Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 12, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2021 | |
Current Fiscal Year End Date | --12-31 | |
Entity File Number | 001-39126 | |
Entity Registrant Name | CNS Pharmaceuticals, Inc. | |
Entity Central Index Key | 0001729427 | |
Entity Tax Identification Number | 82-2318545 | |
Entity Incorporation, State or Country Code | NV | |
Entity Address, Address Line One | 2100 West Loop South | |
Entity Address, Address Line Two | Suite 900 | |
Entity Address, City or Town | Houston | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 77027 | |
City Area Code | 800 | |
Local Phone Number | 946-9185 | |
Title of 12(b) Security | Common Stock | |
Trading Symbol | CNSP | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Elected Not To Use the Extended Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 27,920,967 |
Balance Sheets (Unaudited)
Balance Sheets (Unaudited) - USD ($) | Sep. 30, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash and cash equivalents | $ 8,326,223 | $ 14,039,493 |
Prepaid expenses | 2,829,607 | 1,456,350 |
Total current assets | 11,155,830 | 15,495,843 |
Noncurrent Assets: | ||
Property and equipment, net | 17,526 | 23,431 |
Deferred offering costs | 334,138 | 334,138 |
Total noncurrent assets | 351,664 | 357,569 |
Total Assets | 11,507,494 | 15,853,412 |
Current Liabilities: | ||
Accounts payable | 1,461,574 | 946,330 |
Accrued expenses | 901,222 | 519,804 |
Notes payable | 44,632 | 439,294 |
Total current liabilities | 2,407,428 | 1,905,428 |
Total Liabilities | 2,407,428 | 1,905,428 |
Stockholders' Equity: | ||
Preferred stock, $0.001 par value, 5,000,000 shares authorized and 0 shares issued and outstanding | 0 | 0 |
Common stock, $0.001 par value, 75,000,000 shares authorized and 27,460,735 and 23,856,151 shares issued and outstanding, respectively | 27,460 | 23,856 |
Additional paid-in capital | 41,260,374 | 34,870,471 |
Accumulated deficit | (32,187,768) | (20,946,343) |
Total Stockholders' Equity | 9,100,066 | 13,947,984 |
Total Liabilities and Stockholders' Equity | $ 11,507,494 | $ 15,853,412 |
Balance Sheets (Unaudited) (Par
Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Sep. 30, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Preferred stock shares authorized | 5,000,000 | 5,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock shares authorized | 75,000,000 | 75,000,000 |
Common stock shares issued | 27,460,735 | 23,856,151 |
Common stock shares outstanding | 27,460,735 | 23,856,151 |
Statements of Operations (Unaud
Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating expenses: | ||||
General and administrative | $ 1,235,385 | $ 968,790 | $ 3,784,509 | $ 3,305,330 |
Research and development | 2,578,016 | 1,042,274 | 7,449,869 | 3,147,636 |
Total operating expenses | 3,813,401 | 2,011,064 | 11,234,378 | 6,452,966 |
Loss from operations | (3,813,401) | (2,011,064) | (11,234,378) | (6,452,966) |
Other expenses: | ||||
Interest expense | (947) | 0 | (7,047) | 0 |
Total other expenses | (947) | 0 | (7,047) | 0 |
Net loss | $ (3,814,348) | $ (2,011,064) | $ (11,241,425) | $ (6,452,966) |
Loss per share - basic and diluted | $ (0.14) | $ (0.12) | $ (0.43) | $ (0.39) |
Weighted average shares outstanding - basic and diluted | 27,443,771 | 16,483,529 | 25,858,221 | 16,461,332 |
Statements of Stockholders' Equ
Statements of Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Dec. 31, 2019 | $ 16,450 | $ 19,073,098 | $ (11,488,472) | $ 7,601,076 |
Beginning balance, shares at Dec. 31, 2019 | 16,450,234 | |||
Stock-based compensation | 242,209 | 242,209 | ||
Net loss | (1,968,131) | (1,968,131) | ||
Ending balance, value at Mar. 31, 2020 | $ 16,450 | 19,315,307 | (13,456,603) | 5,875,154 |
Ending balance, shares at Mar. 31, 2020 | 16,450,234 | |||
Stock-based compensation | 323,224 | 323,224 | ||
Net loss | (2,473,771) | (2,473,771) | ||
Ending balance, value at Jun. 30, 2020 | $ 16,450 | 19,638,531 | (15,930,374) | 3,724,607 |
Ending balance, shares at Jun. 30, 2020 | 16,450,234 | |||
Common stock issued for deferred offering costs | $ 202 | 395,700 | 395,902 | |
Common stock issued for deferred offering costs shares | 201,991 | |||
