Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2022 | May 09, 2022 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2022 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2022 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-36199 | |
Entity Registrant Name | PULMATRIX, INC. | |
Entity Central Index Key | 0001574235 | |
Entity Tax Identification Number | 46-1821392 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 99 Hayden Avenue | |
Entity Address, Address Line Two | Suite 390 | |
Entity Address, City or Town | Lexington | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 02421 | |
City Area Code | 781 | |
Local Phone Number | 357-2333 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | PULM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 3,387,172 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 47,534 | $ 53,840 |
Accounts receivable | 1,113 | 67 |
Prepaid expenses and other current assets | 1,961 | 871 |
Total current assets | 50,608 | 54,778 |
Property and equipment, net | 319 | 321 |
Operating lease right-of-use asset | 1,751 | 2,093 |
Long-term restricted cash | 1,625 | 1,625 |
Total assets | 54,303 | 58,817 |
Current liabilities: | ||
Accounts payable | 1,227 | 839 |
Accrued expenses | 1,067 | 1,233 |
Operating lease liability | 1,566 | 1,431 |
Deferred revenue | 1,517 | 939 |
Total current liabilities | 5,377 | 4,442 |
Deferred revenue, net of current portion | 5,739 | 6,069 |
Operating lease liability, net of current portion | 430 | 857 |
Total liabilities | 11,546 | 11,368 |
Commitments and contingencies (Note 12) | ||
Stockholders’ equity: | ||
Series A convertible preferred stock, $0.0001 par value — 6,746 shares authorized at March 31, 2022 and December 31, 2021; 915 and 1,830 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively | 540 | 1,081 |
Common stock, $0.0001 par value — 200,000,000 shares authorized at March 31, 2022 and December 31, 2021; 3,310,922 and 3,222,037 shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively | ||
Additional paid-in capital | 301,830 | 301,008 |
Accumulated deficit | (259,613) | (254,640) |
Total stockholders’ equity | 42,757 | 47,449 |
Total liabilities and stockholders’ equity | $ 54,303 | $ 58,817 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2022 | Dec. 31, 2021 |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | |
Preferred Stock, Shares Authorized | 500,000 | |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 3,310,922 | 3,222,037 |
Common stock, shares outstanding | 3,310,922 | 3,222,037 |
Series A Preferred Stock [Member] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Preferred Stock, Shares Authorized | 6,746 | 6,746 |
Preferred Stock, Shares Outstanding | 915 | 1,830 |
Preferred Stock, Shares Issued | 915 | 1,830 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Income Statement [Abstract] | ||
Revenues | $ 1,160 | $ 1,390 |
Operating expenses: | ||
Research and development | 4,149 | 3,856 |
General and administrative | 1,974 | 1,619 |
Total operating expenses | 6,123 | 5,475 |
Loss from operations | (4,963) | (4,085) |
Other income (expense): | ||
Interest income | 1 | 3 |
Other expense, net | (11) | (22) |
Total other income (expense) | (10) | (19) |
Net loss | $ (4,973) | $ (4,104) |
Net loss per share attributable to common stockholders - basic and diluted | $ (1.51) | $ (1.78) |
Weighted average common shares outstanding - basic and diluted | 3,297,280 | 2,301,610 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2020 | $ 257,608 | $ (234,469) | $ 23,139 | ||
Balance, shares at Dec. 31, 2020 | 1,805,250 | ||||
Stock-based compensation | 328 | 328 | |||
Net loss | (4,104) | (4,104) | |||
Issuance of common stock, net of issuance costs | 37,079 | 37,079 | |||
Issuance of common stock, net of issuance costs, shares | 1,000,000 | ||||
Exercise of warrants | 204 | 204 | |||
Exercise of warrants, shares | 7,202 | ||||
Balance at Mar. 31, 2021 | 295,219 | (238,573) | 56,646 | ||
Balance, shares at Mar. 31, 2021 | 2,812,452 | ||||
Balance at Dec. 31, 2021 | $ 1,081 | 301,008 | (254,640) | 47,449 | |
Balance, shares at Dec. 31, 2021 | 1,830 | 3,222,037 | |||
Conversion of preferred stock to common stock | $ (541) | 541 | |||
Conversion of preferred stock to common stock, shares | (915) | 76,250 | |||
Adjustment due to reverse stock split | |||||
Adjustment due to reverse stock split, shares | 12,635 | ||||
Stock-based compensation | 281 | 281 | |||
Net loss | (4,973) | (4,973) | |||
Balance at Mar. 31, 2022 | $ 540 | $ 301,830 | $ (259,613) | $ 42,757 | |
Balance, shares at Mar. 31, 2022 | 915 | 3,310,922 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Net loss | $ (4,973) | $ (4,104) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 35 | 51 |
Amortization of operating lease right-of-use asset | 342 | 239 |
Stock-based compensation | 281 | 328 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (1,046) | (3) |
Prepaid expenses and other current assets | (1,090) | (165) |
Accounts payable | 517 | (22) |
Accrued expenses | (166) | (160) |
Operating lease liability | (292) | (278) |
Deferred revenue | 248 | (1,381) |
Net cash used in operating activities | (6,144) | (5,495) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (10) | |
Net cash used in investing activities | (10) | |
Cash flows from financing activities: | ||
Preferred stock issuance costs | (152) | |
Proceeds from issuance of common stock, net of issuance costs | 37,079 | |
Proceeds from exercise of warrants | 204 | |
Net cash (used in) provided by financing activities | (152) | 37,283 |
Net (decrease) increase in cash, cash equivalents and restricted cash | (6,306) | 31,788 |
Cash, cash equivalents and restricted cash — beginning of period | 55,465 | 31,861 |
Cash, cash equivalents and restricted cash — end of period | 49,159 | 63,649 |
Supplemental information: | ||
Cash and cash equivalents | 47,534 | 63,445 |
Restricted cash | 1,625 | 204 |
Total cash, cash equivalents and restricted cash shown in the statement of cash flows | 49,159 | 63,649 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Fixed asset purchases in accounts payable | 33 | 15 |
Conversion of preferred stock to common stock | $ 541 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2022 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. Organization Pulmatrix, Inc. (the “Company”) was incorporated in 2013 as a Delaware corporation. The Company is a clinical-stage biotechnology company focused on the discovery and development of a novel class of inhaled therapeutic products. The Company’s proprietary dry powder delivery platform, iSPERSE ™ ™ Reverse Stock Split On February 28, 2022, the Company effectuated a 1-for-20 reverse stock split of its issued and outstanding shares of common stock (the “Reverse Stock Split”) pursuant to which every 20 shares of the Company’s issued and outstanding common stock were automatically converted into 1 share of common stock, without any change in the par value per share. Any fraction of a share of common stock that would otherwise have resulted from the Reverse Stock Split will be rounded up to the nearest whole share. Accordingly, as required in accordance with U.S. GAAP (as defined below), all common stock and per share data are retrospectively restated to give effect of the Reverse Stock Split for all periods presented herein. |
Summary of Significant Accounti
