Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Nov. 12, 2019 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2019 | |
Entity Registrant Name | FENNEC PHARMACEUTICALS INC. | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 19,895,830 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001211583 | |
Amendment Flag | false | |
Trading Symbol | FENC |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 15,240 | $ 22,781 |
Prepaid expenses | 387 | 168 |
Other current assets | 1 | |
Total current assets | 15,627 | 22,950 |
Non-current assets: | ||
Deferred issuance costs | 326 | |
Amortization of deferred issuance costs | (46) | |
Total non-current assets: | 280 | |
Total assets | 15,907 | 22,950 |
Current liabilities: | ||
Accounts payable | 788 | 1,032 |
Accrued liabilities | 117 | 605 |
Total current liabilities | 905 | 1,637 |
Commitments and Contingencies (Note 7) | ||
Stockholders' equity: | ||
Common stock, no par value; unlimited shares authorized; 19,896 shares issued and outstanding (2018-19,896) | 106,392 | 106,392 |
Additional paid-in capital | 47,788 | 44,934 |
Accumulated deficit | (140,421) | (131,256) |
Accumulated other comprehensive income | 1,243 | 1,243 |
Total stockholders' equity | 15,002 | 21,313 |
Total liabilities and stockholders' equity | $ 15,907 | $ 22,950 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Condensed Consolidated Balance Sheets | ||
Common stock, no par value | $ 0 | $ 0 |
Common stock, shares issued | 19,896 | 19,896 |
Common stock, shares outstanding | 19,896 | 19,896 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Condensed Consolidated Statements of Operations | ||||
Revenue | $ 0 | $ 0 | $ 0 | $ 0 |
Operating expenses: | ||||
Research and development | 795 | 1,798 | 4,435 | 3,285 |
General and administrative | 1,068 | 1,050 | 4,921 | 4,019 |
Loss from operations | (1,863) | (2,848) | (9,356) | (7,304) |
Other (expense) income : | ||||
Unrealized gain (Note 4) | 0 | 0 | 0 | 167 |
Other (loss)/gain | 1 | (2) | (9) | 0 |
Amortization expense | (17) | 0 | (46) | 0 |
Interest income and other | 70 | 101 | 246 | 233 |
Total other income/(expense), net | 54 | 99 | 191 | 400 |
Net loss | $ (1,809) | $ (2,749) | $ (9,165) | $ (6,904) |
Basic net loss per common share | $ (0.09) | $ (0.14) | $ (0.46) | $ (0.37) |
Diluted net loss per common share | $ (0.09) | $ (0.14) | $ (0.46) | $ (0.37) |
Weighted-average number of common shares outstanding, basic | 19,896 | 18,968 | 19,896 | 18,648 |
Weighted-average number of common shares outstanding, diluted | 19,896 | 18,968 | 19,896 | 18,648 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Operating activities: | ||||
Net loss | $ (1,809) | $ (2,749) | $ (9,165) | $ (6,904) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Unrealized gain on derivative | 0 | 0 | 0 | (167) |
Amortization of deferred issuance cost | 17 | 0 | 46 | 0 |
Stock-based compensation - contractors | 21 | 46 | 395 | 243 |
Stock-based compensation - employees | 314 | 222 | 2,204 | 1,603 |
Changes in operating assets and liabilities: | ||||
Prepaid assets | (331) | (351) | (219) | (283) |
Other current assets | 1 | 4 | 1 | 13 |
Accounts payable | (440) | 1,157 | (244) | 1,011 |
Accrued liabilities | (8) | 72 | (488) | (412) |
Net cash used in operating activities | (2,235) | (1,599) | (7,470) | (4,896) |
Financing activities: | ||||
Short swing profit judgment offset with settlement expense | 0 | 0 | 0 | 18 |
Capitalized deferred issuance cost | 0 | 0 | (71) | 0 |
Options and warrants exercised | 0 | 483 | 0 | 1,142 |
Net cash provided by/(used in) financing activities | 0 | 483 | (71) | 1,160 |
Decrease in cash and cash equivalents | (2,235) | (1,116) | (7,541) | (3,736) |
Cash and cash equivalents - Beginning of period | 17,475 | 25,640 | 22,781 | 28,260 |
Cash and cash equivalents - End of period | 15,240 | 24,524 | 15,240 | 24,524 |
Non-cash deferred issuance cost (warrant value) | $ 0 | $ 0 | $ 255 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Common StockEmployee [Member] | Common StockContractors [Member] | Common Stock | Additional Paid-in CapitalEmployee [Member] | Additional Paid-in CapitalContractors [Member] | Additional Paid-in Capital | Accumulated DeficitEmployee [Member] | Accumulated DeficitContractors [Member] | Accumulated Deficit | Accumulated Other Comprehensive IncomeEmployee [Member] | Accumulated Other Comprehensive IncomeContractors [Member] | Accumulated Other Comprehensive Income | Employee [Member] | Contractors [Member] | Total |
Balance at Dec. 31, 2017 | $ 103,045 | $ 43,837 | $ (121,368) | $ 1,243 | $ 26,757 | ||||||||||
Balance (in shares) at Dec. 31, 2017 | 18,411 | ||||||||||||||
Stock options issued | $ 0 | $ 0 | $ 174 | $ 114 | $ 0 | $ 0 | $ 0 | $ 0 | $ 174 | $ 114 | |||||
Exercise of stock options | $ 71 | (35) | 0 | 0 | 36 | ||||||||||
Exercise of stock options (in shares) | 23 | ||||||||||||||
Exercise of warrants | $ 221 | (71) | 0 | 0 | 150 | ||||||||||
Exercise of warrants (in shares) | 50 | ||||||||||||||
Net loss | $ 0 | 0 | (1,568) | 0 | (1,568) | ||||||||||
Balance at Mar. 31, 2018 | $ 103,337 | 44,019 | (122,936) | 1,243 | 25,663 | ||||||||||
Balance (in shares) at Mar. 31, 2018 | 18,484 | ||||||||||||||
Balance at Dec. 31, 2017 | $ 103,045 | 43,837 | (121,368) | 1,243 | 26,757 | ||||||||||
Balance (in shares) at Dec. 31, 2017 | 18,411 | ||||||||||||||
Net loss | (6,904) | ||||||||||||||
Balance at Sep. 30, 2018 | $ 104,770 | 45,118 | (128,272) | 1,243 | 22,859 | ||||||||||
Balance (in shares) at Sep. 30, 2018 | 19,104 | ||||||||||||||
Balance at Mar. 31, 2018 | $ 103,337 | 44,019 | (122,936) | 1,243 | 25,663 | ||||||||||
Balance (in shares) at Mar. 31, 2018 | 18,484 | ||||||||||||||
Short Swing Profit Manchester | $ 0 | 18 | 0 | 0 | 18 | ||||||||||
Stock options issued | 0 | 0 | 1,207 | 83 | 0 | 0 | 0 | 0 | 1,207 | 83 | |||||
Exercise of stock options | $ 75 | (40) | 0 | 0 | 35 | ||||||||||
Exercise of stock options (in shares) | 18 | ||||||||||||||
Exercise of warrants | $ 598 | (160) | 0 | 0 | 438 | ||||||||||
Exercise of warrants (in shares) | 292 | ||||||||||||||
Net loss | $ 0 | 0 | (2,587) | 0 | (2,587) | ||||||||||
Balance at Jun. 30, 2018 | $ 104,010 | 45,127 | (125,523) | 1,243 | 24,857 | ||||||||||
Balance (in shares) at Jun. 30, 2018 | 18,794 | ||||||||||||||
Stock options issued | 0 | 0 | 222 | 46 | 0 | 0 | 0 | 0 | 222 | 46 | |||||
Exercise of stock options | $ 290 | (151) | 0 | 0 | 139 | ||||||||||
Exercise of stock options (in shares) | 81 | ||||||||||||||
Exercise of warrants | $ 470 | (126) | 0 | 0 | 344 | ||||||||||
Exercise of warrants (in shares) | 229 | ||||||||||||||
Net loss | $ 0 | 0 | (2,749) | 0 | (2,749) | ||||||||||
Balance at Sep. 30, 2018 | $ 104,770 | 45,118 | (128,272) | 1,243 | 22,859 | ||||||||||
