Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2019 | |
Document and Entity Information | |
Entity Registrant Name | SenesTech, Inc. |
Entity Central Index Key | 0001680378 |
Document Type | S-1 |
Amendment Flag | false |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | true |
Entity Incorporation State Country Code | DE |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | |||
Cash | $ 3,945 | $ 4,920 | $ 2,101 |
Investment in securities | 5,023 | ||
Accounts receivable | 155 | 139 | 16 |
Prepaid expenses | 304 | 342 | 170 |
Inventory | 1,285 | 1,261 | 540 |
Deposits | 6 | 9 | 19 |
Total current assets | 5,695 | 6,671 | 7,869 |
Right to use asset-operating leases | 29 | ||
Property and equipment, net | 830 | 1,083 | 1,454 |
Total assets | 6,554 | 7,754 | 9,323 |
Current liabilities: | |||
Short-term debt | 129 | 219 | 177 |
Accounts payable | 291 | 173 | 391 |
Accrued expenses | 785 | 771 | 589 |
Notes payable, related parties | 12 | ||
Total current liabilities | 1,205 | 1,163 | 1,169 |
Long-term debt, net | 167 | 261 | 591 |
Operating lease liability | 29 | ||
Common stock warrant liability | |||
Deferred rent | 5 | 16 | 41 |
Total liabilities | 1,406 | 1,440 | 1,801 |
Commitments and contingencies | |||
Stockholders' equity: | |||
Common stock, values | 1 | 1 | 1 |
Additional paid-in capital | 98,223 | 92,151 | 81,118 |
Accumulated deficit | (93,076) | (85,838) | (73,597) |
Total stockholders' equity | 5,148 | 6,314 | 7,522 |
Total liabilities and stockholders' equity | $ 6,554 | $ 7,754 | $ 9,323 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | |||
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock, authorized | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock, issued | 1,414,658 | 1,173,854 | 820,509 |
Common stock, outstanding | 1,414,658 | 1,173,854 | 820,509 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Revenue: | ||||||
Sales | $ 36 | $ 105 | $ 79 | $ 160 | $ 297 | $ 52 |
Cost of sales | 25 | 114 | 58 | 153 | 241 | 45 |
Gross profit (loss) | 11 | (9) | 21 | 7 | 56 | 7 |
Operating expenses: | ||||||
Research and development | 432 | 476 | 1,359 | 1,746 | 2,404 | 3,191 |
Selling, general and administrative | 2,173 | 2,013 | 5,908 | 7,506 | 9,532 | 9,132 |
Total operating expenses | 2,605 | 2,489 | 7,267 | 9,252 | 11,936 | 12,323 |
Net operating loss | (2,594) | (2,498) | (7,246) | (9,245) | (11,880) | (12,316) |
Other income (expense): | ||||||
Interest income | 19 | 1 | 45 | 8 | 25 | 29 |
Interest expense | (10) | (16) | (34) | (60) | (74) | (85) |
Interest expense, related parties | (1) | |||||
Other income (expense) | 13 | (3) | 19 | 21 | 87 | |
Total other income (expense) | 9 | (2) | 8 | (33) | (28) | 30 |
Net loss and comprehensive loss | (2,585) | (2,500) | (7,238) | (9,278) | (11,908) | (12,286) |
Deemed dividend-warrant price protection adjustment | 333 | 333 | 333 | |||
Net loss attributable to common shareholders | $ (2,585) | $ (2,833) | $ (7,238) | $ (9,611) | $ (12,241) | $ (12,286) |
Weighted average common shares outstanding - basic and fully diluted | 1,394,575 | 1,043,111 | 1,266,842 | 901,850 | 970,105 | 546,046 |
Net loss per common share - basic and fully diluted | $ (1.85) | $ (2.72) | $ (5.71) | $ (10.66) | $ (12.62) | $ (22.50) |
Statement of Changes in Stockho
Statement of Changes in Stockholders’ Equity (deficit) (Unaudited) - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Stock Subscription Payable | Accumulated Other Comprehensive Loss | Accumulated Deficit | Total |
Begining balance at Dec. 31, 2016 | $ 1 | $ 72,078 | $ 59 | $ (61,311) | $ 10,827 | |
Begining balance (in shares) at Dec. 31, 2016 | 507,865 | 8,500 | ||||
Issuance of common stock, sold for cash, net | 5,253 | 5,253 | ||||
Issuance of common stock, sold for cash, net (in shares) | 293,000 | |||||
Issuance of common stock for services | 552 | $ (59) | 493 | |||
Issuance of common stock for services (in shares) | 8,511 | (8,500) | ||||
Issuance of common stock for services, related parties | 659 | 659 | ||||
Issuance of common stock for services, related parties (in shares) | 10,432 | |||||
Issuance of common stock options for services | 2,576 | 2,576 | ||||
Issuance of common stock upon exercise of stock options | ||||||
Issuance of common stock upon exercise of stock options (in shares) | 701 | |||||
Net loss | (12,286) | (12,286) | ||||
Ending balance at Dec. 31, 2017 | $ 1 | 81,118 | (73,597) | 7,522 | ||
Ending balance (in shares) at Dec. 31, 2017 | 820,509 | |||||
Issuance of common stock, sold for cash, net | 5,132 | 5,132 | ||||
Issuance of common stock, sold for cash, net (in shares) | 267,847 | |||||
Issuance of common stock for services | 35 | (8) | 27 | |||
Issuance of common stock for services (in shares) | 8,725 | |||||
Stock-based compensation | 3,062 | 3,062 | ||||
Issuance of common stock upon exercise of warrants | 2,214 | 2,214 | ||||
Issuance of common stock upon exercise of warrants (in shares) | 73,742 | |||||
Issuance of common stock upon cashless exercise of stock options | ||||||
Issuance of common stock upon cashless exercise of stock options (in shares) | 695 | |||||
Warrant antidilution price protection adjustment | 333 | (333) | ||||
Payments for employee withholding taxes related to share-based awards | (42) | (42) | ||||
Net loss | (9,278) | (9,278) | ||||
Ending balance at Sep. 30, 2018 | $ 1 | 91,844 | (83,208) | 8,637 | ||
Ending balance (in shares) at Sep. 30, 2018 | 1,171,518 | |||||
Begining balance at Dec. 31, 2017 | $ 1 | 81,118 | (73,597) | 7,522 | ||
Begining balance (in shares) at Dec. 31, 2017 | 820,509 | |||||
Issuance of common stock, sold for cash, net | 5,133 | 5,133 | ||||
Issuance of common stock, sold for cash, net (in shares) | 267,853 | |||||
Issuance of common stock for services | 36 | 36 | ||||
Issuance of common stock for services (in shares) | 11,060 | |||||
Stock-based compensation | 1,691 | 3,062 | ||||
Issuance of common stock upon exercise of warrants | 2,214 | 2,214 | ||||
Issuance of common stock upon exercise of warrants (in shares) | 73,937 | |||||
Issuance of common stock upon cashless exercise of stock options | ||||||
Issuance of common stock upon cashless exercise of stock options (in shares) | 695 | 2,450 | ||||
Issuance of warrants | 1,693 | $ 1,693 | ||||
Warrant antidilution price protection adjustment | 333 | (333) | ||||
Option forfeitures and expirations | (67) | (67) | ||||
Option forfeitures and expirations (in shares) | ||||||
Net loss | (11,908) | (11,908) | ||||
Ending balance at Dec. 31, 2018 | $ 1 | 92,151 | (85,838) | 6,314 | ||
Ending balance (in shares) at Dec. 31, 2018 | 1,173,854 | |||||
Begining balance at Jun. 30, 2018 | $ 1 | 86,039 | (80,375) | 5,665 | ||
Begining balance (in shares) at Jun. 30, 2018 | 902,285 | |||||
Issuance of common stock, sold for cash, net | 5,132 | 5,132 | ||||
Issuance of common stock, sold for cash, net (in shares) | 267,847 | |||||
Issuance of common stock for services | ||||||
Issuance of common stock for services (in shares) | 1,387 | |||||
Stock-based compensation | 355 | 355 | ||||
Stock subscribed but not issued | (8) | 8 | ||||
Warrant antidilution price protection adjustment | 333 | (333) | ||||
Payments for employee withholding taxes related to share-based awards | (15) | (15) | ||||
Net loss | (2,500) | (2,500) | ||||
Ending balance at Sep. 30, 2018 | $ 1 | 91,844 | (83,208) | 8,637 | ||
Ending balance (in shares) at Sep. 30, 2018 | 1,171,518 | |||||
Begining balance at Dec. 31, 2018 | $ 1 | 92,151 | (85,838) | 6,314 | ||
Begining balance (in shares) at Dec. 31, 2018 | 1,173,854 | |||||
Issuance of common stock, sold for cash, net | 3,630 | 3,630 | ||||
Issuance of common stock, sold for cash, net (in shares) | 151,840 | |||||
Issuance of common stock for services | 34 | 34 | ||||
Issuance of common stock for services (in shares) | 7,203 | |||||
Stock-based compensation | 675 | 675 | ||||
Issuance of common stock upon exercise of warrants | 1,788 | 1,788 | ||||
Issuance of common stock upon exercise of warrants (in shares) | 80,511 | |||||
Issuance of common stock upon exercise of stock options | ||||||
Issuance of common stock upon exercise of stock options (in shares) | 1,250 | |||||
Payments for employee withholding taxes related to share-based awards | (55) | (55) | ||||
Net loss | (7,238) | (7,238) | ||||
Ending balance at Sep. 30, 2019 | $ 1 | 98,223 | (93,076) | 5,148 | ||
Ending balance (in shares) at Sep. 30, 2019 | 1,414,658 | |||||
Begining balance at Jun. 30, 2019 | $ 1 | 94,415 | (90,491) | 3,925 | ||
Begining balance (in shares) at Jun. 30, 2019 | 1,261,638 | |||||
Issuance of common stock, sold for cash, net | 3,630 | 3,630 | ||||
Issuance of common stock, sold for cash, net (in shares) | 151,831 | |||||
Issuance of common stock for services | ||||||
Issuance of common stock for services (in shares) | 963 | |||||
Stock-based compensation | 204 | 204 | ||||
Issuance of common stock upon exercise of warrants | 5 | 5 | ||||
Issuance of common stock upon exercise of warrants (in shares) | 226 | |||||
Payments for employee withholding taxes related to share-based awards | (31) | (31) | ||||
Net loss | (2,585) | (2,585) | ||||
Ending balance at Sep. 30, 2019 | $ 1 | $ 98,223 | $ (93,076) | $ 5,148 | ||
Ending balance (in shares) at Sep. 30, 2019 | 1,414,658 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||||
Net loss | $ (7,238) | $ (9,278) | $ (11,908) | $ (12,286) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Gain on investments held to maturity | (44) | (47) | (36) | |
Amortization of discounts on investments | 17 | |||
Depreciation and amortization | 314 | 332 | 447 | 391 |
Stock-based compensation | 675 | 3,090 | 3,413 | 3,728 |
Loss on sale of equipment | 3 | 15 | 15 | |
Loss on early extinguishment of debt | 10 | 10 | ||
Loss on remeasurement of Common Stock warrant liability | 1 | 1 | (69) | |
(Increase) decrease in current assets: | ||||
Accounts receivable | (16) | (36) | (123) | (6) |
Prepaid expenses | 38 | (166) | (172) | 167 |
Inventory | (24) | (578) | (721) | (483) |
Deposits | 3 | 7 | 10 | (10) |
Increase (decrease) in current liabilities: | ||||
Accounts payable | 118 | (185) | (218) | 40 |
Accrued contract cancellation settlement | (1,000) | |||
Accrued expenses | 46 | (66) | 189 | 218 |
Deferred rent | (11) | (18) | (25) | 8 |
Net cash used in operating activities | (6,092) | (6,916) | (9,129) | (9,321) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||||
Purchase of securities | (5,004) | |||
Proceeds received on sale of securities held to maturity | 2,619 | 5,070 | ||
Proceeds received on sale of equipment | 185 | 185 | ||
Purchase of property and equipment | (64) | (212) | (239) | (898) |
Net cash provided by (used in) investing activities | (64) | 2,592 | 5,016 | (5,902) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||||
Proceeds from the issuance of Common Stock, net | 3,631 | 5,132 | 5,132 | 5,253 |
Proceeds from the issuance of notes payable | 9 | 9 | 437 | |
Repayments of notes payable | (184) | (236) | (281) | (73) |
Repayments of notes payable, related parties | (12) | (12) | (24) | |
Repayments of capital lease obligations | (50) | (71) | (95) | |
Proceeds from the exercise of warrants | 1,789 | 2,213 | 2,213 | |
Payment of employee withholding taxes related to share-based awards | (55) | (42) | (58) | |
Net cash provided by financing activities | 5,181 | 7,014 | 6,932 | 5,498 |
NET CHANGE IN CASH | (975) | 2,690 | 2,819 | (9,725) |
CASH AT BEGINNING OF PERIOD | 4,920 | 2,101 | 2,101 | 11,826 |
CASH AT END OF PERIOD | 3,945 | 4,791 | 4,920 | 2,101 |
SUPPLEMENTAL INFORMATION: | ||||
Interest paid | 34 | 60 | 74 | 87 |
Income taxes paid | ||||
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||||
Deemed dividend | 333 | 333 | ||
Purchases of equipment under capital lease obligations | 37 | $ 37 | $ 316 | |
Common stock issued on accrued bonus | $ 32 |
Organization and Description of
Organization and Description of Business | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Organization and Description of Business | Note 1 - Organization and Description of Business SenesTech, Inc. (referred to in this report as "SenesTech," the "Company," "we" or "us") was formed in July 2004 and incorporated in the state of Nevada. The Company subsequently reincorporated in the state of Delaware in November 2015. Our corporate headquarters is in Flagstaff, Arizona. We have developed and are commercializing a global, proprietary technology for managing animal pest populations, initially rat populations, through fertility control. Although myriad tools are available to fight rat infestations, communities, food producers, zoos and sanctuaries and others continue to face challenges in controlling today's infestations. Infestations result in significant infrastructure damage, as well as pose additional risks to the health and food security of communities. In addition to these challenges, the pest management industry and pest management professionals (PMPs) are being increasingly asked for new solutions to help solve the problem. With growing concerns about rat resistance to rodenticides and a growing interest in non-lethal options, it is becoming increasingly important for PMPs to have new tools at their disposal. Our goal is to provide customers with not only a solution to combat their most difficult infestations, but also offer a non-lethal option to serve customers that are looking to decrease or remove the amount of poison used in their pest management programs. Our first fertility control product, ContraPest, is a liquid bait containing the active ingredients 4-vinylcyclohexene diepoxide (VCD) and triptolide. When consumed, ContraPest targets reproduction, limiting fertility in male and female rats beginning with the first breeding cycle following consumption. ContraPest is being marketed for use in controlling rat populations, specifically Norway and roof rats. On August 23, 2015, the United States Environmental Protection Agency (EPA) granted registration approval for ContraPest as a Restricted Product Due to Professional Expertise (referred to in this report as a "Restricted Use designation"), effective August 2, 2016. On October 18, 2018, the EPA approved the removal of the Restricted Use designation. We believe ContraPest is the first and only non-lethal fertility control product approved by the EPA for the management of rodent populations. In addition to the EPA registration of ContraPest in the United States, we must obtain registration from the various state regulatory agencies prior to selling in each state. As of the date of this report, we have received registration for ContraPest in all 50 states and the District of Columbia, 47 of which have approved the removal of the Restricted Use designation. We expect to continue to pursue regulatory approvals and amendments to existing registration in the United States for ContraPest, and if ContraPest begins to generate sufficient revenue, regulatory approvals for any additional jurisdictions beyond the United States. Potential Need for Additional Capital Since our inception, we have sustained significant operating losses in the course of our research and development and commercialization activities and expect such losses to continue for the near future. We have generated limited revenue to date from product sales, research grants and licensing fees received under our former license agreement with Neogen. In 2017, we began to prepare and launch commercialization of our first product, ContraPest. We have primarily funded our operations to date through the sale of equity securities, including convertible preferred stock, Common Stock and warrants to purchase Common Stock. We have also raised capital through debt financing, consisting primarily of convertible notes; and, to a lesser extent, payments received in connection with product sales, research grants and licensing fees. Through September 30, 2019, we had received net proceeds of $67.2 million from sales of our Common Stock, preferred stock and warrant exercises and issuance of convertible and other promissory notes, an aggregate of $1.7 million from licensing fees and an aggregate of $0.5 million in net product sales. At September 30, 2019, we had an accumulated deficit of $93.1 million and cash and cash equivalents of $3.9 million. Our ultimate success depends upon the outcome of a combination of factors, including: (i) successful commercialization of ContraPest and maintaining and obtaining regulatory approvals of our products and product candidates, (ii) market acceptance, commercial viability and profitability of ContraPest and other products; (iii) the ability to market our products and establish an effective sales force and marketing infrastructure to generate significant revenue; (iv) the success of our research and development; (v) our ability to retain and attract key personnel to develop, operate and grow our business; and (vi) our ability to meet our working capital needs. Based upon our current operating plan, we expect that cash and cash equivalents at September 30, 2019, in combination with anticipated revenue and any additional sales of our equity securities, will be sufficient to fund our current operations for at least the next six months. We have taken and will continue to take actions to reduce our operating expenses and to concentrate our resources toward the successful commercialization of ContraPest in the U. S. However, if anticipated revenue targets and margin targets are not achieved and we are unable to raise necessary capital through the sale of our securities, we may be required take other measures that could impair our ability to be successful and operate as a going concern. In any event, we are likely to require additional capital in order to fund our operating losses and research and development activities until we become profitable. We may never achieve profitability or generate positive cash flows, and unless and until we do, we will continue to need to raise capital through equity or debt financing. If such equity or debt financing is not available at adequate levels or on acceptable terms, we may need to delay, limit or terminate commercialization and development efforts. Basis of Presentation The accompanying unaudited condensed financial statements of the Company have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC") for interim financial reporting. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with U.S. generally accepted accounting principles ("U.S. GAAP") have been condensed or omitted pursuant to such rules and regulations. In the Company's opinion, the unaudited condensed financial statements include all material adjustments, all of which are of a normal and recurring nature, necessary to present fairly the Company's financial position as of September 30, 2019, the Company's operating results for the three and nine months ended September 30, 2019 and 2018, and the Company's cash flows for the nine months ended September 30, 2019 and 2018. The accompanying financial information as of December 31, 2018 is derived from audited financial statements. Interim results are not necessarily indicative of results for a full year. The information included in this Quarterly Report on Form 10-Q should be read in conjunction with the Company's Annual Report on Form 10-K, as amended by Form 10-K/A, for the year ended December 31, 2018, both filed with the SEC on March 29, 2019. All amounts shown in these financial statements and accompanying notes are in thousands, except percentages and per share and share amounts. | 1. Organization and Description of Business SenesTech, Inc. (referred to as "SenesTech," the "Company," "we" or "us") was formed in July 2004 and incorporated in the state of Nevada. The Company subsequently reincorporated in the state of Delaware in November 2015. Our corporate headquarters is in Flagstaff, Arizona. We have developed and are commercializing a global, proprietary technology for managing animal pest populations, primarily rat populations, through fertility control. SenesTech, Inc. (referred to in this report as "SenesTech," the "Company," "we" or "us") was formed in July 2004 and incorporated in the state of Nevada. The Company subsequently reincorporated in the state of Delaware in November 2015. Our corporate headquarters is in Flagstaff, Arizona. We have developed and are commercializing a global, proprietary technology for managing animal pest populations, initially rat populations, through fertility control. Although a myriad of tools are available to fight rat infestations, communities continue to face challenges in controlling today's infestations. Infestations result in incredible infrastructure damage, as well as pose additional risks to the health and food security of communities. In addition to these challenges, the pest management industry and Pest Management Professionals (PMPs) are being increasingly asked for new solutions to help solve the problem. With growing concerns about rat resistance to rodenticides and a growing interest in non-lethal options, it is becoming increasingly important for PMPs to have new tools at their disposal. Our goal is to provide customers with not only a solution to combat their most difficult infestations, but also offer a non-lethal option to serve customers that are looking to decrease or remove the amount of poison used in their pest management programs. Our first fertility control product, ContraPest, is a liquid bait containing the active ingredients 4-vinylcyclohexene diepoxide (VCD) and triptolide. When consumed, ContraPest targets reproduction, limiting fertility in male and female rats beginning with the first breeding cycle following consumption. ContraPest is being marketed for use in controlling rat populations, specifically Norway and roof rats. On August 23, 2015, the United States Environmental Protection Agency (EPA) granted registration approval for ContraPest as a Restricted Product Due to Professional Expertise (referred to in this report as a "Restricted Use designation"), effective August 2, 2016. On October 18, 2018, the EPA approved the removal of the Restricted Use designation. We believe ContraPest is the first and only non-lethal, fertility control product approved by the EPA for the management of rodent populations. In addition to the EPA registration of ContraPest in the U.S., we must obtain registration from the various state regulatory agencies prior to selling in each state. As of the date of this report, we have received registration for ContraPest in all 50 states and the District of Columbia, nine of which have approved the removal of the Restricted Use designation. We expect to continue to pursue regulatory approvals and amendments to existing registration in the United States for ContraPest, as well as regulatory approvals for any additional jurisdictions beyond the United States. The Company also continues to pursue other potential additional fertility control and animal health products for additional species. Besides providing just the product, SenesTech provides PMPs with product training, and supports the PMPs by creating tools, training and awareness campaigns to help inform their customers, specifically within the food safety industry and larger residential customers, such as Home Owners Associations ("HOAs"), on the benefits of including ContraPest into their IPM protocols. Reverse Stock Split On February 4, 2020, we amended our amended and restated certificate of incorporation to effect a 1-for-20 reverse split of our issued and outstanding shares of our Common Stock. The accompanying consolidated financial statements and notes thereto give retrospective effect to the reverse stock split for all periods presented. All issued and outstanding common stock, options and warrants exercisable for common stock, restricted stock units, preferred stock conversions to common stock and per share amounts contained in our consolidated financial statements have been retrospectively adjusted. Going Concern Although our audited financial statements for the year ended December 31, 2018 were prepared under the assumption that we would continue our operations as a going concern, the report of our independent registered public accounting firm that accompanies our financial statements for the year ended December 