Summary of Significant Accounting Policies and Recent Accounting Standards | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies and Recent Accounting Standards | 2. Summary of Significant Accounting Policies and Recent Accounting Standards Basis of Presentation The condensed consolidated financial statements of the Company included herein have been prepared, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been condensed or omitted from this report, as is permitted by such rules and regulations. Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the SEC on March 29, 2022 (the “Annual Report”). The financial information as of March 31, 2022, and for the three months ended March 31, 2022 and 2021, is unaudited. In the opinion of management, all adjustments (including those which are normal and recurring) considered necessary for a fair presentation of the interim financial information have been included. The balance sheet data as of December 31, 2021 was derived from audited consolidated financial statements. The results of the Company’s operations for any interim periods are not necessarily indicative of the results that may be expected for any other interim period or for a full fiscal year. Use of Estimates In preparing condensed consolidated financial statements in conformity with U.S. GAAP, management is required 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 condensed consolidated financial statements, as well as the reported amounts of expenses during the reporting period. Due to inherent uncertainty involved in making estimates, actual results may differ from these estimates. On an ongoing basis, the Company evaluates its estimates and assumptions. The most significant estimates and assumptions in the Company’s condensed consolidated financial statements include, but are not limited to, estimates of future expected costs in order to derive and recognize revenue, estimates related to clinical trial accruals and upfront deposits, fair value used to record preferred stock and warrant transactions, incremental borrowing rate, and accounting for income taxes and the related valuation allowance. Concentrations of Credit Risk and Off-Balance Sheet Arrangements Cash is a financial instrument that potentially subjects the Company to concentrations of credit risk. For all periods presented, substantially all of the Company’s cash was deposited in an account at a single financial institution that management believes is creditworthy. The Company is exposed to credit risk in the event of default by these financial institutions for amounts in excess of the Federal Deposit Insurance Corporation insured limits. The Company maintains its cash at a high-quality financial institution and has not incurred any losses to date. For the three months ended March 31, 2022, one customer accounted for 99 % of revenue recognized in the accompanying financial statements. For the three months ended March 31, 2021, two customers accounted for 99 99 % and 91 % of accounts receivable recorded in the accompanying financial statements, respectively. The Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors. Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815 – 40) In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt - Modifications and Extinguishments (Subtopic 470-50), Compensation - Stock Compensation (Topic 718), and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity – Classified Written Call Options (a consensus of the FASB Emerging Issues Task Force) As of March 31, 2022, there have been no other new, or existing recently issued or adopted, accounting pronouncements that are of significance, or potential significance, that impact the Company’s condensed consolidated financial statements. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 3. Fair Value of Financial Instruments As of March 31, 2022 and December 31, 2021, the Company did not hold any financial assets or liabilities that were measured at fair value on a recurring or nonrecurring basis, except for money market funds which are a Level 1 instrument, measured at fair value on a recurring basis and included in Cash and cash equivalents in the consolidated balance sheets in the amount of $ 41,801 47,758 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 3 Months Ended |
Mar. 31, 2022 | |
Prepaid Expenses And Other Current Assets | |
Prepaid Expenses and Other Current Assets | 4. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of the following at March 31, 2022 and December 31, 2021 (dollars in thousands): Schedule of Prepaid Expenses and Other Current Assets Insurance $ 147 $ 325 Software and hosting costs 133 - Cloud computing implementation costs 72 - Clinical and consulting 1,365 230 Other 244 316 Total prepaid and other current assets $ 1,961 $ 871 |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 5. Property and Equipment, Net Property and equipment consisted of the following at March 31, 2022 and December 31, 2021 (dollars in thousands): Schedule of Property and Equipment Laboratory equipment $ 1,838 $ 1,838 Computer equipment 298 304 Office furniture and equipment 217 217 Leasehold improvements 602 602 Capital in progress 33 - Total property and equipment 2,988 2,961 Less accumulated depreciation and amortization (2,669 ) (2,640 ) Property and equipment, net $ 319 $ 321 Depreciation and amortization expense for the three months ended March 31, 2022 and 2021 was $ 35 and $ 51 , respectively. During the three months ended March 31, 2022, the Company disposed of certain fixed asset with immaterial gross costs and accumulated depreciation. |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Current Liabilities | 6. Accrued Expenses and Other Current Liabilities Accrued expenses and other current liabilities consisted of the following at March 31, 2022 and December 31, 2021 (dollars in thousands): Schedule of Accrued Expenses and Other Current Liabilities Wages and incentives $ 290 $ 991 Clinical and consulting 526 97 Vacation 106 60 Legal and patents 65 58 Other 80 27 Total accrued expenses and other current liabilities $ 1,067 $ 1,233 |
Significant Agreements
Significant Agreements | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Significant Agreements | 7. Significant Agreements Development and Commercialization Agreement with Cipla Technologies LLC (“Cipla”) On April 15, 2019, the Company entered into a Development and Commercialization Agreement (the “Cipla Agreement”) with Cipla for the co-development and commercialization, on a worldwide exclusive basis, of Pulmazole, the Company’s inhaled iSPERSE ™ The Company received a non-refundable upfront payment of $ 22.0 (the “Upfront Payment”) under the Cipla Agreement. Upon receipt of the Upfront Payment, the Company irrevocably assigned to Cipla the following assets, solely to the extent that each covers the Product in connection with any treatment, prevention, and/or diagnosis of diseases of the pulmonary system (“Pulmonary Indications”): all existing and future technologies, current and future drug master files, dossiers, third-party contracts, regulatory filings, regulatory materials and regulatory approvals, patents, and intellectual property rights, as well as any other associated rights and assets directly related to the Product, specifically in relation to Pulmonary Indications (collectively, the “Assigned Assets”), excluding most specifically the Company’s iSPERSE ™ The Cipla Agreement will remain in effect in perpetuity, unless otherwise earlier terminated in accordance with its terms. In the event of circumstances affecting the continuity of development of the Product in line with the Cipla Agreement or certain development milestones are not achieved within a specified timeframe discussed in greater detail below, the joint steering committee (“JSC”) will evaluate the cause and effect and make a recommendation as to the most optimal option available to Cipla and the Company. In such events, the parties are not obligated to follow the recommendation of the JSC and, either party may elect to terminate (a “Terminating Party”) its obligation to fund additional costs and expenses for the development and/or commercialization of the Product. If the non-Terminating Party wishes to continue the development of the Product, it will have the right to purchase the rights of the Terminating Party in the Product at its fair market value. If both the Company and Cipla abandon the development program, the Company and Cipla shall make commercially reasonable efforts to monetize the Product and development program in connection with the Pulmonary Indications. The Company and Cipla will equally share the proceeds. The Company and Cipla will each be responsible for 60% and 40%, respectively, of the Company’s overhead costs and the time spent by the Company’s employees and consultants on development of the Product (“Direct Costs”), provided, that Cipla will reimburse the Company an amount equal to 10% of aggregate Direct Costs upon the achievement of certain development milestones set forth in the table below. The Company will continue to share all other development costs with Cipla that are not Direct Costs, such as the cost of clinical research organizations, manufacturing costs and other third-party costs, on a 50/50 basis. Pursuant to the Cipla Agreement, (i) all development and commercialization activities with respect to the Product in India, South Africa, Sri Lanka, Nepal, Iran, Yemen, Myanmar and Algeria (such countries, the “Cipla Territory”) will be conducted exclusively by Cipla at Cipla’s sole cost and expense, and (ii) Cipla shall