Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 07, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | PHIO | |
Security 12b title | Common Stock, par value, $0.0001 per share | |
Security Exchange Name | NASDAQ | |
Entity Registrant Name | Phio Pharmaceuticals Corp. | |
Entity Central Index Key | 0001533040 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 5,780,226 | |
Entity Small Business | true | |
Entity Emerging Growth | false | |
Entity Shell company | false | |
Entity File Number | 001-36304 | |
Entity Interactive Data Current | Yes | |
Entity Incorporation Country Code | DE | |
Entity Current Reporting Status | Yes |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash | $ 18,864 | $ 6,934 |
Restricted cash | 50 | 50 |
Prepaid expenses and other current assets | 640 | 316 |
Total current assets | 19,554 | 7,300 |
Right of use asset | 456 | 511 |
Property and equipment, net | 183 | 210 |
Other assets | 18 | 18 |
Total assets | 20,211 | 8,039 |
Current liabilities: | ||
Accounts payable | 481 | 809 |
Accrued expenses and other current liabilities | 1,301 | 964 |
Lease liability | 111 | 107 |
Total current liabilities | 1,893 | 1,880 |
Lease liability, net of current portion | 354 | 411 |
Long-term debt | 231 | 0 |
Total liabilities | 2,478 | 2,291 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.0001 par value, 10,000,000 shares authorized | 0 | 0 |
Common stock, $0.0001 par value, 100,000,000 shares authorized; 5,780,226 and 669,433 shares issued and outstanding at June 30, 2020 and December 31, 2019, respectively | 1 | 1 |
Additional paid-in capital | 116,574 | 100,566 |
Accumulated deficit | (98,842) | (94,819) |
Total stockholders' equity | 17,733 | 5,748 |
Total liabilities and stockholders' equity | $ 20,211 | $ 8,039 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Jun. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 5,780,226 | 669,433 |
Common stock, shares outstanding | 5,780,226 | 669,433 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Income Statement [Abstract] | ||||
Revenues | $ 0 | $ 0 | $ 0 | $ 21 |
Operating expenses: | ||||
Research and development | 779 | 1,146 | 1,997 | 2,235 |
General and administrative | 890 | 913 | 2,028 | 1,991 |
Total operating expenses | 1,669 | 2,059 | 4,025 | 4,226 |
Operating loss | (1,669) | (2,059) | (4,025) | (4,205) |
Total other income (expense), net | (3) | 24 | 2 | 51 |
Net loss | $ (1,672) | $ (2,035) | $ (4,023) | $ (4,154) |
Net loss per share: Basic and diluted | $ (0.34) | $ (4.62) | $ (1.19) | $ (10.23) |
Weighted average shares: basic and diluted | 4,966,047 | 440,482 | 3,378,233 | 406,063 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning balance, shares at Dec. 31, 2018 | 342,578 | |||
Beginning balance, value at Dec. 31, 2018 | $ 0 | $ 99,489 | $ (85,911) | $ 13,578 |
Issuance of common stock upon the exercise of warrants, shares | 78,260 | |||
Issuance of common stock upon the exercise of warrants, value | 43 | 43 | ||
Issuance of restricted stock, shares | 4,419 | |||
Stock-based compensation expense | 160 | 160 | ||
Net Loss | (2,119) | (2,119) | ||
Ending balance, shares at Mar. 31, 2019 | 425,257 | |||
Ending balance, value at Mar. 31, 2019 | $ 0 | 99,692 | (88,030) | 11,662 |
Beginning balance, shares at Dec. 31, 2018 | 342,578 | |||
Beginning balance, value at Dec. 31, 2018 | $ 0 | 99,489 | (85,911) | 13,578 |
Net Loss | (4,154) | |||
Ending balance, shares at Jun. 30, 2019 | 456,203 | |||
Ending balance, value at Jun. 30, 2019 | $ 0 | 99,772 | (90,065) | 9,707 |
Beginning balance, shares at Mar. 31, 2019 | 425,257 | |||
Beginning balance, value at Mar. 31, 2019 | $ 0 | 99,692 | (88,030) | 11,662 |
Issuance of common stock under the employee stock purchase plan, shares | 36 | |||
Issuance of common stock under the employee stock purchase plan, value | 1 | 1 | ||
Issuance of common stock upon the exercise of warrants, shares | 30,910 | |||
Issuance of common stock upon the exercise of warrants, value | $ 0 | 17 | 17 | |
Stock-based compensation expense | 62 | 62 | ||
Net Loss | (2,035) | (2,035) | ||
Ending balance, shares at Jun. 30, 2019 | 456,203 | |||
Ending balance, value at Jun. 30, 2019 | $ 0 | 99,772 | (90,065) | 9,707 |
Beginning balance, shares at Dec. 31, 2019 | 669,433 | |||
Beginning balance, value at Dec. 31, 2019 | $ 1 | 100,566 | (94,819) | 5,748 |
Issuance of common stock under the employee stock purchase plan, shares | 153 | |||
Issuance of common stock under the employee stock purchase plan, value | 1 | 1 | ||
Cash in lieu of fractional shares for 1:55 reverse stock split, shares | (1,364) | |||
Cash in lieu of fractional shares for 1:55 reverse stock split, value | (15) | (15) | ||
Issuance of common stock and warrants in connection with registered direct offering and private placement, net of offering costs, shares | 197,056 | |||
Issuance of common stock and warrants in connection with registered direct offering and private placement, net of offering costs, value | 1,467 | 1,467 | ||
Issuance of common stock, pre-funded warrants and warrants in connection with underwritten public offering, net of offering costs of $906, shares | 993,633 | |||
Issuance of common stock, pre-funded warrants and warrants in connection with underwritten public offering, net of offering costs of $906, value | 7,093 | 7,093 | ||
Issuance of common stock upon the exercise of warrants, shares | 1,006,367 | |||
Issuance of common stock upon the exercise of warrants, value | 1 | 1 | ||
Issuance of common stock upon vesting of restricted stock units, shares | 2,573 | |||
Issuance of common stock upon vesting of restricted stock units, value | (2) | (2) | ||
Stock-based compensation expense | 43 | 43 | ||
Net Loss | (2,351) | (2,351) | ||
Ending balance, shares at Mar. 31, 2020 | 2,867,851 | |||
Ending balance, value at Mar. 31, 2020 | $ 1 | 109,154 | (97,170) | 11,985 |
Beginning balance, shares at Dec. 31, 2019 | 669,433 | |||
Beginning balance, value at Dec. 31, 2019 | $ 1 | 100,566 | (94,819) | 5,748 |
Net Loss | (4,023) | |||
Ending balance, shares at Jun. 30, 2020 | 5,780,226 | |||
Ending balance, value at Jun. 30, 2020 | $ 1 | 116,574 | (98,842) | 17,733 |
Beginning balance, shares at Mar. 31, 2020 | 2,867,851 | |||
Beginning balance, value at Mar. 31, 2020 | $ 1 | 109,154 | (97,170) | 11,985 |
Issuance of common stock and warrants in connection with registered direct offering and private placement, net of offering costs, shares | 1,713,064 | |||
Issuance of common stock and warrants in connection with registered direct offering and private placement, net of offering costs, value | 3,527 | 3,527 | ||
Issuance of common stock upon the exercise of warrants, shares | 1,199,296 | |||
Issuance of common stock upon the exercise of warrants, value | 3,863 | 3,863 | ||
Issuance of common stock upon vesting of restricted stock units, shares | 15 | |||
Stock-based compensation expense | 30 | 30 | ||
Net Loss | (1,672) | (1,672) | ||
Ending balance, shares at Jun. 30, 2020 | 5,780,226 | |||