31, 2018 contains a going concern qualification in which such firm expressed substantial doubt about our ability to continue as a going concern, based on the financial statements at that time. Specifically, as noted above, we have incurred operating losses since our inception, and we expect to continue to incur significant expenses and operating losses for the foreseeable future. These prior losses and expected future losses have had, and will continue to have, an adverse effect on our financial condition. If we cannot continue as a going concern, our stockholders would likely lose most or all of their investment in us. Potential Need for Additional Capital Since our inception, we have sustained significant operating losses in the course of our research and development activities and expect such losses to continue for the near future. We have generated limited revenue to date from product sales, research grants and licensing fees received under our former license agreement with Neogen. In 2017, we began to prepare and launch commercialization of our first product, ContraPest. We have funded our operations to date through the sale of equity securities, including convertible preferred stock, Common Stock and warrants to purchase Common Stock. Such sales include: (i) an initial public offering of 93,750 shares of our Common Stock on December 8, 2016 with warrants to purchase an additional 9,375 shares issued to Roth Capital Partners, LLC with an exercise price of $192.00 per share, as underwriter, (ii) a public offering on November 21, 2017 of 293,000 shares of our Common Stock at $20.00 per share with warrants issued to investors to purchase an additional 233,775 shares of our Common Stock with an initial exercise price of $30.00 per share that subsequently adjusted downward to $19.00 per share pursuant to antidilution price protection contained within those warrants, and warrants issued to Roth Capital Partners, LLC, as underwriter, to purchase an additional 47,250 shares with an exercise price of $30.00 per share, (iii) a private placement of warrants to purchase 56,696 shares of Common Stock in June 2018 with an exercise price of $36.40 per share in connection with an inducement agreement with a holder of outstanding warrants issued in November 2017 to exercise its original warrant representing 56,696 shares at an exercise price of $30.00 per share; and (iv) a rights offering in August 2018 (the "Rights Offering"), where we accepted subscriptions for 267,853 units for a purchase price of $23.00 per unit, with each unit consisting of one share of our Common Stock and one warrant, with each warrant exercisable for one share of our Common Stock at an exercise price of $23.00 per share, and warrants issued to an affiliate of Maxim Group, LLC, as dealer-manager, to purchase an additional 13,393 shares at $34.50 per share We have also raised capital through debt financing, consisting primarily of convertible notes; and, to a lesser extent, payments received in connection with product sales, research grants and licensing fees. Through December 31, 2018, we had received net proceeds of $61.7 million from our sales of Common Stock, preferred stock and warrant exercises and issuance of convertible and other promissory notes, an aggregate of $1.7 million from licensing fees and an aggregate of $0.4 million in net product sales. At December 31, 2018, we had an accumulated deficit of $85.8 million and cash and cash equivalents of $4.9 million. Our ultimate success depends upon the outcome of a combination of factors, including: (i) successful commercialization of ContraPest and ongoing regulatory approvals of our other product candidates, (ii) market acceptance, commercial viability and profitability of ContraPest and other products; (iii) the ability to market our products and establish an effective sales force and marketing infrastructure to generate significant revenue; (iv) the success of our research and development; (v) our ability to retain and attract key personnel to develop, operate and grow our business; and (vi) our ability to meet our working capital needs. Based upon our current operating plan, we expect that cash and cash equivalents and highly liquid, short term investments at December 31, 2018, in combination with anticipated revenue and additional sales of our equity securities, will be sufficient to fund our current operations for at least the next 12 months. However, if anticipated revenue targets and margin targets are not achieved and we are unable to raise necessary capital through the sale of our securities, we may seek to reduce operating expenses and are likely to require additional capital in order to fund our operating losses and research and development activities until we become profitable. We may never achieve profitability or generate positive cash flows, and unless and until we do, we will continue to need to raise capital through equity or debt financing. If such equity or debt financing is not available at adequate levels or on acceptable terms, we may need to delay, limit or terminate commercialization and development efforts. Major Customer The Company has two major customers that accounted for approximately 52% and 13% and $157,000 and $38,000 of sales for the year ended December 31, 2018 and 91% and $127,000 of total accounts receivable at December 31, 2018. The Company expects to maintain this relationship with the customer. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Summary of Significant Accounting Policies | Note 2 - Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and classification of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. The significant estimates in the Company’s financial statements include the valuation of preferred stock, Common Stock and related warrants, and other stock-based awards. Actual results could differ from such estimates. Reclassifications Certain prior year amounts have been reclassified to conform to the current period presentation. These reclassifications had no material impact on net earnings, financial position or cash flows. Accounts Receivable Accounts receivable consist primarily of trade receivables. The Company provides an allowance for doubtful trade receivables equal to the estimated uncollectible amounts. That estimate is based on historical collection experience, current economic and market conditions and a review of the current status of each customer’s trade accounts receivable. The allowance for doubtful trade receivables was less than $1 at September 30, 2019 and at December 31, 2018. Inventories Inventories are stated at the lower of cost or market value, using the first-in, first-out convention. Inventories consist of raw materials, work in progress and finished goods. Components of inventory are: September 30, December 31, 2019 2018 Raw materials $ 1,063 $ 1,111 Work in progress 3 - Finished goods 223 154 Total inventory 1,289 1,265 Less: Reserve for obsolete (4 ) (4 ) Total net inventory $ 1,285 $ 1,261 Prepaid Expenses Prepaid expenses consist primarily of payments made for director and officer insurance, director compensation, rent, legal and inventory purchase deposits and seminar fees to be expensed in the current year. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Equipment held under capital leases are stated at the present value of minimum lease payments less accumulated amortization. Depreciation on property and equipment is computed using the straight-line method over the estimated useful lives of the respective assets. The cost of leasehold improvements is amortized over the life of the improvement or the term of the lease, whichever is shorter. Equipment held under capital leases is amortized over the shorter of the lease term or estimated useful life of the asset. The Company incurs repair and maintenance costs on its major equipment, which are expensed as incurred. Impairment of Long-Lived Assets Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require long-lived assets or asset groups to be tested for possible impairment, the Company compares the undiscounted cash flows expected to be generated from the use of the asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques, such as discounted cash flow models and the use of third-party independent appraisals. The Company has not recorded an impairment of long-lived assets since its inception. Revenue Recognition Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Revenue Recognition. Revenue Recognition The Company recognizes revenue when product leaves its dock at a fixed selling price on payment terms of 30 to 120 days from invoicing. The Company recognizes other revenue earned from pilot studies upon the performance of specific services under the respective service contract. The Company derives revenue primarily from commercial sales of products. Research and Development Research and development costs are expensed as incurred. Research and development expenses primarily consist of salaries and benefits for research and development employees, stock-based compensation, consulting fees, lab supplies, costs incurred related to conducting scientific trials and field studies, and regulatory compliance costs. Also, included in research and development expenses is an allocation of facilities related costs, including depreciation of research and development equipment. Stock-based Compensation Employee stock-based awards, consisting of restricted stock units and stock options expected to be settled in shares of the Company’s Common Stock, are recorded as equity awards. The grant date fair value of stock options is measured using the Black-Scholes option pricing model. The Company expenses the grant date fair value of its stock options on a straight-line basis over their respective vesting periods. Performance-based awards are expensed over the performance period when the related performance goals are probable of being achieved. For equity instruments issued to non-employees, the stock-based consideration is measured using a fair value method. The measurement of the stock-based compensation is subject to re-measurement as the underlying equity instruments vest. The stock-based compensation expense recorded for the three and nine months ended September 30, 2019 and 2018, is as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Research and development $ 1 $ 29 $ 11 $ 87 General and administrative 203 326 661 3,003 Total stock-based compensation expense $ 204 $ 355 $ 675 $ 3,090 See Note 11 for additional discussion on stock-based compensation. Income Taxes Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases of assets and liabilities and net operating loss carryforwards using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. The Company records net deferred tax assets to the extent it believes these assets will more likely than not be realized. These deferred tax assets are subject to periodic assessments as to recoverability and if it is determined that it is more likely than not that the benefits will not be realized, valuation allowances are recorded which would increase the provision for income taxes. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. The Company currently maintains a full allowance against its deferred tax assets. The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. Only those benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities are recognized. Based on its evaluation, the Company has concluded there are no significant uncertain tax positions requiring recognition in its financial statements. The Company recognizes interest and/or penalties related to uncertain tax positions in income tax expense. There are no uncertain tax positions as of September 30, 2019 or December 31, 2018 and as such, no interest or penalties were recorded in income tax expense. Comprehensive Loss Net loss and comprehensive loss were the same for all periods presented; therefore, a separate statement of comprehensive loss is not included in the accompanying financial statements. Loss Per Share Attributable to Common Stockholders Basic loss per share attributable to Common Stockholders is calculated by dividing the net loss attributable to Common Stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per share attributable to Common Stockholders is computed by dividing the loss attributable to Common Stockholders by the weighted average number of common shares and potentially dilutive securities outstanding for the period determined using the treasury stock and if-converted methods. For purposes of the computation of diluted loss per share attributable to Common Stockholders, Common Stock purchase warrants, and Common Stock options are considered to be potentially dilutive securities but have been excluded from the calculation of diluted loss per share attributable to Common Stockholders because their effect would be anti-dilutive given the net loss reported for the three and nine months ended September 30, 2019 and 2018. Therefore, basic and diluted loss per share attributable to Common Stockholders are the same for each period presented. The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted loss per share attributable to Common Stockholders (in Common Stock equivalent shares): September 30, 2019 2018 Common stock purchase warrants 489,176 585,747 Restricted stock unit 5,877 8,646 Common stock options 137,389 86,289 Total 632,442 680,682 Adoption of New Accounting Standards : In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers “Revenue from Contracts with Customers” Revenue Recognition In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU 2016-02, Leases On January 1, 2019, the Company adopted the new leasing standard and all related amendments. The Company elected the optional transition method provided by the FASB in ASU 2018-11, Leases (Topic 842): Targeted Improvements ASU 2016-02 did not have a material impact on the Company’s Condensed Consolidated Statements of Comprehensive Income. The cumulative effect of the changes made to the Company’s Consolidated Balance Sheet as of January 1, 2019 for the adoption of the new leasing standard was as follows: Balance at Adjustment Due Balance at Right to Use Asset - Long Term - $ 87 $ 87 Lease Liability – Long Term - $ (87 ) $ (87 ) At September 30, 2019, the balance remaining in Right to Use Asset-Long Term and Lease Liability-Long Term was $29,000 and ($29,000) respectively. The Company determines if an arrangement is a lease at lease inception. Operating lease right-of-use (ROU) assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of the Company’s lease contracts do not include an implicit rate, the Company uses its incremental borrowing rate based on information available at commencement date in determining the present value of future payments. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. The operating lease ROU asset also includes any initial direct costs and lease payments made prior to lease commencement and excludes lease incentives incurred. The Company’s lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Operating lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The Company has certain lease agreements that contain both lease and non-lease components, which it has elected to account for as a single lease component for all asset classes. See Note 12, Commitments and Contingencies, for future minimum lease payments and maturities. Accounting Standards Issued but Not Yet Adopted In August 2018, the FASB issued authoritative guidance intended to address a customer’s accounting for implementation costs incurred in a cloud computing arrangement that is a service contract. This guidance aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The guidance also requires presentation of the capitalized implementation costs in the statement of financial position and in the statement of cash flows in the same line item that a prepayment for the fees of the associated hosting arrangement would be presented, and the expense related to the capitalized implementation costs to be presented in the same line item in the statement of operations as the fees associated with the hosting element (service) of the arrangement. This guidance is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods, with early adoption permitted. We are currently evaluating the potential impact on our financial position, results of operations and statement of cash flows upon adoption of this guidance. We do not expect this guidance to have a significant impact, or potential significant impact, to our unaudited condensed consolidated interim financial statements. Other than the items noted above, there have been no new accounting pronouncements not yet effective or adopted in the current year that we believe have a significant impact, or potential significant impact, to our unaudited condensed consolidated interim financial statements. | 2. Summary of Significant Accounting Policies Use of Estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. The significant estimates in the Company’s financial statements include the valuation of preferred stock, Common Stock and related warrants, and other stock-based awards. Actual results could differ from such estimates. Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. These reclassifications had no impact on net earnings, financial position or cash flows. Cash and Cash Equivalents The Company considers money market fund investments to be cash equivalents. The Company had cash equivalents of $0 and $3 at December 31, 2018 and December 31, 2017, respectively, included in cash as reported. Investments in Securities The Company uses cash holdings to purchase highly liquid, short term, investment grade securities diversified among security types, industries and issuers. All of the Company’s investment securities are measured at fair value. The Company’s investment securities primarily consist of municipal debt securities, corporate bonds, U.S. agency securities and commercial paper and highly-liquid money market funds. Accounts Receivable Accounts receivable consist primarily of trade receivables. The Company provides an allowance for doubtful trade receivables equal to the estimated uncollectible amounts. That estimate is based on historical collection experience, current economic and market conditions and a review of the current status of each customer’s trade accounts receivable. The allowance for doubtful trade receivables was less than $1 at December 31, 2018 and $0 at December 31, 2017, respectively. Inventories Inventories are stated at the lower of cost or market value, using the first-in, first-out convention. Inventories consist of raw materials and finished goods. Prepaid Expenses Prepaid expenses consist primarily of payments made for director and officer insurance, director compensation, rent, legal and inventory purchase deposits and seminar fees to be expensed in the current year. Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Equipment held under capital leases are stated at the present value of minimum lease payments less accumulated amortization. Depreciation on property and equipment is computed using the straight-line method over the estimated useful lives of the respective assets. The cost of leasehold improvements is amortized over the life of the improvement or the term of the lease, whichever is shorter. Equipment held under capital leases are amortized over the shorter of the lease term or estimated useful life of the asset. The Company incurs maintenance costs on its major equipment. Repair and maintenance costs are expensed as incurred. Impairment of Long-Lived Assets Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require long-lived assets or asset groups to be tested for possible impairment, the Company compares the undiscounted cash flows expected to be generated from the use of the asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques, such as discounted cash flow models and the use of third- party independent appraisals. The Company has not recorded an impairment of long-lived assets since its inception. Revenue Recognition Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Revenue Recognition. Revenue Recognition The Company recognizes revenue when it leaves their dock at a fixed selling price and payment terms of 30 to 120 days from invoicing. The Company recognizes other revenue earned from pilot studies upon the performance of specific services under the respective service contract. Research and Development Research and development costs are expensed as incurred. Research and development expenses primarily consist of salaries and benefits for research and development employees, stock-based compensation, consulting fees, lab supplies, costs incurred related to conducting scientific trials and field studies, and regulatory compliance costs. Also, included in research and development expenses is an allocation of facilities related costs, including depreciation of research and development equipment. Stock-based Compensation Employee stock-based awards, consisting of restricted stock units and stock options expected to be settled in shares of the Company’s Common Stock, are recorded as equity awards. The grant date fair value of these awards is measured using the Black-Scholes option pricing model. The Company expenses the grant date fair value of its stock options on a straight-line basis over their respective vesting periods. Performance-based awards are expensed over the performance period when the related performance goals are probable of being achieved. For equity instruments issued to non-employees, the stock-based consideration is measured using a fair value method. The measurement of the stock-based compensation is subject to re-measurement as the underlying equity instruments vest. Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax bases of assets and liabilities and net operating loss carryforwards using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. The Company records net deferred tax assets to the extent it believes these assets will more likely than not be realized. These deferred tax assets are subject to periodic assessments as to recoverability and if it is determined that it is more likely than not that the benefits will not be realized, valuation allowances are recorded which would increase the provision for income taxes. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. Only those benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities are recognized. Based on its evaluation, the Company has concluded there are no significant uncertain tax positions requiring recognition in its financial statements. The Company recognizes interest and/or penalties related to uncertain tax positions in income tax expense. There are no uncertain tax positions as of December 31, 2018 or December 31, 2017 and as such, no interest or penalties were recorded in income tax expense. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) which provides guidance on accounting for the tax effects of the Tax Cuts and Job Act of 2017 (the “Tax Act”). SAB 118 provides a measurement period that should not extend beyond one year from the date of enactment for companies to complete the accounting under ASC 740, Income Taxes. The Company is still analyzing the Tax Act and the impact, if any, it will have. Comprehensive Loss Net loss and comprehensive loss were the same for all periods presented; therefore, a separate statement of comprehensive loss is not included in the accompanying financial statements. Loss Per Share Attributable to Common Stockholders Basic loss per share attributable to Common Stockholders is calculated by dividing the net loss attributable to Common Stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per share attributable to Common Stockholders is computed by dividing the loss attributable to Common Stockholders by the weighted average number of common shares and potentially dilutive securities outstanding for the period determined using the treasury stock and if-converted methods. For purposes of the computation of diluted loss per share attributable to Common Stockholders, Common Stock purchase warrants, restricted stock units and Common Stock options are considered to be potentially dilutive securities but have been excluded from the calculation of diluted loss per share attributable to Common Stockholders because their effect would be anti-dilutive given the net loss reported for the years ended December 31, 2018 and 2017. Therefore, basic and diluted loss per share attributable to Common Stockholders was the same for all periods presented. The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted loss per share attributable to Common Stockholders (in Common Stock equivalent shares): December 31, 2018 2017 Common stock purchase warrants 561,342 321,590 Restricted stock unit 6,813 14,395 Common stock options 86,089 82,590 Total 654,244 418,575 In May 2014 the FASB issued ASU 2014-09, Revenue from Contracts with Customers “Revenue from Contracts with Customers” Revenue Recognition In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities Accounting Standards Issued But Not Yet Adopted: In February 2016, the FASB issued ASU 2016-02, Leases |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | ||