be entitled to all profits from the sale of the Product in the Cipla Territory, except that if Cipla successfully transfers manufacturing of the Product for the Cipla Territory to a manufacturing site determined by Cipla, the Company will become entitled to a royalty equal to 2% of net sales in the Cipla Territory. In partnership with Cipla, the Company initiated a Phase 2 clinical study in 2019, entitled: “A Randomized, Double-Blind, Multicenter, Placebo-Controlled, Phase 2 Study to Evaluate the Safety, Tolerability, and Pharmacokinetics of Itraconazole Administered as a Dry Powder for Inhalation (PUR1900) in Adult Asthmatic Patients with ABPA. This clinical study was terminated in July 2020 due to the ongoing impact of the COVID-19 pandemic on patient enrollment and clinical study conduct. Following termination of the Phase 2 clinical study, the Company conducted a Type C meeting with the U.S. Food and Drug Administration (“FDA”) on January 27, 2021, in order to discuss the program overall development plan and the current Phase 2b clinical study design. The Phase 2b clinical study design includes a 16-week dosing regimen with an 8-week follow up and is intended to explore potential efficacy endpoints, whereas the terminated Phase 2 clinical study had comprised only a 4-week dosing regimen with safety and tolerability as its primary endpoint. The longer dosing regimen of the new Phase 2b clinical study is supported by the 6-month inhalation toxicology study in dogs completed in April 2020. The new development plan, including the planned Phase 2b clinical study, was approved on November 8, 2021 by the JSC. In addition to the terms of the Cipla Agreement described above, if any of the below development milestones are not met by the date that is nine months after the applicable deadline for achieving such development milestone, either party may elect to terminate its obligation to fund additional development costs, in which case either (i) the non-Terminating Party can acquire the rights of the Terminating Party for fair market value or (ii) the parties will monetize the Product. The table below sets forth the development milestones. Phase 2b Development Plan – Development Milestones Development Milestone Milestone Date 25% of patients enrolled in Phase 2b clinical study are dosed June 30, 2023 Company delivers summary of key efficacy and safety data to include FEV 1 June 30, 2024 Phase 3 Development Plan – Development Milestones Development Milestone Milestone Date 25% of patients enrolled in Phase 3 clinical study dosed To be proposed by JSC Company delivers Topline Results to the JSC To be proposed by JSC The Prescription Drug User Fee Act (the “PDUFA”) To be proposed by JSC Accounting Treatment The Company concluded that because both it and Cipla are active participants in the arrangement and are exposed to the significant risks and rewards of the collaboration, the Company’s collaboration with Cipla is within the scope of Accounting Standards Codification (“ASC”) 808, Collaborative Arrangements Revenue from Contracts with Customers The Company determined the total transaction price to be $ 22.0 – comprised of $ 12.0 for research and development services for the Product and $ 10.0 for the irrevocable license to the Assigned Assets. Additionally, upon commercialization, Cipla and the Company will share equally, both positive and negative total free cash-flows earned by Cipla in respect of the Product. However, the Company has not included such free cash-flows in the transaction price as these milestones are constrained until after the commercialization of the Product. Revenue is recognized for the Cipla Agreement as the research and development services are provided using an input method, according to the ratio of costs incurred to the total costs expected to be incurred in the future to satisfy the Company’s obligations. In management’s judgment, this input method is the best measure of the transfer of control of the combined performance obligation. The amounts received that have not yet been recognized as revenue are recorded in deferred revenue on the Company’s consolidated balance sheets, with amounts expected to be recognized in the next 12 months recorded as current. The Company concluded that the Amendment represented a contract modification that is treated for accounting purposes as the termination of the Cipla Agreement and a creation of a new contract (the “Amended Cipla Agreement”). Accordingly, the modification is accounted for on a prospective basis. The total transaction price for the Amended Cipla Agreement includes variable consideration from the Amendment as well as $ 7.4 deferred under the Cipla Agreement as of the Amendment execution date. Revenue is recognized for the Amended Cipla Agreement as the research and development services are provided using an input method, according to the ratio of costs incurred to the total costs expected to be incurred in the future to satisfy the Company’s obligations. During the three months ended March 31, 2022 and 2021, the Company recognized $ 1.2 and $ 0.6 in revenue related to the research and development services and irrevocable license to the Assigned Assets in the Company’s consolidated statements of operations. As of March 31, 2022, the aggregate transaction price related to the Company’s unsatisfied obligations was $ 7.3 and was recorded in deferred revenue in the accompanying consolidated balance sheets, $ 1.5 of which was current. Collaboration and License Agreement with Sensory Cloud, Inc. (“Sensory Cloud”) On April 9, 2020, the Company entered into a Collaboration and License Agreement (the “Sensory Cloud Agreement”) with Sensory Cloud. Under the terms of the Sensory Cloud Agreement, the Company has granted Sensory Cloud an exclusive, worldwide, royalty bearing license to PUR003 and PUR006, the Company’s proprietary aerosol salt solution for delivery or administration to or through the nasal passages, as well as related patents and know-how, for use in the field (the “Licensed Product”). PUR003 and PUR006, also known as NasoCalm, was originally developed by the Company as a potential anti-infective biodefense medical countermeasure product. Sensory Cloud will be using NasoCalm, now integral in their product FEND, a hypertonic calcium chloride salt solution with nasal mister. For purposes of the Sensory Cloud Agreement, the field means the formulation and commercialization of over-the-counter products for the prophylaxis, prevention and treatment of upper and lower respiratory disease that are delivered or administered to or through the nasal passages. The license granted to Sensory Cloud does not cover the development or commercialization of any prescription products. Under the terms of the Sensory Cloud Agreement, Sensory Cloud may develop other over-the-counter Licensed Products that contain other active pharmaceutical ingredients or therapeutic agents and combine the Licensed Product with one or more of Sensory Cloud’s proprietary delivery devices. In addition, Pulmatrix has granted Sensory Cloud an exclusive right of first refusal to any new over-the-counter products in the field that may be developed by Pulmatrix. During the term of the Sensory Cloud Agreement, neither party may alone or with, through or for the benefit of any third party, with respect to any Licensed Product in the field, pursue any research, development or commercialization activities specifically directed to development or commercialization of any Licensed Product. Pulmatrix shall be entitled to royalties on net sales of Licensed Product in each country in which there is a valid claim of a patent within the licensed intellectual property covering the Licensed Product. Pulmatrix’ rights to receive such royalties commences upon the first commercial sale of a Licensed Product in any such country and terminates upon the expiration of the last valid claim in such territory. The royalty rates are as follows: (1) 7% of net sales during calendar year 2020, (2) 14% of net sales during calendar year 2021, and (3) 17% of net sales during calendar year 2022 and each calendar year thereafter during the royalty term. In addition, Pulmatrix shall be entitled to receive a milestone payment of $1.0 million following the achievement of aggregate net sales of all Licensed Products of $20.0 million . The Sensory Cloud Agreement shall terminate at such time that Pulmatrix would no longer be entitled to royalties because there are no longer any valid claims of a patent within the licensed intellectual property covering any Licensed Product. Upon there being no more such royalty payments owed by Sensory Cloud for a Licensed Product, the licenses granted by Pulmatrix to Sensory Cloud shall become fully paid up, royalty free, perpetual, irrevocable and non-exclusive licenses to such Licensed Product. The Sensory Cloud Agreement may also be terminated earlier by Sensory Cloud for convenience and by Sensory Cloud or Pulmatrix for material breach or upon the bankruptcy or insolvency of the other party. Accounting Treatment Royalty revenues from the Sensory Cloud Agreement are recognized in the period usage occurs. The Company does not participate in the selling or marketing of products for which it receives royalties. Sensory Cloud commenced their product launch in October 2020. During the three months ended March 31, 2022 and 2021, the Company recorded royalty revenue from Sensory Cloud Agreement of $ 1 thousand and $ 8 thousand, respectively. |