Stock-based compensation | 365,010 | 365,010 | ||
Net loss | (2,011,064) | (2,011,064) | ||
Ending balance, value at Sep. 30, 2020 | $ 16,652 | 20,399,241 | (17,941,438) | 2,474,455 |
Ending balance, shares at Sep. 30, 2020 | 16,652,225 | |||
Beginning balance, value at Dec. 31, 2020 | $ 23,856 | 34,870,471 | (20,946,343) | 13,947,984 |
Beginning balance, shares at Dec. 31, 2020 | 23,856,151 | |||
Common stock issued for cash, net | $ 43 | 144,800 | 144,843 | |
Common stock issued for cash, shares | 43,083 | |||
Exercise of warrants | $ 1,447 | 331,303 | 332,750 | |
Exercise of warrants, shares | 1,447,325 | |||
Stock-based compensation | $ 6 | 430,673 | 430,679 | |
Stock-based compensation, shares | 6,250 | |||
Net loss | (3,613,404) | (3,613,404) | ||
Ending balance, value at Mar. 31, 2021 | $ 25,352 | 35,777,247 | (24,559,747) | 11,242,852 |
Ending balance, shares at Mar. 31, 2021 | 25,352,809 | |||
Common stock issued for cash and subscription receivable, net | $ 2,020 | 4,506,958 | 4,508,978 | |
Common stock issued for cash and subscription receivable, net, Shares | 2,020,426 | |||
Stock-based compensation | $ 7 | 469,603 | 469,610 | |
Stock-based compensation, shares | 6,250 | |||
Net loss | (3,813,673) | (3,813,673) | ||
Ending balance, value at Jun. 30, 2021 | $ 27,379 | 40,753,808 | (28,373,420) | 12,407,767 |
Ending balance, shares at Jun. 30, 2021 | 27,379,485 | |||
Stock-based compensation | $ 81 | 506,566 | 506,647 | |
Stock-based compensation, shares | 81,250 | |||
Net loss | (3,814,348) | (3,814,348) | ||
Ending balance, value at Sep. 30, 2021 | $ 27,460 | $ 41,260,374 | $ (32,187,768) | $ 9,100,066 |
Ending balance, shares at Sep. 30, 2021 | 27,460,735 |
Statements of Cash Flows (Unaud
Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Cash Flows from Operating Activities: | ||
Net loss | $ (11,241,425) | $ (6,452,966) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 1,406,936 | 930,443 |
Depreciation | 9,577 | 7,952 |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (1,373,257) | (556,457) |
Accounts payable | 515,244 | 6,515 |
Accounts payable and accrued expenses - related party | 0 | (45,833) |
Accrued expenses | 381,418 | 239,101 |
Net cash used in operating activities | (10,301,507) | (5,871,245) |
Cash Flows from Investing Activities: | ||
Purchase of property and equipment | (3,672) | (17,945) |
Net cash used in investing activities | (3,672) | (17,945) |
Cash Flows from Financing Activities: | ||
Payment of deferred offering cost | 0 | (45,000) |
Payments on notes payable | (394,662) | 0 |
Proceeds from exercise of warrants | 332,750 | 0 |
Proceeds from sale of common stock, net | 4,653,821 | 0 |
Net cash provided by (used in) financing activities | 4,591,909 | (45,000) |
Net change in cash and cash equivalents | (5,713,270) | (5,934,190) |
Cash and cash equivalents, at beginning of period | 14,039,493 | 7,241,288 |
Cash and cash equivalents, at end of period | 8,326,223 | 1,307,098 |
Supplemental disclosures of cash flow information: | ||
Cash paid for interest | 7,207 | 0 |
Cash paid for income taxes | 0 | 0 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Cashless exercise of warrants | 1,296 | 0 |
Common stock issued for deferred offering costs | $ 0 | $ 395,902 |
Nature of Business
Nature of Business | 9 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Business | Note 1 – Nature of Business CNS Pharmaceuticals, Inc. (“we”, “our”, the “Company”) is a clinical pharmaceutical company organized as a Nevada corporation on July 27, 2017 to focus on the development of anti-cancer drug candidates. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2 – Summary of Significant Accounting Policies Basis of Presentation Liquidity and Going Concern Cash and Cash Equivalents 8,076,223 Loss Per Common Share 5,130,240 2,939,736 3,986,630 2,220,736 |
Equity