Fair Value Measurements | Note 3 - Fair Value Measurements The Company issued Common Stock warrants to purchase shares of Common Stock in June of 2015 (see Note 9 — Stock-based Compensation for more details) that contain a cash settlement provision resulting in a Common Stock warrant liability that is revalued at the end of each reporting period. We value these warrant derivatives at fair value. The accounting guidance for fair value, among other things, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The framework for measuring fair value consists of a three-level valuation hierarchy that prioritizes the inputs to valuation techniques used to measure fair value based upon whether such inputs are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions made by the reporting entity. The three-level hierarchy for the inputs to valuation techniques is briefly summarized as follows: Level 1 Level 2 Level 3 An asset's or liability's fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. Assets and liabilities measured at fair value are based on one or more of the following three valuation techniques: A. Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. B. Cost approach: Amount that would be required to replace the service capacity of an asset (replacement cost). C. Income approach: Techniques to convert future amounts to a single present amount based upon market expectations, including present value techniques, option-pricing and excess earnings models. The Company's Common Stock warrant liabilities are classified as Level 3 because there is limited activity or less transparency around the inputs to valuation. Items Measured at Fair Value on a Recurring Basis The following table sets forth the Company's financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): September 30, 2019 Level 1 Level 2 Level 3 Total Financial Liabilities: Common stock warrant liability (1) $ — $ — $ <1 $ <1 Total $ — $ — $ <1 $ <1 December 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ — $ — $ — $ — Corporate fixed income debt securities — — — — Total $ — $ — $ — $ — Financial Liabilities: Common stock warrant liability (1) $ — $ — $ — $ — Total $ — $ — $ — $ — (1) There was no change (net) in the fair value of the Common Stock warrant for the three and nine months ended September 30, 2019. If there had been, it would have been recorded to other income (expense) and interest expense in the statements of operations and comprehensive loss. Financial Instruments Not Carried at Fair Value The carrying amounts of the Company's financial instruments, including accounts payable and accrued liabilities, approximate fair value due to their short maturities. The estimated fair value of the convertible notes and other notes, not recorded at fair value, are recorded at cost or amortized cost which was deemed to estimate fair value. | 3. Fair Value Measurements We invest in various short term, highly liquid financial instruments, which may include municipal debt securities, corporate bonds, U.S. agency securities and commercial paper. We value these instruments at fair value. The accounting guidance for fair value, among other things, establishes a consistent framework for measuring fair value and expands disclosure for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the reporting date. The framework for measuring fair value consists of a three-level valuation hierarchy that prioritizes the inputs to valuation techniques used to measure fair value based upon whether such inputs are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect market assumptions made by the reporting entity. The three-level hierarchy for the inputs to valuation techniques is briefly summarized as follows: Level 1 Level 2 Level 3 An asset's or liability's fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. Assets and liabilities measured at fair value are based on one or more of the following three valuation techniques: A. Market approach: Prices and other relevant information generated by market transactions involving identical or comparable assets or liabilities. B. Cost approach: Amount that would be required to replace the service capacity of an asset (replacement cost). C. Income approach: Techniques to convert future amounts to a single present amount based upon market expectations, including present value techniques, option-pricing and excess earnings models. The Company's cash equivalents, which include money market funds, are classified as Level 1 because they are valued using quoted market prices. The Company's marketable securities consist of securities and are generally classified as Level 2 because their value is based on valuations using significant inputs derived from or corroborated by observable market data. In certain cases where there is limited activity or less transparency around the inputs to valuation, securities are classified as Level 3. Level 3 liabilities consist of Common Stock warrant liability. Items Measured at Fair Value on a Recurring Basis The following table sets forth the Company's financial instruments that were measured at fair value on a recurring basis by level within the fair value hierarchy (in thousands): December 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ — $ — $ — $ 3 Corporate fixed income debt securities — — — — Total $ — $ — $ — $ — Financial Liabilities: Common stock warrant liability (1) $ — $ — $ — $ — Total $ — $ — $ — $ — December 31, 2017 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 3 $ — $ — $ 3 Corporate fixed income debt securities — 5,023 — 5,023 Total $ 3 $ 5,023 $ — $ 5,026 Financial Liabilities: Common stock warrant liability (1) $ — $ — $ — $ — Total $ — $ — $ — $ — (1) The change in the fair value of the Common Stock warrant and convertible notes payable for the twelve months ended December 31, 2018 and 2017 was recorded as a decrease to other income (expense) and interest expense of $1 and $1, respectively, in the statements of operations and comprehensive loss. Financial Instruments Not Carried at Fair Value The carrying amounts of the Company's financial instruments, including accounts payable and accrued liabilities, approximate fair value due to their short maturities. The estimated fair value of the convertible notes and other notes, not recorded at fair value, are recorded at cost or amortized cost which was deemed to estimate fair value. |
Investment in Securities
Investment in Securities | 12 Months Ended |
Dec. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Investment in Securities | 4. Investment in Securities As of December 31, 2017, investment in securities held to maturity primarily consisted of corporate fixed income securities. investment in securities primarily consisted of corporate fixed income securities. These investments are in short term, highly liquid investments which are recorded at cost plus or minus market fluctuation and gains and losses are recognized as the sale or redemption of the securities is realized. Gains and losses are included in non-operating other income (expense) on the condensed statement of operations and are derived using the specific identification method for determining the cost of the securities sold. Interest and dividends on investment securities are included in interest and other income, net, in the condensed statements of operations. The Company did not have any held to maturity securities at December 31, 2017. |
Credit Risk
Credit Risk | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Risks and Uncertainties [Abstract] | ||
Credit Risk | Note 4 - Credit Risk The Company is potentially subject to concentrations of credit risk in its accounts receivable. Credit risk with respect to receivables is limited due to the number of companies comprising the Company's customer base. Although the Company is directly affected by the financial condition of its customers, management does not believe significant credit risks exist at September 30, 2019 or December 31, 2018. The Company does not require collateral or other securities to support its accounts receivable. | 5. Credit Risk The Company is potentially subject to concentrations of credit risk in its accounts receivable. Credit risk with respect to receivables is limited due to the number of companies comprising the Company's customer base. Although the Company is directly affected by the financial condition of its customers, management does not believe significant credit risks exist at December 31, 2018. The Company does not require collateral or other securities to support its accounts receivable. |
Prepaid Expenses
Prepaid Expenses | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Prepaid expenses | Note 5 - Prepaid Expenses Prepaid expenses consist of the following: September 30, December 31, 2019 2018 Director compensation $ - $ 100 Director and officer insurance 161 121 NASDAQ fees 14 Legal retainer 25 25 Marketing programs and conferences 54 53 Professional services retainer 15 8 Rent - 19 Equipment service deposits 2 3 Foreign patent registration 22 - Engineering, software licenses and other 11 13 Total prepaid expenses $ 304 $ 342 | 6. Prepaid expenses Prepaid expenses consist of the following: December 31, 2018 2017 Director compensation $ 100 $ 66 Director, officer and other insurance 121 33 Marketing programs and conferences 53 — Legal retainer 25 25 Inventory purchase deposits — 20 Professional service retainer 8 8 Rent 19 — Equipment service deposits 3 7 Engineering, software licenses and other 13 11 Total prepaid expenses $ 342 $ 170 |
Property and Equipment
Property and Equipment | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | ||
Property and Equipment | Note 6 - Property and Equipment Property and equipment, net consist of the following: September 30, December 31, Useful Life 2019 2018 Research and development equipment 5 years $ 1,582 $ 1,552 Office and computer equipment (1) 3 years 753 742 Autos 5 years 54 54 Furniture and fixtures 7 years 37 37 Leasehold improvements * 283 283 2,709 2,668 Less accumulated depreciation and amortization (1,879 ) (1,585 ) Total $ 830 $ 1,083 * Shorter of lease term or estimated useful life (1) In August 2019, the Company disposed of computer equipment with a net book value of $2 resulting in a loss on the disposal of fixed assets of less than $1. In April and May 2019, the Company disposed of obsolete computer equipment with a net book value of $2 resulting in a loss on disposal of fixed assets of $2. Depreciation and amortization expense was approximately $101 and $108 for the three months ended September 30, 2019 and 2018, respectively, and $314 and $332 for the nine months ended September 30, 2019 and 2018, respectively. | 7. Property and Equipment Property and equipment, net consist of the following: December 31, Useful Life 2018 2017 Research and development equipment 5 years $ 1,552 $ 1,349 Office and computer equipment 3 years 742 672 Autos 5 years 54 305 Furniture and fixtures 7 years 37 34 Leasehold improvements * 283 283 2,668 2,643 Less accumulated depreciation and amortization 1,585 1,189 Total $ 1,083 $ 1,454 * Shorter of lease term or estimated useful life Depreciation and amortization expense was approximately $447 and $391 for the year ended December 31, 2018 and 2017, respectively. |
Accrued Expenses
Accrued Expenses | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Payables and Accruals [Abstract] | ||
Accrued Expenses | Note 7 - Accrued Expenses Accrued expenses consist of the following: September 30, December 31, 2019 2018 Compensation and related benefits $ 264 $ 479 Accrued Litigation 507 269 Board Compensation 9 23 Other 5 — Total accrued expenses $ 785 $ 771 | 8. Accrued Expenses Accrued expenses consist of the following: December 31, 2018 2017 Compensation and related benefits $ 479 $ 304 Accrued Litigation 269 269 Personal property and franchise tax 23 — Board Compensation — 16 Other — — Total accrued expenses $ 771 $ 589 |
Borrowings
Borrowings | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Debt Disclosure [Abstract] | ||
Borrowings | Note 8 - Borrowings A summary of the Company's borrowings, including capital lease obligations, is as follows: September 30, December 31, 2019 2018 Short-term debt: Current portion of long-term debt 129 219 Total short-term debt $ 129 $ 219 Long-term debt: Capital lease obligations $ 175 $ 232 Other promissory notes 121 248 Total 296 480 Less: current portion of long-term debt (129 ) (219 ) Total long-term debt $ 167 $ 261 Capital Lease Obligations Capital lease obligations are for computer and lab equipment leased through GreatAmerica Financial Services, Thermo Fisher Scientific, Navitas Credit Corp. and ENGS Commercial Finance Co. These capital leases expire at various dates through July 2023 and carry interest rates ranging from 6.4% to 11.6%. Other Promissory Notes Also included in the table above are three notes payable to Direct Capital, one note to M2 Financing and one note to Fidelity Capital, all for the financing of fixed assets. These notes expire at various dates through June 2022 and carry interest rates ranging from 10.88% to 13.28%. | 9. Borrowings A summary of the Company's borrowings, including capital lease obligations, is as follows: At December 31, 2018 2017 Short-term debt: Current portion of long-term debt 219 177 Total short-term debt $ 219 $ 177 Long-term debt: Capital lease obligations $ 232 $ 272 Other unsecured promissory notes 248 496 Total 480 768 Less: current portion of long-term debt 219 177 Total long-term debt $ 261 $ 591 Capital Lease Obligations Capital lease obligations are for computer and lab equipment leased through GreatAmerica Financial Services, Thermo Fisher Scientific, Navitas Credit Corp., Wells Fargo and ENGS Commercial Finance Co. These capital leases expire at various dates through July 2023 and carry interest rates ranging from 6.0% to 11.6%. Other Promissory Notes Also included in the table above are three notes payable to Direct Capital, one note to M2 Financing and one note to Fidelity Capital, all for the financing of fixed assets. These notes expire at various dates through June 2022 and carry interest rates ranging from 4.3% to 13.8%. |
Notes Payable, Related Parties
Notes Payable, Related Parties | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Notes Payable, Related Parties | 10. Notes Payable, Related Parties A summary of the Company's notes payable, related parties is as follows: December 31, 2018 2017 Unsecured promissory note, interest rate of 4.25% and 8% per annum $ — $ 12 Total notes payable, related parties — 12 Less: current portion of notes payable, related parties — 12 Total notes payable, long-term $ — $ — In April 2013, the Company and a previous employee entered into an agreement to settle all outstanding obligations consisting of a promissory note of $40, dated March 2009, and deferred salaries amounting to $72. The note and salary obligation provided for interest of 8% and 4.25%, respectively. The note required monthly payments of $1 and matured in May 2018. The deferred salary obligation required monthly payments of $1 and matured in June 2018. Amounts outstanding on these obligations were $0 and $12 at December 31, 2018 and 2017, respectively. Interest expense on the notes payable, related parties, was $1 and $1 for the years ended December 31, 2018 and 2017, respectively. |
Common Stock Warrants and Commo
Common Stock Warrants and Common Stock Warrant Liability | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Warrants and Rights Note Disclosure [Abstract] | ||
Common Stock Warrants and Common Stock Warrant Liability | Note 9 - Common Stock Warrants and Common Stock Warrant Liability The table summarizes the common stock warrant activity as of September 30, 2019 as follows: Common Stock Warrants Number Date Term Exercise Price Outstanding at December 31, 2017 321,590 Warrants issued 56,696 June 2018 5 Years $ 36.40 Common Stock Offering Warrants Issued 267,853 August 2018 5 Years $ 23.00 (1) Common Stock Offering - Dealer Manager Warrants 13,393 August 2018 5 Years $ 34.50 Warrants exercised (73,783 ) Expired Warrants (24,406 ) Outstanding at December 31, 2018 561,343 Warrants issued 8,334 July 2019 5 Years $ 33.75 Warrants Exercised (64,901 ) August 2018 $ 23.00 Warrants Exercised (15,600 ) August 2018 $ 19.00 Outstanding at September 30, 2019 489,176 (1) The common stock warrants issued in November 2017 with an initial exercise price of $30.00 per share adjusted downward to $19.00 per share effective July 24, 2018 in connection with our Rights Offering, and may be subject to further downward adjustments, pursuant to antidilution price adjustment protection contained within those warrants. On November 21, 2017, the Company issued a total of 232,875 detachable Common Stock warrants issued with the second public offering of 293,000 shares of its Common Stock at $20.00 per share. The Common Stock warrant is exercisable until five years from the date of grant. The common shares of the Company's stock and detachable warrants exist independently as separate securities. As such, the Company estimated the fair value of the Common Stock warrants, exercisable at $30.00 per share, to be $661 using a lattice model based on the following significant inputs: Common stock price of $20.00; comparable company volatility of 73.8%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 1.87. The initial exercise price of these warrants was $30.00 per share, which adjusted downward to $29.40 on July 24, 2018, the record date of the Right's Offering and downward to $19.00 per share on August 13, 2018, the date of the Rights Offering, pursuant to antidilution price adjustment protection contained within these warrants. Per guidance of ASC 260, the Company recorded a deemed dividend of $333 on the 159,093 unexercised warrants that contained this antidilution price adjustment protection provision and was calculated as the difference between the fair value of the warrants immediately prior to downward exercise price adjustment and immediately after the adjustment using a Black Scholes model based on the following significant inputs: On July 24, 2018: Common stock price of $26.60; comparable company volatility of 72.4%; remaining term 4.33 years; dividend yield of 0% and risk-free interest rate of 2.83. On August 13, 2018: Common stock price of $20.40; comparable company volatility of 74.0%; remaining term 4.25 years; dividend yield of 0% and risk-free interest rate of 2.75. On June 20, 2018, the Company entered into an agreement with a holder of 56,696 of the November 2017 warrants to exercise its original warrant representing 56,696 shares of Common Stock for cash at the $30.00 exercise price for gross proceeds of $1.7 million and the Company issued to holder a new warrant to purchase 56,696 shares of Common Stock at an exercise price of $36.40 per share. The new warrant did not contain the antidilution price adjustment protection that was contained within the exercised warrants. In June 2018, the Company recorded stock compensation expense of $1.7 million representing the fair value of the of 56,696 inducement warrants issued. The Company estimated the fair value of the Common Stock warrants, exercisable at $36.40 per share, to be $1.7 million using a Black Scholes model based on the following significant inputs: Common stock price of $42.20; comparable company volatility of 72.6%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 2.8%. Also, in June 2018, an additional 17,088 of the November 8, 2017 warrants that were in the money at the time of exercise, were exercised for gross proceeds of $513. On August 13, 2018, in connection with a Rights Offering of 267,853 shares of its Common Stock, the Company issued 267,853 warrants to purchase shares of its Common Stock at an exercise price of $23.00 per share. The Company estimated the fair value of the Common Stock warrants, exercisable at $23.00 per share, to be $3.6 million using a Monte Carlo model based on the following significant inputs: Common Stock price of $18.80; comparable company volatility of 159.0%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 2.77%. In connection with the closing of the Rights Offering, the Company issued a warrant to purchase 13,393 shares of Common Stock to Maxim Partners LLC, an affiliate of the dealer-manager of the Rights Offering. The Company estimated the fair value of the Common Stock warrants, exercisable at $34.50 per share, to be $169 using a using a Monte Carlo model based on the following significant inputs: Common Stock price of $18.80; comparable company volatility of 159.0%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 2.77%. Common Stock Warrant Issued to Underwriter of Common Stock Offering In July 2019, the Company issued to H.C. Wainwright & Co., as placement agent, a warrant to purchase 8,334 shares of Common Stock at an exercise price of $33.75 per share as consideration for providing services in connection with a Common Stock offering in July 2019. The warrant was fully vested and exercisable on the date of issuance. The Common Stock warrant is exercisable until five years from the date of grant. The Company estimated the fair value of the Common Stock warrants, exercisable at $33.75 per share, to be $127 using a lattice model based on the following significant inputs: Common stock price of $26.80; comparable company volatility of 133.3%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 2.07%. University of Arizona Common Stock Warrant In connection with the June 2015 amended and restated exclusive license agreement with the University of Arizona ("University"), the Company issued to the University a Common Stock warrant to purchase 750 shares of Common Stock at an exercise price of $150.00 per share. The warrant was fully vested and exercisable on the date of grant, and expires, if not exercised, five years from the date of grant. In the event of a "terminating change" of the Company, as defined in the warrant agreement, the warrant holder would be paid in cash the aggregate fair market value of the underlying shares immediately prior to the consummation of the terminating change event. Due to the cash settlement provision, the derivative warrant liability was recorded at fair value and is revalued at the end of each reporting period. The changes in fair value are reported in other income (expense) in the statements of operations and comprehensive loss. The estimated fair value of the derivative warrant liability was $53 at the date of grant. The estimated fair value of the derivative warrant liability was $0 at September 30, 2019. As this derivative warrant liability is revalued at the end of each reporting period, the fair values as determined at the date of grant and subsequent periods was based on the following significant inputs using a Monte Carlo option pricing model: Common Stock price of $158.20; comparable company volatility of 77.7% of the underlying Common Stock; risk-free rates of 1.93%; and dividend yield of 0%; including the probability assessment of a terminating change event occurring. The change in fair value of the derivative warrant liability was ($0) and $0 for the three and nine months ended September 30, 2019. As such, no entry was recorded in other income (expense) in the accompanying statements of operations