Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2020 | Jun. 05, 2020 | |
Document And Entity Information | ||
Entity Registrant Name | Hancock Jaffe Laboratories, Inc. | |
Entity Central Index Key | 0001661053 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2020 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business Flag | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 23,949,333 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2020 |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Current Assets: | ||
Cash and cash equivalents | $ 720,131 | $ 1,307,231 |
Prepaid expenses and other current assets | 120,013 | 116,647 |
Total Current Assets | 840,144 | 1,423,878 |
Property and equipment, net | 329,664 | 344,027 |
Restricted Cash | 810,055 | 810,055 |
Operating lease right-of-use assets, net | 760,011 | 826,397 |
Security deposits and other assets | 29,843 | 29,843 |
Total Assets | 2,769,717 | 3,434,200 |
Current Liabilities: | ||
Accounts payable | 1,397,806 | 1,221,189 |
Accrued expenses and other current liabilities | 363,304 | 333,438 |
Deferred revenue - related party | 33,000 | 33,000 |
Current portion of operating lease liabilities | 258,813 | 288,685 |
Derivative liabilities | 199,907 | |
Total Current Liabilities | 2,252,830 | 1,876,312 |
Long-term operating lease liabilities | 531,510 | 567,948 |
Total Liabilities | 2,784,340 | 2,444,260 |
Commitments and Contingencies | ||
Stockholders' Equity (Deficiency): | ||
Preferred stock, par value $0.00001, 10,000,000 shares authorized: no shares issued or outstanding | ||
Common stock, par value $0.00001, 50,000,000 shares authorized, 19,231,857 and 17,931,857 shares issued and outstanding as of March 31, 2020 and December 31, 2019, respectively | 192 | 179 |
Additional paid-in capital | 57,332,868 | 57,177,686 |
Accumulated deficit | (57,347,683) | (56,187,925) |
Total Stockholders' Equity (Deficiency) | (14,623) | 989,940 |
Total Liabilities and Stockholders' Equity (Deficiency) | $ 2,769,717 | $ 3,434,200 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.00001 | $ 0.00001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 19,231,857 | 17,931,857 |
Common stock, shares outstanding | 19,231,857 | 17,931,857 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Revenues: | ||
Total Revenues | $ 31,243 | |
Cost of revenues | ||
Gross Profit | 31,243 | |
Selling, general and administrative expenses | 997,896 | 1,300,571 |
Research and development expenses | 510,624 | 313,013 |
Loss from Operations | (1,508,520) | (1,582,341) |
Other Income: | ||
Interest income, net | (2,633) | (8,615) |
Change in fair value of derivative liabilities | (346,129) | |
Total Other Income | (348,762) | (8,615) |
Net Loss | $ (1,159,758) | $ (1,573,726) |
Net Loss Per Basic and Diluted Common Share: | $ (0.06) | $ (0.13) |
Weighted Average Number of Common Shares Outstanding: Basic and Diluted | 18,431,857 | 12,267,446 |
Royalty Income [Member] | ||
Revenues: | ||
Total Revenues | $ 31,243 |
Condensed Statements of Changes
Condensed Statements of Changes in Stockholders' Equity (Deficiency) (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total | |
Balance at Dec. 31, 2018 | $ 117 | $ 50,598,854 | $ (48,562,528) | $ 2,036,443 | |
Balance, shares at Dec. 31, 2018 | 11,722,647 | ||||
Common stock issued in private placement offering | $ 24 | 2,317,252 | 2,317,276 | ||
Common stock issued in private placement offering, shares | 2,347,997 | ||||
Stock-based compensation: Amortization of stock options | 82,720 | 82,720 | |||
Stock-based compensation: Common stock issued to consultants | |||||
Stock-based compensation: Common stock issued to consultants, shares | 85,000 | ||||
Stock-based compensation: Warrants granted to consultants | 2,334 | 2,334 | |||
Net loss | (1,573,726) | (1,573,726) | |||
Balance at Mar. 31, 2019 | $ 141 | 53,001,160 | (50,136,254) | 2,865,047 | |
Balance, shares at Mar. 31, 2019 | 14,155,644 | ||||
Balance at Dec. 31, 2019 | $ 179 | 57,177,686 | (56,187,925) | 989,940 | |
Balance, shares at Dec. 31, 2019 | 17,931,857 | ||||
Common stock issued in private placement offering | [1] | $ 13 | 24,292 | 24,305 | |
Common stock issued in private placement offering, shares | [1] | 1,300,000 | |||
Stock-based compensation: Amortization of stock options | 116,820 | 116,820 | |||
Stock-based compensation: Warrants granted to consultants | 14,070 | 14,070 | |||
Net loss | (1,159,758) | (1,159,758) | |||
Balance at Mar. 31, 2020 | $ 192 | $ 57,332,868 | $ (57,347,683) | $ (14,623) | |
Balance, shares at Mar. 31, 2020 | 19,231,857 | ||||
[1] | net of offering costs of $79,658. |
Condensed Statements of Chang_2
Condensed Statements of Changes in Stockholders' Equity (Deficiency) (Unaudited) (Parenthetical) | Mar. 31, 2020USD ($) |
Private Placement Offering [Member] | |
Net offering cost | $ 79,658 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | ||
Cash Flows from Operating Activities | |||
Net loss | $ (1,159,758) | $ (1,573,726) | |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Stock-based compensation | 130,890 | 104,310 | |
Depreciation and amortization | 19,676 | 22,473 | |
Amortization of right of use assets | 66,386 | 68,873 | |
Change in fair value of derivatives | (346,129) | ||
Changes in operating assets and liabilities: | |||
Accounts receivable, net | 5,507 | ||
Prepaid expenses and other current assets | (3,366) | (102,308) | |
Accounts payable | 176,617 | 18,744 | |
Accrued expenses | 29,866 | 28,882 | |
Lease liability | (66,310) | (66,310) | |
Total adjustments | 7,630 | 80,171 | |
Net Cash Used in Operating Activities | (1,152,128) | (1,493,555) | |
Cash Flows from Investing Activities | |||
Purchase of property and equipment | (5,313) | (1,800) | |
Net Cash Used in Investing Activities | (5,313) | (1,800) | |
Cash Flows from Financing Activities | |||
Proceeds from private placement of common stock and warrants, net | [1] | 570,341 | 2,317,276 |
Net Cash Provided by Financing Activities | 570,341 | 2,317,276 | |
Net (Decrease) Increase in Cash and Restricted Cash | (587,100) | 821,921 | |
Cash, cash equivalents and restricted cash - Beginning of period | 2,117,286 | 2,740,645 | |
Cash, cash equivalents and restricted cash - End of period | 1,530,186 | 3,562,566 | |
Supplemental Disclosures of Cash Flow Information: | |||
Cash Received During the Period For: Interest, net | (2,633) | (12,441) | |
Non-Cash Financing Activities | |||
Fair value of warrants issued in connection with common stock included in derivative liabilities | 513,534 | ||
Fair value of placement agent warrants issued in connection with common stock included in derivative liabilities | $ 32,502 | ||
[1] | Net of cash offering costs of $79,568 and $386,724 in 2020 and 2019, respectively. |
Condensed Statements of Cash _2
Condensed Statements of Cash Flows (Unaudited) (Parenthetical) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Private Placement Offering [Member] | ||
Net of cash offering costs | $ 79,568 | $ 386,724 |
Business Organization and Natur
