Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2022 | Nov. 09, 2022 | |
Document Information [Line Items] | ||
Entity Registrant Name | Ra Medical Systems, Inc. | |
Entity Central Index Key | 0001716621 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2022 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | RMED | |
Security Exchange Name | NYSEAMER | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 2,161,406 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q3 | |
Entity Emerging Growth Company | true | |
Entity Small Business | true | |
Entity Ex Transition Period | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-38677 | |
Entity Tax Identification Number | 38-3661826 | |
Entity Address, Address Line One | 5857 Owens Drive, Suite 300 | |
Entity Address, City or Town | Carlsbad | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92009 | |
City Area Code | 760 | |
Local Phone Number | 804-1648 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | DE | |
Entity Interactive Data Current | Yes | |
Former Address [Member] | ||
Document Information [Line Items] | ||
Entity Address, Address Line One | 2070 Las Palmas Drive | |
Entity Address, City or Town | Carlsbad | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92011 |
Condensed Balance Sheets (Unaud
Condensed Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Current Assets | ||
Cash and cash equivalents | $ 13,657 | $ 15,045 |
Accounts receivable, net | 21 | |
Inventories | 986 | |
Prepaid expenses and other current assets | 1,885 | 1,037 |
Total current assets | 15,542 | 17,089 |
Property and equipment, net | 1,809 | |
Operating lease right-of-use assets | 1,893 | 2,110 |
Other long-term assets | 36 | 36 |
TOTAL ASSETS | 17,471 | 21,044 |
Current Liabilities | ||
Accounts payable | 460 | 988 |
Accrued expenses | 2,447 | 4,119 |
Current portion of operating lease liability | 308 | 283 |
Total current liabilities | 3,215 | 5,390 |
Operating lease liability | 1,746 | 1,981 |
Total liabilities | 4,961 | 7,371 |
Commitments and contingencies (Note 12) | ||
Stockholders’ Equity | ||
Preferred stock, $0.0001 par value; 10,000 shares authorized; no shares issued | ||
Common stock, $0.0001 par value; 300,000 shares authorized; 1,423 and 140 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively | ||
Additional paid-in capital | 209,488 | 191,945 |
Accumulated deficit | (196,978) | (178,272) |
Total stockholders’ equity | 12,510 | 13,673 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 17,471 | $ 21,044 |
Condensed Balance Sheets (Una_2
Condensed Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2022 | Dec. 31, 2021 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 1,423,000 | 140,000 |
Common stock, shares outstanding | 1,423,000 | 140,000 |
Condensed Statements of Operati
Condensed Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Revenues | ||||
Total net revenues | $ 5 | $ 14 | $ 17 | |
Cost of revenues | ||||
Total cost of revenues | 246 | 161 | 1,213 | |
Gross loss | (241) | (147) | (1,196) | |
Operating expenses | ||||
Selling, general and administrative | $ 3,514 | 4,211 | 8,292 | 11,285 |
Research and development | 727 | 2,942 | 6,238 | 8,521 |
Restructuring and impairment (Note 13) | 542 | 4,069 | ||
Total operating expenses | 4,783 | 7,153 | 18,599 | 19,806 |
Operating loss | (4,783) | (7,394) | (18,746) | (21,002) |
Other income, net | 20 | 16 | 40 | 2,028 |
Loss from continuing operations before income taxes | (4,763) | (7,378) | (18,706) | (18,974) |
Loss from continuing operations | (4,763) | (7,378) | (18,706) | (18,974) |
Discontinued operations | ||||
Income from discontinued operations before income taxes | 3,080 | 2,191 | ||
Income from discontinued operations | 3,080 | 2,191 | ||
Net loss | $ (4,763) | $ (4,298) | $ (18,706) | $ (16,783) |
Net (loss) income per share, basic and diluted | ||||
Continuing operations, basic | $ (4.36) | $ (57.64) | $ (28) | $ (210.82) |
Continuing operations, diluted | (4.36) | (57.64) | (28) | (210.82) |
Discontinued operations, basic | 24.06 | 24.34 | ||
Discontinued operations, diluted | 24.06 | 24.34 | ||
Total net loss per share, basic | (4.36) | (33.58) | (28) | (186.48) |
Total net loss per share, diluted | $ (4.36) | $ (33.58) | $ (28) | $ (186.48) |
Weighted average number of shares used in computing net (loss) income per share, basic | 1,092 | 128 | 668 | 90 |
Weighted average number of shares used in computing net (loss) income per share, diluted | 1,092 | 128 | 668 | 90 |
Product Sales [Member] | ||||
Cost of revenues | ||||
Total cost of revenues | $ 68 | $ 42 | $ 676 | |
Service and Other [Member] | ||||
Cost of revenues | ||||
Total cost of revenues | $ 178 | $ 119 | $ 537 |
Condensed Statements of Cash Fl
Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | Dec. 31, 2021 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||||
Net loss | $ (18,706) | $ (16,783) | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||||
Non-cash restructuring and impairment | 2,943 | |||
Depreciation and amortization | 396 | 1,250 | ||
Stock-based compensation | 365 | 1,967 | ||
Loss (gain) on sales and disposals of property and equipment | 44 | (489) | ||
Gain on sale of discontinued operations | $ (3,473) | (3,473) | ||
Gain on extinguishment of promissory note | (2,023) | |||
Changes in operating assets and liabilities: | ||||
Accounts receivable | 21 | 93 | ||
Inventories | (14) | (262) | ||
Prepaid expenses and other assets | (826) | 9 | ||
Accounts payable | (528) | 171 | ||
Accrued expenses | (3,028) | (1,875) | ||
Other liabilities | (210) | (265) | ||
Deferred revenue | (234) | |||
Net cash used in operating activities | (19,543) | (21,914) | ||
CASH FLOWS FROM INVESTING ACTIVITIES | ||||
Proceeds from sale of discontinued operations | 3,700 | |||
Payment of fees related to sale of discontinued operations | (227) | |||
Proceeds from sales of property and equipment | 554 | |||
Purchases of property and equipment | (224) | |||
Net cash provided by investing activities | 3,803 | |||
CASH FLOWS FROM FINANCING ACTIVITIES | ||||
Net proceeds from issuance of common stock and warrants | 13,614 | 15,430 | ||
Payments of offering costs related to the issuance of common stock and warrants | (1,168) | (370) | ||
Net proceeds from exercise of warrants | 5,704 | |||
Proceeds from issuance of common stock in connection with the employee stock purchase plan | 5 | 26 | ||
Payments on equipment financing | (265) | |||
Net cash provided by financing activities | 18,155 | 14,821 | ||
NET CHANGE IN CASH AND CASH EQUIVALENTS | (1,388) | (3,290) | ||
CASH AND CASH EQUIVALENTS, beginning of period | 15,045 | 23,906 | $ 23,906 | |
CASH AND CASH EQUIVALENTS, end of period | $ 20,616 | 13,657 | 20,616 | $ 15,045 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||||
Unpaid offering costs | 1,356 | |||
Net proceeds receivable from sales of common stock | 379 | |||
Proceeds receivable from sales of property and equipment | $ 38 | |||
Amounts accrued for purchases of property and equipment | 26 | |||
SUPPLEMENTAL CASH FLOW INFORMATION: | ||||
Cash payments for income taxes | 2 | |||
Cash payments for interest | $ 2 |
Condensed Statements of Stockho
Condensed Statements of Stockholders' Equity (Unaudited) - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit |
Balances at Dec. 31, 2020 | $ 21,147 | $ 174,349 | $ (153,202) | |
Balance (in shares) at Dec. 31, 2020 | 63 | |||
Common stock issued, net | 65 | 65 | ||
Common stock issued, net (in shares) | 1 | |||
Stock-based compensation | 1,169 | 1,169 | ||
Stock-based compensation (In shares) | 1 | |||
Net loss | (7,236) | (7,236) | ||
Balances at Mar. 31, 2021 | 15,145 | 175,583 | (160,438) | |
Balance (in shares) at Mar. 31, 2021 | 65 | |||
Balances at Dec. 31, 2020 | 21,147 | 174,349 | (153,202) | |
Balance (in shares) at Dec. 31, 2020 | 63 | |||
Net loss | (16,783) | |||
Balances at Sep. 30, 2021 | 21,549 | 191,534 | (169,985) | |
Balance (in shares) at Sep. 30, 2021 | 140 | |||
Balances at Mar. 31, 2021 | 15,145 | 175,583 | (160,438) | |
Balance (in shares) at Mar. 31, 2021 | 65 | |||
Common stock issued, net | 10,645 | 10,645 | ||
Common stock issued, net (in shares) | 52 | |||
Common stock issued pursuant to the vesting of restricted stock units and purchases under the employee stock purchase plan | 26 | 26 | ||
Stock-based compensation | 696 | 696 | ||
Stock-based compensation (In shares) | 1 | |||
Net loss | (5,249) | (5,249) | ||
Balances at Jun. 30, 2021 | 21,263 | 186,950 | (165,687) | |
Balance (in shares) at Jun. 30, 2021 | 118 | |||
Common stock issued, net | 4,350 | 4,350 | ||
Common stock issued, net (in shares) | 22 | |||
Warrant issued | 132 | 132 | ||
Stock-based compensation | 102 | 102 | ||
Net loss | (4,298) | (4,298) | ||
Balances at Sep. 30, 2021 | 21,549 | 191,534 | (169,985) | |
Balance (in shares) at Sep. 30, 2021 | 140 | |||
Balances at Dec. 31, 2021 | 13,673 | 191,945 | (178,272) | |
Balance (in shares) at Dec. 31, 2021 | 140 | |||
Common stock and warrants issued, net | 9,740 | 9,740 | ||
Common stock and warrants issued, net (in shares) | 505 | |||
Warrants exercised | 25 | 25 | ||
Warrants exercised (in shares) | 1 | |||
Stock-based compensation | 165 | 165 | ||
Net loss | (5,495) | (5,495) | ||
Balances at Mar. 31, 2022 | 18,108 | 201,875 | (183,767) | |
Balance (in shares) at Mar. 31, 2022 | 646 | |||
Balances at Dec. 31, 2021 | 13,673 | 191,945 | (178,272) | |
Balance (in shares) at Dec. 31, 2021 | 140 | |||
Net loss | (18,706) | |||
Balances at Sep. 30, 2022 | 12,510 | 209,488 | (196,978) | |
Balance (in shares) at Sep. 30, 2022 | 1,423 | |||
Balances at Mar. 31, 2022 | 18,108 | 201,875 | (183,767) | |
Balance (in shares) at Mar. 31, 2022 | 646 | |||
Common stock issued pursuant to the vesting of restricted stock units and purchases under the employee stock purchase plan | 5 | 5 | ||
Restricted stock awards cancelled | (1) | |||
Stock-based compensation | 126 | 126 | ||
Net loss | (8,448) | (8,448) | ||
Balances at Jun. 30, 2022 | 9,791 | 202,006 | (192,215) | |
Balance (in shares) at Jun. 30, 2022 | 645 | |||
Common stock and warrants issued, net | 1,172 | 1,172 | ||
Common stock and warrants issued, net (in shares) | 333 | |||
Warrants exercised | 6,236 | 6,236 | ||
Warrants exercised (in shares) | 445 | |||
Stock-based compensation | 74 | 74 | ||