and comprehensive loss. | 11. Common Stock Warrants and Common Stock Warrant Liability The table summarizes the Common Stock warrant activity as of December 31, 2018 as follows: Common Stock Warrants Number Date Term Exercise Price Outstanding at December 31, 2016 41,465 Common Stock Offering Warrants Issued 232,875 November 2017 5 years $ 30.00 (1) Common Stock Offering Underwriter Warrants 47,250 November 2017 5 years $ 30.00 Outstanding at December 31, 2017 321,590 Warrants issued 56,696 June 2018 5 Years $ 36.40 Common Stock Offering Warrants Issued 267,853 August 2018 5 Years $ 23.00 (1) Common Stock Offering - Dealer Manager Warrants 13,393 August 2018 5 Years $ 34.50 Warrants exercised (73,783 ) Expired Warrants (24,406 ) Outstanding at December 31, 2018 561,343 (1) The Common Stock warrants issued in November 2017 with an initial exercise price of $30.00 per share adjusted downward to $19.00 per share effective July 24, 2018 in connection with our Rights Offering, and may be subject to further downward adjustments, pursuant to antidilution price adjustment protection contained within those warrants. On November 21, 2017, the Company issued a total of 232,875 detachable Common Stock warrants issued with the second public offering of 293,000 shares of its Common Stock at $20.00 per share. The Common Stock warrant is exercisable until five years from the date of grant. The common shares of the Company's stock and detachable warrants exist independently as separate securities. As such, the Company estimated the fair value of the Common Stock warrants, exercisable at $30.00 per share, to be $661 using a lattice model based on the following significant inputs: Common stock price of $20.00; comparable company volatility of 73.8%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 1.87. The initial exercise price of these warrants was $30.00 per share, which adjusted downward to $29.40 on July 24, 2018, the record date of the Right's Offering and downward to $19.00 per share on August 13, 2018, the date of the Rights Offering, pursuant to antidilution price adjustment protection contained within these warrants. Per guidance of ASC 260, the Company recorded a deemed dividend of $333 on the 159,093 unexercised warrants that contained this antidilution price adjustment protection provision and was calculated as the difference between the fair value of the warrants immediately prior to downward exercise price adjustment and immediately after the adjustment using a Black Scholes model based on the following significant inputs: On July 24, 2018: Common stock price of $27.60; comparable company volatility of 72.4%; remaining term 4.33 years; dividend yield of 0% and risk-free interest rate of 2.83. On August 13, 2018: Common stock price of $20.40; comparable company volatility of 74.0%; remaining term 4.25 years; dividend yield of 0% and risk-free interest rate of 2.75. On June 20, 2018, the Company entered into an agreement with a holder of 56,696 of the November 2017 warrants to exercise its original warrant representing 56,696 shares of Common Stock for cash at the $30.00 exercise price for gross proceeds of $1.7 million and the Company issued to holder a new warrant to purchase 56,696 shares of Common Stock at an exercise price of $36.40 per share. The new warrant did not contain the antidilution price adjustment protection that was contained within the exercised warrants. In June 2018, the Company recorded stock compensation expense of $1.7 million representing the fair value of the of 56,696 inducement warrants issued. The Company estimated the fair value of the Common Stock warrants, exercisable at $36.40 per share, to be $1.7 million using a Black Scholes model based on the following significant inputs: Common stock price of $42.20; comparable company volatility of 72.6%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 2.8%. Also in June 2018, an additional 17,088 of the November 8, 2017 warrants that were in the money at the time of exercise, were exercised for gross proceeds of $513. On August 13, 2018, in connection with a Rights Offering of 251,853 shares of its Common Stock, the Company issued 251,853 warrants to purchase shares of its Common Stock at an exercise price of $23.00 per share. The Company estimated the fair value of the Common Stock warrants, exercisable at $23.00 per share, to be $3.6 million using a Monte Carlo model based on the following significant inputs: Common Stock price of $18.80; comparable company volatility of 159.0%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 2.77%. In connection with the closing of the Rights Offering, the Company issued a warrant to purchase 13,393 shares of Common Stock to Maxim Partners LLC, an affiliate of the dealer-manager of the Rights Offering. The Company estimated the fair value of the Common Stock warrants, exercisable at $34.50 per share, to be $169 using a using a Monte Carlo model based on the following significant inputs: Common Stock price of $18.80; comparable company volatility of 159.0%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 2.77%. Common Stock Warrant Issued to Underwriter of Common Stock Offering In November 2017, the Company issued to Roth Capital Partners, LLC, as underwriter, a warrant to purchase 47,250 shares of Common Stock at an exercise price of $30.00 per share as consideration for providing services in connection with our Common Stock offering. The warrant was fully vested and exercisable on the date of issuance. The Common Stock warrant is exercisable until five years from the date of grant. The Company estimated the fair value of the Common Stock warrants, exercisable at $30.00 per share, to be $134 using a lattice model based on the following significant inputs: Common stock price of $20.00; comparable company volatility of 73.8%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 1.87%. University of Arizona Common Stock Warrant In connection with the June 2015 amended and restated exclusive license agreement with the University of Arizona ("University"), the Company issued to the University a Common Stock warrant to purchase 750 shares of Common Stock at an exercise price of $150.00 per share. The warrant was fully vested and exercisable on the date of grant, and expires, if not exercised, five years from the date of grant. In the event of a "terminating change" of the Company, as defined in the warrant agreement, the warrant holder would be paid in cash the aggregate fair market value of the underlying shares immediately prior to the consummation of the terminating change event. Due to the cash settlement provision, the derivative warrant liability was recorded at fair value and is revalued at the end of each reporting period. The changes in fair value are reported in other income (expense) in the statements of operations and comprehensive loss. The estimated fair value of the derivative warrant liability was $53 at the date of grant. The estimated fair value of the derivative warrant liability was $0 at December 31, 2018. As this derivative warrant liability is revalued at the end of each reporting period, the fair values as determined at the date of grant and subsequent periods was based on the following significant inputs using a Monte Carlo option pricing model: Common Stock price of $158.20; comparable company volatility of 77.7% of the underlying Common Stock; risk-free rates of 1.93%; and dividend yield of 0%; including the probability assessment of a terminating change event occurring. The change in fair value of the derivative warrant liability was $1 for year ended December 31, 2018 and was recorded in other income (expense) in the accompanying statements of operations and comprehensive loss. |
Stockholders' Deficit
Stockholders' Deficit | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Equity [Abstract] | ||
Stockholders' Deficit | Note 10 - Stockholders' Deficit Capital Stock The Company was organized under the laws of the state of Nevada on July 27, 2004 and was subsequently reincorporated under the laws of the state of Delaware on November 10, 2015. In connection with the reincorporation, as approved by the stockholders, the Company changed its authorized capital stock to consist of (i) 100 million shares of Common Stock, $.001 par value, and (ii) 2 million shares of preferred stock, $0.001 par value, designated as Series A convertible preferred stock. In December 2015, the Company amended its Certificate of Incorporation to change its authorized capital stock to provide for 15 million authorized shares of preferred stock of which 7,515,000 was designated as Series B convertible preferred stock, par value $.001 per share. Common Stock The Company had 1,414,658 and 1,173,854 shares of Common Stock issued and outstanding as of September 30, 2019 and December 31, 2018, respectively. During the nine months ended September 30, 2019, the Company issued an aggregate of 240,817 shares of Common Stock as follows: ● an aggregate of 151,852 shares in connection with a public offering generating net proceeds to the Company of approximately $3.6 million, as further described below ● an aggregate of 80,511 shares for the exercise of outstanding warrants for gross proceeds of $1.8 million (see Note 9 — Common Stock Warrants and Common Stock Warrant Liability for further details) ● An aggregate of 5,274 shares for service as a result of the vesting of restricted stock units ● 152 shares for the exercise of stock options ● 1,099 shares for the cashless exercise of stock options and ● an aggregate of 1,929 shares to certain employees in net settlement of bonus compensation totaling $32. Public Offering On July 16, 2019, the Company issued 151,852 shares of Common Stock, including 34,815 shares to the Company's chief executive officer and 371 shares to an employee of the Company, in a public offering of shares of the Company's Common Stock at $27.00 per share, resulting in net proceeds of approximately $3.6 million after deducting certain fees due to the placement agent and other transaction expenses. In addition, the Company issued a warrant to purchase 8,334 shares of the Company's Common Stock to the placement agent at an exercise price of $33.75 per share. | 12. Stockholders' Deficit Capital Stock The Company was organized under the laws of the state of Nevada on July 27, 2004 and was subsequently reincorporated under the laws of the state of Delaware on November 10, 2015. In connection with the reincorporation, as approved by the stockholders, the Company changed its authorized capital stock to consist of (i) 100 million shares of Common Stock, $.001 par value, and (ii) 2 million shares of preferred stock, $0.001 par value, designated as Series A convertible preferred stock. In December 2015, the Company amended its Certificate of Incorporation to change its authorized capital stock to provide for 15 million authorized shares of preferred stock of which 7,515,000 was designated as Series B convertible preferred stock, par value $.001 per share. Prior to November 10, 2015, the Company's authorized capital stock consisted of 100 million shares of Common Stock, $.001 par value, and 10 million shares of preferred stock, $.001 par value. Common Stock The Company had 1,173,854 and 820,210 shares of Common Stock issued and outstanding as of December 31, 2018 and 2017, respectively. During the year ending December 31, 2018, the Company issued 351,055 shares of Common Stock as follows: ● an aggregate of 267,853 shares in connection with a Rights Offering generating net proceeds to the Company of approximately $5.1 million, ● an aggregate of 73,783 shares for net proceeds of $2.1 million for the exercise of the Company's November 2017 warrants (see Note 10 — Common Stock Warrants and Common Stock Warrant Liability for further details), ● 695 shares for the cashless exercise of stock options to employees, ● 1,632 shares to a former employee for the net settlement of restricted stock units whose vesting accelerated upon the termination of their employment contract, ● 1,859 shares to a Board member in net settlement of Board compensation totaling $28 and ● 7,571 shares for the net settlement of restricted stock units that vested during the period. Rights Offering On August 13, 2018, the Company closed a Rights Offering. Pursuant to the Rights Offering, the Company accepted subscriptions for 267,853 units for a purchase price of $23.00 per unit, with each unit consisting of one share of the Company's Common Stock, par value $0.001 per share, and one warrant. Each warrant included in the unit was exercisable for one share of the Company's Common Stock at an exercise price of $23.00 per share. At closing of the Rights Offering, the Company issued 267,853 shares of its Common Stock and 267,853 warrants to purchase shares of its Common Stock at an exercise price of $23.00 per share. The Rights Offering generated net proceeds to the Company of approximately $5.1 million after the payment of fees and expenses related to the Rights Offering. In connection with the closing of the Rights Offering, the Company issued a warrant to purchase 13,393 shares of Common Stock to Maxim Partners LLC, an affiliate of the dealer-manager of the Rights Offering. On November 8, 2017, the Company issued 293,000 shares of its Common Stock with a total of 232,875 detachable Common Stock warrants for net proceeds of $5.2 million in a second public offering of the Company's Common Stock. In connection with this Common Stock offering, the Company issued to Roth Capital Partners, LLC, as underwriter, warrants to purchase an additional 47,250 shares of Common Stock. In addition, during the year ended December 31, 2017, the Company issued an aggregate of 19,331 shares of Common Stock as follows2,412 shares to consultants for services, valued at $137, to settle previous claims; 721 shares for the cashless exercise of stock options, 6,868 shares to certain employees and Board members in net settlement of bonus and Board compensation totaling $115 and 9,365 shares for the net settlement of restricted stock units that vested during the period. |
Stock-based Compensation
Stock-based Compensation | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement [Abstract] | ||
Stock-based Compensation | Note 11 - Stock-based Compensation On June 12, 2018, the Company's stockholders approved the 2018 Equity Incentive Plan (the "2018 Plan") to replace the Company's 2015 Equity Incentive Plan (the "2015 Plan"). The 2018 Plan authorizes the issuance of 1,000,000 shares of our Common Stock. In addition, up to 2,874,280 shares of our Common Stock reserved for issuance under the 2015 Plan became available for issuance under the 2018 Plan to the extent such shares were available for issuance under the 2015 Plan as of June 12, 2018 or cease to be subject to awards outstanding under the 2015 Plan, such as by expiration, cancellation, or forfeiture of such awards. Stock options are generally issued with an exercise price equal to no less than fair value at the date of grant. Options granted under the 2018 Plan generally vest immediately, or ratably over a two- to 36-month period coinciding with their respective service periods; however, participants may exercise their options prior to vesting as provided by the 2018 Plan. Unvested shares issued for options exercised early may be subject to a repurchase by the Company if the participant terminates, at the original exercise price. Options under the 2018 Plan generally have a contractual term of five years. Certain stock option awards provide for accelerated vesting upon a change in control. As of September 30, 2019, the Company had 632,936 shares of Common Stock available for issuance under the 2018 Plan. The Company measures the fair value of stock options with service-based and performance-based vesting criteria to employees, directors and consultants on the date of grant using the Black-Scholes option pricing model. The fair value of equity instruments issued to non-employees is re-measured as the award vests. The Black-Scholes valuation model requires the Company to make certain estimates and assumptions, including assumptions related to the expected price volatility of the Company's stock, the period under which the options will be outstanding, the rate of return on risk-free investments, and the expected dividend yield for the Company's stock. The weighted-average assumptions used in the Black-Scholes option-pricing model used to calculate the fair value of options granted during the nine months ended September 30, 2019 were as follows: Employee Non-Employee Expected volatility 76.4%-80.6 % N/A Expected dividend yield — N/A Expected term (in years) 3.0-6.0 N/A Risk-free interest rate 1.63% -2.48 % N/A The weighted average grant date fair value of options granted during the nine months ended September 30, 2019 was $25.80 per share, as per the table below. Due to the Company's limited operating history and lack of company-specific historical or implied volatility, the expected volatility assumption was determined based on historical volatilities from traded options of biotech companies of comparable in size and stability, whose share prices are publicly available. The expected dividend assumption is based on the Company's history and expectation of dividend payouts. The Company has not paid and does not intend to pay dividends. The expected term of options granted to employees is calculated based on the mid-point between the vesting date and the end of the contractual term according to the simplified method as described in SEC Staff Accounting Bulletin 110 because the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term due to the limited period of time its awards have been outstanding. For non-employee options, the expected term of options granted is the contractual term of the options. The risk-free interest rate is determined by reference to the implied yields of U.S. Treasury securities with a remaining term equal to the expected term assumed at the time of grant. The following table summarizes the stock option activity, for both equity plans, for the periods indicated as follows: Number of Weighted Weighted Aggregate Outstanding at December 31, 2018 86,089 $ 31.40 4.0 $ — Granted 58,396 $ 25.80 4.9 $ — Exercised (3,200 ) $ 13.00 — $ — Forfeited (2,970 ) $ — — $ — Expired (926 ) $ — — $ — Outstanding at September 30, 2019 137,389 $ 28.00 3.9 $ — Exercisable at September 30, 2019 83,354 $ 31.00 2.8 $ — (1) The aggregate intrinsic value in the table was calculated based on the difference between the estimated fair market value of the Company's stock and the exercise price of the underlying options. The estimated stock values used in the calculation was $20.20 and $11.80 per share for the nine months ended September 30, 2019 and the year ended December 31, 2018, respectively. Restricted Stock Units The following table summarizes restricted stock unit activity for the nine months ended September 30, 2019: Number of Weighted Average Outstanding as of December 31, 2018 6,813 $ 19.60 Granted 6,187 $ 30.20 Vested (7,123 ) $ 22.00 Forfeited — $ — Outstanding as of September 30, 2019 5,877 $ 28.40 The stock-based compensation expense was recorded as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Research and development $ 1 $ 29 $ 11 $ 87 General and administrative 203 326 664 3,003 Total stock-based compensation expense $ 204 $ 355 $ 675 $ 3,090 The allocation between research and development and selling, general and administrative expense was based on the department and services performed by the employee or non-employee. At September 30, 2019, the total compensation cost related to restricted stock units and unvested options not yet recognized was $1,205, which will be recognized over a weighted average period of 36 months, assuming the employees and non-employee s | 13. Stock-based Compensation On June 12, 2018, the Company's stockholders approved the 2018 Equity Incentive Plan (the "2018 Plan") to replace the Company's 2015 Equity Incentive Plan (the "2015 Plan"). The 2018 Plan authorized the issuance of 1,000,000 shares of our Common Stock. In addition, up to 2,874,280 shares of our Common Stock currently reserved for issuance under the 2015 Plan became available for issuance under the 2018 Plan to the extent such shares were available for issuance under the 2015 Plan as of June 12, 2018 or cease to be subject to awards outstanding under the 2015 Plan, such as by expiration, cancellation, or forfeiture of such awards. The stock-based awards are generally issued with a price equal to no less than fair value at the date of grant. Options granted under the 2018 Plan generally vest immediately, or ratably over a two- to 36-month period coinciding with their respective service periods; however, participants may exercise their options prior to vesting as provided by the 2018 Plan. Unvested shares issued for options exercised early may be subject to a repurchase by the Company if the participant terminates, at the original exercise price. Options under the 2018 Plan generally have a contractual term of five years. Certain stock option awards provide for accelerated vesting upon a change in control. As of December 31, 2018, the Company had 1,849,569 shares of Common Stock available for issuance under the 2018 Plan. The Company measures the fair value of stock options with service-based and performance-based vesting criteria to employees, directors and consultants on the date of grant using the Black-Scholes option pricing model. The fair value of equity instruments issued to non-employees is re-measured as the award vests. The Black-Scholes valuation model requires the Company to make certain estimates and assumptions, including assumptions related to the expected price volatility of the Company's stock, the period under which the options will be outstanding, the rate of return on risk-free investments, and the expected dividend yield for the Company's stock. The weighted-average assumptions used in the Black-Scholes option-pricing model used to calculate the fair value of options granted during the year ended December 31, 2017, were as follows: Employee Non-Employee Expected volatility 71.6% to 83.7% N/A Expected dividend yield — N/A Expected term (in years) 3.0 to 3.5 N/A Risk-free interest rate 1.45% to 1.84% N/A The weighted-average assumptions used in the Black-Scholes option-pricing model used to calculate the fair value of options granted during the year ended December 31, 2018, were as follows: Employee Non-Employee Expected volatility 71.0% -79.8% N/A Expected dividend yield — N/A Expected term (in years) 3.0-3.5 N/A Risk-free interest rate 1.58%-2.89% N/A Due to the Company's limited operating history and lack of company-specific historical or implied volatility, the expected volatility assumption was determined based on historical volatilities from traded options of biotech companies of comparable in size and stability, whose share prices are publicly available. The expected term of options granted to employees is calculated based on the mid-point between the vesting date and the end of the contractual term according to the simplified method as described in SEC Staff Accounting Bulletin 110 because the Company does not have sufficient historical exercise data to provide a reasonable basis upon which to estimate the expected term due to the limited period of time its awards have been outstanding. For non-employee options, the expected term of options granted is the contractual term of the options. The risk-free rate by reference to the implied yields of U.S. Treasury securities with a remaining term equal to the expected term assumed at the time of grant. The expected dividend assumption is based on the Company's history and expectation of dividend payouts. The Company has not paid and does not intend to pay dividends on its shares of capital stock. The table summarizes the stock option activity, for both plans, for the periods indicated as follows: Number of Weighted Weighted Aggregate Outstanding at December 31, 2016 73,865 $ 32.2 5.8 $ 9,662 Granted 12,925 $ 92.40 5.0 $ 34 Exercised (900 ) $ 10.00 Forfeited (50 ) $ 10.00 Expired (3,250 ) $ 204.40 Outstanding at December 31, 2017 82,590 $ 33.40 3.7 $ — Granted 8,974 $ 30.60 4.4 $ — Exercised (2,450 ) $ 10.00 Forfeited (2,525 ) $ — Expired (530 ) $ — Outstanding at December 31, 2018 86059 $ 31.40 4.0 $ — Exercisable at December 31, 2018 72,165 $ 31.20 3.5 $ — (1) The aggregate intrinsic value on the table was calculated based on the difference between the estimated fair value of the Company's stock and the exercise price of the underlying option. The estimated stock values used in the calculation was $11.80 and $14.40 per share for each of the years ended December 31, 2018 and 2017 respectively. The weighted average grant date fair value of options granted to employees for the year Ended December 31, 2017 was $30.60 per share. The stock-based compensation expense was recorded as follows: Years Ended December 31, 2018 2017 Research and development $ 106 $ 377 General and administrative 3,306 3,338 Total stock-based compensation expense $ 3,412 $ 3,715 The allocation between research and development and general and administrative expense was based on the department and services performed by the employee or non-employee. Included in the table above, the Company recorded stock-based compensation expense of $137 and $137 for the years ended December 31, 2018 and 2017, respectively, for stock options granted to non-employees. At December 31, 2018, the total compensation cost related to non-vested options not yet recognized was $577, which will be recognized over a weighted average period of 27 months, assuming the employees complete their service period required for vesting. Effective July 2015, the Company's stockholders approved the 2015 Equity Incentive Plan (the "2015 Plan"), which permits the issuance of up to 2,000,000 shares reserved for the grant of stock options, stock appreciation rights, restricted stock units and other stock-based awards for employees, directors or consultants. Restricted Stock Units The following table summarizes restricted stock unit activity for the years ended December 31, 2017 and 2016: Number of Weighted Average Outstanding as of December 31, 2016 22,772 $ 15.20 Granted 5,895 (1) $ 139.00 Vested (14,118 ) $ 35.00 Forfeited (155 ) $ — Outstanding as of December 31, 2017 14,395 $ 37.20 Granted 3,787 (2) $ 32.40 Vested (11,190 ) $ 51.20 Forfeited (179 ) $ 139.80 Outstanding as of December 31, 2018 6,818 $ 19.60 (1) 2,000 restricted stock units were granted on March 27, 2017 with a weighted average grant date fair value of $167.00, 895 restricted stock units were granted on May 19, 2017 with a weighted average grant date fair value of $139.80 and 3,000 restricted stock units were granted on June 19, 2017 with a weighted average grant date fair value of $120.00. (2) 641 restricted stock units were granted on June 12, 2017 with a weighted average grant date fair value of $13.00 and 3,146 restricted stock units were granted on June 12, 2018 with a weighted average grant date fair value of $36.40 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 14. Income Taxes The components of the pretax loss from operations for the years ended December 31, 2018 and 2017 are as follows (in thousands) 2018 2017 U.S. Domestic (11,908 ) (12,286 ) Foreign — — Pretax loss from operations (11,908 ) (12,286 ) The provision for income taxes from continuing operations for the years ended December 31, 2018 and 2017 are as follows (in thousands): 2018 2017 Current Federal — — State — — Foreign — — Total current — — Deferred Federal — — State — — Foreign — — Total deferred — — Total income tax expense (benefit) — — Tax Rate Reconciliation A reconciliation on income taxes to the amount computed by applying the statutory federal income tax rate to the net loss is summarized as follows (in thousands): 12/31/18 12/31/17 Income tax benefit at statutory rates (2,501 ) (4,176 ) State income tax, net of federal benefit (331 ) (566 ) Permanent items 8 7 Stock-based compensation 697 — Tax Rate Adjustment – TCJA 7,758 — Change in rate 941 — Stock Compensation DTA Adjustment 5,794 — Change in Valuation Allowance (12,673 ) 4,735 RTP and Other 307 — Income tax expense (benefit) — — Significant components of the Company's deferred tax assets as of December 31, 2018 and 2017 are shown below. A valuation allowance has been recognized to offset the net deferred tax assets as realization of such deferred tax assets have not met the more likely than not threshold. 12/31/18 12/31/17 Deferred tax assets: Deferred Rent 4 29 Federal and State Net Operating Loss Carryovers 12,964 17,013 Stock Based Compensation 448 9,234 Compensation Accruals and Other 187 (5 ) Total deferred tax assets 13,603 26,271 Valuation Allowance for deferred tax assets (13,550 ) (26,222 ) Deferred tax assets, net of valuation allowance 53 49 Deferred tax liabilities: Depreciation (53 ) (49 ) Total deferred tax liabilities (53 ) (49 ) — — At December 31, 2018, the Company has federal and state net operating loss carryforwards of approximately $51.1 million and $37.6 million, respectively, not considering the IRC Section 382 annual limitation discussed below. The federal loss carryforwards begin to expire in 2023, unless previously utilized. Additionally, the utilization of the net operating loss carryforwards are subject to an annual limitation under Section 382 and 383 of the Internal Revenue Code of 1986, and similar state tax provisions due to ownership change limitations that have occurred previously or that could occur in the future. These ownership changes limit the amount of net operating loss carryforwards and other deferred tax assets that can be utilized to offset future taxable income and tax, respectively. In general, an ownership change, as defined by Section 382 and 383, results from transactions increasing ownership of certain stockholders or public groups in the stock of the corporation by more than 50 percent points over a three-year period. The Company has not conducted an analysis of an ownership change under section 382. To the extent that a study is completed and an ownership change is deemed to occur, the Company's net operating losses could be limited. The following table summarizes the activity related to the Company's gross unrecognized tax benefits at the beginning and end of the years ended December 31, 2018 and 2017 (in thousands): 12/31/18 12/31/17 Gross unrecognized tax benefits at the beginning of the year — — Increases related to current year positions — — Increases related to prior year positions — — Decreases related to prior year positions — — Expiration of unrecognized tax benefits — — Gross unrecognized tax benefits at the end of the year — — — — None of the unrecognized tax benefits would affect the Company's annual effective tax rate. The Company does not expect a significant change in unrecognized tax benefits over the next 12 months. The Company files income tax returns in the United States and Arizona with general statutes of limitations of 3 and 4 years, respectively. Due to net operating losses incurred, the Company's tax returns from inception to date are subject to examination by taxing authorities. The Company's policy is to recognize interest expense and penalties related to income tax matters as a component of income tax expense. As of Dec 31, 2018, the Company had no interest or penalties accrued for uncertain tax positions. Tax Cuts and Jobs Act Disclosures: On December 20, 2017 the United States House of Representatives and the Senate passed the "Tax Cuts and Jobs Act" (the "Tax Act"), which was signed into law on December 22, 2017. Due to the complexity of the Tax Act, the SEC issued guidance in ASU 2018-05 which clarified the accounting for income taxes under ASC 740 if certain information was not yet available, prepared or analyzed in reasonable detail to complete the accounting for income tax effects of the Tax Act. ASU 2018-05 provided for a measurement period of up to one year after the enactment of the Tax Act, during which time the required analyses and accounting must have been completed. During the measurement period (i) income tax effects of the Tax Act must have been reported if the accounting was completed; (ii) provisional amounts must have been reported for income tax effects of the Tax Act for which the accounting was incomplete but a reasonable estimate could be determined; and (iii) provisional amounts were not required to be reported for income tax effects of the Tax Act for which a reasonable estimate could not be determined. The Tax Act did not have a material impact on the Company's net deferred tax balances or its provision for income taxes due to the Company's full valuation allowance since inception. The determination of the Tax Act's income tax effects may change following future legislation or further interpretation of the Tax Act based on the publication of recently proposed U.S. Treasury regulations and guidance from the Internal Revenue Service and state tax authorities. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | Note 12 - Commitments and Contingencies Legal Proceedings The Company may be subject to legal proceedings and claims arising from contracts or other matters from time to time in the ordinary course of business. Management is not aware of any pending or threatened litigation where the ultimate disposition or resolution could have a material adverse effect on its financial position, results of operations or liquidity. On February 20, 2018, New Enterprises, Ltd. ("New Enterprises"), filed a lawsuit against the Company and Roth Capital Partners, LLC ("Roth") in the U.S. District Court for the District of Arizona (the "Court"). The complaint alleges nine counts against the Company, including that the Company: engaged in common law fraud and securities fraud to induce the chairman of New Enterprises into investing in the Company; failed to register New Enterprises' requested transfer; breached stock certificates and the lock-up contract; tortuously interfered with prospective business advantage; and was liable for conversion. New Enterprises is seeking monetary damages, including compensatory damages, punitive damages, and attorney's fees. On December 3, 2018, the Court issued its order granting the Company's and Roth's motions to dismiss all of New Enterprises' claims but gave them leave to file a motion to amend the complaint. On January 25, 2019, New Enterprises moved for leave to file an amended complaint, alleging similar claims against the Company and Roth, and the court granted that motion. On April 5, 2019, New Enterprises filed an amended complaint, alleging similar claims against the Company and Roth. The Company and Roth moved to dismiss the amended complaint, and on August 16, 2019, the Court issued its order denying the Company's and Roth's motions to dismiss. Roth has made a claim for indemnification to the Company based on contractual indemnification agreements, but to date the Company has not accepted Roth's indemnification demand. On April 20, 2018, the Company's former Executive Vice President and Chief Operating Officer Andrew Altman filed a charge of employment discrimination with the Equal Employment Opportunity Commission (EEOC) against the Company. Mr. Altman claimed that he was terminated after he expressed opposition to an email that Cheryl Dyer, Chief Research Officer, had sent out to the management team, in which she criticized a Mormon newspaper. The Company filed a position statement on May 21, 2018. No substantive action has been taken since then, and the Company has not heard anything further either from the EEOC or Mr. Altman's attorneys. Lease Commitments The Company is obligated under capital leases for certain research and computer equipment that expire on various dates through July 2023. At September 30, 2019, the gross amount of office and computer equipment, and research equipment and the related accumulated amortization recorded under the capital leases was $498 and $252, respectively. In February 2012, the Company entered into an operating lease for its corporate headquarters. The lease was due to expire in January 2015. In December 2013, the Company amended its lease to expand into the remaining area in the building and extended the term to December 31, 2019. In February 2014, the Company further amended the lease to expand into an adjacent building. The lease requires escalating rental payments over the lease term. Minimum rental payments under the operating lease are recognized on a straight-line basis over the term of the lease and accordingly, the Company records the difference between the cash rent payments and the recognition of rent expense as a deferred rent liability. The lease is guaranteed by the President of the Company. We are currently in discussions to extend the current lease. On November 16, 2016, we leased an additional 1,954 square feet of research and development space, also in Flagstaff. This lease expired on November 15, 2018 but was extended for an additional 24 months, through November 2020. A subsequent amendment to the lease allows for the Company to cancel the lease at any time through the lease term with 30-day notice. In June 2019, the Company cancelled approximately 1,000 square feet of this leased space, and the fixed rental payment was reduced for the remaining term of the lease. The lease extension requires fixed rental payments over the lease term. Minimum rental payments under the operating lease are recognized on a straight-line basis over the term of the lease as expense, and accordingly, the Company recorded no deferred rent liability under this lease. Total rent expense was $187 and $183 for the nine months ended September 30, 2019 and September 30, 2018, respectively. The future minimum lease payments under our non-cancellable operating lease and our capital lease as of September 30, 2019 are as follows: Capital Operating Years Ending December 31, 2019 24 62 2020 78 24 2021 63 — 2022 33 — 2023 3 Total minimum lease payments $ 201 $ 86 Capital Less: amounts representing interest (6.39%, ranging from 10.48% to 11.56%) $ 26 Present value of minimum lease payments 175 Less: current installments under capital lease obligations 70 Total long-term portion $ 105 | 15. Commitments and Contingencies Legal Proceedings The Company may be subject to legal proceedings and claims arising from contracts or other matters from time to time in the ordinary course of business. Management is not aware of any pending or threatened litigation where the ultimate disposition or resolution could have a material adverse effect on its financial position, results of operations or liquidity. On February 20, 2018, New Enterprises, Ltd. ("New Enterprises"), filed lawsuit against the Company and Roth Capital Partners, LLC ("Roth") in the U.S. District Court for the District of Arizona (the "Court"). The complaint alleges nine counts against the Company, including that: the Company engaged in common law fraud and securities fraud to induce the chairman of New Enterprises into investing in the Company; failed to register New Enterprises' requested transfer; breached stock certificates and the lock-up contract; tortuously interfered with prospective business advantage; and conversion. New Enterprises is seeking monetary damages, including compensatory damages, punitive damages, and attorney's fees. On April 23, 2018, the Company moved to dismiss each of the claims alleged against the Company, and on May 18, 2-18, Roth moved to dismiss each of the claims alleged against it. The motions to dismiss were fully briefed, the Court issued an order granting the motions to dismiss, dismissing each of the claims alleged in the Complaint but allowed New Enterprises to file a motion for leave to file an Amended Complaint seeking to cure the deficiencies in its claims. On January 25, 2019, New Enterprises moved for leave to file an amended complaint, alleging similar claims against the Company and Roth. The Company and Roth have filed oppositions to New Enterprises' motion, New Enterprises filed its reply, and the motion is currently under advisement with the Court. Roth has made a claim for indemnification to the Company based on contractual indemnification agreements, but to date, the Company has not accepted Roth's indemnification demand. On April 20, 2018, the Company's former Executive Vice President and Chief Operating Officer Andrew Altman filed a charge of employment discrimination with the Equal Employment Opportunity Commission (EEOC) against the Company. Mr. Altman claimed that he was terminated after he expressed opposition to an email Cheryl Dyer, Chief Research Officer, had sent out to the management team, in which she criticized a Mormon newspaper. The Company filed a position statement on May 21, 2018. No substantive action has been taken since then, and the Company has not heard anything further either from the EEOC or Mr. Altman's attorneys. Lease Commitments The Company is obligated under capital leases for certain research and computer equipment that expire on various dates through May 2020. At December 31, 2018, the gross amount of office and computer equipment, and research equipment and the related accumulated amortization recorded under the capital leases was $521 and $200, respectively. In February 2012, the Company entered into an operating lease for its corporate headquarters. The lease was due to expire in January 2015. In December 2013, the Company amended its lease to expand into the remaining area in the building and extended the term to December 31, 2019. In February 2014, the Company further amended the lease to expand into an adjacent building. The lease requires escalating rental payments over the lease term. Minimum rental payments under the operating lease are recognized on a straight-line basis over the term of the lease and accordingly, the Company records the difference between the cash rent payments and the recognition of rent expense as a deferred rent liability. The lease is guaranteed by the President of the Company. We are in current discussions to extend the current lease. On November 16, 2016, we leased an additional 1,954 square feet of research and development space, also in Flagstaff. This lease expired on November 15, 2018 but was extended for an additional 24 months, through November 2020. A subsequent amendment to the lease allows for the Company to cancel the lease at any time through the lease term with 30 days notice. The lease extension requires fixed rental payments over the lease term. Minimum rental payments under the operating lease are recognized on a straight-line basis over the term of the lease as expense, and accordingly, the Company recorded no deferred rent liability under this lease. Rent expense was $242 and $312 for the year ended December 31, 2018 and 2017, respectively. The future minimum lease payments under non-cancellable operating lease and future minimum capital lease payments as of December 31, 2018 are follows: Capital Leases Operating Lease Years Ending December 31, 2019 99 271 2020 78 45 2021 63 — 2022 33 — 2023 3 Total minimum lease payments $ 276 $ 316 Capital Less: amounts representing interest (ranging from 7.75% to 11.58%) $ 43 Present value of minimum lease payments 233 Less: current installments under capital lease obligations 77 Total long-term portion $ 156 |
Subsequent Events
Subsequent Events | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Subsequent Events [Abstract] | ||
Subsequent Events | Note 13 - Subsequent Events On November 1, 2019, the Company net issued 16 shares of Common Stock in satisfaction of a cashless exercise of vested Common Stock options. The Company has evaluated subsequent events from the balance sheet date through November 14, 2019, the date at which the financial statements were issued, and determined that there were no other items that require adjustment to or disclosure in the financial statements. | 16. Subsequent Events In January 2019, the Company net issued 924 shares of Common Stock for a cashless exercise of vested common share options. Also in January 2019, the Company issued 1,929 shares of Common Stock to certain employees in net settlement of bonus compensation of $49 accrued at December 31, 2018. In March 2019, the Company issued an aggregate of 1,591 shares of Common Stock for the exercise of certain warrants. The net proceeds to the company for this exercise was $37. On March 20, 2019 we received notice from the listing qualifications staff of the Nasdaq Stock Market, notifying us that the closing bid price of our Common Stock was greater than $1.00 per share for ten consecutive business days and that we had regained compliance with the minimum bid price requirement of the Nasdaq Stock Market. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts and classification of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. The significant estimates in the Company's financial statements include the valuation of preferred stock, Common Stock and related warrants, and other stock-based awards. Actual results could differ from such estimates. | Use of Estimates The preparation of the financial statements in conformity with accounting principles generally accepted in the United States of America ("U.S. GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. The significant estimates in the Company's financial statements include the valuation of preferred stock, Common Stock and related warrants, and other stock-based awards. Actual results could differ from such estimates. |
Reclassifications | Reclassifications Certain prior year amounts have been reclassified to conform to the current period presentation. These reclassifications had no material impact on net earnings, financial position or cash flows. | Reclassifications Certain prior year amounts have been reclassified to conform to the current year presentation. These reclassifications had no impact on net earnings, financial position or cash flows. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers money market fund investments to be cash equivalents. The Company had cash equivalents of $0 and $3 at December 31, 2018 and December 31, 2017, respectively, included in cash as reported. | |
Investments in Securities | Investments in Securities The Company uses cash holdings to purchase highly liquid, short term, investment grade securities diversified among security types, industries and issuers. All of the Company's investment securities are measured at fair value. The Company's investment securities primarily consist of municipal debt securities, corporate bonds, U.S. agency securities and commercial paper and highly-liquid money market funds. | |
Accounts Receivable | Accounts Receivable Accounts receivable consist primarily of trade receivables. The Company provides an allowance for doubtful trade receivables equal to the estimated uncollectible amounts. That estimate is based on historical collection experience, current economic and market conditions and a review of the current status of each customer's trade accounts receivable. The allowance for doubtful trade receivables was less than $1 at September 30, 2019 and at December 31, 2018. | Accounts Receivable Accounts receivable consist primarily of trade receivables. The Company provides an allowance for doubtful trade receivables equal to the estimated uncollectible amounts. That estimate is based on historical collection experience, current economic and market conditions and a review of the current status of each customer's trade accounts receivable. The allowance for doubtful trade receivables was less than $1 at December 31, 2018 and $0 at December 31, 2017, respectively. |
Inventories | Inventories Inventories are stated at the lower of cost or market value, using the first-in, first-out convention. Inventories consist of raw materials, work in progress and finished goods. Components of inventory are: September 30, December 31, 2019 2018 Raw materials $ 1,063 $ 1,111 Work in progress 3 — Finished goods 223 154 Total inventory 1,289 1,265 Less: Reserve for obsolete (4 ) (4 ) Total net inventory $ 1,285 $ 1,261 | Inventories Inventories are stated at the lower of cost or market value, using the first-in, first-out convention. Inventories consist of raw materials and finished goods. |
