Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2022 | Mar. 27, 2023 | Jun. 30, 2022 | |
Document Information [Line Items] | |||
Entity Central Index Key | 0001389545 | ||
Entity Registrant Name | NOVABAY PHARMACEUTICALS, INC. | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2022 | ||
Document Transition Report | false | ||
Entity File Number | 001-33678 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 68-0454536 | ||
Entity Address, Address Line One | 2000 Powell Street, Suite 1150 | ||
Entity Address, City or Town | Emeryville | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 94608 | ||
City Area Code | 510 | ||
Local Phone Number | 899-8800 | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Trading Symbol | NBY | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Emerging Growth Company | false | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
ICFR Auditor Attestation Flag | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 10,875,498 | ||
Entity Common Stock, Shares Outstanding | 2,035,444 | ||
Auditor Name | WithumSmith+Brown, PC | ||
Auditor Location | San Francisco California | ||
Auditor Firm ID | 100 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
ASSETS | ||
Cash and cash equivalents | $ 5,362 | $ 7,504 |
Accounts receivable, net of allowance for doubtful accounts ($19 and $0 at December 31, 2022 and December 31, 2021, respectively) | 1,973 | 1,668 |
Inventory, net of allowance for excess and obsolete inventory and lower of cost or estimated net realizable value adjustments ($499 and $641 at December 31, 2022 and December 31, 2021, respectively) | 3,437 | 3,220 |
Prepaid expenses and other current assets | 560 | 778 |
Total current assets | 11,332 | 13,170 |
Operating lease right-of-use assets | 1,831 | 411 |
Property and equipment, net | 119 | 193 |
Goodwill | 348 | 4,528 |
Other intangible assets, net | 2,280 | 5,200 |
Other assets | 489 | 476 |
TOTAL ASSETS | 16,399 | 23,978 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable | 1,080 | 1,045 |
Accrued liabilities | 2,724 | 2,092 |
Line of credit | 0 | 105 |
Operating lease liability | 453 | 200 |
Total current liabilities | 4,257 | 3,442 |
Operating lease liabilities-non-current | 1,588 | 246 |
Warrant liability | 0 | 9,558 |
Contingent earnout liability | 0 | 561 |
Total liabilities | 5,845 | 13,807 |
Commitments & contingencies (Note 12) | ||
Stockholders' equity: | ||
Common stock, $0.01 par value; 150,000 and 100,000 shares authorized, 2,035 and 1,365 shares issued and outstanding at December 31, 2022 and December 31, 2021, respectively | 652 | 478 |
Additional paid-in capital | 165,081 | 150,900 |
Accumulated deficit | (158,152) | (141,887) |
Total stockholders' equity | 10,554 | 10,171 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | 16,399 | 23,978 |
Series B Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred Stock | 570 | 680 |
Series C Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred Stock | $ 2,403 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Accounts receivable, allowance for doubtful accounts | $ 19 | $ 0 |
Inventory, allowance for excess and obsolete inventory and lower of cost or estimated net realizable value adjustments | $ 499 | $ 641 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 150,000,000 | 100,000,000 |
Common stock, shares issued (in shares) | 2,035,000 | 1,365,000 |
Common stock, shares outstanding (in shares) | 2,035,000 | 1,365,000 |
Series B Preferred Stock [Member] | ||
Preferred stock, shares issued (in shares) | 12,000 | 14,000 |
Preferred stock, shares outstanding (in shares) | 12,000 | 14,000 |
Series C Preferred Stock [Member] | ||
Preferred stock, shares issued (in shares) | 2,000 | 0 |
Preferred stock, shares outstanding (in shares) | 2,000 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Sales: | ||
Total sales, net | $ 14,404 | $ 10,204 |
Cost of goods sold | 6,623 | 3,689 |
Gross profit | 7,781 | 6,515 |
Research and development | 174 | 44 |
Sales and marketing | 7,798 | 8,093 |
General and administrative | 7,489 | 7,240 |
Goodwill, intangible and other asset impairment | 6,737 | 0 |
Total operating expenses | 22,198 | 15,377 |
Operating loss | (14,417) | (8,862) |
Non-cash loss on modification of common stock warrants | (1,922) | 0 |
Non-cash gain on changes in fair value of warrant liability | 5,446 | 4,615 |
Non-cash gain on changes in fair value of contingent liability | 561 | 0 |
Other expense, net | (276) | (1,577) |
Net loss | (10,608) | (5,824) |
Less: Preferred deemed dividend | 0 | 735 |
Less: Retained earnings reduction related to preferred stock down round feature triggered | 5,657 | 0 |
Net loss attributable to common stockholders | $ (16,265) | $ (6,559) |
Net loss per share attributable to common stockholders (basic and diluted) (in dollars per share) | $ (10.10) | $ (5.26) |
Weighted-average shares of common stock outstanding used in computing net loss per share of common stock (basic and diluted) (in shares) | 1,610 | 1,247 |
Product [Member] | ||
Sales: | ||
Total sales, net | $ 14,374 | $ 10,180 |
Cost of goods sold | 3,689 | |
Product and Service, Other [Member] | ||
Sales: | ||
Total sales, net | $ 30 | $ 24 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Share-Based Payment Arrangement, Employee [Member] Preferred Stock [Member] | Share-Based Payment Arrangement, Employee [Member] Common Stock [Member] | Share-Based Payment Arrangement, Employee [Member] Additional Paid-in Capital [Member] | Share-Based Payment Arrangement, Nonemployee [Member] Preferred Stock [Member] | Share-Based Payment Arrangement, Nonemployee [Member] Common Stock [Member] | Share-Based Payment Arrangement, Nonemployee [Member] Additional Paid-in Capital [Member] | Share-Based Payment Arrangement, Nonemployee [Member] Retained Earnings [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | Series B Private Placement Warrants [Member] Preferred Stock [Member] | Series B Private Placement Warrants [Member] Common Stock [Member] | Series B Private Placement Warrants [Member] Additional Paid-in Capital [Member] | Series B Private Placement Warrants [Member] Retained Earnings [Member] | Series B Private Placement Warrants [Member] | A-1 Warrants [Member] Preferred Stock [Member] | A-1 Warrants [Member] Common Stock [Member] | A-1 Warrants [Member] Additional Paid-in Capital [Member] | A-1 Warrants [Member] Retained Earnings [Member] | A-1 Warrants [Member] | A-2 Warrants [Member] Preferred Stock [Member] | A-2 Warrants [Member] Common Stock [Member] | A-2 Warrants [Member] Additional Paid-in Capital [Member] | A-2 Warrants [Member] Retained Earnings [Member] | A-2 Warrants [Member] | Director [Member] Preferred Stock [Member] | Director [Member] Common Stock [Member] | Director [Member] Additional Paid-in Capital [Member] | Director [Member] Retained Earnings [Member] | Director [Member] | Series C Preferred Stock [Member] Preferred Stock [Member] | Series C Preferred Stock [Member] Common Stock [Member] | Series C Preferred Stock [Member] Additional Paid-in Capital [Member] | Series C Preferred Stock [Member] Retained Earnings [Member] | Series C Preferred Stock [Member] | Conversion of Series C Preferred Stock to Common Stock [Member] Preferred Stock [Member] | Conversion of Series C Preferred Stock to Common Stock [Member] Common Stock [Member] | Conversion of Series C Preferred Stock to Common Stock [Member] Additional Paid-in Capital [Member] | Conversion of Series C Preferred Stock to Common Stock [Member] Retained Earnings [Member] | Conversion of Series C Preferred Stock to Common Stock [Member] | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2020 | 0 | 1,194 | |||||||||||||||||||||||||||||||||||||||||
Balance at Dec. 31, 2020 | $ 0 | $ 418 | $ 147,963 | $ (136,063) | $ 12,318 | ||||||||||||||||||||||||||||||||||||||
Net loss | (5,824) | (5,824) | |||||||||||||||||||||||||||||||||||||||||
Issuance of warrants | 13 | 13 | |||||||||||||||||||||||||||||||||||||||||
Issuance of common stock, net of offering costs (in shares) | 0 | 76 | |||||||||||||||||||||||||||||||||||||||||
Issuance of common stock, net of offering costs | $ 0 | $ 27 | 1,749 | 0 | 1,776 | ||||||||||||||||||||||||||||||||||||||
Issuance of RSUs | $ 0 | $ 2 | $ (2) | $ 0 | $ 3 | $ 217 | $ 0 | $ 220 | |||||||||||||||||||||||||||||||||||
Issuance of RSUs (in shares) | 5 | 0 | 9 | ||||||||||||||||||||||||||||||||||||||||
Issuance of Series B Preferred Stock and common stock warrants, net of offering costs (in shares) | 15 | 0 | |||||||||||||||||||||||||||||||||||||||||
Issuance of Series B Preferred Stock and common stock warrants, net of offering costs | $ 735 | $ 0 | 0 | 0 | 735 | ||||||||||||||||||||||||||||||||||||||
Conversion of preferred stock to common stock (in shares) | (1) | 81 | |||||||||||||||||||||||||||||||||||||||||
Conversion of Series B Preferred Stock | $ 0 | $ (55) | $ (28) | (27) | 0 | 0 | |||||||||||||||||||||||||||||||||||||
Conversion of Preferred Stock to common stock | 0 | $ 55 | $ 28 | 27 | 0 | 0 | |||||||||||||||||||||||||||||||||||||
Beneficial conversion feature upon issuance of preferred stock | 735 | 735 | |||||||||||||||||||||||||||||||||||||||||
Deemed dividend from beneficial conversion feature of preferred stock | (735) | (735) | |||||||||||||||||||||||||||||||||||||||||
Stock-based compensation expense related to employee and director stock options | 693 | 693 | |||||||||||||||||||||||||||||||||||||||||
Stock-based compensation expense related to non-employee stock options | 240 | 240 | |||||||||||||||||||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2021 | 14 | 1,365 | |||||||||||||||||||||||||||||||||||||||||
Balance at Dec. 31, 2021 | $ 680 | $ 478 | 150,900 | (141,887) | 10,171 | ||||||||||||||||||||||||||||||||||||||
Net loss | (10,608) | (10,608) | |||||||||||||||||||||||||||||||||||||||||
Issuance of common stock, net of offering costs (in shares) | 3 | 0 | |||||||||||||||||||||||||||||||||||||||||
Issuance of common stock, net of offering costs | $ 2,054 | $ 0 | $ 0 | $ 0 | $ 2,054 | ||||||||||||||||||||||||||||||||||||||
Issuance of RSUs | $ 0 | $ 1 | $ (1) | $ 0 | $ 0 | ||||||||||||||||||||||||||||||||||||||
Issuance of RSUs (in shares) | 0 | 3 | |||||||||||||||||||||||||||||||||||||||||
Conversion of Series B Preferred Stock | (632) | 110 | (56) | (54) | 0 | 0 | |||||||||||||||||||||||||||||||||||||
Conversion of Preferred Stock to common stock | 632 | $ (110) | $ 56 | 54 | 0 | 0 | |||||||||||||||||||||||||||||||||||||
Stock-based compensation expense related to employee and director stock options | 220 | 220 | |||||||||||||||||||||||||||||||||||||||||
Reclassification of Private Placement Warrants | $ 0 | $ 0 | $ 7,502 | $ 0 | $ 7,502 | 1,851 | 1,851 | ||||||||||||||||||||||||||||||||||||
Conversion of Series B Preferred Stock to common stock (in shares) | (1) | 159 | (2) | 161 | |||||||||||||||||||||||||||||||||||||||
Issuance of common stock in connection with exercise of warrants, net of offering costs (in shares) | 0 | 328 | |||||||||||||||||||||||||||||||||||||||||
Issuance of common stock in connection with exercise of warrants, net of offering costs | $ 0 | $ 115 | 171 | 0 | 286 | ||||||||||||||||||||||||||||||||||||||
Shares issued for reverse stock split due to rounding feature (in shares) | 0 | 19 | |||||||||||||||||||||||||||||||||||||||||
Reclassification of equity to liability related to 2022 Warrant Reprice Transaction (see Note 14) | $ 0 | $ 0 | (3,825) | 0 | (3,825) | ||||||||||||||||||||||||||||||||||||||
Modification of common stock warrants | 0 | 0 | 1,922 | 0 | 1,922 | ||||||||||||||||||||||||||||||||||||||
Down round feature adjustment related to Series B Preferred Stock | $ 0 | $ 0 | 5,657 | (5,657) | 0 | ||||||||||||||||||||||||||||||||||||||
Issuance of common stock warrants, net of offering costs | $ 176 | $ 0 | $ 0 | $ 0 | $ 176 | $ 805 | $ 0 | $ 0 | $ 0 | $ 805 | |||||||||||||||||||||||||||||||||
Conversion of Series C Preferred Stock to common stock | $ (632) | $ 2 | $ 630 | $ 0 | $ 0 | ||||||||||||||||||||||||||||||||||||||
Balance (in shares) at Dec. 31, 2022 | 14 | 2,035 | |||||||||||||||||||||||||||||||||||||||||
Balance at Dec. 31, 2022 | $ 2,973 | $ 652 | $ 165,081 | $ (158,152) | $ 10,554 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Operating activities: | ||
Net loss | $ (10,608,000) | $ (5,824,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation of property and equipment | 120,000 | 59,000 |
Amortization of intangible assets | 363,000 | 60,000 |
Goodwill, intangible and other asset impairment | 6,737,000 | 0 |
Impairment of property, plant and equipment | 66,000 | 0 |
Issuance of warrants in connection with the TLF Warrants | 0 | 13,000 |
Non-cash gain on changes in fair value of warrant liability | (5,446,000) | (4,615,000) |
Non-cash gain on changes in fair value of contingent liability | (561,000) | 0 |
Non-cash loss on modification of common stock warrants | 1,922,000 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (305,000) | 452,000 |
Inventory | (217,000) | (243,000) |
Prepaid expenses and other current assets | 218,000 | (52,000) |
Operating lease right-of-use assets | (1,420,000) | 25,000 |
Other assets | (5,000) | 0 |
Accounts payable and accrued liabilities | 667,000 | (163,000) |
Operating lease liabilities | 1,595,000 | (57,000) |
Net cash used in operating activities | (6,654,000) | (9,192,000) |
Investing activities: | ||
Acquisition, net of cash | 0 | (11,993,000) |
Purchases of property and equipment | (112,000) | (52,000) |
Net cash used in investing activities | (112,000) | (12,045,000) |
Financing activities: | ||
Proceeds from common stock issuances, net | 0 | 1,776,000 |
Proceeds from exercise of warrants | 1,703,000 | 0 |
Draws (payments) on the line of credit | (105,000) | 105,000 |
Net cash provided by financing activities | 4,633,000 | 16,789,000 |
Net (decrease) increase in cash, cash equivalents, and restricted cash | (2,133,000) | (4,448,000) |
Cash, cash equivalents and restricted cash, beginning of year | 7,979,000 | 12,427,000 |
Cash, cash equivalents and restricted cash, end of year | 5,846,000 | 7,979,000 |
Supplemental disclosure of cash flow information: | ||
Interest paid | 17,000 | 0 |
Income taxes paid | 24 | 21 |
Warrant & Equity liability transferred to equity related to warrant modification | 9,353,000 | 0 |
Equity transferred to warrant liability related to warrant modification | 3,825,000 | 0 |
Addition of operating lease, right-of-use asset | 2,039,000 | 376,000 |
Fair value of warrants issued in connection with financings | 0 | 14,172,000 |
Conversion of Preferred Stock to common stock | 0 | 0 |
Series B Preferred Stock [Member] | ||
Financing activities: | ||
Proceeds from Series B Preferred Stock issuances, net | 0 | 14,908,000 |
Series C Preferred Stock [Member] | ||
Financing activities: | ||
Proceeds from Series C Preferred Stock and warrant issuances, net | 3,035,000 | 0 |
Share-Based Payment Arrangement, Nonemployee [Member] | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 0 | 240,000 |
Issuance of RSUs to non-employees for services | 0 | 220,000 |
Employees and Directors [Member] | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation expense | 220,000 | 693,000 |
Conversion of Series B Preferred Stock to Common Stock [Member] | ||
Supplemental disclosure of cash flow information: | ||
Conversion of Preferred Stock to common stock | 110,000 | 55,000 |
Conversion of Series C Preferred Stock to Common Stock [Member] | ||
Supplemental disclosure of cash flow information: | ||
Conversion of Preferred Stock to common stock | $ 632,000 | $ 0 |
Note 1 - Organization
Note 1 - Organization | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | NOTE 1. ORGANIZATION NovaBay Pharmaceuticals, Inc. (the “Company”) develops and sells scientifically-created and clinically-proven eyecare, skincare and wound care products. Our leading product, Avenova® Antimicrobial Lid and Lash Solution, or Avenova Spray, is proven in laboratory testing to have broad antimicrobial properties as it removes foreign material including microorganisms and debris from the skin around the eye, including the eyelid. Avenova Spray is formulated with our proprietary, stable and pure form of hypochlorous acid and is cleared by the FDA for sale in the United States. Avenova Spray is available direct to consumers primarily through online distribution channels and is also available by prescription and dispensed by eyecare professionals for blepharitis and dry-eye disease. Other eyecare products offered under the Avenova eyecare brand include Novawipes by Avenova, Avenova Lubricant Eye Drops, Avenova Moist Heating Eye Compress, and the i-Chek eyelid and eyelash mirror by Avenova. Through our subsidiary DERMAdoctor, LLC, the Company offers over 30 The Company also manufactures and sells its proprietary form of hypochlorous acid for the wound care market through our NeutroPhase and PhaseOne branded products. NeutroPhase and PhaseOne are used for the cleansing and irrigation as part of surgical procedures, as well as treating certain wounds, burns, ulcers and other injuries. The Company currently sells these products through distributors. The Company was incorporated under the laws of the State of California on January 19, 2000, no July 1, 2002, February 2007, June 2010, 1 2 Effective November 15, 2022, 1 14, 1 35 Going Concern The Company has sustained operating losses for the majority of its corporate history and expects that its 2023 2023 may may 19 The Company’s long-term liquidity needs will be largely determined by the success of commercialization efforts. To address the Company’s current liquidity and capital needs, the Company has and continues to evaluate different plans and strategic transactions to fund operations, including: ( 1 2 one 3 4 may may 1 3 not may |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | NOTE 2. Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and are expressed in U.S. dollars. Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates include contract liabilities related to product sales, useful lives for property and equipment and related depreciation calculations, assumptions for valuing options and warrants, the fair value of contingent consideration, intangible assets, goodwill, stock-based compensation, income taxes and other contingencies. These estimates are based on management’s best estimates and judgment. Actual results may Change in Accounting and Revision of Prior Period Financial Statements During the third 2022, third no not While reviewing its accounting policy for fulfillment fees during the third 2022, third December 31, 2022, 2022 first second 2021 no not Cash, Cash Equivalents, and Restricted Cash The Company considers all highly-liquid instruments with a stated maturity of three December 31, 2022 December 31, 2021, The following table provides a reconciliation of the cash, cash equivalents, and restricted cash reported in the consolidated balance sheets (in thousands): December 31, December 31, 2022 2021 Cash and cash equivalents $ 5,362 $ 7,504 Restricted cash included in other assets 484 475 Total cash, cash equivalents, and restricted cash in the consolidated statements of cash flows $ 5,846 $ 7,979 The restricted cash amount included in other assets on the consolidated balance sheets represents amounts held as certificates of deposit for long-term financing and lease arrangements as contractually required by our financial institution and landlord. Concentrations of Credit Risk and Major Partners Financial instruments that potentially subject us to significant concentrations of credit risk consist primarily of cash, cash equivalents and restricted cash. The Company maintains deposits of cash, cash equivalents and restricted cash with a major financial institution in the United States. The Company has significant cash balances at financial institutions which throughout the year regularly exceed the federally insured limit of $250,000. During the years ended December 31, 2022 2021, 2022 2021 2021 During the years ended December 31, 2022 2021, For the Years Ended December 31, 2022 2021 Avenova Spray $ 7,651 $ 8,565 DERMAdoctor 4,155 649 NeutroPhase 976 368 Other products 1,592 598 Total product revenue, net 14,374 10,180 Other revenue, net 30 24 Total sales, net $ 14,404 $ 10,204 During the years ended December 31, 2022 2021, No 10% December 31, 2022 2021. As of December 31, 2022 2021, 10% December 31, December 31, Major distribution partner 2022 2021 Avenova Spray Pharmacy Distributor A 30 % 11 % Major U.S. Retailer A 15 % * % Avenova Spray Pharmacy Distributor B 11 % * % Major U.S. Retailer B * % 33 % Avenova Spray Pharmacy Distributor C * % 13 % * Less than 10% The Company relies on seven not third may may not may Fair Value of Financial Assets and Liabilities The Company’s financial instruments include cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities, warrant liabilities, and contingent consideration. The Company’s cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. The Company follows ASC 820, Fair Value Measurements and Disclosures three may Level 1 Level 2 Level 3 Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. Allowance for Doubtful Accounts The Company charges bad debt expense and records an allowance for doubtful accounts when management believes it to be unlikely that specific invoices will be collected. Management identifies amounts due that are in dispute and believes are unlikely to be collected. As of December 31, 2022, December 31, 2021. Inventory Inventory is comprised of ( 1 2 3 first first December 31, 2022 2021, Property and Equipment, net Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets of five seven three five five seven The costs of normal maintenance, repairs, and minor replacements are expensed as incurred. Business Combinations We account for 805, Business Combinations The determination of estimated fair value requires us to make significant estimates and assumptions. These fair value determinations require judgment and involve the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, and asset lives, among other items. As a result, the Company may one Transaction costs associated with business combinations are expensed as they are incurred. Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the consideration transferred over the estimated fair value of assets acquired and liabilities assumed in a business combination. Intangible assets are measured at their respective fair values as of the acquisition date and may may one not Goodwill is evaluated for impairment by first may not Management makes critical assumptions and estimates in completing impairment assessments of goodwill and indefinite-lived intangible assets. The Company's cash flow projections look several years into the future and include assumptions on variables such as future sales and operating margin growth rates, economic conditions, probability of success, market competition, inflation and discount rates. The Company acquired DERMAdoctor in November 2021, not 2022, 2022 2021, 2022, During the fourth 2022, 350 20 35 3C. 0 may not 350 20 35 3C, $4.2 December 31, 2022, December 31, 2022 not December 31, 2021. The Company completed its indefinite-lived intangible asset impairment assessment during the fourth 2022. not not December 31, 2022, not December 31, 2021. Valuation of Contingent Consideration Resulting from a Business Combination In connection with certain acquisitions, including the acquisition of DERMAdoctor, the Company may Increases or decreases in fair value of the contingent consideration liabilities can result from updates to assumptions such as the expected timing or probability of achieving the specified milestones. Significant judgment is employed in determining these assumptions as of the acquisition date and for each subsequent period. Updates to assumptions could have a significant impact on the Company’s results of operations in any given period. Actual results may As of December 31, 2022, not first not second December 31, 2022, Long-Lived Assets The Company’s intangible assets that do not 360, Property, Plant and Equipment may may not no not In connection with the above-mentioned DERMAdoctor reporting unit impairment, discussed in the goodwill and indefinite-lived intangible assets caption above, the Company determined that certain of its DERMAdoctor business definite long-lived intangible assets and property and equipment were also impaired. As such, the Company has recorded an impairment charge in the year ended December 31, 2022 no December 31, 2021. Leases At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected lease term. The interest rate implicit in lease contracts is typically not may The Company has elected to combine lease and non-lease components as a single component for all leases in which it is a lessee or a lessor. The lease expense is recognized over the expected term on a straight-line basis. Operating leases are recognized on the consolidated balance sheet as right-of-use assets, operating lease liabilities current and operating lease liabilities non-current. Revenue Recognition Revenue is recognized from the sale of goods in accordance with ASC 606, Revenue from Contracts with Customers 606, 606, five 606: i. identify the contract(s) with a customer; ii. identify the performance obligations in the contract; iii. determine the transaction price; iv. allocate the transaction price to the performance obligations in the contract; and v. recognize revenue when (or as) the entity satisfies performance obligations. Revenue is generated through the Company’s webstores, Avenova.com and DERMAdoctor.com, for Avenova and DERMAdoctor products. Such direct to consumer sales are recognized upon fulfillment, which generally occurs upon delivery of the related products to a third Revenue generated through third third The Company pays third third 2022, third 2022, Prior to the third 2022, third not third 2022, third 2022, not not Prior to the third 2022, third 2022, third 2022 2022 2021 2021 2020 no not Financial statement line items included in the consolidated statements of operations for the year ended December 31, 2021 For the Year Ended December 31, 2021 As Previously Reported Selling Commissions Fulfillment Fees As Revised Sales Product revenue, net $ 8,397 $ 870 $ 913 $ 10,180 Cost of goods sold Cost of goods sold 2,776 - 913 3,689 Operating expenses Sales and marketing 7,223 870 - 8,093 Net loss (5,824 ) - - (5,824 ) Net loss per share attributable to common stockholders (basic and diluted) (5.26 ) - - (5.26 ) The Company also generates Avenova Spray revenue through major pharmacy distribution partners. Product supply of Avenova Spray is the only performance obligation contained in these arrangements, and the Company recognizes product revenue upon transfer of control to its major distribution partners at the amount of consideration that the Company expects to be entitled to, generally upon delivery to the distributor on a “sell-in” basis. Upon recognition of product sales, contract liabilities are recorded for invoiced amounts that are subject to reversal, including product revenue allowances for cash consideration paid to customers for services, discounts, rebate programs, and product returns. The Company derives its rate of return and other contract liabilities from historical data and updates its assumptions quarterly. Payment for product supply is typically due 30 days after control transfers to the distributor. Revenue for products sales to Costco is recognized upon transfer of control at the amount of consideration that the Company expects to be entitled to, generally upon delivery to Costco. Upon recognition of product sales, contract liabilities are recorded for invoiced amounts that are subject to reversal, including discounts and product returns. The Company derives its rate of return from historical data and updates its return rate assumption quarterly. Payment for product supply is typically due 30 days after control transfers to Costco. Revenue generated through the Company’s partner pharmacies is recognized when control of the product transfers to the end customer. Revenue for product sales to other retailers, such as CVS, is generally recognized upon transfer of control to the retailer, which generally occurs upon delivery of the products to a third The Company’s accounts receivable, net of allowance for doubtful accounts, on December 31, 2020 Cost of Goods Sold Cost of goods sold includes third third Research and Development Costs The Company charges research and development costs to expense as incurred. These costs include all costs associated with research, development and regulatory activities, including submissions to the Food and Drug Administration (the “FDA”). Patent Costs Patent costs, including legal expenses, are expensed in the period in which they are incurred. Patent expenses are included in general and administrative expenses in the consolidated statements of operations. Advertising Costs Advertising costs are expensed in the period in which the costs are incurred. Advertising costs are included in sales and marketing expenses in the consolidated statements of operations. Advertising expenses were $2.0 million and $3.2 million, respectively, for the years ended December 31, 2022 2021. Stock-Based Compensation The Company’s stock-based compensation includes grants of stock options and RSUs to employees, consultants and non-employee directors. The expense associated with these grants is recognized in the Company’s consolidated statements of stockholders’ equity based on their fair values as they are earned under the applicable vesting terms. For stock options granted, the fair value of the stock options is estimated using a Black-Scholes option pricing model. See Note 15, Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recognized if it is more likely than not not Common Stock Warrants The Company accounts for common stock purchase warrants issued in connection with its equity offerings in accordance with the provisions of ASC 480, Distinguishing Liabilities from Equity 815, Derivatives and Hedging The Company accounts for common stock purchase warrants issued in connection with share-based compensation arrangements in accordance with the provisions of ASC 718, Stock Compensation, 480, Distinguishing Liabilities from Equity The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) give the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company), (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement) or (iii) do not 718, Stock Compensation, For warrants that are classified as liabilities, the Company records the fair value of the warrants at each balance sheet date and records changes in the estimated fair value as a non-cash gain or loss in the consolidated statements of operations. The fair values of these warrants are determined using the Black-Scholes option pricing model, the Binomial Lattice (“Lattice”) valuation model, or the Monte Carlo simulation model where deemed appropriate. These values are subject to a significant degree of management’s judgment. Net Loss per Share The Company computes net loss per share by presenting both basic and diluted earnings (loss) per share (“EPS”). Basic EPS is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period, including stock options and warrants, using the treasury stock method. In computing diluted EPS, the average stock price for the period is used to determine the number of shares assumed to be purchased from the exercise of stock options or warrants. Potentially dilutive common share equivalents are excluded from the diluted EPS computation in net loss periods if their effect would be anti-dilutive. For the years ended December 31, 2022 2021, December 31, 2022 2021, not The following table sets forth the calculation of basic EPS and diluted EPS (in thousands, except per share amounts): For the Years Ended December 31, 2022 2021 Numerator Net loss $ (10,608 ) $ (5,824 ) Less: Preferred deemed dividend — 735 Less: Retained earnings reduction related to preferred stock down round feature triggered 5,657 — Net loss attributable to common stockholders, basic and diluted $ (16,265 ) $ (6,559 ) Denominator Weighted average shares of common stock outstanding, basic and diluted 1,610 1,247 Net loss per share attributable to common stockholders, basic and diluted $ (10.10 ) $ (5.26 ) The following outstanding stock options and stock warrants were excluded from the diluted EPS computation as their effect would have been anti-dilutive (in thousands): For the Years Ended December 31, 2022 2021 Stock options 132 127 Stock warrants 2,306 202 2,438 329 Recent Accounting Pronouncements In August 2020, 2020 06, Debt Debt with Conversion and Other Options (Subtopic 470 20 Contracts in Entity s Own Equity (Subtopic 815 40 s Own Equity 2020 06” . 2020 06 1 2 2020 06 no December 15, 2021, no December 15, 2020. January 1, 2022, not In June 2016, 2016 13, Financial Instruments Credit Losses (Topic 326 2016 13” 2016 13 2016 13 January 1, 2023. January 1, 2023. |
Note 3 - Business Combination
Note 3 - Business Combination | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | NOTE 3. On November 5, 2021, 100% two The Company funded the closing purchase price in part through the 2021 14, The DERMAdoctor Acquisition is accounted for as a business combination in accordance with ASC 805, Business Combinations The following table sets forth the final allocation of the purchase price for the DERMAdoctor Acquisition to the fair value of the identifiable tangible and intangible assets acquired and liabilities assumed from DERMAdoctor (in thousands): Fair Value Tangible net assets and liabilities: Cash and cash equivalents $ 12 Accounts receivable, net of allowance for doubtful accounts 1,015 Inventory, net of allowance 2,369 Prepaid expenses and other current assets 150 Property and equipment, net 62 Other intangible assets 54 Accounts payable (200 ) Accrued liabilities (683 ) Total net assets 2,779 Intangible Assets: Customer relationships 290 Trade secrets / product formulations 2,890 Trade names 2,080 Total intangible assets 5,260 Net assets acquired 8,039 Purchased consideration 12,561 Goodwill $ 4,528 Goodwill was primarily attributable to assembled workforce, expected synergies and other factors. The fair values of the identifiable intangible assets acquired at the date of the DERMAdoctor Acquisition are as follows (in thousands): Intangible Asset Fair Value Useful Life (in years) Amortization Method Customer relationships $ 290 7 Straight line Trade secrets / product formulations 2,890 9 Straight line Trade names 2,080 Indefinite N/A Goodwill 4,528 Indefinite N/A $ 9,788 The valuations of intangible assets incorporate significant unobservable inputs and require significant judgment and estimates, including the amount and timing of future cash flows. The Company recognized approximately $1.2 million of transaction costs in the year ended December 31, 2021. The Company’s management reviews financial results and manages the business on an aggregate basis in accordance with ASC 280, Segment Reporting 1 2 20, Segment Reporting |
Note 4 - Fair Value Measurement
Note 4 - Fair Value Measurements | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | NOTE 4. The Company’s cash equivalents are classified within Level 1 1 As of December 31, 2021, November 2021 14, Stockholders Equity 3 13, 14, December 31, 2022, no The following table presents the Company’s cash equivalent assets measured at fair value on a recurring basis as of December 31, 2022 ( Fair Value Measurements Using Quoted Prices in Active Significant Markets Other Significant Balance at for Identical Observable Unobservable December 31, Items Inputs Inputs 2022 (Level 1) (Level 2) (Level 3) Assets Restricted cash held as a certificate of deposit $ 332 $ 332 $ — $ — Deposit held as a certificate of deposit 152 152 — — Total assets $ 484 $ 484 $ — $ — The following is a reconciliation of the beginning and ending balances for the liabilities and assets measured at fair value on a recurring basis using significant unobservable inputs (Level 3 December 31, 2022 ( Fair value of warrant liability at December 31, 2021 $ 9,558 Decrease in fair value of November 2021 Warrants (2,056 ) Reclassification of November 2021 Warrants liability to equity (7,502 ) Fair value of warrants issued in connection with the 2022 Warrant Reprice Transaction (see Note 14) 5,241 Decrease in fair value of warrants issued in connection with the 2022 Warrant Reprice Transaction (see Note 14) (3,390 ) Reclassification of September 2022 Warrants liability to equity (1,851 ) Fair value of warrant liability at December 31, 2022 $ — Fair value of contingent liability at December 31, 2021 $ 561 Decrease in fair value of contingent liability (561 ) Fair value of contingent liability at December 31, 2022 $ — The following table presents the Company’s cash equivalent assets measured at fair value on a recurring basis as of December 31, 2021 ( Fair Value Measurements Using Balance at Quoted Significant Significant December 31, Prices in Other Unobservable 2021 Active Observable Inputs Markets Inputs (Level 3) for Identical (Level 2) Items (Level 1) Assets Restricted cash held as a certificate of deposit $ 324 $ 324 $ — $ — Deposit held as a certificate of deposit 151 151 — — Total assets $ 475 $ 475 $ — $ — Liabilities Warrant liability $ 9,558 $ — $ — $ 9,558 Contingent earnout liability 561 — — 561 Total liabilities $ 10,119 $ — $ — $ 10,119 The following is a reconciliation of the beginning and ending balances for the liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3 December 31, 2021 ( Fair value of warrant liability at December 31, 2020 $ — Fair value of November 2021 Warrants issued 14,172 Decrease in fair value of November 2021 Warrants (4,614 ) Fair value of warrant liability at December 31, 2021 $ 9,558 |
Note 5 - Prepaid Expenses and O
Note 5 - Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Prepaid Expenses and Other Current Assets [Text Block] | NOTE 5. Prepaid expenses and other current assets consisted of the following (in thousands): December 31, December 31, (in thousands) 2022 2021 Prepaid inventory $ 211 $ 368 Prepaid insurance 146 138 Prepaid dues and subscriptions 43 18 Prepaid marketing costs 24 15 Prepaid patents 12 9 Tenant Allowance 11 - Prepaid consultants - 68 Prepaid sales rebates - 19 Prepaid rent - 14 Other 113 129 Total prepaid expenses and other current assets $ 560 $ 778 |
Note 6 - Inventory
Note 6 - Inventory | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | NOTE 6. Inventory consisted of the following (in thousands): December 31, December 31, 2022 2021 Raw materials and supplies $ 1,273 $ 1,179 Finished goods 2,663 2,682 Less: Reserve for excess and obsolete inventory (499 ) (641 ) Total inventory, net $ 3,437 $ 3,220 |
Note 7 - Property and Equipment
Note 7 - Property and Equipment | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | NOTE 7. Property and equipment consisted of the following (in thousands): December 31, December 31, 2022 2021 Office and laboratory equipment $ 20 $ 20 Furniture and fixtures 157 157 Computer equipment and software 412 464 Production equipment — 114 Leasehold improvements 152 79 Total property and equipment, at cost 741 834 Less: accumulated depreciation (622 ) (641 ) Total property and equipment, net $ 119 $ 193 Depreciation expense was $120 thousand and $59 thousand for the years ended December 31, 2022 2021, During the years ended December 31, 2022, 2021, During the year ended December 31, 2022, December 31, 2022, 2, |
Note 8 - Goodwill
