Insurance Notes) (Narrative) (Details) | 3 Months Ended | 9 Months Ended | |||||
Jun. 26, 2023 USD ($) | Dec. 03, 2020 USD ($) | Apr. 15, 2016 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2023 USD ($) item | Dec. 31, 2022 USD ($) | May 01, 2020 USD ($) | |
Commitments And Contingencies [Line Items] | |||||||
Line of Credit, reduction in principal amount | $ 1,000,000 | ||||||
Other income | $ 1,000,000 | 1,000,000 | |||||
PPP Loan [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Aggregate amount of loan | $ 1,006,000 | ||||||
DECD Loan [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Aggregate amount of loan | $ 4,000,000 | $ 4,000,000 | |||||
Debt instrument interest rate | 2% | 2% | |||||
Maturity date | Apr. 15, 2026 | ||||||
Proceeds from loan | $ 2,000,000 | $ 2,000,000 | |||||
Maximum loan forgiveness amount under loan agreement | $ 1,500,000 | ||||||
Percentage of penalty included in loan agreement | 5% | ||||||
Unamortized debt issuance costs | $ 9,000 | $ 9,000 | |||||
Line of Credit, reduction in principal amount | $ 1,000,000 | ||||||
DECD Loan [Member] | Loan Agreement Target Employment Milestone [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Proceeds from loan | 1,000,000 | ||||||
DECD Loan [Member] | Loan Agreement Required Revenue Target [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Proceeds from loan | $ 1,000,000 | ||||||
Insurance Promissory Notes [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Debt instrument interest rate | 5.48% | ||||||
Maturity date | Oct. 01, 2023 | ||||||
Aggregate principal amount outstanding | $ 77,000 | $ 77,000 | $ 764,000 | ||||
Notes payable number of monthly payment installment | item | 10 | ||||||
Notes payable frequency of periodic payment, description | monthly |
Commitments And Contingencies_3
Commitments And Contingencies (Operating Leases) (Narrative) (Details) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 USD ($) $ / mo | May 30, 2023 | |
Austin, Texas Facility [Member] | ||
Commitments And Contingencies [Line Items] | ||
Lease expiration date | Feb. 28, 2027 | |
Lease renewal term | 37 months | |
Lessee, Operating Lease, Option to Extend | option to extend the lease for an additional three years | |
Palo Alto, California [Member] | ||
Commitments And Contingencies [Line Items] | ||
Lease expiration date | May 31, 2024 | |
Undiscounted lease payments | $ | $ 125 | |
Lessee, Operating Lease, Option to Extend | no option for renewal with the sublessor | |
Shelton, CT [Member] | ||
Commitments And Contingencies [Line Items] | ||
Lease renewal term | 5 years | |
June 1, 2023 to September 30, 32023 [Member] | Shelton, CT [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 8,900 | |
October 1, 2023 to September 30, 2024 [Member] | Shelton, CT [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 5,000 | |
October 1, 2024 to September 30, 2027 [Member] | Shelton, CT [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 5,383 | |
October 1, 2027 to September 30, 2028 [Member] | Shelton, CT [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 5,768 | |
April 1, 2023 to December 31, 2023 [Member] | Palo Alto, California [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 9,000 | |
January 1, 2024 to May 31, 2024 [Member] | Palo Alto, California [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 10,000 | |
July 1, 2023 to January 31, 2024 [Member] | Austin, Texas Facility [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 9,490 | |
February 1, 2024 to January 31, 2025, Except August 2024 [Member] | Austin, Texas Facility [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 7,100 | |
August 2024 [Member] | Austin, Texas Facility [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 0 | |
February 1, 2025 to January 31, 2026 [Member] | Austin, Texas Facility [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 8,600 | |
February 1, 2026 to January 31, 2027 [Member] | Austin, Texas Facility [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 8,900 | |
February 2027 [Member] | Austin, Texas Facility [Member] | ||