Prepaid Expenses | Prepaid Expenses Prepaid expenses consist primarily of payments made for director and officer insurance, director compensation, rent, legal and inventory purchase deposits and seminar fees to be expensed in the current year. | Prepaid Expenses Prepaid expenses consist primarily of payments made for director and officer insurance, director compensation, rent, legal and inventory purchase deposits and seminar fees to be expensed in the current year. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Equipment held under capital leases are stated at the present value of minimum lease payments less accumulated amortization. Depreciation on property and equipment is computed using the straight-line method over the estimated useful lives of the respective assets. The cost of leasehold improvements is amortized over the life of the improvement or the term of the lease, whichever is shorter. Equipment held under capital leases is amortized over the shorter of the lease term or estimated useful life of the asset. The Company incurs repair and maintenance costs on its major equipment, which are expensed as incurred. | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Equipment held under capital leases are stated at the present value of minimum lease payments less accumulated amortization. Depreciation on property and equipment is computed using the straight-line method over the estimated useful lives of the respective assets. The cost of leasehold improvements is amortized over the life of the improvement or the term of the lease, whichever is shorter. Equipment held under capital leases are amortized over the shorter of the lease term or estimated useful life of the asset. The Company incurs maintenance costs on its major equipment. Repair and maintenance costs are expensed as incurred. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require long-lived assets or asset groups to be tested for possible impairment, the Company compares the undiscounted cash flows expected to be generated from the use of the asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques, such as discounted cash flow models and the use of third-party independent appraisals. The Company has not recorded an impairment of long-lived assets since its inception. | Impairment of Long-Lived Assets Long-lived assets, such as property and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require long-lived assets or asset groups to be tested for possible impairment, the Company compares the undiscounted cash flows expected to be generated from the use of the asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment charge is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques, such as discounted cash flow models and the use of third- party independent appraisals. The Company has not recorded an impairment of long-lived assets since its inception. |
Revenue Recognition | Revenue Recognition Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Revenue Recognition. Revenue Recognition The Company recognizes revenue when product leaves its dock at a fixed selling price on payment terms of 30 to 120 days from invoicing. The Company recognizes other revenue earned from pilot studies upon the performance of specific services under the respective service contract. The Company derives revenue primarily from commercial sales of products. | Revenue Recognition Effective January 1, 2018, the Company adopted ASC 606 — Revenue from Contracts with Customers. Revenue Recognition. Revenue Recognition The Company recognizes revenue when it leaves their dock at a fixed selling price and payment terms of 30 to 120 days from invoicing. The Company recognizes other revenue earned from pilot studies upon the performance of specific services under the respective service contract. |
Research and Development | Research and Development Research and development costs are expensed as incurred. Research and development expenses primarily consist of salaries and benefits for research and development employees, stock-based compensation, consulting fees, lab supplies, costs incurred related to conducting scientific trials and field studies, and regulatory compliance costs. Also, included in research and development expenses is an allocation of facilities related costs, including depreciation of research and development equipment. | Research and Development Research and development costs are expensed as incurred. Research and development expenses primarily consist of salaries and benefits for research and development employees, stock-based compensation, consulting fees, lab supplies, costs incurred related to conducting scientific trials and field studies, and regulatory compliance costs. Also, included in research and development expenses is an allocation of facilities related costs, including depreciation of research and development equipment. |
Stock-based Compensation | Stock-based Compensation Employee stock-based awards, consisting of restricted stock units and stock options expected to be settled in shares of the Company's Common Stock, are recorded as equity awards. The grant date fair value of stock options is measured using the Black-Scholes option pricing model. The Company expenses the grant date fair value of its stock options on a straight-line basis over their respective vesting periods. Performance-based awards are expensed over the performance period when the related performance goals are probable of being achieved. For equity instruments issued to non-employees, the stock-based consideration is measured using a fair value method. The measurement of the stock-based compensation is subject to re-measurement as the underlying equity instruments vest. The stock-based compensation expense recorded for the three and nine months ended September 30, 2019 and 2018, is as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Research and development $ 1 $ 29 $ 11 $ 87 General and administrative 203 326 661 3,003 Total stock-based compensation expense $ 204 $ 355 $ 675 $ 3,090 See Note 11 for additional discussion on stock-based compensation. | Stock-based Compensation Employee stock-based awards, consisting of restricted stock units and stock options expected to be settled in shares of the Company's Common Stock, are recorded as equity awards. The grant date fair value of these awards is measured using the Black-Scholes option pricing model. The Company expenses the grant date fair value of its stock options on a straight-line basis over their respective vesting periods. Performance-based awards are expensed over the performance period when the related performance goals are probable of being achieved. For equity instruments issued to non-employees, the stock-based consideration is measured using a fair value method. The measurement of the stock-based compensation is subject to re-measurement as the underlying equity instruments vest. |
Income Taxes | Income Taxes Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases of assets and liabilities and net operating loss carryforwards using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. The Company records net deferred tax assets to the extent it believes these assets will more likely than not be realized. These deferred tax assets are subject to periodic assessments as to recoverability and if it is determined that it is more likely than not that the benefits will not be realized, valuation allowances are recorded which would increase the provision for income taxes. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. The Company currently maintains a full allowance against its deferred tax assets. The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. Only those benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities are recognized. Based on its evaluation, the Company has concluded there are no significant uncertain tax positions requiring recognition in its financial statements. The Company recognizes interest and/or penalties related to uncertain tax positions in income tax expense. There are no uncertain tax positions as of September 30, 2019 or December 31, 2018 and as such, no interest or penalties were recorded in income tax expense. | Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statements and tax bases of assets and liabilities and net operating loss carryforwards using enacted tax rates in effect for the year in which the differences are expected to reverse. The effect of a change in tax rates on deferred tax assets and liabilities is recognized in the period that includes the enactment date. The Company records net deferred tax assets to the extent it believes these assets will more likely than not be realized. These deferred tax assets are subject to periodic assessments as to recoverability and if it is determined that it is more likely than not that the benefits will not be realized, valuation allowances are recorded which would increase the provision for income taxes. In making such determination, the Company considers all available positive and negative evidence, including future reversals of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operations. The Company applies a more-likely-than-not recognition threshold for all tax uncertainties. Only those benefits that have a greater than fifty percent likelihood of being sustained upon examination by the taxing authorities are recognized. Based on its evaluation, the Company has concluded there are no significant uncertain tax positions requiring recognition in its financial statements. The Company recognizes interest and/or penalties related to uncertain tax positions in income tax expense. There are no uncertain tax positions as of December 31, 2018 or December 31, 2017 and as such, no interest or penalties were recorded in income tax expense. On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 ("SAB 118") which provides guidance on accounting for the tax effects of the Tax Cuts and Job Act of 2017 (the "Tax Act"). SAB 118 provides a measurement period that should not extend beyond one year from the date of enactment for companies to complete the accounting under ASC 740, Income Taxes. The Company is still analyzing the Tax Act and the impact, if any, it will have. |
Comprehensive Loss | Comprehensive Loss Net loss and comprehensive loss were the same for all periods presented; therefore, a separate statement of comprehensive loss is not included in the accompanying financial statements. | Comprehensive Loss Net loss and comprehensive loss were the same for all periods presented; therefore, a separate statement of comprehensive loss is not included in the accompanying financial statements. |
Loss Per Share Attributable to Common Stockholders | Loss Per Share Attributable to Common Stockholders Basic loss per share attributable to Common Stockholders is calculated by dividing the net loss attributable to Common Stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per share attributable to Common Stockholders is computed by dividing the loss attributable to Common Stockholders by the weighted average number of common shares and potentially dilutive securities outstanding for the period determined using the treasury stock and if-converted methods. For purposes of the computation of diluted loss per share attributable to Common Stockholders, Common Stock purchase warrants, and Common Stock options are considered to be potentially dilutive securities but have been excluded from the calculation of diluted loss per share attributable to Common Stockholders because their effect would be anti-dilutive given the net loss reported for the three and nine months ended September 30, 2019 and 2018. Therefore, basic and diluted loss per share attributable to Common Stockholders are the same for each period presented. The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted loss per share attributable to Common Stockholders (in Common Stock equivalent shares): September 30, 2019 2018 Common stock purchase warrants 489,176 585,747 Restricted stock unit 5,877 8,646 Common stock options 137,389 86,289 Total 632,442 680,682 | Loss Per Share Attributable to Common Stockholders Basic loss per share attributable to Common Stockholders is calculated by dividing the net loss attributable to Common Stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per share attributable to Common Stockholders is computed by dividing the loss attributable to Common Stockholders by the weighted average number of common shares and potentially dilutive securities outstanding for the period determined using the treasury stock and if-converted methods. For purposes of the computation of diluted loss per share attributable to Common Stockholders, Common Stock purchase warrants, restricted stock units and Common Stock options are considered to be potentially dilutive securities but have been excluded from the calculation of diluted loss per share attributable to Common Stockholders because their effect would be anti-dilutive given the net loss reported for the years ended December 31, 2018 and 2017. Therefore, basic and diluted loss per share attributable to Common Stockholders was the same for all periods presented. The following table sets forth the outstanding potentially dilutive securities that have been excluded in the calculation of diluted loss per share attributable to Common Stockholders (in Common Stock equivalent shares): December 31, 2018 2017 Common stock purchase warrants 561,342 321,590 Restricted stock unit 6,813 14,395 Common stock options 86,089 82,590 Total 654,244 418,575 In May 2014 the FASB issued ASU 2014-09, Revenue from Contracts with Customers "Revenue from Contracts with Customers" Revenue Recognition In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities |
Adoption of New Accounting Standards | Adoption of New Accounting Standards : In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers "Revenue from Contracts with Customers" Revenue Recognition In January 2016, the FASB issued ASU 2016-01, Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU 2016-02, Leases On January 1, 2019, the Company adopted the new leasing standard and all related amendments. The Company elected the optional transition method provided by the FASB in ASU 2018-11, Leases (Topic 842): Targeted Improvements ASU 2016-02 did not have a material impact on the Company's Condensed Consolidated Statements of Comprehensive Income. The cumulative effect of the changes made to the Company's Consolidated Balance Sheet as of January 1, 2019 for the adoption of the new leasing standard was as follows: Balance Adjustment Due Balance Right to Use Asset - Long Term — $ 87 $ 87 Lease Liability – Long Term — $ (87 ) $ (87 ) At September 30, 2019, the balance remaining in Right to Use Asset-Long Term and Lease Liability-Long Term was $29,000 and ($29,000) respectively. The Company determines if an arrangement is a lease at lease inception. Operating lease right-of-use (ROU) assets and operating lease liabilities are recognized based on the present value of the future minimum lease payments over the lease term at commencement date. As most of the Company's lease contracts do not include an implicit rate, the Company uses its incremental borrowing rate based on information available at commencement date in determining the present value of future payments. The incremental borrowing rate is estimated to approximate the interest rate on a collateralized basis with similar terms and payments, and in economic environments where the leased asset is located. The operating lease ROU asset also includes any initial direct costs and lease payments made prior to lease commencement and excludes lease incentives incurred. The Company's lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Operating lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The Company has certain lease agreements that contain both lease and non-lease components, which it has elected to account for as a single lease component for all asset classes. See Note 12, Commitments and Contingencies, for future minimum lease payments and maturities. | |
Accounting Standards Issued But Not Yet Adopted | Accounting Standards Issued but Not Yet Adopted In August 2018, the FASB issued authoritative guidance intended to address a customer's accounting for implementation costs incurred in a cloud computing arrangement that is a service contract. This guidance aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The guidance also requires presentation of the capitalized implementation costs in the statement of financial position and in the statement of cash flows in the same line item that a prepayment for the fees of the associated hosting arrangement would be presented, and the expense related to the capitalized implementation costs to be presented in the same line item in the statement of operations as the fees associated with the hosting element (service) of the arrangement. This guidance is effective for annual periods beginning after December 15, 2019, including interim periods within those annual periods, with early adoption permitted. We are currently evaluating the potential impact on our financial position, results of operations and statement of cash flows upon adoption of this guidance. We do not expect this guidance to have a significant impact, or potential significant impact, to our unaudited condensed consolidated interim financial statements. Other than the items noted above, there have been no new accounting pronouncements not yet effective or adopted in the current year that we believe have a significant impact, or potential significant impact, to our unaudited condensed consolidated interim financial statements. | Accounting Standards Issued But Not Yet Adopted: In February 2016, the FASB issued ASU 2016-02, Leases |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | ||
Schedule of inventory | September 30, December 31, 2019 2018 Raw materials $ 1,063 $ 1,111 Work in progress 3 — Finished goods 223 154 Total inventory 1,289 1,265 Less: Reserve for obsolete (4 ) (4 ) Total net inventory $ 1,285 $ 1,261 | |
Schedule of employee stock-based compensation expense | Three Months Ended Nine Months Ended 2019 2018 2019 2018 Research and development $ 1 $ 29 $ 11 $ 87 General and administrative 203 326 661 3,003 Total stock-based compensation expense $ 204 $ 355 $ 675 $ 3,090 | |
Schedule of outstanding potentially dilutive securities calculation of diluted loss per share attributable to common stockholders | September 30, 2019 2018 Common stock purchase warrants 489,176 585,747 Restricted stock unit 5,877 8,646 Common stock options 137,389 86,289 Total 632,442 680,682 | December 31, 2018 2017 Common stock purchase warrants 561,342 321,590 Restricted stock unit 6,813 14,395 Common stock options 86,089 82,590 Total 654,244 418,575 |
Schedule of cumulative effect of the changes made to the company's consolidated balance sheet | Balance Adjustment Due Balance Right to Use Asset - Long Term — $ 87 $ 87 Lease Liability – Long Term — $ (87 ) $ (87 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | ||
Schedule of fair value of financial instruments | September 30, 2019 Level 1 Level 2 Level 3 Total Financial Liabilities: Common stock warrant liability (1) $ — $ — $ <1 $ <1 Total $ — $ — $ <1 $ <1 December 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ — $ — $ — $ — Corporate fixed income debt securities — — — — Total $ — $ — $ — $ — Financial Liabilities: Common stock warrant liability (1) $ — $ — $ — $ — Total $ — $ — $ — $ — (1) There was no change (net) in the fair value of the Common Stock warrant for the three and nine months ended September 30, 2019. If there had been, it would have been recorded to other income (expense) and interest expense in the statements of operations and comprehensive loss. | December 31, 2018 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ — $ — $ — $ 3 Corporate fixed income debt securities — — — — Total $ — $ — $ — $ — Financial Liabilities: Common stock warrant liability (1) $ — $ — $ — $ — Total $ — $ — $ — $ — December 31, 2017 Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ 3 $ — $ — $ 3 Corporate fixed income debt securities — 5,023 — 5,023 Total $ 3 $ 5,023 $ — $ 5,026 Financial Liabilities: Common stock warrant liability (1) $ — $ — $ — $ — Total $ — $ — $ — $ — (1) The change in the fair value of the Common Stock warrant and convertible notes payable for the twelve months ended December 31, 2018 and 2017 was recorded as a decrease to other income (expense) and interest expense of $1 and $1, respectively, in the statements of operations and comprehensive loss. |
Prepaid Expenses (Tables)
Prepaid Expenses (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Schedule of prepaid expenses | September 30, December 31, 2019 2018 Director compensation $ - $ 100 Director and officer insurance 161 121 NASDAQ fees 14 Legal retainer 25 25 Marketing programs and conferences 54 53 Professional services retainer 15 8 Rent - 19 Equipment service deposits 2 3 Foreign patent registration 22 - Engineering, software licenses and other 11 13 Total prepaid expenses $ 304 $ 342 | December 31, 2018 2017 Director compensation $ 100 $ 66 Director, officer and other insurance 121 33 Marketing programs and conferences 53 — Legal retainer 25 25 Inventory purchase deposits — 20 Professional service retainer 8 8 Rent 19 — Equipment service deposits 3 7 Engineering, software licenses and other 13 11 Total prepaid expenses $ 342 $ 170 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | ||
Schedule of property and equipment | September 30, December 31, Useful Life 2019 2018 Research and development equipment 5 years $ 1,582 $ 1,552 Office and computer equipment (1) 3 years 753 742 Autos 5 years 54 54 Furniture and fixtures 7 years 37 37 Leasehold improvements * 283 283 2,709 2,668 Less accumulated depreciation and amortization (1,879 ) (1,585 ) Total $ 830 $ 1,083 * Shorter of lease term or estimated useful life (1) In August 2019, the Company disposed of computer equipment with a net book value of $2 resulting in a loss on the disposal of fixed assets of less than $1. In April and May 2019, the Company disposed of obsolete computer equipment with a net book value of $2 resulting in a loss on disposal of fixed assets of $2. | December 31, Useful Life 2018 2017 Research and development equipment 5 years $ 1,552 $ 1,349 Office and computer equipment 3 years 742 672 Autos 5 years 54 305 Furniture and fixtures 7 years 37 34 Leasehold improvements * 283 283 2,668 2,643 Less accumulated depreciation and amortization 1,585 1,189 Total $ 1,083 $ 1,454 * Shorter of lease term or estimated useful life |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Payables and Accruals [Abstract] | ||
Schedule of accrued expenses | September 30, December 31, 2019 2018 Compensation and related benefits $ 264 $ 479 Accrued Litigation 507 269 Board Compensation 9 23 Other 5 — Total accrued expenses $ 785 $ 771 | December 31, 2018 2017 Compensation and related benefits $ 479 $ 304 Accrued Litigation 269 269 Personal property and franchise tax 23 — Board Compensation — 16 Other — — Total accrued expenses $ 771 $ 589 |
Borrowings (Tables)
Borrowings (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Debt Disclosure [Abstract] | ||
Schedule of capital lease obligations | September 30, December 31, 2019 2018 Short-term debt: Current portion of long-term debt 129 219 Total short-term debt $ 129 $ 219 Long-term debt: Capital lease obligations $ 175 $ 232 Other promissory notes 121 248 Total 296 480 Less: current portion of long-term debt (129 ) (219 ) Total long-term debt $ 167 $ 261 | At December 31, 2018 2017 Short-term debt: Current portion of long-term debt 219 177 Total short-term debt $ 219 $ 177 Long-term debt: Capital lease obligations $ 232 $ 272 Other unsecured promissory notes 248 496 Total 480 768 Less: current portion of long-term debt 219 177 Total long-term debt $ 261 $ 591 |
Notes Payable, Related Parties
Notes Payable, Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Schedule of notes payable, related parties | December 31, 2018 2017 Unsecured promissory note, interest rate of 4.25% and 8% per annum $ — $ 12 Total notes payable, related parties — 12 Less: current portion of notes payable, related parties — 12 Total notes payable, long-term $ — $ — |
Common Stock Warrants and Com_2
Common Stock Warrants and Common Stock Warrant Liability (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Warrants and Rights Note Disclosure [Abstract] | ||