Note 8 - Goodwill | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Goodwill Disclosure [Text Block] | NOTE 8. Goodwill is accounted for in accordance with ASC 350, Intangibles-Goodwill and Other. not may December 31, 2022. During the fourth 2022, 350 20 35 3C. 0 may not 350 20 35 3C, $4.2 December 31, 2022, 2, not December 31, 2021. The following table presents details of our goodwill during the year ended December 31, 2022: Amount Balance as of December 31, 2021 $ 4,528 Goodwill impairment 4,180 Balance as of December 31, 2022 $ 348 |
Note 9 - Other Intangible Asset
Note 9 - Other Intangible Assets | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | NOTE 9. For the years ended December 31, 2022 2021, Balance at December 31, 2022 Accumulated Gross Amortization Impairment Net Indefinite-lived intangible assets Trade names $ 2,080 $ — $ (970 ) $ 1,110 Amortizable intangible assets Customer relationships $ 290 $ (48 ) $ (172 ) $ 70 Trade secrets / product formulations 2,890 (375 ) $ (1,415 ) 1,100 Total other intangible assets $ 5,260 $ (423 ) $ (2,557 ) $ 2,280 Balance at December 31, 2021 Accumulated Gross Amortization Impairment Net Indefinite-lived intangible assets Trade names $ 2,080 $ — $ — $ 2,080 Amortizable intangible assets Customer relationships $ 290 $ (7 ) $ — $ 283 Trade secrets / product formulations 2,890 (53 ) — 2,837 Total other intangible assets $ 5,260 $ (60 ) $ — $ 5,200 In the fourth 2022, December 31, 2022, 2, not December 31, 2021. Amortization expense was $363 thousand and $60 thousand for the years ended December 31, 2022 2021, December 31, 2022, 2023 $ 152 2024 153 2025 152 2026 153 Thereafter 560 Total $ 1,170 |
Note 10 - Accrued Liabilities
Note 10 - Accrued Liabilities | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | NOTE 10. Accrued liabilities consisted of the following (in thousands): December 31, December 31, (in thousands) 2022 2021 Contract liabilities (see Note 14) $ 1,807 $ 1,289 Employee payroll and benefits 261 443 Marketing costs 104 51 Inventory purchases 101 0 Other 451 309 Total accrued liabilities $ 2,724 $ 2,092 |
Note 11 - Line of Credit
Note 11 - Line of Credit | 12 Months Ended |
Dec. 31, 2022 | |
Line of Credit [Member] | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | NOTE 11. At the time of the DERMAdoctor Acquisition, DERMAdoctor had a line of credit agreement with Bank Midwest for $500 thousand. The line of credit was terminated and repaid in full on January 6, 2022. December 31, 2022, first 2022. |
Note 12 - Commitments and Conti
Note 12 - Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 12. Indemnification Agreements As permitted under Delaware law and in accordance with its bylaws, the Company indemnifies its officers and directors for certain events or occurrences while the officer or director is or was serving at the Company’s request in such capacity. The term of the indemnification period is for the officer’s or director’s lifetime. The maximum amount of potential future indemnification is unlimited; however, the Company has a director and officer insurance policy that limits its exposure and may not December 31, 2022. In the normal course of business, the Company provides indemnification of varying scope under its agreements with other entities, typically its clinical research organizations, investigators, clinical sites, suppliers, and others. Pursuant to these agreements, it generally indemnifies, holds harmless, and agrees to reimburse the indemnified parties for losses suffered or incurred by the indemnified parties in connection with the use or testing of its products or product candidates or with any U.S. patent or any copyright or other intellectual property infringement claims by any third not December 31, 2022. Legal Matters As of December 31, 2022, no Leases The Company leases office space for its corporate headquarters located in Emeryville, California. The initial lease term was scheduled to expire on February 28, 2022, January 19, 2022, July 31, 2027. The Company is also party to a lease for 19,136 square feet of space located in Riverside, Missouri, which it utilizes for light manufacturing, storage, distribution of products and administrative functions. The lease commenced on October 1, 2019 December 31, 2024. In calculating the present value of the minimum lease payments, the Company utilized its incremental borrowing rate. The Company has elected to account for each lease component and its associated non-lease components as a single lease component and has allocated all of the contract consideration across lease components only. This will potentially result in the initial and subsequent measurement of the balances of the right-of-use assets and lease liability for leases being greater than if the policy election was not not The components of lease expense for the years ended December 31, 2022 2021 Lease Costs For the Years Ended 2022 2021 Operating lease cost $ 525 $ 418 Net lease cost $ 525 $ 418 Other information Operational cash flow used for operating leases $ 540 $ 475 The Company has measured its operating lease liabilities at its incremental borrowing rate over the remaining term for each operating lease. The weighted average remaining lease term and the weighted average discount rate are summarized as follows: For the Years Ended 2022 2021 Weighted-average remaining lease term (in years) 4.3 2.5 Weighted-average discount rate 5 % 6 % Future lease payments under non-cancelable leases as of December 31, 2022 2023 $ 535 2024 549 2025 431 2026 444 2027 290 Total future minimum lease payments 2,249 Less imputed interest (208 ) Total $ 2,041 Reported as: Operating lease liability $ 453 Operating lease liability- non-current 1,588 Total $ 2,041 |
Note 13 - Warrant Liability
Note 13 - Warrant Liability | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Other Liabilities Disclosure [Text Block] | NOTE 13. September 2022 On September 9, 2022, 2022 September 2022 September 2022 March 9, 2023 March 9, 2023 November 10, 2022, 480, Distinguishing Liabilities from Equity September 2022 December 31, 2022. 14, Stockholders Equity The fair value of the September 2022 Expected price volatility 79.6 % Expected term (in years) 6.0 Risk-free interest rate 3.43 % Dividend yield 0.0 % Weighted-average fair value of warrants $ 4.55 As of November 10, 2022, September 2022 Expected price volatility 79.5 % Expected term (in years) 5.8 Risk-free interest rate 3.93 % Dividend yield 0.0 % Weighted-average fair value of warrants $ 1.40 November 2021 The Company issued the November 2021 fourth 2021 2022 November 2021 March 9, 2023 November 2021 March 9, 2023 November 10, 2022, 14, Under ASC 480, Distinguishing Liabilities from Equity November 2021 December 31, 2021, November 2021 November 2021 December 31, 2021, January 31, 2022 November 2021 January 31, 2022, November 2021 Upon issuance, the fair value of the November 2021 November 2, 2021: Expected price volatility 84.9 % Expected term (in years) 6.2 Risk-free interest rate 1.29 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 13.30 As of December 31, 2021 November 2021 Expected price volatility 87 % Expected term (in years) 6.0 Risk-free interest rate 1.31 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 8.75 On September 9, 2022, 2022 November 2021 2022 November 2021 480, Distinguishing Liabilities from Equity November 2021 Expected price volatility 79.6 % Expected term (in years) 6.0 Risk-free interest rate 3.43 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 4.55 As of November 10, 2022, November 2021 Expected price volatility 79.5 % Expected term (in years) 5.8 Risk-free interest rate 3.93 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 1.40 Amended July 2020 On September 9, 2022, 2022 July 2020 2022 July 2020 July 2020 March 9, 2023 March 9, 2023 November 10, 2022, 480, Distinguishing Liabilities from Equity July 2020 The fair value of the Amended July 2020 Expected price volatility 79.6 % Expected term (in years) 3.4 Risk-free interest rate 3.58 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 3.50 As of November 10, 2022, July 2020 Expected price volatility 79.5 % Expected term (in years) 3.2 Risk-free interest rate 4.15 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 1.05 2019 2019 2019 The Company issued the 2019 2019 2019 14, third 2019. 2019 2019 2019 480, Distinguishing Liabilities from Equity Upon issuance in the third 2019, 2019 2019 2019 In the third 2020, 14, 2019 2019 2019 2019 Assumptions 2019 Domestic Warrants 2019 Foreign Warrants Expected price volatility 178 % 178 % Expected term (in years) 4.57 4.57 Risk-free interest rate 0.25 % 0.27 % Dividend yield 0.00 % 0.00 % Weighted-average fair value of warrant $ 41.30 $ 53.90 There were no 2019 2019 December 31, 2022. In the third 2020, 14, 2019 2019 no 2019 2019 Expected price volatility 186 % Expected term (in years) 4.05 Risk-free interest rate 0.22 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 40.95 The 2019 no 2019 December 31, 2022. |
Note 14 - Stockholders' Equity
Note 14 - Stockholders' Equity | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | NOTE 14. Common Stock and Preferred Stock Under the Company’s Amended and Restated Certificate of Incorporation, as amended, the Company is authorized to issue up to 150,000,000 shares of common stock and up to 5,000,000 shares of preferred stock (with rights and preferences as may Reverse Stock Split Effective November 15, 2022, 1 November 10, 2022. 35 1 not 35 35. 1 2022 September 2022 On September 9, 2022, 2022 November 2021 July 2020 November 2021 July 2020 not March 9, 2023; November 2021 September 11, 2028. As a result of these amendments to the Amended November 2021 July 2020 $1.9 November 2021 July 2020 November 2021 July 2020 November 2021 Warrants July 2020 Warrants Expected price volatility 79.6 % 79.6 % Expected term (in years) 5.4 3.4 Risk-free interest rate 3.43 % 3.58 % Dividend yield 0.00 % 0.00 % Weighted-average fair value of warrants $ 3.15 $ 0.70 The fair value of the Amended November 2021 July 2020 November 2021 Warrants July 2020 Warrants Expected price volatility 79.6 % 79.6 % Expected term (in years) 6.0 3.4 Risk-free interest rate 3.43 % 3.58 % Dividend yield 0.00 % 0.00 % Weighted-average fair value of warrants $ 4.55 $ 3.50 Additionally, in connection with the 2022 2022 November 2021 July 2020 September 2022 100% November 2021 July 2020 September 2022 September 11, 2028. The 2022 November 2021 July 2020 September 2022 November 2021 July 2020 September 2022 13, Ladenburg Thalmann & Co. Inc. (“Ladenburg”) served as the Company’s warrant solicitation agent for the 2022 2022 December 31, 2022 . Series C Preferred Stock and Warrants Concurrent with the 2022 September 9, 2022, 2022 1 2 3 2022 November 10, 2022), November 18, 2022, 2022 2022 As of December 31, 2022, 2022 March 9, 2023 May 20, 2024 November 20, 2024. Series B Preferred Stock and November 2021 On October 29, 2021, 2021 November 2021 2021 November 2, 2021. The November 2021 not November 2021 713 November 2021 December 17, 2021 ( January 31, 2022, November 2021 January 31, 2022, six 6 The conversion by the holders of the Series B Preferred Stock was initially subject to approval of the Share Issuance Proposal. Until the Share Issuance Proposal was approved by stockholders at the Special Meeting, the holders of the Series B Preferred Stock were limited in converting their shares to an aggregate of 19.99% of the outstanding shares of common stock immediately prior to the closing of the 2021 no December 17, 2021. not The Company allocated the net proceeds between the Series B Preferred Stock and the November 2021 first November 2021 13, November 2021 In connection with the issuance of the Series B Preferred Stock, the Company recorded a beneficial conversion feature of $0.7 million as a discount to Series B Preferred Stock and an increase to additional paid in capital. The Company fully amortized the discount related to the beneficial conversion feature on the deemed dividend in the consolidated statements of operations upon approval of the Share Issuance Proposal in the fourth 2022. The Company incurred total issuance costs of $1.7 2021 $1.6 December 31, 2021. Each share of the Series B Preferred Stock that the Company issued in the 2021 37,500,000 not September 9, 2022, 2022 September 2022 not not 820, 1 2 Expected price volatility 79.6 % Expected term (in years) 1.3 Risk-free interest rate 3.64 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 8.05 The fair value of the Series B Preferred Stock was determined to be $12.5 Expected price volatility 79.6 % Expected term (in years) 1.3 Risk-free interest rate 3.64 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 2.10 Thereafter, the Company effected the Reverse Stock Split, which resulted in an automatic adjustment to the conversion price for each outstanding share of the Series B Preferred Stock to $6.30, 159 As of December 31, 2022, December 31, 2022, On September 9, 2022, 2022 November 2021 September 11, 2028. 2022 November 2021 December 31, 2022, November 2021 March 9, 2023. Common Stock May 2021 In the second 2021, “2021 8 May 14, 2021. second 2021, 2021 Common Stock Warrants TLF Bio Innovation 2021 On January 15, 2021, five 2019 2019 2019 July 2020 As of December 31, 2022, 2019 2019 2019 July 2020 not In the third 2019, “2019 “2019 2019 February 13, 2025. The Company allocated the proceeds between the common stock and 2019 first 2019 13, 2019 The Company incurred total issuance costs of $0.5 million in conjunction with the 2019 During the third 2020, 2019 2019 six 2019 During the third 2020, 2019 2019 2019 2019 1 2019 2019 2 “July 2020 100% 2019 2019 The July 2020 nine July 2020 five 2019 2019 July 2020 one not July 2020 2019 Ladenburg served as the placement agent for the transaction related to the 2019 six August 8, 2024 ( “2019 As the 2019 13, 2019 During the third 2020, 2019 13, 2019 no June 2019 June 2019 As of December 31, 2022, no June 2019 not During the second 2019, “June 2019 six The June 2019 June 17, 2020. June 2019 During the first 2020, June 2019 six During the second 2020, June 2019 six second 2021, June 2019 October 2015 As of December 31, 2022, no October 2015 not In the fourth 2015, “October 2015 October 27, 2020. February 2016 May 2019, October 2015 fourth 2021, October 2015 During the fourth 2020, October 2015 March 2015 As of December 31, 2022, March 2015 not In the first 2015, “March 2015 March 2015 March 2015 March 6, 2020, March 2015 September 6, 2015. October 2015, March 2015 September 6, 2015, March 6, 2020. February 2016 May 2019, July 2011 During the first 2020, March 2015 first 2020, March 2015 July 2011 As of December 31, 2022, July 2011 not In the third 2011, “July 2011 July 2011 July 5, 2016. October 2015, July 2011 March 6, 2020. February 2016 May 2019, July 2011 In March 2020, July 2011 The details of all outstanding warrants as of December 31, 2022 Warrants (in thousands) Weighted- Average Exercise Price Outstanding at December 31, 2020 201 $ 57.13 Warrants granted 1 $ 23.51 Warrants expired — $ — Outstanding at December 31, 2021 202 $ 57.13 Warrants granted 2,431 $ 8.18 Warrants exercised (327 ) $ 6.30 Warrants expired — $ — Outstanding at December 31, 2022 2,306 $ 7.70 |
Note 15 - Equity-based Compensa
Note 15 - Equity-based Compensation | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | NOTE 15. Equity Compensation Plans In October 2007, 2007 “2007 2007 March 15, 2017. 2007 2007 no ten 2007 December 31, 2021. In March 2017, 2017 “2017 June 2, 2017, 2017 not 2007 2017 first January 1, 2018 January 1, 2027 4 2017 March 6, 2022, 2017 December 31, 2022, 2017 Under the terms of the 2017 may not not not ten not five 10% four 2007 2017 Stock Option Summary The following table summarizes information about the Company’s stock options and restricted stock outstanding at December 31, 2021, December 31, 2022: (in thousands, except years and per share data) Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (years) Aggregate Intrinsic Value Outstanding at December 31, 2021 127 $ 48.77 7.6 $ 460 Options granted 19 $ 9.62 Restricted stock units granted 5 $ — Restricted stock units vested (3 ) $ — Options forfeited/cancelled (15 ) $ 93.48 Restricted stock units cancelled (1 ) — Outstanding at December 31, 2022 132 $ 37.99 7.5 $ 69 Vested and expected to vest at December 31, 2022 97 $ 50.41 7.1 $ 10 Vested at December 31, 2022 63 $ 68.89 6.2 $ — Exercisable at December 31, 2022 63 $ 68.89 6.2 $ — The aggregate intrinsic value in the table above is calculated as the difference between the exercise price of the underlying stock option awards and the closing market price of the Company’s common stock as quoted on the NYSE American as of December 31, 2022 December 31, 2022 2021. As of December 31, 2022, Stock Option Awards to Employees and Directors The Company grants options to purchase common stock to its employees and directors at prices equal to or greater than the market value of the stock on the dates the options are granted. The Company has estimated the value of stock option awards as of the date of grant by applying the Black-Scholes option pricing model using the single-option valuation approach. The application of this valuation model involves assumptions that are judgmental and subjective in nature. See Note 2, During the years ended December 31, 2022 2021, The weighted-average assumptions used in determining the value of options are as follows: For the Years Ended December 31, Assumptions 2022 2021 Expected price volatility 158 % 164 % Expected term (in years) 6.45 6.19 Risk-free interest rate 2.36 % 1.05 % Dividend yield 0.00 % 0.00 % Weighted-average fair value of options granted during the period $ 9.22 $ 22.37 Expected Price Volatility Expected Term Risk-Free Interest Rate Dividend Yield not Forfeitures are estimated at the time of grant and reduce compensation expense ratably over the vesting period. This estimate is adjusted periodically based on the extent to which actual forfeitures differ, or are expected to differ, from the previous estimate. During the years ended December 31, 2022 2021, For the years ended December 31, 2022 2021, Stock-Based Awards to Non-Employees During the years ended December 31, 2022 2021, not The Company did not December 31, 2022. In connection with former director Mr. Sieczkarek’s resignation, the Company entered into a two two July 2021, second For the year ended December 31, 2022, December 31, 2021, Summary of Stock-Based Compensation Expense A summary of the stock-based compensation expense included in results of operations for the options and restricted stock awards discussed above is as follows (in thousands): For the Years Ended December 31, 2022 2021 Research and development $ 20 $ 10 Sales and marketing 52 129 General and administrative 148 794 Total stock-based compensation expense $ 220 $ 933 |
Note 16 - Distribution Agreemen
Note 16 - Distribution Agreements | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