Commitments And Contingencies [Line Items] | ||
Fixed lease payment | 9,100 |
Commitments And Contingencies_4
Commitments And Contingencies (Non-Cancellable Royalty Obligations And Business Agreements) (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 14 Months Ended | |||
Aug. 08, 2022 | Aug. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | |
Commitments And Contingencies [Line Items] | |||||||
Research and development | $ 998,000 | $ 2,157,000 | $ 2,958,000 | $ 4,915,000 | |||
Research Collaboration Agreement With Johns Hopkins University School Of Medicine [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Percent of royalty paid | 4% | ||||||
Royalty payments | $ 57,500 | ||||||
Royalty expense | 75,000 | 82,000 | 253,000 | 236,000 | |||
Research and development | $ 17,000 | ||||||
Sponsored Research Agreement With Multiple Entities [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Agreement amount | $ 1,252,000 | ||||||
Agreement amount, percent paid or payable | 68% | ||||||
Research and development | $ 852,000 | 64,000 | $ 852,000 | $ 931,000 | |||
License Agreement With Multiple Entities [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Initial license fee | 75,000 | ||||||
Annual license fee | $ 50,000 | ||||||
Completion of certain deliverables, first [Member] | Sponsored Research Agreement With Multiple Entities [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Agreement amount, percent paid or payable | 15% | ||||||
Completion of certain deliverables, second [Member] | Sponsored Research Agreement With Multiple Entities [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Agreement amount, percent paid or payable | 17% | ||||||
Maximum [Member] | License Agreement With Multiple Entities [Member] | |||||||
Commitments And Contingencies [Line Items] | |||||||
Royalty expense | $ 1,350,000 |
Commitments And Contingencies_5
Commitments And Contingencies (Schedule Of Long-Term Debt) (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Commitments And Contingencies [Abstract] | |||
DECD loan, net of issuance costs | $ 1,595 | $ 2,718 | |
Less: Current portion, net of issuance costs | (378) | (403) | $ (343) |
Total long-term debt, net of issuance costs | $ 1,217 | $ 2,315 | $ 2,426 |
Commitments And Contingencies_6
Commitments And Contingencies (Annual Amounts Of Future Minimum Principal Payments Due Under Certain Contractual Obligations) (Details) $ in Thousands | Sep. 30, 2023 USD ($) |
Debt Instrument [Line Items] | |
Contractual obligation, 2023 | $ 26 |
Contractual obligation, 2023 | 475 |
Contractual obligation, 2024 | 485 |
Contractual obligation, 2025 | 477 |
Contractual obligation, 2026 | 141 |
Total | 1,604 |
DECD Loan [Member] | |
Debt Instrument [Line Items] | |
Contractual obligation, 2023 | 26 |
Contractual obligation, 2023 | 475 |
Contractual obligation, 2024 | 485 |
Contractual obligation, 2025 | 477 |
Contractual obligation, 2026 | 141 |
Total | $ 1,604 |
Commitments And Contingencies_7
Commitments And Contingencies (Expense Associated With Operating Leases) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Cost Of Revenue [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating rent expense | $ 18 | $ 20 |
Variable rent expense | 11 | 10 |
Research And Development [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating rent expense | 19 | 6 |
Variable rent expense | 4 | 5 |
Sales And Marketing [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating rent expense | 4 | 9 |
Variable rent expense | 3 | 8 |
General And Administrative [Member] | ||
Lessee, Lease, Description [Line Items] | ||
Operating rent expense | 35 | 16 |
Variable rent expense | $ 21 | $ 16 |
Commitments And Contingencies_8
Commitments And Contingencies (Future Lease Payments Related To Operating Leases) (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Commitments And Contingencies [Abstract] | |||
2023 (remaining three months) | $ 85 | ||
2024 | 245 | ||
2025 | 225 | ||
2026 | 170 | ||
2027 | 18 | ||
Total Operating Lease Payments | 743 | ||