Schedule of common stock warrant activity | Common Stock Warrants Number Date Term Exercise Price Outstanding at December 31, 2017 321,590 Warrants issued 56,696 June 2018 5 Years $ 36.40 Common Stock Offering Warrants Issued 267,853 August 2018 5 Years $ 23.00 (1) Common Stock Offering - Dealer Manager Warrants 13,393 August 2018 5 Years $ 34.50 Warrants exercised (73,783 ) Expired Warrants (24,406 ) Outstanding at December 31, 2018 561,343 Warrants issued 8,334 July 2019 5 Years $ 33.75 Warrants Exercised (64,901 ) August 2018 $ 23.00 Warrants Exercised (15,600 ) August 2018 $ 19.00 Outstanding at September 30, 2019 489,176 (1) The common stock warrants issued in November 2017 with an initial exercise price of $30.00 per share adjusted downward to $19.00 per share effective July 24, 2018 in connection with our Rights Offering, and may be subject to further downward adjustments, pursuant to antidilution price adjustment protection contained within those warrants. | Common Stock Warrants Number Date Term Exercise Price Outstanding at December 31, 2016 41,465 Common Stock Offering Warrants Issued 232,875 November 2017 5 years $ 30.00 (1) Common Stock Offering Underwriter Warrants 47,250 November 2017 5 years $ 30.00 Outstanding at December 31, 2017 321,590 Warrants issued 56,696 June 2018 5 Years $ 36.40 Common Stock Offering Warrants Issued 267,853 August 2018 5 Years $ 23.00 (1) Common Stock Offering - Dealer Manager Warrants 13,393 August 2018 5 Years $ 34.50 Warrants exercised (73,783 ) Expired Warrants (24,406 ) Outstanding at December 31, 2018 561,343 (1) The Common Stock warrants issued in November 2017 with an initial exercise price of $30.00 per share adjusted downward to $19.00 per share effective July 24, 2018 in connection with our Rights Offering, and may be subject to further downward adjustments, pursuant to antidilution price adjustment protection contained within those warrants. |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement [Abstract] | ||
Schedule of fair value of options granted | The weighted-average assumptions used in the Black-Scholes option-pricing model used to calculate the fair value of options granted during the nine months ended September 30, 2019 were as follows: Employee Non-Employee Expected volatility 76.4%-80.6 % N/A Expected dividend yield — N/A Expected term (in years) 3.0-6.0 N/A Risk-free interest rate 1.63% -2.48 % N/A | The weighted-average assumptions used in the Black-Scholes option-pricing model used to calculate the fair value of options granted during the year ended December 31, 2017, were as follows: Employee Non-Employee Expected volatility 71.6% to 83.7% N/A Expected dividend yield — N/A Expected term (in years) 3.0 to 3.5 N/A Risk-free interest rate 1.45% to 1.84% N/A The weighted-average assumptions used in the Black-Scholes option-pricing model used to calculate the fair value of options granted during the year ended December 31, 2018, were as follows: Employee Non-Employee Expected volatility 71.0% -79.8% N/A Expected dividend yield — N/A Expected term (in years) 3.0-3.5 N/A Risk-free interest rate 1.58%-2.89% N/A |
Schedule of stock option activity | Number of Weighted Weighted Aggregate Outstanding at December 31, 2018 86,089 $ 31.40 4.0 $ — Granted 58,396 $ 25.80 4.9 $ — Exercised (3,200 ) $ 13.00 — $ — Forfeited (2,970 ) $ — — $ — Expired (926 ) $ — — $ — Outstanding at September 30, 2019 137,389 $ 28.00 3.9 $ — Exercisable at September 30, 2019 83,354 $ 31.00 2.8 $ — (1) The aggregate intrinsic value in the table was calculated based on the difference between the estimated fair market value of the Company's stock and the exercise price of the underlying options. The estimated stock values used in the calculation was $20.20 and $11.80 per share for the nine months ended September 30, 2019 and the year ended December 31, 2018, respectively. | Number of Weighted Weighted Aggregate Outstanding at December 31, 2016 73,865 $ 32.2 5.8 $ 9,662 Granted 12,925 $ 92.40 5.0 $ 34 Exercised (900 ) $ 10.00 Forfeited (50 ) $ 10.00 Expired (3,250 ) $ 204.40 Outstanding at December 31, 2017 82,590 $ 33.40 3.7 $ — Granted 8,974 $ 30.60 4.4 $ — Exercised (2,450 ) $ 10.00 Forfeited (2,525 ) $ — Expired (530 ) $ — Outstanding at December 31, 2018 86059 $ 31.40 4.0 $ — Exercisable at December 31, 2018 72,165 $ 31.20 3.5 $ — (1) The aggregate intrinsic value on the table was calculated based on the difference between the estimated fair value of the Company's stock and the exercise price of the underlying option. The estimated stock values used in the calculation was $11.80 and $14.40 per share for each of the years ended December 31, 2018 and 2017 respectively. |
Schedule of summarizes restricted stock unit activity | Number of Weighted Average Outstanding as of December 31, 2018 6,813 $ 19.60 Granted 6,187 $ 30.20 Vested (7,123 ) $ 22.00 Forfeited — $ — Outstanding as of September 30, 2019 5,877 $ 28.40 | Number of Weighted Average Outstanding as of December 31, 2016 22,772 $ 15.20 Granted 5,895 (1) $ 139.00 Vested (14,118 ) $ 35.00 Forfeited (155 ) $ — Outstanding as of December 31, 2017 14,395 $ 37.20 Granted 3,787 (2) $ 32.40 Vested (11,190 ) $ 51.20 Forfeited (179 ) $ 139.80 Outstanding as of December 31, 2018 6,818 $ 19.60 (1) 2,000 restricted stock units were granted on March 27, 2017 with a weighted average grant date fair value of $167.00, 895 restricted stock units were granted on May 19, 2017 with a weighted average grant date fair value of $139.80 and 3,000 restricted stock units were granted on June 19, 2017 with a weighted average grant date fair value of $120.00. (2) 641 restricted stock units were granted on June 12, 2017 with a weighted average grant date fair value of $13.00 and 3,146 restricted stock units were granted on June 12, 2018 with a weighted average grant date fair value of $36.40 |
Schedule of stock-based compensation expense | Three Months Ended Nine Months Ended 2019 2018 2019 2018 Research and development $ 1 $ 29 $ 11 $ 87 General and administrative 203 326 664 3,003 Total stock-based compensation expense $ 204 $ 355 $ 675 $ 3,090 | Years Ended December 31, 2018 2017 Research and development $ 106 $ 377 General and administrative 3,306 3,338 Total stock-based compensation expense $ 3,412 $ 3,715 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of the pretax loss from operations | 2018 2017 U.S. Domestic (11,908 ) (12,286 ) Foreign — — Pretax loss from operations (11,908 ) (12,286 ) |
Schedule of provision for income taxes from continuing operations | 2018 2017 Current Federal — — State — — Foreign — — Total current — — Deferred Federal — — State — — Foreign — — Total deferred — — Total income tax expense (benefit) — — |
Schedule of income tax benefit | 12/31/18 12/31/17 Income tax benefit at statutory rates (2,501 ) (4,176 ) State income tax, net of federal benefit (331 ) (566 ) Permanent items 8 7 Stock-based compensation 697 — Tax Rate Adjustment – TCJA 7,758 — Change in rate 941 — Stock Compensation DTA Adjustment 5,794 — Change in Valuation Allowance (12,673 ) 4,735 RTP and Other 307 — Income tax expense (benefit) — — |
Schedule of deferred tax assets | 12/31/18 12/31/17 Deferred tax assets: Deferred Rent 4 29 Federal and State Net Operating Loss Carryovers 12,964 17,013 Stock Based Compensation 448 9,234 Compensation Accruals and Other 187 (5 ) Total deferred tax assets 13,603 26,271 Valuation Allowance for deferred tax assets (13,550 ) (26,222 ) Deferred tax assets, net of valuation allowance 53 49 Deferred tax liabilities: Depreciation (53 ) (49 ) Total deferred tax liabilities (53 ) (49 ) — — |
Schedule of unrecognized tax benefits | 12/31/18 12/31/17 Gross unrecognized tax benefits at the beginning of the year — — Increases related to current year positions — — Increases related to prior year positions — — Decreases related to prior year positions — — Expiration of unrecognized tax benefits — — Gross unrecognized tax benefits at the end of the year — — — — |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Schedule of the future minimum lease payments under non-cancellable operating lease and future minimum capital lease payments | Capital Operating Years Ending December 31, 2019 24 62 2020 78 24 2021 63 — 2022 33 — 2023 3 Total minimum lease payments $ 201 $ 86 Capital Less: amounts representing interest (6.39%, ranging from 10.48% to 11.56%) $ 26 Present value of minimum lease payments 175 Less: current installments under capital lease obligations 70 Total long-term portion $ 105 | Capital Leases Operating Lease Years Ending December 31, 2019 99 271 2020 78 45 2021 63 — 2022 33 — 2023 3 Total minimum lease payments $ 276 $ 316 Capital Less: amounts representing interest (ranging from 7.75% to 11.58%) $ 43 Present value of minimum lease payments 233 Less: current installments under capital lease obligations 77 Total long-term portion $ 156 |
Organization and Description _2
Organization and Description of Business (Details) $ / shares in Units, $ in Thousands | Aug. 13, 2018$ / sharesshares | Aug. 31, 2018$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)Numbershares | Dec. 31, 2017USD ($)shares | Jul. 16, 2019$ / shares | Jun. 01, 2018$ / sharesshares | Nov. 30, 2017$ / sharesshares | Nov. 21, 2017$ / sharesshares | Dec. 08, 2016$ / sharesshares |
Number of shares issued | shares | 7,021,092 | |||||||||
Accumulated deficit | $ | $ (93,076) | $ (85,838) | $ (73,597) | |||||||
Cash, cash equivalents and short-term investments | $ | $ 3,900 | 4,900 | ||||||||
Exercise price (in dollars per share) | $ 1.6875 | |||||||||
Common Stock Offering Warrants Issued | shares | 8,334 | |||||||||
Proceeds from licensing fees | $ | $ 1,700 | 1,700 | ||||||||
Proceeds from net product sales | $ | 500 | 400 | ||||||||
Proceeds from issuance and sale of common stock, preferred stock, warrants exercise, convertible and other promissory notes | $ | $ 67,200 | $ 61,700 | ||||||||
Right Offering [Member] | ||||||||||
Exercise price (in dollars per share) | $ 23 | |||||||||
Unit price (in dollars per unit) | $ 23 | |||||||||
Number of subscriptions shares accept | shares | 267,853 | |||||||||
Common Stock Offering Warrants Issued | shares | 267,853 | |||||||||
Public Offering [Member] | ||||||||||
Number of shares issued | shares | 293,000 | |||||||||
Shares issued per share (in dollars per share) | $ 20 | |||||||||
Exercise price (in dollars per share) | $ 1 | |||||||||
Initial Public Offering [Member] | ||||||||||
Number of shares issued | shares | 93,750 | |||||||||
Exercise price (in dollars per share) | $ 33.75 | |||||||||
Unit price (in dollars per unit) | $ 27 | |||||||||
CommonStockPurchaseWarrantsMember | Right Offering [Member] | ||||||||||
Exercise price (in dollars per share) | $ 34.50 | |||||||||
Common Stock Offering Warrants Issued | shares | 133,393 | |||||||||
CommonStockPurchaseWarrantsMember | Private placement [Member] | ||||||||||
Number of shares issued | shares | 56,696 | 56,696 | ||||||||
Exercise price (in dollars per share) | $ 36.40 | $ 30 | ||||||||
Warrant [Member] | Initial Public Offering [Member] | ||||||||||
Number of shares issued | shares | 9,375 | |||||||||
Exercise price (in dollars per share) | $ 192 | |||||||||
Investor [Member] | Warrant [Member] | Public Offering [Member] | ||||||||||
Number of shares issued | shares | 233,775 | |||||||||
Shares issued per share (in dollars per share) | $ 30 | |||||||||
Roth Capital Partners, LLC [Member] | Warrant [Member] | Public Offering [Member] | ||||||||||
Number of shares issued | shares | 47,250 | |||||||||
Shares issued per share (in dollars per share) | $ 30 | |||||||||
Accounts Receivable [Member] | ||||||||||
Number of customers | Number | 1 | |||||||||
Accounts Receivable [Member] | Customer One [Member] | ||||||||||
Percentage | 91.00% | |||||||||
Customer Revenues | $ | $ 127 | |||||||||
Sales Revenue, Net [Member] | ||||||||||
Number of customers | Number | 2 | |||||||||
Sales Revenue, Net [Member] | Customer One [Member] | ||||||||||
Percentage | 52.00% | |||||||||
Customer Revenues | $ | $ 157 | |||||||||
Sales Revenue, Net [Member] | Customer Two [Member] | ||||||||||
Percentage | 13.00% | |||||||||
Customer Revenues | $ | $ 38 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Accounting Policies [Abstract] | |||
Raw materials | $ 1,063 | $ 1,111 | |
Work in progress | 3 | ||
Finished goods | 223 | 154 | |
Total inventory | 1,289 | 1,265 | |
Less: reserve for obsolete | (4) | (4) | |
Total net inventory | $ 1,285 | $ 1,261 | $ 540 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details 1) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Total stock-based compensation expense | $ 204 | $ 355 | $ 675 | $ 3,090 | $ 3,412 | $ 3,715 |
Research and Development Expense [Member] | ||||||
Total stock-based compensation expense | 1 | 29 | 11 | 87 | 106 | 377 |
General and Administrative Expenses [Member] | ||||||
Total stock-based compensation expense | $ 203 | $ 326 | $ 664 | $ 3,003 | $ 3,306 | $ 3,338 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details 2) - shares | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Total | 632,442 | 680,682 | 654,244 | 418,575 |
Common stock purchase warrants [Member] | ||||
Total | 561,342 | 321,590 | ||
Restricted stock unit [Member] | ||||
Total | 5,877 | 8,646 | 6,813 | 14,395 |
Common stock options [Member] | ||||
Total | 137,389 | 86,289 | 86,089 | 82,590 |
Common stock purchase warrants [Member] | ||||
Total | 489,176 | 585,747 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details 3) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 02, 2019 | Dec. 31, 2018 | Sep. 30, 2018 |
Right to Use Asset - Long Term | $ 29 | $ 87 | ||
Lease Liability - Long Term | $ (29) | $ (87) | ||
Adjustment Due to ASC 842 [Member] | ||||
Right to Use Asset - Long Term | 87 | |||
Lease Liability - Long Term | $ (87) |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 02, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
Summary of Significant Accounting Policies (Textual) | |||||
Cash equivalents, at carrying value | $ 0 | $ 3 | |||
Allowance for doubtful trade receivables | 1 | $ 0 | |||
Future minimum lease payments | 316 | ||||
Right to Use Asset - Long Term | $ 29 | $ 87 | |||
Lease Liability - Long Term | $ (29) | $ (87) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Fair Value Measurements, Recurring [Member] - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Financial Assets: | ||||
Total | $ 5,026 | |||
Financial Liabilities: | ||||
Common stock warrant liability | [1] | $ 1 | ||
Total | 1 | |||
Corporate Fixed Income Debt Securities [Member] | ||||
Financial Assets: | ||||
Held-to-maturity Securities, Fair Value | 5,023 | |||
Money Market Funds [Member] | ||||
Financial Assets: | ||||
Held-to-maturity Securities, Fair Value | 3 | 3 | ||
Financial Liabilities: | ||||
Common stock warrant liability | [2] | |||
Fair Value Inputs, Level 1 [Member] | ||||
Financial Assets: | ||||
Total | 3 | |||
Financial Liabilities: | ||||
Common stock warrant liability | [1] | |||
Total | ||||
Fair Value Inputs, Level 1 [Member] | Corporate Fixed Income Debt Securities [Member] | ||||
Financial Assets: | ||||
Held-to-maturity Securities, Fair Value | ||||
Fair Value Inputs, Level 1 [Member] | Money Market Funds [Member] | ||||
Financial Assets: | ||||
Held-to-maturity Securities, Fair Value | 3 | |||
Financial Liabilities: | ||||
Common stock warrant liability | [2] | |||
Fair Value Inputs, Level 2 [Member] | ||||
Financial Assets: | ||||
Total | 5,023 | |||
Financial Liabilities: | ||||
Common stock warrant liability | [1] | |||
Total | ||||
Fair Value Inputs, Level 2 [Member] | Corporate Fixed Income Debt Securities [Member] | ||||
Financial Assets: | ||||
Held-to-maturity Securities, Fair Value | 5,023 | |||
Fair Value Inputs, Level 2 [Member] | Money Market Funds [Member] | ||||
Financial Assets: | ||||
Held-to-maturity Securities, Fair Value | ||||
Financial Liabilities: | ||||
Common stock warrant liability | [2] | |||
Fair Value Inputs, Level 3 [Member] | ||||
Financial Assets: | ||||
Total | ||||
Financial Liabilities: | ||||
Common stock warrant liability | [1] | 1 | ||
Total | $ 1 | |||
Fair Value Inputs, Level 3 [Member] | Corporate Fixed Income Debt Securities [Member] | ||||
Financial Assets: | ||||
Held-to-maturity Securities, Fair Value | ||||
Fair Value Inputs, Level 3 [Member] | Money Market Funds [Member] | ||||
Financial Assets: | ||||
Held-to-maturity Securities, Fair Value | ||||
Financial Liabilities: | ||||
Common stock warrant liability | [2] | |||
[1] | There was no change (net) in the fair value of the Common Stock warrant for the three and nine months ended September 30, 2019. If there had been, it would have been recorded to other income (expense) and interest expense in the statements of operations and comprehensive loss. | |||
[2] | The change in the fair value of the common stock warrant and convertible notes payable for the twelve months ended December 31, 2018 and 2017 was recorded as a decrease to other income (expense) and interest expense of $1 and $1, respectively, in the statements of operations and comprehensive loss. |
Fair Value Measurements (Deta_2
Fair Value Measurements (Details Textual) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | ||||
Fair value adjustment of warrants | $ 1 | $ 1 | $ (69) |
Prepaid Expenses (Details)
Prepaid Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |||
Director compensation | $ 100 | $ 66 | |
Director and officer insurance | 161 | 121 | 33 |
NASDAQ fees | 14 | ||
Legal retainer | 25 | 25 | 25 |
Marketing programs and conferences | 54 | 53 | |
Professional service retainer | 15 | 8 | 8 |
Inventory purchase deposits | 20 | ||
Rent | 19 | ||
Equipment service deposits | 2 | 3 | 7 |
Foreign patent registration | 22 | ||
Engineering, software licenses and other | 11 | 13 | 11 |
Total prepaid expenses | $ 304 | $ 342 | $ 170 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||||
Property, Plant and Equipment, Gross | $ 2,709 | $ 2,668 | $ 2,643 | |||
Less accumulated depreciation and amortization | (1,879) | (1,585) | (1,189) | |||
Total | 830 | 1,083 | 1,454 | |||
Research and Development Equipment [Member] | ||||||
Property, Plant and Equipment, Gross | $ 1,582 | $ 1,552 | 1,349 | |||
Property, Plant and Equipment, Useful Life | 5 years | 5 years | ||||
Office and Computer Equipment [Member] | ||||||
Property, Plant and Equipment, Gross | $ 753 | [1] | $ 742 | [1] | 672 | |
Property, Plant and Equipment, Useful Life | 3 years | [1] | 3 years | |||
Autos [Member] | ||||||
Property, Plant and Equipment, Gross | $ 54 | $ 54 | 305 | |||
Property, Plant and Equipment, Useful Life | 5 years | 5 years | ||||
Furniture and Fixtures [Member] | ||||||
Property, Plant and Equipment, Gross | $ 37 | $ 37 | 34 | |||
Property, Plant and Equipment, Useful Life | 7 years | 7 years | ||||
Leasehold Improvements [Member] | ||||||
Property, Plant and Equipment, Gross | [2] | $ 283 | $ 283 | 283 | ||
Construction In Process [Member] | ||||||
Property, Plant and Equipment, Gross | ||||||
[1] | In August 2019, the Company disposed of computer equipment with a net book value of $2 resulting in a loss on the disposal of fixed assets of less than $1. In April and May 2019, the Company disposed of obsolete computer equipment with a net book value of $2 resulting in a loss on disposal of fixed assets of $2. | |||||
[2] | Shorter of lease term or estimated useful life |
Property and Equipment (Detai_2
Property and Equipment (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property and Equipment (Textual) | ||||||
Depreciation and amortization expense | $ 101 | $ 108 | $ 314 | $ 332 | $ 447 | $ 391 |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Payables and Accruals [Abstract] | |||
Compensation and related benefits | $ 264,000 | $ 479,000 | $ 304,000 |
Accrued Litigation | 507,000 | 269,000 | 269,000 |
Personal property and franchise tax | |||
Board Compensation | 9,000 | 23,000 | 16,000 |
Other | 5,000 | ||
Total accrued expenses | $ 785,000 | $ 771,000 | $ 589,000 |
Borrowings (Details)
Borrowings (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Short-term debt: | |||
Current portion of long-term debt | $ 129 | $ 219 | $ 177 |
Total short-term debt | 129 | 219 | 177 |
Long-term debt: | |||
Capital lease obligations | 175 | 232 | 272 |
Other unsecured promissory notes | 121 | 248 | 496 |
Total | 296 | 480 | 768 |
Less: current portion of long-term debt | (129) | (219) | (177) |
Total long-term debt | $ 167 | $ 261 | $ 591 |
Borrowings (Details Textual)
Borrowings (Details Textual) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2019 | Dec. 31, 2018 | |
Capital Lease Obligations [Member] | ||
Description of borrowings expiration period | Various dates through July 2023 | Various dates through July 2023 |
Other Promissory Notes [Member] | ||
Description of borrowings expiration period | Various dates through June 2022 | Various dates through June 2022 |
Minimum [Member] | Capital Lease Obligations [Member] | ||
Interest rate on borrowings | 6.40% | 6.00% |
Minimum [Member] | Other Promissory Notes [Member] | ||
Interest rate on borrowings | 10.88% | 4.30% |
Maximum [Member] | Capital Lease Obligations [Member] | ||
Interest rate on borrowings | 11.60% | 11.60% |
Maximum [Member] | Other Promissory Notes [Member] | ||
Interest rate on borrowings | 13.28% | 13.80% |
Notes Payable, Related Partie_2
Notes Payable, Related Parties (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Related Party Transactions [Abstract] | ||
Unsecured promissory note, interest rate of 4.25% and 8% per annum | $ 12 | |
Total notes payable, related parties | 12 | |
Less: current portion of notes payable, related parties | 12 | |
Total notes payable, long-term |
Notes Payable, Related Partie_3
Notes Payable, Related Parties (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Apr. 30, 2013 | Dec. 31, 2018 | Dec. 31, 2017 | |
Settlement of outstanding obligations | $ 40 | $ 0 | $ 12 |
Due to Employees | $ 72 | ||
Interest expense related party | $ 1 | ||
Salary Obligation [Member] | |||
Debt interest rate | 4.25% | ||
Debt instrument payment | $ 1 | ||
Debt instrument maturity date | Jun. 30, 2018 | ||
Unsecured Promissory Note [Member] | |||
Debt interest rate | 8.00% | ||
Debt instrument payment | $ 1 | ||
Debt instrument maturity date | May 31, 2018 |
Common Stock Warrants and Com_3
Common Stock Warrants and Common Stock Warrant Liability (Details) - $ / shares | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Outstanding at beginning | 561,343 | 321,590 | 41,465 | |
Warrants issued | 8,334 | |||
Warrants Exercised | (64,901) | (73,783) | ||
Warrants Exercised | (15,600) | |||
Expired Warrants | 489,176 | (24,406) | ||
Date Issued | 2019-07 | |||
Date Issued | 2018-08 | |||
Date issued | 2018-08 | |||
Term | 5 years | |||
Excercise price (in dollars per share) | $ 33.75 | |||
Exercise Price (in dollars per share) | 23 | |||
Exercise Price (in dollars per share) | $ 1.6875 | |||
Outstanding at ending | 489,176 | 561,343 | 321,590 | |
Common Stock Offering - Dealer Manager Warrants [Member] | ||||
Warrants issued | 13,393 | |||
Date Issued | 2018-08 | |||
Term | 5 years | |||
Exercise Price (in dollars per share) | $ 34.50 | |||
Common Stock Offering Warrants Issued [Member] | ||||
Warrants issued | 267,853 | 232,875 | ||
Date Issued | 2018-08 | 2017-11 | ||
Term | 5 years | 5 years | ||
Exercise Price (in dollars per share) | [1] | $ 23 | $ 30 | |
Warrants issued [Member] | ||||
Warrants issued | 56,696 | |||
Date Issued | 2018-06 | |||
Term | 5 years | |||
Exercise Price (in dollars per share) | $ 36.40 | |||
Common Stock Offering Underwriter Warrants [Member] | ||||
Warrants issued | 47,250 | |||
Date Issued | 2017-11 | |||
Term | 5 years | |||
Exercise Price (in dollars per share) | $ 30 | |||
[1] | The Common Stock warrants issued in November 2017 with an initial exercise price of $30.00 per share adjusted downward to $19.00 per share effective July 24, 2018 in connection with our Rights Offering, and may be subject to further downward adjustments, pursuant to antidilution price adjustment protection contained within those warrants. |
Common Stock Warrants and Com_4