Net loss | (4,763) | (4,763) | ||
Balances at Sep. 30, 2022 | $ 12,510 | $ 209,488 | $ (196,978) | |
Balance (in shares) at Sep. 30, 2022 | 1,423 |
Organization
Organization | 9 Months Ended |
Sep. 30, 2022 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization | Note 1. Organization The Company Ra Medical Systems, Inc. (the “Company”) is a medical device company that owns intellectual property related to an advanced excimer laser-based platform for use in the treatment of vascular immune-mediated inflammatory diseases. Its excimer laser and single-use catheter system, together referred to as the DABRA Excimer Laser System, (“DABRA”), is used as a tool in the treatment of peripheral artery disease. The Company was formed on September 4, 2002 in the state of California and reincorporated in Delaware on July 14, 2018. Pending Merger On September 12, 2022, the Company announced entering into an Agreement and Plan of Merger (the “Merger Agreement”) with a privately-held Delaware corporation, Catheter Precision, Inc. (“Catheter”), a medical device and technology company focused in the field of cardiac electrophysiology. Under the terms of the Merger Agreement, Catheter will become a wholly owned subsidiary of the Company in a stock-for-stock reverse merger transaction (the “Merger”). If completed, the Merger will result in a combined publicly traded company that will focus on the cardiac electrophysiology market. The Company’s board of directors and the board of directors of Catheter have approved the Merger, which is currently expected to close before the end of 2022 or early 2023, subject to satisfying certain closing conditions, including the receipt of shareholder approval by both companies. The Company expects that it will need to raise additional financing in an amount of between $2.0 million and $3.0 million in order to consummate the pending merger with Catheter, in order to meet the $8.0 million “Net Cash” closing requirement under the Merger Agreement and additional original listing requirements of the NYSE American. In addition, the Company needs to meet certain minimum pricing conditions under the Merger Agreement and the listing standards of the NYSE American stock exchange in order for the Merger to close and its shares to continue to be listed on the NYSE American. Reverse Stock Split On September 20, 2022, the Company’s board of directors approved a reverse stock split ratio of 1-for-50 (the “Reverse Stock Split”). On the effective date of October 3, 2022, the number of the Company’s issued and outstanding shares of common stock was decreased from 68.2 million shares to 1.4 million shares. The number of authorized shares and par value per common share remained unchanged. No fractional shares were issued as a result of the Reverse Stock Split. Stockholders who would otherwise have been entitled to receive a fractional share received a cash payment in lieu thereof. The financial statements have been retrospectively adjusted to reflect the Reverse Stock Split of the Company’s common stock for all periods presented. NYSE American On August 31, 2022, the Company received a deficiency letter (the “Letter”) from NYSE American indicating that it was not in compliance with NYSE American continued listing standards as set forth in Section 1003(f)(v) of the NYSE American Company Guide because its shares of common stock had been selling for a substantial period of time at a low price per share, which NYSE American determined to be a 30 trading day average price of less than $0.20 per share. The Letter had no immediate effect on the listing or trading of the Company’s common stock, and the common stock continues to trade on NYSE American under the symbol “RMED.” The Company believes that the aforementioned Reverse Stock Split and accompanying increase in the daily share price of its common stock cured the deficiency, however, the Company had not received confirmation from NYSE American as of the date of this Quarterly Report. Reduction in Force and Operations As previously reported, the Company’s board of directors approved a reduction in force (“RIF”) under which approximately 65% of its full-time employees were immediately terminated, effective June 6, 2022, and provided one-time severance payments totaling $0.6 million. In August and September 2022, an additional 20% of the Company’s employees were terminated and were provided one-time severance payments totaling $0.3 million. The purpose of the RIF was to preserve capital with the goal of maximizing the opportunities available to the Company while the board of directors’ reviewed strategic alternatives. See further discussion in Note 13. Restructuring and Impairment Charges As a result of the RIF, the discontinuation of enrollment in the clinical study and the board of directors’ review of strategic alternatives, the Company has paused all engineering and manufacturing activities, including the development of a version of the DABRA catheter that is compatible with a standard interventional guidewire . The Company has also paused research to prove the feasibility of using a DABRA-derived catheter technology to fracture calcium in arteries in a procedure known as lithotripsy. On July 5, 2022, the Company announced the receipt of FDA 510(k) clearance for the DABRA 2.0 catheter as part of the DABRA Excimer Laser System. This catheter includes a braided over jacket to make the catheter more robust and more kink-resistant when navigating tortuous anatomy. This catheter also has a six-month shelf life as a result of multiple design and manufacturing remediations implemented to address prior limitations. The Company has suspended sales of DABRA and currently ha s no plans to commercialize the DABRA 2.0 , pending the closing of the Merger . Going Concern The Company has incurred recurring net losses from operations and negative cash flows from operating activities since inception. As of September 30, 2022, the Company had an accumulated deficit of $197.0 million. For the nine months ended September 30, 2022, the Company used cash of $19.5 million in operating activities. As of September 30, 2022, the Company had cash and cash equivalents of $13.7 million. Management continues to monitor operating costs and seeks to reduce the Company’s current liabilities. Such actions may impair the Company’s ability to proceed with certain strategic activities, and the Company may be unsuccessful at negotiating existing liabilities to the Company’s benefit. If these efforts are unsuccessful, or the Merger is not completed, the Company’s cash position could be negatively impacted and the Company may, among other things, be required to seek other sources of financing, consummate another strategic transaction or be required to liquidate assets and dissolve the Company Management believes that, based on the Company’s liquidity resources and the significant uncertainty regarding its future plans, there is substantial doubt about the Company’s ability to continue as a going concern for a period of at least 12 months from the date of issuance of the financial statements. The Company’s independent registered public accounting firm expressed substantial doubt regarding the Company’s ability to continue as a going concern in its report on the Company’s financial statements as of and for the year ended December 31, 2021. Although the Company improved its liquidity resources during the nine months ended September 30, 2022 through a private placement, proceeds from warrant exercises and sales of common stock under the At-The-Market Sales Agreement with Ladenburg Thalmann & Co., Inc. (the “ATM Agreement”) resulting in total net cash proceeds of $18.2 million, and may receive additional funds from the sale of common stock under the ATM Agreement and exercise of warrants depending on market conditions, management has concluded that the aforementioned conditions continue to raise substantial doubt about the Company’s ability to continue as a going concern for a period of at least 12 months from the date of issuance of the financial statements. Management plans to address this uncertainty by raising additional funds, if necessary, through public or private equity or debt financings as well as by engaging in regular and ongoing reviews of its strategic options to help ensure that the Company is focusing its cash resources on advancing its key corporate initiatives. However, the Company may not be able to secure such financing in a timely manner or on favorable terms, if at all. Furthermore, if the Company issues equity securities to raise additional funds, its existing stockholders may experience dilution, and the new equity securities may have rights, preferences and privileges senior to those of the Company’s existing stockholders. The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and settlement of liabilities in the normal course of business, and do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or amounts and classification of liabilities that may result from the outcome of this uncertainty. COVID-19 The global effects of COVID-19 have created significant volatility, uncertainty and economic disruption. Although restrictions have been recently eased around the world, the COVID-19 pandemic is still ongoing, and the ultimate effects of COVID-19 on the Company’s business, operations and financial condition are unknown at this time. The Company expects that patient follow-up in its atherectomy clinical trial may continue to be affected by the uncertainty relating to COVID-19, as patients may continue to elect to postpone follow-up visits and physicians’ offices may intermittently close or operate at a reduced capacity in response to COVID-19. The extent to which COVID-19 impacts the Company’s business will depend on future developments which are highly uncertain and cannot be predicted, including new information which may emerge concerning the severity of COVID-19 and the actions to contain it or treat its impact, among others. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Significant Accounting Policies Basis of Presentation The unaudited interim condensed financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments of a normal and recurring nature that are necessary for the fair presentation of the Company’s condensed balance sheets, results of operations, cash flows and statements of stockholders’ equity for the periods presented. The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any other future annual or interim period. The balance sheet as of December 31, 2021 included herein was derived from the audited financial statements as of that date. These unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 24, 2022, and as amended on July 13, 2022. Use of Estimates The preparation of interim unaudited condensed financial statements in accordance with generally accepted accounting principles in the United States (“GAAP”) Fair Value Measurements Fair value represents the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants and is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. A three-tier value hierarchy is used to identify inputs used in measuring fair value as follows: Level 1 – Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; Level 2 – Inputs other than the quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and Level 3 – Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions. The hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Fair Value of Financial Instruments Cash and cash equivalents, trade accounts receivable, accounts payable, accrued expenses and other current assets and liabilities are reported on the balance sheets at carrying value which approximates fair value due to the short-term maturities of these instruments. Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis. Cost includes materials, labor and manufacturing overhead related to the purchase and production of inventories. The Company reduces the carrying value of inventories for those items that are potentially excess or obsolete based on changes in customer demand, technological developments or other economic factors. Prior to June 6, 2022, the Company’s catheters were manufactured in-house, and each catheter was tested at various stages of the manufacturing process for adherence to quality standards. Catheters that did not meet functionality specification at each test point were destroyed and immediately written off. Once manufactured, completed catheters that passed quality assurance were sent to a third-party for sterilization and sealed in a sterile container. Upon return from the third-party sterilizer, a sample of catheters from each batch was re-tested. If the sample tests were successful, the batch was accepted into finished goods inventory. If the sample tests were unsuccessful, the entire batch was written off. Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. If such circumstances are determined to exist, an estimate of undiscounted future cash flows produced by the long-lived assets, including its eventual residual values, is compared to the carrying value to determine whether impairment exists. In the event that such cash flows are not expected to be sufficient to recover the carrying amount of the assets, the assets are written down to their estimated fair values. Segment Information The Company operates its business in one segment which includes all activities related to the research, development and manufacture of the DABRA system. The chief operating decision-maker reviews the operating results on an aggregate basis and manages the operations as a single operating segment. Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting , Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) . |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2022 | |
Payables And Accruals [Abstract] | |
Discontinued Operations | Note 3. Discontinued Operations The Company completed the sale of its Pharos dermatology business (the “Dermatology Business”) to STRATA Skin Sciences, Inc. (“Strata”) on August 16, 2021 for net proceeds of $3.7 million, resulting in a gain on the sale of the Dermatology Business of $3.5 million which was included as a component of income (loss) from discontinued operations in the statement of operations for the year ended December 31, 2021. The Dermatology Business was previously disclosed as a separate reportable segment of the Company. The results of the Dermatology Business are reported as loss from discontinued operations in the condensed statements of operations for the three and nine months ended September 30, 2021. Certain overhead costs previously allocated to the Dermatology Business for segment reporting purposes did not qualify for classification as discontinued operations and have been reallocated to continuing operations for the three and nine months ended September 30, 2021. The following table summarizes the loss from discontinued operations in the condensed statements of operations for the periods presented (in thousands): Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Revenues $ 489 $ 2,600 Cost of revenues 396 2,290 Gross income 93 310 Operating expenses 464 1,498 Operating loss (371 ) (1,188 ) Other expense, net (22 ) (94 ) Gain on sale of Dermatology Business 3,473 3,473 Income from discontinued operations $ 3,080 $ 2,191 Depreciation expense for the Dermatology Business was $0.1 million and $0.3 million for the three and nine months ended September 30, 2021, respectively. There were no capital expenditures for the Dermatology Business during the three and nine months ended September 30, 2021. Stock-based compensation expense for the Dermatology Business was de minimis |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 4. Fair Value Measurements As of September 30, 2022 and December 31, 2021, cash equivalents of approximately $1.4 million and $15.0 million, respectively, were categorized as Level 1 and consisted of money market funds that were measured at fair value on a recurring basis. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories consisted of the following (in thousands): September 30, 2022 December 31, 2021 Raw materials $ — $ 911 Work in process — 70 Finished goods — 5 Total inventories $ — $ 986 Due to the RIF and the Company’s decision to discontinue enrollment of patients in its clinical trial, the Company suspended manufacturing activities in June 2022 and disposed of substantially all inventories in July 2022, resulting in a write-down of $1.0 million in its inventories to net realizable value. Such expense is included in restructuring and impairment charges in the condensed statements of operations for the nine months ended September 30, 2022. See Note 13. Restructuring and Impairment Charges. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2022 | |
Property Plant And Equipment Net [Abstract] | |
Property and Equipment | Note 6. Property and Equipment Property and equipment consisted of the following (in thousands): September 30, 2022 December 31, 2021 Furniture and fixtures $ — $ 48 Machinery and equipment — 858 Lasers — 3,085 Computer hardware and software — 353 Construction in progress — 169 Leasehold improvements — 145 Property and equipment, gross — 4,658 Accumulated depreciation — (2,849 ) Total property and equipment, net $ — $ 1,809 Depreciation expense was nil and $0.2 million for the three months ended September 30, 2022 and 2021, respectively, and $0.2 million and $0.7 million for the nine months ended September 30, 2022 and 2021, respectively. Due to the Company’s decision to discontinue enrollment of patients in its clinical trial and the RIF, the Company suspended manufacturing activities in June 2022. The Company’s property and equipment was determined to be impaired as of June 30, 2022, resulting in an impairment charge of $1.5 million which was based on the actual cash proceeds received upon the disposal of the property and equipment in July 2022. The impairment charge of $1.5 million is included in restructuring and impairment charges in the condensed statements of operations for the nine months ended September 30, 2022. See Note 13. Restructuring and Impairment Charges. |
Accrued Expenses
Accrued Expenses | 9 Months Ended |
Sep. 30, 2022 | |
Payables And Accruals [Abstract] | |
Accrued Expenses | Note 7. Accrued Expenses Accrued expenses consisted of the following (in thousands): September 30, 2022 December 31, 2021 Offering costs $ 1,356 $ — Legal expenses 590 1,345 Warranty expenses 192 195 Compensation and related benefits 148 2,004 Other accrued expenses 161 575 Total accrued expenses $ 2,447 $ 4,119 |
Lease
Lease | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Lease | Note 8. Lease The Company has an operating lease for office and manufacturing space which requires it to pay base rent and certain utilities. Monthly rent expense is recognized on a straight-line basis over the term of the lease which expires in 2027. At September 30, 2022, the remaining lease term was 5.25 years. The operating lease is included in the condensed balance sheets at the present value of the lease payments at a 7% discount rate which approximates the rate of interest that the Company would have to pay to borrow on a collateralized basis over a similar term an amount equal to the lease payments in a similar economic environment on the lease commencement date, as the lease does not provide an implicit rate. For each of the three months ended September 30, 2022 and 2021, operating lease expense and cash paid for leases was $ de minimis . See Note 14. Subsequent Events. Maturities of operating lease liabilities consisted of the following as of September 30, 2022 (in thousands): Years Ending December 31, 2022 (remaining three months) $ 108 2023 445 2024 459 2025 472 2026 486 Thereafter 501 Total operating lease payments 2,471 Less: imputed interest (417 ) Total operating lease liability $ 2,054 |
Net Loss per Share
Net Loss per Share | 9 Months Ended |
Sep. 30, 2022 | |
Earnings Per Share [Abstract] | |