Balance (in shares) at Sep. 30, 2018 | 19,104 | ||||||||||||||
Balance at Dec. 31, 2018 | $ 106,392 | 44,934 | (131,256) | 1,243 | 21,313 | ||||||||||
Balance (in shares) at Dec. 31, 2018 | 19,896 | ||||||||||||||
Stock options issued | 0 | 0 | 221 | 43 | 0 | 0 | 0 | 0 | 221 | 43 | |||||
Warrants issued to consultants | $ 0 | 255 | 0 | 0 | 255 | ||||||||||
Net loss | 0 | 0 | (2,626) | 0 | (2,626) | ||||||||||
Balance at Mar. 31, 2019 | $ 106,392 | 45,453 | (133,882) | 1,243 | 19,206 | ||||||||||
Balance (in shares) at Mar. 31, 2019 | 19,896 | ||||||||||||||
Balance at Dec. 31, 2018 | $ 106,392 | 44,934 | (131,256) | 1,243 | 21,313 | ||||||||||
Balance (in shares) at Dec. 31, 2018 | 19,896 | ||||||||||||||
Net loss | (9,165) | ||||||||||||||
Balance at Sep. 30, 2019 | $ 106,392 | 47,788 | (140,421) | 1,243 | 15,002 | ||||||||||
Balance at Mar. 31, 2019 | $ 106,392 | 45,453 | (133,882) | 1,243 | 19,206 | ||||||||||
Balance (in shares) at Mar. 31, 2019 | 19,896 | ||||||||||||||
Stock options issued | 0 | 0 | 1,669 | 331 | 0 | 0 | 0 | 0 | 1,669 | 331 | |||||
Net loss | $ 0 | 0 | (4,730) | 0 | (4,730) | ||||||||||
Balance at Jun. 30, 2019 | $ 106,392 | 47,453 | (138,612) | 1,243 | 16,476 | ||||||||||
Balance (in shares) at Jun. 30, 2019 | 19,896 | ||||||||||||||
Stock options issued | $ 0 | $ 0 | $ 314 | $ 21 | $ 0 | $ 0 | $ 0 | $ 0 | $ 314 | $ 21 | |||||
Exercise of warrants (in shares) | 19,896 | ||||||||||||||
Net loss | $ 0 | 0 | (1,809) | 0 | (1,809) | ||||||||||
Balance at Sep. 30, 2019 | $ 106,392 | $ 47,788 | $ (140,421) | $ 1,243 | $ 15,002 |
Nature of Business and Going Co
Nature of Business and Going Concern | 9 Months Ended |
Sep. 30, 2019 | |
Nature of Business and Going Concern | |
Nature of Business and Going Concern | 1. Nature of Business and Going Concern Fennec Pharmaceuticals Inc. (“Fennec,” the “Company,” “we,” “us,” or “our”) is a biopharmaceutical company focused on the development of PEDMARK TM (a unique formulation of Sodium Thiosulfate (“STS”)) for the prevention of platinum-induced ototoxicity in pediatric cancer patients. We incorporated under the Canada Business Corporations Act ("CBCA”) in September 1996. Effective on August 25, 2011, the Company continued from the CBCA to the Business Corporations Act (British Columbia) (the “Continuance”). The Continuance was approved by our shareholders at our June 2011 Annual and Special Meeting and by resolution of the Board of Directors on August 10, 2011. We have four wholly-owned subsidiaries: Oxiquant, Inc. and Fennec Pharmaceuticals, Inc., both Delaware corporations, Cadherin Biomedical Inc., a Canadian company and Fennec Pharmaceuticals (EU) Limited (“Fennec Limited”), an Ireland company formed in 2018. With the exception of Fennec Pharmaceuticals, Inc., all subsidiaries are inactive. These unaudited interim condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) that are applicable to a going concern which contemplates that the Company will continue in operation for the foreseeable future and will be able to realize its assets and discharge its liabilities in the normal course of business. During the three and nine-months ended September 30, 2019, the Company incurred a loss from operations of $1,863 and $9,356, respectively. At September 30, 2019, the Company had an accumulated deficit of $140.4 million and had experienced negative cash flows from operating activities during the three and nine-months ended September 30, 2019 of $2,235 and $7,470, respectively. On February 1, 2019, the Company's wholly-owned subsidiary, Fennec Pharmaceuticals Inc., entered into a Loan and Security Agreement with Bridge Bank, a division of Western Alliance Bank, an Arizona corporation, pursuant to which the Bank agreed to loan $12.5 million to the Company, to be made available upon New Drug Application (“NDA”) approval of PEDMARK TM by no later than September 30, 2020. The proceeds from the loan will be used for working capital purposes and to fund general business requirements in accordance with the terms of the Loan and Security Agreement. Interest under the Term Loans shall bear interest, on the outstanding daily balance thereof, at a floating per annum rate equal to the Effective Interest Rate (as defined in the Loan and Security Agreement) which is equal to the sum of the Prime Rate published in the Wall Street Journal (currently 5.0%) plus one percent (1.00%). The debt facility is to have interest-only monthly payments due for the first eighteen months from the funding date and then monthly principal and interest payments are due through the remainder of the term which has a maturity date of October 1, 2023. In connection with the facility, Fennec granted Bridge Bank a warrant to purchase up to 39 common shares at an exercise price of $6.80 per common share, for a term of ten years from the date of issuance, subject to early termination under certain conditions. The Company believes the aforementioned debt facility, along with current cash on hand, provides sufficient funding for the Company to carry-out its planned activities including NDA approval and the commencement of commercialization efforts for the next twelve to fifteen months as it continues its strategic development of PEDMARK TM . These financial statements do not reflect the potentially material adjustments in the carrying values of assets and liabilities, the reported expenses, and the balance sheet classifications used, that would be necessary if the going concern assumption were not appropriate. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2019 | |
Significant Accounting Policies | |
Significant Accounting Policies | 2. Significant Accounting Policies Basis of presentation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with US GAAP and are the responsibility of the Company’s management. These unaudited interim condensed consolidated financial statements do not include all of the information and notes required by US GAAP for annual financial statements. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes filed with the Securities and Exchange Commission (“SEC”) in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2018. The Company’s accounting policies are materially consistent with those presented in the audited consolidated financial statements included in the Annual Report on Form 10‑K for the year ended December 31, 2018. These unaudited interim condensed consolidated financial statements have been prepared in U.S. dollars. All amounts presented are in thousands except for per share amounts. Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that impact the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the interim condensed consolidated financial statements and the reported amounts of expense during the reporting period. Actual results could differ from those estimates. In the opinion of management, these unaudited interim condensed consolidated financial statements include all adjustments, which are normal and recurring in nature, necessary for the fair presentation of the Company’s financial position at September 30, 2019 and to state fairly the results for the periods presented. The most significant estimates utilized during the nine months ended September 30, 2019 included estimates necessary to value grants of stock options to contractors and employees and warrants issued to Bridge Bank in connection with the aforementioned debt facility, disclosed in Note 5. New accounting pronouncements In August 2018, the FASB issued ASU 2018‑13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. ASU 2018‑13 removes certain disclosures, modifies certain disclosures and adds additional disclosures. The ASU is effective for us on January 1, 2020, and interim periods within that fiscal year. Early adoption is permitted. Certain disclosures in ASU 2018‑13 would need to be applied on a retrospective basis and others on a prospective basis. We are currently evaluating the impact this guidance may have on our consolidated financial statements. In June 2018, the FASB issued ASU 2018‑07 to expand the scope of ASC Topic 718, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, to include share-based payment transactions for acquiring goods and services from nonemployees. The pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2018. We adopted this policy as of January 1, 2019. The Company concluded after evaluation that the impact of ASU 2018‑07 on our consolidated financial statements and disclosures was de minimis. In February 2016, the FASB issued ASU 2016‑02, Leases (Topic 842). The new guidance requires the recognition of lease liabilities, representing future minimum lease payments, on a discounted basis, and corresponding right-of-use assets on a balance sheet for most leases, along with requirements for enhanced disclosures to give financial statement users the ability to assess the amount, timing and uncertainty of cash flows arising from leasing arrangements. In July 2018, the FASB issued ASU 2018‑10 and 2018‑11 which permit application of the new guidance at the beginning of the year of adoption, recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, in addition to the method of applying the new guidance retrospectively to each prior reporting period presented. The ASU was effective for us on January 1, 2019. We have concluded the impact of this guidance is negligible on our consolidated financial statements, given we have no material leases. Cash and cash equivalents Cash equivalents consist of highly liquid investments with original maturities at the date of purchase of three months or less. The Company places its cash and cash equivalents in investments held by highly rated financial institutions in accordance with its investment policy designed to protect the principal investment. At September 30, 2019, the Company had $15,240 in cash, savings and money market accounts ($22,781 at December 31, 2018). At September 30, 2019, the Company held $104 in cash of which $39 (as presented in U.S. dollars) was in Canadian dollars ($121 at December 31, 2018 as presented in U.S. dollars). At September 30, 2019, the Company held $15,136 in money market investments. Money market investments typically have minimal risks. The Company has not experienced any loss or write-down of its money market investments since inception. |
Earnings per Share
Earnings per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings per Share | |
Earnings per Share | 3. Earnings per Share Earnings per common share is presented under two formats: basic earnings per common share and diluted earnings per common share. Basic earnings per common share is computed by dividing net income attributable to common shareholders by the weighted average number of common shares outstanding during the period. Diluted earnings per common share is computed by dividing net income by the weighted average number of common shares outstanding during the period, plus the potentially dilutive impact of common stock equivalents (i.e. stock options and warrants). Dilutive common share equivalents consist of the incremental common shares issuable upon exercise of stock options and warrants. The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Numerator: Net (loss) $ (1,809) $ (2,749) $ (9,165) $ (6,904) Denominator: Weighted-average common shares, basic 19,896 18,968 19,896 18,648 Dilutive effect of stock options — — — — Dilutive effect of warrants — — — — Incremental dilutive shares — — — — Weighted-average common shares, dilutive 19,896 18,968 19,896 18,648 Net (loss) per share, basic and diluted $ (0.09) $ (0.14) $ (0.46) $ (0.37) The following outstanding options and warrants were excluded from the computation of basic and diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Options to purchase common stock 3,018 2,498 3,018 2,498 Warrants to purchase common stock 39 792 39 792 |
Derivative Instruments
Derivative Instruments | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments | |
Derivative Instruments | 4. Derivative Instruments As of September 30, 2019 and 2018, the Company no longer has outstanding derivative instruments. Prior to March 31, 2018, the Company had outstanding options denominated in Canadian dollars which were not considered to be indexed to its own stock because the exercise price was denominated in Canadian dollars and the Company’s functional currency is U.S. dollars. Therefore, these options were treated as derivative financial instruments and recorded at their fair value as a liability. All other outstanding convertible instruments are considered to be indexed to the Company’s stock, because their exercise price is denominated in the same currency as the Company’s functional currency and are included in stockholders’ equity. These options were recorded at their fair value as a liability at issuance and were re-measured at fair value as a liability at each subsequent balance sheet date until they were exercised, forfeited or expired. Any change in value between reporting periods was recorded as unrealized gain/(loss). The fair value of these options was estimated using the Black-Scholes option-pricing model. Comparative data related to gain/(loss) recorded on re-measurement of the derivative liability for the three and nine-month periods ended September 30, 2019 and 2018 are summarized in the table below. There is no cash flow impact for these derivatives until the options are