Ending balance, value at Jun. 30, 2020 | $ 1 | $ 116,574 | $ (98,842) | $ 17,733 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) (Parenthetical) $ in Thousands | 3 Months Ended | |
Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | |
Reverse stock split ratio | 0.0181818 | |
Reverse stock split | 1:55 reverse stock split | |
Common Stock and Warrants [Member] | ||
Payment of offering costs | $ 473 | $ 273 |
Common Stock, Pre-funded Warrants and Warrants [Member] | ||
Payment of offering costs | $ 906 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities: | ||
Net loss | $ (4,023,000) | $ (4,154,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 37,000 | 36,000 |
Non-cash lease expense | 55,000 | 55,000 |
Non-cash stock-based compensation | 73,000 | 222,000 |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other assets | (324,000) | (304,000) |
Accounts payable | (328,000) | 186,000 |
Accrued expenses and other liabilities | 355,000 | (96,000) |
Lease liability | (53,000) | (53,000) |
Net cash used in operating activities | (4,208,000) | (4,108,000) |
Cash flows from investing activities: | ||
Cash paid for purchase of property and equipment | (10,000) | (16,000) |
Net cash used in investing activities | (10,000) | (16,000) |
Cash flows from financing activities: | ||
Net proceeds from the issuance of common stock and warrants | 12,087,000 | 0 |
Net proceeds from the exercise of warrants | 3,864,000 | 60,000 |
Proceeds from the issuance of common stock in connection with the employee stock purchase plan | 1,000 | 1,000 |
Cash paid in lieu of fractional shares for 1:55 reverse stock split | (15,000) | 0 |
Proceeds from debt | 231,000 | 0 |
Payment of taxes for net share settled restricted stock unit issuances | (2,000) | 0 |
Payments for capital lease obligations less than one year | (18,000) | 0 |
Net cash provided by financing activities | 16,148,000 | 61,000 |
Net increase (decrease) in cash and restricted cash | 11,930,000 | (4,063,000) |
Cash and restricted cash at the beginning of period | 6,984,000 | 14,929,000 |
Cash and restricted cash at the end of period | 18,914,000 | 10,866,000 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Right of use asset obtained in exchange for operating lease liability | $ 0 | $ 620,000 |
1. Nature of Operations
1. Nature of Operations | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations | 1. Nature of Operations Phio Pharmaceuticals Corp. (“ Phio we our Company INTASYL™ INTASYL The Company’s goal is to develop powerful INTASYL therapeutic compounds that can weaponize immune effector cells to overcome tumor immune escape, thereby potentially providing patients a powerful new treatment option that goes beyond current treatment modalities. |
2. Significant Accounting Polic
2. Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation The accompanying condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“ GAAP Reverse Stock Split Effective January 15, 2020, the Company completed a 1-for-55 reverse stock split of the Company’s outstanding common stock. All share and per share amounts in the financial statements have been retroactively adjusted for all periods presented to give effect to the reverse stock split, including reclassifying an amount equal to the reduction in par value to additional paid-in capital. Unless otherwise noted, shares of common stock issued and outstanding, shares underlying warrants and stock awards, shares reserved, conversion price of convertible securities, exercise prices of warrants and stock awards and loss per share have been proportionately adjusted to reflect the reverse stock split. The reverse stock split did not reduce the number of authorized shares of the Company’s common stock or preferred stock. Principles of Consolidation The consolidated financial statements include the accounts of Phio and its wholly-owned subsidiary, MirImmune, LLC. All material intercompany accounts have been eliminated in consolidation. Risks and Uncertainties In December 2019, a novel strain of coronavirus, causing COVID-19, was reported to have surfaced in Wuhan, China and has since spread to other parts of the world, including the United States. In March 2020, the World Health Organization declared the outbreak a pandemic. We have not yet experienced any significant impacts or interruptions to our financial condition or operations as a result of the coronavirus pandemic at this time, but have begun to see impacts and delays with third party service providers that are presumably related to the pandemic. Without a sustained improvement of the current situation, we may experience significant and longer lasting impacts to certain of our development activities outsourced to third-party service providers beginning in the second half of 2020. If the measures to contain the outbreak continue or are extended, it may have a more significant effect on our operations and those of third parties on which we rely, including reducing the availability of supplies that we purchase, closures of or delays in businesses that we rely on to provide services and conduct preclinical and clinical activities for our product candidates and disrupting the supplies and services we rely on for the development of our product candidates. Additionally, a long lasting pandemic may adversely affect future clinical trial initiations and participant recruitment and enrollments, all of which may in turn slow, delay or pause our research and development activities. The ultimate impact of the coronavirus pandemic is highly uncertain and subject to change, and certain of our business operations may be delayed. The Company does not yet know the full extent of such potential delays or impacts on its business and preclinical and clinical trial activities. Moreover, the pandemic creates uncertainty around our ability to access capital markets and raise additional working capital that we will need to sustain our operations over the long term, particularly if the impacts of the pandemic are long lasting and affect us and our vendors and contractors. Coronavirus Aid, Relief, and Economic Security Act On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “ CARES Act PPP On June 5, 2020, President Trump signed into law the Paycheck Protection Program Flexibility Act of 2020 (the “ Flexibility Act Uses of Estimates in Preparation of Financial Statements The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The areas subject to significant estimates and judgement include, among others, those related to the fair value of equity awards, research and development expenses, right of use lease assets, the fair value of financial instruments, useful lives of property and equipment, income taxes, and our valuation allowance on our deferred tax assets. On an ongoing basis we evaluate our estimates and base our estimates on historical experience and other relevant assumptions that we believe are reasonable under the circumstances, including as a result of new information that may emerge concerning the coronavirus pandemic. We have made estimates of the impact