License, Collaboration, and Distribution Agreements [Text Block] | NOTE 16. Transactions under the Company’s major distribution agreements are recognized upon transfer of control of product sold to its major distribution partners at the amount of consideration that the Company expects to be entitled to. The Company records contract liabilities for the amounts that are estimated to be subject to significant reversal, including allowances for services, discounts, rebate programs, and product returns. Product Sales Discounts and Allowances The following table presents activities and ending reserve balances for each significant category of discounts and allowance, which constitute variable consideration for the year ended December 31, 2022 ( Chargebacks, Discounts for Prompt Payment Other Customer Fees Rebates Total Balance at December 31, 2021 $ 1,150 $ 83 $ 56 $ 1,289 Provision related to sales made in: Current period $ 1,865 $ 65 $ 448 $ 2,378 Payments and customer credits issued $ (1,342 ) $ (95 ) $ (423 ) $ (1,860 ) Balance at December 31, 2022 $ 1,673 $ 53 $ 81 $ 1,807 The following table presents activities and ending reserve balances for each significant category of discounts and allowance, which constitute variable consideration for the year ended December 31, 2021 ( Chargebacks, Discounts for Prompt Payment Other Customer Fees Rebates Total Balance at December 31, 2020 $ 537 $ 91 $ 102 $ 730 Provision related to sales made in: Current period $ 1,374 $ 135 $ 723 $ 2,232 Payments and customer credits issued $ (761 ) $ (143 ) $ (769 ) $ (1,673 ) Balance at December 31, 2021 $ 1,150 $ 83 $ 56 $ 1,289 Contract Assets and Liabilities The Company receives payments from our distribution partners established in each contract. Amounts are recorded as accounts receivable when the Company’s rights to consideration is unconditional. The Company may The following table presents contract assets and liabilities reported in the consolidated balance sheets (in thousands): December 31, December 31, December 31, 2022 2021 2020 Contract assets $ - $ 19 $ 144 Contract liabilities Current portion $ 4 $ 54 $ 2 Long-term portion $ - $ - $ - Total contract liabilities $ 4 $ 54 $ 2 Avenova Spray Pharmacy Distribution Agreements and Specialty Pharmacies Avenova Spray is made available in local pharmacies and major pharmacy retail chains under nationwide distribution agreements with McKesson Corporation, Cardinal Health and AmerisourceBergen. The Company has also entered into direct agreements with preferred pharmacy networks as part of our Partner Pharmacy Program. During the years ended December 31, 2022 2021, Under these product distribution arrangements, the Company had a contract liability balance of $1.6 million as of December 31, 2022 December 31, 2021. December 31, 2021, 2022 5, Over-the-Counter Sales of Avenova Spray Avenova Spray was launched online on June 1, 2019 December 31, 2022 2021, DERMAdoctor Products Distribution Agreements DERMAdoctor products are sold through distribution arrangements with third December 31, 2022 2021, Under these distribution arrangements, the Company had a contract liability balance of $0.2 million as of December 31, 2022, December 31, 2021. |
Note 17 - Employee Benefit Plan
Note 17 - Employee Benefit Plan | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Retirement Benefits [Text Block] | NOTE 17. The Company has a 401 401 January 1, 2022, first December 31, 2022. December 31, 2021, not 401 |
Note 18 - Income Taxes
Note 18 - Income Taxes | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 18. For the years ended December 31, 2022 2021, For the Years Ended December 31, 2022 2021 United States $ (10,608 ) $ (5,824 ) International — — $ (10,608 ) $ (5,824 ) For the years ended December 31, 2022 2021, For the Years Ended December 31, 2022 2021 Current Federal $ — $ — State — — Other — — Total current tax expense $ — $ — Deferred Federal — — State — — Other — — Total deferred tax expense $ — $ — Income tax provision $ — $ — Deferred income taxes reflect the net tax effects of (a) temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes, and (b) operating losses and tax credit carryforwards. The tax effects of significant items comprising the Company's deferred taxes as of December 31, 2022 2021 For the Years Ended December 31, 2022 2021 Deferred tax assets: Net operating losses $ 35,234 $ 33,455 Stock options 750 884 Research and development credits 641 641 Accruals 464 306 Operating lease liabilities 472 19 Property and equipment 13 10 Other deferred tax assets 331 376 Total deferred tax assets 37,905 35,691 Deferred tax liabilities: Operating lease right-of-use assets (472 ) (19 ) Total deferred tax liabilities (472 ) (19 ) Valuation allowance (37,433 ) (35,672 ) Net deferred taxes $ — $ — ASC 740, Income Taxes not”. not The valuation allowance increased by $1.8 December 31, 2022 2021, Net operating loss and tax credit carryforwards as of December 31, 2022, Expiration Amount Years Net operating losses, federal (Post December 31, 2017) $ 38,087 Does Not Expire Net operating losses, federal (Pre January 1, 2018) $ 94,886 Beginning in 2024 Net operating losses, state $ 111,012 Beginning in 2028 Tax credits, federal $ 542 Beginning in 2031 Tax credits, state $ 125 Indefinite Effective January 1, 2009, no For the Years Ended December 31, 2022 2021 Unrecognized benefit - beginning of period $ 974 $ 974 Change during the period — — Unrecognized benefit - end of period $ 974 $ 974 The entire amount of the unrecognized tax benefits would not not 2019 2022 2018 2022 not The effective tax rate of the Company's provision (benefit) for income taxes differs from the federal statutory rate as follows: For the Years Ended December 31, 2022 2021 Statutory rate 21.0 % 21.0 % State tax 7.9 % 11.2 % Change in valuation allowance (48.0 %) (47.7 %) Warrant/equity expenses 20.2 % 16.7 % Stock-based compensation expense (4.2 %) (1.1 %) Other (0.1 %) (0.1 %) Change in value of earnout 3.2 % — % Total 0.0 % 0.0 % |
Note 19 - Related Party Transac
Note 19 - Related Party Transactions | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | NOTE 19. Related Party Revenue The following table summarizes information about the Company’s related party revenue and cost of goods sold during the years ended December 31, 2022 2021, For the Years Ended December 31, 2022 2021 Related party revenue: NeutroPhase $ 976 $ 368 Total related party revenue $ 976 $ 368 Cost of goods sold NeutroPhase $ 954 $ 325 Total related party expenses $ 954 $ 325 Related party accounts receivable was $0.2 million and $0.1 million as of December 31, 2022 December 31, 2021, On November 17, 2020, twelve 2017 one December 31, 2021 December 31, 2022. |
Note 20 - Segment Reporting
Note 20 - Segment Reporting | 12 Months Ended |
Dec. 31, 2022 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 20. The Company’s chief operating decision maker (“CODM”), who is the Company’s Chief Executive Officer, allocates resources and assesses performance based on financial information of the Company. The CODM reviews financial information presented for each reportable segment for purposes of making operating decisions and assessing financial performance. Prior to the DERMAdoctor Acquisition in November 2021 ( 3, 1 2 Select financial information for each segment is as follows: Year Year Ended Percentage Ended Percentage December 31, of Product December 31, of Product 2022 Revenue 2021 Revenue Optical & Wound Care $ 10,239 71 % $ 9,555 94 % Skin Care 4,165 29 % 649 6 % Total sales, net $ 14,404 100 % $ 10,204 100 % Year Year Ended Percentage Ended Percentage December 31, of Total December 31, of Total 2022 Operating Loss 2021 Operating Loss Optical & Wound Care $ 5,645 39 % $ 8,682 98 % Skin Care 8,772 61 % 180 2 % Total operating loss $ 14,417 100 % $ 8,862 100 % |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) and are expressed in U.S. dollars. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. These estimates include contract liabilities related to product sales, useful lives for property and equipment and related depreciation calculations, assumptions for valuing options and warrants, the fair value of contingent consideration, intangible assets, goodwill, stock-based compensation, income taxes and other contingencies. These estimates are based on management’s best estimates and judgment. Actual results may |
Reclassification, Comparability Adjustment [Policy Text Block] | Change in Accounting and Revision of Prior Period Financial Statements During the third 2022, third no not While reviewing its accounting policy for fulfillment fees during the third 2022, third December 31, 2022, 2022 first second 2021 no not |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash, Cash Equivalents, and Restricted Cash The Company considers all highly-liquid instruments with a stated maturity of three December 31, 2022 December 31, 2021, The following table provides a reconciliation of the cash, cash equivalents, and restricted cash reported in the consolidated balance sheets (in thousands): December 31, December 31, 2022 2021 Cash and cash equivalents $ 5,362 $ 7,504 Restricted cash included in other assets 484 475 Total cash, cash equivalents, and restricted cash in the consolidated statements of cash flows $ 5,846 $ 7,979 The restricted cash amount included in other assets on the consolidated balance sheets represents amounts held as certificates of deposit for long-term financing and lease arrangements as contractually required by our financial institution and landlord. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Credit Risk and Major Partners Financial instruments that potentially subject us to significant concentrations of credit risk consist primarily of cash, cash equivalents and restricted cash. The Company maintains deposits of cash, cash equivalents and restricted cash with a major financial institution in the United States. The Company has significant cash balances at financial institutions which throughout the year regularly exceed the federally insured limit of $250,000. During the years ended December 31, 2022 2021, 2022 2021 2021 During the years ended December 31, 2022 2021, For the Years Ended December 31, 2022 2021 Avenova Spray $ 7,651 $ 8,565 DERMAdoctor 4,155 649 NeutroPhase 976 368 Other products 1,592 598 Total product revenue, net 14,374 10,180 Other revenue, net 30 24 Total sales, net $ 14,404 $ 10,204 During the years ended December 31, 2022 2021, No 10% December 31, 2022 2021. As of December 31, 2022 2021, 10% December 31, December 31, Major distribution partner 2022 2021 Avenova Spray Pharmacy Distributor A 30 % 11 % Major U.S. Retailer A 15 % * % Avenova Spray Pharmacy Distributor B 11 % * % Major U.S. Retailer B * % 33 % Avenova Spray Pharmacy Distributor C * % 13 % * Less than 10% The Company relies on seven not third may may not may |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Assets and Liabilities The Company’s financial instruments include cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities, warrant liabilities, and contingent consideration. The Company’s cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. The Company follows ASC 820, Fair Value Measurements and Disclosures three may Level 1 Level 2 Level 3 Categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. |
Receivables, Trade and Other Accounts Receivable, Allowance for Doubtful Accounts, Policy [Policy Text Block] | Allowance for Doubtful Accounts The Company charges bad debt expense and records an allowance for doubtful accounts when management believes it to be unlikely that specific invoices will be collected. Management identifies amounts due that are in dispute and believes are unlikely to be collected. As of December 31, 2022, December 31, 2021. |
Inventory, Policy [Policy Text Block] | Inventory Inventory is comprised of ( 1 2 3 first first December 31, 2022 2021, |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment, net Property and equipment are stated at cost, less accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the related assets of five seven three five five seven The costs of normal maintenance, repairs, and minor replacements are expensed as incurred. |
Business Combinations Policy [Policy Text Block] | Business Combinations We account for 805, Business Combinations The determination of estimated fair value requires us to make significant estimates and assumptions. These fair value determinations require judgment and involve the use of significant estimates and assumptions, including assumptions with respect to future cash inflows and outflows, discount rates, and asset lives, among other items. As a result, the Company may one Transaction costs associated with business combinations are expensed as they are incurred. |
Goodwill and Intangible Assets, Policy [Policy Text Block] | Goodwill and Indefinite-Lived Intangible Assets Goodwill represents the excess of the consideration transferred over the estimated fair value of assets acquired and liabilities assumed in a business combination. Intangible assets are measured at their respective fair values as of the acquisition date and may may one not Goodwill is evaluated for impairment by first may not Management makes critical assumptions and estimates in completing impairment assessments of goodwill and indefinite-lived intangible assets. The Company's cash flow projections look several years into the future and include assumptions on variables such as future sales and operating margin growth rates, economic conditions, probability of success, market competition, inflation and discount rates. The Company acquired DERMAdoctor in November 2021, not 2022, 2022 2021, 2022, During the fourth 2022, 350 20 35 3C. 0 may not 350 20 35 3C, $4.2 December 31, 2022, December 31, 2022 not December 31, 2021. The Company completed its indefinite-lived intangible asset impairment assessment during the fourth 2022. not not December 31, 2022, not December 31, 2021. |
Valuation of Contingent Consideration from Business Combination Policy [Policy Text Block] | Valuation of Contingent Consideration Resulting from a Business Combination In connection with certain acquisitions, including the acquisition of DERMAdoctor, the Company may Increases or decreases in fair value of the contingent consideration liabilities can result from updates to assumptions such as the expected timing or probability of achieving the specified milestones. Significant judgment is employed in determining these assumptions as of the acquisition date and for each subsequent period. Updates to assumptions could have a significant impact on the Company’s results of operations in any given period. Actual results may As of December 31, 2022, not first not second December 31, 2022, |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block] | Long-Lived Assets The Company’s intangible assets that do not 360, Property, Plant and Equipment may may not no not In connection with the above-mentioned DERMAdoctor reporting unit impairment, discussed in the goodwill and indefinite-lived intangible assets caption above, the Company determined that certain of its DERMAdoctor business definite long-lived intangible assets and property and equipment were also impaired. As such, the Company has recorded an impairment charge in the year ended December 31, 2022 no December 31, 2021. |
Lessee, Leases [Policy Text Block] | Leases At the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present. Operating lease liabilities and their corresponding right-of-use assets are recorded based on the present value of lease payments over the expected lease term. The interest rate implicit in lease contracts is typically not may The Company has elected to combine lease and non-lease components as a single component for all leases in which it is a lessee or a lessor. The lease expense is recognized over the expected term on a straight-line basis. Operating leases are recognized on the consolidated balance sheet as right-of-use assets, operating lease liabilities current and operating lease liabilities non-current. |
Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition Revenue is recognized from the sale of goods in accordance with ASC 606, Revenue from Contracts with Customers 606, 606, five 606: i. identify the contract(s) with a customer; ii. identify the performance obligations in the contract; iii. determine the transaction price; iv. allocate the transaction price to the performance obligations in the contract; and v. recognize revenue when (or as) the entity satisfies performance obligations. Revenue is generated through the Company’s webstores, Avenova.com and DERMAdoctor.com, for Avenova and DERMAdoctor products. Such direct to consumer sales are recognized upon fulfillment, which generally occurs upon delivery of the related products to a third Revenue generated through third third The Company pays third third 2022, third 2022, Prior to the third 2022, third not third 2022, third 2022, not not Prior to the third 2022, third 2022, third 2022 2022 2021 2021 2020 no not Financial statement line items included in the consolidated statements of operations for the year ended December 31, 2021 For the Year Ended December 31, 2021 As Previously Reported Selling Commissions Fulfillment Fees As Revised Sales Product revenue, net $ 8,397 $ 870 $ 913 $ 10,180 Cost of goods sold Cost of goods sold 2,776 - 913 3,689 Operating expenses Sales and marketing 7,223 870 - 8,093 Net loss (5,824 ) - - (5,824 ) Net loss per share attributable to common stockholders (basic and diluted) (5.26 ) - - (5.26 ) The Company also generates Avenova Spray revenue through major pharmacy distribution partners. Product supply of Avenova Spray is the only performance obligation contained in these arrangements, and the Company recognizes product revenue upon transfer of control to its major distribution partners at the amount of consideration that the Company expects to be entitled to, generally upon delivery to the distributor on a “sell-in” basis. Upon recognition of product sales, contract liabilities are recorded for invoiced amounts that are subject to reversal, including product revenue allowances for cash consideration paid to customers for services, discounts, rebate programs, and product returns. The Company derives its rate of return and other contract liabilities from historical data and updates its assumptions quarterly. Payment for product supply is typically due 30 days after control transfers to the distributor. Revenue for products sales to Costco is recognized upon transfer of control at the amount of consideration that the Company expects to be entitled to, generally upon delivery to Costco. Upon recognition of product sales, contract liabilities are recorded for invoiced amounts that are subject to reversal, including discounts and product returns. The Company derives its rate of return from historical data and updates its return rate assumption quarterly. Payment for product supply is typically due 30 days after control transfers to Costco. Revenue generated through the Company’s partner pharmacies is recognized when control of the product transfers to the end customer. Revenue for product sales to other retailers, such as CVS, is generally recognized upon transfer of control to the retailer, which generally occurs upon delivery of the products to a third The Company’s accounts receivable, net of allowance for doubtful accounts, on December 31, 2020 |
Cost of Goods Sold [Policy Text Block] | Cost of Goods Sold Cost of goods sold includes third third |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Costs The Company charges research and development costs to expense as incurred. These costs include all costs associated with research, development and regulatory activities, including submissions to the Food and Drug Administration (the “FDA”). |
Patent Costs Policy [Policy Text Block] | Patent Costs Patent costs, including legal expenses, are expensed in the period in which they are incurred. Patent expenses are included in general and administrative expenses in the consolidated statements of operations. |
Advertising Cost [Policy Text Block] | Advertising Costs Advertising costs are expensed in the period in which the costs are incurred. Advertising costs are included in sales and marketing expenses in the consolidated statements of operations. Advertising expenses were $2.0 million and $3.2 million, respectively, for the years ended December 31, 2022 2021. |
Share-Based Payment Arrangement [Policy Text Block] | Stock-Based Compensation The Company’s stock-based compensation includes grants of stock options and RSUs to employees, consultants and non-employee directors. The expense associated with these grants is recognized in the Company’s consolidated statements of stockholders’ equity based on their fair values as they are earned under the applicable vesting terms. For stock options granted, the fair value of the stock options is estimated using a Black-Scholes option pricing model. See Note 15, |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. A valuation allowance is recognized if it is more likely than not not |