Business Organization and Nature of Operations | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Organization and Nature of Operations | Note 1 – Business Organization and Nature of Operations Hancock Jaffe Laboratories, Inc. (“we”, “us”, “our”, “HJLI” or the “Company”) is a medical device company developing tissue-based solutions that are designed to be life sustaining or life enhancing for patients with cardiovascular disease, and peripheral arterial and venous disease. The Company’s products are being developed to address large unmet medical needs by either offering treatments where none currently exist or by substantially increasing the current standards of care. Our two lead products which we are developing are: the VenoValve®, a porcine based device to be surgically implanted in the deep venous system of the leg to treat a debilitating condition called chronic venous insufficiency (“CVI”); and the CoreoGraft®, a bovine based conduit to be used to revascularize the heart during coronary artery bypass graft (“CABG”) surgeries. Both of our current products are being developed for approval by the U.S. Food and Drug Administration (“FDA”). We currently receive tissue for development of our products from one domestic supplier and one international supplier. Our current business model is to license, sell, or enter into strategic alliances with large medical device companies with respect to our products, either prior to or after FDA approval. Our current senior management team has been affiliated with more than 50 products that have received FDA approval or CE marking. We currently lease a 14,507 sq. ft. manufacturing facility in Irvine, California, where we manufacture products for our clinical trials and which has previously been FDA certified for commercial manufacturing of product. Each of our product candidates will be required to successfully complete clinical trials and other testing to demonstrate the safety and efficacy of the product candidate before it will be approved by the FDA. The completion of these clinical trials and testing will require a significant amount of capital and the hiring of additional personnel. |
Going Concern and Management's
Going Concern and Management's Liquidity Plan | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern and Management's Liquidity Plan | Note 2 – Going Concern and Management’s Liquidity Plan The accompanying unaudited condensed financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The unaudited condensed financial statements do not include any adjustments relating to the recoverability and classification of asset amounts or the classification of liabilities that might be necessary should the Company be unable to continue as a going concern for the next twelve months from the filing of this Form 10-Q. The Company incurred a net loss of $1,159,758 and $1,573,726 for the three months ended March 31, 2020 and 2019, respectively, and had an accumulated deficit of $57,347,683 at March 31, 2020. Cash used in operating activities was $1,152,128 and $1,493,555 for the three months ended March 31, 2020 and 2019, respectively. As of March 31, 2020, the Company had cash balances of $720,131, restricted cash of $810,055 and a working capital deficit of $1,412,686. The aforementioned factors raise substantial doubt about the Company’s ability to continue as a going concern within one year after the issuance date of the financial statements. The Company expects to continue incurring losses for the foreseeable future and will need to raise additional capital to sustain its operations, pursue its product development initiatives and penetrate markets for the sale of its products. Management believes that the Company could have access to capital resources through possible public or private equity offerings, debt financings, corporate collaborations or other means. However, there is a material risk that the Company will be unable to raise additional capital or obtain new financing when needed on commercially acceptable terms, if at all. Further, the COVID-19 pandemic has disrupted the global economy and eroded capital markets which makes it more difficult to obtain the financing that we need to fund and continue our operations. The inability of the Company to raise needed capital would have a material adverse effect on the Company’s business, financial condition and results of operations, and ultimately the Company could be forced to curtail or discontinue its operations, liquidate and/or seek reorganization in bankruptcy. These financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 3 – Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the unaudited condensed financial statements of the Company as of March 31, 2020 and December 31, 2019, and for the three months ended March 31, 2020 and 2019. The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the operating results for the full year. These unaudited condensed financial statements should be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2019 included in the Company’s Form 10-K filed with the SEC on March 18, 2020. The condensed balance sheet as of December 31, 2019 has been derived from the Company’s audited financial statements. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates. Significant estimates and assumptions include the valuation allowance related to the Company’s deferred tax assets, and the valuation of warrants and derivative liabilities. Fair Value of Financial Instruments The Company measures the fair value of financial assets and liabilities based on the guidance of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) ASC 820 “Fair Value Measurements and Disclosures” (“ASC 820”) which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. FASB ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 Quoted prices available in active markets for identical assets or liabilities trading in active markets. Level 2 Observable inputs other than quoted prices included in Level 1, such as quotable prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar valuation techniques that use significant unobservable inputs. Financial instruments, including accounts receivable and accounts payable are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. The Company’s other financial instruments include notes payable, the carrying value of which approximates fair value, as the notes bear terms and conditions comparable to market for obligations with similar terms and maturities. Derivative liabilities are accounted for at fair value on a recurring basis. The fair value of derivative liabilities as of March 31, 2020, by level within the fair value hierarchy appears below: Description: Quoted Prices in Significant Other Significant Derivative liabilities – Common Stock Warrants $ 199,907 The following table sets forth a summary of the changes in the fair value of Level 3 derivative liabilities that are measured at fair value on a recurring basis: Derivative Liabilities Balance – January 1, 2020 $ - Derivative liabilities associated with the issuance of common stock warrants 513,534 Derivative liabilities associated with the issuance of placement agent warrants 32,502 Change in fair value of derivative liabilities (346,129 ) Balance - March 31, 2020 $ 199,907 Derivative Liabilities On February 25, 2020 in connection with a private placement of its securities (Note 9), the Company issued warrants to purchase 1,282,279 shares of its common stock. The Company determined these warrants are derivative financial instruments. Derivative financial instruments are recorded as a liability at fair value and are marked-to-market as of each balance sheet date. The change in fair value at each balance sheet date is recorded as a change in the fair value of derivative liabilities on the statement of operations for each reporting period. The fair value of the derivative liabilities was determined using a Monte Carlo simulation, incorporating observable market data and requiring judgment and estimates. The Company reassesses the classification of the financial instruments at each balance sheet date. If