exercised. When the options are exercised, the Company receives the proceeds from the exercise at the current exchange rate at the time of exercise. Three Months ended September 30, Nine Months Ended September 30, Gain on Derivative Instruments 2019 2018 2019 2018 Options to contractors $ — $ — $ — $ 167 Gain on Derivative Instruments $ — $ — $ — $ 167 During the fiscal years ended December 31, 2011 and 2010, the Company issued 36 and 29, respectively, options to contractors with a Canadian dollar denominated strike price. Consequently, the Company had derivatives relating to these options since the strike price is denominated in a currency other than the US dollar functional currency of the Company. While there is an exception to this rule for employees in ASU 2010‑13 "Compensation-Stock Compensation (Topic 718): Effect of denominating the exercise price of a share-based payment award in the currency of the market in which the underlying equity security trades", no such exception exists for contractors. There are no Canadian dollar denominated contractor options remaining. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders' Equity | |
Stockholders' Equity | 5. Stockholders’ Equity Authorized capital stock The Company’s authorized capital stock consists of an unlimited number of shares of no-par common stock. Warrants to Purchase Common Stock On February 1, 2019, the Company issued warrants to purchase common stock priced in U.S. dollars with a weighted average price of $6.80 and had weighted average remaining life of 9.33 years as of September 30, 2019. During the three and nine-months ended September 30, 2019, there were 0 warrants exercised resulting in gross proceeds to the Company of $0. The following table details the Company’s warrant activity from December 31, 2018: Common Shares Issuable Upon Weighted-Average Investor Warrants Exercise of Outstanding Warrants Exercise Price $USD Outstanding December 31, 2018 — — Issued 39 6.80 Outstanding March 31, 2019 39 6.80 Issued — — Outstanding June30, 2019 39 6.80 Issued — — Outstanding September 30, 2019 39 6.80 Total 39 6.80 The value of warrants issued was estimated using the Black-Scholes option pricing model using the following assumptions in the table below. The expected volatility was determined using historical volatility of our stock based on the contractual life of the award. The Company capitalized the non-cash expense of $255 associated with issuing the above warrants on February 1, 2019. The Company also incurred legal, professional and share registration fees totaling $71 which were also capitalized. The combined capitalized asset, deferred issuance cost, has been placed on the balance sheet. The Company recognized $17 in amortization expense for the quarter ended September 30, 2019 and a total of $46 since inception. Valuation Assumptions Black-Scholes Model Assumptions February 1, 2019 Expected dividend 0.00 % Risk free rate 2.70 % Expected volatility 179 % Expected life 10 years Stock option plan On June 18, 2019, shareholders of the Company approved a resolution amending the maximum duration of options granted from eight (8) years to ten (10) years. At that same time, shareholders of the Company approved a resolution to extend the life of certain allocated options to the maximum term of ten (10) years. The weighted average life of affected options was increased by 2.98 years and the extension resulted in an increase in the fair value of all affected options by $1,438. The Company recognized $1,285 in expense immediately on all fully vested options. It will recognize an additional $153 in expense over the remaining vesting terms of the affected options. During the quarter ended September 30, 2019, the Company recognized $22 in expense associated with these affected options. The Compensation Committee of the Board of Directors administers the Company’s stock option plan. The Compensation Committee designates eligible participants to be included under the plan and approves the number of options to be granted from time to time under the plan. Currently, the maximum number of option shares issuable is twenty-five percent (25%) of the total number of issued and outstanding shares of common stock. Based upon the current shares outstanding, a maximum of 5,000 options are authorized for issuance under the plan. For all options issued under the plan, the exercise price is the fair value of the underlying shares on the date of grant. All options vest within three years or less and are exercisable for a period of ten years from the date of grant. The stock option plan allows the issuance of Canadian and U.S. dollar grants. The table below outlines recognized contractor and employee expense for the three and nine-month periods ended September 30, 2019 and 2018. Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Contractor options expense recognized $ 21 $ 46 $ 395 $ 243 Employee options expense recognized 314 222 2,204 1,603 Total option expense recognized $ 335 $ 268 $ 2,599 $ 1,846 Stock option activity The following is a summary of option activity for each of the quarterly periods in fiscal year 2019 for stock options denominated in U.S. dollars: Number of Weighted-Average US Denominated Options Options (thousands) Exercise Price $USD Outstanding December 31, 2018 1,850 $ 3.80 Granted — — Exercised — — Outstanding at March 31, 2019 1,850 $ 3.80 Granted 345 $ 4.69 Outstanding at June 30, 2019 2,195 $ 3.94 Granted 175 $ .74 Outstanding at September 30, 2019 2,370 $ 4.00 During the three-month period ended September 30, 2019, there were 175 US denominated options issued. Of the 2,370 US denominated options granted and outstanding at September 30, 2019, 1,801 are fully vested and exercisable. The following is a summary of option activity for the quarterly periods ended September 30, 2019 for stock options denominated in Canadian dollars: Number of Weighted-Average Canadian Denominated Options Options (thousands) Exercise Price $CAD Outstanding December 31, 2018 648 $ 2.43 Outstanding at March 31, 2019 $ Outstanding at June 30, 2019 $ Outstanding at September 30, 2019 648 $ 2.43 For the three and nine-month periods ended September 30, 2019, there was no issuance activity related to Canadian dollar denominated options. As of September 30, 2019, all 648 outstanding options denominated in Canadian dollars were fully vested and exercisable. Valuation assumptions The value of options granted were estimated using the Black-Scholes option pricing model using the following assumptions in the table below. The expected volatility was determined using historical volatility of our stock based on the contractual life of the award. There were 175 options issued during the three months ended September 30, 2019 (0 for the same period in 2018). Assumptions for the valuation of the option grants are described in the table below: Three Months Ended September 30, Black-Scholes Model Assumptions 2019 (Employee grants) Expected dividend 0.00 % Risk free rate 1.63 % Expected volatility 151 % Expected life years |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Measurements | |
