Document And Entity Information
Document And Entity Information - shares | 9 Months Ended | |
Sep. 30, 2020 | Nov. 13, 2020 | |
Document Information Line Items | ||
Entity Registrant Name | SenesTech, Inc. | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --12-31 | |
Entity Common Stock, Shares Outstanding | 4,099,512 | |
Amendment Flag | false | |
Entity Central Index Key | 0001680378 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Document Period End Date | Sep. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q3 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Shell Company | false | |
Entity Ex Transition Period | true | |
Entity File Number | 001-37941 | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes |
Condensed Balance Sheets
Condensed Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash | $ 2,717 | $ 1,936 |
Accounts receivable trade, net | 30 | 26 |
Accounts receivable-other | 123 | |
Prepaid expenses | 281 | 257 |
Inventory | 1,102 | 1,180 |
Deposits | 28 | 20 |
Total current assets | 4,158 | 3,542 |
Right to use asset-operating leases | 726 | 699 |
Property and equipment, net | 541 | 738 |
Total assets | 5,425 | 4,979 |
Current liabilities: | ||
Short-term debt | 105 | 123 |
Accounts payable | 444 | 265 |
Accrued expenses | 316 | 1,193 |
Total current liabilities | 865 | 1,581 |
Long-term debt, net | 695 | 137 |
Operating lease liability | 731 | 694 |
Total liabilities | 2,291 | 2,412 |
Commitments and contingencies (See note 12) | ||
Stockholders’ equity: | ||
Common stock, $0.001 par value, 100,000,000 shares authorized, 3,398,832 and 1,414,671 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively | 3 | 1 |
Additional paid-in capital | 105,277 | 98,433 |
Accumulated deficit | (102,146) | (95,867) |
Total stockholders’ equity | 3,134 | 2,567 |
Total liabilities and stockholders’ equity | $ 5,425 | $ 4,979 |
Condensed Balance Sheets (Paren
Condensed Balance Sheets (Parentheticals) - $ / shares | Sep. 30, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized | 100,000,000 | 100,000,000 |
Common stock, issued | 3,398,832 | 1,414,671 |
Common stock, outstanding | 3,398,832 | 1,414,671 |
Condensed Statements of Operati
Condensed Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Revenue: | ||||
Sales | $ 77 | $ 36 | $ 185 | $ 79 |
Cost of sales | 41 | 25 | 106 | 58 |
Gross profit | 36 | 11 | 79 | 21 |
Operating expenses: | ||||
Research and development | 380 | 432 | 902 | 1,359 |
Selling, general and administrative | 1,568 | 2,173 | 5,040 | 5,908 |
Total operating expenses | 1,948 | 2,605 | 5,942 | 7,267 |
Net operating loss | (1,912) | (2,594) | (5,863) | (7,246) |
Other income (expense): | ||||
Interest income | 19 | 2 | 45 | |
Interest expense | (7) | (10) | (22) | (34) |
Other income (expense) | 18 | (3) | ||
Total other income (expense) | (7) | 9 | (2) | 8 |
Net loss and comprehensive loss | (1,919) | (2,585) | (5,865) | (7,238) |
Deemed dividend-warrant price protection-revaluation adjustment | 414 | |||
Net loss attributable to common shareholders | $ (1,919) | $ (2,585) | $ (6,279) | $ (7,238) |
Weighted average common shares outstanding - basic and fully diluted (in Shares) | 3,398,832 | 1,394,575 | 2,593,288 | 1,266,842 |
Net loss per common share - basic and fully diluted (in Dollars per share) | $ (0.56) | $ (1.85) | $ (2.42) | $ (5.71) |
Condensed Statements of Changes
Condensed Statements of Changes in Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Balance at Dec. 31, 2018 | $ 1 | $ 92,151 | $ (85,838) | $ 6,314 |
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) | 151,852 | |||
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) | 80,501 | |||
Issuance of common stock upon exercise of stock options | ||||
Issuance of common stock upon exercise of stock options (in Shares) | 1,259 | |||
Payments for employee withholding taxes related to share-based awards | (55) | (55) | ||
Net loss | (7,238) | (7,238) | ||
Balance at Sep. 30, 2019 | $ 1 | 98,223 | (93,076) | 5,148 |
Balance (in Shares) at Sep. 30, 2019 | 1,414,669 | |||
Balance at Jun. 30, 2019 | $ 1 | 94,415 | (90,491) | 3,925 |
Balance (in Shares) at Jun. 30, 2019 | 1,261,628 | |||
Issuance of common stock, sold for cash, net | 3,630 | 3,630 | ||
Issuance of common stock, sold for cash, net (in Shares) | 151,852 | |||
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) | ||
Balance at Sep. 30, 2019 | $ 1 | 98,223 | (93,076) | 5,148 |
Balance (in Shares) at Sep. 30, 2019 | 1,414,669 | |||
Balance at Dec. 31, 2019 | $ 1 | 98,433 | (95,867) | 2,567 |
Balance (in Shares) at Dec. 31, 2019 | 1,414,671 | |||
Issuance of common stock, sold for cash, net | $ 2 | 5,739 | 5,741 | |
Issuance of common stock, sold for cash, net (in Shares) | 1,928,180 | |||
Warrant antidilution price protection adjustment | 414 | 414 | ||
Issuance of common stock for fractional shares-20-1 reverse split | ||||
Issuance of common stock for fractional shares-20-1 reverse split (in Shares) | 24 | |||
Issuance of common stock for services | ||||
Issuance of common stock for services (in Shares) | 4,543 | |||
Stock-based compensation | 453 | 453 | ||
Issuance of common stock upon exercise of warrants | 238 | 238 | ||
Issuance of common stock upon exercise of warrants (in Shares) | 51,414 | |||
Net loss | (6,279) | (6,279) | ||
Balance at Sep. 30, 2020 | $ 3 | 105,277 | (102,146) | 3,134 |
Balance (in Shares) at Sep. 30, 2020 | 3,398,832 | |||
Balance at Jun. 30, 2020 | $ 3 | 105,117 | (100,227) | 4,893 |
Balance (in Shares) at Jun. 30, 2020 | 3,398,832 | |||
Offering expenses for June share offering | (2) | (2) | ||
Stock-based compensation | 162 | 162 | ||
Net loss | (1,919) | (1,919) | ||
Balance at Sep. 30, 2020 | $ 3 | $ 105,277 | $ (102,146) | $ 3,134 |
Balance (in Shares) at Sep. 30, 2020 | 3,398,832 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (5,865) | $ (7,238) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 219 | 314 |
Stock-based compensation | 453 | 675 |
(Gain) loss on sale of equipment | (18) | 3 |
(Increase) decrease in current assets: | ||
Accounts receivable - trade | (4) | (16) |
Accounts receivable - other | 123 | |
Other assets | 2 | 3 |
Prepaid expenses | (24) | 38 |
Inventory | 78 | (24) |
Increase (decrease) in current liabilities: | ||
Accounts payable | 179 | 118 |
Accrued expenses | (639) | 46 |
Deferred rent | (11) | |
Net cash used in operating activities | (5,496) | (6,092) |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Cash received on sale of property and equipment | 44 | |
Purchase of property and equipment | (48) | (64) |
Net cash used in investing activities | (4) | (64) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from the issuance of common stock, net | 5,741 | 3,631 |
Proceeds from the issuance of notes payable | 646 | |
Repayments of notes payable | (44) | (184) |
Repayments of finance lease obligations | (62) | |
Proceeds from the exercise of warrants | 1,789 | |
Payment of employee withholding taxes relating to share-based awards | (55) | |
Net cash provided by financing activities | 6,281 | 5,181 |
NET CHANGE IN CASH | 781 | (975) |
CASH AT BEGINNING OF PERIOD | 1,936 | 4,920 |
CASH AT END OF PERIOD | 2,717 | 3,945 |
SUPPLEMENTAL INFORMATION: | ||
Interest paid | 22 | 34 |
Income taxes paid | ||
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Forgiveness of accrual in warrant exercise | 238 | |
Deemed dividend | 414 | |
Common stock issued on accrued bonus | $ 32 |
Organization and Description of
Organization and Description of Business | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [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 Phoenix, Arizona. We have developed and are commercializing a global, proprietary technology for managing animal pest populations, initially rat populations, through fertility control. Although there are myriad tools available to control rat populations, most rely on some form of lethal method to achieve effectiveness. Each of these solutions is inherently limited by rat species’ resilience and survival mechanisms as well as their extraordinary rate of reproduction. ContraPest®, our initial product, is unique in the pest control industry in attacking the reproductive systems of both male and female rats, which our field data shows will result in a sustained reduction of the rat population. Rats have plagued humanity throughout history. They pose significant threats to the health and food security of many communities. In addition, rodents cause significant product loss and damage through consumption and contamination. Rats also cause significant damage to critical infrastructure by burrowing beneath foundations and gnawing on electrical wiring, insulation, fire proofing systems, electronics and computer equipment. The most prevalent solution to rat infestations is the use of increasingly powerful rodenticides. Although these solutions provide short term results, there are growing concerns about secondary exposure and bioaccumulation of rodenticides in the environment, as well as concerns about rodenticides that have no antidotes. The pest management industry and Pest Management Professionals (“PMPs”) are being asked for new solutions that are both effective and less toxic. Our goal is to provide customers with not only a solution to combat their most difficult rat problems, but also offer a non-lethal option to serve customers that are looking to decrease or remove the amount of rodenticide used in their pest control programs. ContraPest is a liquid bait containing the active ingredients 4-vinylcyclohexene diepoxide (“VCD”) and triptolide. ContraPest limits reproduction of male and female rats beginning with the first breeding cycle following consumption. ContraPest is being marketed for use in controlling Norway and roof rat populations. SenesTech began the registration process with the United States Environmental Protection Agency (the “EPA”) for ContraPest on August 23, 2015. On August 2, 2016, the EPA granted an unconditional registration for ContraPest as a Restricted Use Product (“RUP”), due to the need for applicator expertise for deployment. On October 18, 2018, the EPA approved the removal of the RUP 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, ContraPest must obtain registration from the various state regulatory agencies prior to selling in each state. We have received registration for ContraPest in all 50 states and the District of Columbia, 47 of which have approved the removal of the RUP designation. We expect to continue to pursue regulatory approvals and amendments to the existing U.S. registration for ContraPest, and if ContraPest begins to generate sufficient revenue, regulatory approvals for additional jurisdictions beyond the United States. In certain cases, our EPA and state registrations require completion of testing and certifications even though we have received approval for the product or its labelling. We continue to seek to comply with these requirements. The Company also continues to research and develop enhancements to ContraPest that align with our target verticals and other potential fertility control options for additional species. 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 condensed 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 condensed financial statements have been retrospectively adjusted. Going Concern Our financial statements as of September 30, 2020 and 2019 have been prepared under the assumption that we will continue as a going concern. Our independent registered public accounting firm included in its opinion for the years ended December 31, 2019 and 2018 an explanatory paragraph referring to our net loss from operations and net capital deficiency and expressing substantial doubt in our ability to continue as a going concern without additional capital becoming available. If we encounter continued issues or delays in the commercialization of ContraPest, our prior losses and expected future losses could have an adverse effect on our financial condition and negatively impact our ability to fund continued operations, obtain additional financing in the future and continue as a going concern. There are no assurances that such financing, if necessary, will be available to us at all or will be available in sufficient amounts or on reasonable terms. Our financial statements do not include any adjustments that may result from the outcome of this uncertainty. If we are unable to generate additional funds in the future through additional financings, sales of our products, licensing fees, royalty payments or from other sources or transactions, we will exhaust our resources and will be unable to continue operations. 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. See Note 10 for a description of our public equity sales. We have also raised capital through debt financing, consisting primarily of convertible notes and government loan programs, and, to a lesser extent, payments received in connection with product sales, research grants and licensing fees. Through September 30, 2020, we received net proceeds of $73.2 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 $0.8 million in net product sales. As of September 30, 2020, we had an accumulated deficit of $102.2 million and cash and cash equivalents of $2.7 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 activities; (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. We will need additional funding in order to continue to fund our operations, achieve profitability and become cash flow positive, and will continue to seek additional 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 or discontinue operations. 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, 2020, the Company’s operating results for the three and nine months ended September 30, 2020 and 2019, and the Company’s cash flows for the nine months ended September 30, 2020 and 2019. The accompanying financial information as of December 31, 2019 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, 2019, filed with the SEC on March 17, 2020 and April 21, 2020, respectively. All amounts shown in these financial statements and accompanying notes are in thousands, except percentages and per share and share amounts. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2020 | |