Net Loss per Share | Note 9. Net Loss per Share Basic net loss per share is calculated by dividing the net loss by the weighted average number of common shares outstanding during the reporting period. A net loss cannot be diluted, so when the Company is in a net loss position, basic and diluted loss per common share are the same. If in the future the Company achieves profitability, the denominator of a diluted earnings per common share calculation will include both the weighted average number of shares outstanding and the number of common stock equivalents, if the inclusion of such common stock equivalents would be dilutive. Dilutive common stock equivalents include warrants, stock options, non-vested restricted stock units and employee stock purchase plan rights. The Company’s outstanding warrants to purchase common stock have participation rights to any dividends that may be declared in the future and are therefore considered to be participating securities. Participating securities have the effect of diluting both basic and diluted earnings per share during periods of income. During periods of loss, no loss is allocated to the participating securities since the holders have no contractual obligation to share in the losses of the Company. Anti-dilutive share equivalents excluded from the computation of diluted net loss per share at September 30, 2022 consisted of warrants of 1,150,686, stock options of 1,427, restricted stock awards of 1,354 and restricted stock units of 75. Anti-dilutive share equivalents excluded from the computation of diluted net loss per share at September 30, 2021 consisted of warrants of 48,373, stock options of 2,539, restricted stock awards of 6,247, restricted stock units of 916 and Employee Stock Purchase Plan shares of 209. |
Equity Offerings
Equity Offerings | 9 Months Ended |
Sep. 30, 2022 | |
Equity [Abstract] | |
Equity Offerings | Note 10. Equity Offerings At-The-Market Sales Agreement On September 2, 2022, the Company entered into the ATM Agreement under which the Company could sell its common stock from time to time having an aggregate offering price of up to $7.6 million. The Company sold 333,184 shares of common stock under the offering through September 30, 2022, resulting in net proceeds of $2.5 million, after deducting offering fees. Net proceeds receivable of $0.4 million at September 30, 2022 relates to sales of common stock under the ATM Agreement prior to or on September 30, 2022 that settled after that date. See Note 14. Subsequent Events Warrant Repricing On July 22, 2022, the Company reduced the exercise price of all outstanding warrants, consisting of Series A warrants and Series B warrants, that were issued in the public offering on February 8, 2022 (the “Offering”) from $25.00 per share to $14.00 per share (the “Warrant Repricing”). Following the Warrant Repricing, the Company entered into warrant inducement offer letters (the “Inducement Letters”) with certain investors. In response to the Inducement Letters, investors exercised approximately 0.4 million Series A warrants and no Series B warrants. Investors who exercised their Series A warrants received Series C warrants to purchase 100% of the shares exercised pursuant to the Series A warrants, The Series C warrants have an exercise price of $14.00, are immediately exercisable and expire in five years. The Company received net proceeds of approximately $ 4.9 million from the exercises of the Series A warrants , after deducting underwriter commissions and fees withheld of $ 0.6 million and other offering expenses paid or payable of $ million . The Warrant Repricing resulted in an immediate and incremental increase of approximately $2.3 million in the estimated fair value of the Series A warrants and Series B warrants issued in the Company’s February 2022 public offering (the “Offering”). The Series A warrants and Series B warrants were valued on the date of the Warrant Repricing using the Black-Scholes option pricing model (“Black-Scholes model”) based on the following assumptions: Series A Series B Risk-free interest rate 2.97 % 2.85 % Volatility 137.87 % 90.44 % Expected dividend yield 0.00 % 0.00 % Expected life (in years) 0.6 6.6 The Series C warrants were valued at approximately $2.3 million using the Black-Scholes model based on the following assumptions: Risk-free interest rate 2.87 % Volatility 96.70 % Expected dividend yield 0.00 % Expected life (in years) 5.0 The Company is contractually obligated to pay a former placement agent a cash tail fee equal to 7.5% cash compensation for the gross proceeds raised and to issue warrants equal to 7.0% of the number of shares of common stock sold to any investor contacted by the former placement during the term of its engagement with the Company (“Tail Fees”). Thus, the Company is obligated to pay such placement agent Tail Fees related to the Warrant Repricing consisting of cash tail fees of approximately $0.5 million and to issue a warrant to purchase approximately 31,000 shares of common stock with an exercise price of $17.50 per share which represents 125% of the exercise price of the Series C warrants issued pursuant to the Inducement Letters. Such warrant would be immediately exercisable and expire five years from its issuance date. This warrant was valued at approximately $0.2 million on the Warrant Repricing date using the Black-Scholes model based on the following assumptions: expected volatility of 96.7%, risk-free interest rate of 2.87%, expected dividend yield of 0% and an expected term of 5.0 years. This warrant has not been issued by the Company as of the date of this Quarterly Report. The cash tail fees are included in accrued expenses in the condensed balance sheet as of September 30, 2022. Public Offering On February 8, 2022, the Company completed the Offering in which it issued and sold (i) 190,700 shares of common stock, (ii) 480,052 warrants to purchase one share of common stock at an exercise price of $25.00 that were immediately exercisable and expire one year from the date of issuance, or Series A warrants, and (iii) 480,052 warrants to purchase one share of common stock at an exercise price of $25.00 that were immediately exercisable and expire seven years from the date of issuance, or Series B warrants, and (iv) 289,352 pre-funded warrants to purchase one share of common stock at an exercise price of $0.005 per share that were immediately exercisable and expire twenty years from the date of issuance. In addition, the Company granted the underwriters of the Offering a 45-day option (the “Overallotment Option”) to purchase up to (i) 72,000 additional shares of common stock, (ii) 72,000 additional Series A warrants and/or (iii) 72,000 additional Series B warrants, solely to cover overallotments. The Series A warrants and Series B warrants were valued at approximately $11.6 million using the Black-Scholes model based on the following assumptions: Series A Series B Risk-free interest rate 0.91 % 1.93 % Volatility 131.07 % 85.38 % Expected dividend yield 0.00 % 0.00 % Expected life (in years) 1.0 7.0 Pursuant to the exercise of the Overallotment Option in February 2022, the Company issued 24,902 shares of common stock, 72,000 Series A warrants and 72,000 Series B warrants, net of underwriting discounts. On various dates in February 2022 and March 2022, the Company issued 289,352 shares of common stock upon the exercise of all of the pre-funded warrants issued in the Offering. In addition, in March 2022, the Company issued 1,000 shares of common stock in connection with the exercise of each of Series A warrants and Series B warrants issued in the Offering. In July 2022, the Company issued 800 shares of common stock in connection with the exercise of 800 Series A warrants issued in the Offering. Net proceeds from the Offering were approximately $9.7 million, after deducting underwriter commissions and fees withheld of approximately $1.1 million and offering expenses paid or payable of $1.8 million. The Company is contractually obligated to pay a former placement agent Tail Fees related to the Offering consisting of cash tail fees of approximately $0.9 million and a warrant to purchase approximately 33,000 shares of common stock at an exercise price of $31.25 per share, which represents 125% of the exercise price in the Offering. The cash tail fees are included in accrued expenses in the condensed balance sheet as of September 30, 2022. Warrants Outstanding At September 30, 2022, the Company had 1,150,686 shares of common stock reserved for issuance pursuant to the warrants issued by the Company at a weighted average exercise price of $33.67. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 11. Stock-Based Compensation A summary of the activity and related data by award type under the 2018 Equity Incentive Plan and the 2020 Inducement Equity Incentive Plan (collectively, the “Plans”) for the nine months ended September 30, 2022 is set forth below: Stock Options Stock Options Weighted Average Exercise Price Weighted Average Remaining Life (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2021 2,168 $ 17,277 Canceled/forfeited (741 ) $ 19,266 Outstanding at September 30, 2022 1,427 $ 16,244 4.07 $ — Exercisable at September 30, 2022 1,251 $ 18,342 3.60 $ — Vested and expected to vest at September 30, 2022 1,427 $ 16,244 4.07 $ — Restricted Stock Units Restricted Stock Units Weighted Average Grant Date Fair Value Outstanding at December 31, 2021 1,400 $ 219 Vested (117 ) $ 609 Canceled/forfeited (1,208 ) $ 168 Outstanding at September 30, 2022 75 $ 416 Restricted Stock Awards Restricted Stock Awards Weighted Average Grant Date Fair Value Outstanding at December 31, 2021 3,586 $ 236 Vested (1,266 ) $ 239 Canceled/forfeited (966 ) $ 211 Outstanding at September 30, 2022 1,354 $ 249 The following table summarizes stock-based compensation expense for the Plans included in operating expenses for the periods presented (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Selling, general and administrative $ 85 $ 78 $ 302 $ 1,551 Research and development (11 ) 27 57 251 Stock-based compensation in operating expenses $ 74 $ 105 $ 359 $ 1,802 Stock-based compensation expense of nil and approximately $5,000 was capitalized to inventory and property and equipment during the three months ended September 30, 2022 and 2021, respectively. Stock-based compensation expense of approximately $6,000 and $0.1 million was capitalized to inventory and property and equipment during the nine months ended September 30, 2022 and 2021, respectively. Unrecognized stock-based compensation expense by award type and the remaining weighted average recognition period over which such expense is expected to be recognized as of September 30, 2022 was as follows: Unrecognized Expense (in thousands) Remaining Weighted Average Recognition Period (in years) Stock options $ 122 1.3 Restricted