Cover
Cover - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 24, 2022 | Jun. 30, 2021 | |
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2021 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity File Number | 001-38325 | ||
Entity Registrant Name | enVVeno Medical Corporation | ||
Entity Central Index Key | 0001661053 | ||
Entity Tax Identification Number | 33-0936180 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Address, Address Line One | 70 Doppler | ||
Entity Address, City or Town | Irvine | ||
Entity Address, State or Province | CA | ||
Entity Address, Postal Zip Code | 92618 | ||
City Area Code | (949) | ||
Local Phone Number | 261-2900 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | true | ||
Elected Not To Use the Extended Transition Period | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 58.5 | ||
Entity Common Stock, Shares Outstanding | 9,469,850 | ||
ICFR Auditor Attestation Flag | false | ||
Auditor Firm ID | 688 | ||
Auditor Name | Marcum llp | ||
Auditor Location | New York, NY | ||
Common Stock, $0.00001 par value [Member] | |||
Title of 12(b) Security | Common Stock, $0.00001 par value | ||
Trading Symbol | NVNO | ||
Security Exchange Name | NASDAQ | ||
Warrant to Purchase Common Stock [Member] | |||
Title of 12(b) Security | Warrant to Purchase Common Stock | ||
Trading Symbol | NVNOW | ||
Security Exchange Name | NASDAQ |
Balance Sheets
Balance Sheets - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 54,727,740 | $ 9,334,584 |
Prepaid expenses and other current assets | 312,350 | 234,467 |
Total Current Assets | 55,040,090 | 9,569,051 |
Property and equipment, net | 617,855 | 398,967 |
Operating lease right-of-use assets, net | 1,986,704 | 539,974 |
Security deposits and other assets | 54,493 | 29,843 |
Total Assets | 57,699,142 | 10,537,835 |
Current Liabilities: | ||
Accounts payable | 560,083 | 1,390,362 |
Accrued expenses and other current liabilities | 728,876 | 1,168,969 |
Note Payable | 312,700 | |
Current portion of operating lease liabilities | 291,104 | 314,202 |
Total Current Liabilities | 1,580,063 | 3,186,233 |
Long-term operating lease liabilities | 1,714,871 | 253,746 |
Total Liabilities | 3,294,934 | 3,439,979 |
Commitments and Contingencies (Note 9) | ||
Stockholders’ Equity: | ||
Preferred stock, par value $0.00001, 10,000,000 shares authorized: no shares issued or outstanding | ||
Common stock, par value $0.00001, 250,000,000 shares authorized, 9,469,850 and 2,541,529 shares issued and outstanding as of December 31, 2021 and December 31, 2020, respectively | 95 | 25 |
Additional paid-in capital | 136,255,346 | 72,421,242 |
Accumulated deficit | (81,851,233) | (65,323,411) |
Total Stockholders’ Equity | 54,404,208 | 7,097,856 |
Total Liabilities and Stockholders’ Equity | $ 57,699,142 | $ 10,537,835 |
Balance Sheets (Parenthetical)
Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
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 | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.00001 | $ 0.00001 |
Common stock, shares authorized | 250,000,000 | 250,000,000 |
Common stock, shares issued | 9,469,850 | 2,541,529 |
Common stock, shares outstanding | 9,469,850 | 2,541,529 |
Statements of Operations
Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Expenses: | ||
Selling, general and administrative expenses | $ 11,164,858 | $ 4,882,877 |
Research and development expenses | 5,727,645 | 4,252,249 |
Loss from Operations | (16,892,503) | (9,135,126) |
Other (Income) Expense: | ||
Gain on extinguishment of note payable | (312,700) | |
Interest (income) expense, net | (18,709) | (3,739) |
Change in fair value of derivative liabilities | (211,807) | |
Other (income) expense | (33,272) | 215,906 |
Total Other (Income) Expense | (364,681) | 360 |
Net Loss | (16,527,822) | (9,135,486) |
Deemed dividend to Series C Preferred Stockholders | (607,220) | |
Net Loss Attributable to Common Stockholders | $ (16,527,822) | $ (9,742,706) |
Net Loss Per Basic and Diluted Common Share: | $ (1.90) | $ (7.54) |
Weighted Average Number of Common Shares Outstanding: | ||
Basic and Diluted | 8,679,824 | 1,291,469 |
Statements of Changes in Stockh
Statements of Changes in Stockholders' Equity - USD ($) | Series C Preferred Stock [Member]Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total | |
Beginning balance, value at Dec. 31, 2019 | $ 7 | $ 57,177,858 | $ (56,187,925) | $ 989,940 | ||
Beginning balance, shares at Dec. 31, 2019 | 717,274 | |||||
Common stock issued in private placement offering | [1] | $ 1 | 24,304 | 24,305 | ||
Common stock issued in private placement offering, shares | [1] | 52,000 | ||||
Common stock issued in public offering | [2] | $ 11 | 9,847,890 | 9,847,901 | ||
Common stock issued in public offering, shares | [2] | 1,148,996 | ||||
Preferred stock issued in private placement | [3] | $ 42 | 1,358,060 | 1,358,102 | ||
Preferred stock issued in private placement, shares | [3] | 4,205,406 | ||||
Preferred stock exchange to common stock | $ (42) | $ 2 | 40 | |||
Preferred stock exchange to common stock, shares | (4,205,406) | 243,125 | ||||
Common stock issued for exercise of warrants | $ 4 | 2,985,751 | 2,985,755 | |||
Common stock issued for exercise of warrants, shares | 367,660 | |||||
Reclassification of Warrant Derivatives to Equity | 334,230 | 334,230 | ||||
Shared-Based Compensation | 693,109 | 693,109 | ||||
Shared-Based Compensation, shares | 12,474 | |||||
Net loss | (9,135,486) | (9,135,486) | ||||
Ending balance, value at Dec. 31, 2020 | $ 25 | 72,421,242 | (65,323,411) | 7,097,856 | ||
Ending balance, shares at Dec. 31, 2020 | 2,541,529 | |||||
Common stock issued in public offering | $ 59 | 38,127,717 | 38,127,776 | |||
Common stock issued in public offering, shares | 5,914,284 | |||||
Common stock issued for exercise of warrants | $ 1 | 245,249 | 245,250 | |||
Common stock issued for exercise of warrants, shares | 52,827 | |||||
Fair Value of Warrants Issued | 211,976 | 211,976 | ||||
Shares issued in satisfaction of trade payable | 37,576 | 37,576 | ||||
Shares issued in satisfaction of trade payable, shares | 5,772 | |||||
Common stock issued in At The Market Transactions (ATM) | $ 2 | 960,273 | 960,275 | |||
Common stock issued in At The Market Transactions (ATM), shares | 170,963 | |||||
Common stock issued in registered direct offering | $ 8 | 18,273,583 | 18,273,591 | |||
Common stock issued in registered direct offering, shares | 781,615 | |||||
Shared-Based Compensation | 5,977,730 | 5,977,730 | ||||
Shared-Based Compensation, shares | 2,860 | |||||
Net loss | (16,527,822) | (16,527,822) | ||||
Ending balance, value at Dec. 31, 2021 | $ 95 | $ 136,255,346 | $ (81,851,233) | $ 54,404,208 | ||
Ending balance, shares at Dec. 31, 2021 | 9,469,850 | |||||
[1] | net of offering costs of $ 0.1 | |||||
[2] | net of offering costs of $ 2.2 | |||||
[3] | net of offering costs of $ 0.2 |
Statements of Changes in Stoc_2
Statements of Changes in Stockholders' Equity (Parenthetical) $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Private Placement [Member] | |
Net of offering costing | $ 0.1 |
Private Placement [Member] | Preferred Stock [Member] | |
Net of offering costing | 0.2 |
IPO [Member] | |
Net of offering costing | $ 2.2 |
Statements of Cash Flows
Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash Flows from Operating Activities | ||
Net loss | $ (16,527,822) | $ (9,135,486) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share-based compensation | 5,999,178 | 881,213 |
Depreciation and amortization | 149,002 | 97,549 |
Amortization of right-of-use assets | 303,907 | 286,423 |
Change in fair value of derivatives | (211,807) | |
Gain on extinguishment of note payable | (312,700) | |
Loss on disposition of fixed assets | 27,802 | |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (37,883) | (117,820) |
Security deposit and other assets | (24,650) | |
Accounts payable | (832,703) | 169,173 |
Accrued expenses | (249,565) | 614,428 |
Payments on lease liabilities | (312,610) | (288,685) |
Total adjustments | 4,681,976 | 1,458,276 |
Net Cash Used in Operating Activities | (11,845,846) | (7,677,210) |
Cash Flows from Investing Activities | ||
Purchase of property and equipment | (367,890) | (180,291) |
Net Cash Used in Investing Activities | (367,890) | (180,291) |
Cash Flows from Financing Activities | ||
Proceeds from private placement, net | 570,341 | |
Proceeds from shares issued under ATM | 960,275 | |
Proceeds from registered direct offering | 18,273,591 | |
Proceeds from public offerings, net | 38,127,776 | 9,847,901 |
Proceeds from preferred stock issued in private placement, net | 1,358,102 | |
Proceeds from issuance of note payable | 312,700 | |
Proceeds from warrant exercises | 245,250 | 2,985,755 |
Net Cash Provided by Financing Activities | 57,606,892 | 15,074,799 |
Net Increase (Decrease) in Cash, Cash Equivalent, and Restricted Cash | 45,393,156 | 7,217,298 |
Cash, cash equivalents and restricted cash - Beginning of year | 9,334,584 | 2,117,286 |
Cash, cash equivalents and restricted cash - End of year | 54,727,740 | 9,334,584 |
Supplemental Disclosures of Cash Flow Information: | ||
Interest paid | ||
Income taxes paid | ||
Non-Cash Investing and Financing Activities | ||
Gain on extinguishment of note payable | (312,700) | |
Fair value of common stock issued in satisfaction of trade payable | 35,576 | |
Fair value of warrants issued to Preferred Exchange Participants, SABR and re-priced placement agent warrant | (211,976) | |
Derivative liabilities reclassified to equity | $ 334,229 |
Business Organization and Natur