Preferred Stock
Preferred Stock | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Preferred Stock | 8. Preferred Stock The Company’s amended and restated certificate of incorporation (the “Articles”) provides for a class of authorized stock known as preferred stock, consisting of 500,000 shares, $ 0.0001 par value per share, issuable from time to time in one or more series. During 2021, the Articles were amended to designate and authorize 6,746 shares of series A convertible preferred stock. The preferred stock does not have any mandatory redemption provisions, contingently redeemable redemption provisions, preferential dividend rights, liquidation preferences, or voting rights, apart from mirrored, non-discretionary voting rights with common stock as a single class, equal to 100,000 votes per share of common stock underlying the preferred stock on the Reverse Stock Split proposal which was approved by the Company’s stockholders at a special stockholder meeting on February 10, 2022 |
Common Stock
Common Stock | 3 Months Ended |
Mar. 31, 2022 | |
Equity [Abstract] | |
Common Stock | 9. Common Stock In May 2021, the Company entered into an At-The-Market Sales Agreement (the “Sales Agreement”) with H.C. Wainwright and Co., LLC (“HCW”) to act as the Company’s sales agent with respect to the issuance and sale of up to $ 20.0 of the Company’s shares of common stock, from time to time in an at-the-market public offering (the “ATM Offering”). Sales of common stock under the Sales Agreement are made pursuant to an effective shelf registration statement on Form S-3, which was filed with the SEC on May 26, 2021, and subsequently declared effective on June 9, 2021 (File No. 333-256502), and a related prospectus. HCW acts as the Company’s sales agent on a commercially reasonable efforts basis, consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations and the rules of The NASDAQ Capital Market. If expressly authorized by the Company, HCW may also sell the Company’s common stock in privately negotiated transactions. There is no specific date on which the ATM Offering will end, there are no minimum sale requirements and there are no arrangements to place any of the proceeds of the ATM Offering in an escrow, trust or similar account. HCW is entitled to compensation at a fixed commission rate of 3.0 % of the gross proceeds from the sale of the Company’s common stock pursuant to the Sales Agreement. There have been no |
Warrants
Warrants | 3 Months Ended |
Mar. 31, 2022 | |
Warrants | |
Warrants | 10. Warrants There were no warrants issued, exercised, or expired during the three months ended March 31, 2022. The following represents a summary of the warrants outstanding and exercisable at March 31, 2022: Schedule of Warrants Outstanding Number of Shares Underlying Warrants Issue Date Classification Adjusted Exercise Price Expiration Date Outstanding Shares Exercisable Shares 17-Dec-21 Equity $ 14.99 15-Dec-26 36,538 - 17-Dec-21 Equity $ 13.99 17-Dec-26 281,047 - 16-Feb-21 Equity $ 49.99 11-Feb-26 65,003 65,003 7-Aug-20 Equity $ 35.99 14-Jul-25 90,743 90,743 7-Aug-20 Equity $ 44.99 14-Jul-25 10,939 10,939 23-Jul-20 Equity $ 35.99 14-Jul-25 77,502 77,502 13-Jul-20 Equity $ 44.99 14-Jul-25 21,846 21,846 13-Jul-20 Equity $ 35.99 14-Jul-25 334,800 334,800 20-Apr-20 Equity $ 30.99 20-Apr-22 239,380 239,380 20-Apr-20 Equity $ 41.77 20-Apr-22 15,562 15,562 8-Apr-19 Equity $ 26.99 8-Apr-24 65,907 65,907 8-Apr-19 Equity $ 33.74 3-Apr-24 39,871 39,871 12-Feb-19 Equity $ 36.62 7-Feb-24 5,548 5,548 12-Feb-19 Equity $ 26.79 12-Aug-24 66,675 66,675 4-Feb-19 Equity $ 42.49 30-Jan-24 1,732 1,732 31-Jan-19 Equity $ 42.49 26-Jan-24 511 511 3-Dec-18 Equity $ 77.99 3-Jun-24 46,876 46,876 3-Apr-18 Equity $ 149.99 3-Apr-23 117,559 117,559 4-Apr-18 Equity $ 149.99 4-Apr-23 5,751 5,751 15-Jun-15 Equity $ 1,509.99 Five years after milestone achievement 15,955 15,955 1,539,745 1,222,160 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Stock-Based Compensation | 11. Stock-Based Compensation The Company sponsors the Pulmatrix, Inc. 2013 Employee, Director and Consultant Equity Incentive Plan (the “2013 Plan). As of March 31, 2022, the 2013 Plan provides for the grant of up to 454,363 162,548 In addition, the Company sponsors two legacy plans under which no additional awards may be granted. As of March 31, 2022, the two legacy plans have a total of 61 Stock Options During the three months ended March 31, 2022, the Company granted 93,922 5.93 The following table summarizes stock option activity for the three months ended March 31, 2022: Summary of Stock Option Activity Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding — January 1, 2022 196,006 $ 52.72 8.12 $ - Granted 93,922 7.03 Forfeited or expired (1,890 ) 23.50 Outstanding — March 31, 2022 288,038 $ 38.01 8.51 $ 23 Exercisable — March 31, 2022 110,317 $ 70.64 7.63 $ - The Company records stock-based compensation related to stock options based on their grant date fair value. During the three months ended March 31, 2022 and 2021, the Company used the Black-Scholes option-pricing model to estimate the fair value of stock option grants and to determine the related compensation expense. The assumptions used in estimating the fair value of stock-based payment awards represent management’s best estimates. The weighted-average assumptions used in determining fair value of the stock options for the three months ended March 31, 2022 and 2021, are as follows: Schedule of Calculation of Fair Value Assumptions Three Months Ended March 31, 2022 2021 Expected option life (years) 6.01 5.96 Risk-free interest rate 1.69 % 0.58 % Expected volatility 113.62 % 104.81 % Expected dividend yield 0 % 0 % The expected life of the Company’s options was determined using the simplified method as a result of limited historical data regarding the Company’s activity. The risk-free interest rate was obtained from U.S. Treasury rates for the expected life of the stock options. The Company’s expected volatility was based upon the weighted average of historical volatility for its own volatility. The dividend yield considers that the Company has not historically paid dividends and does not expect to pay dividends in the foreseeable future. As of March 31, 2022, there was $ 2,427 2.5 The following table presents total stock-based compensation expense for the three months ended March 31, 2022 and 2021, respectively (dollars in thousands): Schedule of Stock-Based Compensation Expense Three Months Ended March 31, 2022 2021 Research and development $ 63 $ 56 General and administrative 218 272 Total stock-based compensation expense $ 281 $ 328 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2022 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Research and Development Activities The Company contracts with various other organizations to conduct research and development activities. As of March 31, 2022, the Company had aggregate commitments to pay approximately $ 148 thousand remaining on these contracts. The scope of the services under contracts for research and development activities may be modified and the contracts, subject to certain conditions, may generally be cancelled by the Company upon written notice. In some instances, the contracts, subject to certain conditions, may be cancelled by the third party. Legal Proceedings In the ordinary course of its business, the Company may be involved in various legal proceedings involving contractual and employment relationships, patent or other intellectual property rights, and a variety of other matters. The Company is not aware of any pending legal proceedings that would reasonably be expected to have a material impact on the Company’s financial position or results of operations |