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, if issued, 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-Trade Accounts receivable-trade consist primarily of receivables from customers. 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 $123 at September 30, 2020 and December 31, 2019. Accounts Receivable-Other Accounts receivable-other at September 30, 2020 was $0. Accounts receivable-other at December 31, 2019 of $123 consisted primarily of receivables related to insurance reimbursements due the Company. 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. Raw materials are stocked to reduce the risk of impact on manufacturing for potential supply interruptions due to the COVID-19 pandemic or long lead times on certain ingredients. Components of inventory are: September 30, December 31, 2020 2019 Raw materials $ 957 $ 1,035 Work in progress 21 — Finished goods 128 149 Total inventory 1,106 1,184 Less: Reserve for obsolete (4 ) (4 ) Total net inventory $ 1,102 $ 1,180 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 finance 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 finance 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 Accounting Standards Codification (“ASC”) 606 — Revenue from Contracts with Customers . The Company recognizes revenue when product is shipped at a fixed selling price on payment terms of 30 to 120 days from invoicing. The Company recognizes other revenue earned from pilot studies, consulting and implementation services upon the performance of specific services under the respective service contract. The Company derives revenue primarily from commercial sales of products, net of discounts and promotions, as well as consulting and implementation services provided in conjunction with our product deployments. 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, regulatory compliance costs, and manufacturing costs associated with process improvement. Research and development expenses include an allocation of facilities related costs, including depreciation of research and development equipment. Stock-based Compensation 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 for stock options and grant date market value for restricted stock units. 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. The stock-based compensation expense recorded for the three and nine months ended September 30, 2020 and 2019, is as follows: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Research and development $ 2 $ 1 $ 7 $ 11 General and administrative 160 203 446 664 Total stock-based compensation expense $ 162 $ 204 $ 453 $ 675 See Note 11 for additional discussion on stock-based compensation. 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 September 30, 2020 or December 31, 2019 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, 2020 and 2019. 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, 2020 2019 Common stock purchase warrants 2,504,597 489,164 Restricted stock units 1,334 5,877 Common stock options 427,570 137,380 Total 2,933,501 632,421 Adoption of New Accounting Standards : Effective January 1, 2019, the Company adopted Accounting Standards Updated (“ASU”) No. 2016-02, Leases (Topic 842) Leases (Topic 842): Targeted Improvements At September 30, 2020, the balance in Right to Use Asset-Long Term and Lease Liability-Long Term was $726 and ($731) respectively and at December 31, 2019, the balance in Right to Use Asset-Long Term and Lease Liability-Long Term was $699 and ($694) respectively. The Company’s leases primarily relate to operating leases of rented office properties. For contracts entered into on or after January 1, 2019, at the inception of a contract the Company assesses whether the contract is, or contains, a lease. The Company’s assessment is based on: (1) whether the contract involves the use of a distinct identified asset, (2) whether the Company obtains the right to substantially all the economic benefit from the use of the asset throughout the period, and (3) whether the Company has the right to direct the use of the asset. At inception of a lease, the Company allocates the consideration in the contract to each lease component based on its relative stand-alone price to determine the lease payments. For leases with terms greater than 12 months, the Company records the related asset and obligation at the present value of lease payments over the term. The right-of-use lease asset represents the right to use the leased asset for the lease term. The lease liability represents the present value of the lease payments under the lease. The right-of-use lease asset is initially measured at cost, which primarily comprises the initial amount of the lease liability, plus any initial direct costs incurred. All right-of-use lease assets are reviewed for impairment. The lease liability is initially measured at the present value of the lease payments, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s secured incremental borrowing rate for the same term as the underlying lease. The Company identified and assessed the following significant assumptions in recognizing the right-of-use lease assets and corresponding liabilities. Expected lease term Incremental borrowing rate The Company has elected not to recognize right-of-use lease assets and lease liabilities for short-term leases that have a term of 12 months or less. The Company reports right-of-use lease assets within non-current assets in its condensed balance sheet. The Company reports the lease liabilities within long-term liabilities in its condensed balance sheet. See Note 12 - Commitments and Contingencies, for future minimum lease payments and maturities. 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. Effective January 1, 2020, the Company adopted the guidance and determined there was no applicability to the Company at this time and as such, there was no impact on our financial position, results of operations, or cash flows. In December 2019, the FASB issued ASU No. 2019-12, “ Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 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 interim financial statements. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2020 | |
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 11 - 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, Level 1 Level 2 Level 3 Total Financial Liabilities: Common stock warrant liability $ — $ — $ — $ — Total $ — $ — $ — $ — December 31, Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ — $ — $ — $ — Corporate fixed income debt securities — — — — Total $ — $ — $ — $ — Financial Liabilities: Common stock warrant liability $ — $ — $ — $ — Total $ — $ — $ — $ — 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. |
Credit Risk
Credit Risk | 9 Months Ended |
Sep. 30, 2020 | |
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, however the Company did identify a potentially uncollectable account and at September 30, 2020 and December 31, 2019 maintained a reserve for this receivable balance of $123. The Company does not require collateral or other securities to support its accounts receivable. |
Prepaid Expenses
Prepaid Expenses | 9 Months Ended |
Sep. 30, 2020 | |
Prepaid Expenses Disclosure [Abstract] | |
Prepaid Expenses | Note 5 - Prepaid Expenses Prepaid expenses consist of the following: September 30, December 31, 2020 2019 Director compensation $ - $ 9 Director, officer and other insurance 98 115 NASDAQ fees 14 - Legal retainer 25 25 Marketing programs and conferences 93 80 Professional services retainer 8 8 Rent 17 11 Equipment service deposits 2 1 Engineering, software licenses and other 24 8 Total prepaid expenses $ 281 $ 257 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2020 | |
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 2020 2019 Research and development equipment 5 years $ 1,452 $ 1,585 Office and computer equipment (1) 3 years 733 753 Autos 5 years 54 54 Furniture and fixtures 7 years 41 41 Leasehold improvements * 283 283 Construction in progress 48 - 2,611 2,716 Less accumulated depreciation and amortization (2,070 ) (1,978 ) Total $ 541 $ 738 * Shorter of lease term or estimated useful life (1) In the three and nine months ended September 30, 2020, the Company received net proceeds of $0 and $44 in the sale of research and development equipment and office and computer equipment, respectively, resulting in gains on the sale of these assets of $0 and $18 for the three and nine months ended September 30, 2020, respectively. Depreciation and amortization expense was approximately $71 and $101 for the three months ended September 30, 2020 and 2019, respectively, and $219 and $314 for the nine months ended September 30, 2020 and 2019, respectively. |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Note 7 - Accrued Expenses Accrued expenses consist of the following: September 30, December 31, 2020 2019 Compensation and related benefits $ 291 $ 935 Accrued Litigation - 238 Board Compensation - 17 Personal property and franchise tax 15 2 Other 10 1 Total accrued expenses $ 316 $ 1,193 |
Borrowings
Borrowings | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Borrowings | Note 8 - Borrowings A summary of the Company’s borrowings, including finance lease obligations, is as follows: September 30, December 31, 2020 2019 Short-term debt: Current portion of long-term debt 105 123 Total short-term debt $ 105 $ 123 Long-term debt: Finance lease obligations $ 93 $ 155 Other promissory notes 707 105 Total 800 260 Less: current portion of long-term debt (105 ) (123 ) Total long-term debt $ 695 $ 137 Finance Lease Obligations Finance lease obligations at September 30, 2020 are for computer and lab equipment leased through GreatAmerica Financial Services and ENGS Commercial Finance Co. These finance leases expire at various dates through April 2022 and carry interest rates ranging from 11.4% to 18.3%. Other Promissory Notes Also included in the table above are notes payable to Direct Capital, M2 Financing and Fidelity Capital, all for the financing of fixed assets. These notes expire at various dates through June 2022 and carry interest rates ranging from 13.1% to 13.3%. Also included in the table above is a loan agreement payable to BMO Harris Bank National Association as the lender in an aggregate principal amount of $645,700 pursuant to the Paycheck Protection Program (the “PPP”) under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The loan is evidenced by a promissory note dated April 15, 2020 and matures April 15, 2022. The loan bears interest at a rate of 1.00% per annum and contains customary events of default including, among other things, payment defaults. The loan closed and was funded April 20, 2020. Under the terms of the CARES Act, PPP loan recipients can apply for and be granted forgiveness for all or a portion of loans granted under the PPP. The loan is subject to forgiveness to the extent proceeds are used for qualifying expenses, including certain payroll, utility, rent and mortgage interest expenses. No assurance is provided that the Company will obtain forgiveness of the loan in whole or in part. Pursuant to amendments to the CARES Act, as long as the Company submits its application for loan forgiveness within ten months after the expiration of the applicable covered period, the Company will not be required to make any payments until the forgiveness amount is remitted to the lender by the SBA. In the event the PPP loan is not forgiven in whole or in part, the lender is responsible for notifying the Company of the date on which the Company’s first repayment is due. |
Common Stock Warrants and Commo
Common Stock Warrants and Common Stock Warrant Liability | 9 Months Ended |
Sep. 30, 2020 | |