the classification changes as a result of events during the period, the financial instrument is marked to market and reclassified as of the date of the event that caused the reclassification. The Company recorded a gain on the change in fair value of derivative liabilities of $346,129 during the quarter ended March 31, 2020. Net Loss per Share The Company computes basic and diluted loss per share by dividing net loss attributable to common stockholders by the weighted average number of common stock outstanding during the period. Basic and diluted net loss per common share are the same since the inclusion of common stock issuable pursuant to the exercise of warrants and options, would have been anti-dilutive. The following table summarizes the number of potentially dilutive common stock equivalents excluded from the calculation of diluted net loss per common share as of March 31, 2020 and 2019: March 31, 2020 2019 Shares of common stock issuable upon exercise of warrants 5,749,239 4,003,679 Shares of common stock issuable upon exercise of options 2,417,207 1,182,624 Potentially dilutive common stock equivalents excluded from diluted net loss per share 8,166,446 5,186,303 Stock-Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. The fair value of the award is measured on the grant date and recognized over the period services are required to be provided in exchange for the award, usually the vesting period. Forfeitures of unvested stock options are recorded when they occur. Concentrations The Company maintains cash with major financial institutions. Cash held in United States bank institutions is currently insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 at each institution. There were aggregate uninsured cash balances of $1,280,186 and $1,867,286 as of March 31, 2020 and December 31, 2019, respectively. For the three months ended March 31, 2019, all of the Company’s revenues were from royalties as a result of the three-year Post-Acquisition Supply Agreement with LeMaitre Vascular, Inc. that was effective from March 18, 2016 to March 18, 2019. The Company did not have any similar revenue in the three months ended March 31, 2020. Subsequent Events The Company evaluated events that have occurred after the balance sheet date through the date the financial statements were issued. Based upon the evaluation and transactions, the Company did not identify any other subsequent events that would have required adjustment or disclosure in the financial statements, except as disclosed in Note 10 - Subsequent Events. Recent Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12,Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects of the income tax accounting guidance, including requirements such as tax basis step-up in goodwill obtained in a transaction that is not a business combination, ownership changes in investments, and interim-period accounting for enacted changes in tax law. ASU 2019-12 is effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years, and early adoption is permitted. We are currently evaluating the impact that this guidance will have on our condensed financial statements. |
Restricted Cash
Restricted Cash | 3 Months Ended |
Mar. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | Note 4 – Restricted Cash As of March 31, 2020, the Company had $810,055 in restricted cash. On January 18, 2019, the Superior Court granted ATSCO, Inc. (see Note 8 - Commitments and Contingencies - Litigations Claims and Assessments) The following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the balance sheets that sum to the total of the same amounts shown in the statement of cash flows. As of March 31, 2020 2019 Cash and cash equivalents $ 720,131 $ 2,752,511 Restricted cash 810,055 810,055 Total cash, cash equivalents, and restricted cash in the balance sheets $ 1,530,186 $ 3,562,566 |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 5 – Property and Equipment As of March 31, 2020 and December 31, 2019, property and equipment consist of the following: March 31, December 31, 2020 2019 Laboratory equipment $ 214,838 $ 214,838 Furniture and fixtures 93,417 93,417 Computer software and equipment 51,721 50,403 Leasehold improvements 158,092 158,092 Construction Work in Progress – Software 220,384 220,384 738,452 737,134 Less: accumulated depreciation (412,783 ) (393,107 ) Property and equipment, net $ 329,664 $ 344,027 Depreciation expense amounted to $19,676 and $3,065 for the three months ended March 31, 2020 and 2019, respectively. Depreciation expense is reflected in general and administrative expenses in the accompanying statements of operations. |
Right-of-Use Assets and Lease L
Right-of-Use Assets and Lease Liability | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Right-of-Use Assets and Lease Liability | Note 6 – Right-of-Use Assets and Lease Liability On September 20, 2017, the Company renewed its operating lease for its manufacturing facility in Irvine, California, effective October 1, 2017, for five years with an option to extend the lease for an additional 60-month term at the end of lease term. The initial lease rate was $26,838 per month with escalating payments. In connection with the lease, the Company is obligated to pay $7,254 monthly for operating expenses for building repairs and maintenance. The Company has no other operating or financing leases with terms greater than 12 months. The Company adopted Accounting Standards Codification (“ASC”) Topic 842, Leases (Topic 842) effective January 1, 2019 using the modified-retrospective method and elected the package of transition practical expedients for expired or existing contracts, which does not require reassessment of previous conclusions related to contracts containing leases, lease classification and initial direct costs, and therefore the comparative periods presented are not adjusted. In addition, the Company elected to adopt the short-term lease exception and not apply Topic 842 to arrangements with lease terms of 12 months or less. On January 1, 2019, upon adoption of Topic 842, the Company recorded right-of-use assets of $1,099,400, lease liabilities of $1,121,873 and eliminated deferred rent of $22,473. The Company determined the lease liabilities using the Company’s estimated incremental borrowing rate of 8.5% to estimate the present value of the remaining monthly lease payments. Our operating lease cost is as follows: For the Three Months Ended March 31, For the Three Months Ended March 31, 2020 2019 Operating lease cost $ 85,492 $ 84,492 Supplemental cash flow information related to our operating lease is as follows: For the Three Months Ended March 31, For the Three Months Ended March 31, 2020 2019 Operating Cash Flow Information: Cash paid for amounts in the measurement of lease liabilities $ 85,416 $ 82,929 Remaining lease term and discount rate for our operating lease is as follows: March 31, 2020 Remaining lease term 2.5 years Discount rate 8.5 % Maturity of our lease liabilities by fiscal year for our operating lease is as follows: Nine months ended December 31, 2020 $ 258,813 Year ended December 31, 2021 354,561 Year Ended December 31, 2022 271,854 Total $ 885,228 Less: Imputed Interest (94,905 ) Present value of our lease liability $ 790,323 |
Accrued Expenses and Accrued In