of the coronavirus pandemic within our financial statements and there may be changes to those estimates in future periods. Actual results could differ materially from these estimates. Restricted Cash Restricted cash consists of certificates of deposit held by financial institutions as collateral for the Company’s corporate credit cards. Leases In connection with the adoption on January 1, 2019, the Company follows the provisions of the Financial Accounting Standards Board (the “ FASB ASC Leases ASC 842 The Company has elected the package of practical expedients to not reassess its prior conclusions about lease identification, lease classification and indirect costs and to not separate lease and non-lease components. The Company has elected not to recognize on the balance sheet leases with a term less than one year. Lease liabilities and the corresponding right of use assets are recorded based on the present value of lease payments to be made over the lease term. The discount rate used to calculate the present value is the rate implicit in the lease, or if not readily determinable, the Company’s incremental borrowing rate. The Company’s incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right of use asset may be required for items such as initial direct costs or incentives received. Lease payments on operating leases are recognized on a straight-line basis over the expected term of the lease. Lease payments on financing leases are recognized using the effective interest method. Derivative Financial Instruments The Company follows the provisions of the FASB ASC Topic 815, “ Derivatives and Hedging ASC 815 Fair Value of Financial Instruments The carrying amounts reported in the balance sheet for restricted cash, prepaid expenses, accounts payable and accrued expenses approximate their fair values due to their short-term nature. Research and Development Expenses Research and development expenses relate to compensation and benefits for research and development personnel, facility-related expenses, supplies, external services, costs to acquire technology licenses, expenses associated with preclinical and clinical development activities and other operating costs. Research and development expenses are charged to expense as incurred. Payments made by the Company in advance for research and development services not yet provided and/or for materials not yet received are recorded as prepaid expenses and expensed when the service has been performed or when the goods have been received. Accrued liabilities are recorded related to those expenses for which vendors have not yet billed the Company with respect to services provided and/or materials that it has received. The Company contracts with third parties to perform various preclinical and clinical activities on its behalf for the continued development of its product candidates. Accruals and expenses are recorded during the period incurred based on such estimates and assumptions as expected cost, passage of time, the achievement of milestones and other information available to us and are assessed on a quarterly basis. Actual results may differ from these estimates and could have a material impact on the Company’s reported results. The Company’s historical accrual estimates have not been materially different from its actual costs. Stock-based Compensation The Company follows the provisions of the FASB ASC Topic 718, “ Compensation — Stock Compensation ASC 718 Comprehensive Loss The Company’s comprehensive loss is equal to its net loss for all periods presented. Net Loss per Share The Company accounts for and discloses net loss per share in accordance with the FASB ASC Topic 260, “ Earnings per Share |
3. Liquidity and Going Concern
3. Liquidity and Going Concern | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity and Going Concern | 3. Liquidity and Going Concern The Company has reported recurring losses from operations since inception and expects that the Company will continue to have negative cash flows from operations for the foreseeable future. Historically, the Company’s primary source of funding has been the sale of its securities. The Company’s ability to continue to fund its operations is dependent on obtaining funding from third parties, such as proceeds from the issuance of debt, sale of equity, or strategic opportunities, in order to maintain its operations. This is dependent on a number of factors, including the market demand or liquidity of the Company’s common stock. There is no guarantee that debt, additional equity or other funding will be available to us on acceptable terms, or at all. Moreover, the global coronavirus pandemic has led to significant uncertainty and increased volatility in the capital markets. While the potential economic impact brought by, and the duration of, the coronavirus pandemic is difficult to assess or predict, if these conditions in the capital markets continue for an extended period of time it may reduce our ability to access capital, which could negatively impact our short-term and long-term liquidity and our ability to complete our planned preclinical and clinical studies on a timely basis, or at all. The ultimate impact of the coronavirus pandemic on our liquidity is highly uncertain and subject to change. While we anticipate that we may experience an impact to our research and development activities, we do not yet know the full extent of potential delays or the impact on our business, financial condition, or our preclinical and clinical trial activities. There may be developments outside of our control that require us to adjust our operating plans and given the nature of the situation, cannot reasonably estimate the impact of the coronavirus on our financial condition, results of operations or cash flows in the future. If we fail to obtain additional funding when needed, we would be forced to scale back or terminate our operations or seek to merge with or to be acquired by another company. While we believe that the coronavirus pandemic has not had a significant impact on our financial condition and results of operations at this time, the extent to which the coronavirus pandemic impacts our results will depend on future developments, which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of the coronavirus pandemic and the actions to contain the coronavirus or treat its impact, among others. The Company believes that its existing cash, should be sufficient to fund operations for at least the next 12 months from the date of the release of these financial statements. |
4. Recent Accounting Pronouncem
4. Recent Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Standards Update and Change in Accounting Principle [Abstract] | |