stock awards $ 233 1.4 Restricted stock units $ 20 1.2 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2022 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | N ote 12. Commitments and Contingencies Securities Class Action and Shareholder Derivative Litigation Update On June 7, 2019, a putative securities class action complaint captioned Derr v. Ra Medical Systems, Inc., et al, The settlement provides for a payment to the plaintiff class of $10.0 million. The proposed settlement required both preliminary and final approval by the court. On February 11, 2022, the court granted preliminary approval of the settlement, scheduled a hearing on final approval of the settlement and denied the pending motion to dismiss without prejudice. On May 2, 2022, plaintiffs filed a motion for final approval of the settlement and plan of allocation, and lead counsel filed a motion for an award of attorneys’ fees and reimbursement of litigation expenses. On September 23, 2022, the court granted final approval of the settlement, certified the settlement class, granted in part lead counsel’s motion for an award of attorneys’ fees and reimbursement of litigation expenses, dismissed plaintiffs’ claims with prejudice, and entered final judgment. On October 1, 2019, a shareholder derivative complaint captioned Noel Borg v. Dean Irwin, et al Settlement Agreements with the Department of Justice and Participating States As previously announced on December 28, 2020, the Company entered into a Settlement Agreement with the U.S., acting through the Department of Justice and on behalf of the Office of Inspector General, and other settlement agreements with certain state attorneys general to resolve investigations and a related civil action concerning its marketing of the DABRA laser system and DABRA-related remuneration to certain physicians. Pursuant to the terms of the Settlement Agreement and the agreements with the participating states, (a) if the Company’s revenue exceeds $10 million in any of fiscal years 2021-2024, the Company also is required to pay for the corresponding year: $500,000 for 2021, $750,000 for 2022, $1 million for 2023, and $1.25 million for 2024; (b) if the Company is acquired or is otherwise involved in a change in control transaction before the end of 2024, the Company is required to pay an additional settlement amount of $5 million, plus 4% of the value attributed to the Company in the transaction, so long as the attributed value is in excess of $100 million, with the total change in control payment never to exceed $28 million; and (c) if the Company’s obligations under the Settlement Agreement are avoided by bankruptcy, the U.S. may rescind the releases and bring an action against the Company in which the Company agrees is not subject to an automatic stay, is not subject to any statute of limitations, estoppel or laches defense, and is a valid claim in the amount of $56 million, minus any prior change in control payments. Filing of Complaint On September 29, 2022, a purported stockholder of the Company filed a complaint captioned David Nguyen v. Ra Medical Systems, Inc. et al. unable to make a meaningful estimate of the amount of range of loss, if any, that could result from any unfavorable outcome. The Company denies the allegations of the Complain t and intends to defend against the Complaint vigorously. Other Litigation In the normal course of business, the Company is at times subject to pending and threatened legal actions. In management’s opinion, any potential loss resulting from the resolution of these matters will not have a material effect on the results of operations, financial position or cash flows of the Company. |
Restructuring and Impairment Ch
Restructuring and Impairment Charges | 9 Months Ended |
Sep. 30, 2022 | |
Restructuring And Related Activities [Abstract] | |
Restructuring and Impairment Charges | Note 13. Restructuring and Impairment Charges Restructuring and impairment charges consisted of the following (in thousands): Three Months Ended Nine Months Ended September 30, 2022 Impairment of property and equipment $ — $ 1,548 Inventory obsolescence — 1,000 Severance expense 326 910 Prepaid expenses — 395 Contract termination fees 216 216 Total restructuring and impairment charges $ 542 $ 4,069 The Company’s RIF impacted approximately 85% of its full-time employees, resulting in one-time severance payments totaling approximately $0.9 million. In addition, the Company decided to discontinue enrollment of patients in its clinical trial, cease engineering and manufacturing activities, sell or dispose of substantially all of its property and equipment, inventories and research and development supplies, resulting in impairment and inventory obsolescence charges and the write-off of prepaid research and development supplies totaling approximately $2.9 million. As of September 30, 2022, the accrued liability balance related to severance expense was approximately $28,000 and is included in accrued expenses in the accompanying condensed balance sheet. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 14. Subsequent Events Completion of Offering On October 7, 2022, pursuant to the ATM Agreement, the Company completed the sale of 1.1 million shares of common stock under the offering, at a weighted average price of $7.09 per share, resulting in net proceeds of approximately $7.4 million, after deducting offering fees of approximately $0.2 million. Termination of Lease Agreement On October 24, 2022, the Company entered into a lease termination agreement with Anaya Holdings LLC (the “Landlord”) (the “Lease Termination Agreement”) pursuant to which it terminated its lease agreement for its corporate headquarters in Carlsbad, California, effective October 28, 2022. In accordance with the terms of the Lease Termination Agreement, the Company has agreed to (i) release its right to the security deposit of approximately $36,000 previously paid to the Landlord and (ii) pay a $0.3 million termination fee to the Landlord. Entry into Lease Agreement On October 31, 2022, the Company entered into a month-to-month lease agreement (the “Lease Agreement”) with Avanti Workspace for its corporate headquarters in Carlsbad, California, effective November 1, 2022. The rent expense under the Lease Agreement is approximately $1,000 per month. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2022 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The unaudited interim condensed financial statements have been prepared on the same basis as the annual financial statements and reflect all adjustments of a normal and recurring nature that are necessary for the fair presentation of the Company’s condensed balance sheets, results of operations, cash flows and statements of stockholders’ equity for the periods presented. The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the results to be expected for the year ending December 31, 2022 or for any other future annual or interim period. The balance sheet as of December 31, 2021 included herein was derived from the audited financial statements as of that date. These unaudited condensed financial statements should be read in conjunction with the Company’s audited financial statements included in the Company’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission on March 24, 2022, and as amended on July 13, 2022. |
Use of Estimates | Use of Estimates The preparation of interim unaudited condensed financial statements in accordance with generally accepted accounting principles in the United States (“GAAP”) |
Fair Value Measurements | Fair Value Measurements Fair value represents the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants and is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. A three-tier value hierarchy is used to identify inputs used in measuring fair value as follows: Level 1 – Observable inputs that reflect quoted market prices (unadjusted) for identical assets or liabilities in active markets; Level 2 – Inputs other than the quoted prices in active markets that are observable either directly or indirectly in the marketplace for identical or similar assets and liabilities; and Level 3 – Unobservable inputs that are supported by little or no market data, which require the Company to develop its own assumptions. The hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Cash and cash equivalents, trade accounts receivable, accounts payable, accrued expenses and other current assets and liabilities are reported on the balance sheets at carrying value which approximates fair value due to the short-term maturities of these instruments. |
Inventories | Inventories Inventories are stated at the lower of cost or net realizable value. Cost is determined on a first-in, first-out basis. Cost includes materials, labor and manufacturing overhead related to the purchase and production of inventories. The Company reduces the carrying value of inventories for those items that are potentially excess or obsolete based on changes in customer demand, technological developments or other economic factors. Prior to June 6, 2022, the Company’s catheters were manufactured in-house, and each catheter was tested at various stages of the manufacturing process for adherence to quality standards. Catheters that did not meet functionality specification at each test point were destroyed and immediately written off. Once manufactured, completed catheters that passed quality assurance were sent to a third-party for sterilization and sealed in a sterile container. Upon return from the third-party sterilizer, a sample of catheters from each batch was re-tested. If the sample tests were successful, the batch was accepted into finished goods inventory. If the sample tests were unsuccessful, the entire batch was written off. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews its long-lived assets for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. If such circumstances are determined to exist, an estimate of undiscounted future cash flows produced by the long-lived assets, including its eventual residual values, is compared to the carrying value to determine whether impairment exists. In the event that such cash flows are not expected to be sufficient to recover the carrying amount of the assets, the assets are written down to their estimated fair values. |