Business Organization and Nature of Operations | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Organization and Nature of Operations | Note 1 – Business Organization and Nature of Operations enVVeno Medical Corporation is a med-tech company focused on improving the standard of care in the treatment of venous disease. We are developing tissue-based solutions that are designed to be life sustaining or life enhancing for patients with deep venous Chronic Venous Insufficiency (CVI). CVI occurs when valves inside of the veins of the leg fail, resulting in insufficient blood being returned to the heart. Our 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 lead product is a porcine based device to be surgically implanted in our deep venous system of the leg, and is called the VenoValve®. The VenoValve is currently being evaluated in the SAVVE U.S. pivotal trial for the purpose of obtaining approval to market and sell the device from the U.S. Food and Drug Administration (“FDA”). Our team of officers and directors has been affiliated with numerous medical devices that have received FDA approval or CE marking and have been commercially successful. We currently lease a 14,507 sq. ft. manufacturing facility in Irvine, California, where we manufacture medical devices for our clinical trials, and which has capacity for commercial manufacturing. On September 21, 2021, we announced that we were changing our name from Hancock Jaffe to enVVeno Medical Corporation and that our development strategy is to focus on the treatment of venous disease. In addition to the VenoValve, we announced that we have begun development of a second device for the treatment of venous disease which we are calling enVVe. In connection with this change in strategy, we indicated that we are not pursuing further development of the CoreoGraft, which is now outside of our primary focus area. |
Management_s Liquidity Plan
Management’s Liquidity Plan | 12 Months Ended |
Dec. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Management’s Liquidity Plan | Note 2 – Management’s Liquidity Plan As of December 31, 2021, the Company had a cash balance of $ 54.7 million and working capital of $ 53.5 million. Although the Company expects to continue incurring losses for the foreseeable future and may 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 our capital resources at December 31, 2021, are sufficient to meet our obligations as they become due within one year after the date of this Annual Report, and sustain operations. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 3 – Significant Accounting Policies 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. Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation using the straight-line method over their estimated useful lives, which range from 5 7 Impairment of Long-lived Assets The Company reviews for the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2021 and December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. 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 payable are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. Derivative liabilities are accounted for at fair value on a recurring basis. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS Derivative Liabilities 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. 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 shares outstanding during the period including warrants exercisable for little or no cash consideration. Net loss attributable to common stockholders in 2020 consists of net loss adjusted for the convertible preferred stock deemed dividend resulting from the 8% cumulative dividend on the Preferred Stock (see Note 10 - Stockholders Equity Series C Convertible Preferred Stock ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS Stock-Based Compensation The Company has an Equity Incentive Plan under which the Board of Directors may grant restricted stock or stock options to employees and nonemployees. The accounting treatment for share-based payments to employees and non-employees is substantially equivalent. Share-based compensation cost is recorded for all option grants and awards of non-vested stock based on the grant date fair value of the award, and is recognized over the service period required for the award. The fair value of the Company’s stock options is estimated at the date of grant using the Black-Scholes based option valuation model. For the expected term, the Company uses SEC Staff Accounting Bulletin No. 107 simplified method for “plain vanilla” options with following characteristics: (i) the share options are granted at the market price on the grant date; (ii) exercisability is conditional on performing service through the vesting date on most options; (iii) if an employee terminates service prior to vesting, the employee would forfeit the share options; (iv) if an employee terminates service after vesting, the employee would have 30 to 90 days to exercise the share options; and (v) the share options are nontransferable and nonhedgeable. The volatility assumption is based on the historical volatility of the Company’s common stock with an equivalent remaining expected term. The dividend yield assumption is based on the Company’s history and expectation of future dividend payouts on the common stock. The risk-free interest rate is based on the implied yield available on U.S. treasury zero-coupon issues with an equivalent remaining expected term. For option grants without performance conditions, the Company recognizes compensation expense over the requisite service period ratably, recognizing expense for each tranche of each grant starting on the grant date. For grants that have both service and performance conditions, the Company recognizes compensation expense using the graded attribution method. Compensation expense for grants with performance conditions is recognized only for those awards expected to vest. 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 54.5 9.1 Recently Adopted Accounting Standards In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes, The adoption of this standard did not have a material impact on our financial statements. Recent Accounting Standards In January 2020, the FASB issued Accounting Standards Update 2020-01 (“ASU 2020-01”) Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815). The amendments in ASU 2020-01 clarify certain interactions between the guidance to account for certain equity securities under Topic 321, the guidance to account for investments under the equity method of accounting in Topic 323, and the guidance in Topic 815, which could change how an entity accounts for an equity security under the measurement alternative or a forward contract or purchased option to purchase securities that, upon settlement of the forward contract or exercise of the purchased option, would be accounted for under the equity method of accounting or the fair value option in accordance with Topic 825, Financial Instruments. These amendments improve current GAAP by reducing diversity in practice and increasing comparability of the accounting for these interactions. The amendments in this update are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The adoption of this standard will not have a material impact on our financial statements and related disclosures. In August 2020, the FASB issued Accounting Standards Update 2020-06 (“ASU 2020-06”), Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendments in ASU 2020-06 include guidance on convertible instruments and the derivative scope exception for contracts in an entity’s own equity and simplifies the accounting for convertible instruments which include beneficial conversion features or cash conversion features by removing certain separation models in Subtopic 470-20. Additionally, ASU 2020-06 will require entities to use the “if-converted” method when calculating diluted earnings per share for convertible instruments. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our financial statements and related disclosures. In May 2021, the FASB issued Accounting Standards Update 2021-04 (“ASU No. 2021-04”), Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. The guidance in ASU 2021-04 requires the issuer to treat a modification of an equity-classified written call option (the “option”) that does not cause the option to become liability-classified as an exchange of the original option for a new option. This guidance applies whether the modification is structured as an amendment to the terms and conditions of the option or as termination of the original option and issuance of a new option. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our financial statements and related disclosures. In October 2021, the FASB issued Accounting Standards Update 2021-08 (“ASU No. 2021-08”), Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. The amendments in this update should be applied prospectively and are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our financial statements and related disclosures. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 4 – Property and Equipment As of December 31, 2021, and 2020, property and equipment consist of the following: Schedule of Property and Equipment 2021 2020 December 31, 2021 2020 Laboratory equipment $ 522,539 $ 320,830 Furniture and fixtures 124,093 98,392 Computer equipment 164,298 65,078 Leasehold improvements 192,668 158,092 Software 251,163 244,479 Total property and equipment 1,254,761 886,871 Less: accumulated depreciation (636,906 ) (487,904 ) Property and equipment, net $ 617,855 $ 398,967 Depreciation expense was $ 0.1 |
Right-of-Use Assets and Lease L
Right-of-Use Assets and Lease Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Right-of-use Assets And Lease Liabilities | |
Right-of-Use Assets and Lease Liabilities | Note 5 – Right-of-Use Assets and Lease Liabilities On November 17, 2021, the Company amended its operating lease for its manufacturing facility in Irvine, California, to extend the term an additional 60 30,206 7,254 The Company has no other operating or financing leases with terms greater than 12 months The Company determined the lease liabilities using the Company’s estimated incremental borrowing rate of 3.95 Our operating lease cost is as follows: Schedule of Operating Lease Cost For the Year Ended December 31, 2021 Operating lease cost $ 345,857 Supplemental cash flow information related to our operating lease is as follows: Schedule of Supplemental Cash Flow Information Related to Operating Lease For the Year Ended December 31, 2021 Operating cash flow information: Cash paid for amounts included in the measurement of lease $ 354,561 Remaining lease term and discount rate for our operating lease is as follows: Schedule of Operating Remaining Lease Term and Discount Rate December 31, 2021 Remaining lease term 5.7 Discount rate 3.95 % Maturity of our lease liabilities by fiscal year for our operating lease is as follows: Schedule of Maturity of Lease Liabilities Year ended December 31, 2022 $ 365,190 Year ended December 31, 2023 376,146 Year ended December 31, 2024 387,435 Year ended December 31, 2025 399,054 Year ended December 31, 2026 411,024 Year ended December 31, 2027 315,153 Total $ 2,254,002 Less: Imputed interest (248,027 ) Present value of our lease liability $ 2,005,975 ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Note 6 – Accrued Expenses As of December 31, 2021 and 2020, accrued expenses consist of the following: Schedule of Accrued Expenses 2021 2020 December 31, 2021 2020 Accrued compensation costs $ 524,529 $ 473,799 Accrued professional fees 84,375 79,650 Accrued research and development 59,922 368,809 Accrued warrants - 188,104 Other 60,050 58,607 Accrued expenses $ 728,876 $ 1,168,969 |