Accrued Expenses and Accrued Interest | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Accrued Interest | Note 7 – Accrued Expenses and Accrued Interest As of March 31, 2020, and December 31, 2019, accrued expenses consist of the following: March 31, December 31, 2020 2019 Accrued compensation costs $ 213,458 $ 151,858 Accrued professional fees 121,310 141,310 Accrued franchise taxes 28,536 30,270 Other accrued expenses - 10,000 Accrued expenses $ 363,304 $ 333,438 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 8 – Commitments and Contingencies Litigations Claims and Assessments In the normal course of business, the Company may be involved in legal proceedings, claims and assessments arising in the ordinary course of business. The Company records legal costs associated with loss contingencies as incurred and accrues for all probable and estimable settlements. On September 21, 2018, ATSCO, Inc., filed a complaint with the Superior Court seeking payment of $809,520 plus legal costs for disputed invoices to the Company dated from 2015 to June 30, 2018. The Company had entered into a Services and Material Supply Agreement (“Agreement”), dated March 4, 2016 for ATSCO to supply porcine and bovine tissue. The Company is disputing the amount owed and that the Agreement called for a fixed monthly fee regardless of whether tissue was delivered to the Company. On January 18, 2019, the Orange County Superior Court granted a Right to Attach Order and Order for Issuance of Writ of Attachment in the amount of $810,055. We contend at least $188,000 of the ATSCO claim relates to a wholly separate company, and over $500,000 of the claim is attributable to invoices sent without delivery of any tissue to the Company. The Company also believes it has numerous defenses and rights of setoff including without limitation: that ATSCO had an obligation to mitigate claimed damages, particularly when they were not delivering tissues; $188,000 of the amount that ATSCO is seeking are for invoices to Hancock Jaffe Laboratory Aesthetics, Inc. (in which the Company owns a minority interest of 28% and is not the obligation of the Company; the Company has a right of setoff against any amounts owed to ATSCO for 120,000 shares of the Company’s stock transferred to ATSCO’s principal and owner; the yields of the materials delivered by ATSCO to the Company was inferior; and the Agreement was constructively terminated. On March 26, 2019, ATSCO filed a First Amended Complaint with the Superior Court increasing its claim to $1,606,820 plus incidental damages and interest, on the basis of an alleged additional oral promise not alleged in its original Complaint. The Company recently deposed ATSCO’s sole owner and principal and believes that the merits of its key defenses have been buttressed and supported as a result. While the Company expects and intends to continue a vigorous defense, the Company and ATSCO have recently agreed to proceed with informal settlement discussions. The Company recorded the disputed invoices in accounts payable and as of March 31, 2020, the Company believes that it has fully accrued for the outstanding claim against the Company. Proceedings in the ATSCO litigation have been delayed due to court closures as a result of the COVID-19 pandemic. The Company has entered into new supply relationships with two domestic and one international company to supply porcine and bovine tissues. On October 8, 2018, Gusrae Kaplan Nusbaum PLLC (“Gusrae”) filed a complaint with the Supreme Court of the State of New York seeking payment of $178,926 plus interest and legal costs for invoices to the Company dated from November 2016 to December 2017. In July 2016, the Company retained Gusrae to represent the Company in connection with certain specific matters. The Company believes that Gusrae has not applied all of the payments made by the Company along with billing irregularities and errors and is disputing the amount owed. The Company recorded the disputed invoices in accounts payable and as of March 31, 2019, the Company has fully accrued for the outstanding claim against the Company. |
Stockholders' Equity (Deficienc
Stockholders' Equity (Deficiency) | 3 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity (Deficiency) | Note 9 –Stockholders’ Equity (Deficiency Common Stock On February 7, 2019, the Company entered into an Agreement (“MZ Agreement”) with MZHCI, LLC a MZ Group Company (“MZ”) for MZ to provide investor relations advisory services. The MZ Agreement is for a term of twelve (12) months, and can be cancelled by either party at the end of six (6) months with thirty (30) days’ notice. MZ received compensation of $8,000 per month and eight-five thousand (85,000) restricted shares which vested quarterly over a year. On February 25, 2020, the Company raised $650,000 in gross proceeds through a private placement bridge offering of its common stock and warrants to purchase its common stock to certain accredited investors (the “Bridge Offering”). The Company sold an aggregate of 1,300,000 shares of common stock and warrants to purchase 1,300,000 shares of common stock in the Bridge Offering pursuant to a securities purchase agreement between the Company and each of the investors in the Bridge Offering (the “Purchase Agreement”). The warrants are exercisable for a the period commencing the date the Company’s stockholders approve either an increase in the number of the Company’s authorized shares or a reverse stock split and ending on February 25, 2025 and has an exercise price of $0.79 per share. Pursuant to the terms of the Purchase Agreement, the Company has agreed to hold a meeting of its stockholders on or prior to May 25, 2020 for the purpose of seeking approval of either an increase in the number of shares of common stock the Company is authorized to issue or a reverse split of the Company’s common stock (a “Capital Event”). Warrants On January 3, 2019, the Company entered into an Agreement (“Alere Agreement”) with Alere Financial Partners, a division of Cova Capital Partners LLC (“Alere”) for Alere to provide capital markets advisory services. The Alere Agreement is on a month to month basis that can be cancelled by either party with thirty (30) days advance notice. The Company will pay a monthly fee of $7,500 and issued to Alere five-year warrants to purchase 35,000 shares of the Company’s common stock at an exercise price of $1.59, equal to the closing price of the Company’s common stock on February 7, 2019, the date of approval by the Company’s board of directors. On June 11, 2019, both parties agreed to terminate the Alere Agreement as of June 30, 2019 and the unvested warrants as of June 30, 2019, totaling 17,500, were forfeited. In addition to the warrants issued to investors in the Bridge Offering, the Placement Agent received a warrant to purchase 82,279 shares of the Company’s common stock containing substantially the same terms as the warrant issued to investors. The Company determined that the warrants issued in connection with the Bridge Offering are derivative instruments because the Company does not have control of the obligation to obtain shareholder approval by May 25, 2020 to increase the number of authorized shares or to approve a reverse stock split. The accounting treatment of derivative financial instruments requires that the Company record the warrants as a liability at fair value and mark-to-market the instruments at fair values as of each subsequent balance sheet date. Any change in fair value is recorded as a change in the fair value of derivative liabilities for each reporting period at each balance sheet date. The fair value of the warrants was determined using a Monte Carlo simulation, incorporating observable market data and requiring judgment and estimates. The Company reassesses the classification at each balance sheet