Recent Accounting Pronouncements | 4. Recent Accounting Pronouncements In November 2018, the FASB issued Accounting Standards Update (“ ASU Collaborative Arrangements (Topic 808) Topic 808 Revenue from Customers adopted ASU 2018-18 in the first quarter of 2020. The Company also elected to apply ASU 2018-18 only to contracts that were not completed at the date of initial application of Topic 606. Since the Company has no significant revenue, this ASU has no immediate impact on its condensed consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, “ Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes The amendments also clarify and simplify other aspects of the accounting for income taxes. The amendments in ASU 2019-12 are effective for public entities for fiscal years, and the interim periods within those fiscal years, beginning after December 20, 2020. Early adoption is permitted. |
5. Leases
5. Leases | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Leases | 5. Leases On January 22, 2019, the Company amended the lease for its corporate headquarters and primary research facility in Marlborough, Massachusetts. The Company leases 7,581 square feet of office and laboratory space, which will expire on March 31, 2024. The lease contains an option to terminate the lease after two years or three years by providing advance written notice of termination pursuant to the terms of the agreement. The exercise of this option was not determined to be reasonably certain and thus is not included in the lease liability on the Company’s balance sheet. The lease for our corporate headquarters represents substantially all of our significant lease obligations. The amounts reported in the condensed consolidated balance sheet for operating leases in which the Company is the lessee and other supplemental balance sheet information is set forth as follows, in thousands, except lease term and discount rate: June 30, 2020 December 31, 2019 Assets Right of use asset $ 456 $ 511 Liabilities Lease liability, current 111 107 Lease liability, non-current 354 411 Total lease liability $ 465 $ 518 Lease Term and Discount Rate Weighted average remaining lease term 3.96 4.43 Weighted average discount rate 4.70% 4.64% Operating lease cost included in operating expense was $33,000 and $33,000 for the three months ended June 30, 2020 and 2019, respectively. For the six months ended June 30, 2020 and 2019, operating lease cost included in operating expense was $66,000 and $61,000, respectively. Short-term lease costs were not material for the three and six months ended June 30, 2020 and 2019. Cash paid for the amounts included in the measurement of the operating lease liability on the Company’s condensed consolidated balance sheet and included in lease liability within changes of operating assets and liabilities in the operating activities of our condensed consolidated statement of cash flow was $32,200 and $31,000 for the three months ended June 30, 2020 and 2019, respectively, and $63,400 and $59,000 for the six months ended June 30, 2020 and 2019, respectively. Future lease payments for our non-cancellable operating leases and a reconciliation to the carrying amount of the operating lease liability presented in the condensed consolidated balance sheet as of June 30, 2020 is as follows, in thousands: 2020 (remaining) $ 64 2021 132 2022 135 2023 140 2024 35 Total lease payments 506 Less: Imputed interest (41 ) Total operating lease liabilities (includes current portion) $ 465 |
6. Debt
6. Debt | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
Debt | 6. Debt On May 11, 2020, the Company received loan proceeds in the amount of $231,252 from Bank of America, N.A., as lender, pursuant to the PPP under the CARES Act. The PPP loan matures on May 11, 2022 and bears interest at a rate of 1% per year. The loan may be forgiven if used for eligible purposes, including payroll, benefits, rent and utilities. Under the Flexibility Act, the definition of a covered period for which a borrower must spend the PPP loan proceeds in order to be eligible for PPP loan forgiveness was extended from an eight (8) week covered period to the earlier of the date that is twenty-four (24) weeks from the date the loan was funded or December 31, 2020. Additionally, m onthly principal, interest and other fee payments are deferred until the date on which the determination of PPP loan forgiveness is remitted to the lender, or ten (10) months after the end of the borrower’s loan forgiveness covered period The Company carefully assessed the requirements for application under the PPP and believes that the loan is necessary to support its operations. The Company intends to apply for loan forgiveness, but as loan forgiveness has not yet been determined the Company followed the guidance under the FASB ASC Topic 470, “ Debt ASC 470 |
7. Stockholders' Equity
7. Stockholders' Equity | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | 7. Stockholders’ Equity February 2020 Registered Direct Offering and Private Placement February 2020 Registered Offering HCW February 2020 Underwritten Public Offering 2020 Pre-Funded Warrants February 2020 Underwritten Offering February 2020 Warrants The Company also granted HCW, as underwriter, a 30-day option (the “ Option Additionally, pursuant to the February 2020 Underwritten Offering, the Company issued warrants to purchase up to 150,000 shares of Company common stock, immediately exercisable at an exercise price of $5.00 per share to HCW, as underwriter. April 2020 Registered Direct Offering and Private Placement April 2020 Offering Warrants The Company first assesses the warrants it issues under the FASB ASC Topic 480, “ Distinguishing Liabilities from Equity ASC 480 The Company then applies and follows the applicable accounting guidance in ASC 815. Financial instruments are accounted for as either derivative liabilities or as equity instruments depending on the specific terms of the agreement. The Company’s outstanding warrants do not meet the definition of a derivative instrument as they are indexed to the Company’s common stock and classified within stockholders’ equity. Based on this determination, the Company’s warrants issued in the February 2020 Registered Offering, February 2020 Underwritten Offering, April 2020 Offering, as well as all of the Company’s remaining outstanding warrants, are classified within stockholders’ equity. The following table summarizes the Company’s outstanding equity-classified warrants at June 30, 2020: Balance Balance Exercise Expiration December 31, Warrants Warrants Warrants June 30, Description Price Date 2019 Issued Exercised Expired 2020 June 2015 Warrants $ 2,860.00 6/2/2020 2,364 – – (2,364 ) – December 2016 Warrants $ 495.00 12/21/2021 23,233 – – – 23,233 April 2018 Warrants $ 173.25 5/31/2023 20,599 – – – 20,599 April 2018 Placement Agent Warrants $ 223.00 4/9/2023 1,373 – – – 1,373 October 2018 Warrants $ 10.45 10/3/2025 389,610 – – – 389,610 October 2018 Underwriter Warrants $ 13.06 10/1/2023 29,220 – – – 29,220 November 2019 Placement Agent Warrants $ 6.875 11/18/2024 13,636 – – – 13,636 February 2020 Registered Direct Warrants $ 8.71 8/6/2025 – 197,056 – – 197,056 February 2020 Placement Agent Warrants $ 11.0375 2/4/2025 – 14,779 – – 14,779 February 2020 Underwritten Offering Warrants $ 4.00 2/13/2025 – 2,300,000 (973,500 ) – 1,326,500 February 