Segment Information | Segment Information The Company operates its business in one segment which includes all activities related to the research, development and manufacture of the DABRA system. The chief operating decision-maker reviews the operating results on an aggregate basis and manages the operations as a single operating segment. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting , Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging - Contracts in Entity’s Own Equity (Subtopic 815-40) . |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Fair Value Disclosures [Abstract] | |
Summary of Loss from Discontinued Operations | The following table summarizes the loss from discontinued operations in the condensed statements of operations for the periods presented (in thousands): Three Months Ended September 30, 2021 Nine Months Ended September 30, 2021 Revenues $ 489 $ 2,600 Cost of revenues 396 2,290 Gross income 93 310 Operating expenses 464 1,498 Operating loss (371 ) (1,188 ) Other expense, net (22 ) (94 ) Gain on sale of Dermatology Business 3,473 3,473 Income from discontinued operations $ 3,080 $ 2,191 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consisted of the following (in thousands): September 30, 2022 December 31, 2021 Raw materials $ — $ 911 Work in process — 70 Finished goods — 5 Total inventories $ — $ 986 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Property Plant And Equipment Net [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following (in thousands): September 30, 2022 December 31, 2021 Furniture and fixtures $ — $ 48 Machinery and equipment — 858 Lasers — 3,085 Computer hardware and software — 353 Construction in progress — 169 Leasehold improvements — 145 Property and equipment, gross — 4,658 Accumulated depreciation — (2,849 ) Total property and equipment, net $ — $ 1,809 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses consisted of the following (in thousands): September 30, 2022 December 31, 2021 Offering costs $ 1,356 $ — Legal expenses 590 1,345 Warranty expenses 192 195 Compensation and related benefits 148 2,004 Other accrued expenses 161 575 Total accrued expenses $ 2,447 $ 4,119 |
Lease (Tables)
Lease (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Leases [Abstract] | |
Schedule of Maturities of Operating Lease Liabilities | Maturities of operating lease liabilities consisted of the following as of September 30, 2022 (in thousands): Years Ending December 31, 2022 (remaining three months) $ 108 2023 445 2024 459 2025 472 2026 486 Thereafter 501 Total operating lease payments 2,471 Less: imputed interest (417 ) Total operating lease liability $ 2,054 |
Equity Offerings (Tables)
Equity Offerings (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Series A Warrants and Series B Warrants [Member] | Warrants Repricing [Member] | |
Schedule of Black-Scholes Option Pricing Model Based on Assumptions | The Series A warrants and Series B warrants were valued on the date of the Warrant Repricing using the Black-Scholes option pricing model (“Black-Scholes model”) based on the following assumptions: Series A Series B Risk-free interest rate 2.97 % 2.85 % Volatility 137.87 % 90.44 % Expected dividend yield 0.00 % 0.00 % Expected life (in years) 0.6 6.6 |
Series A Warrants and Series B Warrants [Member] | Offering [Member] | |
Schedule of Black-Scholes Option Pricing Model Based on Assumptions | The Series A warrants and Series B warrants were valued at approximately $11.6 million using the Black-Scholes model based on the following assumptions: Series A Series B Risk-free interest rate 0.91 % 1.93 % Volatility 131.07 % 85.38 % Expected dividend yield 0.00 % 0.00 % Expected life (in years) 1.0 7.0 |
Series C Warrants [Member] | Warrants Repricing [Member] | |
Schedule of Black-Scholes Option Pricing Model Based on Assumptions | The Series C warrants were valued at approximately $2.3 million using the Black-Scholes model based on the following assumptions: Risk-free interest rate 2.87 % Volatility 96.70 % Expected dividend yield 0.00 % Expected life (in years) 5.0 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Options Activity | Stock Options Stock Options Weighted Average Exercise Price Weighted Average Remaining Life (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2021 2,168 $ 17,277 Canceled/forfeited (741 ) $ 19,266 Outstanding at September 30, 2022 1,427 $ 16,244 4.07 $ — Exercisable at September 30, 2022 1,251 $ 18,342 3.60 $ — Vested and expected to vest at September 30, 2022 1,427 $ 16,244 4.07 $ — |
Schedule of Restricted Stock Units Activity | Restricted Stock Units Restricted Stock Units Weighted Average Grant Date Fair Value Outstanding at December 31, 2021 1,400 $ 219 Vested (117 ) $ 609 Canceled/forfeited (1,208 ) $ 168 Outstanding at September 30, 2022 75 $ 416 |
Schedule of Restricted Stock Awards Activity | Restricted Stock Awards Restricted Stock Awards Weighted Average Grant Date Fair Value Outstanding at December 31, 2021 3,586 $ 236 Vested (1,266 ) $ 239 Canceled/forfeited (966 ) $ 211 Outstanding at September 30, 2022 1,354 $ 249 |
Schedule of Stock-based Compensation Expense Included in Operating Expenses | The following table summarizes stock-based compensation expense for the Plans included in operating expenses for the periods presented (in thousands): Three Months Ended September 30, Nine Months Ended September 30, 2022 2021 2022 2021 Selling, general and administrative $ 85 $ 78 $ 302 $ 1,551 Research and development (11 ) 27 57 251 Stock-based compensation in operating expenses $ 74 $ 105 $ 359 $ 1,802 |
Schedule of Unrecognized Estimated Stock Based Compensation Expense by Award Type | Unrecognized stock-based compensation expense by award type and the remaining weighted average recognition period over which such expense is expected to be recognized as of September 30, 2022 was as follows: Unrecognized Expense (in thousands) Remaining Weighted Average Recognition Period (in years) Stock options $ 122 1.3 Restricted stock awards $ 233 1.4 Restricted stock units $ 20 1.2 |
Restructuring and Impairment _2
Restructuring and Impairment Charges (Tables) | 9 Months Ended |
Sep. 30, 2022 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Restructuring and Impairment Charges | Restructuring and impairment charges consisted of the following (in thousands): Three Months Ended Nine Months Ended September 30, 2022 Impairment of property and equipment $ — $ 1,548 Inventory obsolescence — 1,000 Severance expense 326 910 Prepaid expenses — 395 Contract termination fees 216 216 Total restructuring and impairment charges $ 542 $ 4,069 |
Organization - Additional Infor
Organization - Additional Information (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 9 Months Ended | |||||||
Sep. 20, 2022 | Jun. 06, 2022 | Jul. 31, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Oct. 03, 2022 | Sep. 12, 2022 | Aug. 31, 2022 | Dec. 31, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||||||
Net cash requirement for merger and listing | $ 8,000 | ||||||||||
Reverse stock split ratio, description | On September 20, 2022, the Company’s board of directors approved a reverse stock split ratio of 1-for-50 (the “Reverse Stock Split”). | ||||||||||
Common stock, shares issued | 68,200 | 1,423 | 1,423 | 1,423 | 140 | ||||||
Common stock, shares outstanding | 68,200 | 1,423 | 1,423 | 1,423 | 140 | ||||||
One-time severance payments | $ 600 | $ 300 | $ 326 | $ 910 | |||||||
Accumulated deficit | 196,978 | 196,978 | 196,978 | $ 178,272 | |||||||
Cash and cash equivalents | $ 13,657 | $ 13,657 | 13,657 | $ 15,045 | |||||||
Net cash used in operating activities | $ 19,543 | $ 21,914 | |||||||||
ATM Offering [Member] | |||||||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||||||
Proceeds from warrant exercises and sales of common stock | $ 18,200 | ||||||||||
Board of Directors [Member] | |||||||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||||||
Percentage of full time employees terminated | 20% | ||||||||||
Subsequent Event [Member] | |||||||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||||||
Common stock, shares issued | 1,400 | ||||||||||
Common stock, shares outstanding | 1,400 | ||||||||||
Minimum [Member] | |||||||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||||||
Additional expected financing to consummate pending merger | 2,000 | ||||||||||
Maximum [Member] | |||||||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||||||
Additional expected financing to consummate pending merger | $ 3,000 | ||||||||||
Average price per share | $ 0.20 | ||||||||||
Maximum [Member] | Board of Directors [Member] | |||||||||||
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |||||||||||
Percentage of full time employees terminated | 65% | 85% |
Significant Accounting Polici_3
Significant Accounting Policies - Additional Information (Details) - Segment | 9 Months Ended | |
Sep. 30, 2022 | Jan. 01, 2022 | |
Accounting Policies [Line Items] | ||
Number of operating segments | 1 | |
ASU 2020-06 [Member] | ||
Accounting Policies [Line Items] | ||
Change in Accounting Principle, Accounting Standards Update, Adoption Date | Jan. 01, 2022 | |
Change in Accounting Principle, Accounting Standards Update, Adopted [true false] | true | |
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false] | true |
Discontinued Operations - Addit
Discontinued Operations - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Aug. 16, 2021 | |
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Gain on disposition of business | $ 3,473,000 | $ 3,473,000 | ||
Dermatology [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Depreciation expense | 100,000 | 300,000 | ||
Capital expenditure | 0 | 0 | ||
Stock based compensation expense | 18,000 | 18,000 | ||
Stock based compensation expense capitalized to inventory and property and equipment | $ 4,000 | $ 100,000 | ||
Dermatology [Member] | Disposition by Sale [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Gain on disposition of business | $ 3,500,000 | |||
Dermatology [Member] | Discontinued Operations [Member] | Disposition by Sale [Member] | ||||
Income Statement Balance Sheet And Additional Disclosures By Disposal Groups Including Discontinued Operations [Line Items] | ||||