Equity | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Equity | Note 3 – Equity Common Stock In January 2021, the Company entered into a twelve-month agreement with an investor relations firm that includes the issuance of 25,000 6,250 18,750 18,750 37,875 During the nine months ended September 30, 2021, the Company issued 75,000 140,250 On February 12, 2021, the Company entered into a Capital on Demand™ Sales Agreement (the “Agreement”) with JonesTrading Institutional Services LLC and Brookline Capital Markets, a division of Arcadia Securities, LLC (collectively, the “Agent”). Pursuant to the terms of the Agreement, the Company may sell from time to time, through the Agent, shares of the Company’s common stock with an aggregate sales price of up to $20.0 million. During the nine months ended September 30, 2021, the Company sold 2,063,059 4,653,821 Stock Options In 2017, the Board of Directors of the Company approved the CNS Pharmaceuticals, Inc. 2017 Stock Plan (the “2017 Plan”). The 2017 Plan allows for the Board of Directors to grant various forms of incentive awards for up to 2,000,000 In 2020, the Board of Directors of the Company approved the CNS Pharmaceuticals, Inc. 2020 Stock Plan (the “2020 Plan”). The 2020 Plan allows for the Board of Directors to grant various forms of incentive awards for up to 3,000,000 During the nine months ended September 30, 2021, the Board of Directors approved grants of 739,000 options to officers, employees, board of directors and a consultant. The exercise price of the options ranges from $ 1.80 to $ 3.36 and the options expire ten-years following issuance. The total fair value of these option grants at issuance was $ 1,969,712 . Of the 739,000 options issued, 128,000 options vest on the first anniversary date of issuance, 75,000 options have a vesting term of 25% vest upon issuance, 50% vest upon Board approving a business development acquisition and 25% vest over a three year period in equal installments on each of the succeeding three anniversary dates. The remaining options issued vest in four equal annual installments beginning on the first anniversary following issuance. During the nine months ended September 30, 2021 and 2020, the Company recognized $ 1,228,811 930,443 2,999,404 The following table summarizes the stock option activity for the nine months ended September 30, 2021: Schedule of Stock Option Activity Options Weighted-Average Exercise Price Per Share Outstanding, December 31, 2020 2,200,736 $ 2.00 Granted 739,000 2.99 Exercised – – Forfeited – – Expired – – Outstanding, September 30, 2021 2,939,736 $ 2.25 Exercisable, September 30, 2021 1,450,986 $ 1.72 As of September 30, 2021, the outstanding stock options have a weighted average remaining term of 8.04 years and the aggregate intrinsic value of options vested and outstanding were $ 370,281 and $ 397,375 respectively. As of September 30, 2021, there are no awards remaining to be issued under the 2017 Plan and 2,060,264 awards remaining to be issued under the 2020 Plan. Stock Warrants During the nine months ended September 30, 2021, the Company received $ 332,750 151,250 2.20 1,580,140 1,296,075 The following table summarizes the stock warrant activity for the nine months ended September 30, 2021: Schedule of warrants activity Warrants Weighted-Average Exercise Price Per Share Outstanding, December 31, 2020 6,861,630 $ 3.24 Granted – – Exercised (1,731,390 ) 0.88 Forfeited – – Expired – – Outstanding, September 30, 2021 5,130,240 $ 4.04 Exercisable, September 30, 2021 5,130,240 $ 4.04 As of September 30, 2021 the outstanding and exercisable warrants have a weighted average remaining term of 3.02 738,793 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 4 – Commitments and Contingencies Executive Employment Agreements On September 1, 2017, the Company entered into an employment agreement with Mr. John Climaco pursuant to which Mr. Climaco agreed to serve as Chief Executive Officer and Director of the Company commencing on such date for an initial term of three years. On September 1, 2020, the Company entered into an amendment to the employment agreement with Mr. Climaco. The amendment extends the term of employment under the Employment Agreement, which was originally for a three-year period, for additional twelve-month periods, unless and until either the Company or Mr. Climaco provides written notice to the other party not less than sixty days before such anniversary date that such party is electing not to