Leases
Leases | 3 Months Ended |
Mar. 31, 2022 | |
Leases | |
Leases | 13. Leases Current Corporate Headquarters The Company has limited leasing activities as a lessee and are primarily related to its corporate headquarters located at 99 Hayden Avenue, Suite 390, Lexington, Massachusetts. The lease is for approximately 22,000 June 30, 2023 The Company also leases small office equipment which is primarily short-term or immaterial in nature. Therefore, no right-of-use assets and lease liabilities are recognized for these leases. The components of lease expense for the Company for the three months ended March 31, 2022 and 2021 were as follows (dollars in thousands): Schedule of Components of Lease Expense 2022 2021 Three Months Ended 2022 2021 Lease cost Fixed lease cost $ 357 $ 259 Variable lease cost 204 126 Total lease cost $ 561 $ 385 Other information Immaterial office equipment lease obligation, 4 $ 11 $ 14 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 308 $ 299 Weighted-average remaining lease term — operating leases 1.3 years Weighted-average discount rate — operating leases 2.97 % Maturities of lease liabilities due under these lease agreements as of March 31, 2022 are as follows: Schedule of Maturities of Lease Liabilities Operating Leases Maturity of lease liabilities 2022 $ 1,170 2023 (half year) 862 Total lease payments 2,032 Less interest (36 ) Total lease liabilities $ 1,996 Schedule of Operating Lease Liability Reported as of March 31, 2022 Lease liabilities — short term $ 1,566 Lease liabilities — long term 430 Total lease liabilities $ 1,996 Future Corporate Headquarters On January 7, 2022, the Company executed a lease agreement with Cobalt Propco 2020, LLC for its new corporate headquarters at 36 Crosby Drive, Bedford, Massachusetts. The leased premises comprises approximately 20,000 square feet of office and lab space and is expected to commence in May 2023, following completion of construction to prepare the premises for the Company’s intended use. The improvements will be funded by the landlord through a tenant allowance of up to $ 3.9 . The lease provides for base rent of $ 101 thousand per month, which will increase 3% each year over the ten year noncancellable term. The Company has the option to extend the lease for one additional 5-year term and is responsible for real estate taxes, maintenance, and other operating expenses applicable to the leased premises . During the construction period, the Company will evaluate the nature of the costs incurred to determine the accounting owner of the improvements. If it is determined the improvements are Company owned assets, they will be capitalized by the Company in accordance with ASC 360, Property, Plant and Equipment Leases |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2022 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes The Company had no income tax expense due to operating losses incurred for the three months ended March 31, 2022 and 2021. Management of the Company evaluated the positive and negative evidence bearing upon the realizability of its deferred tax assets and determined that it is more likely than not that the Company will not recognize the benefits of the deferred tax assets. As a result, a full valuation allowance was recorded as of March 31, 2022 and December 31, 2021. The Company applies ASC 740, Income Taxes |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 15. Net Loss Per Share Basic and diluted earnings (loss) per share are computed using the two-class method, which is an earnings allocation method that determines earnings (loss) per share for common shares and participating securities. The participating securities consist of the Company’s preferred stock. The undistributed earnings are allocated between common shares and participating securities as if all earnings had been distributed during the period. In periods of loss, no allocation is made to the preferred shares and diluted net loss per share is the same as basic net loss per share because common stock equivalents are excluded as their inclusion would be anti-dilutive. The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding, because such securities had an antidilutive impact: Schedule of Computation of Anti-Dilutive Weighted-Average Shares Outstanding Three Months Ended 2022 2021 Stock options to purchase common stock 288,038 194,665 Preferred stock convertible into common stock 76,250 - Warrants to purchase common stock 1,539,745 1,222,160 1,904,033 1,416,825 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 16. Subsequent Events The Company has completed an evaluation of all subsequent events after the balance sheet date of March 31, 2022 through the date the condensed consolidated financial statements were issued, to ensure that the condensed consolidated financial statements include appropriate disclosure of events both recognized in the condensed consolidated financial statements as of March 31, 2022, and events which occurred subsequently but were not recognized in the condensed consolidated financial statements. The Company has concluded that no subsequent events have occurred that require disclosure, except as disclosed within the condensed consolidated financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies and Recent Accounting Standards (Policies) | 3 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements of the Company included herein have been prepared, pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been condensed or omitted from this report, as is permitted by such rules and regulations. Accordingly, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2021, filed with the SEC on March 29, 2022 (the “Annual Report”). The financial information as of March 31, 2022, and for the three months ended March 31, 2022 and 2021, is unaudited. In the opinion of management, all adjustments (including those which are normal and recurring) considered necessary for a fair presentation of the interim financial information have been included. The balance sheet data as of December 31, 2021 was derived from audited consolidated financial statements. The results of the Company’s operations for any interim periods are not necessarily indicative of the results that may be expected for any other interim period or for a full fiscal year. |
Use of Estimates | Use of Estimates In preparing condensed consolidated financial statements in conformity with U.S. GAAP, management is required 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 condensed consolidated financial statements, as well as the reported amounts of expenses during the reporting period. Due to inherent uncertainty involved in making estimates, actual results may differ from these estimates. On an ongoing basis, the Company evaluates its estimates and assumptions. The most significant estimates and assumptions in the Company’s condensed consolidated financial statements include, but are not limited to, estimates of future expected costs in order to derive and recognize revenue, estimates related to clinical trial accruals and upfront deposits, fair value used to record preferred stock and warrant transactions, incremental borrowing rate, and accounting for income taxes and the related valuation allowance. |