Warrant Liabilities [Policy Text Block] | Common Stock Warrants The Company accounts for common stock purchase warrants issued in connection with its equity offerings in accordance with the provisions of ASC 480, Distinguishing Liabilities from Equity 815, Derivatives and Hedging The Company accounts for common stock purchase warrants issued in connection with share-based compensation arrangements in accordance with the provisions of ASC 718, Stock Compensation, 480, Distinguishing Liabilities from Equity The Company classifies as equity any contracts that (i) require physical settlement or net-share settlement or (ii) give the Company a choice of net-cash settlement or settlement in its own shares (physical settlement or net-share settlement). The Company classifies as assets or liabilities any contracts that (i) require net-cash settlement (including a requirement to net-cash settle the contract if an event occurs and if that event is outside the control of the Company), (ii) give the counterparty a choice of net-cash settlement or settlement in shares (physical settlement or net-share settlement) or (iii) do not 718, Stock Compensation, For warrants that are classified as liabilities, the Company records the fair value of the warrants at each balance sheet date and records changes in the estimated fair value as a non-cash gain or loss in the consolidated statements of operations. The fair values of these warrants are determined using the Black-Scholes option pricing model, the Binomial Lattice (“Lattice”) valuation model, or the Monte Carlo simulation model where deemed appropriate. These values are subject to a significant degree of management’s judgment. |
Earnings Per Share, Policy [Policy Text Block] | Net Loss per Share The Company computes net loss per share by presenting both basic and diluted earnings (loss) per share (“EPS”). Basic EPS is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted EPS gives effect to all dilutive potential common shares outstanding during the period, including stock options and warrants, using the treasury stock method. In computing diluted EPS, the average stock price for the period is used to determine the number of shares assumed to be purchased from the exercise of stock options or warrants. Potentially dilutive common share equivalents are excluded from the diluted EPS computation in net loss periods if their effect would be anti-dilutive. For the years ended December 31, 2022 2021, December 31, 2022 2021, not The following table sets forth the calculation of basic EPS and diluted EPS (in thousands, except per share amounts): For the Years Ended December 31, 2022 2021 Numerator Net loss $ (10,608 ) $ (5,824 ) Less: Preferred deemed dividend — 735 Less: Retained earnings reduction related to preferred stock down round feature triggered 5,657 — Net loss attributable to common stockholders, basic and diluted $ (16,265 ) $ (6,559 ) Denominator Weighted average shares of common stock outstanding, basic and diluted 1,610 1,247 Net loss per share attributable to common stockholders, basic and diluted $ (10.10 ) $ (5.26 ) The following outstanding stock options and stock warrants were excluded from the diluted EPS computation as their effect would have been anti-dilutive (in thousands): For the Years Ended December 31, 2022 2021 Stock options 132 127 Stock warrants 2,306 202 2,438 329 |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In August 2020, 2020 06, Debt Debt with Conversion and Other Options (Subtopic 470 20 Contracts in Entity s Own Equity (Subtopic 815 40 s Own Equity 2020 06” . 2020 06 1 2 2020 06 no December 15, 2021, no December 15, 2020. January 1, 2022, not In June 2016, 2016 13, Financial Instruments Credit Losses (Topic 326 2016 13” 2016 13 2016 13 January 1, 2023. January 1, 2023. |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Table Text Block] | December 31, December 31, 2022 2021 Cash and cash equivalents $ 5,362 $ 7,504 Restricted cash included in other assets 484 475 Total cash, cash equivalents, and restricted cash in the consolidated statements of cash flows $ 5,846 $ 7,979 |
Schedules of Concentration of Risk, by Product [Table Text Block] | For the Years Ended December 31, 2022 2021 Avenova Spray $ 7,651 $ 8,565 DERMAdoctor 4,155 649 NeutroPhase 976 368 Other products 1,592 598 Total product revenue, net 14,374 10,180 Other revenue, net 30 24 Total sales, net $ 14,404 $ 10,204 |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | December 31, December 31, Major distribution partner 2022 2021 Avenova Spray Pharmacy Distributor A 30 % 11 % Major U.S. Retailer A 15 % * % Avenova Spray Pharmacy Distributor B 11 % * % Major U.S. Retailer B * % 33 % Avenova Spray Pharmacy Distributor C * % 13 % |
Schedule of Error Corrections and Prior Period Adjustments [Table Text Block] | For the Year Ended December 31, 2021 As Previously Reported Selling Commissions Fulfillment Fees As Revised Sales Product revenue, net $ 8,397 $ 870 $ 913 $ 10,180 Cost of goods sold Cost of goods sold 2,776 - 913 3,689 Operating expenses Sales and marketing 7,223 870 - 8,093 Net loss (5,824 ) - - (5,824 ) Net loss per share attributable to common stockholders (basic and diluted) (5.26 ) - - (5.26 ) |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | For the Years Ended December 31, 2022 2021 Numerator Net loss $ (10,608 ) $ (5,824 ) Less: Preferred deemed dividend — 735 Less: Retained earnings reduction related to preferred stock down round feature triggered 5,657 — Net loss attributable to common stockholders, basic and diluted $ (16,265 ) $ (6,559 ) Denominator Weighted average shares of common stock outstanding, basic and diluted 1,610 1,247 Net loss per share attributable to common stockholders, basic and diluted $ (10.10 ) $ (5.26 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | For the Years Ended December 31, 2022 2021 Stock options 132 127 Stock warrants 2,306 202 2,438 329 |
Note 3 - Business Combination (
Note 3 - Business Combination (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Fair Value Tangible net assets and liabilities: Cash and cash equivalents $ 12 Accounts receivable, net of allowance for doubtful accounts 1,015 Inventory, net of allowance 2,369 Prepaid expenses and other current assets 150 Property and equipment, net 62 Other intangible assets 54 Accounts payable (200 ) Accrued liabilities (683 ) Total net assets 2,779 Intangible Assets: Customer relationships 290 Trade secrets / product formulations 2,890 Trade names 2,080 Total intangible assets 5,260 Net assets acquired 8,039 Purchased consideration 12,561 Goodwill $ 4,528 |
Finite-Lived and Indefinite-Lived Intangible Assets Acquired as Part of Business Combination [Table Text Block] | Intangible Asset Fair Value Useful Life (in years) Amortization Method Customer relationships $ 290 7 Straight line Trade secrets / product formulations 2,890 9 Straight line Trade names 2,080 Indefinite N/A Goodwill 4,528 Indefinite N/A $ 9,788 |
Note 4 - Fair Value Measureme_2
Note 4 - Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | Fair Value Measurements Using Quoted Prices in Active Significant Markets Other Significant Balance at for Identical Observable Unobservable December 31, Items Inputs Inputs 2022 (Level 1) (Level 2) (Level 3) Assets Restricted cash held as a certificate of deposit $ 332 $ 332 $ — $ — Deposit held as a certificate of deposit 152 152 — — Total assets $ 484 $ 484 $ — $ — Fair Value Measurements Using Balance at Quoted Significant Significant December 31, Prices in Other Unobservable 2021 Active Observable Inputs Markets Inputs (Level 3) for Identical (Level 2) Items (Level 1) Assets Restricted cash held as a certificate of deposit $ 324 $ 324 $ — $ — Deposit held as a certificate of deposit 151 151 — — Total assets $ 475 $ 475 $ — $ — Liabilities Warrant liability $ 9,558 $ — $ — $ 9,558 Contingent earnout liability 561 — — 561 Total liabilities $ 10,119 $ — $ — $ 10,119 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Fair value of warrant liability at December 31, 2021 $ 9,558 Decrease in fair value of November 2021 Warrants (2,056 ) Reclassification of November 2021 Warrants liability to equity (7,502 ) Fair value of warrants issued in connection with the 2022 Warrant Reprice Transaction (see Note 14) 5,241 Decrease in fair value of warrants issued in connection with the 2022 Warrant Reprice Transaction (see Note 14) (3,390 ) Reclassification of September 2022 Warrants liability to equity (1,851 ) Fair value of warrant liability at December 31, 2022 $ — Fair value of contingent liability at December 31, 2021 $ 561 Decrease in fair value of contingent liability (561 ) Fair value of contingent liability at December 31, 2022 $ — Fair value of warrant liability at December 31, 2020 $ — Fair value of November 2021 Warrants issued 14,172 Decrease in fair value of November 2021 Warrants (4,614 ) Fair value of warrant liability at December 31, 2021 $ 9,558 |
Note 5 - Prepaid Expenses and_2
Note 5 - Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Table Text Block] | December 31, December 31, (in thousands) 2022 2021 Prepaid inventory $ 211 $ 368 Prepaid insurance 146 138 Prepaid dues and subscriptions 43 18 Prepaid marketing costs 24 15 Prepaid patents 12 9 Tenant Allowance 11 - Prepaid consultants - 68 Prepaid sales rebates - 19 Prepaid rent - 14 Other 113 129 Total prepaid expenses and other current assets $ 560 $ 778 |
Note 6 - Inventory (Tables)
Note 6 - Inventory (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | December 31, December 31, 2022 2021 Raw materials and supplies $ 1,273 $ 1,179 Finished goods 2,663 2,682 Less: Reserve for excess and obsolete inventory (499 ) (641 ) Total inventory, net $ 3,437 $ 3,220 |
Note 7 - Property and Equipme_2
Note 7 - Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | December 31, December 31, 2022 2021 Office and laboratory equipment $ 20 $ 20 Furniture and fixtures 157 157 Computer equipment and software 412 464 Production equipment — 114 Leasehold improvements 152 79 Total property and equipment, at cost 741 834 Less: accumulated depreciation (622 ) (641 ) Total property and equipment, net $ 119 $ 193 |
Note 8 - Goodwill (Tables)
Note 8 - Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Goodwill [Table Text Block] | Amount Balance as of December 31, 2021 $ 4,528 Goodwill impairment 4,180 Balance as of December 31, 2022 $ 348 |
Note 9 - Other Intangible Ass_2
Note 9 - Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | Balance at December 31, 2022 Accumulated Gross Amortization Impairment Net Indefinite-lived intangible assets Trade names $ 2,080 $ — $ (970 ) $ 1,110 Amortizable intangible assets Customer relationships $ 290 $ (48 ) $ (172 ) $ 70 Trade secrets / product formulations 2,890 (375 ) $ (1,415 ) 1,100 Total other intangible assets $ 5,260 $ (423 ) $ (2,557 ) $ 2,280 Balance at December 31, 2021 Accumulated Gross Amortization Impairment Net Indefinite-lived intangible assets Trade names $ 2,080 $ — $ — $ 2,080 Amortizable intangible assets Customer relationships $ 290 $ (7 ) $ — $ 283 Trade secrets / product formulations 2,890 (53 ) — 2,837 Total other intangible assets $ 5,260 $ (60 ) $ — $ 5,200 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | 2023 $ 152 2024 153 2025 152 2026 153 Thereafter 560 Total $ 1,170 |
Note 10 - Accrued Liabilities (
Note 10 - Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | December 31, December 31, (in thousands) 2022 2021 Contract liabilities (see Note 14) $ 1,807 $ 1,289 Employee payroll and benefits 261 443 Marketing costs 104 51 Inventory purchases 101 0 Other 451 309 Total accrued liabilities $ 2,724 $ 2,092 |
Note 12 - Commitments and Con_2
Note 12 - Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Lease, Cost [Table Text Block] | Lease Costs For the Years Ended 2022 2021 Operating lease cost $ 525 $ 418 Net lease cost $ 525 $ 418 Other information Operational cash flow used for operating leases $ 540 $ 475 For the Years Ended 2022 2021 Weighted-average remaining lease term (in years) 4.3 2.5 Weighted-average discount rate 5 % 6 % |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | 2023 $ 535 2024 549 2025 431 2026 444 2027 290 Total future minimum lease payments 2,249 Less imputed interest (208 ) Total $ 2,041 Reported as: Operating lease liability $ 453 Operating lease liability- non-current 1,588 Total $ 2,041 |
Note 13 - Warrant Liability (Ta
Note 13 - Warrant Liability (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Derivative Instruments [Table Text Block] | Expected price volatility 79.6 % Expected term (in years) 6.0 Risk-free interest rate 3.43 % Dividend yield 0.0 % Weighted-average fair value of warrants $ 4.55 Expected price volatility 79.5 % Expected term (in years) 5.8 Risk-free interest rate 3.93 % Dividend yield 0.0 % Weighted-average fair value of warrants $ 1.40 Expected price volatility 84.9 % Expected term (in years) 6.2 Risk-free interest rate 1.29 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 13.30 Expected price volatility 87 % Expected term (in years) 6.0 Risk-free interest rate 1.31 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 8.75 Expected price volatility 79.6 % Expected term (in years) 6.0 Risk-free interest rate 3.43 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 4.55 Expected price volatility 79.5 % Expected term (in years) 5.8 Risk-free interest rate 3.93 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 1.40 Expected price volatility 79.6 % Expected term (in years) 3.4 Risk-free interest rate 3.58 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 3.50 Expected price volatility 79.5 % Expected term (in years) 3.2 Risk-free interest rate 4.15 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 1.05 Assumptions 2019 Domestic Warrants 2019 Foreign Warrants Expected price volatility 178 % 178 % Expected term (in years) 4.57 4.57 Risk-free interest rate 0.25 % 0.27 % Dividend yield 0.00 % 0.00 % Weighted-average fair value of warrant $ 41.30 $ 53.90 Expected price volatility 186 % Expected term (in years) 4.05 Risk-free interest rate 0.22 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 40.95 |
Note 14 - Stockholders' Equity
Note 14 - Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Fair Value Assumptions of Warrants [Table Text Block] | November 2021 Warrants July 2020 Warrants Expected price volatility 79.6 % 79.6 % Expected term (in years) 5.4 3.4 Risk-free interest rate 3.43 % 3.58 % Dividend yield 0.00 % 0.00 % Weighted-average fair value of warrants $ 3.15 $ 0.70 November 2021 Warrants July 2020 Warrants Expected price volatility 79.6 % 79.6 % Expected term (in years) 6.0 3.4 Risk-free interest rate 3.43 % 3.58 % Dividend yield 0.00 % 0.00 % Weighted-average fair value of warrants $ 4.55 $ 3.50 |
Schedule of Preferred Stock Assumptions [Table Text Block] | Expected price volatility 79.6 % Expected term (in years) 1.3 Risk-free interest rate 3.64 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 8.05 Expected price volatility 79.6 % Expected term (in years) 1.3 Risk-free interest rate 3.64 % Dividend yield 0.00 % Weighted-average fair value of warrants $ 2.10 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Warrants (in thousands) Weighted- Average Exercise Price Outstanding at December 31, 2020 201 $ 57.13 Warrants granted 1 $ 23.51 Warrants expired — $ — Outstanding at December 31, 2021 202 $ 57.13 Warrants granted 2,431 $ 8.18 Warrants exercised (327 ) $ 6.30 Warrants expired — $ — Outstanding at December 31, 2022 2,306 $ 7.70 |
Note 15 - Equity-based Compen_2
Note 15 - Equity-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | (in thousands, except years and per share data) Options Weighted- Average Exercise Price Weighted- Average Remaining Contractual Life (years) Aggregate Intrinsic Value Outstanding at December 31, 2021 127 $ 48.77 7.6 $ 460 Options granted 19 $ 9.62 Restricted stock units granted 5 $ — Restricted stock units vested (3 ) $ — Options forfeited/cancelled (15 ) $ 93.48 Restricted stock units cancelled (1 ) — Outstanding at December 31, 2022 132 $ 37.99 7.5 $ 69 Vested and expected to vest at December 31, 2022 97 $ 50.41 7.1 $ 10 Vested at December 31, 2022 63 $ 68.89 6.2 $ — Exercisable at December 31, 2022 63 $ 68.89 6.2 $ — |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | For the Years Ended December 31, 2022 2021 Research and development $ 20 $ 10 Sales and marketing 52 129 General and administrative 148 794 Total stock-based compensation expense $ 220 $ 933 |
Employees and Directors [Member] | |
Notes Tables | |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | For the Years Ended December 31, Assumptions 2022 2021 Expected price volatility 158 % 164 % Expected term (in years) 6.45 6.19 Risk-free interest rate 2.36 % 1.05 % Dividend yield 0.00 % 0.00 % Weighted-average fair value of options granted during the period $ 9.22 $ 22.37 |
Note 16 - Distribution Agreem_2
Note 16 - Distribution Agreements (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | Chargebacks, Discounts for Prompt Payment Other Customer Fees Rebates Total Balance at December 31, 2021 $ 1,150 $ 83 $ 56 $ 1,289 Provision related to sales made in: Current period $ 1,865 $ 65 $ 448 $ 2,378 Payments and customer credits issued $ (1,342 ) $ (95 ) $ (423 ) $ (1,860 ) Balance at December 31, 2022 $ 1,673 $ 53 $ 81 $ 1,807 Chargebacks, Discounts for Prompt Payment Other Customer Fees Rebates Total Balance at December 31, 2020 $ 537 $ 91 $ 102 $ 730 Provision related to sales made in: Current period $ 1,374 $ 135 $ 723 $ 2,232 Payments and customer credits issued $ (761 ) $ (143 ) $ (769 ) $ (1,673 ) Balance at December 31, 2021 $ 1,150 $ 83 $ 56 $ 1,289 December 31, December 31, December 31, 2022 2021 2020 Contract assets $ - $ 19 $ 144 Contract liabilities Current portion $ 4 $ 54 $ 2 Long-term portion $ - $ - $ - Total contract liabilities $ 4 $ 54 $ 2 |
Note 18 - Income Taxes (Tables)
Note 18 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Income before Income Tax, Domestic and Foreign [Table Text Block] | For the Years Ended December 31, 2022 2021 United States $ (10,608 ) $ (5,824 ) International — — $ (10,608 ) $ (5,824 ) |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | For the Years Ended December 31, 2022 2021 Current Federal $ — $ — State — — Other — — Total current tax expense $ — $ — Deferred Federal — — State — — Other — — Total deferred tax expense $ — $ — Income tax provision $ — $ — |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | For the Years Ended December 31, 2022 2021 Deferred tax assets: Net operating losses $ 35,234 $ 33,455 Stock options 750 884 Research and development credits 641 641 Accruals 464 306 Operating lease liabilities 472 19 Property and equipment 13 10 Other deferred tax assets 331 376 Total deferred tax assets 37,905 35,691 Deferred tax liabilities: Operating lease right-of-use assets (472 ) (19 ) Total deferred tax liabilities (472 ) (19 ) Valuation allowance (37,433 ) (35,672 ) Net deferred taxes $ — $ — |
Summary of Operating Loss Carryforwards and Tax Credit Carryforwards [Table Text Block] | Expiration Amount Years Net operating losses, federal (Post December 31, 2017) $ 38,087 Does Not Expire Net operating losses, federal (Pre January 1, 2018) $ 94,886 Beginning in 2024 Net operating losses, state $ 111,012 Beginning in 2028 Tax credits, federal $ 542 Beginning in 2031 Tax credits, state $ 125 Indefinite |
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | For the Years Ended December 31, 2022 2021 Unrecognized benefit - beginning of period $ 974 $ 974 Change during the period — — Unrecognized benefit - end of period $ 974 $ 974 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | For the Years Ended December 31, 2022 2021 Statutory rate 21.0 % 21.0 % State tax 7.9 % 11.2 % Change in valuation allowance (48.0 %) (47.7 %) Warrant/equity expenses 20.2 % 16.7 % Stock-based compensation expense (4.2 %) (1.1 %) Other (0.1 %) (0.1 %) Change in value of earnout 3.2 % — % Total 0.0 % 0.0 % |