Warrants 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, 2020 as follows: Balance Balance Balance Issue Date Warrant Type Term Exercise December 31, Issued Exercised Expired December 31, Issued Exercised Expired September 30, 2016 and prior Various Various-2020/2021 Various 17,059 - - - 17,059 - (9,375 ) (750 ) 6,934 November 21, 2017 Common Stock Offering Warrants November 21, 2022 $ 2.1122 (1) 159,092 - (15,591 ) - 143,501 - - 143,501 November 21, 2017 Dealer Manager Warrants November 21, 2022 $ 30.00 47,250 - - - 47,250 - (47,250 ) - - June 20, 2018 Warrant Reissue December 20, 2023 $ 36.40 56,696 - - - 56,696 - - - 56,696 August 13, 2018 Rights Offering Warrants July 25, 2023 $ 23.00 267,853 - (64,910 ) - 202,943 - - - 202,943 August 13, 2018 Dealer Manager Warrants August 13, 2023 $ 34.50 13,393 - - - 13,393 - - - 13,393 July 16, 2019 Dealer Manager Warrants July 11, 2024 $ 33.75 - 8,334 - - 8,334 - - - 8,334 January 28, 2020 Registered Direct Offering July 28, 2025 $ 9.00 - - - - - 177,500 - - 177,500 January 28, 2020 Dealer Manager Warrants July 28, 2025 $ 10.00 - - - - - 13,315 - - 13,315 March 6, 2020 Registered Direct Offering September 8, 2025 $ 2.88 - - - - - 176,372 - - 176,372 March 6, 2020 Dealer Manager Warrants March 4, 2025 $ 3.76 - - - - - 13,228 - - 13,228 April 21, 2020 Dealer Manager Warrants April 21, 2025 $ 3.97 - - - - - 118,073 - - 118,073 April 24, 2020 Registered Direct Offering April 24, 2025 $ 3.05 - - - - - 1,574,308 - - 1,574,308 561,343 489,176 2,504,597 (1) Pursuant to antidilution price adjustment protection contained within these warrants, 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 Rights Offering, downward to $19.00 per share on August 13, 2018, the date of the Rights Offering, downward to $7.13 per share on January 28, 2020, the date of a Registered Direct Offering and downward to $2.1122 per share on March 6, 2020, the date of a Registered Direct Offering. Outstanding Warrants As of September 30, 2020, we had 2,504,597 shares of common stock issuable upon exercise of outstanding common stock warrants, at a weighted-average exercise price of $6.18 per share. 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. The exercise price of the warrants was adjusted downward to $7.13 on January 28, 2020 in connection with a private placement of common stock. Per guidance of ASC 260, the Company recorded a deemed dividend of $285 on the 143,501 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 January 28, 2020, common stock price of $7.90; comparable company volatility of 73.8%; remaining term 2.82 years; dividend yield of 0% and risk-free interest rate of 1.45%. The exercise price of the warrants was adjusted downward to $2.1122 on March 4, 2020 in connection with a private placement of common stock. Per guidance of ASC 260, the Company recorded a deemed dividend of $129 on the 143,501 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 March 4, 2020, common stock price of $2.88; comparable company volatility of 74.5%; remaining term 2.71 years; dividend yield of 0% and risk-free interest rate of 0.68%. 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 $1,700 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 $1,700 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 $3,600 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. These warrants expired, unexercised, on June 26, 2020. Common Stock Warrants Issued in January and March 2020 Private Placements In January and March 2020, in separate private placements concurrent with registered direct offerings (collectively, the “2020 Registered Direct Offerings”) of shares of the Company’s common stock, the Company also issued warrants to purchase an aggregate of up to 353,872 shares of common stock to certain institutional and accredited investors that participated in the 2020 Registered Direct Offerings (the “2020 Warrants”). The warrants were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder. Terms used but not otherwise defined herein will have the meanings given them in the warrants, attached as Exhibit 4.1 to our Form 8-K filed on January 28, 2020, and our Form 8-K filed on March 6, 2020. The warrants issued in January 2020 to purchase 177,500 shares of common stock have an exercise price of $9.00 per share, are exercisable after July 28, 2020 and will expire July 28, 2025. The Company estimated the fair value of the common stock warrants, exercisable at $9.00 per share, to be $813 using a Black Scholes model based on the following significant inputs: common stock price of $7.90; comparable company volatility of 73.8%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 1.53%. The warrants issued in March 2020 to purchase 176,372 shares of common stock have an exercise price of $2.88 per share, are immediately exercisable and will expire September 8, 2025. The Company estimated the fair value of the common stock warrants, exercisable at $2.88 per share, to be $242 using a Black Scholes model based on the following significant inputs: common stock price of $2.35; comparable company volatility of 74.8%; remaining term 5.5 years; dividend yield of 0% and risk-free interest rate of 0.39%. For so long as the 2020 Warrants remain outstanding, the exercise price and number of shares of common stock issuable upon exercise of the warrants are subject to adjustment as follows: (a) upon payment of a stock dividend or other distribution on a class or series of shares common stock, not including shares issued under this warrant; (b) upon subdivision (by stock spilt, stock dividend, recapitalization, or otherwise) or combination (by reverse stock split or otherwise) of shares of common stock; or (c) upon the issuance of any shares of capital stock by reclassification of shares of the common stock. In the event that the Company declares or makes any dividend or other distribution of its assets to holders of its common stock, each 2020 Warrant holder will be entitled to participate in such distribution to the same extent that such holder would have participated therein if the holder had held the number of shares of common stock acquirable upon exercise of the 2020 Warrant. In the event of a Fundamental Transaction, as described in the 2020 Warrants and generally including the sale, transfer or other disposition of all or substantially all of our properties or assets; our consolidation or merger with or into another person or reorganization; a recapitalization, reorganization or reclassification in which our common stock is converted into other securities, cash or property; or any acquisition of our outstanding common stock that results in any person or group becoming the beneficial owner of 50% of the voting power represented by our outstanding common stock, then the holders of the 2020 Warrants will be entitled to receive upon exercise of such warrants the kind and amount of securities, cash, assets or other property that the holders would have received had they exercised the 2020 Warrants immediately prior to such Fundamental Transaction. Subject to certain limitations, in the event of a Fundamental Transaction the 2020 Warrant holder may at its option require the Company or any Successor Entity to purchase such warrant from the holder by paying to the holder an amount of cash equal to the Black Scholes Value of the remaining unexercised portion of the 2020 Warrant on the date of the consummation of the Fundamental Transaction. Any time that the Company grants, issues, or sells any securities pro rata to all of the record holders of the common stock (the “2020 Purchase Right”), each holder of 2020 Warrants will be entitled to acquire the aggregate amount of securities that the holder could have acquired if the holder had held the number of shares of common stock acquirable upon exercise of the applicable 2020 Warrant. However, to the extent that an exercise of a 2020 Purchase Right would exceed the Beneficial Ownership Limitation (defined below), then to such extent the 2020 Purchase Right will be held in abeyance until such time, if ever, that complete exercise of the 2020 Purchase Right would not exceed the Beneficial Ownership Limitation. After the Initial Exercisability Date, the 2020 Warrants will be exercisable, at the option of each holder, in whole or in part, by delivering to us a duly executed exercise notice accompanied by payment in full for the number of shares of our common stock purchased upon such exercise. If, at the time a holder exercises the 2020 Warrant (but not sooner than six months following the date of such warrant), a registration statement registering the issuance of the shares of common stock underlying the 2020 Warrants under the Securities Act is not then effective or available, nor is any current prospectus thereto available, and an exemption from registration under the Securities Act is not available for the issuance of such shares, then in lieu of making the cash payment otherwise contemplated to be made to us upon such exercise in payment of the aggregate exercise price, the holder may elect instead to receive upon such exercise (either in whole or in part) the number of shares of common stock determined according to a formula set forth in the 2020 Warrant. Limitations on Exercise Except as otherwise provided in the 2020 Warrants or by virtue of such holder’s ownership of shares of our common stock, the holders of the 2020 Warrants do not have the rights or privileges of holders of our common stock, including any voting rights, unless and until they exercise such warrants. Common Stock Warrants Issued in April 2020 Public Offering On April 24, 2020, in connection with a previously announced public offering of 145,586 Class A Units and 1,428,722 Class B Units, the Company issued warrants to purchase 1,574,308 shares of common stock to the participants in the public offering and have an exercise price of $3.05 per share (the “April 2020 Warrants”). These warrants are immediately exercisable and will expire April 24, 2025. The Common Stock, Pre-Funded Warrants and Warrants sold in this Public Offering were offered and sold pursuant to a registration statement on Form S-1 (File No. 333-236302) initially filed with the Securities and Exchange Commission (the “ SEC The Company estimated the fair value of the common stock warrants, exercisable at $3.05 per share, to be $2,402 using a Black Scholes model based on the following significant inputs: common stock price of $2.40; comparable company volatility of 87.9%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 0.18%. Common Stock Warrants Issued to Placement Agent in 2020 Registered Direct Offerings and Private Placement In connection with the separate private placements concurrent with registered direct offerings of shares of the Company’s common stock in January and March 2020, the Company issued to H.C. Wainwright & Co., LLC, as placement agent, a warrant to purchase 13,228 shares of common stock and a warrant to purchase 13,313 shares of common stock. The warrants were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder. These warrants have substantially similar terms as the 2020 Warrants described above, except that the placement agent warrant issued in January 2020 has an exercise price of $10.00 per share, and the placement agent warrant issued in March 2020 has an exercise price of $3.7563 per share. The Company estimated the fair value of the common stock warrants issued in January, with an exercise price of $10.00 per share, to be $58 using a Black Scholes model based on the following significant inputs: common stock price of $7.90; comparable company volatility of 73.8%; remaining term 5 years; dividend yield of 0% and risk-free interest rate of 1.53%. The Company estimated the fair value of the common stock warrants issued in March, with an exercise price of $3.7563 per share, to be $17 using a Black Scholes model based on the following significant inputs: common stock price of $2.35; comparable company volatility of 74.8%; remaining term 5.5 years; dividend yield of 0% and risk-free interest rate of 0.39%. In connection with the public offering of 145,586 Class A Units and 1,428,722 Class B Units on April 24, 2020, the Company issued to H.C. Wainwright & Co., LLC, as placement agent, warrants to purchase 118,073 shares of common stock. The warrants were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder. These warrants have substantially similar terms as the April 2020 Warrants described above, except that the placement agent warrant issued has an exercise price of $3.97 per share. The Company estimated the fair value of the common stock warrants issued in April, with an exercise price of $3.97 per share, to be $167 using a Black Scholes model based on the following significant inputs: common stock price of $2.40; comparable company volatility of 87.9%; remaining term 5.5 years; dividend yield of 0% and risk-free interest rate of 0.18%. Deemed Dividend Adjustment-Warrant Modified Terms Revaluation On December 2, 2019, in connection with the settlement of a filed lawsuit against the Company on February 20, 2018 by New Enterprises, Ltd. (“New Enterprises”), the Company agreed to modify the terms of 6,934 common stock warrants that were originally issued to New Enterprises between September 2015 and February 2016. Specifically, the original strike price was reduced to $20.00 per warrant from $150.00 per warrant and the expiration date of these warrants was extended one year to December 13, 2020. Per guidance of ASC 260, the Company recorded a deemed dividend of $11 on the 6,934 unexercised warrants that were affected by the modification of terms. The dividend was calculated as the difference between the fair value of the warrants immediately prior to modification of terms and immediately after the adjustment using a Black Scholes model based on the following significant inputs: On December 2, 2019: common stock price of $12.00; comparable company volatility of 73.2%; remaining term 0.01 years; dividend yield of 0% and risk-free interest rate of 1.63. As adjusted, common stock price of $12.00; comparable company volatility of 73.2%; remaining term 1.01 years; dividend yield of 0% and risk-free interest rate of 1.63. On March 3, 2020, the Company issued an aggregate of 51,414 common shares in a cashless exercise of 56,625 warrants issued in December 2016 and November 2017. Consideration for the exercise of these warrants was the full settlement of an outstanding litigation reserve of $238. |