Concentrations of Credit Risk and Off-Balance Sheet Arrangements | Concentrations of Credit Risk and Off-Balance Sheet Arrangements Cash is a financial instrument that potentially subjects the Company to concentrations of credit risk. For all periods presented, substantially all of the Company’s cash was deposited in an account at a single financial institution that management believes is creditworthy. The Company is exposed to credit risk in the event of default by these financial institutions for amounts in excess of the Federal Deposit Insurance Corporation insured limits. The Company maintains its cash at a high-quality financial institution and has not incurred any losses to date. For the three months ended March 31, 2022, one customer accounted for 99 % of revenue recognized in the accompanying financial statements. For the three months ended March 31, 2021, two customers accounted for 99 99 % and 91 % of accounts receivable recorded in the accompanying financial statements, respectively. The Company has no off-balance sheet arrangements that have or are reasonably likely to have a current or future effect on the Company’s financial condition, changes in financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that is material to investors. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-06, Debt – Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815 – 40) In May 2021, the FASB issued ASU 2021-04, Earnings Per Share (Topic 260), Debt - Modifications and Extinguishments (Subtopic 470-50), Compensation - Stock Compensation (Topic 718), and Derivatives and Hedging – Contracts in Entity’s Own Equity (Subtopic 815-40): Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity – Classified Written Call Options (a consensus of the FASB Emerging Issues Task Force) As of March 31, 2022, there have been no other new, or existing recently issued or adopted, accounting pronouncements that are of significance, or potential significance, that impact the Company’s condensed consolidated financial statements. |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Prepaid Expenses And Other Current Assets | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following at March 31, 2022 and December 31, 2021 (dollars in thousands): Schedule of Prepaid Expenses and Other Current Assets Insurance $ 147 $ 325 Software and hosting costs 133 - Cloud computing implementation costs 72 - Clinical and consulting 1,365 230 Other 244 316 Total prepaid and other current assets $ 1,961 $ 871 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following at March 31, 2022 and December 31, 2021 (dollars in thousands): Schedule of Property and Equipment Laboratory equipment $ 1,838 $ 1,838 Computer equipment 298 304 Office furniture and equipment 217 217 Leasehold improvements 602 602 Capital in progress 33 - Total property and equipment 2,988 2,961 Less accumulated depreciation and amortization (2,669 ) (2,640 ) Property and equipment, net $ 319 $ 321 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | Accrued expenses and other current liabilities consisted of the following at March 31, 2022 and December 31, 2021 (dollars in thousands): Schedule of Accrued Expenses and Other Current Liabilities Wages and incentives $ 290 $ 991 Clinical and consulting 526 97 Vacation 106 60 Legal and patents 65 58 Other 80 27 Total accrued expenses and other current liabilities $ 1,067 $ 1,233 |
Warrants (Tables)
Warrants (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Warrants | |
Schedule of Warrants Outstanding | The following represents a summary of the warrants outstanding and exercisable at March 31, 2022: Schedule of Warrants Outstanding Number of Shares Underlying Warrants Issue Date Classification Adjusted Exercise Price Expiration Date Outstanding Shares Exercisable Shares 17-Dec-21 Equity $ 14.99 15-Dec-26 36,538 - 17-Dec-21 Equity $ 13.99 17-Dec-26 281,047 - 16-Feb-21 Equity $ 49.99 11-Feb-26 65,003 65,003 7-Aug-20 Equity $ 35.99 14-Jul-25 90,743 90,743 7-Aug-20 Equity $ 44.99 14-Jul-25 10,939 10,939 23-Jul-20 Equity $ 35.99 14-Jul-25 77,502 77,502 13-Jul-20 Equity $ 44.99 14-Jul-25 21,846 21,846 13-Jul-20 Equity $ 35.99 14-Jul-25 334,800 334,800 20-Apr-20 Equity $ 30.99 20-Apr-22 239,380 239,380 20-Apr-20 Equity $ 41.77 20-Apr-22 15,562 15,562 8-Apr-19 Equity $ 26.99 8-Apr-24 65,907 65,907 8-Apr-19 Equity $ 33.74 3-Apr-24 39,871 39,871 12-Feb-19 Equity $ 36.62 7-Feb-24 5,548 5,548 12-Feb-19 Equity $ 26.79 12-Aug-24 66,675 66,675 4-Feb-19 Equity $ 42.49 30-Jan-24 1,732 1,732 31-Jan-19 Equity $ 42.49 26-Jan-24 511 511 3-Dec-18 Equity $ 77.99 3-Jun-24 46,876 46,876 3-Apr-18 Equity $ 149.99 3-Apr-23 117,559 117,559 4-Apr-18 Equity $ 149.99 4-Apr-23 5,751 5,751 15-Jun-15 Equity $ 1,509.99 Five years after milestone achievement 15,955 15,955 1,539,745 1,222,160 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Stock Option Activity | The following table summarizes stock option activity for the three months ended March 31, 2022: Summary of Stock Option Activity Number of Options Weighted-Average Exercise Price Weighted-Average Remaining Contractual Term (Years) Aggregate Intrinsic Value Outstanding — January 1, 2022 196,006 $ 52.72 8.12 $ - Granted 93,922 7.03 Forfeited or expired (1,890 ) 23.50 Outstanding — March 31, 2022 288,038 $ 38.01 8.51 $ 23 Exercisable — March 31, 2022 110,317 $ 70.64 7.63 $ - |
Schedule of Calculation of Fair Value Assumptions | Schedule of Calculation of Fair Value Assumptions Three Months Ended March 31, 2022 2021 Expected option life (years) 6.01 5.96 Risk-free interest rate 1.69 % 0.58 % Expected volatility 113.62 % 104.81 % Expected dividend yield 0 % 0 % |
Schedule of Stock-Based Compensation Expense | The following table presents total stock-based compensation expense for the three months ended March 31, 2022 and 2021, respectively (dollars in thousands): Schedule of Stock-Based Compensation Expense Three Months Ended March 31, 2022 2021 Research and development $ 63 $ 56 General and administrative 218 272 Total stock-based compensation expense $ 281 $ 328 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Leases | |
Schedule of Components of Lease Expense | The components of lease expense for the Company for the three months ended March 31, 2022 and 2021 were as follows (dollars in thousands): Schedule of Components of Lease Expense 2022 2021 Three Months Ended 2022 2021 Lease cost Fixed lease cost $ 357 $ 259 Variable lease cost 204 126 Total lease cost $ 561 $ 385 Other information Immaterial office equipment lease obligation, 4 $ 11 $ 14 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 308 $ 299 Weighted-average remaining lease term — operating leases 1.3 years Weighted-average discount rate — operating leases 2.97 % |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities due under these lease agreements as of March 31, 2022 are as follows: Schedule of Maturities of Lease Liabilities Operating Leases Maturity of lease liabilities 2022 $ 1,170 2023 (half year) 862 Total lease payments 2,032 Less interest (36 ) Total lease liabilities $ 1,996 |
Schedule of Operating Lease Liability | Schedule of Operating Lease Liability Reported as of March 31, 2022 Lease liabilities — short term $ 1,566 Lease liabilities — long term 430 Total lease liabilities $ 1,996 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2022 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Anti-Dilutive Weighted-Average Shares Outstanding | The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding, because such securities had an antidilutive impact: Schedule of Computation of Anti-Dilutive Weighted-Average Shares Outstanding Three Months Ended 2022 2021 Stock options to purchase common stock 288,038 194,665 Preferred stock convertible into common stock 76,250 - Warrants to purchase common stock 1,539,745 1,222,160 1,904,033 1,416,825 |
Organization (Details Narrative
Organization (Details Narrative) | Feb. 28, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Stockholders' Equity, Reverse Stock Split | 1-for-20 reverse stock split |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies and Recent Accounting Standards (Details Narrative) - Customer Concentration Risk [Member] | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Revenue from Contract with Customer Benchmark [Member] | One and Two Customers [Member] | ||
Product Information [Line Items] | ||
Concentration Risk, Percentage | 99.00% | 99.00% |
Accounts Receivable [Member] | One Customers [Member] | ||
Product Information [Line Items] | ||
Concentration Risk, Percentage | 99.00% | 91.00% |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Details Narrative) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash and cash equivalents | $ 47,534 | $ 53,840 | $ 63,445 |
Fair Value, Inputs, Level 1 [Member] | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Cash and cash equivalents | $ 41,801 | $ 47,758 |
Schedule of Prepaid Expenses an
Schedule of Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Prepaid Expenses And Other Current Assets | ||
Insurance | $ 147 | $ 325 |
Software and hosting costs | 133 | |
Cloud computing implementation costs | 72 | |
Clinical and consulting | 1,365 | 230 |
Other | 244 | 316 |
Total prepaid and other current assets | $ 1,961 | $ 871 |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 2,988 | $ 2,961 |
Less accumulated depreciation and amortization | (2,669) | (2,640) |
Property and equipment, net | 319 | 321 |