Note 19 - Related Party Trans_2
Note 19 - Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Related Party Transactions [Table Text Block] | For the Years Ended December 31, 2022 2021 Related party revenue: NeutroPhase $ 976 $ 368 Total related party revenue $ 976 $ 368 Cost of goods sold NeutroPhase $ 954 $ 325 Total related party expenses $ 954 $ 325 |
Note 20 - Segment Reporting (Ta
Note 20 - Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2022 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Year Year Ended Percentage Ended Percentage December 31, of Product December 31, of Product 2022 Revenue 2021 Revenue Optical & Wound Care $ 10,239 71 % $ 9,555 94 % Skin Care 4,165 29 % 649 6 % Total sales, net $ 14,404 100 % $ 10,204 100 % Year Year Ended Percentage Ended Percentage December 31, of Total December 31, of Total 2022 Operating Loss 2021 Operating Loss Optical & Wound Care $ 5,645 39 % $ 8,682 98 % Skin Care 8,772 61 % 180 2 % Total operating loss $ 14,417 100 % $ 8,862 100 % |
Note 1 - Organization (Details
Note 1 - Organization (Details Textual) | 12 Months Ended | |
Nov. 15, 2022 | Dec. 31, 2022 | |
Number of Reportable Segments | 2 | |
Reverse Stock Split [Member] | ||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 35 |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounts Receivable, Allowance for Credit Loss, Ending Balance | $ 19 | $ 0 | |
Inventory Valuation Reserves | 499 | 641 | |
Goodwill and Intangible Asset Impairment, Total | 6,737 | 0 | |
Goodwill, Impairment Loss | 4,180 | 0 | |
Impairment of Intangible Assets, Indefinite-Lived (Excluding Goodwill) | 970 | 0 | |
Gain (Loss) on Fair Value Adjustment of Contingent Consideration | 600 | ||
Impairment, Long-Lived Asset, Held-for-Use, Total | $ 66 | 0 | |
Payment for Product Supply Period (Day) | 30 days | ||
Accounts and Financing Receivable, after Allowance for Credit Loss, Current, Total | $ 1,973 | 1,668 | $ 1,100 |
Advertising Expense | 2,000 | 3,200 | |
Goodwill and Intangible Asset Impairment [Member] | |||
Impairment of Intangible Assets, Finite-Lived | 1,600 | ||
Trade Names [Member] | |||
Impairment of Intangible Assets, Indefinite-Lived (Excluding Goodwill) | 1,000 | $ 0 | |
DERMAdoctor [Member] | |||
Goodwill and Intangible Asset Impairment, Total | 4,200 | ||
DERMAdoctor [Member] | Goodwill and Intangible Asset Impairment [Member] | |||
Goodwill, Impairment Loss | 4,200 | ||
DERMAdoctor [Member] | General and Administrative Expense [Member] | |||
Impairment, Long-Lived Asset, Held-for-Use, Total | $ 66 | ||
Equipment [Member] | Minimum [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 5 years | ||
Equipment [Member] | Maximum [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 7 years | ||
Computer Equipment and Software [Member] | Minimum [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 3 years | ||
Computer Equipment and Software [Member] | Maximum [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 5 years | ||
Furniture and Fixtures [Member] | Minimum [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 5 years | ||
Furniture and Fixtures [Member] | Maximum [Member] | |||
Property, Plant and Equipment, Useful Life (Year) | 7 years | ||
Revenue from Contract with Customer Benchmark [Member] | Distributor Concentration Risk [Member] | Avenova Spray [Member] | |||
Concentration Risk, Percentage | 73% | 67% |
Note 2 - Summary of Significa_4
Note 2 - Summary of Significant Accounting Policies - Components of Cash, Cash Equivalents, and Restricted Cash (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Cash and cash equivalents | $ 5,362 | $ 7,504 | |
Restricted cash included in other assets | 484 | 475 | |
Total cash, cash equivalents, and restricted cash in the consolidated statements of cash flows | $ 5,846 | $ 7,979 | $ 12,427 |
Note 2 - Summary of Significa_5
Note 2 - Summary of Significant Accounting Policies - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Total sales, net | $ 14,404 | $ 10,204 |
Avenova Spray [Member] | ||
Total sales, net | 7,651 | 8,565 |
DERMAdoctor [Member] | ||
Total sales, net | 4,155 | 649 |
NeutroPhase [Member] | ||
Total sales, net | 976 | 368 |
Other Products [member] | ||
Total sales, net | 1,592 | 598 |
Total Product Revenue [Member] | ||
Total sales, net | 14,374 | 10,180 |
Product and Service, Other [Member] | ||
Total sales, net | $ 30 | $ 24 |
Note 2 - Summary of Significa_6
Note 2 - Summary of Significant Accounting Policies - Revenues and Accounts Receivable from Major Distribution Partners and Customers (Details) - Customer Concentration Risk [Member] - Accounts Receivable [Member] | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Distributor A [Member] | ||
Accounts receivable, concentration risk | 30% | 11% |
Major U.S. Retailer A [Member] | ||
Accounts receivable, concentration risk | 15% | |
Distributor B [Member] | ||
Accounts receivable, concentration risk | 11% | |
Distributor C [Member] | ||
Accounts receivable, concentration risk | 13% |
Note 2 - Summary of Significa_7
Note 2 - Summary of Significant Accounting Policies - Revision of Prior Period (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Product revenue, net | $ 14,404 | $ 10,204 |
Cost of goods sold | 6,623 | 3,689 |
Sales and marketing | 7,798 | 8,093 |
Net loss | $ (10,608) | $ (5,824) |
Net loss per share attributable to common stockholders (basic and diluted) (in dollars per share) | $ (10.10) | $ (5.26) |
Previously Reported [Member] | ||
Cost of goods sold | $ 2,776 | |
Sales and marketing | 7,223 | |
Net loss | $ (5,824) | |
Net loss per share attributable to common stockholders (basic and diluted) (in dollars per share) | $ (5.26) | |
Revision of Prior Period, Change in Accounting Principle, Adjustment [Member] | Change in Accounting for Selling Commissions [Member] | ||
Cost of goods sold | $ 0 | |
Sales and marketing | 870 | |
Net loss | $ 0 | |
Net loss per share attributable to common stockholders (basic and diluted) (in dollars per share) | $ 0 | |
Revision of Prior Period, Change in Accounting Principle, Adjustment [Member] | Change in Accounting for Fulfillment Fees [Member] | ||
Cost of goods sold | $ 913 | |
Sales and marketing | 0 | |
Net loss | $ 0 | |
Net loss per share attributable to common stockholders (basic and diluted) (in dollars per share) | $ 0 | |
Product [Member] | ||
Product revenue, net | $ 14,374 | $ 10,180 |
Cost of goods sold | 3,689 | |
Product [Member] | Previously Reported [Member] | ||
Product revenue, net | 8,397 | |
Product [Member] | Revision of Prior Period, Change in Accounting Principle, Adjustment [Member] | Change in Accounting for Selling Commissions [Member] | ||
Product revenue, net | 870 | |
Product [Member] | Revision of Prior Period, Change in Accounting Principle, Adjustment [Member] | Change in Accounting for Fulfillment Fees [Member] | ||
Product revenue, net | $ 913 |
Note 2 - Summary of Significa_8
Note 2 - Summary of Significant Accounting Policies - Calculation of Basic and Diluted EPS (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Net loss | $ (10,608) | $ (5,824) |
Less: Preferred deemed dividend | 0 | 735 |
Less: Retained earnings reduction related to preferred stock down round feature triggered | 5,657 | 0 |
Net loss attributable to common stockholders | $ (16,265) | $ (6,559) |
Weighted-average shares of common stock outstanding used in computing net loss per share of common stock (basic and diluted) (in shares) | 1,610 | 1,247 |
Net loss per share attributable to common stockholders (basic and diluted) (in dollars per share) | $ (10.10) | $ (5.26) |
Note 2 - Summary of Significa_9
Note 2 - Summary of Significant Accounting Policies - Outstanding Stock Options and Stock Warrants Excluded from the Diluted Net Loss Per Share Computation (Details) - shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Anti-dilutive securities (in shares) | 2,438 | 329 |
Share-Based Payment Arrangement, Option [Member] | ||
Anti-dilutive securities (in shares) | 132 | 127 |
Warrant [Member] | ||
Anti-dilutive securities (in shares) | 2,306 | 202 |
Note 3 - Business Combination_2
Note 3 - Business Combination (Details Textual) $ in Millions | 12 Months Ended | ||
Nov. 05, 2021 USD ($) | Dec. 31, 2022 | Dec. 31, 2021 USD ($) | |
Number of Operating Segments | 2 | ||
General and Administrative Expense [Member] | |||
Business Combination, Acquisition Related Costs | $ 1.2 | ||
DERMAdoctor [Member] | |||
Payments to Acquire Businesses, Gross | $ 12 | ||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 3 |
Note 3 - Business Combination -
Note 3 - Business Combination - Purchase Price Allocation of Estimated Fair Values of Identifiable Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Nov. 05, 2021 | Dec. 31, 2022 | Dec. 31, 2021 |
Goodwill | $ 348 | $ 4,528 | |
DERMAdoctor [Member] | |||
Cash and cash equivalents | $ 12 | ||
Accounts receivable, net of allowance for doubtful accounts | 1,015 | ||
Inventory, net of allowance | 2,369 | ||
Prepaid expenses and other current assets | 150 | ||
Property and equipment, net | 62 | ||
Other intangible assets | 54 | ||
Accounts payable | (200) | ||
Accrued liabilities | (683) | ||
Total net assets | 2,779 | ||
Intangible assets | 5,260 | ||
Net assets acquired | 8,039 | ||
Purchased consideration | 12,561 | ||
Goodwill | 4,528 | ||
DERMAdoctor [Member] | Customer Relationships [Member] | |||
Intangible assets | 290 | ||
DERMAdoctor [Member] | Trade Secrets [Member] | |||
Intangible assets | 2,890 | ||
DERMAdoctor [Member] | Trade Names [Member] | |||
Intangible assets | $ 2,080 |
Note 3 - Business Combination_3
Note 3 - Business Combination - Fair Value of Identifiable Intangible Assets Acquired (Details) $ in Thousands | Nov. 05, 2021 USD ($) |
Intangible Assets, Including Goodwill, Fair Value Disclosure | $ 9,788 |
Finite-Lived Intangible Assets [Member] | Customer Relationships [Member] | DERMAdoctor [Member] | |
Customer relationships | $ 290 |
Useful life (Year) | 7 years |
Finite-Lived Intangible Assets [Member] | Trade Secrets [Member] | DERMAdoctor [Member] | |
Customer relationships | $ 2,890 |
Useful life (Year) | 9 years |
Indefinite-Lived Intangible Assets [Member] | DERMAdoctor [Member] | Trade Names [Member] | |
Trade names | $ 2,080 |
Goodwill [Member] | DERMAdoctor [Member] | |
Goodwill | $ 4,528 |
Note 4 - Fair Value Measureme_3
Note 4 - Fair Value Measurements - Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Restricted cash held as a certificate of deposit | $ 332 | $ 324 |
Deposit held as a certificate of deposit | 152 | 151 |
Total assets | 484 | 475 |
Warrant liability | 9,558 | |
Contingent earnout liability | 561 | |
Total liabilities | 10,119 | |
Fair Value, Inputs, Level 1 [Member] | ||
Restricted cash held as a certificate of deposit | 332 | 324 |
Deposit held as a certificate of deposit | 152 | 151 |
Total assets | 484 | 475 |
Fair Value, Inputs, Level 2 [Member] | ||
Restricted cash held as a certificate of deposit | 0 | |
Deposit held as a certificate of deposit | 0 | |
Total assets | 0 | |
Fair Value, Inputs, Level 3 [Member] | ||
Restricted cash held as a certificate of deposit | 0 | |
Deposit held as a certificate of deposit | 0 | |
Total assets | $ 0 | |
Warrant liability | 9,558 | |
Contingent earnout liability | 561 | |
Total liabilities | $ 10,119 |
Note 4 - Fair Value Measureme_4
Note 4 - Fair Value Measurements - Fair Value of Warrant Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Warrant Liability [Member] | ||
Fair value | $ 9,558 | $ 0 |
Fair value | 0 | 9,558 |
Warrant Liability [Member] | The November 2021 Warrants [Member] | ||
Decrease in fair value | (2,056) | (4,614) |
Reclassification of Warrants | (7,502) | |
Fair value of warrants issued in connection with the 2022 Warrant Reprice Transaction (see Note 14) | 14,172 | |
Warrant Liability [Member] | The 2022 Warrant Reprice Transaction [Member] | ||
Decrease in fair value | (3,390) | |
Fair value of warrants issued in connection with the 2022 Warrant Reprice Transaction (see Note 14) | 5,241 | |
Warrant Liability [Member] | The September 2022 Warrants [Member] | ||
Reclassification of Warrants | (1,851) | |
Contingent Earnout Liability [Member] | ||
Fair value | 561 | |
Decrease in fair value | (561) | |
Fair value | $ 0 | $ 561 |
Note 5 - Prepaid Expenses and_3
Note 5 - Prepaid Expenses and Other Current Assets - Summary of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Prepaid inventory | $ 211 | $ 368 |
Prepaid insurance | 146 | 138 |
Prepaid dues and subscriptions | 43 | 18 |
Prepaid marketing costs | 24 | 15 |
Prepaid patents | 12 | 9 |
Tenant Allowance | 11 | 0 |
Prepaid consultants | 0 | 68 |
Prepaid sales rebates | 0 | 19 |
Prepaid rent | 0 | 14 |
Other | 113 | 129 |
Total prepaid expenses and other current assets | $ 560 | $ 778 |
Note 6 - Inventory - Summary of
Note 6 - Inventory - Summary of Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Raw materials and supplies | $ 1,273 | $ 1,179 |
Finished goods | 2,663 | 2,682 |
Less: Reserve for excess and obsolete inventory | (499) | (641) |
Total inventory, net | $ 3,437 | $ 3,220 |
Note 7 - Property and Equipme_3
Note 7 - Property and Equipment (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Depreciation, Depletion and Amortization, Total | $ 120 | $ 59 |
Impairment of Long-Lived Assets to be Disposed of | 68 | 12 |
Impairment, Long-Lived Asset, Held-for-Use, Total | 66 | $ 0 |
General and Administrative Expense [Member] | Dermatology [Member] | ||
Impairment, Long-Lived Asset, Held-for-Use, Total | $ 66 |
Note 7 - Property and Equipme_4
Note 7 - Property and Equipment - Summary of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Property and equipment, at cost | $ 741 | $ 834 |
Less: accumulated depreciation | (622) | (641) |
Total property and equipment, net | 119 | 193 |
Office and Laboratory Equipment [Member] | ||
Property and equipment, at cost | 20 | 20 |
Furniture and Fixtures [Member] | ||
Property and equipment, at cost | 157 | 157 |
Computer Equipment and Software [Member] | ||
Property and equipment, at cost | 412 | 464 |
Production Equipment [Member] | ||
Property and equipment, at cost | 0 | 114 |
Leasehold Improvements [Member] | ||
Property and equipment, at cost | $ 152 | $ 79 |
Note 8 - Goodwill (Details Text
Note 8 - Goodwill (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Goodwill, Impairment Loss | $ 4,180 | $ 0 |
DERMAdoctor [Member] | Goodwill and Intangible Asset Impairment [Member] | ||
Goodwill, Impairment Loss | $ 4,200 |
Note 8 - Goodwill - Goodwill (D
Note 8 - Goodwill - Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Balance | $ 4,528 | |
Goodwill impairment | 4,180 | $ 0 |
Balance | $ 348 | $ 4,528 |
Note 9 - Other Intangible Ass_3
Note 9 - Other Intangible Assets (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Impairment of Intangible Assets (Excluding Goodwill), Total | $ 2,557 | $ 0 |
Amortization of Intangible Assets | 363 | $ 60 |
DERMAdoctor [Member] | Goodwill and Intangible Asset Impairment [Member] | ||
Impairment of Intangible Assets (Excluding Goodwill), Total | $ 2,600 |
Note 9 - Other Intangible Ass_4
Note 9 - Other Intangible Assets - Schedule of Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Trade names, gross | $ 2,080 | $ 2,080 |
Trade names, impairment | (970) | 0 |
Trade names, net | 1,110 | 2,080 |
Amortizable intangible assets, accumulated amortization | (423) | (60) |
Amortizable intangible assets, net | 1,170 | |
Total other intangible assets | 5,260 | 5,260 |
Total other intangible assets, impairment | (2,557) | 0 |
Total other intangible assets, net | 2,280 | 5,200 |
Customer Relationships [Member] | ||
Amortizable intangible assets, gross | 290 | 290 |
Amortizable intangible assets, accumulated amortization | (48) | (7) |
Amortizable intangible assets, impairment | (172) | 0 |
Amortizable intangible assets, net | 70 | 283 |
Trade Secrets [Member] | ||
Amortizable intangible assets, gross | 2,890 | 2,890 |
Amortizable intangible assets, accumulated amortization | (375) | (53) |
Amortizable intangible assets, impairment | (1,415) | 0 |
Amortizable intangible assets, net | $ 1,100 | $ 2,837 |
Note 9 - Other Intangible Ass_5
Note 9 - Other Intangible Assets - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) $ in Thousands | Dec. 31, 2022 USD ($) |
2023 | $ 152 |
2024 | 153 |
2025 | 152 |
2026 | 153 |
Thereafter | 560 |
Total | $ 1,170 |
Note 10 - Accrued Liabilities -
Note 10 - Accrued Liabilities - Summary of Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Contract liabilities (see Note 14) | $ 1,807 | $ 1,289 |
Employee payroll and benefits | 261 | 443 |
Marketing costs | 104 | 51 |
Inventory purchases | 101 | 0 |
Other | 451 | 309 |
Total accrued liabilities | $ 2,724 | $ 2,092 |
Note 11 - Line of Credit (Detai
Note 11 - Line of Credit (Details Textual) - Line of Credit [Member] - Bank Midwest [Member] - USD ($) $ in Thousands | Jan. 06, 2022 | Dec. 31, 2022 |
Line of Credit Facility, Maximum Borrowing Capacity | $ 500 | |
Debt Instrument, Base Floor | 5% | |
Long-Term Line of Credit, Total | $ 0 | |
Prime Rate [Member] | ||
Debt Instrument, Basis Spread on Variable Rate | 1.50% |
Note 12 - Commitments and Con_3
Note 12 - Commitments and Contingencies (Details Textual) | Dec. 31, 2022 ft² |
Riverside, Missouri [Member] | |
Area of Real Estate Property (Square Foot) | 19,136 |
Note 12 - Commitments and Con_4
Note 12 - Commitments and Contingencies - Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Operating lease cost | $ 525 | $ 418 |
Net lease cost | 525 | 418 |
Operational cash flow used for operating leases | $ 540 | $ 475 |
Weighted-average remaining lease term (in years) (Year) | 4 years 3 months 18 days | 2 years 6 months |
Weighted-average discount rate | 5% | 6% |
Note 12 - Commitments and Con_5
Note 12 - Commitments and Contingencies - Schedule of Future Lease Payments (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
2023 | $ 535 | |
2024 | 549 | |
2025 | 431 | |
2026 | 444 | |
2027 | 290 | |
Total future minimum lease payments | 2,249 | |
Less imputed interest | (208) | |
Total | 2,041 | |
Operating lease liability | 453 | $ 200 |
Operating lease liability- non-current | 1,588 | $ 246 |
Total | $ 2,041 |
Note 13 - Warrant Liability (De
Note 13 - Warrant Liability (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||||||||
Sep. 09, 2022 | Dec. 31, 2022 | Nov. 10, 2022 | Dec. 31, 2021 | Nov. 02, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Sep. 30, 2019 | Aug. 13, 2019 | |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 7.70 | $ 57.13 | $ 57.13 | ||||||
Class of Warrant or Right, Exercised During Period (in shares) | 327,000 | ||||||||
Class of Warrant or Right, Outstanding (in shares) | 2,306,000 | 202,000 | 201,000 | ||||||
September 2022 Warrants [Member] | |||||||||
Warrants and Rights Outstanding | $ 1.4 | $ 0.5 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.18 | ||||||||
The November 2021 Warrants [Member] | |||||||||
Warrants and Rights Outstanding | $ 1.3 | $ 9.6 | $ 14.2 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.18 | ||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 9,375,000 | ||||||||
Class of Warrant or Right, Exercised During Period, Accounting for Subsequent Stock Split (in shares) | 267,857 | ||||||||
Class of Warrant or Right, Outstanding (in shares) | 803,574 | ||||||||
Amended July 2020 Warrants [Member] | |||||||||
Warrants and Rights Outstanding | $ 0.3 | $ 0.1 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.18 | ||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 2,100,000 | ||||||||