extend the term. If the Company provides notice of its election not to extend the term, Mr. Climaco may terminate his employment at any time prior to the expiration of the term by giving written notice to the Company at least thirty days prior to the effective date of termination, and upon the earlier of such effective date of termination or the expiration of the term, Mr. Climaco shall be entitled to receive the same severance benefits as are provided upon a termination of employment by the Company without cause. Pursuant to the Amendment, the severance benefits shall be twelve months of Mr. Climaco’s base salary. Such severance payment shall be made in a single lump sum sixty days following the termination, provided that Mr. Climaco has executed and delivered to the Company and has not revoked a general release of the Company. Pursuant to the employment agreement, the compensation committee of the board of directors reviews the base salary payable to Mr. Climaco annually during the term of the agreement. On February 6, 2021, the compensation committee of the board of directors set Mr. Climaco’s 2021 annual base salary to $ 525,000 On June 28, 2019, we entered into employment letters with Drs. Silberman and Picker pursuant to which Dr. Silberman agreed to commit 50% of her time to our matters; and Dr. Picker agreed to commit 25% of his time to our matters. On February 6, 2021, the compensation committee of the board of directors set Drs. Silberman and Picker 2021 annual base salaries to $ 200,000 115,000 On September 14, 2019, the Company, entered into an employment agreement with Christopher Downs to serve as its Chief Financial Officer commencing on the closing date of the Company’s IPO, which occurred on November 13, 2019. The initial term of the Employment Agreement will continue for a period of three years. Pursuant to the employment agreement, the compensation committee of the board of directors reviews the base salary payable to Mr. Downs annually during the term of the agreement. On February 6, 2021, the compensation committee of the board of directors set Mr. Downs’ 2021 annual base salary to $ 340,000 Scientific Advisory Board On July 15, 2021, our compensation committee recommended to our Board and our Board approved the following policy for the Scientific Advisory Board members. The Scientific Advisory board consists of Dr. Waldemar Priebe, a significant shareholder and related party, and Dr. Sigmond Hsu. Each scientific advisory board member shall receive annual cash compensation of $68,600. As of September 30, 2021, the Company has accrued $ 28,767 related to the Scientific Advisory Board compensation. WP744 Portfolio (Berubicin) On November 21, 2017, the Company entered into a Collaboration and Asset Purchase Agreement with Reata Pharmaceuticals, Inc. (“Reata”). Through this agreement, the Company purchased all of Reata’s rights, title, interest and previously conducted research and development results in the chemical compound commonly known as Berubicin. In exchange for these rights, the Company agreed to pay Reata an amount equal to 2.25% of the net sales of Berubicin for a period of 10 years from the Company’s first commercial sale of Berubicin plus $10,000. Reata also agreed to collaborate with the Company on the development of Berubicin, from time to time. On December 28, 2017, the Company entered into a Technology Rights and Development Agreement with Houston Pharmaceuticals, Inc. (“HPI”). HPI is affiliated with Dr. Waldemar Priebe, our founder and largest shareholder. Pursuant to this agreement, the Company obtained a worldwide exclusive license to the chemical compound commonly known as WP744. In exchange for these rights, the Company agreed to pay consideration to HPI as follows: (i) a royalty of 2% of net sales of any product utilizing WP744 for a period of ten years after the first commercial sale of such; and (ii) $100,000 upon beginning Phase II clinical trials; and (iii) $200,000 upon the approval by the FDA of a New Drug Application for any product utilizing WP744; and (iv) a series of quarterly development payments totaling $750,000 beginning immediately after the Company’s raise of $7,000,000 of investment capital. In addition, the Company issued 200,000 shares of the Company’s common stock valued at $0.045 per share to HPI upon execution of the agreement. Our rights pursuant to the HPI License are contingent on us raising at least $7.0 million within 12 months from the effective date of the HPI License, a date which was extended by an additional 12 months by the payment of $40,000. On November 13, 2019, the Company closed its IPO and as a result completed the acquisition of the intellectual property discussed in the HPI agreement. Unrelated to this agreement, the Company purchased $385,000 of pharmaceutical products from HPI for the manufacturing of Berubicin API in a related party transaction reviewed and approved by the Company’s audit committee. During the nine months ended September 30, 2021 and 2020, the Company recognized $ 262,500 150,000 100,000 On August 30, 2018, we entered into a sublicense agreement with WPD Pharmaceuticals, Inc. (“WPD”). Pursuant to the agreement, the Company granted WPD an exclusive sublicense, even as to us, for the patent rights we licensed pursuant to the HPI License within the following countries: Poland, Estonia, Latvia, Lithuania, Belarus, Ukraine, Moldova, Romania, Bulgaria, Serbia, Macedonia, Albania, Armenia, Azerbaijan, Georgia, Montenegro, Bosnia, Croatia, Slovenia, Slovakia, Czech Republic, Hungary, Chechnya, Uzbekistan, Kazakhstan, Kyrgyzstan, Tajikistan, Turkmenistan, Greece, Austria, and Russia. The sublicense agreement provides that WPD must use commercially reasonable development efforts to attempt to develop and commercialize licensed products in the above mentioned territories, which means the expenditure of at least $2.0 million on the development, testing, regulatory approval or commercialization of the licensed products during the three year period immediately following the date of the sublicense agreement. In the event that WPD fails to use commercially reasonable development efforts by the foregoing three-year deadline, we have the right to terminate this sublicense agreement. The Company is currently validating WPD expenditures related to this agreement. In consideration for the rights granted under the sublicense agreement, to the extent we are required to make any payments to HPI pursuant to the HPI License as a result of this sublicense agreement, WPD agreed to advance us such payments, and to pay us a royalty equal to 1% of such payments. WPD is a Polish corporation that is majority-owned by an entity controlled by Dr. Priebe, our founder and largest shareholder. On February 19, 2021, CNS entered into an Investigational Medicinal Product Supply Agreement with WPD, a related party. CNS agreed to sell the Berubicin drug product to WPD at historical cost of manufacturing without markup so that WPD may conduct the clinical trials contemplated by the sublicense agreement. WPD agreed to pay CNS the following payments: (i) an upfront payment of $ 131,073 upon execution of the agreement, (ii), a payment of $ 262,145 upon final batch release and certification performed by WPD's subcontractor, and (iii) a final payment of $262,145 upon Clinical Trial Application acceptance by the relevant regulatory authority. All three milestones have been met as of September 30, 2021. In addition, as of September 30, 2021, the drug product with a cost of approximately $ 655,000 has been delivered to WPD and is being held at a third party depot. As such, the full amount of approximately $655,000 is now due from WPD. As of September 30, 2021, CNS has invoiced the first of the three amounts plus pass through cost for a total of $132,648. However, WPD has not remitted payment for that invoice and, as such we have not recorded a receivable for the second and third milestones due to the collectability issues, and we have recorded a reserve against the related receivable resulting in an increase to our research and development expense. The Company is working with WPD to resolve this situation. On August 31, 2018, the Company entered into a sublicense agreement with Animal Life Sciences, LLC (“ALI”), a related party, pursuant to which we granted ALI an exclusive