Note Payable
Note Payable | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Note Payable | Note 7 – Note Payable On April 12, 2020, the Company obtained a loan (the “Loan”) in the amount of $ 312,700 The Loan, which was in the form of a Note dated April 12, 2020, was to mature on April 12, 2022 1 312,700 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 8 – Income Taxes The following summarizes the Company’s income tax provision (benefit): Schedule of Income Tax Provision (Benefit) For the Years Ended December 31, 2021 2020 Federal: Current $ - $ - Deferred (2,700,372 ) (1,828,584 ) State and local: Current - - Deferred (900,124 ) (609,528 ) Current and Deferred Federal, State and Local, Tax Expense (Benefit) (3,600,496 ) (2,438,112 ) Change in valuation allowance 3,600,496 2,438,112 Income tax provision (benefit) $ - $ - The reconciliation between the U.S. statutory federal income tax rate and the Company’s effective tax rate for the year’s ended December 31, 2021 and 2020 is as follows: Schedule of Effective Income Tax Rate Reconciliation For the Years Ended December 31, 2021 2020 Tax benefit at federal statutory rate (21.0) % (21.0) % State taxes, net of federal benefit (7.0) % (7.0) % Nondeductible compensation 6.2 % - Permanent differences (0.5 )% 2.0 % True up adjustments 0.5 % (0.7) % Change in valuation allowance 21.8 % 26.7 % Effective income tax rate 0.0 % 0.0 % ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS Significant components of the Company’s deferred tax assets at December 31, 2021 and 2020 are as follows: Schedule of Deferred Tax Assets and Liabilities 2021 2020 December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 12,881,729 $ 9,811,086 Research and development credit carryforwards 185,680 185,680 Intangible assets 276,184 305,027 Operating lease liability 78,194 159,025 Stock-based compensation 923,540 311,304 Impairment loss 136,612 136,612 Total gross deferred tax assets 14,481,939 10,908,734 Deferred tax liabilities Operating lease asset (70,994 ) (151,193 ) Property and equipment (102,107 ) (49,199 ) Total net deferred tax assets 14,308,838 10,708,342 Less: valuation allowance (14,308,838 ) (10,708,342 ) Total $ - $ - ASC 740 requires that the tax benefit of net operating losses, temporary differences and credit carryforwards be recorded as an asset to the extent that management assesses that realization is “more likely than not.” Realization of the future tax benefits is dependent on the Company’s ability to generate sufficient taxable income within the carryforward period. Because of the Company’s history of operating losses, management believes that recognition of the deferred tax assets arising from the above listed future tax benefits is currently not more likely than not to be realized and, accordingly, has provided a full valuation allowance. The valuation allowance increased by $ 3.6 million and $ 2.4 million during the years ended December 31, 2021 and 2020, respectively. Under Section 382 of the Internal Revenue Code of 1986, as amended, if a corporation undergoes an “ownership change” (generally defined as a greater than 50% change (by value) in its equity ownership over a three-year period), the corporation’s ability to use its pre-change net operating loss, or NOL, carryforwards and other pre-change tax attributes to offset its post-change income taxes may be limited. In accordance with Section 382 of the Internal Revenue Code, the usage of the Company’s NOL carry forwards are subject to annual limitations due to a greater than 50 At December 31, 2021 and 2020, the Company had post-ownership change net operating loss carryforwards for federal income tax purposes of approximately $ 45.7 million and $ 35.0 million, respectively. Pre-2018 federal NOLs of approximately $ 12.0 million may be carried forward for twenty years and begin to expire in 2029. Based on the 2021 ownership change, the Company expects $ 7.6 33.0 million can be carried forward indefinitely and the annual limit of deduction equals 80 % of taxable income. However, to the extent the Company utilizes its NOL carryforwards in the future, the tax years in which the attribute was generated may still be adjusted upon examination by the Internal Revenue Service or state tax authorities of the future period tax return in which the attribute is utilized. The Company also has federal research and development tax credit carryforwards of approximately $ 0.2 million which begin to expire in 2027. As of December 31, 2021 and 2020, the Company had net operating loss carryforwards for state income tax purposes of approximately $ 45.7 35.0 The Company files income tax returns in the U.S. federal jurisdiction as well as California and local jurisdictions and is subject to examination by those taxing authorities. The Company’s federal income taxes for the years beginning in 2018 remain subject to examination. The Company’s state and local income tax returns for the years beginning in 2017 remain subject to examination. No tax audits were initiated during 2021 or 2020. Management has evaluated and concluded that there were no material uncertain tax positions requiring recognition in the Company’s financial statements as of December 31, 2021 and 2020. The Company does not expect any significant changes in its unrecognized tax benefits within twelve months of the reporting date. The Company’s policy is to classify assessments, if any, for tax related interest as interest expense and penalties as general and administrative expenses in the statements of operations. On March 27, 2020, the CARES Act was enacted in response to COVID-19 pandemic. Under ASC 740, the effects of changes in tax rates and laws are recognized in the period which the new legislation is enacted. The CARES Act made various tax law changes including among other things (i) increasing the limitation under Section 163(j) of the Internal Revenue Code of 1986, as amended (the “IRC”) for 2019 and 2020 to permit additional expensing of interest (ii) enacting a technical correction so that qualified improvement property can be immediately expensed under IRC Section 168(k), (iii) making modifications to the federal net operating loss rules including permitting federal net operating losses incurred in 2018, 2019, and 2020 to be carried back to the five preceding taxable years in order to generate a refund of previously paid income taxes and (iv) enhancing the recoverability of alternative minimum tax credits. The Company has evaluated the impact CARES Act on its provision for income taxes and determined there is not a significant impact to income taxes because of the CARES Act. On June 29, 2020, California’s Governor Newsom signed AB85 suspending California net operating loss (“NOL”) utilization and imposing a cap on the amount of business incentives tax credits (R&D credit) for tax years 2020-2022. Given the tax loss in 2020 and an expected tax loss for 2021, the suspension will not have an impact on the Company’s NOL in California. On February 9, 2022, Mr. Newsom signed SB113 which removes the restrictions in AB85 effective for the 2022 tax year. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9 – Commitments and Contingencies Litigation 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. Robert Rankin Complaints On July 9, 2020, the Company was served with a civil complaint filed in the Superior Court for the State of California, County of Orange by a former employee, Robert Rankin, who resigned his employment on or about March 30, 2020. The case is entitled Rankin v. Hancock Jaffe Laboratories, Inc. et al., Case No. 30-2020-01146555-CU-WR-CJC and was filed on May 27, 2020. On September 3, 2020 the Company and its Chief Executive Officer were served with a second complaint filed in the Superior Court for the State of California, County of Orange by Mr. Rankin. The case is entitled Rankin v. Hancock Jaffe Laboratories, Inc. et al., Case No. 30-2020-01157857 and was filed on August 31, 2020. The complaints assert several causes of action including a cause of action for failure to timely pay Mr. Rankin’s accrued and unused vacation and three months’ severance under his July 16, 2018 employment agreement, defamation, unlawful labor code violations, sex-based discrimination, and unfair competition, and seeks damages for lost wages, emotional and mental distress, consequential damages, punitive damages and attorney’s fees and costs. The Company has denied all claims in both matters (which have now been consolidated) and has filed a counterclaim asserting that Rankin has breached his employment agreement with the Company to the Company’s damage. The Company continues to believe it has meritorious defenses to both matters. As of the date of these financial statements, the amount of loss associated with these complaints, if any, cannot be reasonably estimated. Accordingly, no amounts related to these complaints are accrued as of December 31, 2021. |
Stockholders_ Equity