Laboratory Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 1,838 | 1,838 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 298 | 304 |
Office Furniture And Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 217 | 217 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 602 | 602 |
Construction in Progress [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 33 |
Property and Equipment, Net (De
Property and Equipment, Net (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation, Depletion and Amortization, Nonproduction | $ 35 | $ 51 |
Schedule of Accrued Expenses an
Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Payables and Accruals [Abstract] | ||
Wages and incentives | $ 290 | $ 991 |
Clinical and consulting | 526 | 97 |
Vacation | 106 | 60 |
Legal and patents | 65 | 58 |
Other | 80 | 27 |
Total accrued expenses and other current liabilities | $ 1,067 | $ 1,233 |
Significant Agreements (Details
Significant Agreements (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Dec. 31, 2021 | |
Product Liability Contingency [Line Items] | |||
Agreement description | The Company and Cipla will each be responsible for 60% and 40%, respectively, of the Company’s overhead costs and the time spent by the Company’s employees and consultants on development of the Product (“Direct Costs”), provided, that Cipla will reimburse the Company an amount equal to 10% of aggregate Direct Costs upon the achievement of certain development milestones set forth in the table below. The Company will continue to share all other development costs with Cipla that are not Direct Costs, such as the cost of clinical research organizations, manufacturing costs and other third-party costs, on a 50/50 basis. | ||
Aggregate transaction price | $ 22,000 | ||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,160 | $ 1,390 | |
Deferred Revenue, Current | 1,517 | $ 939 | |
Cipla Agreement [Member] | Cipla Technologies LLC [Member] | |||
Product Liability Contingency [Line Items] | |||
Proceeds from Related Party Debt | 22,000 | ||
Transaction price | 7,400 | ||
Deferred Revenue | 7,300 | ||
Deferred Revenue, Current | 1,500 | ||
Cipla Agreement [Member] | Cipla Technologies LLC [Member] | Research and Development Service [Member] | |||
Product Liability Contingency [Line Items] | |||
Aggregate transaction price | 12,000 | ||
Revenue from Contract with Customer, Excluding Assessed Tax | 1,200 | 600 | |
Cipla Agreement [Member] | Cipla Technologies LLC [Member] | Irrevocable License [Member] | |||
Product Liability Contingency [Line Items] | |||
Aggregate transaction price | $ 10,000 | ||
Collaboration And License Agreement [Member] | |||
Product Liability Contingency [Line Items] | |||
Royalty revenue description | The royalty rates are as follows: (1) 7% of net sales during calendar year 2020, (2) 14% of net sales during calendar year 2021, and (3) 17% of net sales during calendar year 2022 and each calendar year thereafter during the royalty term. In addition, Pulmatrix shall be entitled to receive a milestone payment of $1.0 million following the achievement of aggregate net sales of all Licensed Products of $20.0 million | ||
Sensory Cloud Agreement [Member] | Royalty [Member] | |||
Product Liability Contingency [Line Items] | |||
Revenue from Contract with Customer, Excluding Assessed Tax | $ 1 | $ 8 |
Preferred Stock (Details Narrat
Preferred Stock (Details Narrative) - $ / shares | Dec. 17, 2021 | Mar. 31, 2022 | Dec. 31, 2021 |
Class of Stock [Line Items] | |||
Preferred Stock, Shares Authorized | 500,000 | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | ||
Preferred stock, voting rights | The preferred stock does not have any mandatory redemption provisions, contingently redeemable redemption provisions, preferential dividend rights, liquidation preferences, or voting rights, apart from mirrored, non-discretionary voting rights with common stock as a single class, equal to 100,000 votes per share of common stock underlying the preferred stock on the Reverse Stock Split proposal which was approved by the Company’s stockholders at a special stockholder meeting on February 10, 2022 | ||
Series A Preferred Stock [Member] | |||
Class of Stock [Line Items] | |||
Preferred Stock, Shares Authorized | 6,746 | 6,746 | |
Preferred Stock, Par or Stated Value Per Share | $ 0.0001 | $ 0.0001 |
Common Stock (Details Narrative
Common Stock (Details Narrative) - H.C.Wainwright and Co., LLC [Member] - Sale Agreement [Member] - USD ($) $ in Millions | May 26, 2021 | Mar. 31, 2022 |
Sale of Stock, Consideration Received on Transaction | $ 20 | |
Commission percentage | 3.00% | |
Sales of common stock, shares | 0 |
Schedule of Warrants Outstandin
Schedule of Warrants Outstanding (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Warrant One [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Dec. 17, 2021 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 14.99 |
Warrants, Expiration Date | Dec. 15, 2026 |
Number of Shares Underlying Outstanding Warrants | 36,538 |
Number of Shares Underlying Exercisable Warrants | |
Warrant Two [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Dec. 17, 2021 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 13.99 |
Warrants, Expiration Date | Dec. 17, 2026 |
Number of Shares Underlying Outstanding Warrants | 281,047 |
Number of Shares Underlying Exercisable Warrants | |
Warrant Three [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Feb. 16, 2021 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 49.99 |
Warrants, Expiration Date | Feb. 11, 2026 |
Number of Shares Underlying Outstanding Warrants | 65,003 |
Number of Shares Underlying Exercisable Warrants | 65,003 |
Warrant Four [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Aug. 7, 2020 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 35.99 |
Warrants, Expiration Date | Jul. 14, 2025 |
Number of Shares Underlying Outstanding Warrants | 90,743 |
Number of Shares Underlying Exercisable Warrants | 90,743 |
Warrant Five [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Aug. 7, 2020 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 44.99 |
Warrants, Expiration Date | Jul. 14, 2025 |
Number of Shares Underlying Outstanding Warrants | 10,939 |
Number of Shares Underlying Exercisable Warrants | 10,939 |
Warrant Six [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Jul. 23, 2020 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 35.99 |
Warrants, Expiration Date | Jul. 14, 2025 |
Number of Shares Underlying Outstanding Warrants | 77,502 |
Number of Shares Underlying Exercisable Warrants | 77,502 |
Warrant Seven [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Jul. 13, 2020 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 44.99 |
Warrants, Expiration Date | Jul. 14, 2025 |
Number of Shares Underlying Outstanding Warrants | 21,846 |
Number of Shares Underlying Exercisable Warrants | 21,846 |
Warrant Eight [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Jul. 13, 2020 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 35.99 |
Warrants, Expiration Date | Jul. 14, 2025 |
Number of Shares Underlying Outstanding Warrants | 334,800 |
Number of Shares Underlying Exercisable Warrants | 334,800 |
Warrant Nine [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Apr. 20, 2020 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 30.99 |
Warrants, Expiration Date | Apr. 20, 2022 |
Number of Shares Underlying Outstanding Warrants | 239,380 |
Number of Shares Underlying Exercisable Warrants | 239,380 |
Warrant Ten [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Apr. 20, 2020 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 41.77 |
Warrants, Expiration Date | Apr. 20, 2022 |
Number of Shares Underlying Outstanding Warrants | 15,562 |
Number of Shares Underlying Exercisable Warrants | 15,562 |
Warrant Eleven [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Apr. 8, 2019 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 26.99 |
Warrants, Expiration Date | Apr. 8, 2024 |
Number of Shares Underlying Outstanding Warrants | 65,907 |
Number of Shares Underlying Exercisable Warrants | 65,907 |
Warrant Twelve [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Apr. 8, 2019 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 33.74 |
Warrants, Expiration Date | Apr. 3, 2024 |
Number of Shares Underlying Outstanding Warrants | 39,871 |
Number of Shares Underlying Exercisable Warrants | 39,871 |
Warrant Thirteen [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Feb. 12, 2019 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 36.62 |