2020 Pre-funded Warrants $ 0.001 No expiration – 1,006,367 (1,006,367 ) – – February 2020 Underwriter Warrants $ 5.00 2/11/2025 – 150,000 – – 150,000 April 2020 Warrants $ 2.21 10/2/2025 – 1,713,064 (428,266 ) – 1,284,798 April 2020 Placement Agent Warrants $ 2.9188 3/31/2025 – 128,480 – – 128,480 480,035 5,509,746 (2,408,133 ) (2,364 ) 3,579,284 During the three months ended June 30, 2020, the Company received net proceeds of $3,863,000 from the exercise of warrants. During the three months ended June 30, 2019, the Company received net proceeds of $17,000 from the exercise of warrants. During the six months ended June 30, 2020, the Company received net proceeds of $3,864,000 from the exercise of warrants. During the six months ended June 30, 2019, the Company received net proceeds of $60,000 from the exercise of warrants. Of the warrants exercised during the three and six months ended June 30, 2020, 428,266 of the Company’s April 2020 Warrants were exercised via a cashless exercise transaction and as a result a total of 225,796 shares of common stock were issued. There were no cashless exercises of warrants in the same periods in the prior year. |
8. Net Loss per Share
8. Net Loss per Share | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | 8. Net Loss per Share The following table sets forth the potential common shares excluded from the calculation of net loss per share because their inclusion would be anti-dilutive: June 30, 2020 2019 Options to purchase common stock 2,637 2,807 Restricted stock units 11,155 11,190 Warrants to purchase common stock 3,579,284 487,569 Total 3,593,076 501,566 |
9. Stock-based Compensation
9. Stock-based Compensation | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-based Compensation | 9. Stock-based Compensation Restricted Stock Units Restricted stock units (“ RSUs The following table summarizes the activity of the Company’s RSUs for the six months ended June 30, 2020: Number Weighted- Unvested units at December 31, 2019 14,945 $ 20.50 Granted – – Vested (3,426 ) 16.34 Forfeited (364 ) 12.65 Unvested units at June 30, 2020 11,155 $ 22.03 Stock-based compensation expense related to RSUs for the three months ended June 30, 2020 and 2019 was $19,000 and $44,000, respectively. Stock-based compensation expense related to RSUs for the six months ended June 30, 2020 and 2019 was $48,000 and $79,000, respectively. Stock Options The Company uses the Black-Scholes option-pricing model to determine the fair value of all its option grants. The risk-free interest rate used for each grant is based upon the yield on zero-coupon U.S. Treasury securities with a term similar to the expected life of the related option. The Company’s expected stock price volatility assumption is based upon the Company’s own implied volatility. The expected life assumption for option grants is based upon the simplified method provided for under ASC 718. The dividend yield assumption is based upon the fact that the Company has never paid cash dividends and presently has no intention of paying cash dividends. The following table summarizes the activity of the Company’s stock options for the six months ended June 30, 2020: Number Weighted- Aggregate Balance at December 31, 2019 2,659 $ 3,298.90 Granted – – Exercised – – Cancelled (22 ) 10,484.90 Balance at June 30, 2020 2,637 $ 3,252.04 $ – Exercisable at June 30, 2020 1,455 $ 5,804.91 $ – Stock-based compensation expense related to stock options for the three months ended June 30, 2020 and 2019 was $11,000 and $18,000, respectively. Stock-based compensation expense related to stock options for the six months ended June 30, 2020 and 2019 was $25,000 and $37,000, respectively. Restricted Stock On August 31, 2018, and through subsequent amendments on December 19, 2018 and February 14, 2019, Geert Cauwenbergh, Dr. Med. Sc., the Company’s former Chief Executive Officer, elected the right to receive, in lieu of cash, for the period from September 15, 2018 to February 28, 2019, up to 50% of his base salary and cash bonuses, if any, (collectively, the “ Compensation The fair value of the restricted stock was based on the Company’s closing stock price on the date of grant and was expensed over the vesting period. During the six months ended June 30, 2019, the Company granted 4,419 shares of restricted stock in lieu of Compensation to Dr. Cauwenbergh and recorded $106,000 in stock-based compensation related to the restricted stock. Compensation Expense Related to Equity Awards The following table sets forth total stock-based compensation expense for the three and six months ended June 30, 2020 and 2019, in thousands: Three Months Ended Six Months Ended June 30, June 30, 2020 2019 2020 2019 Research and development $ 5 $ 12 $ 11 $ 19 General and administrative 25 50 62 203 Total stock-based compensation $ 30 $ 62 $ 73 $ 222 |
2. Significant Accounting Pol_2
2. Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying condensed consolidated financial statements are unaudited and have been prepared in accordance with accounting principles generally accepted in the United States of America (“ GAAP |
Reverse Stock Split | Reverse Stock Split Effective January 15, 2020, the Company completed a 1-for-55 reverse stock split of the Company’s outstanding common stock. All share and per share amounts in the financial statements have been retroactively adjusted for all periods presented to give effect to the reverse stock split, including reclassifying an amount equal to the reduction in par value to additional paid-in capital. Unless otherwise noted, shares of common stock issued and outstanding, shares underlying warrants and stock awards, shares reserved, conversion price of convertible securities, exercise prices of warrants and stock awards and loss per share have been proportionately adjusted to reflect the reverse stock split. The reverse stock split did not reduce the number of authorized shares of the Company’s common stock or preferred stock. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Phio and its wholly-owned subsidiary, MirImmune, LLC. All material intercompany accounts have been eliminated in consolidation. |