Class of Warrant or Right, Exercised During Period, Accounting for Subsequent Stock Split (in shares) | 60,000 | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 4,800,000 | ||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights, Accounting for Subsequent Stock Split (in shares) | 137,145 | ||||||||
Class of Warrant or Right, Outstanding (in shares) | 2,700,000 | ||||||||
Class of Warrant or Right, Outstanding, Accounting for Subsequent Stock Split (in shares) | 77,145 | ||||||||
The 2019 Domestic Warrants [Member] | |||||||||
Warrants and Rights Outstanding | $ 4.9 | $ 3.1 | $ 3.1 | ||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.15 | ||||||||
Class of Warrant or Right, Outstanding (in shares) | 0 | ||||||||
The 2019 Foreign Warrants [Member] | |||||||||
Warrants and Rights Outstanding | 4.2 | 2 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.99 | ||||||||
Class of Warrant or Right, Outstanding (in shares) | 0 | ||||||||
The 2019 Ladenburg Warrants [Member] | |||||||||
Warrants and Rights Outstanding | $ 0.2 | $ 0.1 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.99 | ||||||||
Class of Warrant or Right, Outstanding (in shares) | 0 |
Note 13 - Warrant Liability - T
Note 13 - Warrant Liability - The Key Assumptions Used to Value the Warrants (Details) | Nov. 10, 2022 | Sep. 09, 2022 | Sep. 08, 2022 | Dec. 31, 2021 | Nov. 02, 2021 | Dec. 31, 2019 |
Measurement Input, Price Volatility [Member] | September 2022 Warrants [Member] | ||||||
Warrants assumptions | 0.795 | 0.796 | ||||
Measurement Input, Price Volatility [Member] | The 2021 Warrants [Member] | ||||||
Warrants assumptions | 0.87 | 0.849 | ||||
Measurement Input, Price Volatility [Member] | The November 2021 Warrants [Member] | ||||||
Warrants assumptions | 0.795 | 0.796 | 0.796 | |||
Measurement Input, Price Volatility [Member] | Amended July 2020 Warrants [Member] | ||||||
Warrants assumptions | 0.795 | 0.796 | 0.796 | |||
Measurement Input, Price Volatility [Member] | The 2019 Domestic Warrants [Member] | ||||||
Warrants assumptions | 1.78 | |||||
Measurement Input, Price Volatility [Member] | The 2019 Foreign Warrants [Member] | ||||||
Warrants assumptions | 1.78 | |||||
Measurement Input, Price Volatility [Member] | The 2019 Ladenburg Warrants [Member] | ||||||
Warrants assumptions | 1.86 | |||||
Measurement Input, Expected Term [Member] | September 2022 Warrants [Member] | ||||||
Warrants assumptions | 5.8 | 6 | ||||
Measurement Input, Expected Term [Member] | The 2021 Warrants [Member] | ||||||
Warrants assumptions | 6 | 6.2 | ||||
Measurement Input, Expected Term [Member] | The November 2021 Warrants [Member] | ||||||
Warrants assumptions | 5.8 | 6 | 5.4 | |||
Measurement Input, Expected Term [Member] | Amended July 2020 Warrants [Member] | ||||||
Warrants assumptions | 3.2 | 3.4 | 3.4 | |||
Measurement Input, Expected Term [Member] | The 2019 Domestic Warrants [Member] | ||||||
Warrants assumptions | 4.57 | |||||
Measurement Input, Expected Term [Member] | The 2019 Foreign Warrants [Member] | ||||||
Warrants assumptions | 4.57 | |||||
Measurement Input, Expected Term [Member] | The 2019 Ladenburg Warrants [Member] | ||||||
Warrants assumptions | 4.05 | |||||
Measurement Input, Risk Free Interest Rate [Member] | September 2022 Warrants [Member] | ||||||
Warrants assumptions | 0.0393 | 0.0343 | ||||
Measurement Input, Risk Free Interest Rate [Member] | The 2021 Warrants [Member] | ||||||
Warrants assumptions | 0.0131 | 0.0129 | ||||
Measurement Input, Risk Free Interest Rate [Member] | The November 2021 Warrants [Member] | ||||||
Warrants assumptions | 0.0393 | 0.0343 | 0.0343 | |||
Measurement Input, Risk Free Interest Rate [Member] | Amended July 2020 Warrants [Member] | ||||||
Warrants assumptions | 0.0415 | 0.0358 | 0.0358 | |||
Measurement Input, Risk Free Interest Rate [Member] | The 2019 Domestic Warrants [Member] | ||||||
Warrants assumptions | 0.0025 | |||||
Measurement Input, Risk Free Interest Rate [Member] | The 2019 Foreign Warrants [Member] | ||||||
Warrants assumptions | 0.0027 | |||||
Measurement Input, Risk Free Interest Rate [Member] | The 2019 Ladenburg Warrants [Member] | ||||||
Warrants assumptions | 0.0022 | |||||
Measurement Input, Expected Dividend Rate [Member] | September 2022 Warrants [Member] | ||||||
Warrants assumptions | 0 | 0 | ||||
Measurement Input, Expected Dividend Rate [Member] | The 2021 Warrants [Member] | ||||||
Warrants assumptions | 0 | 0 | ||||
Measurement Input, Expected Dividend Rate [Member] | The November 2021 Warrants [Member] | ||||||
Warrants assumptions | 0 | 0 | 0 | |||
Measurement Input, Expected Dividend Rate [Member] | Amended July 2020 Warrants [Member] | ||||||
Warrants assumptions | 0 | 0 | 0 | |||
Measurement Input, Expected Dividend Rate [Member] | The 2019 Domestic Warrants [Member] | ||||||
Warrants assumptions | 0 | |||||
Measurement Input, Expected Dividend Rate [Member] | The 2019 Foreign Warrants [Member] | ||||||
Warrants assumptions | 0 | |||||
Measurement Input, Expected Dividend Rate [Member] | The 2019 Ladenburg Warrants [Member] | ||||||
Warrants assumptions | 0 | |||||
Measurement Input, Share Price [Member] | September 2022 Warrants [Member] | ||||||
Warrants assumptions | 1.40 | 4.55 | ||||
Measurement Input, Share Price [Member] | The 2021 Warrants [Member] | ||||||
Warrants assumptions | 8.75 | 13.30 | ||||
Measurement Input, Share Price [Member] | The November 2021 Warrants [Member] | ||||||
Warrants assumptions | 1.40 | 4.55 | 3.15 | |||
Measurement Input, Share Price [Member] | Amended July 2020 Warrants [Member] | ||||||
Warrants assumptions | 1.05 | 3.50 | 0.70 | |||
Measurement Input, Share Price [Member] | The 2019 Domestic Warrants [Member] | ||||||
Warrants assumptions | 41.30 | |||||
Measurement Input, Share Price [Member] | The 2019 Foreign Warrants [Member] | ||||||
Warrants assumptions | 53.90 | |||||
Measurement Input, Share Price [Member] | The 2019 Ladenburg Warrants [Member] | ||||||
Warrants assumptions | 40.95 |
Note 14 - Stockholders' Equit_2
Note 14 - Stockholders' Equity (Details Textual) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||||||||||||||||||
Dec. 31, 2022 USD ($) $ / shares shares | Nov. 15, 2022 $ / shares | Sep. 09, 2022 USD ($) $ / shares shares | Oct. 29, 2021 USD ($) $ / shares shares | Mar. 31, 2021 shares | Dec. 31, 2021 USD ($) $ / shares shares | Jun. 30, 2021 USD ($) shares | Dec. 31, 2020 USD ($) $ / shares shares | Sep. 30, 2020 USD ($) $ / shares | Jun. 30, 2020 USD ($) shares | Mar. 31, 2020 USD ($) shares | Sep. 30, 2019 USD ($) $ / shares shares | Jun. 30, 2019 USD ($) $ / shares shares | Dec. 31, 2015 shares | Mar. 31, 2015 $ / shares shares | Sep. 30, 2011 $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) $ / shares shares | Dec. 31, 2019 USD ($) shares | Nov. 10, 2022 USD ($) | Sep. 08, 2022 USD ($) $ / shares | Jan. 31, 2022 shares | Nov. 02, 2021 USD ($) | Oct. 27, 2021 $ / shares | Jan. 15, 2021 $ / shares shares | Jul. 31, 2020 $ / shares shares | Aug. 13, 2019 USD ($) | May 31, 2019 $ / shares | Feb. 29, 2016 $ / shares | Oct. 31, 2015 $ / shares | |
Common Stock, Shares Authorized (in shares) | 150,000,000 | 100,000,000 | 150,000,000 | 100,000,000 | 150,000,000 | |||||||||||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | 5,000,000 | ||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 7.70 | $ 57.13 | $ 57.13 | $ 7.70 | $ 57.13 | |||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 6,800,000 | $ 1,703,000 | $ 0 | |||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ | 200,000 | |||||||||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Beneficial Conversion Feature Upon Issuance of Stock | $ | $ 735,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 2,306,000 | 202,000 | 201,000 | 2,306,000 | 202,000 | |||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 0 | $ 1,776,000 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 2,431,000 | 1,000 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 327,000 | |||||||||||||||||||||||||||||
Gain (Loss) on Modification of Warrants | $ | $ (1,922,000) | $ 0 | ||||||||||||||||||||||||||||
Conversion of Series B Preferred Stock to Common Stock [Member] | ||||||||||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Beneficial Conversion Feature Upon Issuance of Stock | $ | $ 700,000 | |||||||||||||||||||||||||||||
The 2022 Private Placement [Member] | ||||||||||||||||||||||||||||||
Proceeds from Issuance or Sale of Equity, Total | $ | $ 3,200,000 | |||||||||||||||||||||||||||||
The 2022 Private Placement [Member] | Conversion of Series C Preferred Stock to Common Stock [Member] | ||||||||||||||||||||||||||||||
Preferred Stock, Convertible, Shares Issuable (in shares) | 516,750 | |||||||||||||||||||||||||||||
The 2021 Private Placement Program [Member] | ||||||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ | 1,700,000 | |||||||||||||||||||||||||||||
Payments of Stock Issuance Costs Allocated to Warrants | $ | $ 1,600,000 | |||||||||||||||||||||||||||||
The 2021 Private Placement Program [Member] | Conversion of Series B Preferred Stock to Common Stock [Member] | ||||||||||||||||||||||||||||||
Preferred Stock, Convertible, Shares Issuable (in shares) | 37,500,000 | |||||||||||||||||||||||||||||
Maximum Percentage of Common Stock Outstanding | 19.99% | |||||||||||||||||||||||||||||
Conversion of Stock, Shares Converted (in shares) | 3,380 | |||||||||||||||||||||||||||||
The 2021 Private Placement Program [Member] | Conversion of Series B Preferred Stock to Common Stock [Member] | Stock Restatement From Reverse Stock Split [Member] | ||||||||||||||||||||||||||||||
Preferred Stock, Convertible, Shares Issuable (in shares) | 1,071,429 | |||||||||||||||||||||||||||||
ATM Program [Member] | ||||||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ | $ 100,000 | |||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 2,672,000 | |||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 1,800,000 | |||||||||||||||||||||||||||||
August 2019 Common Stock Purchase Agreement [Member] | ||||||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ | $ 500,000 | |||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 4,198,566 | |||||||||||||||||||||||||||||
Proceeds from Issuance or Sale of Equity, Total | $ | $ 4,200,000 | |||||||||||||||||||||||||||||
Private Placement [Member] | ||||||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ | $ 27,000 | |||||||||||||||||||||||||||||
Series C Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 2,000 | 0 | 2,000 | 0 | ||||||||||||||||||||||||||
Series C Preferred Stock [Member] | The 2022 Private Placement [Member] | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 3,250 | |||||||||||||||||||||||||||||
Series B Preferred Stock [Member] | ||||||||||||||||||||||||||||||
Preferred Stock, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 6.30 | $ 0.18 | $ 0.40 | |||||||||||||||||||||||||||
Preferred Stock, Convertible, Conversion Ratio | 159 | |||||||||||||||||||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion (in shares) | 5,556 | |||||||||||||||||||||||||||||
Preferred Stock, Change in Conversion Price, Income Statement Impact | $ | $ 5,700,000 | |||||||||||||||||||||||||||||
Preferred Stock, Fair Value Disclosure | $ | 12.5 | $ 6,900,000 | ||||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 12,000 | 14,000 | 12,000 | 14,000 | ||||||||||||||||||||||||||
Series B Preferred Stock [Member] | The 2021 Private Placement Program [Member] | ||||||||||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ | $ 100,000 | |||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 15,000 | |||||||||||||||||||||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ | $ 14,900,000 | |||||||||||||||||||||||||||||
Preferred Stock, Purchase Price (in dollars per share) | $ / shares | $ 1,000 | |||||||||||||||||||||||||||||
Preferred Stock, Convertible, Conversion Price (in dollars per share) | $ / shares | $ 6.30 | $ 0.40 | $ 6.30 | |||||||||||||||||||||||||||
Preferred Stock, Convertible, Conversion Ratio | 159 | 2,500 | 159 | |||||||||||||||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 11,620 | 11,620 | ||||||||||||||||||||||||||||
Ladenburg Thalmann and Co. Inc. [Member] | ||||||||||||||||||||||||||||||
Private Placement, Commission Percentage | 6% | |||||||||||||||||||||||||||||
Payments of Stock Issuance Costs, Reimbursement of Expenses | $ | $ 60,000 | |||||||||||||||||||||||||||||
Payments of Stock Issuance Costs, Other | $ | 300,000 | |||||||||||||||||||||||||||||
China Kington [Member] | ||||||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ | $ 200,000 | |||||||||||||||||||||||||||||
China Kington [Member] | Private Placement [Member] | ||||||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ | $ 100,000 | |||||||||||||||||||||||||||||
Private Placement, Commission Percentage | 6% | |||||||||||||||||||||||||||||
Three Accredited Investors [Member] | Private Placement [Member] | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,371,427 | |||||||||||||||||||||||||||||
Issuance of Stock and Warrants During the Period, Value | $ | $ 2,400,000 | |||||||||||||||||||||||||||||
Xiao Rui Liu [Member] | Private Placement [Member] | ||||||||||||||||||||||||||||||
Issuance of Stock and Warrants During the Period, Value | $ | 1,000,000 | |||||||||||||||||||||||||||||
Hai Dong Pang [Member] | Private Placement [Member] | ||||||||||||||||||||||||||||||
Issuance of Stock and Warrants During the Period, Value | $ | 400,000 | |||||||||||||||||||||||||||||
Ping Huang [Member] | Private Placement [Member] | ||||||||||||||||||||||||||||||
Issuance of Stock and Warrants During the Period, Value | $ | $ 1,000,000 | |||||||||||||||||||||||||||||
The July 2020 and November 2021 Warrants [Member] | ||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | 5,200,000 | $ 3,300,000 | ||||||||||||||||||||||||||||
Gain (Loss) on Modification of Warrants | $ | $ (1,900,000) | |||||||||||||||||||||||||||||
The 2022 Warrant Reprice Transaction [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 327,860 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6.30 | |||||||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 2,100,000 | |||||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ | 529,000 | |||||||||||||||||||||||||||||
Payments of Stock Issuance Costs Allocated to Warrants | $ | 166,000 | |||||||||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ | $ 363,000 | |||||||||||||||||||||||||||||
The 2022 Warrant Reprice Transaction [Member] | Ladenburg Thalmann and Co. Inc. [Member] | ||||||||||||||||||||||||||||||
Exercise of Warrants, Commission, Percent | 8% | |||||||||||||||||||||||||||||
The November 2021 Warrants [Member] | ||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 9,600,000 | $ 9,600,000 | $ 1,300,000 | $ 14,200,000 | ||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 0.18 | |||||||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 700,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 803,574 | 803,574 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 9,375,000 | |||||||||||||||||||||||||||||
The November 2021 Warrants [Member] | Stock Restatement From Reverse Stock Split [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6.30 | |||||||||||||||||||||||||||||
Amended July 2020 Warrants [Member] | ||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 100,000 | $ 300,000 | $ 100,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 4,800,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 0.18 | |||||||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 1,400,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 2,700,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 2,100,000 | |||||||||||||||||||||||||||||
The 2022 Private Placement Short Term Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 515,876 | 515,876 | 515,876 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6.30 | |||||||||||||||||||||||||||||
The 2022 Private Placement Long Term Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 515,876 | 515,876 | 515,876 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6.30 | |||||||||||||||||||||||||||||
The 2022 Private Placement Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,031,752 | 1,031,752 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 6.30 | $ 6.30 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Date from which Warrants or Rights Exercisable | Mar. 09, 2023 | |||||||||||||||||||||||||||||
The 2021 Warrants [Member] | ||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 14,200,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 37,500,000 | |||||||||||||||||||||||||||||
The 2021 Warrants [Member] | Stock Restatement From Reverse Stock Split [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,071,429 | |||||||||||||||||||||||||||||
September 2022 Warrants [Member] | ||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 1,400,000 | $ 500,000 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 0.18 | |||||||||||||||||||||||||||||
TLF Bio Innovation 2021 Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 15,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 0.6718 | |||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | |||||||||||||||||||||||||||||
TLF Bio Innovation 2021 Warrants [Member] | Stock Restatement From Reverse Stock Split [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 429 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 23.5130 | |||||||||||||||||||||||||||||
The 2019 Domestic Warrants [Member] | ||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 4,900,000 | $ 3,100,000 | $ 3,100,000 | |||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1.15 | |||||||||||||||||||||||||||||
Payments of Stock Issuance Costs Allocated to Warrants | $ | $ 200,000 | |||||||||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ | $ 300,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 0 | 0 | ||||||||||||||||||||||||||||
The 2019 Domestic Warrants [Member] | August 2019 Common Stock Purchase Agreement [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 4,198,566 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 4,198,566 | |||||||||||||||||||||||||||||
The 2019 Foreign Warrants [Member] | ||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | 4,200,000 | 2,000,000 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 0.99 | |||||||||||||||||||||||||||||
Exercise of Warrants, Commission, Percent | 6% | |||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 0 | 0 | ||||||||||||||||||||||||||||
New Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 6,898,566 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 1.65 | |||||||||||||||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years 6 months | |||||||||||||||||||||||||||||
The 2019 Ladenburg Warrants [Member] | ||||||||||||||||||||||||||||||
Warrants and Rights Outstanding | $ | $ 200,000 | $ 100,000 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 0.99 | |||||||||||||||||||||||||||||
Payments of Stock Issuance Costs | $ | 300,000 | |||||||||||||||||||||||||||||
Payments of Stock Issuance Costs Allocated to Warrants | $ | 59,000 | |||||||||||||||||||||||||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ | $ 65,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 0 | 0 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 167,942 | |||||||||||||||||||||||||||||
The 2019 Ladenburg Warrants [Member] | Stock Restatement From Reverse Stock Split [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 34.65 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 4,799 | |||||||||||||||||||||||||||||
The June 2019 Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 1,371,427 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 0.87 | |||||||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 497 | $ 199 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 1,371,427 | |||||||||||||||||||||||||||||