Stockholders’ Equity | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Stockholders’ Equity | Note 10 – Stockholders’ Equity On November 30, 2020, the Company”) effected a one-for-twenty-five (1:25) reverse stock split (the “Reverse Stock Split”) of the shares of the Company’s common stock, par value $ 0.00001 Equity Issuances During 2021 and 2020 the Company has completed various equity transactions to raise capital through the placement of its common and preferred stock. The following table provides an overview of these transactions. Schedule of Equity Transactions to Raise Capital Through the Placement Date Description Type Number of shares Net Proceeds 2020 February 25, 2020 Private placement Common Stock 52,000 $ 570,341 April 28, 2020 Registered Direct Offering Common Stock 75,472 $ 811,641 June 3, 2020 Registered Direct Offering Common Stock 117,216 $ 1,161,334 July 17, 2020 Public Offering Common Stock 575,000 $ 3,881,907 July 17, 2020 Private Placement Preferred Stock 4,205,406 $ 1,358,099 October 9, 2020 Registered Direct Offering Common Stock 381,308 $ 4,450,500 Total $ 12,233,822 2021 February 11, 2021 Public Offering Common Stock 5,914,284 $ 38,127,776 August 2021 At-the-Market Equity Program Common Stock 170,963 $ 970,575 September 9, 2021 Registered Direct Offering Common Stock 781,615 $ 18,273,591 Total $ 57,371,942 ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO CONDENSED FINANCIAL STATEMENTS Series C Convertible Preferred Stock On July 17, 2020, the Company issued 4,205,406 4,205,406 243,125 While the Preferred Stock was outstanding, the holders of the Company’s Preferred Stock could vote with holders of the Common Stock, and with any other shares of preferred stock that vote with the Common Stock, with each holder of Preferred Stock being entitled to one vote per share of Preferred Stock, and were entitled to receive 8% In the event of any liquidation, dissolution, or winding up of the Company, either voluntary or involuntary, or any sale of the Company, the holders of Preferred Stock were entitled to receive, before and in preference to any distribution of any of the assets to the holders of the common stock, or any other series of the Company’s preferred stock that would then be junior to the Preferred Stock, an amount per share equal to $0.37 for each outstanding share of Preferred Stock (the “Original Series C Issue Price”), plus all accrued but unpaid dividends thereon through the date of such event. In certain circumstances, the holders of Preferred Stock were entitled to receive a liquidation preference payment of $ 0.37 23,859 The liquidation preference of the Preferred Stock was subordinate and ranks junior to all indebtedness of the Company. The Company had the ability to elect to convert the Preferred Stock to common stock in the event the Company either (i) consummated a merger, or (ii) raised an aggregate of at least $8,000,000 in gross proceeds in a transaction or series of transactions within any twelve (12) month period. In the event the Company elected to affect such a conversion, each share of Series C Preferred Stock would have been convertible into 0.05781 shares of common stock. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. The Company determined that the Preferred Stock represented permanent equity due to the absence of a redemption feature and that the embedded conversion option was clearly and closely related to the equity host and did not require bifurcation. The $2,431,250 11.00 7.0 118.7 0.47 0.00 1,556,000 607,220 948,781 The Preferred Stock includes a contingent beneficial conversion feature (“BCF”) which was valued at its $ 2,067,155 11.00 The November 17, 2020 exchange agreements resolved the contingency related to the BCF and, accordingly, the contingent BCF was recognized as a deemed dividend for the purposes of determining the net loss attributable to common stockholders for calculating net loss per share. In addition, since the Company does not have retained earnings, the dividend has been recorded against additional paid-in capital. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS Warrants A summary of warrant activity during the years ended December 31, 2021 and 2020 is presented below: Schedule of Stock Warrant Activity Common Stock Number of Weighted Average Exercise Price Weighted Average Remaining Life in Years Intrinsic Value Outstanding, January 1, 2020 174,681 $ 127.50 Issued 1,702,810 9.26 Exercised (367,660 ) 8.13 Cancelled (2,029 ) 107.50 Outstanding, January 1, 2021 1,507,802 $ 20.10 5.3 $ 448,140 Issued 4,895,016 4.59 Exercised (52,827 ) 5.03 Cancelled (38,286 ) 16.10 Outstanding and exercisable, December 31, 2021 6,311,705 $ 8.80 4.2 $ 474,464 In November 2020 as part of resolving a dispute, the Company agreed to issue warrants to purchase 17,618 shares of common stock at a purchase price of $ 8.00 per share, and warrants to purchase 18,056 shares of common stock at a purchase price of $ 10.25 per share. These amounts were in dispute and were paid pursuant to an investment banking agreement dated February 12, 2020 in connection with financings which occurred in July and October 2020. The fair value of these warrants on the settlement date was $ 0.1 million and $ 0.1 million , respectively. The total amount of the payment to settle the dispute was $ 0.5 million, including the value of the warrants. and was included in the cost of the July and October financings. The fair value of the warrants was determined using the Black-Scholes method with the following assumptions: stock price of $ 8.00 and $ 10.35 , risk-free interest rate of 0.46 112.7 0 2.5 In November 2020 the Company’s Board of Directors approved the issuance of warrants to purchase 6,400 shares of common stock to an advisor and warrants to purchase 20,000 shares of common stock to certain participants in the preferred share exchange (see Note 10, Stockholders Equity – Series C Convertible Preferred Stock 188,804 and is included in accrued expenses. The Company determined their value using the Black-Scholes method with the following assumptions: stock price of $ 8.65 , risk-free interest rate of 0.36 %, volatility of 114.3 %, annual rate of quarterly dividends of 0 %, and an expected term of 2.5 to 3.5 years. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS Warrants – Derivative Liabilities The warrants issued in connection with our February 25, 2020 Bridge Offering were determined to be derivative financial instruments when issued because the Company did 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 required that the Company record the warrants as a liability at fair value and marked-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 warrant derivatives were valued as of the February 25, 2020 issuance date, as of the quarter ended March 31, 2020, as of June 30, 2020, and as of September 15, 2020 when the Company’s stockholders approved an increase in authorized shares in an amount sufficient to allow full exercise of these warrants. The value at issuance was $ 546,036 199,907 281,183 334,229 The derivative liability increased $ 53,046 211,807 The Company reassessed the classification at each balance sheet date to determine if it should be changed as a result of events during the period. On September 15, 2020, the fair value of derivative liabilities was reclassified to equity when the Company’s stockholders approved items comprising a Capital Event. Accordingly, there is no fair value of derivative liabilities as of December 31, 2020. The fair value of the warrants was determined using a Monte Carlo simulation, incorporating observable market data and requiring judgment and estimates. The following inputs and assumptions were used for the valuation of the derivative liability: Schedule of Assumption Used for Valuation of Derivative Liability February 25, 2020 March 31, 2020 June 30, 2020 September 15, 2020 Projected Volatility 97.1 % 102.7 % 102.7 % 110.7 % Risk-Free Rate 1.36 % 0.38 % 0.29 % 0.31 % Contractual Term (Years) 5 5 4.75 4.5 ● It was assumed the stock price would fluctuate with the Company’s projected volatility. ● The projected volatility was based on the historical volatility of the Company. ● If the Company was required to pay the fair value of the warrant in cash as of May 25, 2020, the obligation was discounted at the Company’s estimated cost of debt based on short-term C-CCC bond ratings of 19.5% and 28.5% ● The likelihood of the Company calling a shareholder meeting and achieving shareholder approval was 90% as of February 25, 2020 ● As June 30, 2020, the Company projected shareholder approval would not be obtained until approximately 8/31/20. No mandatory exercise was allowed prior to that date. ● Until the Company obtained shareholder approval to increase the authorized shares on September 15, 2020, we assumed the warrant holders have an option to require the Company to pay the fair value of the warrants. The derivative value at that date was $ 334,229 ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS 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: Schedule of Fair Value of Level 3 Derivative Liabilities on Fair Value of 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 (211,807 ) Reclassification of warrant derivatives to equity (334,229 ) Balance – December 31, 2020 $ - |
Share Based Compensation