Risks and Uncertainties | Risks and Uncertainties In December 2019, a novel strain of coronavirus, causing COVID-19, was reported to have surfaced in Wuhan, China and has since spread to other parts of the world, including the United States. In March 2020, the World Health Organization declared the outbreak a pandemic. We have not yet experienced any significant impacts or interruptions to our financial condition or operations as a result of the coronavirus pandemic at this time, but have begun to see impacts and delays with third party service providers that are presumably related to the pandemic. Without a sustained improvement of the current situation, we may experience significant and longer lasting impacts to certain of our development activities outsourced to third-party service providers beginning in the second half of 2020. If the measures to contain the outbreak continue or are extended, it may have a more significant effect on our operations and those of third parties on which we rely, including reducing the availability of supplies that we purchase, closures of or delays in businesses that we rely on to provide services and conduct preclinical and clinical activities for our product candidates and disrupting the supplies and services we rely on for the development of our product candidates. Additionally, a long lasting pandemic may adversely affect future clinical trial initiations and participant recruitment and enrollments, all of which may in turn slow, delay or pause our research and development activities. The ultimate impact of the coronavirus pandemic is highly uncertain and subject to change, and certain of our business operations may be delayed. The Company does not yet know the full extent of such potential delays or impacts on its business and preclinical and clinical trial activities. Moreover, the pandemic creates uncertainty around our ability to access capital markets and raise additional working capital that we will need to sustain our operations over the long term, particularly if the impacts of the pandemic are long lasting and affect us and our vendors and contractors. |
Coronavirus Aid, Relief, and Economic Security Act | Coronavirus Aid, Relief, and Economic Security Act On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “ CARES Act PPP On June 5, 2020, President Trump signed into law the Paycheck Protection Program Flexibility Act of 2020 (the “ Flexibility Act |
Uses of Estimates in Preparation of Financial Statements | Uses of Estimates in Preparation of Financial Statements The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. The areas subject to significant estimates and judgement include, among others, those related to the fair value of equity awards, research and development expenses, right of use lease assets, the fair value of financial instruments, useful lives of property and equipment, income taxes, and our valuation allowance on our deferred tax assets. On an ongoing basis we evaluate our estimates and base our estimates on historical experience and other relevant assumptions that we believe are reasonable under the circumstances, including as a result of new information that may emerge concerning the coronavirus pandemic. We have made estimates of the impact of the coronavirus pandemic within our financial statements and there may be changes to those estimates in future periods. Actual results could differ materially from these estimates. |
Restricted Cash | Restricted Cash Restricted cash consists of certificates of deposit held by financial institutions as collateral for the Company’s corporate credit cards. |
Leases | Leases In connection with the adoption on January 1, 2019, the Company follows the provisions of the Financial Accounting Standards Board (the “ FASB ASC Leases ASC 842 The Company has elected the package of practical expedients to not reassess its prior conclusions about lease identification, lease classification and indirect costs and to not separate lease and non-lease components. The Company has elected not to recognize on the balance sheet leases with a term less than one year. Lease liabilities and the corresponding right of use assets are recorded based on the present value of lease payments to be made over the lease term. The discount rate used to calculate the present value is the rate implicit in the lease, or if not readily determinable, the Company’s incremental borrowing rate. The Company’s incremental borrowing rate is the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment. Certain adjustments to the right of use asset may be required for items such as initial direct costs or incentives received. Lease payments on operating leases are recognized on a straight-line basis over the expected term of the lease. Lease payments on financing leases are recognized using the effective interest method. |
Derivative Financial Instruments | Derivative Financial Instruments The Company follows the provisions of the FASB ASC Topic 815, “ Derivatives and Hedging ASC 815 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts reported in the balance sheet for restricted cash, prepaid expenses, accounts payable and accrued expenses approximate their fair values due to their short-term nature. |
Research and Development Expenses | Research and Development Expenses Research and development expenses relate to compensation and benefits for research and development personnel, facility-related expenses, supplies, external services, costs to acquire technology licenses, expenses associated with preclinical and clinical development activities and other operating costs. Research and development expenses are charged to expense as incurred. Payments made by the Company in advance for research and development services not yet provided and/or for materials not yet received are recorded as prepaid expenses and expensed when the service has been performed or when the goods have been received. Accrued liabilities are recorded related to those expenses for which vendors have not yet billed the Company with respect to services provided and/or materials that it has received. The Company contracts with third parties to perform various preclinical and clinical activities on its behalf for the continued development of its product candidates. Accruals and expenses are recorded during the period incurred based on such estimates and assumptions as expected cost, passage of time, the achievement of milestones and other information available to us and are assessed on a quarterly basis. Actual results may differ from these estimates and could have a material impact on the Company’s reported results. The Company’s historical accrual estimates have not been materially different from its actual costs. |
Stock-based Compensation | Stock-based Compensation The Company follows the provisions of the FASB ASC Topic 718, “ Compensation — Stock Compensation ASC 718 |
Comprehensive Loss | Comprehensive Loss The Company’s comprehensive loss is equal to its net loss for all periods presented. |
Net Loss per Share | Net Loss per Share The Company accounts for and discloses net loss per share in accordance with the FASB ASC Topic 260, “ Earnings per Share |
5. Leases (Tables)
5. Leases (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Leases [Abstract] | |
Schedule of lease information | June 30, 2020 December 31, 2019 Assets Right of use asset $ 456 $ 511 Liabilities Lease liability, current 111 107 Lease liability, non-current 354 411 Total lease liability $ 465 $ 518 Lease Term and Discount Rate Weighted average remaining lease term 3.96 4.43 Weighted average discount rate 4.70% 4.64% |
Aggregate future minimum lease payments | 2020 (remaining) $ 64 2021 132 2022 135 2023 140 2024 35 Total lease payments 506 Less: Imputed interest (41 ) Total operating lease liabilities (includes current portion) $ 465 |
7. Stockholders' Equity (Tables
7. Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Equity [Abstract] | |