Fair Value Measurements | 6. Fair Value Measurements The Company adopted the Fair Value Measurements and Disclosure Topic of the FASB in 2011. This Topic applies to certain assets and liabilities that are being measured and reported on a fair value basis. The Topic defines fair value, establishes a framework for measuring fair value in accordance with US GAAP, and expands disclosure about fair value measurements. This Topic enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. The Topic requires that financial assets and liabilities carried at fair value be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. Fair Value Measurement at September 30, 2019 and December 31, 2018 (in thousands) Quoted Price in Active Market for Identical Significant Other Significant Instruments Observable Inputs Unobservable Inputs Level 1 Level 2 Level 3 Total 2019 2018 2019 2018 2019 2018 2019 2018 Assets Cash and cash equivalents 104 (1) 770 (1) 15,136 22,011 — — 15,240 22,781 Liabilities Derivative liabilities — — — — — — — — (1) The Company held approximately, $104 in cash as of September 30, 2019, of which approximately, $39 was in Canadian funds (translated into U.S. dollars). As of December 31, 2018, the Company held approximately $770 in cash of which approximately $121 was in Canadian funds (translated into U.S. dollars). |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies | |
Commitments and Contingencies | 7. Commitments and Contingencies Oregon Health & Science University Agreement On February 20, 2013, Fennec entered into a new exclusive license agreement with OHSU for exclusive worldwide license rights to intellectual property directed to thiol-based compounds, including STS and their use in oncology (the "OHSU Agreement"). OHSU will receive certain milestone payments, royalty on net sales for licensed products and a royalty on any consideration received from sublicensing of the licensed technology. On May 18, 2015, Fennec negotiated an amendment ("Amendment 1") to the OHSU Agreement, which expands Fennec's exclusive license to include the use of N-acetylcysteine as a standalone therapy and/or in combination with STS for the prevention of ototoxicity induced by chemotherapeutic agents to treat cancers. Further, Amendment 1 adjusts select milestone payments entered in the OHSU Agreement including but not limited to the royalty rate on net sales for licensed products, royalty rate from sublicensing of the licensed technology and the fee payable upon the regulatory approval of a licensed product. The term of the OHSU Agreement as amended by Amendment 1 expires on the date of the last to expire claim(s) covered in the patents licensed to Fennec or 8 years, whichever is later. In the event a licensed product obtains regulatory approval and is covered by the Orphan Drug Designation, the parties will in good faith amend the term of the agreement. STS is currently protected by methods of use patents that the Company exclusively licensed from OHSU that expire in Europe in 2021 and are currently pending in the United States. The OHSU Agreement is terminable by either Fennec or OHSU in the event of a material breach of the agreement by either party after 45 days prior written notice. Fennec also has the right to terminate the OHSU Agreement at any time upon 60 days prior written notice and payment of all fees due to OHSU under the OHSU Agreement. Executive Severance In the event of his termination with us other than for cause, we will be obligated to pay Mr. Raykov a one-time severance payment equal to twelve months of salary ($400,000). In the event of his termination with us other than for cause, we will be obligated to pay Mr. Andrade a one-time severance payment equal to six months of salary ($145,000). Leases We have an operating lease in Research Triangle Park, North Carolina utilizing small space within a commercial building. The operating lease has payments of $200 per month with no scheduled increases. This operating lease is terminable with 30 days’ notice and has no penalties or contingent payments due. Loan and Security Agreement On February 1, 2019, the Company’s wholly owned subsidiary Fennec Pharmaceuticals Inc. entered into a Loan and Security Agreement (the “Loan and Security Agreement”) with Bridge Bank, a division of Western Alliance Bank, an Arizona corporation (the “Bank”), pursuant to which the Bank agreed to loan $12.5 million to Fennec Pharmaceuticals, Inc., to be made available upon New Drug Application (“NDA”) approval of PEDMARK TM by no later than September 30, 2020. The proceeds from the loan will be used for working capital purposes and to fund general business requirements in accordance with the terms of the Loan and Security Agreement. Interest under the Term Loans shall bear interest, on the outstanding daily balance thereof, at a floating per annum rate equal to the Effective Interest Rate (as defined in the Loan and Security Agreement) which is equal to the sum of the Prime Rate published in the Wall Street Journal (currently 5.00%) plus one percent (1.00%). The debt facility is to have interest-only monthly payments due for the first eighteen months from the funding date and then monthly principal and interest payments are due through the remainder of the term which has a maturity date of October 1, 2023. In connection with the facility, Fennec granted Bridge Bank a warrant to purchase up to 39 common shares at an exercise price of $6.80 per common share, for a term of ten years from the date of issuance, subject to early termination under certain conditions. The combined value of the granted warrants and the associated costs to secure the loan facility (approximately $326 thousand) were capitalized on the balance sheet as a long-term asset. The asset, deferred issuance cost, will be amortized evenly over the full term of the agreement (56 months). During the quarter ended September 30, 2019, the Company recorded amortization expense of roughly $17 ($46 since inception), as a result of the amortization of the asset related to deferred issuance cost. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2019 | |
Subsequent Events | |
Subsequent Events | 8. Subsequent Events Management has evaluated subsequent events through the date of this filing and concluded there are no events of significance which require disclosure. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Significant Accounting Policies | |