Cash on disposition of business | $ 3,700,000 |
Discontinued Operations - Summa
Discontinued Operations - Summary of Loss from Discontinued Operations in Condensed Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Discontinued Operations And Disposal Groups [Abstract] | ||
Revenues | $ 489 | $ 2,600 |
Cost of revenues | 396 | 2,290 |
Gross income | 93 | 310 |
Operating expenses | 464 | 1,498 |
Operating loss | (371) | (1,188) |
Other expense, net | (22) | (94) |
Gain on sale of Dermatology Business | 3,473 | 3,473 |
Income from discontinued operations | $ 3,080 | $ 2,191 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions | Sep. 30, 2022 | Dec. 31, 2021 |
Money Market Funds [Member] | Level 1 [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Fair value disclosure of cash equivalents | $ 1.4 | $ 15 |
Inventories (Details)
Inventories (Details) $ in Thousands | Dec. 31, 2021 USD ($) |
Inventory Disclosure [Abstract] | |
Raw materials | $ 911 |
Work in process | 70 |
Finished goods | 5 |
Total inventories | $ 986 |
Inventories - Additional Inform
Inventories - Additional Information (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Inventory [Line Items] | |
Inventory write-down | $ 1,000 |
Restructuring and Impairment Charges [Member] | |
Inventory [Line Items] | |
Inventory write-down | $ 1,000 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) $ in Thousands | Dec. 31, 2021 USD ($) |
Property Plant And Equipment [Line Items] | |
Property and equipment, gross | $ 4,658 |
Accumulated depreciation | (2,849) |
Total property and equipment, net | 1,809 |
Furniture and Fixtures [Member] | |
Property Plant And Equipment [Line Items] | |
Property and equipment, gross | 48 |
Machinery and Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Property and equipment, gross | 858 |
Lasers [Member] | |
Property Plant And Equipment [Line Items] | |
Property and equipment, gross | 3,085 |
Computer Hardware and Software [Member] | |
Property Plant And Equipment [Line Items] | |
Property and equipment, gross | 353 |
Construction in Progress [Member] | |
Property Plant And Equipment [Line Items] | |
Property and equipment, gross | 169 |
Leasehold Improvements [Member] | |
Property Plant And Equipment [Line Items] | |
Property and equipment, gross | $ 145 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Property Plant And Equipment [Line Items] | |||
Depreciation expense | $ 200 | $ 200 | $ 700 |
Impairment of long-lived assets to be disposed of | 1,500 | ||
Restructuring costs and asset impairment charges | 2,943 | ||
Property, Plant and Equipment [Member] | |||
Property Plant And Equipment [Line Items] | |||
Restructuring costs and asset impairment charges | $ 1,500 |
Accrued Expenses - Schedule of
Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Sep. 30, 2022 | Dec. 31, 2021 |
Payables And Accruals [Abstract] | ||
Offering costs | $ 1,356 | |
Legal expenses | 590 | $ 1,345 |
Warranty expenses | 192 | 195 |
Compensation and related benefits | 148 | 2,004 |
Other accrued expenses | 161 | 575 |
Total accrued expenses | $ 2,447 | $ 4,119 |
Lease - Additional Information
Lease - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Operating Leased Assets [Line Items] | ||||
Operating lease, discount rate | 7% | 7% | ||
Operating lease, remaining lease term | 5 years 3 months | 5 years 3 months | ||
Operating lease , cash payment | $ 0.1 | $ 0.1 | $ 0.2 | $ 0.4 |
Operating lease right-of-use-assets amortization | $ 0.1 | $ 0.1 | $ 0.1 | $ 0.3 |
Office and Manufacturing Space [Member] | ||||
Operating Leased Assets [Line Items] | ||||
Lease expiration period | 2027 |
Lease - Schedule of Maturities
Lease - Schedule of Maturities of Operating Lease Liabilities (Details) $ in Thousands | Sep. 30, 2022 USD ($) |
Leases [Abstract] | |
2022 (remaining three months) | $ 108 |
2023 | 445 |
2024 | 459 |
2025 | 472 |
2026 | 486 |
Thereafter | 501 |
Total operating lease payments | 2,471 |
Less: imputed interest | (417) |
Total operating lease liability | $ 2,054 |
Net Loss per Share - Additional
Net Loss per Share - Additional Information (Details) - USD ($) | 9 Months Ended | |
Sep. 30, 2022 | Sep. 30, 2021 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Loss allocated to participating securities | $ 0 | |
Stock Options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive share equivalents excluded from computation of diluted net loss per share | 1,427 | 2,539 |
Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive share equivalents excluded from computation of diluted net loss per share | 1,150,686 | 48,373 |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive share equivalents excluded from computation of diluted net loss per share | 75 | 916 |
Restricted Stock Awards (RSAs) [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive share equivalents excluded from computation of diluted net loss per share | 1,354 | 6,247 |
Employee Stock Purchase Plan [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive share equivalents excluded from computation of diluted net loss per share | 209 |
Equity Offerings - Additional I
Equity Offerings - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Sep. 02, 2022 | Jul. 22, 2022 | Feb. 08, 2022 | Sep. 30, 2022 | Jul. 31, 2022 | Mar. 31, 2022 | Feb. 28, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | |
Class Of Stock [Line Items] | |||||||||
Common stock reserve for issuance | 1,150,686 | 1,150,686 | 1,150,686 | ||||||
Common stock, weighted average exercise price | $ 33.67 | ||||||||
Series A Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Proceeds from issuance of common stock | $ 4,900,000 | ||||||||
Stock issued during period, warrants exercised | 400,000 | ||||||||
Percentage of shares exercised | 100% | ||||||||
Fee withheld | $ 600,000 | ||||||||
Offering expenses paid or payable | $ 700,000 | ||||||||
Series B Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Stock issued during period, warrants exercised | 0 | ||||||||
Series C Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Warrants issued price per share | $ 14 | ||||||||
Warrants exercise period | 5 years | ||||||||
ATM Offering [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Aggregate offering price | $ 7,600,000 | ||||||||
Common stock issued (in shares) | 333,184 | ||||||||
Proceeds from issuance of common stock | $ 2,500,000 | $ 400,000 | |||||||
February 2022 Public Offering [Member] | Series A Warrants and Series B Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Warrants issued price per share | $ 14 | $ 25 | |||||||
February 2022 Public Offering [Member] | Series A Warrants and Series B Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Estimated fair value of warrants | $ 2,300,000 | ||||||||
Offering [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 190,700 | ||||||||
Proceeds from issuance of common stock | $ 9,700,000 | ||||||||
Warrants issued price per share | $ 31.25 | $ 31.25 | $ 31.25 | ||||||
Stock issued during period, warrants exercised | 800 | 1,000 | |||||||
Fee withheld | $ 1,100,000 | ||||||||
Offering expenses paid or payable | $ 1,800,000 | ||||||||
Number of warrants to issue for purchase of common stock | 33,000 | 33,000 | 33,000 | ||||||
Percentage of warrants exercise price in the offering | 125% | ||||||||
Warrants expire period | 5 years | ||||||||
Valuation of warrants | $ 400,000 | ||||||||
Expected Volatility | 93.25% | ||||||||
Risk-free interest rate | 1.81% | ||||||||
Expected dividend yield | 0% | ||||||||
Expected term (In Years) | 5 years | ||||||||
Offering [Member] | Accrued Expenses [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Cash fee for placement agent | $ 900,000 | ||||||||
Offering [Member] | Series A Warrants and Series B Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Stock issued during period, warrants exercised | 500 | ||||||||
Offering [Member] | Series A Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 480,052 | ||||||||
Warrants issued price per share | $ 25 | ||||||||
Stock issued during period, warrants exercised | 800 | ||||||||
Warrants expire period | 1 year | ||||||||
Equity offering description | warrants to purchase one share of common stock | ||||||||
Offering [Member] | Series B Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 480,052 | ||||||||
Warrants issued price per share | $ 25 | ||||||||
Warrants expire period | 7 years | ||||||||
Equity offering description | warrants to purchase one share of common stock | ||||||||
Offering [Member] | Series C Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Estimated fair value of warrants | $ 2,300,000 | ||||||||
Offering [Member] | Series A Warrants and Series B Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Valuation of warrants | $ 11,600,000 | ||||||||
Offering [Member] | Pre-Funded Warrants | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 289,352 | ||||||||
Warrants issued price per share | $ 0.005 | ||||||||
Stock issued during period, warrants exercised | 289,352 | 289,352 | |||||||
Warrants expire period | 20 years | ||||||||
Equity offering description | warrants to purchase one share of common stock | ||||||||
Warrants Repricing [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Warrants issued price per share | $ 17.50 | $ 17.50 | $ 17.50 | ||||||
Percentage of cash compensation for gross proceeds raised | 7.50% | ||||||||
Percentage of number of common shares sold to issue warrants | 7% | ||||||||
Number of warrants to issue for purchase of common stock | 31,000 | 31,000 | 31,000 | ||||||
Percentage of warrants exercise price in the offering | 125% | ||||||||
Warrants expire period | 5 years | ||||||||
Valuation of warrants | $ 400,000 | $ 200,000 | |||||||
Expected Volatility | 98.90% | 96.70% | |||||||
Risk-free interest rate | 2.87% | 2.87% | |||||||
Expected dividend yield | 0% | 0% | |||||||
Expected term (In Years) | 4 years 7 months 6 days | 5 years | |||||||
Warrants Repricing [Member] | Accrued Expenses [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Cash fee for placement agent | $ 500,000 | ||||||||
Overallotment Option [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 24,902 | ||||||||
Overallotment option period | 45 days | ||||||||
Overallotment Option [Member] | Maximum [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 72,000 | ||||||||
