Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Jun. 30, 2023 | Jul. 31, 2023 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001833214 | |
Entity Registrant Name | SAB Biotherapeutics, Inc. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2023 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-39871 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 85-3899721 | |
Entity Address, Address Line One | 2100 East 54th Street Nort | |
Entity Address, City or Town | Sioux Falls | |
Entity Address, State or Province | SD | |
Entity Address, Postal Zip Code | 57104 | |
City Area Code | 605 | |
Local Phone Number | 679-6980 | |
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 | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 52,319,156 | |
Warrant [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Warrants, each exercisable for one share of Common Stock at an exercise price of $11.50 per share | |
Trading Symbol | SABSW | |
Security Exchange Name | NASDAQ | |
Common Stock [Member] | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common stock, $0.0001 par value per share | |
Trading Symbol | SABS | |
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Assets | ||
Cash and cash equivalents | $ 7,774,459 | $ 15,046,894 |
Accounts receivable, net | 364,117 | 5,556,577 |
Prepaid expenses | 867,604 | 1,493,982 |
Total current assets | 9,006,180 | 22,097,453 |
Long-term prepaid insurance | 434,000 | 467,694 |
Operating lease right-of-use assets | 730,583 | 1,192,054 |
Financing lease right-of-use assets | 3,744,185 | 3,896,873 |
Property, plant and equipment, net | 21,527,612 | 23,250,853 |
Total assets | 35,442,560 | 50,904,927 |
Current liabilities | ||
Accounts payable | 1,403,847 | 3,679,116 |
Notes payable | 111,894 | 772,665 |
Operating lease liabilities, current portion | 545,964 | 490,794 |
Finance lease liabilities, current portion | 127,022 | 132,788 |
Deferred grant income | 2,894,781 | 0 |
Accrued expenses and other current liabilities | 5,927,527 | 9,917,981 |
Total current liabilities | 11,011,035 | 14,993,344 |
Operating lease liabilities, noncurrent | 91,816 | 361,225 |
Finance lease liabilities, noncurrent | 3,485,754 | 3,629,642 |
Warrant liabilities | 595,860 | 320,930 |
Convertible Debt | 541,644 | 541,644 |
Total liabilities | 15,726,109 | 19,846,785 |
Commitments and contingencies (Note 16) | ||
Stockholders’ equity | ||
Preferred stock; $0.0001 par value; 10,000,000 shares authorized, 0 shares issued and outstanding at June 30, 2023 and December 31, 2022 | 0 | 0 |
Common stock; $0.0001 par value; 490,000,000 shares authorized at June 30, 2023 and December 31, 2022; 52,861,314 and 50,940,920 shares issued, respectively, and 52,314,656 and 50,394,262 outstanding at June 30, 2023 and December 31, 2022, respectively | 5,286 | 5,094 |
Treasury stock, at cost; 546,658 shares held at June 30, 2023 and December 31, 2022 | (5,521,246) | (5,521,246) |
Additional paid-in capital | 87,336,872 | 84,444,049 |
Accumulated deficit | (62,104,461) | (47,869,755) |
Total stockholders’ equity | 19,716,451 | 31,058,142 |
Total liabilities and stockholders’ equity | $ 35,442,560 | $ 50,904,927 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares | Jun. 30, 2023 | Dec. 31, 2022 |
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized (in shares) | 490,000,000 | 490,000,000 |
Common stock, issued (in shares) | 52,861,314 | 50,940,920 |
Common stock, outstanding (in shares) | 52,314,656 | 50,394,262 |
Treasury stock, shares (in shares) | 546,658 | 546,658 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Revenue | ||||
Grant revenue | $ 85,518 | $ 6,350,525 | $ 666,619 | $ 18,153,601 |
Total revenue | 85,518 | 6,350,525 | 666,619 | 18,153,601 |
Operating expenses | ||||
Research and development | 3,662,130 | 8,584,427 | 8,197,851 | 21,947,692 |
General and administrative | 2,900,006 | 4,309,042 | 6,347,395 | 9,456,191 |
Total operating expenses | 6,562,136 | 12,893,469 | 14,545,246 | 31,403,883 |
Loss from operations | (6,476,618) | (6,542,944) | (13,878,627) | (13,250,282) |
Other income (expense) | ||||