Stockholders_ Deficit
Stockholders’ Deficit | 9 Months Ended |
Sep. 30, 2020 | |
Stockholders' Equity Note [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. 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 3,398,832 and 1,414,671 shares of common stock issued and outstanding as of September 30, 2020 and December 31, 2019, respectively. During the nine months ended September 30, 2020, the Company issued 1,984,161 shares of common stock as follows: ● an aggregate of 177,500 shares in connection with a registered direct offering generating net proceeds to the Company in January 2020 of approximately $973, as further described below; ● an aggregate of 176,372 shares in connection with a registered direct offering generating net proceeds to the Company in March 2020 of approximately $462, as further described below; ● an aggregate of 1,574,308 shares in connection with a public offering and exercise of pre-funded warrants issued in connection with said public offering, generating net proceeds to the Company in April 2020 of approximately $4,306, as further described below; ● an aggregate of 51,414 shares for the exercise of outstanding warrants in settlement of an outstanding litigation reserve of $238 (see Note 9 - Common Stock Warrants and Common Stock Warrant Liability for further details); ● an aggregate of 4,543 shares for service as a result of the vesting of restricted stock units; and ● an aggregate of 24 shares for true up of shares as a result of the 1-for-20 reverse stock split effected in February 2020. Public Offerings and Registered Direct Offerings On April 24, 2020, the Company closed a public offering of 145,586 Class A Units and 1,428,722 Class B Units. Each unit is comprised of one share of common stock, par value $0.001 per share or common stock equivalent in the form of a pre-funded warrant and one warrant to purchase one share of common stock. The Class A Units were offered at a public offering price of $3.176 per unit, and the Class B Units were offered at a public offering price of $3.175 per unit priced at-the-market under Nasdaq rules, generating net proceeds of approximately $4,306, including the full exercise of the pre-funded warrants sold in this offering and after deducting certain fees due to the placement agent and other estimated transaction expenses. Also, in connection with the public offering noted above, the Company issued warrants to purchase 1,574,308 shares of common stock to the participants in the public offering, with an exercise price of $3.05 per share. These warrants are immediately exercisable and will expire April 24, 2025. On March 6, 2020, the Company closed a registered direct offering of an aggregate of 176,372 shares of our common Stock at a purchase price of $3.005 per share for aggregate net proceeds of approximately $462, after deducting certain fees due to the placement agent and other estimated transaction expenses. In addition, we also issued warrants exercisable for an aggregate of up to 176,372 shares of our common stock with an exercise price of $2.88 per share. In addition, in connection with the offering, we issued the placement agent five-year warrants to purchase up to 13,228 shares of our common Stock at an exercise price of $3.7563 per share. On January 28, 2020, the Company closed a registered direct offering of an aggregate of 177,500 shares of our common stock at a purchase price of $8.00 per share for aggregate net proceeds of approximately $973, after deducting certain fees due to the placement agent and other estimated transaction expenses. In addition, in a concurrent private placement, we also issued and sold warrants exercisable for an aggregate of up to 177,500 shares of our common stock with an exercise price of $9.00 per share. In connection with the offering, we issued the placement agent five-year warrants to purchase up to 13,312 shares of our common stock at an exercise price of $10.00 per share. |
Stock-based Compensation
Stock-based Compensation | 9 Months Ended |
Sep. 30, 2020 | |
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”). As of September 30, 2020, the 2018 Plan authorizes the issuance of 50,000 shares of our common stock. In addition, up to 122,279 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 a per share exercise price equal to no less than fair market value of our common stock 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. Options under the 2018 Plan generally have a term of five years. Certain stock option awards provide for accelerated vesting upon a change in control. As of September 30, 2020, the Company had 500,813 shares of common stock available for issuance under the 2018 Plan. On July 8, 2020, the Company’s stockholders approved an amendment to the 2018 Plan to increase the number of shares of common stock available for issuance under the 2018 Plan by 800,000 shares. 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 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, 2020 were as follows: Employee Non-Employee Expected volatility 88.1-91.5 % N/A Expected dividend yield — N/A Expected term (in years) 5 N/A Risk-free interest rate 0.11-0.26 % N/A The weighted average grant date fair value of options granted during the nine months ended September 30, 2020 was $1.94 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 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 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 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 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, 2019 136,489 $ 28.00 3.9 $ — Granted 300,206 $ 1.94 4.8 $ — Exercised — $ — — $ — Forfeited (9,125 ) $ — — $ — Expired — $ — — $ — Outstanding at September 30, 2020 427,570 $ 10.25 3.9 $ — Exercisable at September 30, 2020 115,655 $ 25.39 2.5 $ — (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 were $1.88 and $11.00 per share for the nine months ended September 30, 2020 and the year ended December 31, 2019, respectively. Restricted Stock Units The following table summarizes restricted stock unit activity for the nine months ended September 30, 2020: Number of Weighted Average Outstanding as of December 31, 2019 5,877 $ 30.28 Granted 30,738 $ 1.97 Vested (4,543 ) $ 1.42 Forfeited — $ — Outstanding as of September 30, 2020 32,072 $ 4.05 The stock-based compensation expense was recorded as follows: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Research and development $ 2 $ 1 $ 7 $ 11 General and administrative 160 203 446 664 Total stock-based compensation expense $ 162 $ 204 $ 453 $ 675 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, 2020, the total compensation cost related to restricted stock units and unvested options not yet recognized was $979, which will be recognized over a weighted average period of 34 months, assuming the employees and non-employee s |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2020 | |
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. Lease Commitments The Company is obligated under finance leases for certain research and computer equipment that expire on various dates through April 2022. At September 30, 2020, the gross amount of office, computer and research equipment, and the related accumulated amortization recorded under the finance leases was $478 and $334, respectively. In February 2012, the Company entered into an operating lease for its then corporate headquarters in Flagstaff, Arizona with an expiration in January 2015. In December 2013 and February 2014, the Company amended its lease to extend the term to December 31, 2019 and expand into the remaining area in the building and an adjacent building. In December 2019, we extended the current lease for only our manufacturing facilities located in Flagstaff, Arizona, occupying a total of 7,632 square feet of space, with an expiration in December 2020. The lease is guaranteed by the former President of the Company. In anticipation of the December 2020 Flagstaff, Arizona lease expiration, on June 22, 2020, the Company entered into an operating lease for approximately 5,103 square feet of warehouse/manufacturing space in Phoenix, Arizona. The lease commenced on August 1, 2020 and expires on November 30, 2024. The lease required escalating rental payments over the lease term and minimum rental payments under the operating lease are being recognized on a straight-line basis over the term of the lease. Under guidance promulgated under ASU No. 2016-02, Leases On December 1, 2019, we entered into a lease for our corporate headquarters in Phoenix, Arizona where we lease and occupy approximately 5,529 square feet of office space. This lease expires in November 2024. We believe that our existing facilities are adequate and meet our current needs for business, manufacturing and research. Rent expense was $202 and $187 for the nine months ended September 30, 2020 and 2019, respectively. The future minimum lease payments under non-cancellable operating lease and future minimum finance lease payments as of September 30, 2020 are follows: Finance Operating Years Ending December 31, 2020 16 71 2021 58 190 2022 28 194 2023 - 198 2024 - 186 Total minimum lease payments $ 102 $ 839 Finance Less: amounts representing interest (ranging from 11.43% to 18.32%) $ 10 Present value of minimum lease payments 92 Less: current installments under finance lease obligations 52 Total long-term portion $ 40 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13 - Subsequent Events Private Warrant Inducement On October 23, 2020, the Company entered into an inducement letter agreement (the “Letter Agreement”) with an existing accredited investor to exercise certain outstanding warrants to purchase up to an aggregate of 1,700,680 shares of the Company’s common stock at a reduced exercise price per share of $1.725 (the “Original Warrants”) for aggregate net proceeds of approximately $2.93 million, before deducting fees payable to the placement agent and other estimated offering expenses payable by the Company. In consideration for the immediate exercise of the Original Warrants for cash, the Company issued a new unregistered warrant to the exercising Holder to purchase up to an aggregate of 1,700,680 shares of common stock at an exercise price of $1.725 per share. In addition, in connection with the offering, the Company issued the placement agent five-and-a-half year warrants to purchase up to 85,034 shares of the Company’s common stock at an exercise price of $2.156 per share. Also in connection with the offering, the exercise price of the Company’s outstanding detachable common stock warrants, originally issued November 21, 2017, was adjusted downward to $1.3659 per share. COVID-19 The travel and other restrictions that began in March 2020 in response to the COVID-19 global pandemic have resulted in a significant slowdown in our field studies and sales efforts. We were able to resume some projects by late-April 2020, however, we still have delays on certain projects that might remain on hold until certain government restrictions are lifted. These delays have impacted our results of operations and could impact our results in future quarters. In addition, stay at home orders and other social distancing initiatives continue to severely limit our ability to communicate with current and potential commercial customers. The COVID-19 pandemic is also placing a significant budgetary burden on federal, state and local governments, which may impede or delay their ability to purchase our products. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 9 Months Ended |
Sep. 30, 2020 | |
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, if issued, 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. |
Accounts Receivable-Trade | Accounts Receivable-Trade Accounts receivable-trade consist primarily of receivables from customers. 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 $123 at September 30, 2020 and December 31, 2019. |
Accounts Receivable-Other | Accounts Receivable-Other Accounts receivable-other at September 30, 2020 was $0. Accounts receivable-other at December 31, 2019 of $123 consisted primarily of receivables related to insurance reimbursements due the Company. |
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. Raw materials are stocked to reduce the risk of impact on manufacturing for potential supply interruptions due to the COVID-19 pandemic or long lead times on certain ingredients. Components of inventory are: September 30, December 31, 2020 2019 Raw materials $ 957 $ 1,035 Work in progress 21 — Finished goods 128 149 Total inventory 1,106 1,184 Less: Reserve for obsolete (4 ) (4 ) Total net inventory $ 1,102 $ 1,180 |