Less: Imputed Interest | (78) | ||
Present Value of Lease Liabilities | 665 | ||
Less: Operating Lease Liability, current portion | (236) | $ (77) | $ (73) |
Operating Lease Liability, non-current portion | $ 429 | $ 272 | $ 293 |
Commitments And Contingencies_9
Commitments And Contingencies (Summary Of Weighted-Average Lease Term And Discount Rate) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Commitments And Contingencies [Abstract] | ||
Operating cash outflows relating to operating leases | $ 123 | $ 89 |
Weighted-average remaining lease term (in years) | 2 years 9 months 18 days | 3 years 8 months 12 days |
Weighted-average discount rate | 8.08% | 9.31% |
Accrued Liabilities (Components
Accrued Liabilities (Components Of Accrued Liabilities) (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 | Sep. 30, 2022 |
Accrued Liabilities [Abstract] | |||
Payroll and benefits related expenses | $ 1,640 | $ 1,803 | |
Collaboration and research agreements expenses | 121 | 404 | |
Professional services | 669 | 556 | |
Other accrued liabilities | 659 | 639 | |
Total accrued liabilities | $ 3,089 | $ 3,402 | $ 4,988 |
Stockholders' (Deficit) Equit_2
Stockholders' (Deficit) Equity (Narrative) (Details) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||
Nov. 10, 2023 USD ($) shares | Jul. 20, 2023 USD ($) $ / shares shares | May 12, 2023 shares | May 09, 2023 shares | Mar. 28, 2023 USD ($) $ / shares shares | Feb. 10, 2023 USD ($) $ / shares | Aug. 22, 2022 USD ($) $ / shares shares | Sep. 30, 2023 USD ($) $ / shares shares | Jun. 30, 2023 shares | Mar. 31, 2023 USD ($) $ / shares shares | Sep. 30, 2022 USD ($) $ / shares shares | Sep. 30, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Feb. 06, 2023 shares | Dec. 31, 2021 $ / shares shares | Dec. 31, 2019 shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock, shares authorized | shares | 200,000,000 | 150,000,000 | 200,000,000 | 150,000,000 | 200,000,000 | 150,000,000 | ||||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Stock issuance expenses | $ 0 | |||||||||||||||
Proceeds from public offering | $ 202,000 | |||||||||||||||
Common stock issuable per warrant | shares | 1 | |||||||||||||||
Exercise price of warrants | $ / shares | $ 13.20 | |||||||||||||||
Warrant term | 5 years | 5 years | ||||||||||||||
Fair value of warrants | $ 2,513,000 | $ 2,748,000 | $ 2,513,000 | $ 2,280,000 | ||||||||||||
Alliance Global Partners [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Placement agent cash fee paid | 7% | |||||||||||||||
Legal expense cost | $ 75,000 | |||||||||||||||
Non-accountable expense allowance | $ 30,000 | |||||||||||||||
Below $0.50 [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Maximum number of shares per purchase | shares | 6,667 | |||||||||||||||
Purchase Agreement [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.001 | |||||||||||||||
Proceeds from public offering | $ 4,700,000 | |||||||||||||||
Stock issuance expenses | $ 559,000 | |||||||||||||||
Common stock shares issued | shares | 1,694,820 | |||||||||||||||
Placement Shares [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.001 | |||||||||||||||
Maximum aggregate offering price | $ 12,500,000 | |||||||||||||||
Prepaid stock issuance costs | $ 0 | 0 | 150,000 | |||||||||||||
Stock issuance expenses | $ 143,000 | |||||||||||||||
Common stock shares issued | shares | 0 | 35,552 | ||||||||||||||
Proceeds from public offering | $ 0 | $ 211,000 | ||||||||||||||
Stock issuance expenses, net equity impact | $ 0 | 134,000 | ||||||||||||||
Purchase Shares [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.001 | |||||||||||||||
Maximum aggregate offering price | $ 10,000,000 | |||||||||||||||
Stock issuance expenses | $ 326,000 | |||||||||||||||
Common stock shares issued | shares | 0 | 53,335 | ||||||||||||||
Proceeds from public offering | $ 170,000 | |||||||||||||||
Purchase agreement term | 36 months | |||||||||||||||
Maximum amount per purchase | $ 1,000,000 | |||||||||||||||
Stock issued for services | 258,000 | |||||||||||||||