Changes in fair value of warrant liabilities | (357,516) | 1,730,080 | (274,930) | 9,579,652 |
Interest expense | (75,320) | (71,237) | (167,705) | (143,259) |
Interest income | 28,568 | 15,824 | 86,556 | 23,757 |
Total other income (expense) | (404,268) | 1,674,667 | (356,079) | 9,460,150 |
Loss before income taxes | (6,880,886) | (4,868,277) | (14,234,706) | (3,790,132) |
Income tax expense (benefit) | 0 | (92,281) | 0 | 0 |
Net loss | $ (6,880,886) | $ (4,775,996) | $ (14,234,706) | $ (3,790,132) |
Loss per common share attributable to the Company’s shareholders | ||||
Basic and diluted earnings per common share (in dollars per share) | $ (0.14) | $ (0.11) | $ (0.28) | $ (0.09) |
Weighted-average common shares outstanding – basic and diluted (in shares) | 50,421,262 | 42,999,413 | 50,407,412 | 43,048,254 |
Consolidated Statements of Chan
Consolidated Statements of Changes In Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock, Common [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2021 | 43,487,279 | 0 | |||
Balance at Dec. 31, 2021 | $ 4,349 | $ 67,674,515 | $ 0 | $ (29,128,951) | $ 38,549,913 |
Issuance of common stock for exercise of stock options (in shares) | 14,500 | 0 | |||
Issuance of common stock for exercise of stock options | $ 1 | 7,829 | $ 0 | 0 | 7,830 |
Forward Share Purchase Agreement, final settlement | $ 0 | 817,060 | $ 0 | 0 | 817,060 |
Repurchase of common stock pursuant to the Forward Share Purchase Agreement (in shares) | 0 | (546,658) | |||
Repurchase of common stock pursuant to the Forward Share Purchase Agreement | $ 0 | 5,521,246 | $ (5,521,246) | 0 | 0 |
Stock-based compensation | 0 | 897,600 | 0 | 0 | 897,600 |
Net loss | $ 0 | 0 | $ 0 | 985,863 | 985,863 |
Balance (in shares) at Mar. 31, 2022 | 43,501,779 | (546,658) | |||
Balance at Mar. 31, 2022 | $ 4,350 | 74,918,250 | $ (5,521,246) | (28,143,088) | 41,258,266 |
Balance (in shares) at Dec. 31, 2021 | 43,487,279 | 0 | |||
Balance at Dec. 31, 2021 | $ 4,349 | 67,674,515 | $ 0 | (29,128,951) | 38,549,913 |
Net loss | (3,790,132) | ||||
Balance (in shares) at Jun. 30, 2022 | 43,577,543 | (546,658) | |||
Balance at Jun. 30, 2022 | $ 4,358 | 75,557,244 | $ (5,521,246) | (32,919,084) | 37,121,272 |
Balance (in shares) at Mar. 31, 2022 | 43,501,779 | (546,658) | |||
Balance at Mar. 31, 2022 | $ 4,350 | 74,918,250 | $ (5,521,246) | (28,143,088) | 41,258,266 |
Issuance of common stock for exercise of stock options (in shares) | 75,764 | 0 | |||
Issuance of common stock for exercise of stock options | $ 8 | 69,133 | $ 0 | 0 | 69,141 |
Stock-based compensation | 0 | 569,861 | 0 | 0 | 569,861 |
Net loss | $ 0 | 0 | $ 0 | (4,775,996) | (4,775,996) |
Balance (in shares) at Jun. 30, 2022 | 43,577,543 | (546,658) | |||
Balance at Jun. 30, 2022 | $ 4,358 | 75,557,244 | $ (5,521,246) | (32,919,084) | 37,121,272 |
Balance (in shares) at Dec. 31, 2022 | 50,940,920 | (546,658) | |||
Balance at Dec. 31, 2022 | $ 5,094 | 84,444,049 | $ (5,521,246) | (47,869,755) | 31,058,142 |
Issuance of common stock for exercise of stock options (in shares) | 3,500 | 0 | |||
Issuance of common stock for exercise of stock options | $ 0 | 1,890 | $ 0 | 0 | 1,890 |
Stock-based compensation | 0 | 602,780 | 0 | 0 | 602,780 |
Net loss | 0 | 0 | 0 | (7,353,820) | (7,353,820) |
Professional fees paid with warrants | $ 0 | 93,530 | $ 0 | 0 | 93,530 |
Balance (in shares) at Mar. 31, 2023 | 50,944,420 | (546,658) | |||
Balance at Mar. 31, 2023 | $ 5,094 | 85,142,249 | $ (5,521,246) | (55,223,575) | 24,402,522 |
Balance (in shares) at Dec. 31, 2022 | 50,940,920 | (546,658) | |||
Balance at Dec. 31, 2022 | $ 5,094 | 84,444,049 | $ (5,521,246) | (47,869,755) | 31,058,142 |
Net loss | (14,234,706) | ||||
Balance (in shares) at Jun. 30, 2023 | 52,861,314 | (546,658) | |||
Balance at Jun. 30, 2023 | $ 5,286 | 87,336,872 | $ (5,521,246) | (62,104,461) | 19,716,451 |
Balance (in shares) at Mar. 31, 2023 | 50,944,420 | (546,658) | |||
Balance at Mar. 31, 2023 | $ 5,094 | 85,142,249 | $ (5,521,246) | (55,223,575) | 24,402,522 |
Stock-based compensation | 0 | 644,815 | 0 | 0 | 644,815 |