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. |
Property and Equipment | Property and Equipment Property and equipment are stated at cost less accumulated depreciation. Equipment held under finance 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 finance 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 | 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 Accounting Standards Codification (“ASC”) 606 — Revenue from Contracts with Customers . The Company recognizes revenue when product is shipped at a fixed selling price on payment terms of 30 to 120 days from invoicing. The Company recognizes other revenue earned from pilot studies, consulting and implementation services upon the performance of specific services under the respective service contract. The Company derives revenue primarily from commercial sales of products, net of discounts and promotions, as well as consulting and implementation services provided in conjunction with our product deployments. |
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, regulatory compliance costs, and manufacturing costs associated with process improvement. Research and development expenses include an allocation of facilities related costs, including depreciation of research and development equipment. |
Stock-based Compensation | Stock-based Compensation 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 for stock options and grant date market value for restricted stock units. 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. The stock-based compensation expense recorded for the three and nine months ended September 30, 2020 and 2019, is as follows: Three Months Ended Nine Months Ended 2020 2019 2020 2019 Research and development $ 2 $ 1 $ 7 $ 11 General and administrative 160 203 446 664 Total stock-based compensation expense $ 162 $ 204 $ 453 $ 675 See Note 11 for additional discussion on stock-based compensation. |
Income Taxes | 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 September 30, 2020 or December 31, 2019 and as such, no interest or penalties were recorded in income tax expense. |
Comprehensive Income, Policy [Policy Text Block] | 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, 2020 and 2019. 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, 2020 2019 Common stock purchase warrants 2,504,597 489,164 Restricted stock units 1,334 5,877 Common stock options 427,570 137,380 Total 2,933,501 632,421 |
Adoption of New Accounting Standards: | Adoption of New Accounting Standards : Effective January 1, 2019, the Company adopted Accounting Standards Updated (“ASU”) No. 2016-02, Leases (Topic 842) Leases (Topic 842): Targeted Improvements At September 30, 2020, the balance in Right to Use Asset-Long Term and Lease Liability-Long Term was $726 and ($731) respectively and at December 31, 2019, the balance in Right to Use Asset-Long Term and Lease Liability-Long Term was $699 and ($694) respectively. The Company’s leases primarily relate to operating leases of rented office properties. For contracts entered into on or after January 1, 2019, at the inception of a contract the Company assesses whether the contract is, or contains, a lease. The Company’s assessment is based on: (1) whether the contract involves the use of a distinct identified asset, (2) whether the Company obtains the right to substantially all the economic benefit from the use of the asset throughout the period, and (3) whether the Company has the right to direct the use of the asset. At inception of a lease, the Company allocates the consideration in the contract to each lease component based on its relative stand-alone price to determine the lease payments. For leases with terms greater than 12 months, the Company records the related asset and obligation at the present value of lease payments over the term. The right-of-use lease asset represents the right to use the leased asset for the lease term. The lease liability represents the present value of the lease payments under the lease. The right-of-use lease asset is initially measured at cost, which primarily comprises the initial amount of the lease liability, plus any initial direct costs incurred. All right-of-use lease assets are reviewed for impairment. The lease liability is initially measured at the present value of the lease payments, discounted using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s secured incremental borrowing rate for the same term as the underlying lease. The Company identified and assessed the following significant assumptions in recognizing the right-of-use lease assets and corresponding liabilities. Expected lease term Incremental borrowing rate The Company has elected not to recognize right-of-use lease assets and lease liabilities for short-term leases that have a term of 12 months or less. The Company reports right-of-use lease assets within non-current assets in its condensed balance sheet. The Company reports the lease liabilities within long-term liabilities in its condensed balance sheet. See Note 12 - Commitments and Contingencies, for future minimum lease payments and maturities. 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. Effective January 1, 2020, the Company adopted the guidance and determined there was no applicability to the Company at this time and as such, there was no impact on our financial position, results of operations, or cash flows. In December 2019, the FASB issued ASU No. 2019-12, “ Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes 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 interim financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Schedule of inventory | September 30, December 31, 2020 2019 Raw materials $ 957 $ 1,035 Work in progress 21 — Finished goods 128 149 Total inventory 1,106 1,184 Less: Reserve for obsolete (4 ) (4 ) Total net inventory $ 1,102 $ 1,180 |
Schedule of employee stock-based compensation expense | Three Months Ended Nine Months Ended 2020 2019 2020 2019 Research and development $ 2 $ 1 $ 7 $ 11 General and administrative 160 203 446 664 Total stock-based compensation expense $ 162 $ 204 $ 453 $ 675 |
Schedule of outstanding potentially dilutive securities calculation of diluted loss per share attributable to common stockholders | September 30, 2020 2019 Common stock purchase warrants 2,504,597 489,164 Restricted stock units 1,334 5,877 Common stock options 427,570 137,380 Total 2,933,501 632,421 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Fair Value Disclosures [Abstract] | |
Schedule of fair value of financial instruments | September 30, Level 1 Level 2 Level 3 Total Financial Liabilities: Common stock warrant liability $ — $ — $ — $ — Total $ — $ — $ — $ — December 31, Level 1 Level 2 Level 3 Total Financial Assets: Money market funds $ — $ — $ — $ — Corporate fixed income debt securities — — — — Total $ — $ — $ — $ — Financial Liabilities: Common stock warrant liability $ — $ — $ — $ — Total $ — $ — $ — $ — |
Prepaid Expenses (Tables)
Prepaid Expenses (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Prepaid Expenses Disclosure [Abstract] | |
Schedule of prepaid expenses | September 30, December 31, 2020 2019 Director compensation $ - $ 9 Director, officer and other insurance 98 115 NASDAQ fees 14 - Legal retainer 25 25 Marketing programs and conferences 93 80 Professional services retainer 8 8 Rent 17 11 Equipment service deposits 2 1 Engineering, software licenses and other 24 8 Total prepaid expenses $ 281 $ 257 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | September 30, December 31, Useful Life 2020 2019 Research and development equipment 5 years $ 1,452 $ 1,585 Office and computer equipment (1) 3 years 733 753 Autos 5 years 54 54 Furniture and fixtures 7 years 41 41 Leasehold improvements * 283 283 Construction in progress 48 - 2,611 2,716 Less accumulated depreciation and amortization (2,070 ) (1,978 ) Total $ 541 $ 738 * Shorter of lease term or estimated useful life (1) In the three and nine months ended September 30, 2020, the Company received net proceeds of $0 and $44 in the sale of research and development equipment and office and computer equipment, respectively, resulting in gains on the sale of these assets of $0 and $18 for the three and nine months ended September 30, 2020, respectively. |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Payables and Accruals [Abstract] | |
Schedule of accrued expenses | September 30, December 31, 2020 2019 Compensation and related benefits $ 291 $ 935 Accrued Litigation - 238 Board Compensation - 17 Personal property and franchise tax 15 2 Other 10 1 Total accrued expenses $ 316 $ 1,193 |
Borrowings (Tables)
Borrowings (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of capital lease obligations | September 30, December 31, 2020 2019 Short-term debt: Current portion of long-term debt 105 123 Total short-term debt $ 105 $ 123 Long-term debt: Finance lease obligations $ 93 $ 155 Other promissory notes 707 105 Total 800 260 Less: current portion of long-term debt (105 ) (123 ) Total long-term debt $ 695 $ 137 |
Common Stock Warrants and Com_2
Common Stock Warrants and Common Stock Warrant Liability (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Warrants Note Disclosure [Abstract] | |
Schedule of common stock warrant activity | Balance Balance Balance Issue Date Warrant Type Term Exercise December 31, Issued Exercised Expired December 31, Issued Exercised Expired September 30, 2016 and prior Various Various-2020/2021 Various 17,059 - - - 17,059 - (9,375 ) (750 ) 6,934 November 21, 2017 Common Stock Offering Warrants November 21, 2022 $ 2.1122 (1) 159,092 - (15,591 ) - 143,501 - - 143,501 November 21, 2017 Dealer Manager Warrants November 21, 2022 $ 30.00 47,250 - - - 47,250 - (47,250 ) - - June 20, 2018 Warrant Reissue December 20, 2023 $ 36.40 56,696 - - - 56,696 - - - 56,696 August 13, 2018 Rights Offering Warrants July 25, 2023 $ 23.00 267,853 - (64,910 ) - 202,943 - - - 202,943 August 13, 2018 Dealer Manager Warrants August 13, 2023 $ 34.50 13,393 - - - 13,393 - - - 13,393 July 16, 2019 Dealer Manager Warrants July 11, 2024 $ 33.75 - 8,334 - - 8,334 - - - 8,334 January 28, 2020 Registered Direct Offering July 28, 2025 $ 9.00 - - - - - 177,500 - - 177,500 January 28, 2020 Dealer Manager Warrants July 28, 2025 $ 10.00 - - - - - 13,315 - - 13,315 March 6, 2020 Registered Direct Offering September 8, 2025 $ 2.88 - - - - - 176,372 - - 176,372 March 6, 2020 Dealer Manager Warrants March 4, 2025 $ 3.76 - - - - - 13,228 - - 13,228 April 21, 2020 Dealer Manager Warrants April 21, 2025 $ 3.97 - - - - - 118,073 - - 118,073 April 24, 2020 Registered Direct Offering April 24, 2025 $ 3.05 - - - - - 1,574,308 - - 1,574,308 561,343 489,176 2,504,597 (1) Pursuant to antidilution price adjustment protection contained within these warrants, 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 Rights Offering, downward to $19.00 per share on August 13, 2018, the date of the Rights Offering, downward to $7.13 per share on January 28, 2020, the date of a Registered Direct Offering and downward to $2.1122 per share on March 6, 2020, the date of a Registered Direct Offering. |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of fair value of options granted | Employee Non-Employee Expected volatility 88.1-91.5 % N/A Expected dividend yield — N/A Expected term (in years) 5 N/A Risk-free interest rate 0.11-0.26 % N/A |
Schedule of stock option activity | Number of Weighted Weighted Aggregate Outstanding at December 31, 2019 136,489 $ 28.00 3.9 $ — Granted 300,206 $ 1.94 4.8 $ — Exercised — $ — — $ — Forfeited (9,125 ) $ — — $ — Expired — $ — — $ — Outstanding at September 30, 2020 427,570 $ 10.25 3.9 $ — Exercisable at September 30, 2020 115,655 $ 25.39 2.5 $ — (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 were $1.88 and $11.00 per share for the nine months ended September 30, 2020 and the year ended December 31, 2019, respectively. |
Schedule of summarizes restricted stock unit activity | Number of Weighted Average Outstanding as of December 31, 2019 5,877 $ 30.28 Granted 30,738 $ 1.97 Vested (4,543 ) $ 1.42 Forfeited — $ — Outstanding as of September 30, 2020 32,072 $ 4.05 |
Schedule of stock-based compensation expense | Three Months Ended Nine Months Ended 2020 2019 2020 2019 Research and development $ 2 $ 1 $ 7 $ 11 General and administrative 160 203 446 664 Total stock-based compensation expense $ 162 $ 204 $ 453 $ 675 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of the future minimum lease payments under non-cancellable operating lease and future minimum capital lease payments | Finance Operating Years Ending December 31, 2020 16 71 2021 58 190 2022 28 194 2023 - 198 2024 - 186 Total minimum lease payments $ 102 $ 839 Finance Less: amounts representing interest (ranging from 11.43% to 18.32%) $ 10 Present value of minimum lease payments 92 Less: current installments under finance lease obligations 52 Total long-term portion $ 40 |
Organization and Description _2
Organization and Description of Business (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2020USD ($) | |
Accounting Policies [Abstract] | |
Net proceeds received | $ 73.2 |
Proceeds from licensing fees | 1.7 |
Proceeds from product sales | 0.8 |
Accumulated deficit | 102.2 |