sublicense, even as to us, for the patent rights we licensed pursuant to the HPI License solely for the treatment of cancer in non-human animals through any type of administration. In consideration for the rights granted under the sublicense agreement, ALI agreed to issue us membership interests in ALI equal to 1.52% of the outstanding ALI membership interests. As additional consideration for the rights granted, to the extent we are required to make any payments to HPI pursuant to the HPI License as a result of this sublicense agreement, ALI agreed to advance us such payments, and to pay us a royalty equal to 1% of such payments. Dr. Waldemar Priebe, our founder and largest shareholder, is also the founder and a shareholder of ALI, holds 38% of the membership interests of ALI. WP1244 Portfolio On January 10, 2020, Company entered into a Patent and Technology License Agreement (“Agreement”) with The Board of Regents of The University of Texas System, an agency of the State of Texas, on behalf of The University of Texas M. D. Anderson Cancer Center (“UTMDACC”). Pursuant to the Agreement, the Company obtained a royalty-bearing, worldwide, exclusive license to certain intellectual property rights, including patent rights, related to the Company’s recently announced WP1244 drug technology. In consideration, the Company must make payments to UTMDACC including an up-front license fee, annual maintenance fee, milestone payments and royalty payments (including minimum annual royalties) on sales of licensed products developed under the Agreement. The term of the Agreement expires on the last to occur of: (a) the expiration of all patents subject to the Agreement, or (b) fifteen years after execution; provided that UTMDACC has the right to terminate this Agreement in the event that the Company fails to meet certain commercial diligence milestones. The commercial diligence milestones are as follows (i) initiated PC toxicology to support filing of Investigational New Drug Application (“IND”) or New Drug Application (“NDA”) for the Licensed Product within the eighteen (18) month period following the Effective Date (ii) file and IND for the Licensed Product within three (3) year period following the Effective Date and (iii) Commencement of Phase I Study within the five (5) year period following the Effective Date. During the nine months ended September 30, 2021, the Company paid $ 22,902 25,766 On May 7, 2020, pursuant to the WP1244 Portfolio license agreement described above, the Company entered into a Sponsored Research Agreement with UTMDACC to perform research relating to novel anticancer agents targeting CNS malignancies. The Company agreed to fund approximately $1,134,000 over a two-year period. The Company recorded $ 734,000 200,000 to UTMDACC related to this agreement. As of September 30, 2021, the Company has accrued $ 600,000 Anti-Viral Portfolio On March 20, 2020, the Company entered into a Development Agreement (“Agreement”) with WPD Pharmaceuticals (“WPD”), a company founded by Dr. Waldemar Priebe, the founder and largest shareholder of the Company. Pursuant to the Agreement, WPD agreed to use its commercially reasonable efforts in good faith to develop and commercialize certain products that WPD had previously sublicensed, solely in the field of pharmaceutical drug products for the treatment of any viral infection in humans, with a goal of eventual approval of in certain territories consisting of: Germany, Poland, Estonia, Latvia, Lithuania, Belarus, Ukraine, Romania, Armenia, Azerbaijan, Georgia, Slovakia, Czech Republic, Hungary, Uzbekistan, Kazakhstan, Greece, Austria, Russia, Netherlands, Turkey, Belgium, Switzerland, Sweden, Portugal, Norway, Denmark, Ireland, Finland, Luxembourg, Iceland. Pursuant to the Agreement, the Company agreed to pay WPD the following payments: (i) an upfront payment of $ 225,000 On July 24, 2021, the Company received Fast Track Designation from the FDA for Berubicin. Fast Track Designation is designed to facilitate the development and expedite the review of drugs to treat serious conditions and fill an unmet medical need. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 5 – Subsequent Events Subsequent to September 30, 2021, the Company received a notice to exercise 915,263 warrants on a cashless basis resulting in issuance of 460,232 shares of common stock. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Liquidity and Going Concern | Liquidity and Going Concern |