Basis of presentation | Basis of presentation The accompanying unaudited interim condensed consolidated financial statements have been prepared in accordance with US GAAP and are the responsibility of the Company’s management. These unaudited interim condensed consolidated financial statements do not include all of the information and notes required by US GAAP for annual financial statements. Accordingly, these unaudited interim condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes filed with the Securities and Exchange Commission (“SEC”) in the Company’s Annual Report on Form 10‑K for the year ended December 31, 2018. The Company’s accounting policies are materially consistent with those presented in the audited consolidated financial statements included in the Annual Report on Form 10‑K for the year ended December 31, 2018. These unaudited interim condensed consolidated financial statements have been prepared in U.S. dollars. All amounts presented are in thousands except for per share amounts. |
Use of estimates | Use of estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that impact the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the interim condensed consolidated financial statements and the reported amounts of expense during the reporting period. Actual results could differ from those estimates. In the opinion of management, these unaudited interim condensed consolidated financial statements include all adjustments, which are normal and recurring in nature, necessary for the fair presentation of the Company’s financial position at September 30, 2019 and to state fairly the results for the periods presented. The most significant estimates utilized during the nine months ended September 30, 2019 included estimates necessary to value grants of stock options to contractors and employees and warrants issued to Bridge Bank in connection with the aforementioned debt facility, disclosed in Note 5. |
New accounting pronouncements | New accounting pronouncements In August 2018, the FASB issued ASU 2018‑13, Fair Value Measurement (Topic 820): Disclosure Framework-Changes to the Disclosure Requirements for Fair Value Measurement. ASU 2018‑13 removes certain disclosures, modifies certain disclosures and adds additional disclosures. The ASU is effective for us on January 1, 2020, and interim periods within that fiscal year. Early adoption is permitted. Certain disclosures in ASU 2018‑13 would need to be applied on a retrospective basis and others on a prospective basis. We are currently evaluating the impact this guidance may have on our consolidated financial statements. In June 2018, the FASB issued ASU 2018‑07 to expand the scope of ASC Topic 718, Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting, to include share-based payment transactions for acquiring goods and services from nonemployees. The pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2018. We adopted this policy as of January 1, 2019. The Company concluded after evaluation that the impact of ASU 2018‑07 on our consolidated financial statements and disclosures was de minimis. In February 2016, the FASB issued ASU 2016‑02, Leases (Topic 842). The new guidance requires the recognition of lease liabilities, representing future minimum lease payments, on a discounted basis, and corresponding right-of-use assets on a balance sheet for most leases, along with requirements for enhanced disclosures to give financial statement users the ability to assess the amount, timing and uncertainty of cash flows arising from leasing arrangements. In July 2018, the FASB issued ASU 2018‑10 and 2018‑11 which permit application of the new guidance at the beginning of the year of adoption, recognizing a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption, in addition to the method of applying the new guidance retrospectively to each prior reporting period presented. The ASU was effective for us on January 1, 2019. We have concluded the impact of this guidance is negligible on our consolidated financial statements, given we have no material leases. |
Cash and cash equivalents | Cash and cash equivalents Cash equivalents consist of highly liquid investments with original maturities at the date of purchase of three months or less. The Company places its cash and cash equivalents in investments held by highly rated financial institutions in accordance with its investment policy designed to protect the principal investment. At September 30, 2019, the Company had $15,240 in cash, savings and money market accounts ($22,781 at December 31, 2018). At September 30, 2019, the Company held $104 in cash of which $39 (as presented in U.S. dollars) was in Canadian dollars ($121 at December 31, 2018 as presented in U.S. dollars). At September 30, 2019, the Company held $15,136 in money market investments. Money market investments typically have minimal risks. The Company has not experienced any loss or write-down of its money market investments since inception. |
Earnings per Share (Tables)
Earnings per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings per Share | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Numerator: Net (loss) $ (1,809) $ (2,749) $ (9,165) $ (6,904) Denominator: Weighted-average common shares, basic 19,896 18,968 19,896 18,648 Dilutive effect of stock options — — — — Dilutive effect of warrants — — — — Incremental dilutive shares — — — — Weighted-average common shares, dilutive 19,896 18,968 19,896 18,648 Net (loss) per share, basic and diluted $ (0.09) $ (0.14) $ (0.46) $ (0.37) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following outstanding options and warrants were excluded from the computation of basic and diluted net loss per share for the periods presented because including them would have had an anti-dilutive effect: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Options to purchase common stock 3,018 2,498 3,018 2,498 Warrants to purchase common stock 39 792 39 792 |
Derivative Instruments (Tables)
Derivative Instruments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Derivative Instruments | |
Schedule of Unrealized Gain on Derivatives | Three Months ended September 30, Nine Months Ended September 30, Gain on Derivative Instruments 2019 2018 2019 2018 Options to contractors $ — $ — $ — $ 167 Gain on Derivative Instruments $ — $ — $ — $ 167 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Stockholders' Equity | |