Class of Warrant or Right Call Feature Minimum Stock Price (in dollars per share) | $ / shares | $ 1 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 571,428 | 228,571 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Expired During Period (in shares) | 571,428 | |||||||||||||||||||||||||||||
The June 2019 Warrants [Member] | China Kington [Member] | ||||||||||||||||||||||||||||||
Exercise of Warrants, Commission, Percent | 6% | 6% | ||||||||||||||||||||||||||||
Payments for Commission, Exercise of Warrants | $ | $ 29 | $ 12 | ||||||||||||||||||||||||||||
October 2015 Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 442,802 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 5 | $ 0.2061 | $ 1.81 | |||||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 5,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 442,802 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 22,680 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Expired During Period (in shares) | 15,320 | |||||||||||||||||||||||||||||
March 2015 Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 0 | 0 | ||||||||||||||||||||||||||||
March 2015 Warrants [Member] | Minimum [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 15 | |||||||||||||||||||||||||||||
March 2015 Warrants [Member] | Maximum [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 16.25 | |||||||||||||||||||||||||||||
March 2015 Short-term and Long-term Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 649,133 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | 0.2061 | 1.81 | $ 5 | |||||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 14,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 649,133 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercised During Period (in shares) | 70,000 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Expired During Period (in shares) | 7,419 | |||||||||||||||||||||||||||||
March 2015 Warrants Expiring March 6, 2020 [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 278,200 | |||||||||||||||||||||||||||||
March 2015 Warrants Expiring June 6, 2015 [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 370,933 | |||||||||||||||||||||||||||||
The July 2011 Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 139,520 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ / shares | $ 33.25 | $ 0.2061 | $ 1.81 | $ 5 | ||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 0 | 0 | ||||||||||||||||||||||||||||
Class of Warrant or Right, Issued During Period (in shares) | 139,520 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Expired During Period (in shares) | 35,107 | |||||||||||||||||||||||||||||
The July 2020 Warrants [Member] | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Outstanding (in shares) | 0 | 0 | ||||||||||||||||||||||||||||
Reverse Stock Split [Member] | ||||||||||||||||||||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 35 |
Note 14 - Stockholders' Equit_3
Note 14 - Stockholders' Equity - The Key Assumptions Used to Value the Warrants (Details) | Nov. 10, 2022 | Sep. 09, 2022 | Sep. 08, 2022 |
Measurement Input, Price Volatility [Member] | The November 2021 Warrants [Member] | |||
Warrants assumptions | 0.795 | 0.796 | 0.796 |
Measurement Input, Price Volatility [Member] | Amended July 2020 Warrants [Member] | |||
Warrants assumptions | 0.795 | 0.796 | 0.796 |
Measurement Input, Expected Term [Member] | The November 2021 Warrants [Member] | |||
Warrants assumptions | 5.8 | 6 | 5.4 |
Measurement Input, Expected Term [Member] | Amended July 2020 Warrants [Member] | |||
Warrants assumptions | 3.2 | 3.4 | 3.4 |
Measurement Input, Risk Free Interest Rate [Member] | The November 2021 Warrants [Member] | |||
Warrants assumptions | 0.0393 | 0.0343 | 0.0343 |
Measurement Input, Risk Free Interest Rate [Member] | Amended July 2020 Warrants [Member] | |||
Warrants assumptions | 0.0415 | 0.0358 | 0.0358 |
Measurement Input, Expected Dividend Rate [Member] | The November 2021 Warrants [Member] | |||
Warrants assumptions | 0 | 0 | 0 |
Measurement Input, Expected Dividend Rate [Member] | Amended July 2020 Warrants [Member] | |||
Warrants assumptions | 0 | 0 | 0 |
Measurement Input, Share Price [Member] | The November 2021 Warrants [Member] | |||
Warrants assumptions | 1.40 | 4.55 | 3.15 |
Measurement Input, Share Price [Member] | Amended July 2020 Warrants [Member] | |||
Warrants assumptions | 1.05 | 3.50 | 0.70 |
Note 14 - Stockholders' Equit_4
Note 14 - Stockholders' Equity - Preferred Stock Assumptions (Details) - Series B Preferred Stock [Member] | Sep. 09, 2022 | Sep. 08, 2022 |
Measurement Input, Price Volatility [Member] | ||
Preferred stock assumption | 0.796 | 0.796 |
Measurement Input, Expected Term [Member] | ||
Preferred stock assumption | 1.3 | 1.3 |
Measurement Input, Risk Free Interest Rate [Member] | ||
Preferred stock assumption | 0.0364 | 0.0364 |
Measurement Input, Expected Dividend Rate [Member] | ||
Preferred stock assumption | 0 | 0 |
Measurement Input, Share Price [Member] | ||
Preferred stock assumption | 2.10 | 8.05 |
Note 14 - Stockholders' Equit_5
Note 14 - Stockholders' Equity - Outstanding Warrants (Details) - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Outstanding warrants (in shares) | 202 | 201 |
Outstanding warrants, weighted-average exercise price (in dollars per share) | $ 57.13 | $ 57.13 |
Warrants granted (in shares) | 2,431 | 1 |
Warrants granted, weighted average exercise price (in dollars per share) | $ 8.18 | $ 23.51 |
Warrants expired (in shares) | 0 | 0 |
Warrants expired, weighted average exercise price (in dollars per share) | $ 0 | $ 0 |
Warrants exercised (in shares) | (327) | |
Warrants exercised, weighted-average exercise price (in dollars per share) | $ 6.30 | |
Warrants expired (in shares) | 0 | 0 |
Outstanding warrants (in shares) | 2,306 | 202 |
Outstanding warrants, weighted-average exercise price (in dollars per share) | $ 7.70 | $ 57.13 |
Note 15 - Equity-based Compen_3
Note 15 - Equity-based Compensation (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | 13 Months Ended | |||||
Mar. 06, 2022 | Jul. 31, 2021 | Jul. 31, 2020 | Mar. 31, 2017 | Oct. 31, 2007 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | Jul. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercises in Period (in shares) | 0 | ||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 500 | ||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 2 years 14 days | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 19,000 | ||||||||
Share-Based Payment Arrangement, Expense | $ 933 | ||||||||
Share-Based Payment Arrangement, Nonemployee [Member] | |||||||||
Share-Based Payment Arrangement, Expense | $ 240 | ||||||||
Employees and Directors [Member] | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 18,607 | 14,748 | |||||||
Share-Based Payment Arrangement, Option [Member] | |||||||||
Share-Based Payment Arrangement, Expense | $ 200 | $ 700 | |||||||
Share-Based Payment Arrangement, Option [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | |||||||||
Share-Based Payment Arrangement, Expense | $ 0 | ||||||||
Restricted Stock Units (RSUs) [Member] | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 5,000 | ||||||||
Restricted Stock Units (RSUs) [Member] | Employees and Directors [Member] | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 5,148 | 34,291 | |||||||
Restricted Stock [Member] | Mr. Mark Sieczkarek [Member] | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period (in shares) | 9,382 | ||||||||
Share-Based Payment Arrangement, Expense | $ 400 | ||||||||
Restricted Stock [Member] | Mr. Mark Sieczkarek [Member] | Share-Based Payment Arrangement, Tranche Two [Member] | |||||||||
Share-Based Payment Arrangement, Expense | $ 200 | ||||||||
The 2007 Omnibus Incentive Plan [Member] | Maximum [Member] | Incentive Stock Options (ISOs) [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||||||||
The 2017 Omnibus Incentive Plan [Member] | |||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 66,243 | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Annual Increase in Shares Authorized, Percentage of Outstanding Common Stock | 4% | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized (in shares) | 54,590 | ||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | 90,591 | ||||||||
The 2017 Omnibus Incentive Plan [Member] | Incentive Stock Options (ISOs) [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percentage of Stock Owned by Shareholder, Minimum | 10% | ||||||||
The 2017 Omnibus Incentive Plan [Member] | Share-Based Payment Arrangement, Option [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 4 years | ||||||||
The 2017 Omnibus Incentive Plan [Member] | Maximum [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 10 years | ||||||||
The 2017 Omnibus Incentive Plan [Member] | Maximum [Member] | Incentive Stock Options (ISOs) [Member] | Shareholder of More Than 10% [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period (Year) | 5 years | ||||||||
The 2017 Omnibus Incentive Plan [Member] | Minimum [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent | 100% | ||||||||
The 2017 Omnibus Incentive Plan [Member] | Minimum [Member] | Incentive Stock Options (ISOs) [Member] | Shareholder of More Than 10% [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Purchase Price of Common Stock, Percent | 110% |
Note 15 - Equity-based Compen_4
Note 15 - Equity-based Compensation - Stock Options Outstanding (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Outstanding awards (in shares) | 127 | |
Outstanding, weighted-average exercise price (in dollars per share) | $ 48.77 | |
Outstanding, weighted-average remaining contractual life (Year) | 7 years 6 months | 7 years 7 months 6 days |
Outstanding, aggregate intrinsic value | $ 69 | $ 460 |
Options granted (in shares) | 19 | |
Options granted, weighted-average exercise price (in dollars per share) | $ 9.62 | |
Options forfeited/cancelled (in shares) | (15) | |
Options forfeited/cancelled, weighted-average exercise price (in dollars per share) | $ 93.48 | |
Outstanding awards (in shares) | 132 | 127 |
Outstanding, weighted-average exercise price (in dollars per share) | $ 37.99 | $ 48.77 |
Vested and expected to vest (in shares) | 97 | |
Vested and expected to vest, weighted-average exercise price (in dollars per share) | $ 50.41 | |
Vested and expected to vest, weighted-average remaining contractual life (Year) | 7 years 1 month 6 days | |
Vested and expected to vest, aggregate intrinsic value | $ 10 | |
Vested (in shares) | 63 | |
Vested, weighted-average exercise price (in dollars per share) | $ 68.89 | |
Vested, weighted-average remaining contractual life (Year) | 6 years 2 months 12 days | |
Exercisable (in shares) | 63 | |
Exercisable, weighted-average exercise price (in dollars per share) | $ 68.89 | |
Exercisable, weighted-average remaining contractual life (Year) | 6 years 2 months 12 days | |
Restricted Stock Units (RSUs) [Member] | ||
Restricted stock units granted (in shares) | 5 | |
Restricted stock units vested (in shares) | (3) | |
Restricted stock units cancelled (in shares) | (1) |
Note 15 - Equity-based Compen_5
Note 15 - Equity-based Compensation - Weighted-average Assumptions Used in Determining the Value of Options Granted to Employees and Directors (Details) - Employees and Directors [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Expected price volatility | 158% | 164% |
Expected term (Year) | 6 years 5 months 12 days | 6 years 2 months 8 days |
Risk-free interest rate | 2.36% | 1.05% |
Dividend yield | 0% | 0% |
Weighted-average fair value of options granted during the period (in dollars per share) | $ 9.22 | $ 22.37 |
Note 15 - Equity-based Compen_6
Note 15 - Equity-based Compensation - Summary of Stock-based Compensation Expense Included in Results of Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Stock-based compensation expense | $ 933 | |
General and administrative | $ 220 | |
Research and Development Expense [Member] | ||
Stock-based compensation expense | 20 | 10 |
Selling and Marketing Expense [Member] | ||
Stock-based compensation expense | 52 | 129 |
General and Administrative Expense [Member] | ||
Stock-based compensation expense | $ 794 | |
General and administrative | $ 148 |
Note 16 - Distribution Agreem_3
Note 16 - Distribution Agreements (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Contract with Customer, Liability, Total | $ 4 | $ 54 | $ 2 |
Revenue from Contract with Customer, Including Assessed Tax | 14,404 | 10,204 | |
Avenova Direct [Member] | |||
Revenue from Contract with Customer, Including Assessed Tax | 6,500 | 6,600 | |
DERMAdoctor [Member] | |||
Contract with Customer, Liability, Total | 200 | 400 | |
Revenue from Contract with Customer, Including Assessed Tax | 4,155 | 649 | |
McKesson Corporation [Member] | Avenova Product [Member] | |||
Contract with Customer, Liability, Revenue Recognized | 100 | 600 | |
McKesson Corporation [Member] | Avenova Product [Member] | Accounts Payable and Accrued Liabilities [Member] | |||
Contract with Customer, Liability, Total | 1,600 | 900 | |
McKesson Corporation [Member] | Avenova Product [Member] | Prepaid Expenses and Other Current Assets [Member] | |||
Contract with Customer, Rebate Liability, Current | 0 | 19 | |
Costco and Others [Member] | DERMAdoctor [Member] | |||
Revenue from Contract with Customer, Including Assessed Tax | $ 900 | $ 200 |
Note 16 - Distribution Agreem_4
Note 16 - Distribution Agreements - Changes in Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
Contract assets | $ 0 | $ 19 | $ 144 |
Current portion | 4 | 54 | 2 |
Long-term portion | 0 | 0 | 0 |
Total contract liabilities | 4 | 54 | 2 |
Chargebacks, Discounts for Prompt, Payment, and Other [Member] | |||
Current period | 1,865 | 1,374 | |
Payments and customer credits issued | (1,342) | (761) | |
Total contract liabilities | 1,673 | 1,150 | 537 |
Other Customer Fees [Member] | |||
Current period | 65 | 135 | |
Payments and customer credits issued | (95) | (143) | |
Total contract liabilities | 53 | 83 | 91 |
Rebates [Member] | |||
Current period | 448 | 723 | |
Payments and customer credits issued | (423) | (769) | |
Total contract liabilities | 81 | 56 | 102 |
Variable Consideration [Member] | |||
Current period | 2,378 | 2,232 | |
Payments and customer credits issued | (1,860) | (1,673) | |
Total contract liabilities | $ 1,807 | $ 1,289 | $ 730 |
Note 17 - Employee Benefit Pl_2
Note 17 - Employee Benefit Plan (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
The 401K Plan Contribution Level One [Member] | |||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 100% | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 3% | ||
The 401K Plan Contribution Level Two [Member] | |||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 50% | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 2% | ||
The 401(k) Plan [Member] | |||
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 125 | $ 0 |
Note 18 - Income Taxes (Details
Note 18 - Income Taxes (Details Textual) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 2.8 | |
Domestic Tax Authority [Member] | ||
Open Tax Year | 2019 2020 2021 2022 | |
State and Local Jurisdiction [Member] | ||
Open Tax Year | 2018 2019 2020 2021 2022 |
Note 18 - Income Taxes - Loss B
Note 18 - Income Taxes - Loss Before Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
United States | $ (5,824) | |
International | $ 0 | 0 |
Net loss | $ (10,608) | $ (5,824) |
Note 18 - Income Taxes - Federa
Note 18 - Income Taxes - Federal and State Income Tax Provisions (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Current | ||
Federal | $ 0 | $ 0 |
State | 0 | 0 |
Other | 0 | 0 |
Total current tax expense | 0 | 0 |
Deferred | ||
Federal | 0 | 0 |
State | 0 | 0 |
Other | 0 | 0 |
Total deferred tax expense | 0 | 0 |
Income tax provision | $ 0 | $ 0 |
Note 18 - Income Taxes - Summar
Note 18 - Income Taxes - Summary of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2022 | Dec. 31, 2021 |
Net operating losses | $ 35,234 | $ 33,455 |
Stock options | 750 | 884 |
Research and development credits | 641 | 641 |
Accruals | 464 | 306 |
Operating lease liabilities | 472 | 19 |
Property and equipment | 13 | 10 |
Other deferred tax assets | 331 | 376 |
Total deferred tax assets | $ 37,905 | 35,691 |
Operating lease right-of-use assets | (19) | |
Total deferred tax liabilities | (19) | |
Valuation allowance | (35,672) | |
Net deferred taxes | $ 0 |
Note 18 - Income Taxes - Unreco
Note 18 - Income Taxes - Unrecognized Tax Benefit (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021 USD ($) | |
Unrecognized benefit - beginning of period | $ 974 |
Change during the period | 0 |
Unrecognized benefit - end of period | $ 974 |
Note 18 - Income Taxes - Effect
Note 18 - Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Statutory rate | 21% | 21% |
State tax | 7.90% | 11.20% |
Change in valuation allowance | (48.00%) | (47.70%) |
Warrant/equity expenses | 20.20% | 16.70% |
Stock-based compensation expense | 4.20% | 1.10% |
Other | 0.10% | 0.10% |
Change in value of earnout | 3.20% | 0% |
Total | 0% | 0% |
Note 19 - Related Party Trans_3
Note 19 - Related Party Transactions (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Nov. 17, 2020 | Sep. 30, 2022 | Dec. 31, 2022 | Dec. 31, 2021 | |
Accounts Receivable, Related Parties | $ 200 | $ 100 | ||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 19,000 | |||
Share-Based Payment Arrangement, Expense | 933 | |||
Share-Based Payment Arrangement, Option [Member] | ||||
Share-Based Payment Arrangement, Expense | $ 200 | 700 | ||
Share-Based Payment Arrangement, Nonemployee [Member] | ||||
Share-Based Payment Arrangement, Expense | 240 | |||
Share-Based Payment Arrangement, Nonemployee [Member] | Eric Wu [Member] | ||||
Share-Based Payment Arrangement, Expense | $ 0 | $ 152 | ||
Share-Based Payment Arrangement, Nonemployee [Member] | Share-Based Payment Arrangement, Option [Member] | ||||
Share-Based Payment Arrangement, Expense | $ 0 | |||
Partner and Senior Vice President of China Kington [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | ||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 300,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Accounting for Subsequent Stock Split, Gross (in shares) | 8,572 | |||
Partner and Senior Vice President of China Kington [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | Share-Based Payment Arrangement, Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 1 year |
Note 19 - Related Party Trans_4
Note 19 - Related Party Transactions - Related Party Revenue, Cost of Goods Sold, and Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Total related party revenue | $ 976 | $ 368 |
Cost of goods sold | 954 | 325 |
NeutroPhase [Member] | ||
Total related party revenue | 976 | 368 |
Cost of goods sold | $ 954 | $ 325 |
Note 20 - Segment Reporting (De
Note 20 - Segment Reporting (Details Textual) | 12 Months Ended |
Dec. 31, 2022 | |
Number of Reportable Segments | 2 |
Note 20 - Segment Reporting - F
Note 20 - Segment Reporting - Financial Information by Segment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2022 | Dec. 31, 2021 | |
Revenue from Contract with Customer, Including Assessed Tax | $ 14,404 | $ 10,204 |
Operating loss | $ 14,417 | $ 8,862 |
Operating loss, percentage | 100% | 100% |
Product [Member] | ||
Revenue from Contract with Customer, Including Assessed Tax | $ 14,374 | $ 10,180 |
Total of Revenue | 100% | 100% |
Optical and Wound Care [Member] | ||
Revenue from Contract with Customer, Including Assessed Tax | $ 10,239 | $ 9,555 |
Operating loss | $ 5,645 | $ 8,682 |
Operating loss, percentage | 39% | 98% |
Optical and Wound Care [Member] | Product [Member] | ||
Total of Revenue | 71% | 94% |
Skin Care [Member] | ||
Revenue from Contract with Customer, Including Assessed Tax | $ 4,165 | $ 649 |
Operating loss | $ 8,772 | $ 180 |
Operating loss, percentage | 61% | 2% |
Skin Care [Member] | Product [Member] | ||
Total of Revenue | 29% | 6% |