Summary of outstanding warrants | Balance Balance Exercise Expiration December 31, Warrants Warrants Warrants June 30, Description Price Date 2019 Issued Exercised Expired 2020 June 2015 Warrants $ 2,860.00 6/2/2020 2,364 – – (2,364 ) – December 2016 Warrants $ 495.00 12/21/2021 23,233 – – – 23,233 April 2018 Warrants $ 173.25 5/31/2023 20,599 – – – 20,599 April 2018 Placement Agent Warrants $ 223.00 4/9/2023 1,373 – – – 1,373 October 2018 Warrants $ 10.45 10/3/2025 389,610 – – – 389,610 October 2018 Underwriter Warrants $ 13.06 10/1/2023 29,220 – – – 29,220 November 2019 Placement Agent Warrants $ 6.875 11/18/2024 13,636 – – – 13,636 February 2020 Registered Direct Warrants $ 8.71 8/6/2025 – 197,056 – – 197,056 February 2020 Placement Agent Warrants $ 11.0375 2/4/2025 – 14,779 – – 14,779 February 2020 Underwritten Offering Warrants $ 4.00 2/13/2025 – 2,300,000 (973,500 ) – 1,326,500 February 2020 Pre-funded Warrants $ 0.001 No expiration – 1,006,367 (1,006,367 ) – – February 2020 Underwriter Warrants $ 5.00 2/11/2025 – 150,000 – – 150,000 April 2020 Warrants $ 2.21 10/2/2025 – 1,713,064 (428,266 ) – 1,284,798 April 2020 Placement Agent Warrants $ 2.9188 3/31/2025 – 128,480 – – 128,480 480,035 5,509,746 (2,408,133 ) (2,364 ) 3,579,284 |
8. Net Loss per Share (Tables)
8. Net Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of antidilutive stock | June 30, 2020 2019 Options to purchase common stock 2,637 2,807 Restricted stock units 11,155 11,190 Warrants to purchase common stock 3,579,284 487,569 Total 3,593,076 501,566 |
9. Stock-based Compensation (Ta
9. Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Summary of RSU activity | Number Weighted- Unvested units at December 31, 2019 14,945 $ 20.50 Granted – – Vested (3,426 ) 16.34 Forfeited (364 ) 12.65 Unvested units at June 30, 2020 11,155 $ 22.03 |
Summary of Stock Option Activity | Number Weighted- Aggregate Balance at December 31, 2019 2,659 $ 3,298.90 Granted – – Exercised – – Cancelled (22 ) 10,484.90 Balance at June 30, 2020 2,637 $ 3,252.04 $ – Exercisable at June 30, 2020 1,455 $ 5,804.91 $ – |
Details of Stock-based Compensation Expense Recorded | Three Months Ended Six Months Ended June 30, June 30, 2020 2019 2020 2019 Research and development $ 5 $ 12 $ 11 $ 19 General and administrative 25 50 62 203 Total stock-based compensation $ 30 $ 62 $ 73 $ 222 |
2. Significant Accounting Pol_3
2. Significant Accounting Policies (Details Narrative) | Jan. 15, 2020 | Mar. 31, 2020 |
Accounting Policies [Abstract] | ||
Reverse stock split | Effective January 15, 2020, the Company completed a 1-for-55 reverse stock split | 1:55 reverse stock split |
Reverse stock split ratio | .018181818 | 0.0181818 |
5. Leases (Details - Balance sh
5. Leases (Details - Balance sheet lease items) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
Right of use asset | $ 456 | $ 511 |
Lease liability, current | 111 | 107 |
Lease liability, non-current | 354 | 411 |
Total lease liability | $ 465 | $ 518 |
Weighted average remaining lease term | 3 years 11 months 15 days | 4 years 5 months 5 days |
Weighted average discount rate | 4.70% | 4.64% |
5. Leases (Details - Future lea
5. Leases (Details - Future lease payments) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Leases [Abstract] | ||
2020 (remaining) | $ 64 | |
2021 | 132 | |
2022 | 135 | |
2023 | 140 | |
2024 | 35 | |
Total undiscounted lease payments | 506 | |
Less: Effects of discounting | (41) | |
Total operating lease liabilities | $ 465 | $ 518 |
5. Leases (Details Narrative)
5. Leases (Details Narrative) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020USD ($)ft² | Jun. 30, 2019USD ($) | Jun. 30, 2020USD ($)ft² | Jun. 30, 2019USD ($) | |
Operating lease cost | $ 33,000 | $ 33,000 | $ 66,000 | $ 61,000 |
Operating lease payments | $ 32,200 | $ 31,000 | $ 63,400 | $ 59,000 |
Office and Laboratory Space [Member] | ||||
Lease expiration date | Mar. 31, 2024 | |||
Operating lease footage | ft² | 7,581 | 7,581 |
6. Debt (Details Narrative)
6. Debt (Details Narrative) - USD ($) | 4 Months Ended | 6 Months Ended | |
May 11, 2020 | Jun. 30, 2020 | Jun. 30, 2019 | |
Proceeds from debt | $ 231,000 | $ 0 | |
PPP Loan [Member] | |||
Proceeds from debt | $ 231,252 | ||
Debt maturity date | May 11, 2022 | ||
Debt interest rate | 1.00% |
7. Stockholders' Equity (Detail
7. Stockholders' Equity (Details - Warrants outstanding) - Warrants [Member] - $ / shares | 6 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | |
Class of Warrant or Right [Line Items] | ||
Warrants outstanding | 3,579,284 | 480,035 |
Warrants issued | 5,509,746 | |
Warrants exercised | (2,408,133) | |
Warrants expired | (2,364) | |
June 2015 Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 2,860 | |
Warrant expiration date | Jun. 2, 2020 | |
Warrants outstanding | 0 | 2,364 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | (2,364) | |
December 2016 Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 495 | |
Warrant expiration date | Dec. 21, 2021 | |
Warrants outstanding | 23,233 | 23,233 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
April 2018 Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 173.25 | |
Warrant expiration date | May 31, 2023 | |
Warrants outstanding | 20,599 | 20,599 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
April 2018 Placement Agent Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 223 | |
Warrant expiration date | Apr. 9, 2023 | |
Warrants outstanding | 1,373 | 1,373 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
October 2018 Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 10.45 | |
Warrant expiration date | Oct. 3, 2025 | |
Warrants outstanding | 389,610 | 389,610 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
October 2018 Underwriter Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 13.06 | |
Warrant expiration date | Oct. 1, 2023 | |
Warrants outstanding | 29,220 | 29,220 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
November 2019 Placement Agent Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 6.875 | |
Warrant expiration date | Nov. 18, 2024 | |
Warrants outstanding | 13,636 | 13,636 |
Warrants issued | 0 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
February 2020 Registered Direct Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 8.71 | |
Warrant expiration date | Aug. 6, 2025 | |
Warrants outstanding | 197,056 | 0 |
Warrants issued | 197,056 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
February 2020 Placement Agent Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 11.0375 | |
Warrant expiration date | Feb. 4, 2025 | |
Warrants outstanding | 14,779 | 0 |
Warrants issued | 14,779 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
February 2020 Underwritten Offering Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 4 | |
Warrant expiration date | Feb. 13, 2025 | |
Warrants outstanding | 1,326,500 | 0 |
Warrants issued | 2,300,000 | |
Warrants exercised | (973,500) | |
Warrants expired | 0 | |