Cash, cash equivalents and short-term investments | $ 2.7 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Summary of Significant Accounting Policies (Details) [Line Items] | ||
Allowance for doubtful trade receivables | $ 123,000 | $ 123,000 |
Accounts receivable-other | 0 | 123 |
Liabilities | 2,291,000 | 2,412,000 |
Right to Use Asset - Long Term | 726,000 | 699,000 |
Lease Liability - Long Term | 731,000 | 694,000 |
Office Properties [Member] | ||
Summary of Significant Accounting Policies (Details) [Line Items] | ||
Liabilities | $ 87,000 | |
Right to Use Asset - Long Term | $ 87,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Schedule of inventory - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Schedule of inventory [Abstract] | ||
Raw materials | $ 957 | $ 1,035 |
Work in progress | 21 | |
Finished goods | 128 | 149 |
Total inventory | 1,106 | 1,184 |
Reserve for obsolete | (4) | (4) |
Total net inventory | $ 1,102 | $ 1,180 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Schedule of employee stock-based compensation expense - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 162 | $ 204 | $ 453 | $ 675 |
Research and Development Expense [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | 2 | 1 | 7 | 11 |
Selling, General and Administrative Expenses [Member] | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation expense | $ 160 | $ 203 | $ 446 | $ 664 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of outstanding potentially dilutive securities calculation of diluted loss per share attributable to common stockholders - shares shares in Thousands | 9 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 2,933,501 | 632,421 |
Common Stock Purchase Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 2,504,597 | 489,164 |
Restricted Stock Units [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 1,334 | 5,877 |
Common Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 427,570 | 137,380 |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - Schedule of fair value of financial instruments - USD ($) | Sep. 30, 2020 | Dec. 31, 2019 |
Financial Liabilities: | ||
Common stock warrant liability | ||
Total | ||
Fair Value, Inputs, Level 1 [Member] | ||
Financial Liabilities: | ||
Common stock warrant liability | ||
Total | ||
Fair Value, Inputs, Level 2 [Member] | ||
Financial Liabilities: | ||
Common stock warrant liability | ||
Total | ||
Fair Value, Inputs, Level 3 [Member] | ||
Financial Liabilities: | ||
Common stock warrant liability | ||
Total | ||
Fair Value, Recurring [Member] | Corporate Fixed Income Debt Securities [Member] | ||
Financial Assets: | ||
Held-to-maturity Securities, Fair Value | ||
Total | ||
Fair Value, Recurring [Member] | Money Market Funds [Member] | ||
Financial Assets: | ||
Held-to-maturity Securities, Fair Value | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Corporate Fixed Income Debt Securities [Member] | ||
Financial Assets: | ||
Held-to-maturity Securities, Fair Value | ||
Total | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | Money Market Funds [Member] | ||
Financial Assets: | ||
Held-to-maturity Securities, Fair Value | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Corporate Fixed Income Debt Securities [Member] | ||
Financial Assets: | ||
Held-to-maturity Securities, Fair Value | ||
Total | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 2 [Member] | Money Market Funds [Member] | ||
Financial Assets: | ||
Held-to-maturity Securities, Fair Value | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Corporate Fixed Income Debt Securities [Member] | ||
Financial Assets: | ||
Held-to-maturity Securities, Fair Value | ||
Total | ||
Fair Value, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | Money Market Funds [Member] | ||
Financial Assets: | ||
Held-to-maturity Securities, Fair Value |
Credit Risk (Details)
Credit Risk (Details) - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Risks and Uncertainties [Abstract] | ||
Reserve for receivable balance | $ 123 | $ 123 |
Prepaid Expenses (Details) - Sc
Prepaid Expenses (Details) - Schedule of prepaid expenses - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Schedule of prepaid expenses [Abstract] | ||
Director compensation | $ 9 | |
Director, officer and other insurance | 98 | 115 |
NASDAQ fees | 14 | |
Legal retainer | 25 | 25 |
Marketing programs and conferences | 93 | 80 |
Professional services retainer | 8 | 8 |
Rent | 17 | 11 |
Equipment service deposits | 2 | 1 |
Engineering, software licenses and other | 24 | 8 |
Total prepaid expenses | $ 281 | $ 257 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | ||||
Net proceeds of sale properties | $ 0 | $ 44 | ||
Gain on sale of assets | 0 | 18 | ||
Depreciation and amortization expense | $ 71 | $ 101 | $ 219 | $ 314 |
Property and Equipment (Detai_2
Property and Equipment (Details) - Schedule of property and equipment - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2020 | Dec. 31, 2019 | ||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 2,611 | $ 2,716 | |
Less accumulated depreciation and amortization | (2,070) | (1,978) | |
Total | $ 541 | 738 | |
Research and Development Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 5 years | ||
Property, plant and equipment, gross | $ 1,452 | 1,585 | |
Office and Computer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | [1] | 3 years | |
Property, plant and equipment, gross | [1] | $ 733 | 753 |
Autos [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 5 years | ||
Property, plant and equipment, gross | $ 54 | 54 | |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, useful life | 7 years | ||
Property, plant and equipment, gross | $ 41 | 41 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | [2] | 283 | $ 283 |
Construction in Progress [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property, plant and equipment, gross | $ 48 | ||
[1] | In the three and nine months ended September 30, 2020, the Company received net proceeds of $0 and $44 in the sale of research and development equipment and office and computer equipment, respectively, resulting in gains on the sale of these assets of $0 and $18 for the three and nine months ended September 30, 2020, respectively. | ||
[2] | Shorter of lease term or estimated useful life |
Accrued Expenses (Details) - Sc
Accrued Expenses (Details) - Schedule of accrued expenses - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Schedule of accrued expenses [Abstract] | ||
Compensation and related benefits | $ 291 | $ 935 |
Accrued Litigation | 238 | |
Board Compensation | 17 | |
Personal property and franchise tax | 15 | 2 |
Other | 10 | 1 |
Total accrued expenses | $ 316 | $ 1,193 |
Borrowings (Details)
Borrowings (Details) - USD ($) $ in Thousands | Mar. 04, 2020 | Sep. 30, 2020 |
Borrowings (Details) [Line Items] | ||
Interest rate on borrowings | 1.00% | |
Interest rate on borrowings | 0.68% | |
Principal amount (in Dollars) | $ 645,700 | |
Mature date | Apr. 15, 2020 | |
Finance Lease Obligations [Member] | ||
Borrowings (Details) [Line Items] | ||
Description of borrowings expiration period | various dates through April 2022 | |
Other Promissory Notes [Member] | ||
Borrowings (Details) [Line Items] | ||
Description of borrowings expiration period | various dates through June 2022 | |
Minimum [Member] | Finance Lease Obligations [Member] | ||
Borrowings (Details) [Line Items] | ||
Interest rate on borrowings | 11.40% | |
Minimum [Member] | Other Promissory Notes [Member] | ||
Borrowings (Details) [Line Items] | ||
Interest rate on borrowings | 13.10% | |
Maximum [Member] | Finance Lease Obligations [Member] | ||
Borrowings (Details) [Line Items] | ||
Interest rate on borrowings | 18.30% | |
Maximum [Member] | Other Promissory Notes [Member] | ||
Borrowings (Details) [Line Items] | ||
Interest rate on borrowings | 13.30% |
Borrowings (Details) - Schedule
Borrowings (Details) - Schedule of capital lease obligations - USD ($) $ in Thousands | Sep. 30, 2020 | Dec. 31, 2019 |
Short-term debt: | ||
Current portion of long-term debt | $ 105 | $ 123 |
Total short-term debt | 105 | 123 |
Long-term debt: | ||
Finance lease obligations | 93 | 155 |
Other promissory notes | 707 | 105 |
Total | 800 | 260 |
Less: current portion of long-term debt | (105) | (123) |
Total long-term debt | $ 695 | $ 137 |
Common Stock Warrants and Com_3
Common Stock Warrants and Common Stock Warrant Liability (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 04, 2020 | Mar. 03, 2020 | Dec. 02, 2019 | Aug. 13, 2018 | Apr. 24, 2020 | Mar. 31, 2020 | Jan. 31, 2020 | Jul. 31, 2019 | Jun. 30, 2018 | Jun. 20, 2018 | Nov. 21, 2017 | Jun. 30, 2015 | Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 |
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Warrants, description | 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 Rights Offering, downward to $19.00 per share on August 13, 2018, the date of the Rights Offering, downward to $7.13 per share on January 28, 2020, the date of a Registered Direct Offering and downward to $2.1122 per share on March 6, 2020, the date of a Registered Direct Offering. | ||||||||||||||||
Common stock offering warrants issued (in Shares) | 2,504,597 | ||||||||||||||||
Weighted-average exercise price (in Dollars per share) | $ 6.18 | ||||||||||||||||
Expected term | 5 years 6 months | ||||||||||||||||
Risk free interest rate | 0.68% | ||||||||||||||||
Share price (in Dollars per share) | $ 1.88 | $ 1.88 | $ 11 | ||||||||||||||
Stock compensation expense (in Dollars) | $ 453 | $ 675 | |||||||||||||||
Change in fair value of the derivative warrant liability (in Dollars) | $ 18 | $ (3) | |||||||||||||||
Expire date, description | expire September 8, 2025. | ||||||||||||||||
Fundamental transaction, description | any acquisition of our outstanding common stock that results in any person or group becoming the beneficial owner of 50% of the voting power represented by our outstanding common stock | ||||||||||||||||
Common Stock Offering Warrants Issued [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Warrants, description | 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. The exercise price of the warrants was adjusted downward to $7.13 on January 28, 2020 in connection with a private placement of common stock. Per guidance of ASC 260, the Company recorded a deemed dividend of $285 on the 143,501 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 January 28, 2020, common stock price of $7.90; comparable company volatility of 73.8%; remaining term 2.82 years; dividend yield of 0% and risk-free interest rate of 1.45%. | ||||||||||||||||
Common stock offering warrants issued (in Shares) | 232,875 | ||||||||||||||||
Number of warrant purchased (in Shares) | 56,696 | ||||||||||||||||
Common stock per share (in Dollars per share) | $ 20 | ||||||||||||||||
Warrant term | 5 years | ||||||||||||||||
Exercise price (in Dollars per share) | $ 36.40 | $ 30 | |||||||||||||||
Fair value of common stock warrant (in Dollars) | $ 661 | ||||||||||||||||
Per share price (in Dollars per share) | $ 20 | ||||||||||||||||
Expected volatility rate | 72.60% | 73.80% | |||||||||||||||
Expected term | 5 years | 5 years | |||||||||||||||
Expected dividend rate | 0.00% | 0.00% | |||||||||||||||
Risk free interest rate | 2.80% | 1.87% | |||||||||||||||
Share price (in Dollars per share) | $ 42.20 | ||||||||||||||||
Stock compensation expense (in Dollars) | $ 1,700 | ||||||||||||||||
Proceeds from warrant exercises (in Dollars) | 1,700 | ||||||||||||||||
Common Stock Warrant Issued to Underwriter of Common Stock Offering [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Common stock offering warrants issued (in Shares) | 2.1122 | ||||||||||||||||
Expected volatility rate | 74.50% | ||||||||||||||||
Expected term | 2 years 259 days | ||||||||||||||||
Expected dividend rate | 0.00% | ||||||||||||||||
Deemed dividend (in Dollars) | $ 129 | ||||||||||||||||
Unexercised warrants (in Shares) | 143,501 | ||||||||||||||||
Share price (in Dollars per share) | $ 2.88 | ||||||||||||||||
November 2017 warrants [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Common stock offering warrants issued (in Shares) | 56,696 | ||||||||||||||||
Number of warrant purchased (in Shares) | 56,696 | ||||||||||||||||
Common stock per share (in Dollars per share) | $ 30 | ||||||||||||||||
Exercise price (in Dollars per share) | $ 36.40 | ||||||||||||||||
Gross proceeds (in Dollars) | $ 1,700 | ||||||||||||||||
New Warrants November 8, 2017 [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Gross proceeds (in Dollars) | $ 513 | ||||||||||||||||
Right Offering [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Warrants, description | 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 per share (in Dollars per share) | $ 18.80 | ||||||||||||||||
Exercise price (in Dollars per share) | $ 23 | ||||||||||||||||
Fair value of common stock warrant (in Dollars) | $ 3,600 | ||||||||||||||||
Expected volatility rate | 159.00% | ||||||||||||||||
Expected term | 5 years | ||||||||||||||||
Expected dividend rate | 0.00% | ||||||||||||||||
Risk free interest rate | 2.77% | ||||||||||||||||
Share price (in Dollars per share) | $ 23 | ||||||||||||||||
Purchase of warrants shares (in Shares) | 267,853 | ||||||||||||||||