Common Stock Warrants and Common Stock Warrant Liability (Details Textual)) - USD ($) $ / shares in Units, $ in Thousands | Jul. 16, 2019 | Sep. 13, 2018 | Aug. 13, 2018 | Jul. 24, 2018 | Jun. 20, 2018 | Nov. 21, 2017 | Jul. 31, 2019 | Aug. 31, 2018 | Jun. 30, 2018 | Nov. 30, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 01, 2018 | Dec. 08, 2016 | Jun. 30, 2015 | |
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Warrants exercised | (64,901) | (73,783) | ||||||||||||||||||
Common Stock Offering Warrants Issued | 8,334 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 1.6875 | $ 1.6875 | ||||||||||||||||||
Share price (in dollars per share) | $ 0.59 | $ 0.72 | ||||||||||||||||||
Change in fair value of the derivative warrant liability | $ 13 | $ (3) | $ 19 | $ 21 | $ 87 | |||||||||||||||
Fair value adjustment of warrants | 1 | 1 | (69) | |||||||||||||||||
Proceeds from warrant exercises | 2,100 | |||||||||||||||||||
Stock compensation expense | $ 675 | 3,090 | $ 3,413 | 3,728 | ||||||||||||||||
Number of share issued in transaction | 1,475,659 | |||||||||||||||||||
Deemed dividend | $ 333 | $ 333 | ||||||||||||||||||
Unexercised warrants | $ 159,093 | |||||||||||||||||||
Common Stock Warrant Issued to Underwriter of Common Stock Offering [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Number of shares purchased | 945,000 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 19 | $ 1.47 | $ 1.50 | |||||||||||||||||
Warrant term | 5 years | |||||||||||||||||||
Description of method used | Lattice model | |||||||||||||||||||
Share price (in dollars per share) | $ 20.40 | $ 26.60 | $ 1 | |||||||||||||||||
Fair value of common stock warrant | $ 134 | |||||||||||||||||||
Expected volatility rate | 74.00% | 72.40% | 73.80% | |||||||||||||||||
Expected term | 4 years 3 months | 4 years 3 months 29 days | 5 years | |||||||||||||||||
Expected dividend rate | 0.00% | 0.00% | 0.00% | |||||||||||||||||
Risk free interest rate | 2.75% | 2.83% | 1.87% | |||||||||||||||||
Common Stock Warrants Issued To Participants in Offering of the Company's Common Stock [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Common Stock Offering Warrants Issued | 56,696 | |||||||||||||||||||
Number of shares purchased | 56,696 | 232,875 | 56,696 | |||||||||||||||||
Exercise price (in dollars per share) | $ 30 | $ 30 | ||||||||||||||||||
Warrant term | 5 years | |||||||||||||||||||
Description of method used | Lattice model | |||||||||||||||||||
Share price (in dollars per share) | $ 20 | $ 42.20 | ||||||||||||||||||
Fair value of common stock warrant | $ 661 | |||||||||||||||||||
Expected volatility rate | 73.80% | 72.60% | ||||||||||||||||||
Expected term | 5 years | 5 years | ||||||||||||||||||
Expected dividend rate | 0.00% | 0.00% | ||||||||||||||||||
Risk free interest rate | 187.00% | 2.80% | ||||||||||||||||||
Proceeds from warrant exercises | $ 1,700 | $ 1,700 | ||||||||||||||||||
Stock compensation expense | 1,700 | |||||||||||||||||||
New Warrants November 8, 2017 [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Number of shares purchased | 56,696 | 17,088 | ||||||||||||||||||
Exercise price (in dollars per share) | $ 36.40 | |||||||||||||||||||
Proceeds from warrant exercises | $ 513 | |||||||||||||||||||
Warrants issued [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Common Stock Offering Warrants Issued | 56,696 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 36.40 | |||||||||||||||||||
University of Arizona Common Stock Warrant [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Number of shares purchased | 750 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 158.20 | $ 158.20 | $ 158.20 | $ 150 | ||||||||||||||||
Warrant term | 5 years | |||||||||||||||||||
Description of method used | Monte Carlo option pricing model | |||||||||||||||||||
Expected volatility rate | 77.70% | 77.70% | ||||||||||||||||||
Expected dividend rate | 0.00% | 0.00% | ||||||||||||||||||
Risk free interest rate | 1.93% | 1.93% | ||||||||||||||||||
Change in fair value of the derivative warrant liability | $ 0 | $ 0 | $ 1 | |||||||||||||||||
Derivative liability | $ 0 | $ 0 | $ 0 | $ 53 | ||||||||||||||||
Common Stock Offering Warrants Issued [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Common Stock Offering Warrants Issued | 267,853 | 232,875 | ||||||||||||||||||
Exercise price (in dollars per share) | [1] | $ 23 | $ 30 | |||||||||||||||||
Common Stock Offering - Dealer Manager Warrants [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Common Stock Offering Warrants Issued | 13,393 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 34.50 | |||||||||||||||||||
Common Stock Offering Underwriter Warrants [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Common Stock Offering Warrants Issued | 47,250 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 30 | |||||||||||||||||||
H.C. Wainwright & Co [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Common Stock Offering Warrants Issued | 8,334 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 33.75 | |||||||||||||||||||
Warrant term | 5 years | |||||||||||||||||||
Description of method used | Lattice model based | |||||||||||||||||||
Share price (in dollars per share) | $ 33.75 | |||||||||||||||||||
Expected volatility rate | 133.30% | |||||||||||||||||||
Expected term | 5 years | |||||||||||||||||||
Expected dividend rate | 0.00% | |||||||||||||||||||
Risk free interest rate | 2.07% | |||||||||||||||||||
Proceeds from warrant exercises | $ 127 | |||||||||||||||||||
Right Offering [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Common Stock Offering Warrants Issued | 267,853 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 23 | |||||||||||||||||||
Share price (in dollars per share) | $ 0.94 | |||||||||||||||||||
Fair value of common stock warrant | $ 3,600 | |||||||||||||||||||
Expected volatility rate | 159.00% | |||||||||||||||||||
Expected term | 5 years | |||||||||||||||||||
Expected dividend rate | 0.00% | |||||||||||||||||||
Risk free interest rate | 2.77% | |||||||||||||||||||
Number of share issued in transaction | 267,853 | |||||||||||||||||||
Right Offering [Member] | Warrant [Member] | Maxim Partners LLC [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Common Stock Offering Warrants Issued | 13,393 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 34.50 | |||||||||||||||||||
Share price (in dollars per share) | $ 18.80 | |||||||||||||||||||
Fair value of common stock warrant | $ 169 | |||||||||||||||||||
Expected volatility rate | 159.00% | |||||||||||||||||||
Expected term | 5 years | |||||||||||||||||||
Expected dividend rate | 0.00% | |||||||||||||||||||
Risk free interest rate | 2.77% | |||||||||||||||||||
Right Offering [Member] | CommonStockPurchaseWarrantsMember | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Common Stock Offering Warrants Issued | 133,393 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 34.50 | |||||||||||||||||||
Private placement [Member] | CommonStockPurchaseWarrantsMember | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Exercise price (in dollars per share) | $ 30 | $ 36.40 | ||||||||||||||||||
Public Offering [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Number of shares purchased | 293,000 | |||||||||||||||||||
Exercise price (in dollars per share) | $ 1 | |||||||||||||||||||
Initial Public Offering [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Exercise price (in dollars per share) | $ 33.75 | |||||||||||||||||||
Number of share issued in transaction | 151,852 | |||||||||||||||||||
Initial Public Offering [Member] | Warrant [Member] | ||||||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Textual) | ||||||||||||||||||||
Exercise price (in dollars per share) | $ 192 | |||||||||||||||||||
[1] | The Common Stock warrants issued in November 2017 with an initial exercise price of $30.00 per share adjusted downward to $19.00 per share effective July 24, 2018 in connection with our Rights Offering, and may be subject to further downward adjustments, pursuant to antidilution price adjustment protection contained within those warrants. |
Stockholders' Deficit (Details
Stockholders' Deficit (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Jul. 16, 2019 | Aug. 13, 2018 | Nov. 08, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Nov. 21, 2017 | Dec. 08, 2016 | Dec. 31, 2015 | Nov. 10, 2015 |
Stockholders' Deficit (Textual) | |||||||||||||
Common stock, authorized | 100,000,000 | 100,000,000 | 100,000,000 | 100,000,000 | |||||||||
Preferred stock, authorized | 15,000,000 | 10,000,000 | |||||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | ||||||||||||
Common stock, shares, issued | 1,414,658 | 1,414,658 | 1,173,854 | 820,509 | |||||||||
Common stock, shares, outstanding | 1,414,658 | 1,414,658 | 1,173,854 | 820,509 | |||||||||
Aggregate number of stock issued | 7,021,092 | ||||||||||||
Settlement of compensation | $ 32 | ||||||||||||
Warrants exercised | (64,901) | (73,783) | |||||||||||
Proceeds from the exercise of warrants | $ 2,100 | ||||||||||||
Number of shares issued in transaction | 1,475,659 | ||||||||||||
Exercise price (in dollars per share) | $ 1.6875 | $ 1.6875 | |||||||||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||
Common Stock Offering Warrants Issued | 8,334 | ||||||||||||
Settlement of compensation (in shares) | 1,929 | ||||||||||||
Warrant [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Net proceeds | $ 1,800 | $ 2,100 | |||||||||||
Proceeds from the exercise of warrants | $ 80,511 | $ 73,783 | |||||||||||
Common Stock [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Aggregate number of stock issued | 240,817 | ||||||||||||
Conversion Price, interest (in dollars per share) | $ 19,331 | ||||||||||||
Cashless exercise of vested stock options | 152 | ||||||||||||
Series A Preferred Stock [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Preferred stock, authorized | 2,000,000 | 7,515,000 | |||||||||||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||||||||||
Restricted Stock Units [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Cashless exercise of vested stock options | 13,900 | ||||||||||||
Number of restricted stock units vested during the period | 7,571 | ||||||||||||
Restrictedstock [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Number of shares issued for services | 5,274 | ||||||||||||
Cashless Exercise Of Stock Options | 1,099 | 695 | |||||||||||
Board Member [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Number of restricted stock units vested during the period | 1,859 | ||||||||||||
Settlement of compensation | $ 28 | ||||||||||||
Former Employee [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Number of restricted stock units vested during the period | 1,632 | ||||||||||||
Chief Executive Officer [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Aggregate number of stock issued | 34,815 | ||||||||||||
Consultant [Member] | Common Stock [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Extinguishment of debt | $ 2,412 | ||||||||||||
Number of detachable common stock warrants | 137 | ||||||||||||
Employee Member [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Aggregate number of stock issued | 371 | ||||||||||||
Common Stock [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Number of shares issued for services | 963 | 1,387 | 7,203 | 8,725 | 11,060 | 8,511 | |||||||
Aggregate number of stock issued | 351,055 | ||||||||||||
Conversion Price, interest (in dollars per share) | $ 19,331 | ||||||||||||
Cashless exercise of vested stock options | 695 | 721 | |||||||||||
Shares issued for settlement of bonus | 6,868 | ||||||||||||
Value issued for settlement of bonus | $ 115 | ||||||||||||
Number of restricted stock awards vested | $ 9,365 | ||||||||||||
Right Offering [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Net proceeds | $ 5,100 | ||||||||||||
Aggregate number of stock issued | 267,853 | ||||||||||||
Proceeds from issuance of common stock | $ 5,100 | ||||||||||||
Number of subscriptions shares accept | 267,853 | ||||||||||||
Number of shares issued in transaction | 267,853 | ||||||||||||
Unit price (in dollars per unit) | $ 23 | ||||||||||||
Exercise price (in dollars per share) | 23 | ||||||||||||
Common stock, par value (in dollars per share) | $ 0.001 | ||||||||||||
Common Stock Offering Warrants Issued | 267,853 | ||||||||||||
Right Offering [Member] | Warrant [Member] | Maxim Partners LLC [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Exercise price (in dollars per share) | $ 34.50 | ||||||||||||
Common Stock Offering Warrants Issued | 13,393 | ||||||||||||
Second Public Offering [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Aggregate number of stock issued | 293,000 | ||||||||||||
Proceeds from issuance of common stock | $ 5,200 | ||||||||||||
Second Public Offering [Member] | Warrant [Member] | Roth Capital Partners, LLC [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Aggregate number of stock issued | 47,250 | ||||||||||||
Public Offering [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Exercise price (in dollars per share) | $ 1 | ||||||||||||
Public Offering [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Net proceeds | $ 3,600 | ||||||||||||
Aggregate number of stock issued | 151,852 | ||||||||||||
Number of shares issued in transaction | 151,852 | ||||||||||||
Unit price (in dollars per unit) | $ 27 | ||||||||||||
Exercise price (in dollars per share) | $ 33.75 | ||||||||||||
Number of warrant to purchase | 8,334 | ||||||||||||
Public Offering [Member] | Warrant [Member] | |||||||||||||
Stockholders' Deficit (Textual) | |||||||||||||
Exercise price (in dollars per share) | $ 192 |
Stock-based Compensation (Detai
Stock-based Compensation (Details) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Employee [Member] | |||
Expected volatility, Minimum | 76.40% | 71.00% | 71.60% |
Expected volatility, Maximum | 80.60% | 79.80% | 83.70% |
Expected dividend yield | |||
Risk-free interest rate, Minimum | 1.63% | 1.58% | 1.45% |
Risk-free interest rate, Maximum | 2.48% | 2.89% | 1.84% |
Minimum [Member] | |||
Expected term (in years) | 3 years | 3 years | 3 years |
Maximum [Member] | |||
Expected term (in years) | 6 years | 3 years 6 months | 3 years 6 months |
Stock-based Compensation (Det_2
Stock-based Compensation (Details 1) - USD ($) $ / shares in Units, $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding | ||||
Outstanding at beginning | 86,089 | 82,590 | 73,865 | |
Granted | 58,396 | 8,974 | 12,925 | |
Exercised | (3,200) | (2,450) | (900) | |
Forfeited | (2,970) | (2,525) | (50) | |
Expired | (926) | (530) | (3,250) | |
Outstanding at ending | 137,389 | 86,089 | 82,590 | |
Exercisable at ending | 83,354 | 72,165 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price | ||||
Outstanding at beginning | $ 31.40 | $ 33.40 | $ 32.2 | |
Granted | 25.80 | 30.60 | 92.40 | |
Exercised | 13 | 10 | 10 | |
Forfeited | 10 | |||
Expired | 204.40 | |||
Outstanding at ending | 28 | 31.40 | $ 33.40 | |
Exercisable at ending | $ 31 | $ 31.20 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Life | ||||
Outstanding at beginning | 4 years | |||
Granted | 4 years 10 months 25 days | 3 years 8 months 12 days | 3 years 8 months 12 days | |
Outstanding at ending | 3 years 10 months 25 days | 4 years 4 months 24 days | 5 years | |
Exercisable at ending | 2 years 9 months 18 days | 3 years 6 months | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Aggregate Intrinsic Value | ||||
Outstanding at beginning | $ 9,662 | [1] | ||
Granted | 34 | [1] | ||
Outstanding at ending | ||||
Exercisable at ending | ||||
[1] | The aggregate intrinsic value on the table was calculated based on the difference between the estimated fair value of the Company's stock and the exercise price of the underlying option. The estimated stock values used in the calculation was $0.59 and $0.72 per share for each of the years ended December 31, 2018 and 2017 respectively. |
Stock-based Compensation (Det_3
Stock-based Compensation (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Allocated Share-based Compensation Expense | $ 204 | $ 355 | $ 675 | $ 3,090 | $ 3,412 | $ 3,715 |
General and Administrative Expenses [Member] | ||||||
Allocated Share-based Compensation Expense | 203 | 326 | 664 | 3,003 | 3,306 | 3,338 |
Research and Development Expense [Member] | ||||||
Allocated Share-based Compensation Expense | $ 1 | $ 29 | $ 11 | $ 87 | $ 106 | $ 377 |
Stock-based Compensation (Det_4
Stock-based Compensation (Details 3) - $ / shares | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |||
Restricted Stock Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||||
Balance at beginning | 6,818 | 14,395 | 22,772 | ||
Granted | 3,787 | [1] | 5,895 | [2] | |
Vested | (11,190) | (14,118) | |||
Forfeited | (179) | (155) | |||
Balance at ending | 6,818 | 14,395 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |||||
Balance at beginning | $ 19.60 | $ 37.20 | $ 15.20 | ||
Granted | 32.40 | 139 | |||
Vested | 51.20 | 35 | |||
Forfeited | 139.80 | ||||
Balance at ending | $ 19.60 | $ 37.20 | |||
RestrictedStockUnitsMember | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Number of Shares [Roll Forward] | |||||
Balance at beginning | 6,813 | ||||
Granted | 6,187 | ||||
Vested | (7,123) | ||||
Forfeited | |||||
Balance at ending | 5,877 | 6,813 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |||||
Balance at beginning | $ 19.60 | ||||
Granted | 30.20 | ||||
Vested | 22 | ||||
Forfeited | |||||
Balance at ending | $ 28.40 | $ 19.60 | |||
[1] | 641 restricted stock units were granted on June 12, 2017 with a weighted average grant date fair value of $13.00 and 3,146 restricted stock units were granted on June 12, 2018 with a weighted average grant date fair value of $36.40 | ||||
[2] | 2,000 restricted stock units were granted on March 27, 2017 with a weighted average grant date fair value of $167.00, 895 restricted stock units were granted on May 19, 2017 with a weighted average grant date fair value of $139.80 and 3,000 restricted stock units were granted on June 19, 2017 with a weighted average grant date fair value of $120.00. |
Stock-based Compensation (Det_5
Stock-based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Jul. 12, 2018 | Jun. 12, 2018 | Jun. 19, 2017 | Jun. 12, 2017 | May 19, 2017 | Mar. 27, 2017 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | Jul. 31, 2015 |
Share price | $ 0.59 | $ 0.72 | |||||||||||
Compensation cost not yet recognized | $ 11,800 | ||||||||||||
Compensation cost not yet recognized, period for recognition | 3 years | ||||||||||||
Stock based compensation expense | $ 204 | $ 355 | $ 675 | $ 3,090 | $ 3,412 | $ 3,715 | |||||||
Weighted average grant date fair value (in dollars per share) | $ 30.20 | ||||||||||||
Weighted average grant date fair value (in dollars per share) | $ 25.80 | $ 30.60 | $ 92.40 | ||||||||||
RestrictedStockUnitsMember | |||||||||||||
Stock units granted (in shares) | 3,146 | 3,000 | 641 | 895 | 2,000 | ||||||||
Weighted average grant date fair value (in dollars per share) | $ 36.40 | $ 120 | $ 13 | $ 139.80 | $ 167 | ||||||||
Equity Incentive Plan 2018 [Member] | |||||||||||||
Number of shares authorized | 1,000,000 | 632,936 | 632,936 | ||||||||||
Number of additional shares authorized | 2,874,280 | ||||||||||||
Common stock capital shares reserved for future issuance | 1,849,569 | ||||||||||||
Share price | $ 20.20 | $ 20.20 | |||||||||||
Compensation cost not yet recognized | $ 1,205 | $ 1,205 | |||||||||||
Equity Incentive Plan 2015 [Member] | |||||||||||||
Number of shares authorized | 2,000,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Pretax loss from operations | $ (11,908) | $ (12,286) |
Foreign [Member] | ||
Pretax loss from operations | ||
U.S. Domestic [Member] | ||
Pretax loss from operations | $ (11,908) | $ (12,286) |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Current: | ||
Federal | ||
State | ||
Total current | ||
Deferred: | ||
Federal | ||
State | ||
Total deferred | ||
Total income tax expense (benefit) |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit at statutory rates | $ (2,501) | $ (4,176) |
State income tax, net of federal benefit | (331) | (566) |
Permanent items | 8 | 7 |
Stock-based compensation | 697 | |
Tax Rate Adjustment - TCJA | 7,758 | |
Change in rate | 941 | |
Stock Compensation DTA Adjustment | 5,794 | |
Change in Valuation Allowance | (12,673) | 4,735 |
RTP and Other | 307 | |
Income tax expense (benefit) |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Deferred Rent | $ 4 | $ 29 |
Federal and State Net Operating Loss Carryovers | 12,964 | 17,013 |
Stock Based Compensation | 448 | 9,234 |
Compensation Accruals and Other | 187 | (5) |
Total deferred tax assets | 13,603 | 26,271 |
Valuation Allowance for deferred tax assets | (13,550) | (26,222) |
Deferred tax assets, net of valuation allowance | 53 | 49 |
Deferred tax liabilities: | ||
Depreciation | (53) | (49) |
Total deferred tax liabilities | (53) | (49) |
Net deferred tax asset Liability |
Income Taxes (Details 4)
Income Taxes (Details 4) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
Gross unrecognized tax benefits at the beginning of the year | ||
Increases related to current year positions | ||
Increases related to prior year positions | ||
Decreases related to prior year positions | ||
Expiration of unrecognized tax benefits | ||
Gross unrecognized tax benefits at the end of the year |
Income Taxes (Details Textual)
Income Taxes (Details Textual) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Operating Loss Carryforwards, State | $ 37,600 |
Operating Loss Carryforwards, Federal | $ 51,100 |
Decription of ownership | Increasing ownership of certain stockholders or public groups in the stock of the corporation by more than 50 percent points over a three-year period. |
Description for limitation of use of tax credit carryforward | The federal loss carryforwards begin to expire in 2023, unless previously utilized. |
Internal Revenue Service (IRS) [Member] | |
Description for limitation of use of tax credit carryforward | The Company files income tax returns in the United States and Arizona with general statutes of limitations of 3 and 4 years. |
Commitments and Contingencies_2
Commitments and Contingencies (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Capital Leases | |||
2019 | $ 24 | $ 99 | |
2020 | 78 | 78 | |
2021 | 63 | 63 | |
2022 | 33 | 33 | |
2023 | 3 | 3 | |
Total minimum lease payments | 201 | 276 | |
Operating Lease | |||
2019 | 62 | 271 | |
2020 | 24 | 45 | |
2021 | |||
2022 | |||
2023 | |||
Total minimum lease payments | 86 | 316 | |
Less: amounts representing interest | 26 | 43 | |
Present value of minimum lease payments | 175 | 233 | |
Less: current installments under capital lease obligations | 70 | 77 | |
Total long-term portion | $ 175 | $ 232 | $ 272 |
Commitments and Contingencies_3
Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Rent expense | $ 187 | $ 183 | $ 242 | $ 312 |
Office and Computer Equipment [Member] | ||||
Accumulated amortization | 498 | 521 | ||
Research and Development Equipment [Member] | ||||
Accumulated amortization | $ 252 | $ 200 |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) $ in Thousands | Nov. 01, 2019 | Jul. 16, 2019 | Mar. 31, 2019 | Mar. 20, 2019 | Jan. 31, 2019 | Dec. 31, 2018 |
Subsequent Events (Textual) | ||||||
Number of shares issued | 7,021,092 | |||||
Net proceeds from excise of warrant | $ 2,100 | |||||
Subsequent Event [Member] | ||||||
Subsequent Events (Textual) | ||||||
Number of shares issued | 924 | |||||
Description of closing bid price | The closing bid price of our Common Stock was greater than $1.00 per share for ten consecutive business days | |||||
Cashless exercise of vested Common Stock options | 16 | |||||
Warrant [Member] | Subsequent Event [Member] | ||||||
Subsequent Events (Textual) | ||||||
Number of shares issued | 1,591 | |||||
Net proceeds from excise of warrant | $ 37 | |||||
Employees [Member] | ||||||
Subsequent Events (Textual) | ||||||
Number of shares issued | 371 | |||||
Employees [Member] | Subsequent Event [Member] | ||||||
Subsequent Events (Textual) | ||||||
Number of shares issued | 1,929 | |||||
Deferred Bonus [Member] | Employees [Member] | Subsequent Event [Member] | ||||||
Subsequent Events (Textual) | ||||||
Settlement of bonus compensation | $ 49 |