February 2020 Pre-funded Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 0.001 | |
Warrants outstanding | 0 | 0 |
Warrants issued | 1,006,367 | |
Warrants exercised | (1,006,367) | |
Warrants expired | 0 | |
February 2020 Underwriter Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 5 | |
Warrant expiration date | Feb. 11, 2025 | |
Warrants outstanding | 150,000 | 0 |
Warrants issued | 150,000 | |
Warrants exercised | 0 | |
Warrants expired | 0 | |
April 2020 Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 2.21 | |
Warrant expiration date | Oct. 2, 2025 | |
Warrants outstanding | 1,284,798 | 0 |
Warrants issued | 1,713,064 | |
Warrants exercised | (428,266) | |
Warrants expired | 0 | |
April 2020 Placement Agent Warrants [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrant exercise price | $ 2.9188 | |
Warrant expiration date | Mar. 31, 2025 | |
Warrants outstanding | 128,480 | 0 |
Warrants issued | 128,480 | |
Warrants exercised | 0 | |
Warrants expired | 0 |
7. Stockholders' Equity (Deta_2
7. Stockholders' Equity (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||
Feb. 13, 2020 | Feb. 06, 2020 | Jun. 30, 2020 | Apr. 02, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Proceeds from issuance of stock and warrants | $ 12,087,000 | $ 0 | ||||||
Proceeds from exercise of warrants | $ 3,863,000 | $ 17,000 | $ 3,864,000 | $ 60,000 | ||||
February 2020 Underwritten Offering [Member] | ||||||||
Stock issued during period, shares | 993,633 | |||||||
Proceeds from issuance of stock and warrants | $ 7,093,000 | |||||||
Shares issued, price per share | $ 4 | |||||||
Stock issued from exercise of warrants | 1,006,367 | |||||||
April 2020 Offering [Member] | ||||||||
Proceeds from issuance of stock and warrants | $ 3,527,000 | |||||||
Shares issued, price per share | $ 2.21 | |||||||
Warrants converted, shares | 428,266 | 428,266 | ||||||
Warrants converted, common stock issued | 225,796 | 225,796 | ||||||
April 2020 Offering [Member] | Registered Direct Offering [Member] | ||||||||
Stock issued during period, shares | 1,713,064 | |||||||
April 2020 Offering [Member] | Warrants [Member] | ||||||||
Shares issued, price per share | $ .125 | |||||||
Warrants issued | 1,713,064 | |||||||
Warrant exercise price | $ 2.21 | |||||||
Placement Agent [Member] | April 2020 Offering [Member] | ||||||||
Warrants issued | 128,480 | |||||||
Warrant exercise price | $ 2.9188 | |||||||
Underwriter [Member] | February 2020 Underwritten Offering [Member] | Warrants [Member] | ||||||||
Warrants issued | 150,000 | |||||||
Warrant exercise price | $ 5 | |||||||
Underwriter [Member] | February 2020 Underwritten Offering [Member] | February 2020 Warrants [Member] | ||||||||
Shares issued, price per share | $ 0.001 | |||||||
Warrants issued | 300,000 | |||||||
Warrant exercise price | $ 4 | |||||||
Option to purchase shares of common stock, shares | 300,000 | |||||||
Pre Funded 2020 Warrants [Member] | February 2020 Underwritten Offering [Member] | ||||||||
Shares issued, price per share | $ 3.999 | |||||||
Warrants issued | 1,006,367 | |||||||
Warrant exercise price | $ 0.001 | |||||||
February 2020 Registered Offering [Member] | ||||||||
Stock issued during period, shares | 197,056 | |||||||
Proceeds from issuance of stock and warrants | $ 1,467,000 | |||||||
Shares issued, price per share | $ 8.705 | |||||||
February 2020 Registered Offering [Member] | Warrants [Member] | ||||||||
Shares issued, price per share | $ 0.125 | |||||||
Warrants issued | 197,056 | |||||||
Warrant exercise price | $ 8.71 | |||||||
February 2020 Registered Offering [Member] | Warrants [Member] | Placement Agent [Member] | ||||||||
Warrants issued | 14,779 | |||||||
Warrant exercise price | $ 11.0375 |
8. Net Loss per Share (Details
8. Net Loss per Share (Details - Antidilutive shares) - shares | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total amount of anti-dilutive securities excluded from computation of earnings per share | 3,593,076 | 501,566 |
Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total amount of anti-dilutive securities excluded from computation of earnings per share | 2,637 | 2,807 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total amount of anti-dilutive securities excluded from computation of earnings per share | 11,155 | 11,190 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total amount of anti-dilutive securities excluded from computation of earnings per share | 3,579,284 | 487,569 |
9. Stock-based Compensation (De
9. Stock-based Compensation (Details - RSU activity) - Restricted Stock Units (RSUs) [Member] | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
RSU's unvested units, beginning balance | shares | 14,945 |
RSU's granted | shares | 0 |
RSU's vested | shares | (3,426) |
RSU's forfeited | shares | (364) |
RSU's unvested units, ending balance | shares | 11,155 |
RSU beginning balance, price per share | $ / shares | $ 20.50 |
RSU's granted, price per share | $ / shares | |
RSU's vested, price per share | $ / shares | 16.34 |
RSU's forfeited, price per share | $ / shares | 12.65 |
RSU ending balance, price per share | $ / shares | $ 22.03 |
9. Stock-based Compensation (_2
9. Stock-based Compensation (Details - Option activity) - Options [Member] $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($)$ / sharesshares | |
Option outstanding, Beginning Balance | shares | 2,659 |
Options granted | shares | 0 |
Options exercised | shares | 0 |
Options cancelled | shares | (22) |
Options outstanding, ending balance | shares | 2,637 |
Options exercisable | shares | 1,455 |
Weighted-Average Exercise Price Per Share, Beginning Balance | $ / shares | $ 3,298.90 |
Weighted-Average Exercise Price Per Share, Granted | $ / shares | |
Weighted-Average Exercise Price Per Share, Exercised | $ / shares | |
Weighted-Average Exercise Price Per Share, Cancelled | $ / shares | 10,484.90 |
Weighted-Average Exercise Price Per Share, Ending Balance | $ / shares | 3,252.04 |
Weighted-Average Exercise Price Per Share, Exercisable | $ / shares | $ 5,804.91 |
Aggregate Intrinsic Value, Ending Balance | $ | $ 0 |
Aggregate Intrinsic Value, Exercisable | $ | $ 0 |
9. Stock-based Compensation (_3
9. Stock-based Compensation (Details - Share-based compensation) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 30 | $ 62 | $ 73 | $ 222 |
Research and Development Expense [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 5 | 12 | 11 | 19 |
General and Administrative Expense [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 25 | $ 50 | $ 62 | $ 203 |
9. Stock-based Compensation (_4
9. Stock-based Compensation (Details Narrative) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Restricted Stock [Member] | Dr. Cauwenbergh [Member] | ||||
Share-based compensation expense | $ 106,000 | |||
Issuance of restricted stock, shares | 4,419 | |||
Restricted Stock Units (RSUs) [Member] | ||||
Share-based compensation expense | $ 19,000 | $ 44,000 | $ 48,000 | $ 79,000 |
Options [Member] | ||||
Share-based compensation expense | $ 11,000 | $ 18,000 | $ 25,000 | $ 37,000 |