Schedule of Warrants Outstanding to Purchase Common Stock | The following table details the Company’s warrant activity from December 31, 2018: Common Shares Issuable Upon Weighted-Average Investor Warrants Exercise of Outstanding Warrants Exercise Price $USD Outstanding December 31, 2018 — — Issued 39 6.80 Outstanding March 31, 2019 39 6.80 Issued — — Outstanding June30, 2019 39 6.80 Issued — — Outstanding September 30, 2019 39 6.80 Total 39 6.80 Valuation Assumptions Black-Scholes Model Assumptions February 1, 2019 Expected dividend 0.00 % Risk free rate 2.70 % Expected volatility 179 % Expected life 10 years |
Schedule of Share Based Compensation, Stock Options Expense Recognized | The table below outlines recognized contractor and employee expense for the three and nine-month periods ended September 30, 2019 and 2018. Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Contractor options expense recognized $ 21 $ 46 $ 395 $ 243 Employee options expense recognized 314 222 2,204 1,603 Total option expense recognized $ 335 $ 268 $ 2,599 $ 1,846 |
Schedule of Share-based Compensation, Stock Options, Activity | The following is a summary of option activity for each of the quarterly periods in fiscal year 2019 for stock options denominated in U.S. dollars: Number of Weighted-Average US Denominated Options Options (thousands) Exercise Price $USD Outstanding December 31, 2018 1,850 $ 3.80 Granted — — Exercised — — Outstanding at March 31, 2019 1,850 $ 3.80 Granted 345 $ 4.69 Outstanding at June 30, 2019 2,195 $ 3.94 Granted 175 $ .74 Outstanding at September 30, 2019 2,370 $ 4.00 The following is a summary of option activity for the quarterly periods ended September 30, 2019 for stock options denominated in Canadian dollars: Number of Weighted-Average Canadian Denominated Options Options (thousands) Exercise Price $CAD Outstanding December 31, 2018 648 $ 2.43 Outstanding at March 31, 2019 $ Outstanding at June 30, 2019 $ Outstanding at September 30, 2019 648 $ 2.43 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | Assumptions for the valuation of the option grants are described in the table below: Three Months Ended September 30, Black-Scholes Model Assumptions 2019 (Employee grants) Expected dividend 0.00 % Risk free rate 1.63 % Expected volatility 151 % Expected life years |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Measurements | |
Schedule of Assets/Liabilities Measured at Fair Value on Recurring Basis | Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. Fair Value Measurement at September 30, 2019 and December 31, 2018 (in thousands) Quoted Price in Active Market for Identical Significant Other Significant Instruments Observable Inputs Unobservable Inputs Level 1 Level 2 Level 3 Total 2019 2018 2019 2018 2019 2018 2019 2018 Assets Cash and cash equivalents 104 (1) 770 (1) 15,136 22,011 — — 15,240 22,781 Liabilities Derivative liabilities — — — — — — — — (1) The Company held approximately, $104 in cash as of September 30, 2019, of which approximately, $39 was in Canadian funds (translated into U.S. dollars). As of December 31, 2018, the Company held approximately $770 in cash of which approximately $121 was in Canadian funds (translated into U.S. dollars). |
Nature of Business and Going _2
Nature of Business and Going Concern (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Feb. 01, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 |
Going Concern [Line Items] | ||||||
Net Cash Provided by (Used in) Operating Activities | $ (2,235) | $ (1,599) | $ (7,470) | $ (4,896) | ||
Accumulated deficit | (140,421) | (140,421) | $ (131,256) | |||
Operating Income (Loss) | $ (1,863) | $ (2,848) | $ (9,356) | $ (7,304) | ||
Bridge Bank [Member] | Loan And Security Agreement [Member] | ||||||
Going Concern [Line Items] | ||||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | |||||
Bridge Bank [Member] | Loan And Security Agreement [Member] | Term Loan [Member] | ||||||
Going Concern [Line Items] | ||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 12,500 | |||||
Shares, Issued | 39 | |||||
Shares Issued, Price Per Share | $ 6.80 | |||||
Debt Instrument, Basis Spread on Variable Rate | 5.00% | |||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% |
Significant Accounting Polici_3
Significant Accounting Policies (Details) $ in Thousands, $ in Thousands | Sep. 30, 2019CAD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2018CAD ($) | Dec. 31, 2018USD ($) |
Summary Of Significant Accounting Policies [Line Items] | ||||
Money market investments | $ 15,240 | $ 22,781 | ||
Cash | $ 39 | 104 | $ 121 | |
Money Market Funds [Member] | ||||
Summary Of Significant Accounting Policies [Line Items] | ||||
Money market investments | $ 15,136 |
Earnings per Share - Computatio
Earnings per Share - Computation of Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Numerator: | ||||||||
Net (loss) | $ (1,809) | $ (4,730) | $ (2,626) | $ (2,749) | $ (2,587) | $ (1,568) | $ (9,165) | $ (6,904) |
Denominator: | ||||||||
Weighted-average common shares, basic | 19,896 | 18,968 | 19,896 | 18,648 | ||||
Incremental dilutive shares | 0 | 0 | 0 | 0 | ||||
Weighted-average common shares, diluted | 19,896 | 18,968 | 19,896 | 18,648 | ||||
Net (loss) per share, basic and diluted | $ (0.09) | $ (0.14) | $ (0.46) | $ (0.37) | ||||
Warrant [Member] | ||||||||
Denominator: | ||||||||
Dilutive effect | 0 | 0 | 0 | 0 | ||||
Employee Stock Option [Member] | ||||||||
Denominator: | ||||||||
Dilutive effect | 0 | 0 | 0 | 0 |
Earnings per Share - Outstandin
Earnings per Share - Outstanding Options and Warrants (Details) - shares shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 3,018 | 2,498 | 3,018 | 2,498 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 39 | 792 | 39 | 792 |
Derivative Instruments - Gain o
Derivative Instruments - Gain on Derivative Instruments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Gain/(Loss) on Derivative Instruments | |||||
Derivative Liability | $ 0 | $ 0 | $ 0 | ||
Gain/(loss) on Derivative Instruments | 0 | $ 0 | 0 | $ 167 | |
Options [Member] | |||||
Gain/(Loss) on Derivative Instruments | |||||
Derivative Liability | $ 0 | $ 167 | $ 0 | $ 167 |
Derivative Instruments - Additi
Derivative Instruments - Additional Information (Details) - shares shares in Thousands | Dec. 31, 2011 | Dec. 31, 2010 |
Canadian Dollar [Member] | ||
Derivative [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Number | 36 | 29 |
Stockholders' Equity - Warrants
Stockholders' Equity - Warrants to Purchase Common Stock (Details) - $ / shares | 3 Months Ended | ||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | |
Stockholders' Equity | |||
Common Shares Outstanding, beginning | 39 | 39 | 0 |
Exercised | 39 | ||
Issued | 0 | 0 | 39 |
Common Shares Outstanding, end | 39 | 39 | 39 |
Weighted-Average Outstanding, beginning | $ 6.80 | $ 6.80 | $ 0 |
Exercised | 6.80 | ||
Issued | $ 0 | 0 | 6.80 |