Overallotment Option [Member] | Series A Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 72,000 | ||||||||
Overallotment Option [Member] | Series A Warrants [Member] | Maximum [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 72,000 | ||||||||
Overallotment Option [Member] | Series B Warrants [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 72,000 | ||||||||
Overallotment Option [Member] | Series B Warrants [Member] | Maximum [Member] | |||||||||
Class Of Stock [Line Items] | |||||||||
Common stock issued (in shares) | 72,000 |
Equity Offerings - Schedule of
Equity Offerings - Schedule of Black-Scholes Option Pricing Model Based on Assumptions (Details) | Jul. 22, 2022 | Feb. 08, 2022 |
Warrants Repricing [Member] | Series A [Member] | ||
Class Of Stock [Line Items] | ||
Risk-free interest rate | 2.97% | |
Volatility | 137.87% | |
Expected dividend yield | 0% | |
Expected life (in years) | 7 months 6 days | |
Warrants Repricing [Member] | Series B [Member] | ||
Class Of Stock [Line Items] | ||
Risk-free interest rate | 2.85% | |
Volatility | 90.44% | |
Expected dividend yield | 0% | |
Expected life (in years) | 6 years 7 months 6 days | |
Warrants Repricing [Member] | Series C Warrants [Member] | ||
Class Of Stock [Line Items] | ||
Risk-free interest rate | 2.87% | |
Volatility | 96.70% | |
Expected dividend yield | 0% | |
Expected life (in years) | 5 years | |
Offering [Member] | Series A [Member] | ||
Class Of Stock [Line Items] | ||
Risk-free interest rate | 0.91% | |
Volatility | 131.07% | |
Expected dividend yield | 0% | |
Expected life (in years) | 1 year | |
Offering [Member] | Series B [Member] | ||
Class Of Stock [Line Items] | ||
Risk-free interest rate | 1.93% | |
Volatility | 85.38% | |
Expected dividend yield | 0% | |
Expected life (in years) | 7 years |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Options Activity (Details) - Plans [Member] - Stock Options [Member] | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Options outstanding | |
Beginning balance | shares | 2,168 |
Canceled/forfeited | shares | (741) |
Ending balance | shares | 1,427 |
Exercisable at end of the period | shares | 1,251 |
Vested and expected to vest at end of the period | shares | 1,427 |
Weighted Average Exercise Price | |
Beginning balance | $ / shares | $ 17,277 |
Canceled/forfeited | $ / shares | 19,266 |
Ending balance | $ / shares | 16,244 |
Exercisable at the end of period | $ / shares | 18,342 |
Vested and expected to vest at the end of period | $ / shares | $ 16,244 |
Weighted Average Remaining Life (in years) | |
Weighted Average Remaining Life (in years) | 4 years 25 days |
Exercisable at the end of the period | 3 years 7 months 6 days |
Vested and expected to vest at the end of the period | 4 years 25 days |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Restricted Stock Units Activity (Details) - Plans [Member] - Restricted Stock Units (RSUs) [Member] | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Restricted Stock Units | |
Beginning balance | shares | 1,400 |
Vested | shares | (117) |
Canceled/forfeited | shares | (1,208) |
Ending balance | shares | 75 |
Weighted Average Grant Date Fair Value | |
Beginning balance | $ / shares | $ 219 |
Vested | $ / shares | 609 |
Canceled/forfeited | $ / shares | 168 |
Ending balance | $ / shares | $ 416 |
Stock-Based Compensation - Sc_3
Stock-Based Compensation - Schedule of Restricted Stock Awards Activity (Details) - Plans [Member] - Restricted Stock Awards (RSAs) [Member] | 9 Months Ended |
Sep. 30, 2022 $ / shares shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Beginning balance | shares | 3,586 |
Vested | shares | (1,266) |
Canceled/forfeited | shares | (966) |
Ending balance | shares | 1,354 |
Beginning balance | $ / shares | $ 236 |
Vested | $ / shares | 239 |
Canceled/forfeited | $ / shares | 211 |
Ending balance | $ / shares | $ 249 |
Stock-Based Compensation - Sc_4
Stock-Based Compensation - Schedule of Stock-based Compensation Expense Included in Operating Expenses (Details) - Plans [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2022 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation in operating expenses | $ 74 | $ 105 | $ 359 | $ 1,802 |
Selling, General and Administrative [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation in operating expenses | 85 | 78 | 302 | 1,551 |
Research and Development [Member] | ||||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||||
Stock-based compensation in operating expenses | $ (11) | $ 27 | $ 57 | $ 251 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation | $ 365,000 | $ 1,967,000 | |
Stock Options [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Stock-based compensation | $ 5,000 | $ 6,000 | $ 100,000 |
Stock-Based Compensation - Sc_5
Stock-Based Compensation - Schedule of Unrecognized Estimated Stock Based Compensation Expense by Award Type (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2022 USD ($) | |
Stock Options [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized Expense | $ 122 |
Remaining Weighted Average Recognition Period | 1 year 3 months 18 days |
Restricted Stock Awards (RSAs) [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized Expense | $ 233 |
Remaining Weighted Average Recognition Period | 1 year 4 months 24 days |
Restricted Stock Units (RSUs) [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Unrecognized Expense | $ 20 |
Remaining Weighted Average Recognition Period | 1 year 2 months 12 days |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Mar. 18, 2022 | Nov. 12, 2021 | Dec. 28, 2020 | Sep. 30, 2021 | Sep. 30, 2022 | Sep. 30, 2021 | |
Loss Contingencies [Line Items] | ||||||
Revenue | $ 5,000 | $ 14,000 | $ 17,000 | |||
Settlement Agreement | ||||||
Loss Contingencies [Line Items] | ||||||
Settlement amount , year 2021 | $ 500,000 | |||||
Settlement year one | 2021 | |||||
Settlement amount , year 2022 | $ 750,000 | |||||
Settlement year two | 2022 | |||||
Settlement amount , year 2023 | $ 1,000,000 | |||||
Settlement year three | 2023 | |||||
Settlement amount , year 2024 | $ 1,250,000 | |||||
Settlement year four | 2024 | |||||
Business acquisition, settlement amount | $ 5,000,000 | |||||
Business acquisition additional settlement percentage | 4% | |||||
Business acquisition, transaction costs | $ 100,000,000 | |||||
Business acquisition change In control payments | 28,000,000 | |||||
Settlement claim | 56,000,000 | |||||
Settlement Agreement | Maximum | ||||||
Loss Contingencies [Line Items] | ||||||
Revenue | $ 10,000,000 | |||||
Securities Class Action and Shareholder Derivative Litigation | ||||||
Loss Contingencies [Line Items] | ||||||
Settlement provided for a payment to plaintiff class | $ 10,000,000 | |||||
Litigation settlement amount | $ 600,000 |
Restructuring and Impairment _3
Restructuring and Impairment Charges - Schedule of Restructuring and Impairment Charges (Details) - USD ($) $ in Thousands | 2 Months Ended | 3 Months Ended | 9 Months Ended | |
Jun. 06, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | |
Restructuring And Related Activities [Abstract] | ||||
Impairment of property and equipment | $ 1,548 | |||
Inventory obsolescence | 1,000 | |||
One-time severance payments | $ 600 | $ 300 | $ 326 | 910 |
Prepaid expenses | 395 | |||
Contract termination fees | 216 | 216 | ||
Total restructuring and impairment charges | $ 542 | $ 4,069 |
Restructuring and Impairment _4
Restructuring and Impairment Charges - Additional Information (Details) - USD ($) | 2 Months Ended | 3 Months Ended | 9 Months Ended | |
Jun. 06, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | Sep. 30, 2022 | |
Restructuring Cost and Reserve [Line Items] | ||||
One-time severance payments | $ 600,000 | $ 300,000 | $ 326,000 | $ 910,000 |
One-time impairment and inventory obsolescence charges and write-off of prepaid research and development supplies | 2,900,000 | |||
Severance expense | $ 28,000 | $ 28,000 | $ 28,000 | |
Board of Directors [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Percentage of full time employees terminated | 20% | |||
Maximum [Member] | Board of Directors [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Percentage of full time employees terminated | 65% | 85% |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||||||
Oct. 31, 2022 | Oct. 24, 2022 | Oct. 07, 2022 | Sep. 02, 2022 | Sep. 30, 2022 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Aug. 31, 2022 | |
Maximum [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Share price per share | $ 0.20 | ||||||||
ATM Offering [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Sale of common stock | 333,184 | ||||||||
Net proceeds issuance of common stock | $ 2,500,000 | $ 400,000 | |||||||
Common Stock [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Sale of common stock | 22,000 | 52,000 | 1,000 | ||||||
Subsequent Event [Member] | Anaya Holdings LLC [Member] | Lease Termination Agreement [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Operating lease, security deposit | $ 36,000 | ||||||||
Lease termination fee | $ 300,000 | ||||||||
Lease termination effective date | Oct. 28, 2022 | ||||||||
Subsequent Event [Member] | Avanti Workspace [Member] | Lease Agreement [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Lessee, operating lease, description | On October 31, 2022, the Company entered into a month-to-month lease agreement (the “Lease Agreement”) with Avanti Workspace for its corporate headquarters in Carlsbad, California, effective November 1, 2022. The rent expense under the Lease Agreement is approximately $1,000 per month | ||||||||
Lessee, operating lease, effective date | Nov. 01, 2022 | ||||||||
Operating lease rent expense per month | $ 1,000 | ||||||||
Subsequent Event [Member] | ATM Offering [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Net proceeds issuance of common stock | $ 7,400,000 | ||||||||
Stock issuance offering costs | $ 200,000 | ||||||||
Subsequent Event [Member] | Common Stock [Member] | ATM Offering [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Sale of common stock | 1,100,000 | ||||||||
Subsequent Event [Member] | Common Stock [Member] | ATM Offering [Member] | Weighted Average [Member] | |||||||||
Subsequent Event [Line Items] | |||||||||
Share price per share | $ 7.09 |