Legal expenses | $ 0 | 38,000 | ||||||||||||||
Purchase Shares [Member] | Lincoln Park Capital Fund [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Stock transaction costs | 30,000 | |||||||||||||||
Purchase Shares [Member] | $0.50 To $0.74 [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Maximum number of shares per purchase | shares | 13,333 | |||||||||||||||
Share Price | $ / shares | $ 7.50 | |||||||||||||||
Purchase Shares [Member] | $0.75 To $1.00 [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Maximum number of shares per purchase | shares | 16,666 | |||||||||||||||
Share Price | $ / shares | $ 11.25 | |||||||||||||||
Purchase Shares [Member] | $1.00 And Above [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Maximum number of shares per purchase | shares | 20,000 | |||||||||||||||
Share Price | $ / shares | $ 15 | |||||||||||||||
2022 Offering [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock, par value | $ / shares | $ 0.001 | |||||||||||||||
Stock issuance expenses | $ 1,325,000 | |||||||||||||||
Warrant issuance expenses | 574,000 | |||||||||||||||
Proceeds from public offering | $ 7,675,000 | |||||||||||||||
Share Price | $ / shares | $ 11.25 | |||||||||||||||
Common stock and warrants issued | shares | 799,985 | |||||||||||||||
Shares of common stock called by warrants | shares | 799,985 | |||||||||||||||
Common stock issuable per warrant | shares | 1 | |||||||||||||||
Fair value of warrants | $ 3,984,000 | $ 2,513,000 | $ 2,513,000 | 2,280,000 | ||||||||||||
Proceeds from issuance of stock and warrants, gross | $ 9,000,000 | |||||||||||||||
Stock issuance expenses, net equity impact | $ 751,000 | |||||||||||||||
Expected term | 3 years 10 months 20 days | 4 years 7 months 20 days | ||||||||||||||
Subsequent Event [Member] | Purchase Shares [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock shares issued | shares | 69,520 | |||||||||||||||
Proceeds from public offering | $ 300,000 | |||||||||||||||
2010 Stock Incentive Plan [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Share based compensation, options outstanding | shares | 245,353 | 245,353 | 287,104 | |||||||||||||
2019 Stock Incentive Plan [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock reserved for issuance | shares | 284,768 | 284,768 | ||||||||||||||
Share based compensation shares authorized for grants | shares | 1,032,818 | 699,485 | ||||||||||||||
Additional shares authorized | shares | 333,333 | 5,000,000 | ||||||||||||||
Share based compensation, options outstanding | shares | 449,788 | 449,788 | 368,124 | |||||||||||||
Share based compensation, nonvested restricted shares | shares | 49,957 | 49,957 | ||||||||||||||
Interest rate, minimum | 3.74% | 4.01% | ||||||||||||||
Interest rate, maximum | 5.02% | 4.87% | ||||||||||||||
Forfeitures amount | $ 51,000 | $ 598,000 | ||||||||||||||
Minimum [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Warrant restriction, threshold common stock held, percent | 4.99% | |||||||||||||||
Minimum [Member] | 2019 Stock Incentive Plan [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Share Price | $ / shares | $ 2.99 | $ 4.80 | $ 2.99 | |||||||||||||
Expected term | 1 year | 1 year | ||||||||||||||
Maximum [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Warrant restriction, threshold common stock held, percent | 9.99% | |||||||||||||||
Maximum [Member] | 2019 Stock Incentive Plan [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Share Price | $ / shares | $ 4.25 | $ 8.70 | $ 4.25 | |||||||||||||
Expected term | 4 years | 4 years | ||||||||||||||
Common Stock [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Stock split conversion ratio | 0.06667 | |||||||||||||||
Common stock shares issued | shares | 12,335 | 23,217 | ||||||||||||||
Common stock and warrants issued | shares | 800,000 | |||||||||||||||
Common Stock [Member] | 2010 Stock Incentive Plan [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Share based compensation shares reserved for issuance | shares | 0 | 0 | ||||||||||||||