Cash and Cash Equivalents | Cash and Cash Equivalents 8,076,223 |
Loss Per Common Share | Loss Per Common Share 5,130,240 2,939,736 3,986,630 2,220,736 |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Schedule of Stock Option Activity | Schedule of Stock Option Activity Options Weighted-Average Exercise Price Per Share Outstanding, December 31, 2020 2,200,736 $ 2.00 Granted 739,000 2.99 Exercised – – Forfeited – – Expired – – Outstanding, September 30, 2021 2,939,736 $ 2.25 Exercisable, September 30, 2021 1,450,986 $ 1.72 |
Schedule of warrants activity | Schedule of warrants activity Warrants Weighted-Average Exercise Price Per Share Outstanding, December 31, 2020 6,861,630 $ 3.24 Granted – – Exercised (1,731,390 ) 0.88 Forfeited – – Expired – – Outstanding, September 30, 2021 5,130,240 $ 4.04 Exercisable, September 30, 2021 5,130,240 $ 4.04 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Cash in excess of FDIC | $ 8,076,223 | |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 5,130,240 | 3,986,630 |
Stock Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive shares | 2,939,736 | 2,220,736 |
Equity (Details - Option Activi
Equity (Details - Option Activity) - Stock Options [Member] | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options Outstanding, Beginning | shares | 2,200,736 |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 2 |
Number of Options Granted | shares | 739,000 |
Weighted Average Exercise Price Granted | $ / shares | $ 2.99 |
Number of Options Exercised | shares | 0 |
Weighted Average Exercise Price Exercised | $ / shares | |
Number of Options Forfeited | shares | 0 |
Weighted Average Exercise Price Forfeited | $ / shares | |
Number of Options Expired | shares | 0 |
Weighted Average Exercise Price Expired | $ / shares | |
Number of Options Outstanding, Ending | shares | 2,939,736 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 2.25 |
Number of Options Outstanding, Exercisable | shares | 1,450,986 |
Weighted Average Exercise Price Exercisable | $ / shares | $ 1.72 |
Equity (Details - Warrant Activ
Equity (Details - Warrant Activity) - Warrants [Member] | 9 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Warrants Outstanding, Beginning | shares | 6,861,630 |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 3.24 |
Number of Warrants Granted | shares | 0 |
Weighted Average Exercise Price Granted | $ / shares | |
Number of Warrants Exercised | shares | (1,731,390) |
Weighted Average Exercise Price Exercised | $ / shares | $ 0.88 |
Number of Warrants Forfeited | shares | 0 |
Weighted Average Exercise Price Forfeited | $ / shares | |
Number of Warrants Expired | shares | 0 |
Weighted Average Exercise Price Expired | $ / shares | |
Number of Warrants Outstanding, Ending | shares | 5,130,240 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 4.04 |
Number of Warrants Outstanding, Exercisable | shares | 5,130,240 |
Weighted Average Exercise Price Outstanding, Exercisable | $ / shares | $ 4.04 |
Equity (Details Narrative)
Equity (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | ||
Jan. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | |
Class of Stock [Line Items] | ||||
Share-based compensation expense | $ 1,406,936 | $ 930,443 | ||
Proceeds from exercise of warrants | $ 332,750 | 0 | ||
Warrants to be exercised | 1,580,140 | |||
Warrants to be exercised, common shares to be issued | 1,296,075 | |||
Stock Options [Member] | ||||
Class of Stock [Line Items] | ||||
Share-based compensation expense | $ 1,228,811 | $ 930,443 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 739,000 | |||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 2.99 | |||
Unrecognized compensation expense | $ 2,999,404 | |||
Weighted average remaining term | 8 years 14 days | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Aggregate Intrinsic Value | $ 370,281 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Aggregate Intrinsic Value | $ 397,375 | |||