Weighted-Average Outstanding, end | $ 6.80 | $ 6.80 | $ 6.80 |
Stockholders' Equity - Recogniz
Stockholders' Equity - Recognized Contractor and Employee Expense (Details) - USD ($) $ in Thousands | Jun. 18, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Recognized Employee Expense [Line Items] | |||||
Stock or Unit Option Plan Expense | $ 1,285 | $ 335 | $ 268 | $ 2,599 | $ 1,846 |
Contractor Option [Member] | |||||
Recognized Employee Expense [Line Items] | |||||
Stock or Unit Option Plan Expense | 21 | 46 | 395 | 243 | |
Employee Stock Option [Member] | |||||
Recognized Employee Expense [Line Items] | |||||
Stock or Unit Option Plan Expense | $ 314 | $ 222 | $ 2,204 | $ 1,603 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Option Activity (Details) - $ / shares shares in Thousands | 3 Months Ended | ||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | |
Stock Option In Canadian Dollars [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Number of Options Outstanding at Beginning | 648 | 648 | 648 |
Number of Options Outstanding at Ending | 648 | 648 | 648 |
Weighted-average Exercise Price outstanding at Beginning | $ 2.43 | $ 2.43 | $ 2.43 |
Weighted-average Exercise Price Outstanding at Ending | $ 2.43 | $ 2.43 | $ 2.43 |
Stock Option In Us Dollars [Member] | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Number of Options Outstanding at Beginning | 2,195 | 1,850 | 1,850 |
Number of Options Granted | 175 | 345 | 0 |
Number of Options Exercised | 0 | ||
Number of Options Outstanding at Ending | 2,370 | 2,195 | 1,850 |
Weighted-average Exercise Price outstanding at Beginning | $ 3.94 | $ 3.80 | $ 3.80 |
Weighted-average Exercise Price Granted | 0.74 | 4.69 | 0 |
Weighted-average Exercise Price Exercised | 0 | ||
Weighted-average Exercise Price Outstanding at Ending | $ 4 | $ 3.94 | $ 3.80 |
Stockholders' Equity - Black-Sc
Stockholders' Equity - Black-Scholes option (Details) | Feb. 01, 2019 | Sep. 30, 2019 |
Expected dividend | 0.00% | |
Risk free rate | 2.70% | |
Expected volatility | 179.00% | |
Expected life | 10 years | |
Employees [Member] | ||
Expected dividend | 0.00% | |
Risk free rate | 1.63% | |
Expected volatility | 151.00% | |
Expected life | 10 years |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Jun. 18, 2019 | Jun. 17, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 |
Stockholders Equity Note [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6.80 | $ 6.80 | $ 6.80 | $ 6.80 | $ 0 | ||||
Shares issuable under Stock Option Plan, as percent of shares outstanding | 25.00% | ||||||||
Debt Issuance Cost, Gross, Noncurrent | $ 326 | $ 326 | |||||||
Amortization expense | 17 | $ 0 | 46 | $ 0 | |||||
Increased Class Or Warrant Or Right Outstanding Weighted Average Remaining Contractual Terms | 2 years 11 months 23 days | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Grants In Period Weighted Average Grant Date Fair Value Increased | $ 1,438 | ||||||||
Stock or Unit Option Plan Expense | 1,285 | 335 | $ 268 | $ 2,599 | $ 1,846 | ||||
Additional Stock Option Plan Expense | $ 153 | ||||||||
Stock or Unit Option Plan Expense For Affected Options | $ 22 | ||||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Issued Number | 175 | 0 | 175 | 0 | |||||
Stock Option In Canadian Dollars [Member] | |||||||||
Stockholders Equity Note [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 648 | 648 | 648 | 648 | 648 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number | 648 | 648 | |||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Issued Number | 0 | 0 | |||||||
US Denominated [Member] | |||||||||
Stockholders Equity Note [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 2,370 | 2,370 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number | 1,801 | 1,801 | |||||||
Share Based Compensation Arrangement By Share Based Payment Award Options Issued Number | 175 | 175 | |||||||
U.S.dollars [Member] | |||||||||
Stockholders Equity Note [Line Items] | |||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 6.80 | $ 6.80 | |||||||
Class Or Warrant Or Right Outstanding Weighted Average Remaining Contractual Terms | 9 years 3 months 29 days | ||||||||
Proceeds from Warrant Exercises | $ 0 | $ 0 | |||||||
Stock Issued During Period Shares Stock Warrants Exercised | 0 | 0 | |||||||
Consultants [Member] | |||||||||
Stockholders Equity Note [Line Items] | |||||||||
Debt Issuance Cost, Gross, Noncurrent | $ 255 | $ 255 | |||||||
Payment For Legal Professional and Registration Fees Incurred For Warrant Issue Capitalize | $ 71 | ||||||||
Maximum [Member] | |||||||||
Stockholders Equity Note [Line Items] | |||||||||
Shares issuable under Stock Option Plan | 5,000 | 5,000 | |||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||||||||
Minimum [Member] | |||||||||
Stockholders Equity Note [Line Items] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 8 years |
Fair Value Measurements - Asset
Fair Value Measurements - Assets/Liabilities Measured at Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash and cash equivalents | $ 15,240 | $ 22,781 |
Derivative Liability | 0 | 0 |
Quoted Price in Active Markets for Identical Instruments Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash and cash equivalents | 104 | 770 |
Derivative Liability | 0 | 0 |
Significant Other Observable Inputs Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash and cash equivalents | 15,136 | 22,011 |
Derivative Liability | 0 | 0 |
Significant Unobservable Inputs Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring Basis [Line Items] | ||
Cash and cash equivalents | 0 | 0 |
Derivative Liability | $ 0 | $ 0 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) $ in Thousands, $ in Thousands | Sep. 30, 2019CAD ($) | Sep. 30, 2019USD ($) | Dec. 31, 2018CAD ($) |
Fair Value Measurements | |||
Cash | $ 39 | $ 104 | $ 121 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | Feb. 01, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 |
Operating Leases, Rent Expense | $ 200 | ||||
Amortization expense | $ 17 | $ 0 | $ 46 | $ 0 | |
Duration Over Which The Costs Of Raising Finance Is To Be Amortised | 56 months | ||||
Term Loan [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 12,500 | ||||
Debt Instrument, Basis Spread on Variable Rate | 5.00% | ||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | ||||
Shares Issued, Price Per Share | $ 6.80 | ||||
Shares, Issued | 39 | ||||
Warrant [Member] | |||||
Debt Issuance Costs, Noncurrent, Net | 326 | $ 326 | |||
Rostislav Raykov [Member] | |||||
Severance Costs Payable In Case Of Termination Other Than For Cause | 400,000 | 400,000 | |||
Robert Andrade [Member] | |||||
Severance Costs Payable In Case Of Termination Other Than For Cause | $ 145,000 | $ 145,000 |