Common Stock [Member] | Minimum [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Stock split conversion ratio | 0.1 | |||||||||||||||
Common Stock [Member] | Maximum [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Stock split conversion ratio | 0.05 | |||||||||||||||
Directors And Executive Officers [Member] | Alliance Global Partners [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Placement agent cash fee paid | 3.50% | |||||||||||||||
Directors And Executive Officers [Member] | Purchase Agreement [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock shares issued | shares | 44,347 | |||||||||||||||
Share Price | $ / shares | $ 3.98 | |||||||||||||||
Purchasers [Member] | Alliance Global Partners [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock shares issued | shares | 182,447 | |||||||||||||||
Purchasers [Member] | Purchase Agreement [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Common stock shares issued | shares | 1,650,473 | |||||||||||||||
Share Price | $ / shares | $ 2.75 |
Stockholders' (Deficit) Equit_3
Stockholders' (Deficit) Equity (Summary Of Stock Option Activity) (Details) | 9 Months Ended |
Sep. 30, 2023 shares | |
2010 Stock Incentive Plan [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options outstanding | 287,104 |
Options forfeited or expired | (41,751) |
Options outstanding | 245,353 |
2019 Stock Incentive Plan [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Options outstanding | 368,124 |
Options granted | 311,431 |
Options forfeited or expired | (229,767) |
Options outstanding | 449,788 |
Stockholders' (Deficit) Equit_4
Stockholders' (Deficit) Equity (Summary of RSU Activity) (Details) - 2019 Stock Incentive Plan [Member] - shares | 9 Months Ended |
Sep. 30, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
RSUs granted | 205,235 |
RSUs vested and issued | (155,278) |
RSUs outstanding | 49,957 |
RSUs vested and unissued | 8,615 |
Stockholders' (Deficit) Equit_5
Stockholders' (Deficit) Equity (Schedule Of Awards Granted) (Details) - 2019 Stock Incentive Plan [Member] - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2023 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 311,431 | |||
Number of Shares, Other Than Options | 205,235 | |||
Number of Shares | 126,636 | 144,545 | 245,485 | |
1/3/2023 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 333 | |||
Exercise Price / Share | $ 4.80 | |||
Fair Value / Share | $ 1.95 | |||
1/20/2023 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 24,333 | |||
Exercise Price / Share | $ 7.50 | |||
Fair Value / Share | $ 4.16 | |||
2/1/2023 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 333 | |||
Exercise Price / Share | $ 7.65 | |||
Fair Value / Share | $ 3.08 | |||
2/8/2023 Grant 1 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 99,166 | |||
Exercise Price / Share | $ 8.70 | |||
Fair Value / Share | $ 4.83 | |||
2/8/2023 Grant 2 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 13,333 | |||
Exercise Price / Share | $ 15.30 | |||
Fair Value / Share | $ 5.92 | |||
2/8/2023 Grant 3 [Member] | Restricted Stock Units (RSUs) | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Other Than Options | 5,737 | |||
2/9/2023 Grant 1 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 25,964 | |||
Exercise Price / Share | $ 8.55 | |||
Fair Value / Share | $ 4.76 | |||
2/9/2023 Grant 2 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 64,611 | |||
Exercise Price / Share | $ 8.55 | |||
Fair Value / Share | $ 6.08 | |||
2/9/2023 Grant 3 [Member] | Restricted Stock Units (RSUs) | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Other Than Options | 11,675 | |||
5/18/2023 Grant 1 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 4,400 | |||
Exercise Price / Share | $ 4.25 | |||
Fair Value / Share | $ 3.76 | |||
5/18/2023 Grant 2 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 7,415 | |||
Exercise Price / Share | $ 4.25 | |||
Fair Value / Share | $ 2.02 | |||
6/1/2023 Grant 1 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 30,342 | |||
Exercise Price / Share | $ 2.99 | |||