Description of method used | Monte Carlo model based | ||||||||||||||||
Common Stock Warrants Issued in January and March 2020 Private Placements [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Common stock offering warrants issued (in Shares) | 353,872 | 353,872 | |||||||||||||||
Number of warrant purchased (in Shares) | 176,372 | 177,500 | |||||||||||||||
Exercise price (in Dollars per share) | $ 2.88 | $ 9 | |||||||||||||||
Expected volatility rate | 74.80% | 73.80% | |||||||||||||||
Expected term | 5 years 6 months | 5 years | |||||||||||||||
Expected dividend rate | 0.00% | 0.00% | |||||||||||||||
Risk free interest rate | 0.39% | 1.53% | |||||||||||||||
Description of method used | The Company estimated the fair value of the common stock warrants, exercisable at $2.88 per share, to be $242 using a Black Scholes model based on the following significant inputs: common stock price of $2.35 | The Company estimated the fair value of the common stock warrants, exercisable at $9.00 per share, to be $813 using a Black Scholes model based on the following significant inputs: common stock price of $7.90 | |||||||||||||||
Expire date, description | exercisable after July 28, 2020 and will expire July 28, 2025. | ||||||||||||||||
Limitations on Exercise, description | A holder (together with its affiliates) may not exercise any portion of the 2020 Warrants to the extent that the holder would own more than 4.99% of the outstanding common stock after exercise (the “Beneficial Ownership Limitation”), except that upon at least 61 days’ prior notice from the holder to us, the holder may increase the Beneficial Ownership Limitation up to 9.99% of the number of shares of our common stock outstanding immediately after giving effect to the exercise, as such percentage ownership is determined in accordance with the terms of the 2020 Warrants. | ||||||||||||||||
Common Stock Warrants Issued in April 2020 Public Offering [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Number of warrant purchased (in Shares) | 1,574,308 | ||||||||||||||||
Exercise price (in Dollars per share) | $ 3.05 | ||||||||||||||||
Expected volatility rate | 87.90% | ||||||||||||||||
Expected term | 5 years | ||||||||||||||||
Expected dividend rate | 0.00% | ||||||||||||||||
Risk free interest rate | 0.18% | ||||||||||||||||
Description of method used | The Company estimated the fair value of the common stock warrants, exercisable at $3.05 per share, to be $2,402 using a Black Scholes model based on the following significant inputs: common stock price of $2.40 | ||||||||||||||||
Warrant expire | Apr. 24, 2025 | ||||||||||||||||
Common Stock Warrants Issued to Placement Agent in 2020 Registered Direct Offerings and Private Placement [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Warrants, description | In connection with the separate private placements concurrent with registered direct offerings of shares of the Company’s common stock in January and March 2020, the Company issued to H.C. Wainwright & Co., LLC, as placement agent, a warrant to purchase 13,228 shares of common stock and a warrant to purchase 13,313 shares of common stock. The warrants were issued in reliance on the exemption from registration provided by Section 4(a)(2) of the Securities Act and Rule 506(b) of Regulation D promulgated thereunder. These warrants have substantially similar terms as the 2020 Warrants described above, except that the placement agent warrant issued in January 2020 has an exercise price of $10.00 per share, and the placement agent warrant issued in March 2020 has an exercise price of $3.7563 per share. | ||||||||||||||||
Exercise price (in Dollars per share) | $ 3.97 | ||||||||||||||||
Expected volatility rate | 74.80% | 73.80% | |||||||||||||||
Expected term | 5 years | ||||||||||||||||
Expected dividend rate | 0.00% | 0.00% | |||||||||||||||
Risk free interest rate | 0.39% | 1.53% | |||||||||||||||
Description of method used | The Company estimated the fair value of the common stock warrants issued in March, with an exercise price of $3.7563 per share, to be $17 using a Black Scholes model based on the following significant inputs: common stock price of $2.35 | The Company estimated the fair value of the common stock warrants issued in January, with an exercise price of $10.00 per share, to be $58 using a Black Scholes model based on the following significant inputs: common stock price of $7.90 | The Company estimated the fair value of the common stock warrants issued in April, with an exercise price of $3.97 per share, to be $167 using a Black Scholes model based on the following significant inputs: common stock price of $2.40; comparable company volatility of 87.9%; remaining term 5.5 years; dividend yield of 0% and risk-free interest rate of 0.18%. | ||||||||||||||
Deemed Dividend Adjustment-Warrant Modified Terms Revaluation [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Warrants, description | the Company issued an aggregate of 51,414 common shares in a cashless exercise of 56,625 warrants issued in December 2016 and November 2017. Consideration for the exercise of these warrants was the full settlement of an outstanding litigation reserve of $238. | the Company agreed to modify the terms of 6,934 common stock warrants that were originally issued to New Enterprises between September 2015 and February 2016. Specifically, the original strike price was reduced to $20.00 per warrant from $150.00 per warrant and the expiration date of these warrants was extended one year to December 13, 2020. | |||||||||||||||
Deemed dividend (in Dollars) | $ 11 | ||||||||||||||||
Description of method used | On December 2, 2019: common stock price of $12.00; comparable company volatility of 73.2%; remaining term 0.01 years; dividend yield of 0% and risk-free interest rate of 1.63. As adjusted, common stock price of $12.00; comparable company volatility of 73.2%; remaining term 1.01 years; dividend yield of 0% and risk-free interest rate of 1.63. | ||||||||||||||||
Unexercised warrants (in Dollars) | $ 6,934 | ||||||||||||||||
License Agreement [Member] | University of Arizona Common Stock Warrant [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Warrants, description | These warrants expired, unexercised, on June 26, 2020. | ||||||||||||||||
Number of warrant purchased (in Shares) | 750 | ||||||||||||||||
Warrant term | 5 years | ||||||||||||||||
Exercise price (in Dollars per share) | $ 150 | ||||||||||||||||
Change in fair value of the derivative warrant liability (in Dollars) | $ 53 | ||||||||||||||||
H.C. Wainwright & Co., LLC [Member] | Common Stock Warrant Issued to Underwriter of Common Stock Offering [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Number of warrant purchased (in Shares) | 8,334 | ||||||||||||||||
Common stock per share (in Dollars per share) | $ 33.75 | ||||||||||||||||
Warrant term | 5 years | ||||||||||||||||
Exercise price (in Dollars per share) | $ 33.75 | ||||||||||||||||
Fair value of common stock warrant (in Dollars) | $ 127 | ||||||||||||||||
Expected volatility rate | 133.30% | ||||||||||||||||
Expected term | 5 years | ||||||||||||||||
Expected dividend rate | 0.00% | ||||||||||||||||
Risk free interest rate | 2.07% | ||||||||||||||||
Share price (in Dollars per share) | $ 26.80 | ||||||||||||||||
H.C. Wainwright & Co., LLC [Member] | Common Stock Warrants Issued to Placement Agent in 2020 Registered Direct Offerings and Private Placement [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Number of warrant purchased (in Shares) | 118,073 | ||||||||||||||||
Public Offering [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Number of warrant purchased (in Shares) | 293,000 | ||||||||||||||||
Right Offering [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Common stock offering warrants issued (in Shares) | 267,853 | ||||||||||||||||
New Warrants November 8, 2017 [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Number of warrant purchased (in Shares) | 17,088 | ||||||||||||||||
Common Class A [Member] | Common Stock Warrants Issued in April 2020 Public Offering [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Common stock offering warrants issued (in Shares) | 145,586 | ||||||||||||||||
Common Class A [Member] | Common Stock Warrants Issued to Placement Agent in 2020 Registered Direct Offerings and Private Placement [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Common stock offering warrants issued (in Shares) | 145,586 | ||||||||||||||||
Common Class B [Member] | Common Stock Warrants Issued in April 2020 Public Offering [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Common stock offering warrants issued (in Shares) | 1,428,722 | ||||||||||||||||
Common Class B [Member] | Common Stock Warrants Issued to Placement Agent in 2020 Registered Direct Offerings and Private Placement [Member] | |||||||||||||||||
Common Stock Warrants and Common Stock Warrant Liability (Details) [Line Items] | |||||||||||||||||
Common stock offering warrants issued (in Shares) | 1,428,722 |
Common Stock Warrants and Com_4
Common Stock Warrants and Common Stock Warrant Liability (Details) - Schedule of common stock warrant activity - $ / shares | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Dec. 31, 2019 | ||
Class of Warrant or Right [Line Items] | |||
Outstanding at beginning | 489,176 | 561,343 | |
Outstanding at ending | 2,504,597 | 489,176 | |
Various [Member | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | 2016 and prior | ||
Term Date | Various-2020/2021 | ||
Exercise Price | Various | ||
Outstanding at beginning | 17,059 | 17,059 | |
Warrants issued (in Dollars per share) | |||
Warrants Exercised | (9,375) | ||
Warrants Expired | (750) | ||
Outstanding at ending | 6,934 | 17,059 | |
Common Stock Offering Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | November 21, 2017 | ||
Term Date | November 21, 2022 | ||
Outstanding at beginning | 143,501 | 159,092 | |
Warrants issued (in Dollars per share) | |||
Warrants Exercised | (15,591) | ||
Warrants Expired | |||
Outstanding at ending | 143,501 | 143,501 | |
Exercise Price (in Dollars per share) | [1] | $ 2.1122 | |
Dealer Manager Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | November 21, 2017 | ||
Term Date | November 21, 2022 | ||
Outstanding at beginning | 47,250 | 47,250 | |
Warrants issued (in Dollars per share) | |||
Warrants Exercised | (47,250) | ||
Warrants Expired | |||
Outstanding at ending | 47,250 | ||
Exercise Price (in Dollars per share) | $ 30 | ||
Warrant Reissue [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | June 20, 2018 | ||
Term Date | December 20, 2023 | ||
Outstanding at beginning | 56,696 | 56,696 | |
Warrants issued (in Dollars per share) | |||
Warrants Exercised | |||
Warrants Expired | |||
Outstanding at ending | 56,696 | 56,696 | |
Exercise Price (in Dollars per share) | $ 36.40 | ||
Rights Offering Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | August 13, 2018 | ||
Term Date | July 25, 2023 | ||
Outstanding at beginning | 202,943 | 267,853 | |
Warrants issued (in Dollars per share) | |||
Warrants Exercised | (64,910) | ||
Warrants Expired | |||
Outstanding at ending | 202,943 | 202,943 | |
Exercise Price (in Dollars per share) | $ 23 | ||
Dealer Manager Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | August 13, 2018 | ||
Term Date | August 13, 2023 | ||
Outstanding at beginning | 13,393 | 13,393 | |
Warrants issued (in Dollars per share) | |||
Warrants Exercised | |||
Warrants Expired | |||
Outstanding at ending | 13,393 | 13,393 | |
Exercise Price (in Dollars per share) | $ 34.50 | ||
Dealer Manager Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | July 16, 2019 | ||
Term Date | July 11, 2024 | ||
Outstanding at beginning | 8,334 | ||
Warrants issued (in Dollars per share) | $ 8,334 | ||
Warrants Exercised | |||
Warrants Expired | |||
Outstanding at ending | 8,334 | 8,334 | |
Exercise Price (in Dollars per share) | $ 33.75 | ||
Registered Direct Offering [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | January 28, 2020 | ||
Term Date | July 28, 2025 | ||
Outstanding at beginning | |||
Warrants issued (in Dollars per share) | $ 177,500 | ||
Warrants Exercised | |||
Warrants Expired | |||
Outstanding at ending | 177,500 | ||
Exercise Price (in Dollars per share) | $ 9 | ||
Dealer Manager Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | January 28, 2020 | ||
Term Date | July 28, 2025 | ||
Outstanding at beginning | |||
Warrants issued (in Dollars per share) | $ 13,315 | ||
Warrants Exercised | |||
Warrants Expired | |||
Outstanding at ending | 13,315 | ||
Exercise Price (in Dollars per share) | $ 10 | ||
Registered Direct Offering [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | March 6, 2020 | ||
Term Date | September 8, 2025 | ||
Outstanding at beginning | |||
Warrants issued (in Dollars per share) | $ 176,372 | ||
Warrants Exercised | |||
Warrants Expired | |||
Outstanding at ending | 176,372 | ||
Exercise Price (in Dollars per share) | $ 2.88 | ||
Dealer Manager Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | March 6, 2020 | ||
Term Date | March 4, 2025 | ||
Outstanding at beginning | |||
Warrants issued (in Dollars per share) | $ 13,228 | ||
Warrants Exercised | |||
Warrants Expired | |||
Outstanding at ending | 13,228 | ||
Exercise Price (in Dollars per share) | $ 3.76 | ||