date. If the classification changes as a result of events during the period, the contract will be reclassified as of the date of the event that causes the reclassification. The Warrant derivatives were valued as of the February 25, 2020 issuance date and as of the quarter ended March 31, 2020. The value at issuance was $546,036 and was recorded as a derivative liability. At March 31, 2020, the value of the derivative liability was $199,907. The $346,129 decrease in derivative liability is reflected as a change in derivative liability in Other Income on the Condensed Statement of Operations. In valuing the derivative liability as of February 25, 2020, the Company used the $0.70 per share price of its common stock at that date, assumed a volatility of 97.1% based on the historical volatility of its common stock, the likelihood of calling a shareholder meeting and achieving shareholder approval was 90%. The following inputs and assumptions were used for the valuation of the derivative liability as of February 25, 2020 and March 31, 2020: ● The stock price of ranged from $0.70 to $0.295 and would fluctuate with the Company’s projected volatility ● The projected volatility based on the historical volatility of the Company of 97.1% and 105.4%. ● The likelihood of the Company calling a shareholder meeting and achieving shareholder approval was 90% as of February 25 and 50% as of March 31, 2020. ● A risk-free rate of 1.36% and 0.38%. ● And a discount rate of 19.5% and 28.5%. Stock Options From time to time, the Company issues options for the purchase of its common stock to employees and others. The Company recognized $116,820 and $82,720 of stock-based compensation related to stock options during the three months ended March 31, 2020 and 2019, respectively. As of March 31, 2020, there was $186,367 of unrecognized stock-based compensation expense related to outstanding stock options that will be recognized over the weighted average remaining vesting period of 1.3 years. Restricted Stock Units On September 13, 2019, under the Company’s nonemployee director compensation program, Robert Gray and Matthew Jenusaitis in connection with their appointment to the Board were each granted 78,125 restricted stock units in accordance with the Option Plan, which based on the Company’s closing stock price on the grant date were valued at $0.96 per unit for an aggregate grant date value of $150,000. These units vest in equal annual portions on the September 13, 2020, September 13, 2021 and September 13, 2022. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 10 – Subsequent Events On April 12, 2020 the Company obtained a loan under the Coronavirus Aid, Relief, and Economic Security (CARES) Act, in the amount of $312,700. As drafted, the note bears interest at 1% per annum and is payable with interest on April 12, 2022. On April 24, 2020, the Company entered into a Securities Purchase Agreement (the “April 2020 Purchase Agreement”) with certain investors for the purpose of raising approximately $1.0 million in gross proceeds for the Company. Pursuant to the terms of the April 2020 Purchase Agreement, the Company agreed to sell, in a registered direct offering, an aggregate of 1,886,793 shares of the Company’s common stock, at a purchase price of $0.405 per share, and in a concurrent private placement, warrants to purchase up to 1,886,793 shares of common stock, at a purchase price of $0.125 per warrant, for a combined purchase price per share and warrant of $0.53. The warrants are exercisable immediately on the date of issuance at an exercise price of $0.405 per share and will expire five years following the date of issuance. The closing of the sales of these securities under the Purchase Agreement occurred on April 28, 2020. Net proceeds to the Company from the transactions, after deducting the Placement Agent’s fees and expenses but before paying the Company’s estimated offering expenses, and excluding the proceeds, if any, from the exercise of the warrants, were $825,786. On June 1, 2020, the Company entered into a Securities Purchase Agreement (the “June 2020 Purchase Agreement”) with certain investors for the purpose of raising approximately $1,333,000 million in gross proceeds for the Company. Pursuant to the terms of the June 2020 Purchase Agreement, the Company agreed to sell, in a registered direct offering, an aggregate of 2,930,402 shares of the Company’s common stock at a purchase price of $0.33 per share, and in a concurrent private placement, warrants to purchase up to 2,930,402 shares of common stock at a purchase price of $0.125 per warrant, for a combined purchase price per share and warrant of $0.455. The warrants are exercisable immediately on the date of issuance at an exercise price of $0.33 per share and will expire five years following the date of issuance. The closing of the sales of these securities under the June 2020 Purchase Agreement occurred on June 3, 2020. Net proceeds to the Company from the transactions, after deducting the Placement Agent’s fees and expenses but before paying the Company’s estimated offering expenses, and excluding the proceeds, if any, from the exercise of the warrants, were $1,161,667. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and Article 8 of Regulation S-X. Accordingly, they do not include all of the information and disclosures required by accounting principles generally accepted in the United States of America for complete financial statements. In the opinion of management, such statements include all adjustments (consisting only of normal recurring items) which are considered necessary for a fair presentation of the unaudited condensed financial statements of the Company as of March 31, 2020 and December 31, 2019, and for the three months ended March 31, 2020 and 2019. The results of operations for the three months ended March 31, 2020 are not necessarily indicative of the operating results for the full year. These unaudited condensed financial statements should be read in conjunction with the financial statements and notes thereto for the year ended December 31, 2019 included in the Company’s Form 10-K filed with the SEC on March 18, 2020. The condensed balance sheet as of December 31, 2019 has been derived from the Company’s audited financial statements. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from these estimates. Significant estimates and assumptions include the valuation allowance related to the Company’s deferred tax assets, and the valuation of warrants and derivative liabilities. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company measures the fair value of financial assets and liabilities based on the guidance of Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) ASC 820 “Fair Value Measurements and Disclosures” (“ASC 820”) which defines fair value, establishes a framework for measuring fair value, and expands disclosures about fair value measurements. FASB ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. ASC 820 describes three levels of inputs that may be used to measure fair value: Level 1 Quoted prices available in active markets for identical assets or liabilities trading in active markets. Level 2 Observable inputs other than quoted prices included in Level 1, such as quotable prices for similar assets and liabilities in active markets; quoted prices for identical or similar assets and liabilities in markets that are not active; or other inputs that are observable or can be corroborated by observable market data. Level 3 Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. This includes certain pricing models, discounted cash flow methodologies and similar valuation techniques that use significant unobservable inputs. Financial instruments, including accounts receivable and accounts payable are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. The Company’s other financial instruments include notes payable, the carrying value of which approximates fair value, as the notes bear terms and conditions comparable to market for obligations with similar terms and maturities. Derivative liabilities are accounted for at fair value on a recurring basis. The fair value of derivative liabilities as of March 31, 2020, by level within the fair value hierarchy appears below: Description: Quoted Prices in Significant Other Significant Derivative liabilities – Common Stock Warrants $ 199,907 The following table sets forth a summary of the changes in the fair value of Level 3 derivative liabilities that are measured at fair value on a recurring basis: Derivative Liabilities Balance – January 1, 2020 $ - Derivative liabilities associated with the issuance of common stock warrants 513,534 Derivative liabilities associated with the issuance of placement agent warrants 32,502 Change in fair value of derivative liabilities (346,129 ) Balance - March 31, 2020 $ 199,907 |
Derivative Liabilities | Derivative Liabilities On February 25, 2020 in connection with a private placement of its securities (Note 9), the Company issued warrants to purchase 1,282,279 shares of its common stock. The Company determined these warrants are derivative financial instruments. Derivative financial instruments are recorded as a liability at fair value and are marked-to-market as of each balance sheet date. The change in fair value at each balance sheet date is recorded as a change in the fair value of derivative liabilities on the statement of operations for each reporting period. The fair value of the derivative liabilities was determined using a Monte Carlo simulation, incorporating observable market data and requiring judgment and estimates. The Company reassesses the classification of the financial instruments at each balance sheet date. If the classification changes as a result of events during the period, the financial instrument is marked to market and reclassified as of the date of the event that caused the reclassification. The Company recorded a gain on the change in fair value of derivative liabilities of $346,129 during the quarter ended March 31, 2020. |
Net Loss Per Share | Net Loss per Share The Company computes basic and diluted loss per share by dividing net loss attributable to common stockholders by the weighted average number of common stock outstanding during the period. Basic and diluted net loss per common share are the same since the inclusion of common stock issuable pursuant to the exercise of warrants and options, would have been anti-dilutive. The following table summarizes the number of potentially dilutive common stock equivalents excluded from the calculation of diluted net loss per common share as of March 31, 2020 and 2019: March 31, 2020 2019 Shares of common stock issuable upon exercise of warrants 5,749,239 4,003,679 Shares of common stock issuable upon exercise of options 2,417,207 1,182,624 Potentially dilutive common stock equivalents excluded from diluted net loss per share 8,166,446 5,186,303 |
Stock-Based Compensation | Stock-Based Compensation The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. The fair value of the award is measured on the grant date and recognized over the period services are required to be provided in exchange for the award, usually the vesting period. Forfeitures of unvested stock options are recorded when they occur. |
Concentrations | Concentrations The Company maintains cash with major financial institutions. Cash held in United States bank institutions is currently insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 at each institution. There were aggregate uninsured cash balances of $1,280,186 and $1,867,286 as of March 31, 2020 and December 31, 2019, respectively. For the three months ended March 31, 2019, all of the Company’s revenues were from royalties as a result of the three-year Post-Acquisition Supply Agreement with LeMaitre Vascular, Inc. that was effective from March 18, 2016 to March 18, 2019. The Company did not have any similar revenue in the three months ended March 31, 2020. |
Subsequent Events | Subsequent Events The Company evaluated events that have occurred after the balance sheet date through the date the financial statements were issued. Based upon the evaluation and transactions, the Company did not identify any other subsequent events that would have required adjustment or disclosure in the financial statements, except as disclosed in Note 10 - Subsequent Events. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12,Simplifying the Accounting for Income Taxes, which is intended to simplify various aspects of the income tax accounting guidance, including requirements such as tax basis step-up in goodwill obtained in a transaction that is not a business combination, ownership changes in investments, and interim-period accounting for enacted changes in tax law. ASU 2019-12 is effective for public business entities for fiscal years beginning after December 15, 2020, including interim periods within those fiscal years, and early adoption is permitted. We are currently evaluating the impact that this guidance will have on our condensed financial statements. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Fair Value of Derivative Liabilities | The fair value of derivative liabilities as of March 31, 2020, by level within the fair value hierarchy appears below: Description: Quoted Prices in Significant Other Significant Derivative liabilities – Common Stock Warrants $ 199,907 |
Schedule of Fair Value of Level 3 Derivative Liabilities on Fair Value of Recurring Basic | The following table sets forth a summary of the changes in the fair value of Level 3 derivative liabilities that are measured at fair value on a recurring basis: Derivative Liabilities Balance – January 1, 2020 $ - Derivative liabilities associated with the issuance of common stock warrants 513,534 Derivative liabilities associated with the issuance of placement agent warrants 32,502 Change in fair value of derivative liabilities (346,129 ) Balance - March 31, 2020 $ 199,907 |
Summary of Potentially Dilutive Common Stock Equivalents | The following table summarizes the number of potentially dilutive common stock equivalents excluded from the calculation of diluted net loss per common share as of March 31, 2020 and 2019: March 31, 2020 2019 Shares of common stock issuable upon exercise of warrants 5,749,239 4,003,679 Shares of common stock issuable upon exercise of options 2,417,207 1,182,624 Potentially dilutive common stock equivalents excluded from diluted net loss per share 8,166,446 5,186,303 |
Restricted Cash (Tables)
Restricted Cash (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Cash and Cash Equivalents [Abstract] | |
Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported in the balance sheets that sum to the total of the same amounts shown in the statement of cash flows. As of March 31, 2020 2019 Cash and cash equivalents $ 720,131 $ 2,752,511 Restricted cash 810,055 810,055 Total cash, cash equivalents, and restricted cash in the balance sheets $ 1,530,186 $ 3,562,566 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | As of March 31, 2020 and December 31, 2019, property and equipment consist of the following: March 31, December 31, 2020 2019 Laboratory equipment $ 214,838 $ 214,838 Furniture and fixtures 93,417 93,417 Computer software and equipment 51,721 50,403 Leasehold improvements 158,092 158,092 Construction Work in Progress – Software 220,384 220,384 738,452 737,134 Less: accumulated depreciation (412,783 ) (393,107 ) Property and equipment, net $ 329,664 $ 344,027 |