Fair Value / Share | $ 2.14 | |||
6/1/2023 Grant 2 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Other Than Options | 102,388 | |||
7/25/2023 Grant 1 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 20,801 | |||
Exercise Price / Share | $ 2.40 | |||
Fair Value / Share | $ 2.14 | |||
7/25/2023 Grant 2 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Other Than Options | 15,777 | |||
8/21/2023 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Other Than Options | 21,032 | |||
8/24/2023 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 400 | |||
Exercise Price / Share | $ 3.35 | |||
Fair Value / Share | $ 2.98 | |||
8/29/2023 Grant 1 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Options | 20,000 | |||
Exercise Price / Share | $ 3.75 | |||
Fair Value / Share | $ 3.34 | |||
8/29/2023 Grant 2 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Other Than Options | 26,467 | |||
9/28/2023 [Member] | ||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||
Number of Shares, Other Than Options | 22,159 |
Stockholders' (Deficit) Equit_6
Stockholders' (Deficit) Equity (Allocation Of Employee Stock-Based Compensation Expense By Functional Area) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Cost Of Revenue [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 7 | $ (23) | $ 26 | $ 64 |
Research And Development [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 65 | 65 | 224 | 114 |
Sales And Marketing [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | (105) | 76 | 19 | 281 |
General And Administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 451 | 428 | 1,033 | 1,535 |
Employee Stock-Based Compensation [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 479 | 508 | 990 | 1,799 |
Employee Stock-Based Compensation [Member] | Cost Of Revenue [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 6 | (27) | 20 | 52 |
Employee Stock-Based Compensation [Member] | Research And Development [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 70 | 31 | 213 | 21 |
Employee Stock-Based Compensation [Member] | Sales And Marketing [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | 26 | 76 | 13 | 281 |
Employee Stock-Based Compensation [Member] | General And Administrative [Member] | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Stock-based compensation expense | $ 377 | $ 428 | $ 744 | $ 1,445 |
Loss Per Share (Narrative) (Det
Loss Per Share (Narrative) (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Potential Shares Of Aspira Common Stock [Member] | ||||
Antidilutive securities excluded from computation of earnings per share | 1,545,083 | 1,768,074 | 1,545,083 | 1,768,074 |
Warrant [Member] | ||||
Antidilutive securities excluded from computation of earnings per share | 799,985 | 799,985 |
Loss Per Share (Reconciliation
Loss Per Share (Reconciliation Of Numerators And Denominators Of Basic And Diluted Loss Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Loss (Numerator) | ||||||||
Net loss | $ (4,706) | $ (2,317) | $ (6,578) | $ (7,783) | $ (8,243) | $ (9,268) | $ (13,601) | $ (25,294) |
Shares (Denominator) | ||||||||
Shares used in computing net loss per share, basic | 9,776,436 | 7,807,876 | 8,838,342 | 7,590,872 | ||||
Shares used in computing net loss per share, diluted | 9,776,436 | 7,807,876 | 8,838,342 | 7,590,872 | ||||
Per Share Amount | ||||||||
Net loss per share - basic | $ (0.48) | $ (1) | $ (1.54) | $ (3.33) | ||||
Net loss per share - diluted | $ (0.48) | $ (1) | $ (1.54) | $ (3.33) |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Nov. 10, 2023 | Sep. 30, 2023 | Sep. 30, 2023 | |
Subsequent Event [Line Items] | |||
Proceeds from issuance of common stock | $ 202,000 | ||
Purchase Shares [Member] | |||
Subsequent Event [Line Items] | |||
Common stock shares issued | 0 | 53,335 | |
Proceeds from issuance of common stock | $ 170,000 | ||
Subsequent Event [Member] | Purchase Shares [Member] | |||
Subsequent Event [Line Items] | |||
Common stock shares issued | 69,520 | ||
Proceeds from issuance of common stock | $ 300,000 |