Dealer Manager Warrants [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | April 21, 2020 | ||
Term Date | April 21, 2025 | ||
Outstanding at beginning | |||
Warrants issued (in Dollars per share) | $ 118,073 | ||
Warrants Exercised | |||
Warrants Expired | |||
Outstanding at ending | 118,073 | ||
Exercise Price (in Dollars per share) | $ 3.97 | ||
Registered Direct Offering [Member] | |||
Class of Warrant or Right [Line Items] | |||
Issue Date | April 24, 2020 | ||
Term Date | April 24, 2025 | ||
Outstanding at beginning | |||
Warrants issued (in Dollars per share) | $ 1,574,308 | ||
Warrants Exercised | |||
Warrants Expired | |||
Outstanding at ending | 1,574,308 | ||
Exercise Price (in Dollars per share) | $ 3.05 | ||
[1] | Pursuant to antidilution price adjustment protection contained within these warrants, 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 Rights Offering, downward to $19.00 per share on August 13, 2018, the date of the Rights Offering, downward to $7.13 per share on January 28, 2020, the date of a Registered Direct Offering and downward to $2.1122 per share on March 6, 2020, the date of a Registered Direct Offering. |
Stockholders_ Deficit (Details)
Stockholders’ Deficit (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 06, 2020 | Nov. 10, 2015 | Apr. 30, 2020 | Apr. 24, 2020 | Mar. 31, 2020 | Jan. 31, 2020 | Jan. 28, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2015 |
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Common stock, authorized | 100,000,000 | 100,000,000 | ||||||||||
Common stock, par value (in Dollars per share) | $ 0.001 | $ 0.001 | ||||||||||
Preferred stock, authorized | 15,000,000 | |||||||||||
Capital stock, description | 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, shares, issued | 3,398,832 | 1,414,671 | ||||||||||
Common stock, shares, outstanding | 3,398,832 | 1,414,671 | ||||||||||
Common stock offering warrants issued | 2,504,597 | |||||||||||
Common stock exercise price per share (in Dollars per share) | $ 3.7563 | $ 9 | ||||||||||
Number of warrant to purchase | 13,228 | 13,312 | ||||||||||
Warrants [Member] | ||||||||||||
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Warrants exercised | 51,414 | |||||||||||
Settlement of compensation (in Dollars) | $ 238 | |||||||||||
Warrants exercised | 4,543 | |||||||||||
Aggregate number of stock issued | 24 | |||||||||||
IPO [Member] | ||||||||||||
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Warrants exercised | 176,372 | 176,372 | 177,500 | |||||||||
Net proceeds (in Dollars) | $ 462 | $ 4,306 | $ 4,306 | $ 462 | $ 973 | |||||||
Common stock offering warrants issued | 1,574,308 | 1,574,308 | ||||||||||
Price per share (in Dollars per share) | $ 3.005 | $ 0.001 | $ 10 | |||||||||
Common stock exercise price per share (in Dollars per share) | $ 2.88 | $ 8 | $ 3.05 | |||||||||
Warrants expiry date | Apr. 24, 2025 | |||||||||||
Number of warrant to purchase | 176,372 | 177,500 | ||||||||||
Common Stock [Member] | ||||||||||||
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Common stock, authorized | 100,000,000 | |||||||||||
Common stock, par value (in Dollars per share) | $ 0.001 | |||||||||||
Aggregate number of stock issued | 1,984,161 | |||||||||||
Warrants exercised | 177,500 | |||||||||||
Net proceeds (in Dollars) | $ 973 | |||||||||||
Aggregate number of stock issued | 151,852 | 1,928,180 | 151,852 | |||||||||
Series A Preferred Stock [Member] | ||||||||||||
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Preferred stock, authorized | 2,000,000 | |||||||||||
Preferred stock, par value (in Dollars per share) | $ 0.001 | |||||||||||
Preferred Class B [Member] | ||||||||||||
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Preferred stock, authorized | 7,515,000 | |||||||||||
Preferred stock, par value (in Dollars per share) | $ 0.001 | |||||||||||
Common Class A [Member] | ||||||||||||
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Closing share of common stock | 145,586 | |||||||||||
Common Class A [Member] | IPO [Member] | ||||||||||||
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Price per share (in Dollars per share) | $ 3.176 | |||||||||||
Common Class B [Member] | ||||||||||||
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Closing share of common stock | 1,428,722 | |||||||||||
Common Class B [Member] | IPO [Member] | ||||||||||||
Stockholders’ Deficit (Details) [Line Items] | ||||||||||||
Price per share (in Dollars per share) | $ 3.175 |
Stock-based Compensation (Detai
Stock-based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 12, 2018 | Sep. 30, 2020 | Jul. 08, 2020 | Dec. 31, 2019 |
Stock-based Compensation (Details) [Line Items] | ||||
Weighted average grant date fair value of options granted (in Dollars per share) | $ 1.94 | |||
Share price (in Dollars per share) | $ 1.88 | $ 11 | ||
Weighted average period | 34 months | |||
Equity Incentive Plan 2018 [Member] | ||||
Stock-based Compensation (Details) [Line Items] | ||||
Number of shares authorized | 50,000 | 800,000 | ||
Number of additional shares authorized | 122,279 | |||
Common stock capital shares reserved for future issuance | 500,813 | |||
Restricted Stock Units [Member] | ||||
Stock-based Compensation (Details) [Line Items] | ||||
Compensation cost not yet recognized (in Dollars) | $ 979 |
Stock-based Compensation (Det_2
Stock-based Compensation (Details) - Schedule of fair value of options granted | 9 Months Ended |
Sep. 30, 2020 | |
Employee [Member] | |
Stock-based Compensation (Details) - Schedule of fair value of options granted [Line Items] | |
Expected dividend yield | |
Expected term (in years) | 5 years |
Non-Employee [Member] | |
Stock-based Compensation (Details) - Schedule of fair value of options granted [Line Items] | |
Expected volatility | |
Expected dividend yield | |
Expected term (in years) | |
Risk-free interest rate | |
Minimum [Member] | Employee [Member] | |
Stock-based Compensation (Details) - Schedule of fair value of options granted [Line Items] | |
Expected volatility | 88.10% |
Risk-free interest rate | 0.11% |
Maximum [Member] | Employee [Member] | |
Stock-based Compensation (Details) - Schedule of fair value of options granted [Line Items] | |
Expected volatility | 91.50% |
Risk-free interest rate | 0.26% |
Stock-based Compensation (Det_3
Stock-based Compensation (Details) - Schedule of stock option activity | 9 Months Ended | |
Sep. 30, 2020USD ($)$ / sharesshares | ||
Schedule of stock option activity [Abstract] | ||
Number of Options, Outstanding at December 31, 2019 (in Shares) | shares | 136,489 | |
Weighted Average Exercise Price Per Share, Outstanding at December 31, 2019 | $ 28 | |
Weighted Average Remaining Contractual Term (years), Outstanding at December 31, 2019 | 3 years 328 days | |
Aggregate Intrinsic Value, Outstanding at December 31, 2019 (in Dollars) | $ | [1] | |
Number of Options, Granted (in Shares) | shares | 300,206 | |
Weighted Average Exercise Price Per Share, Granted | $ 1.94 | |
Weighted Average Remaining Contractual Term (years), Granted | 4 years 292 days | |
Aggregate Intrinsic Value, Granted | [1] | |
Weighted Average Exercise Price Per Share, Exercised | ||
Aggregate Intrinsic Value, Exercised (in Dollars) | $ | [1] | |
Number of Options, Forfeited (in Shares) | shares | (9,125) | |
Weighted Average Exercise Price Per Share, Forfeited | ||
Aggregate Intrinsic Value, Forfeited | [1] | |
Weighted Average Exercise Price Per Share, Expired | ||
Aggregate Intrinsic Value, Exercised, Expired | [1] | |
Number of Options, Outstanding at September 30, 2020 (in Shares) | shares | 427,570 | |
Weighted Average Exercise Price Per Share, Outstanding at September 30, 2020 | $ 10.25 | |
Weighted Average Remaining Contractual Term (years), Outstanding at September 30, 2020 | 3 years 328 days | |
Aggregate Intrinsic Value, Outstanding at September 30, 2020 (in Dollars) | $ | [1] | |
Number of Options, Outstanding, Exercisable at September 30, 2020 (in Shares) | shares | 115,655 | |
Weighted Average Exercise Price Per Share, Exercisable at September 30, 2020 | $ 25.39 | |
Weighted Average Remaining Contractual Term (years), Exercisable at September 30, 2020 | 2 years 6 months | |
Aggregate Intrinsic Value, Outstanding, Exercisable at September 30, 2020 (in Dollars) | $ | [1] | |
[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 were $1.88 and $11.00 per share for the nine months ended September 30, 2020 and the year ended December 31, 2019, respectively. |
Stock-based Compensation (Det_4
Stock-based Compensation (Details) - Schedule of summarizes restricted stock unit activity - Restricted Stock [Member] | 9 Months Ended |
Sep. 30, 2020$ / sharesshares | |
Stock-based Compensation (Details) - Schedule of summarizes restricted stock unit activity [Line Items] | |
Number of Units, Outstanding | shares | 5,877 |
Weighted Average Grant-Date Fair Value Per Unit, Outstanding | $ / shares | $ 30.28 |
Number of Units, Granted | shares | 30,738 |
Weighted Average Grant-Date Fair Value Per Unit, Granted | $ / shares | $ 1.97 |
Number of Units, Vested | shares | (4,543) |
Weighted Average Grant-Date Fair Value Per Unit, Vested | $ / shares | $ 1.42 |
Number of Units, Forfeited | shares | |
Weighted Average Grant-Date Fair Value Per Unit, Forfeited | $ / shares | |
Number of Units, Outstanding | shares | 32,072 |
Weighted Average Grant-Date Fair Value Per Unit, Outstanding | $ / shares | $ 4.05 |
Stock-based Compensation (Det_5
Stock-based Compensation (Details) - Schedule of stock-based compensation expense - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | |
Stock-based Compensation (Details) - Schedule of stock-based compensation expense [Line Items] | ||||
Total stock-based compensation expense | $ 162 | $ 204 | $ 453 | $ 675 |
Research and Development Expense [Member] | ||||
Stock-based Compensation (Details) - Schedule of stock-based compensation expense [Line Items] | ||||
Total stock-based compensation expense | 2 | 1 | 7 | 11 |
General and Administrative Expense [Member] | ||||
Stock-based Compensation (Details) - Schedule of stock-based compensation expense [Line Items] | ||||
Total stock-based compensation expense | $ 160 | $ 203 | $ 446 | $ 664 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | ||
Jun. 22, 2020ft² | Dec. 31, 2019ft² | Sep. 30, 2020USD ($) | Sep. 30, 2019USD ($) | |
Commitments and Contingencies (Details) [Line Items] | ||||
Area square feet (in Square Feet) | ft² | 5,103 | 7,632 | ||
Lease commence date | Aug. 1, 2020 | |||
Lease expiration date | Nov. 30, 2024 | |||
Right of use assets | $ 209 | |||
Operating lease right of use liability | 209 | |||
Lease commitments extended, description | we entered into a lease for our corporate headquarters in Phoenix, Arizona where we lease and occupy approximately 5,529 square feet of office space. This lease expires in November 2024. | |||
Rent expense | 202 | $ 187 | ||
Office and Computer Equipment [Member] | ||||
Commitments and Contingencies (Details) [Line Items] | ||||
Accumulated amortization | 478 | |||
Research and Development Equipment [Member] | ||||
Commitments and Contingencies (Details) [Line Items] | ||||
Accumulated amortization | $ 334 |
Commitments and Contingencies_3
Commitments and Contingencies (Details) - Schedule of the future minimum lease payments under non-cancellable operating lease and future minimum capital lease payments $ in Thousands | Sep. 30, 2020USD ($) |
Schedule of the future minimum lease payments under non-cancellable operating lease and future minimum capital lease payments [Abstract] | |
2020 Finance leases | $ 16 |
2020 Operating leases | 71 |
2021 Finance leases | 58 |
2021 Operating leases | 190 |
2022 Finance leases | 28 |
2022 Operating leases | 194 |
2023 Finance leases | |
2023 Operating leases | 198 |
2024 Finance leases | |
2024 Operating leases | 186 |
Total minimum lease payments of finance leases | 102 |
Total minimum lease payments of operating leases | 839 |
Less: amounts representing interest (ranging from 11.43% to 18.32%) | 10 |
Present value of minimum lease payments | 92 |
Less: current installments under finance lease obligations | 52 |
Total long-term portion | $ 40 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] $ / shares in Units, $ in Thousands | 1 Months Ended |
Oct. 23, 2020USD ($)$ / sharesshares | |
Subsequent Events (Details) [Line Items] | |
Purchase of warrant outstating | shares | 1,700,680 |
Warrant exercise price | $ / shares | $ 1.725 |
Net proceeds of warrants | $ | $ 2,930 |
Warrant description | the Company issued a new unregistered warrant to the exercising Holder to purchase up to an aggregate of 1,700,680 shares of common stock at an exercise price of $1.725 per share. Through November 11, 2020, 700,680 of the exercised warrants had been converted to shares. The remaining 1,000,000 shares will be issued as requested. In addition, in connection with the offering, the Company issued the placement agent five-and-a-half year warrants to purchase up to 85,034 shares of the Company’s common stock at an exercise price of $2.156 per share. Also in connection with the offering, the exercise price of the Company’s outstanding detachable common stock warrants, originally issued November 21, 2017, was adjusted downward to $1.3659 per share. |