Right-of-Use Assets and Lease_2
Right-of-Use Assets and Lease Liability (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Schedule of Operating Lease Cost | Our operating lease cost is as follows: For the Three Months Ended March 31, For the Three Months Ended March 31, 2020 2019 Operating lease cost $ 85,492 $ 84,492 |
Schedule of Supplemental Cash Flow Information Related to Operating Lease | Supplemental cash flow information related to our operating lease is as follows: For the Three Months Ended March 31, For the Three Months Ended March 31, 2020 2019 Operating Cash Flow Information: Cash paid for amounts in the measurement of lease liabilities $ 85,416 $ 82,929 |
Schedule of Operating Remaining Lease Term and Discount Rate | Remaining lease term and discount rate for our operating lease is as follows: March 31, 2020 Remaining lease term 2.5 years Discount rate 8.5 % |
Schedule of Maturity of Lease Liability | Maturity of our lease liabilities by fiscal year for our operating lease is as follows: Nine months ended December 31, 2020 $ 258,813 Year ended December 31, 2021 354,561 Year Ended December 31, 2022 271,854 Total $ 885,228 Less: Imputed Interest (94,905 ) Present value of our lease liability $ 790,323 |
Accrued Expenses and Accrued _2
Accrued Expenses and Accrued Interest (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | As of March 31, 2020, and December 31, 2019, accrued expenses consist of the following: March 31, December 31, 2020 2019 Accrued compensation costs $ 213,458 $ 151,858 Accrued professional fees 121,310 141,310 Accrued franchise taxes 28,536 30,270 Other accrued expenses - 10,000 Accrued expenses $ 363,304 $ 333,438 |
Business Organization and Nat_2
Business Organization and Nature of Operations (Details Narrative) | Mar. 31, 2020ft² |
Irvine, California [Member] | |
Area of land leased | 14,507 |
Going Concern and Management'_2
Going Concern and Management's Liquidity Plan (Details Narrative) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||
Net loss | $ (1,159,758) | $ (1,573,726) | |
Accumulated deficit | (57,347,683) | $ (56,187,925) | |
Net cash used in operating activities | (1,152,128) | $ (1,493,555) | |
Cash balances | 720,131 | ||
Restricted cash | 810,055 | ||
Working capital deficit | $ 1,412,686 |
Significant Accounting Polici_4
Significant Accounting Policies (Details Narrative) - USD ($) | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Feb. 25, 2020 | Dec. 31, 2019 | |
FDIC insured amount | $ 250,000 | |||
Uninsured cash balance | 1,280,186 | $ 1,867,286 | ||
Change in fair value of derivative liabilities | $ (346,129) | |||
Private Placement Offering [Member] | ||||
Warrants to purchase common stock | 1,282,279 |
Significant Accounting Polici_5
Significant Accounting Policies - Schedule of Fair Value of Derivative Liabilities (Details) - USD ($) | Mar. 31, 2020 | Feb. 25, 2020 | Dec. 31, 2019 |
Derivative liabilities - Common Stock Warrants | $ 199,907 | $ 546,036 | |
Quoted Prices in Active Markets for Identical Assets or Liabilities (Level 1) [Member] | |||
Derivative liabilities - Common Stock Warrants | |||
Significant Other Observable Inputs (Level 2) [Member] | |||
Derivative liabilities - Common Stock Warrants | |||
Significant Unobservable Inputs (Level 3) [Member] | |||
Derivative liabilities - Common Stock Warrants | $ 199,907 |
Significant Accounting Polici_6
Significant Accounting Policies - Schedule of Fair Value of Level 3 Derivative Liabilities on Fair Value of Recurring Basic (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Accounting Policies [Abstract] | ||
Balance - January 1, 2020 | ||
Derivative liabilities associated with the issuance of common stock warrants | 513,534 | |
Derivative liabilities associated with the issuance of placement agent warrants | 32,502 | |
Change in fair value of derivative liabilities | (346,129) | |
Balance - March 31, 2020 | $ 199,907 |
Significant Accounting Polici_7
Significant Accounting Policies - Summary of Potentially Dilutive Common Stock Equivalents (Details) - shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Potentially dilutive common stock equivalents excluded from diluted net loss per share | 8,166,446 | 5,186,303 |
Warrants [Member] | ||
Potentially dilutive common stock equivalents excluded from diluted net loss per share | 5,749,239 | 4,003,679 |
Stock Option [Member] | ||
Potentially dilutive common stock equivalents excluded from diluted net loss per share | 2,417,207 | 1,182,624 |
Restricted Cash (Details Narrat
Restricted Cash (Details Narrative) - USD ($) | Mar. 21, 2019 | Jan. 18, 2019 | Mar. 31, 2020 |
Restricted cash | $ 810,055 | ||
ATSCO, Inc [Member] | |||
Litigation settlement amount | $ 810,055 | $ 810,055 |
Restricted Cash - Schedule of R
Restricted Cash - Schedule of Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 |
Cash and Cash Equivalents [Abstract] | |||
Cash and cash equivalents | $ 720,131 | $ 1,307,231 | $ 2,752,511 |
Restricted cash | 810,055 | $ 810,055 | 810,055 |
Total cash, cash equivalents, and restricted cash in the balance sheets | $ 1,530,186 | $ 3,562,566 |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 19,676 | $ 3,065 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Total property and equipment | $ 738,452 | $ 737,134 |
Less: accumulated depreciation | (412,783) | (393,107) |
Property and equipment, net | 329,664 | 344,027 |
Laboratory Equipment [Member] | ||
Total property and equipment | 214,838 | 214,838 |
Furniture and Fixtures [Member] | ||
Total property and equipment | 93,417 | 93,417 |
Computer Software and Equipment [Member] | ||
Total property and equipment | 51,721 | 50,403 |
Leasehold Improvements [Member] | ||
Total property and equipment | 158,092 | 158,092 |
Construction Work in Progress - Software [Member] | ||
Total property and equipment | $ 220,384 | $ 220,384 |
Right-of-Use Assets and Lease_3
Right-of-Use Assets and Lease Liability (Details Narrative) - USD ($) | Sep. 20, 2017 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Jan. 03, 2019 |
Operating lease term | 5 years | ||||
Operating lease renewal term | 60 months | ||||
Initial lease rate per month | $ 26,838 | $ 85,416 | $ 82,929 | ||
Operating expenses for building repairs and maintenance per month | $ 7,254 | ||||
Financing leases term description | The Company has no other operating or financing leases with terms greater than 12 months. | ||||
Right-of-use assets | 760,011 | $ 826,397 | |||
Lease liabilities | $ 790,323 | ||||
Incremental borrowing rate used to determine lease liability | 0.50% | ||||
ASC Topic 842 [Member] | |||||
Right-of-use assets | $ 1,099,400 | ||||
Lease liabilities | 1,121,873 | ||||
Deferred rent | $ 22,473 | ||||
Incremental borrowing rate used to determine lease liability | 8.50% |
Right-of-Use Assets and Lease_4
Right-of-Use Assets and Lease Liability - Schedule of Operating Lease Cost (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 85,492 | $ 84,492 |
Right-of-Use Assets and Lease_5
Right-of-Use Assets and Lease Liability - Schedule of Supplemental Cash Flow Information Related to Operating Lease (Details) - USD ($) | Sep. 20, 2017 | Mar. 31, 2020 | Mar. 31, 2019 |