Share Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share Based Compensation | Note 11 – Share Based Compensation Omnibus Incentive Plan The Company issues share-based awards under its Company’s 2016 Omnibus Incentive Plan, which enables the Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, other share based awards and cash awards to associates, directors, consultants, and advisors of the Company and its affiliates, and to improve the ability of the Company to attract, retain, and motivate individuals upon whom the Company’s sustained growth and financial success depend, by providing such persons with an opportunity to acquire or increase their proprietary interest in the Company. Stock options granted under the 2016 Plan may be non-qualified stock options or incentive stock options, within the meaning of Section 422(b) of the Internal Revenue Code of 1986, except that stock options granted to outside directors and any consultants or advisers providing services to the Company or an affiliate shall in all cases be non-qualified stock options. The option price must be at least 100% of the fair market value on the date of grant and if issued to a 10% or greater shareholder must be 110% of the fair market value on the date of the grant The 2016 Plan is to be administered by the Board, which has discretion over the awards and grants thereunder. No awards may be issued after November 21, 2026. The Plan was adopted in 2016 and amended in 2018, 2020 and 2021 to increase the number of shares authorized to be awarded under the Plan. As of December 31, 2021 there are 4,500,000 shares authorized under the Plan as a result of the increase authorized by our shareholders in 2021. The number of shares subject to the Plan is automatically adjusted from time to time such that shares authorized under the plan shall at all times be equal to at least 20 % of the issued and outstanding shares of the Company on a fully diluted basis. The current number of shares authorized is greater than the 20 Stock Options The fair value of each option grant is estimated at the grant date using the Black Scholes method. The following assumptions were used in estimating fair value: Schedule of Stock Options Assumptions in Estimated Fair Value 2021 2020 Expected term 5.44 6.5 5.16 5.76 Volatility 112.94 103.6 % 107.5 % Risk free interest rate 0.08 1.20 % 0..30 0.36 % Dividend yield 0.00 % 0.00 % The Company estimated the expected term of the options using the simplified method. The Company uses its stock’s historical market information to calculate volatility used in estimating fair value of options granted. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS A summary of the option activity during the years ended December 31, 2021 and 2020 is presented below: Schedule of Stock Option Activity Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Options Price In Years Value Outstanding, January 1, 2020 99,689 $ 111.00 Granted 122,000 10.00 Forfeited (11,000 ) 63.88 Outstanding, December 31, 2020 210,689 $ 31.48 8.7 $ - Granted 3,246,551 $ 7.70 Forfeited (15,333 ) 8.36 Outstanding, December 31, 2021 3,441,907 $ 9.16 9.3 $ - Exercisable, December 31, 2021 982,921 $ 12.94 8.9 $ - The Company includes share-based compensation expense in selling, general and administrative expenses, and recognized $ 6.0 0.7 As of December 31, 2021, there was $ 15.2 2 ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS Restricted Stock Units The Company also issues restricted shares and restricted stock units under the 2016 Plan. A summary of the restricted share and restricted stock units activity during the years ended December 31, 2021 and 2020 is presented below: Schedule of Stock Option Activity Restricted Shares Number of Restricted Shares Outstanding, January 1, 2020 7,806 Granted 10,000 Shares vested (12,864 ) Outstanding, December 31, 2020 4,942 Granted 400,000 Shares Vested (2,860 ) Outstanding, December 31, 2021 402,082 A summary of outstanding restricted stock units as of December 31, 2021 is presented below: Schedule of Outstanding and Exercisable Restricted Stock Units Restricted Stock Units Grant Date Restricted Stock Unit for Outstanding Number of Units Weighted Average Remaining Life In Years 9/13/2019 Common Stock 2,082 0.9 11/30/2021 Common Stock 400,000 - Total 402,082 |
Net Loss Per Share
Net Loss Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Note 12 – Net Loss Per Share 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 December 31, 2021 and 2020: Schedule of Dilutive Net Loss Per Common Share 2021 2020 December 31, 2021 2020 Shares of common stock issuable upon exercise of warrants 4,552,670 1,507,802 Shares of common stock issuable upon exercise of options and restricted stock units 3,843,989 215,631 Potentially dilutive common stock equivalents excluded from diluted net loss per share 8,396,659 1,723,433 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
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. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment are stated at cost, net of accumulated depreciation using the straight-line method over their estimated useful lives, which range from 5 7 |
Impairment of Long-lived Assets | Impairment of Long-lived Assets The Company reviews for the impairment of long-lived assets whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. An impairment loss would be recognized when estimated future cash flows expected to result from the use of the asset and its eventual disposition are less than its carrying amount. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS |
Income Taxes | Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2021 and December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. |
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 payable are carried at cost, which management believes approximates fair value due to the short-term nature of these instruments. Derivative liabilities are accounted for at fair value on a recurring basis. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS |
Derivative Liabilities | Derivative Liabilities 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. |
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 shares outstanding during the period including warrants exercisable for little or no cash consideration. Net loss attributable to common stockholders in 2020 consists of net loss adjusted for the convertible preferred stock deemed dividend resulting from the 8% cumulative dividend on the Preferred Stock (see Note 10 - Stockholders Equity Series C Convertible Preferred Stock ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS |
Stock-Based Compensation | Stock-Based Compensation The Company has an Equity Incentive Plan under which the Board of Directors may grant restricted stock or stock options to employees and nonemployees. The accounting treatment for share-based payments to employees and non-employees is substantially equivalent. Share-based compensation cost is recorded for all option grants and awards of non-vested stock based on the grant date fair value of the award, and is recognized over the service period required for the award. The fair value of the Company’s stock options is estimated at the date of grant using the Black-Scholes based option valuation model. For the expected term, the Company uses SEC Staff Accounting Bulletin No. 107 simplified method for “plain vanilla” options with following characteristics: (i) the share options are granted at the market price on the grant date; (ii) exercisability is conditional on performing service through the vesting date on most options; (iii) if an employee terminates service prior to vesting, the employee would forfeit the share options; (iv) if an employee terminates service after vesting, the employee would have 30 to 90 days to exercise the share options; and (v) the share options are nontransferable and nonhedgeable. The volatility assumption is based on the historical volatility of the Company’s common stock with an equivalent remaining expected term. The dividend yield assumption is based on the Company’s history and expectation of future dividend payouts on the common stock. The risk-free interest rate is based on the implied yield available on U.S. treasury zero-coupon issues with an equivalent remaining expected term. For option grants without performance conditions, the Company recognizes compensation expense over the requisite service period ratably, recognizing expense for each tranche of each grant starting on the grant date. For grants that have both service and performance conditions, the Company recognizes compensation expense using the graded attribution method. Compensation expense for grants with performance conditions is recognized only for those awards expected to vest. 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 54.5 9.1 |
Recently Adopted Accounting Standards | Recently Adopted Accounting Standards In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes, The adoption of this standard did not have a material impact on our financial statements. |
Recent Accounting Standards | Recent Accounting Standards In January 2020, the FASB issued Accounting Standards Update 2020-01 (“ASU 2020-01”) Investments-Equity Securities (Topic 321), Investments-Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815). The amendments in ASU 2020-01 clarify certain interactions between the guidance to account for certain equity securities under Topic 321, the guidance to account for investments under the equity method of accounting in Topic 323, and the guidance in Topic 815, which could change how an entity accounts for an equity security under the measurement alternative or a forward contract or purchased option to purchase securities that, upon settlement of the forward contract or exercise of the purchased option, would be accounted for under the equity method of accounting or the fair value option in accordance with Topic 825, Financial Instruments. These amendments improve current GAAP by reducing diversity in practice and increasing comparability of the accounting for these interactions. The amendments in this update are effective for fiscal years beginning after December 15, 2020, and interim periods within those fiscal years. The adoption of this standard will not have a material impact on our financial statements and related disclosures. In August 2020, the FASB issued Accounting Standards Update 2020-06 (“ASU 2020-06”), Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity. The amendments in ASU 2020-06 include guidance on convertible instruments and the derivative scope exception for contracts in an entity’s own equity and simplifies the accounting for convertible instruments which include beneficial conversion features or cash conversion features by removing certain separation models in Subtopic 470-20. Additionally, ASU 2020-06 will require entities to use the “if-converted” method when calculating diluted earnings per share for convertible instruments. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our financial statements and related disclosures. In May 2021, the FASB issued Accounting Standards Update 2021-04 (“ASU No. 2021-04”), Issuer’s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options. The guidance in ASU 2021-04 requires the issuer to treat a modification of an equity-classified written call option (the “option”) that does not cause the option to become liability-classified as an exchange of the original option for a new option. This guidance applies whether the modification is structured as an amendment to the terms and conditions of the option or as termination of the original option and issuance of a new option. The amendments in this update are effective for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our financial statements and related disclosures. In October 2021, the FASB issued Accounting Standards Update 2021-08 (“ASU No. 2021-08”), Business Combinations (Topic 805): Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. The amendments in this update should be applied prospectively and are effective for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. We do not expect the adoption of this standard to have a material impact on our financial statements and related disclosures. ENVVENO MEDICAL CORPORATION f/k/a HANCOCK JAFFE LABORATORIES, INC. NOTES TO FINANCIAL STATEMENTS |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | As of December 31, 2021, and 2020, property and equipment consist of the following: Schedule of Property and Equipment 2021 2020 December 31, 2021 2020 Laboratory equipment $ 522,539 $ 320,830 Furniture and fixtures 124,093 98,392 Computer equipment 164,298 65,078 Leasehold improvements 192,668 158,092 Software 251,163 244,479 Total property and equipment 1,254,761 886,871 Less: accumulated depreciation (636,906 ) (487,904 ) Property and equipment, net $ 617,855 $ 398,967 |