Warrants [Member] | ||||
Class of Stock [Line Items] | ||||
Restricted stock granted | 0 | |||
Weighted average remaining term | 3 years 7 days | |||
Warrant exercise price | $ 4.04 | $ 3.24 | ||
Aggregate intrinsic value of warrants outstanding | $ 738,793 | |||
Warrants [Member] | Price 2.20 [Member] | ||||
Class of Stock [Line Items] | ||||
Proceeds from exercise of warrants | $ 332,750 | |||
Number of warrants exercised | 151,250 | |||
Warrant exercise price | $ 2.20 | |||
2017 Stock Plan [Member] | ||||
Class of Stock [Line Items] | ||||
Shares authorized under plan | 2,000,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 0 | |||
2020 Stock Plan [Member] | ||||
Class of Stock [Line Items] | ||||
Shares authorized under plan | 3,000,000 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 2,060,264 | |||
Capital On Demand Agreement [Member] | ||||
Class of Stock [Line Items] | ||||
Stock issued during the period | $ 2,063,059 | |||
Proceeds from sale of stock | $ 4,653,821 | |||
Investor [Member] | ||||
Class of Stock [Line Items] | ||||
Shares issued for service | 75,000 | |||
Shares issued for service, value | $ 140,250 | |||
Investor Relations [Member] | Restricted Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Restricted stock granted | 25,000 | |||
Restricted stock issued | 6,250 | |||
Restricted stock vested | 18,750 | |||
Restricted stock issued | 18,750 | |||
Share-based compensation expense | $ 37,875 | |||
Officers And Employees [Member] | Stock Options [Member] | ||||
Class of Stock [Line Items] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 739,000 | |||
[custom:FairValueOfOptionsGranted] | $ 1,969,712 | |||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested, Number of Shares | 128,000 | |||
Officers And Employees [Member] | Stock Options [Member] | Minimum [Member] | ||||
Class of Stock [Line Items] | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 1.80 | |||
Officers And Employees [Member] | Stock Options [Member] | Maximum [Member] | ||||
Class of Stock [Line Items] | ||||
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price | $ 3.36 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Accrued expenses | $ 901,222 | $ 901,222 | $ 519,804 | ||||
Research and development expense | 2,578,016 | $ 1,042,274 | 7,449,869 | $ 3,147,636 | |||
WPD Product Supply Agreement [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
[custom:ProductHeldAtThirdPartyDepot-0] | 655,000 | 655,000 | |||||
WPD Product Supply Agreement [Member] | Upfront Payment [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Due from Other Related Parties, Current | 131,073 | 131,073 | |||||
WPD Product Supply Agreement [Member] | Pass Thru Costs [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Due from Other Related Parties, Current | 262,145 | 262,145 | |||||
Scientific Advisory Board [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Accrued expenses | 28,767 | 28,767 | |||||
Houston Pharmaceuticals [Member] | Technology Rights Agreement [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Accrued expenses | 100,000 | 100,000 | |||||
Royalty income | 262,500 | $ 150,000 | |||||
UTMDACC [Member] | Patent And Technology License Agr [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Accrued expenses | 25,766 | 25,766 | |||||
License fee | 22,902 | ||||||
Contractual obligation | $ 200,000 | 200,000 | |||||
UTMDACC [Member] | Sponsored Research Agreement [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Contractual obligation | $ 734,000 | ||||||
Research and development expense | 600,000 | ||||||
WPD [Member] | Development Agreement [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Development Fees | $ 225,000 | ||||||
Climaco [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Salary and wages | $ 525,000 | ||||||
Silberman [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Salary and wages | 200,000 | ||||||
Picker [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Salary and wages | 115,000 | ||||||
Downs [Member] | |||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||||||
Salary and wages | $ 340,000 |