Leases [Abstract] | |||
Cash paid for amounts in the measurement of lease liabilities | $ 26,838 | $ 85,416 | $ 82,929 |
Right-of-Use Assets and Lease_6
Right-of-Use Assets and Lease Liability - Schedule of Operating Remaining Lease Term and Discount Rate (Details) | Mar. 31, 2020 |
Leases [Abstract] | |
Remaining lease term | 2 years 6 months |
Discount rate | 0.50% |
Right-of-Use Assets and Lease_7
Right-of-Use Assets and Lease Liability - Schedule of Maturity of Lease Liability (Details) | Mar. 31, 2020USD ($) |
Leases [Abstract] | |
Nine months ended December 31, 2020 | $ 258,813 |
Year ended December 31, 2021 | 354,561 |
Year Ended December 31, 2022 | 271,854 |
Total | 885,228 |
Less: Imputed Interest | (94,905) |
Present value of our lease liability | $ 790,323 |
Accrued Expenses and Accrued _3
Accrued Expenses and Accrued Interest - Schedule of Accrued Expenses (Details) - USD ($) | Mar. 31, 2020 | Dec. 31, 2019 |
Payables and Accruals [Abstract] | ||
Accrued compensation costs | $ 213,458 | $ 151,858 |
Accrued professional fees | 121,310 | 141,310 |
Accrued franchise taxes | 28,536 | 30,270 |
Other accrued expenses | 10,000 | |
Accrued expenses | $ 363,304 | $ 333,438 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | Mar. 26, 2019 | Mar. 21, 2019 | Jan. 18, 2019 | Oct. 08, 2018 | Sep. 21, 2018 |
ATSCO, Inc [Member] | |||||
Payment on legal cost | $ 809,520 | ||||
Litigation settlement amount | $ 810,055 | $ 810,055 | |||
Litigation settlement amount claims | $ 188,000 | ||||
Number of common stock shares issued | 120,000 | ||||
Seeking payment | $ 1,606,820 | ||||
ATSCO, Inc [Member] | Hancock Jaffe Laboratory Aesthetics, Inc [Member] | |||||
Other commitments description | On January 18, 2019, the Orange County Superior Court granted a Right to Attach Order and Order for Issuance of Writ of Attachment in the amount of $810,055. We contend at least $188,000 of the ATSCO claim relates to a wholly separate company, and over $500,000 of the claim is attributable to invoices sent without delivery of any tissue to the Company. The Company also believes it has numerous defenses and rights of setoff including without limitation: that ATSCO had an obligation to mitigate claimed damages, particularly when they were not delivering tissues; $188,000 of the amount that ATSCO is seeking are for invoices to Hancock Jaffe Laboratory Aesthetics, Inc. (in which the Company owns a minority interest of 28% and is not the obligation of the Company; the Company has a right of setoff against any amounts owed to ATSCO for 120,000 shares of the Company's stock transferred to ATSCO's principal and owner; the yields of the materials delivered by ATSCO to the Company was inferior; and the Agreement was constructively terminated. | ||||
Ownership percentage | 28.00% | ||||
Gusrae Kaplan Nusbaum PLLC [Member] | |||||
Seeking payment | $ 178,926 |
Stockholders' Equity (Deficie_2
Stockholders' Equity (Deficiency) (Details Narrative) | Feb. 25, 2020USD ($)$ / sharesshares | Jun. 11, 2019shares | Mar. 15, 2019USD ($)$ / sharesshares | Feb. 07, 2019USD ($)shares | Jan. 03, 2019USD ($)shares | Mar. 31, 2020USD ($)$ / shares | Mar. 31, 2019USD ($) | Dec. 31, 2019USD ($) |
Warrants to purchase common stock | shares | 82,279 | |||||||
Derivative liability | $ 546,036 | $ 199,907 | ||||||
Change in fair value of derivative liabilities | $ (346,129) | |||||||
Share price | $ / shares | $ 0.70 | |||||||
Derivative liability, description | In valuing the derivative liability as of February 25, 2020, the Company used the $0.70 per share price of its common stock at that date, assumed a volatility of 97.1% based on the historical volatility of its common stock, the likelihood of calling a shareholder meeting and achieving shareholder approval was 90% | |||||||
Derivative liability likelihood rate | 90.00% | 50.00% | ||||||
Stock-based compensation | $ 130,890 | 104,310 | ||||||
Stock Option [Member] | ||||||||
Vesting period | 1 year 3 months 19 days | |||||||
Stock-based compensation | $ 116,820 | $ 82,720 | ||||||
Unrecognized stock-based compensation | $ 186,367 | |||||||
Stock Price [Member] | ||||||||
Share price | $ / shares | $ 0.70 | $ 0.295 | ||||||
Volatility [Member] | ||||||||
Derivative liability, measurement input | 97.1 | 105.4 | ||||||
Risk-free Rate [Member] | ||||||||
Derivative liability, measurement input | 1.36 | 0.38 | ||||||
Discount Rate [Member] | ||||||||
Derivative liability, measurement input | 19.5 | 28.5 | ||||||
Bridge Offering [Member] | ||||||||
Gross proceeds raised in private placement offering | $ 650,000 | |||||||
Number of common stock shares issued | shares | 1,300,000 | |||||||
Warrants to purchase common stock | shares | 1,300,000 | |||||||
Warrants exercise price | $ / shares | $ 0.79 | |||||||
Restricted Stock Units (RSUs) [Member] | Robert Gray [Member] | ||||||||
Number of stock option grants | shares | 78,125 | |||||||
Exercise price of options granted | $ / shares | $ .96 | |||||||
Options aggregate grant date fair value | $ 150,000 | |||||||
Option vesting period, description | These units vest in equal annual portions on the September 13, 2020, September 13, 2021 and September 13, 2022. | |||||||
MZ Agreement [Member] | ||||||||
Compensation per month, value | $ 8,000 | |||||||
MZ Agreement [Member] | Restricted Stock [Member] | ||||||||
Number of restricted shares vested | shares | 85,000 | |||||||
Vesting period | 6 months | |||||||
Alere Agreement [Member] | Warrants [Member] | ||||||||
Number of unvested warrants, forfeited | shares | 17,500 | |||||||
Alere Agreement [Member] | Alere Financial Partners [Member] | ||||||||
Warrants to purchase common stock | shares | 35,000 | |||||||
Warrant agreement term, description | The Alere Agreement is on a month to month basis that can be cancelled by either party with thirty (30) days advance notice. | |||||||
Payment for monthly fee | $ 7,500 | |||||||
Warrant term | 5 years |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Jun. 01, 2020 | Apr. 24, 2020 | Apr. 12, 2020 | Mar. 31, 2020 | Feb. 25, 2020 | Dec. 31, 2019 |
Common stock par value | $ 0.00001 | $ 0.00001 | ||||
Warrants to purchase of common stock | 82,279 | |||||
Subsequent Event [Member] | ||||||
Loan amount | $ 312,700 | |||||
Loan interest rate | 1.00% | |||||
Loan maturity date | Apr. 12, 2022 | |||||
Subsequent Event [Member] | April 2020 Purchase Agreement [Member] | ||||||
Proceeds from contributed capital | $ 1,000,000 | |||||
Number of common stock shares issued | 1,886,793 | |||||
Common stock par value | $ 0.405 | |||||
Warrants exercised, value | $ 825,786 | |||||
Subsequent Event [Member] | April 2020 Purchase Agreement [Member] | Private Placement Offering [Member] | ||||||
Warrants to purchase of common stock | 1,886,793 | |||||
Purchase price per warrant | $ 0.125 | |||||
Combined purchase price per share and warrant | 0.53 | |||||
Warrants exercise price | $ 0.405 | |||||
Warrant term | 5 years | |||||
Subsequent Event [Member] | June 2020 Purchase Agreement [Member] | ||||||
Proceeds from contributed capital | $ 1,333,000 | |||||
Number of common stock shares issued | 2,930,402 | |||||
Common stock par value | $ 0.33 | |||||
Warrants exercised, value | $ 1,161,667 | |||||
Subsequent Event [Member] | June 2020 Purchase Agreement [Member] | Private Placement Offering [Member] | ||||||
Warrants to purchase of common stock | 2,930,402 | |||||
Purchase price per warrant | $ 0.125 | |||||
Combined purchase price per share and warrant | 0.455 | |||||
Warrants exercise price | $ 0.33 | |||||
Warrant term | 5 years |