Right-of-Use Assets and Lease_2
Right-of-Use Assets and Lease Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Right-of-use Assets And Lease Liabilities | |
Schedule of Operating Lease Cost | Our operating lease cost is as follows: Schedule of Operating Lease Cost For the Year Ended December 31, 2021 Operating lease cost $ 345,857 |
Schedule of Supplemental Cash Flow Information Related to Operating Lease | Supplemental cash flow information related to our operating lease is as follows: Schedule of Supplemental Cash Flow Information Related to Operating Lease For the Year Ended December 31, 2021 Operating cash flow information: Cash paid for amounts included in the measurement of lease $ 354,561 |
Schedule of Operating Remaining Lease Term and Discount Rate | Remaining lease term and discount rate for our operating lease is as follows: Schedule of Operating Remaining Lease Term and Discount Rate December 31, 2021 Remaining lease term 5.7 Discount rate 3.95 % |
Schedule of Maturity of Lease Liabilities | Maturity of our lease liabilities by fiscal year for our operating lease is as follows: Schedule of Maturity of Lease Liabilities Year ended December 31, 2022 $ 365,190 Year ended December 31, 2023 376,146 Year ended December 31, 2024 387,435 Year ended December 31, 2025 399,054 Year ended December 31, 2026 411,024 Year ended December 31, 2027 315,153 Total $ 2,254,002 Less: Imputed interest (248,027 ) Present value of our lease liability $ 2,005,975 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | As of December 31, 2021 and 2020, accrued expenses consist of the following: Schedule of Accrued Expenses 2021 2020 December 31, 2021 2020 Accrued compensation costs $ 524,529 $ 473,799 Accrued professional fees 84,375 79,650 Accrued research and development 59,922 368,809 Accrued warrants - 188,104 Other 60,050 58,607 Accrued expenses $ 728,876 $ 1,168,969 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provision (Benefit) | The following summarizes the Company’s income tax provision (benefit): Schedule of Income Tax Provision (Benefit) For the Years Ended December 31, 2021 2020 Federal: Current $ - $ - Deferred (2,700,372 ) (1,828,584 ) State and local: Current - - Deferred (900,124 ) (609,528 ) Current and Deferred Federal, State and Local, Tax Expense (Benefit) (3,600,496 ) (2,438,112 ) Change in valuation allowance 3,600,496 2,438,112 Income tax provision (benefit) $ - $ - |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation between the U.S. statutory federal income tax rate and the Company’s effective tax rate for the year’s ended December 31, 2021 and 2020 is as follows: Schedule of Effective Income Tax Rate Reconciliation For the Years Ended December 31, 2021 2020 Tax benefit at federal statutory rate (21.0) % (21.0) % State taxes, net of federal benefit (7.0) % (7.0) % Nondeductible compensation 6.2 % - Permanent differences (0.5 )% 2.0 % True up adjustments 0.5 % (0.7) % Change in valuation allowance 21.8 % 26.7 % Effective income tax rate 0.0 % 0.0 % |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets at December 31, 2021 and 2020 are as follows: Schedule of Deferred Tax Assets and Liabilities 2021 2020 December 31, 2021 2020 Deferred tax assets: Net operating loss carryforwards $ 12,881,729 $ 9,811,086 Research and development credit carryforwards 185,680 185,680 Intangible assets 276,184 305,027 Operating lease liability 78,194 159,025 Stock-based compensation 923,540 311,304 Impairment loss 136,612 136,612 Total gross deferred tax assets 14,481,939 10,908,734 Deferred tax liabilities Operating lease asset (70,994 ) (151,193 ) Property and equipment (102,107 ) (49,199 ) Total net deferred tax assets 14,308,838 10,708,342 Less: valuation allowance (14,308,838 ) (10,708,342 ) Total $ - $ - |
Stockholders_ Equity (Tables)
Stockholders’ Equity (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Schedule of Equity Transactions to Raise Capital Through the Placement | During 2021 and 2020 the Company has completed various equity transactions to raise capital through the placement of its common and preferred stock. The following table provides an overview of these transactions. Schedule of Equity Transactions to Raise Capital Through the Placement Date Description Type Number of shares Net Proceeds 2020 February 25, 2020 Private placement Common Stock 52,000 $ 570,341 April 28, 2020 Registered Direct Offering Common Stock 75,472 $ 811,641 June 3, 2020 Registered Direct Offering Common Stock 117,216 $ 1,161,334 July 17, 2020 Public Offering Common Stock 575,000 $ 3,881,907 July 17, 2020 Private Placement Preferred Stock 4,205,406 $ 1,358,099 October 9, 2020 Registered Direct Offering Common Stock 381,308 $ 4,450,500 Total $ 12,233,822 2021 February 11, 2021 Public Offering Common Stock 5,914,284 $ 38,127,776 August 2021 At-the-Market Equity Program Common Stock 170,963 $ 970,575 September 9, 2021 Registered Direct Offering Common Stock 781,615 $ 18,273,591 Total $ 57,371,942 |
Schedule of Stock Warrant Activity | A summary of warrant activity during the years ended December 31, 2021 and 2020 is presented below: Schedule of Stock Warrant Activity Common Stock Number of Weighted Average Exercise Price Weighted Average Remaining Life in Years Intrinsic Value Outstanding, January 1, 2020 174,681 $ 127.50 Issued 1,702,810 9.26 Exercised (367,660 ) 8.13 Cancelled (2,029 ) 107.50 Outstanding, January 1, 2021 1,507,802 $ 20.10 5.3 $ 448,140 Issued 4,895,016 4.59 Exercised (52,827 ) 5.03 Cancelled (38,286 ) 16.10 Outstanding and exercisable, December 31, 2021 6,311,705 $ 8.80 4.2 $ 474,464 |
Schedule of Assumption Used for Valuation of Derivative Liability | The fair value of the warrants was determined using a Monte Carlo simulation, incorporating observable market data and requiring judgment and estimates. The following inputs and assumptions were used for the valuation of the derivative liability: Schedule of Assumption Used for Valuation of Derivative Liability February 25, 2020 March 31, 2020 June 30, 2020 September 15, 2020 Projected Volatility 97.1 % 102.7 % 102.7 % 110.7 % Risk-Free Rate 1.36 % 0.38 % 0.29 % 0.31 % Contractual Term (Years) 5 5 4.75 4.5 |
Schedule of Fair Value of Level 3 Derivative Liabilities on Fair Value of Recurring Basis | 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: Schedule of Fair Value of Level 3 Derivative Liabilities on Fair Value of 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 (211,807 ) Reclassification of warrant derivatives to equity (334,229 ) Balance – December 31, 2020 $ - |
Share Based Compensation (Table
Share Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Stock Options Assumptions in Estimated Fair Value | The fair value of each option grant is estimated at the grant date using the Black Scholes method. The following assumptions were used in estimating fair value: Schedule of Stock Options Assumptions in Estimated Fair Value 2021 2020 Expected term 5.44 6.5 5.16 5.76 Volatility 112.94 103.6 % 107.5 % Risk free interest rate 0.08 1.20 % 0..30 0.36 % Dividend yield 0.00 % 0.00 % |
Schedule of Stock Option Activity | A summary of the option activity during the years ended December 31, 2021 and 2020 is presented below: Schedule of Stock Option Activity Weighted Weighted Average Average Remaining Aggregate Number of Exercise Life Intrinsic Options Price In Years Value Outstanding, January 1, 2020 99,689 $ 111.00 Granted 122,000 10.00 Forfeited (11,000 ) 63.88 Outstanding, December 31, 2020 210,689 $ 31.48 8.7 $ - Granted 3,246,551 $ 7.70 Forfeited (15,333 ) 8.36 Outstanding, December 31, 2021 3,441,907 $ 9.16 9.3 $ - Exercisable, December 31, 2021 982,921 $ 12.94 8.9 $ - |
Schedule of Stock Option Activity Restricted Shares | The Company also issues restricted shares and restricted stock units under the 2016 Plan. A summary of the restricted share and restricted stock units activity during the years ended December 31, 2021 and 2020 is presented below: Schedule of Stock Option Activity Restricted Shares Number of Restricted Shares Outstanding, January 1, 2020 7,806 Granted 10,000 Shares vested (12,864 ) Outstanding, December 31, 2020 4,942 Granted 400,000 Shares Vested (2,860 ) Outstanding, December 31, 2021 402,082 |
Schedule of Outstanding and Exercisable Restricted Stock Units | A summary of outstanding restricted stock units as of December 31, 2021 is presented below: Schedule of Outstanding and Exercisable Restricted Stock Units Restricted Stock Units Grant Date Restricted Stock Unit for Outstanding Number of Units Weighted Average Remaining Life In Years 9/13/2019 Common Stock 2,082 0.9 11/30/2021 Common Stock 400,000 - Total 402,082 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Dilutive Net Loss Per Common Share | 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 December 31, 2021 and 2020: Schedule of Dilutive Net Loss Per Common Share 2021 2020 December 31, 2021 2020 Shares of common stock issuable upon exercise of warrants 4,552,670 1,507,802 Shares of common stock issuable upon exercise of options and restricted stock units 3,843,989 215,631 Potentially dilutive common stock equivalents excluded from diluted net loss per share 8,396,659 1,723,433 |