Warrants, Expiration Date | Feb. 7, 2024 |
Number of Shares Underlying Outstanding Warrants | 5,548 |
Number of Shares Underlying Exercisable Warrants | 5,548 |
Warrant Fourteen [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Feb. 12, 2019 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 26.79 |
Warrants, Expiration Date | Aug. 12, 2024 |
Number of Shares Underlying Outstanding Warrants | 66,675 |
Number of Shares Underlying Exercisable Warrants | 66,675 |
Warrant Fifteen [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Feb. 4, 2019 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 42.49 |
Warrants, Expiration Date | Jan. 30, 2024 |
Number of Shares Underlying Outstanding Warrants | 1,732 |
Number of Shares Underlying Exercisable Warrants | 1,732 |
Warrant Sixteen [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Jan. 31, 2019 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 42.49 |
Warrants, Expiration Date | Jan. 26, 2024 |
Number of Shares Underlying Outstanding Warrants | 511 |
Number of Shares Underlying Exercisable Warrants | 511 |
Warrant Seventeen [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Dec. 3, 2018 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 77.99 |
Warrants, Expiration Date | Jun. 3, 2024 |
Number of Shares Underlying Outstanding Warrants | 46,876 |
Number of Shares Underlying Exercisable Warrants | 46,876 |
Warrant Eighteen [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Apr. 3, 2018 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 149.99 |
Warrants, Expiration Date | Apr. 3, 2023 |
Number of Shares Underlying Outstanding Warrants | 117,559 |
Number of Shares Underlying Exercisable Warrants | 117,559 |
Warrant Nineteen [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Apr. 4, 2018 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 149.99 |
Warrants, Expiration Date | Apr. 4, 2023 |
Number of Shares Underlying Outstanding Warrants | 5,751 |
Number of Shares Underlying Exercisable Warrants | 5,751 |
Warrant Twenty [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Warrants, Issue Date | Jun. 15, 2015 |
Warrants, Classification | Equity |
Warrants, Exercise Price | $ / shares | $ 1,509.99 |
Number of Shares Underlying Outstanding Warrants | 15,955 |
Number of Shares Underlying Exercisable Warrants | 15,955 |
Warrants, Expiration Date, Description | Five years after milestone achievement |
Warrant [Member] | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |
Number of Shares Underlying Outstanding Warrants | 1,539,745 |
Number of Shares Underlying Exercisable Warrants | 1,222,160 |
Summary of Stock Option Activit
Summary of Stock Option Activity (Details) - Equity Option [Member] $ / shares in Units, $ in Thousands | 3 Months Ended |
Mar. 31, 2022USD ($)$ / sharesshares | |
Offsetting Assets [Line Items] | |
Number of options, outstanding, beginning balance | shares | 196,006 |
Weighted average exercise price, outstanding, beginning balance | $ / shares | $ 52.72 |
weighted average remaining contractual term (years), outstanding, beginning balance | 8 years 1 month 13 days |
Aggregate intrinsic value outstanding beginning balance | $ | |
Number of options, outstanding, beginning balance | shares | 93,922 |
Weighted average exercise price, outstanding, beginning balance | $ / shares | $ 7.03 |
Number of options, outstanding, beginning balance | shares | (1,890) |
Weighted average exercise price, outstanding, beginning balance | $ / shares | $ 23.50 |
Number of options, outstanding, beginning balance | shares | 288,038 |
Weighted average exercise price, outstanding, beginning balance | $ / shares | $ 38.01 |
weighted average remaining contractual term (years), outstanding, ending balance | 8 years 6 months 3 days |
Aggregate intrinsic value outstanding beginning balance | $ | $ 23 |
Number of options, outstanding, beginning balance | shares | 110,317 |
Weighted average exercise price, outstanding, beginning balance | $ / shares | $ 70.64 |
weighted average remaining contractual term (years), exercisable | 7 years 7 months 17 days |
Aggregate intrinsic value outstanding beginning balance | $ |
Schedule of Calculation of Fair
Schedule of Calculation of Fair Value Assumptions (Details) - Share-Based Payment Arrangement, Option [Member] | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Expected option life (years) | 6 years 3 days | 5 years 11 months 15 days |
Risk-free interest rate | 1.69% | 0.58% |
Expected volatility | 113.62% | 104.81% |
Expected dividend yield | 0.00% | 0.00% |
Schedule of Stock-Based Compens
Schedule of Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 281 | $ 328 |
Research and Development Expense [Member] | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | 63 | 56 |
General and Administrative Expense [Member] | ||
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Total stock-based compensation expense | $ 218 | $ 272 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Share-Based Payment Arrangement, Option [Member] | Employee and Director [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Number of shares provides for grant | 93,922 | |
Weighted average fair value of options granted | $ 5.93 | |
2013 Employee, Director and Consultant Equity Incentive Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share based compensation arrangement, number of shares authorized | 454,363 | |
Share based compensation arrangement, number of shares available for grant | 162,548 | |
Legacy Share Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share based compensation arrangement, award options outstanding number | 61 | |
Stock Award Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Unrecognized stock-based compensation expenses | $ 2,427 | |
Weighted-average period of unrecognized stock-based compensation expense | 2 years 6 months |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) $ in Thousands | Mar. 31, 2022USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Other Commitment | $ 148 |
Schedule of Components of Lease
Schedule of Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Leases | ||
Fixed lease cost | $ 357 | $ 259 |
Variable lease cost | 204 | 126 |
Total lease cost | 561 | 385 |
Immaterial office equipment lease obligation, 4 year lease | 11 | 14 |
Operating cash flows for operating leases | $ 308 | $ 299 |
Operating Lease, Weighted Average Remaining Lease Term | 1 year 3 months 18 days | |
Weighted-average discount rate - operating leases | 2.97% |
Schedule of Components of Lea_2
Schedule of Components of Lease Expense (Details) (Parenthetical) | Mar. 31, 2022 |
Property, Plant and Equipment [Line Items] | |
Lease obligation term | 1 year 3 months 18 days |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Lease obligation term | 4 years |
Schedule of Maturities of Lease
Schedule of Maturities of Lease Liabilities (Details) $ in Thousands | Mar. 31, 2022USD ($) |
Leases | |
2022 | $ 1,170 |
2023 (half year) | 862 |
Total lease payments | 2,032 |
Less interest | (36) |
Total lease liabilities | $ 1,996 |
Schedule of Operating Lease Lia
Schedule of Operating Lease Liability (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Dec. 31, 2021 |
Leases | ||
Lease liabilities — short term | $ 1,566 | $ 1,431 |
Lease liabilities — long term | 430 | $ 857 |
Total lease liabilities | $ 1,996 |
Leases (Details Narrative)
Leases (Details Narrative) $ in Thousands | Jan. 07, 2022USD ($)ft² | Mar. 31, 2022ft² |
Area of lease | ft² | 22,000 | |
Lease Agreement [Member] | Cobalt Propco [Member] | ||
Area of lease | ft² | 20,000 | |
Payments for Tenant Improvements | $ | $ 3,900 | |
Lessee, Operating Lease, Description | The lease provides for base rent of $ | |
Payments for Rent | $ | $ 101 | |
Hayden LLC [Member] | ||
Operating lease expiration date | Jun. 30, 2023 |
Schedule of Computation of Anti
Schedule of Computation of Anti-Dilutive Weighted-Average Shares Outstanding (Details) - shares | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrants to purchase common stock | 1,904,033 | 1,416,825 |
Stock Options to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrants to purchase common stock | 288,038 | 194,665 |
Preferred Stock Convertible into Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrants to purchase common stock | 76,250 | |
Warrants to Purchase Common Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Warrants to purchase common stock | 1,539,745 | 1,222,160 |