Management_s Liquidity Plan (De
Management’s Liquidity Plan (Details Narrative) $ in Millions | Dec. 31, 2021USD ($) |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Cash | $ 54.7 |
[custom:WorkingCapital-0] | $ 53.5 |
Significant Accounting Polici_3
Significant Accounting Policies (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Line Items] | ||
Cash FDICInsured amount | $ 250,000 | |
Cash uninsured amount | $ 54,500,000 | $ 9,100,000 |
Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment useful life | 5 years | |
Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property plant and equipment useful life | 7 years |
Schedule of Property and Equipm
Schedule of Property and Equipment (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 1,254,761 | $ 886,871 |
Less: accumulated depreciation | (636,906) | (487,904) |
Property and equipment, net | 617,855 | 398,967 |
Laboratory Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 522,539 | 320,830 |
Furniture and Fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 124,093 | 98,392 |
Computer Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 164,298 | 65,078 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 192,668 | 158,092 |
Software Development [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 251,163 | $ 244,479 |
Property and Equipment (Details
Property and Equipment (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 0.1 | $ 0.1 |
Schedule of Operating Lease Cos
Schedule of Operating Lease Cost (Details) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Right-of-use Assets And Lease Liabilities | |
Operating lease cost | $ 345,857 |
Schedule of Supplemental Cash F
Schedule of Supplemental Cash Flow Information Related to Operating Lease (Details) - USD ($) | Nov. 17, 2021 | Dec. 31, 2021 |
Right-of-use Assets And Lease Liabilities | ||
Cash paid for amounts included in the measurement of lease liabilities | $ 30,206 | $ 354,561 |
Schedule of Operating Remaining
Schedule of Operating Remaining Lease Term and Discount Rate (Details) | Dec. 31, 2021 |
Right-of-use Assets And Lease Liabilities | |
Remaining lease term | 5 years 8 months 12 days |
Discount rate | 3.95% |
Schedule of Maturity of Lease L
Schedule of Maturity of Lease Liabilities (Details) | Dec. 31, 2021USD ($) |
Right-of-use Assets And Lease Liabilities | |
Year ended December 31, 2022 | $ 365,190 |
Year ended December 31, 2023 | 376,146 |
Year ended December 31, 2024 | 387,435 |
Year ended December 31, 2025 | 399,054 |
Year ended December 31, 2026 | 411,024 |
Year ended December 31, 2027 | 315,153 |
Total | 2,254,002 |
Less: Imputed interest | (248,027) |
Present value of our lease liability | $ 2,005,975 |
Right-of-Use Assets and Lease_3
Right-of-Use Assets and Lease Liabilities (Details Narrative) - USD ($) | Nov. 17, 2021 | Dec. 31, 2021 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Operating lease renewal term | 60 months | |
Initial lease rate per month | $ 30,206 | $ 354,561 |
Operating expenses for building repairs and maintenance | $ 7,254 | |
Financing leases term description | The Company has no other operating or financing leases with terms greater than 12 months | |
Discount rate | 3.95% | |
Present value of monthly lease payments [Member] | ||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||
Discount rate | 3.95% |
Schedule of Accrued Expenses (D
Schedule of Accrued Expenses (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued compensation costs | $ 524,529 | $ 473,799 |
Accrued professional fees | 84,375 | 79,650 |
Accrued research and development | 59,922 | 368,809 |
Accrued warrants | 188,104 | |
Other | 60,050 | 58,607 |
Accrued expenses | $ 728,876 | $ 1,168,969 |
Note Payable (Details Narrative
Note Payable (Details Narrative) - USD ($) | Sep. 08, 2021 | Apr. 12, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Notes payable amount | $ 312,700 | |||
Gain on extinguishment of debt | $ 312,700 | $ 312,700 | ||
Paycheck protection program [Member] | ||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||
Notes payable amount | $ 312,700 | |||
Maturity date | Apr. 12, 2022 | |||
Interest rate | 1.00% |
Schedule of Income Tax Provisio
Schedule of Income Tax Provision (Benefit) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Fedral: Current | ||
Fedral: Deferred | (2,700,372) | (1,828,584) |
State and local: Current | ||
State and local: Deferred | (900,124) | (609,528) |
Current and Deferred Federal, State and Local, Tax Expense (Benefit) | (3,600,496) | (2,438,112) |
Change in valuation allowance | 3,600,496 | 2,438,112 |
Income tax provision (benefit) |
Schedule of Effective Income Ta
Schedule of Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Tax benefit at federal statutory rate | (21.00%) | (21.00%) |
State taxes, net of federal benefit | (7.00%) | (7.00%) |
Nondeductible compensation | 6.20% | |
Permanent differences | (0.50%) | 2.00% |
True up adjustments | 0.50% | (0.70%) |
Change in valuation allowance | 21.80% | 26.70% |
Effective income tax rate | 0.00% | 0.00% |
Schedule of Deferred Tax Assets
Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Income Tax Disclosure [Abstract] | ||
Net operating loss carryforwards | $ 12,881,729 | $ 9,811,086 |
Research and development credit carryforwards | 185,680 | 185,680 |
Intangible assets | 276,184 | 305,027 |
Operating lease liability | 78,194 | 159,025 |
Stock-based compensation | 923,540 | 311,304 |
Impairment loss | 136,612 | 136,612 |
Total gross deferred tax assets | 14,481,939 | 10,908,734 |
Operating lease asset | (70,994) | (151,193) |
Property and equipment | (102,107) | (49,199) |
Total net deferred tax assets | 14,308,838 | 10,708,342 |
Less: valuation allowance | (14,308,838) | (10,708,342) |
Total |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||
Tax Credit Carryforward, Valuation Allowance | $ 3.6 | $ 2.4 |
Equity Method Investment, Ownership Percentage | 50.00% | |
Federal Income Tax Expense (Benefit), Continuing Operations | $ 45.7 | 35 |
Operating loss carryforwards expired | $ 12 | |
Operating loss carryforwards expired unused | 7.6 | |
[custom:AnnualLimitOfDeductionPercentage] | 80.00% | |
Net operating loss carryforwards | $ 45.7 | $ 35 |
Research and Development [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforwards | 0.2 | |
Domestic Tax Authority [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating Loss Carryforwards | $ 33 |
Schedule of Equity Transactions
Schedule of Equity Transactions to Raise Capital Through the Placement (Details) - USD ($) | Sep. 09, 2021 | Nov. 17, 2020 | Oct. 09, 2020 | Jul. 17, 2020 | Jun. 03, 2020 | Apr. 28, 2020 | Feb. 25, 2020 | Feb. 11, 2020 | Aug. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Net Proceeds issued during the period | $ 57,371,942 | $ 12,233,822 | ||||||||||
Common Stock [Member] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Number of shares issued during the period | 781,615 | 381,308 | 575,000 | 117,216 | 75,472 | 52,000 | 5,914,284 | 170,963 | 5,914,284 | 1,148,996 | [1] | |
Net Proceeds issued during the period | $ 18,273,591 | $ 4,450,500 | $ 3,881,907 | $ 1,161,334 | $ 811,641 | $ 570,341 | $ 38,127,776 | $ 970,575 | ||||
Preferred Stock [Member] | ||||||||||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||||||||||
Number of shares issued during the period | 4,205,406 | |||||||||||
Net Proceeds issued during the period | $ 1,358,099 | |||||||||||
[1] | net of offering costs of $ 2.2 |
Schedule of Stock Warrant Activ
Schedule of Stock Warrant Activity (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Number of Warrants, Outstanding | 1,507,802 | 174,681 |
Weighted Average Exercise Price, Outstanding | $ 20.10 | $ 127.50 |
Number of Warrants, Issued | 4,895,016 | 1,702,810 |
Weighted Average Exercise Price, Issued | $ 4.59 | $ 9.26 |
Number of Warrants, Exercised | (52,827) | (367,660) |
Weighted Average Exercise Price, Exercised | $ 5.03 | $ 8.13 |
Number of Warrants, Cancelled | (38,286) | (2,029) |
Weighted Average Exercise Price, Cancelled | $ 16.10 | $ 107.50 |
Weighted average remaining life in years, Outstanding | 5 years 3 months 18 days | |
Intrinsic value, Outstanding | $ 448,140 | |
Number of Warrants, Outstanding and exercisable | 6,311,705 | 1,507,802 |
Weighted Average Exercise Price, Outstanding and exercisable | $ 8.80 | $ 20.10 |
Weighted average remaining life in years, Outstanding and exercisable | 4 years 2 months 12 days | |
Intrinsic value, Outstanding and exercisable | $ 474,464 | $ 448,140 |
Schedule of Assumption Used for
Schedule of Assumption Used for Valuation of Derivative Liability (Details) | Sep. 15, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Feb. 25, 2022 | Feb. 25, 2020 |
Measurement Input, Price Volatility [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Risk-Free Rate | 110.7 | 102.7 | 102.7 | 97.1 | |
Measurement Input, Risk Free Interest Rate [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Risk-Free Rate | 0.31 | 0.29 | 0.38 | 1.36 | |
Measurement Input, Expected Term [Member] | |||||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | |||||
Contractual Term (Years) | 4 years 6 months | 4 years 9 months | 5 years | 5 years |
Schedule of Fair Value of Level
Schedule of Fair Value of Level 3 Derivative Liabilities on Fair Value of Recurring Basis (Details) | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Equity [Abstract] | |
Balance – January 1, 2020 | |
Derivative liabilities associated with the issuance of common stock warrants | 513,534 |
Derivative liabilities associated with the issuance of placement agent warrants | 32,502 |
Change in fair value of derivative liabilities | (211,807) |
Reclassification of warrant derivatives to equity | (334,229) |
Balance – December 31, 2020 |
Stockholders_ Equity (Details N
Stockholders’ Equity (Details Narrative) | Sep. 09, 2021shares | Nov. 17, 2020shares | Nov. 17, 2020shares | Nov. 10, 2020USD ($)$ / sharesshares | Oct. 09, 2020shares | Jul. 17, 2020shares | Jun. 03, 2020shares | Apr. 28, 2020shares | Feb. 25, 2020USD ($)shares | Feb. 11, 2020shares | Aug. 31, 2021shares | Oct. 31, 2020USD ($) | Jul. 31, 2020USD ($) | Sep. 30, 2020USD ($)$ / shares | Sep. 30, 2020USD ($)$ / shares | Dec. 31, 2021USD ($)shares$ / shares | Dec. 31, 2020$ / sharesshares | Nov. 30, 2020$ / shares | Sep. 15, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | |
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Common stock par value | $ / shares | $ 0.00001 | $ 0.00001 | $ 0.00001 | |||||||||||||||||||
Purchase price percentage | 8.00% | |||||||||||||||||||||
Expected term | 7 years | |||||||||||||||||||||
Derivative liability | $ 546,036 | $ 334,229 | $ 281,183 | $ 199,907 | ||||||||||||||||||
Increase in derivative liability | $ 53,046 | |||||||||||||||||||||
Decrease in derivative liability | $ 211,807 | |||||||||||||||||||||
Derivative liability, description | If the Company was required to pay the fair value of the warrant in cash as of May 25, 2020, the obligation was discounted at the Company’s estimated cost of debt based on short-term C-CCC bond ratings of 19.5% and 28.5% | |||||||||||||||||||||
Derivative difference description | The likelihood of the Company calling a shareholder meeting and achieving shareholder approval was 90% as of February 25, 2020 | |||||||||||||||||||||
Advisor [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Fair value adjustment | $ 188,804 | |||||||||||||||||||||
Measurement Input, Share Price [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Warrants and rights outstanding measurement input | $ / shares | $ 11 | |||||||||||||||||||||
Warrants and rights outstanding measurement input | shares | 11 | |||||||||||||||||||||
Measurement Input, Price Volatility [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Warrants and rights outstanding measurement input | 112.7 | 118.7 | 114.3 | |||||||||||||||||||
Measurement Input, Risk Free Interest Rate [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Warrants and rights outstanding measurement input | 0.46 | 0.47 | 0.36 | |||||||||||||||||||
Measurement Input, Expected Dividend Rate [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Warrants and rights outstanding measurement input | 0 | 0 | 0 | |||||||||||||||||||
Measurement Input, Exercise Price [Member] | Minimum [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Warrants and rights outstanding measurement input | $ / shares | $ 8 | $ 8.65 | ||||||||||||||||||||
Measurement Input, Exercise Price [Member] | Maximum [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Warrants and rights outstanding measurement input | $ / shares | $ 10.35 | |||||||||||||||||||||
Measurement Input, Expected Term [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Expected term | 2 years 6 months | |||||||||||||||||||||
Measurement Input, Expected Term [Member] | Minimum [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Expected term | 2 years 6 months | |||||||||||||||||||||
Measurement Input, Expected Term [Member] | Maximum [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Expected term | 3 years 6 months | |||||||||||||||||||||
Preferred Stock [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Number of shares issued during the period | shares | 4,205,406 | |||||||||||||||||||||
Fair value adjustment | $ 607,220 | |||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Number of shares issued during the period | shares | 781,615 | 381,308 | 575,000 | 117,216 | 75,472 | 52,000 | 5,914,284 | 170,963 | 5,914,284 | 1,148,996 | [1] | |||||||||||
Common Stock [Member] | Board of Directors [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 6,400 | |||||||||||||||||||||
Common Stock [Member] | Spartan Capital Securities LLC [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 20,000 | |||||||||||||||||||||
Warrant [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Fair value adjustment | $ 2,431,250 | |||||||||||||||||||||
Warrant [Member] | Spartan Capital Securities LLC [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Fair value adjustment | $ 100,000 | |||||||||||||||||||||
Warrants and rights outstanding measurement input | $ / shares | $ 8 | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 17,618 | |||||||||||||||||||||
Warrants [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Fair value adjustment | $ 948,781 | |||||||||||||||||||||
Warrants description | The Preferred Stock includes a contingent beneficial conversion feature (“BCF”) which was valued at its $2,067,155 intrinsic value using the commitment date stock price of $11.00 per share and the effective conversion price of $2.50 per share, but was limited to the $607,220 of proceeds that were allocated to the Preferred Stock | |||||||||||||||||||||
Warrants intrinstic | $ 2,067,155 | |||||||||||||||||||||
Warrant One [Member] | Spartan Capital Securities LLC [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Fair value adjustment | $ 100,000 | |||||||||||||||||||||
Warrants and rights outstanding measurement input | $ / shares | $ 10.25 | |||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 18,056 | |||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Net proceeds from warrant exercises after deducting underwrites and placement agents fees and expenses | $ 1,556,000 | |||||||||||||||||||||
Series C Convertible Preferred Stock [Member] | Securties Purchase Agreement [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Preferred stock, liquidation preference per share | $ / shares | $ 0.37 | $ 0.37 | ||||||||||||||||||||
Conversion of stock, description | The Company had the ability to elect to convert the Preferred Stock to common stock in the event the Company either (i) consummated a merger, or (ii) raised an aggregate of at least $8,000,000 in gross proceeds in a transaction or series of transactions within any twelve (12) month period. In the event the Company elected to affect such a conversion, each share of Series C Preferred Stock would have been convertible into 0.05781 shares of common stock. | |||||||||||||||||||||
Private Placement [Member] | Exchange Agreements [Member] | Preferred Stock [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Conversion of stock | shares | 4,205,406 | |||||||||||||||||||||
Private Placement [Member] | Exchange Agreements [Member] | Common Stock [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Conversion of stock | shares | 243,125 | |||||||||||||||||||||
Private Placement [Member] | Series C Convertible Preferred Stock [Member] | ||||||||||||||||||||||
Subsidiary, Sale of Stock [Line Items] | ||||||||||||||||||||||
Number of shares issued during the period | shares | 4,205,406 | |||||||||||||||||||||
Deemed dividend | $ 23,859 | |||||||||||||||||||||
[1] | net of offering costs of $ 2.2 |
Schedule of Stock Options Assum
Schedule of Stock Options Assumptions in Estimated Fair Value (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility, minimum | 112.94% | |
Volatility, maximum | 103.60% | |
Volatility | 107.50% | |
Risk free interest rate, minimum | 0.08% | 0.30% |
Risk free interest rate, maximum | 1.20% | 0.36% |
Dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term | 5 years 5 months 8 days | 5 years 1 month 28 days |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term | 6 years 6 months | 5 years 9 months 3 days |
Schedule of Stock Option Activi
Schedule of Stock Option Activity (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Number of options beginning | 210,689 | 99,689 |
Weighted Average Exercise Price Outstanding beginning | $ 31.48 | $ 111 |
Number of options granted | 3,246,551 | 122,000 |
Weighted Average Exercise Price, Granted | $ 7.70 | $ 10 |
Number of options forfeited | (15,333) | (11,000) |
Weighted Average Exercise Price, Forfeited | $ 8.36 | $ 63.88 |
Weighted Average Remaining life in years | 9 years 3 months 18 days | 8 years 8 months 12 days |
Aggregate intrinsic value | ||
Number of options ending | 3,441,907 | 210,689 |
Weighted Average Exercise Price Outstanding Ending | $ 9.16 | $ 31.48 |
Aggregate intrinsic value | ||
Number of options exercisable | 982,921 | |
Weighted Average Exercise Price Outstanding, Exercisable | $ 12.94 | |
Weighted Average Remaining life in years, exercisable | 8 years 10 months 24 days |
Schedule of Stock Option Acti_2
Schedule of Stock Option Activity Restricted Shares (Details) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Outstanding shares, beginning | 4,942 | 7,806 |
Granted | 400,000 | 10,000 |
Shares Vested | (2,860) | (12,864) |
Outstanding shares, ending | 402,082 | 4,942 |
Schedule of Outstanding and Exe
Schedule of Outstanding and Exercisable Restricted Stock Units (Details) - shares | Nov. 30, 2021 | Sep. 13, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Share-based Payment Arrangement [Abstract] | |||||
Restricted Stock Unit for | Common Stock | Common Stock | |||
Outsatnding number of units, restricted stock | 400,000 | 2,082 | 402,082 | 4,942 | 7,806 |
Weighted Average Remaining Life In Years | 10 months 24 days |
Share Based Compensation (Detai
Share Based Compensation (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Equity Method Investment, Ownership Percentage | 50.00% | |
Share-based compensation | $ 5,999,178 | $ 881,213 |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation | $ 15,200,000 | |
Vesting period | 2 years | |
Selling, General and Administrative Expenses [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation | $ 6,000,000 | $ 700,000 |
2016 Incentive Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock options | The option price must be at least 100% of the fair market value on the date of grant and if issued to a 10% or greater shareholder must be 110% of the fair market value on the date of the grant | |
Common Stock, Capital Shares Reserved for Future Issuance | 4,500,000 | |
Equity Method Investment, Ownership Percentage | 20.00% | |
Number of shares authorized greater than minimum percentage | 20.00% |
Schedule of Dilutive Net Loss P
Schedule of Dilutive Net Loss Per Common Share (Details) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents excluded from diluted net loss per share | 8,396,659 | 1,723,433 |
Warrant [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents excluded from diluted net loss per share | 4,552,670 | 1,507,802 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Potentially dilutive common stock equivalents excluded from diluted net loss per share | 3,843,989 | 215,631 |