Net loss | $ 0 | 0 | $ 0 | (6,880,886) | (6,880,886) |
Issuance of common stock for settlement of accrued liabilities (in shares) | 1,916,894 | 0 | |||
Issuance of common stock for settlement of accrued liabilities | $ 192 | 1,549,808 | $ 0 | 0 | 1,550,000 |
Balance (in shares) at Jun. 30, 2023 | 52,861,314 | (546,658) | |||
Balance at Jun. 30, 2023 | $ 5,286 | $ 87,336,872 | $ (5,521,246) | $ (62,104,461) | $ 19,716,451 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | |
Cash flows from operating activities: | ||
Net loss | $ (14,234,706) | $ (3,790,132) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,767,226 | 1,385,427 |
Amortization of right-of-use assets | 48,209 | 73,016 |
Stock-based compensation expense | 1,247,595 | 1,467,461 |
Gain on sale of equipment | 0 | (14,278) |
Changes in fair value of warrant liabilities | 274,930 | (9,579,652) |
Professional fees paid with equity instruments | 143,530 | 0 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 5,194,842 | (1,601,964) |
Prepaid expenses | 657,689 | 324,889 |
Operating lease right-of-use assets | 266,755 | (36,056) |
Accounts payable | (2,275,271) | 485,058 |
Due to related party | 0 | (2,367) |
Deferred grant income | 2,894,781 | (100,000) |
Accrued expense and other current liabilities | (2,490,453) | (2,597,169) |
Net cash used in operating activities | (6,504,873) | (13,985,767) |
Cash flows from investing activities: | ||
Proceeds from the sale of equipment | 0 | 76,390 |
Purchases of equipment | (43,984) | (1,970,156) |
Net cash used in investing activities | (43,984) | (1,893,766) |
Cash flows from financing activities: | ||
Payments of notes payable | (660,772) | (1,516,833) |
Payments related to the Forward Share Purchase Agreement | 0 | (5,521,246) |
Principal payments on finance leases | (64,696) | (87,884) |
Proceeds from exercise of stock options | 1,890 | 76,971 |
Net cash used in financing activities | (723,578) | (7,048,992) |
Net decrease in cash and cash equivalents | (7,272,435) | (22,928,525) |
Cash and cash equivalents | ||
Beginning of year | 15,046,894 | 39,545,018 |
End of period | 7,774,459 | 16,616,493 |
Supplemental disclosures: | ||
Cash paid for interest | 120,022 | 143,259 |
Supplemental information on non-cash investing and finance activities: | ||
Settlement of accrued liabilities through the issuance of common stock | $ 1,500,000 | $ 0 |
Note 1 - Nature of Business
Note 1 - Nature of Business | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Nature of Operations [Text Block] | ( 1 On October 22, 2021 ( June 21, 2021, August 12, 2021, SAB is a clinical-stage biopharmaceutical company focused on the development and commercialization of a portfolio of products from its proprietary immunotherapy platform to produce fully targeted human polyclonal antibodies, without using human plasma or serum. SAB’s novel DiversitAb platform enables the rapid production of large amounts of targeted human polyclonal antibodies, leveraging transchromosomic cattle (Tc Bovine™) that have been genetically designed to produce human antibodies (immunoglobulin G) rather than bovine in response to an antigen. Animal antibodies have been made in rabbits, sheep and horses. However, SAB’s platform is the first Going Concern As of June 30, 2023 4, Revenue one To continue as a going concern, the Company will need, among other things, to raise additional capital resources. The Company plans to seek additional funding through a combination of equity or debt financings, or other third may not may The unaudited consolidated financial statements as of June 30, 2023 not may |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | ( 2 A summary of the significant accounting policies applied in preparation of the accompanying consolidated financial statements is set forth below. Basis of presentation The financial statements have been prepared in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position for the periods presented. The Business Combination was accounted for as a reverse recapitalization in accordance with U.S. GAAP (the “Reverse Recapitalization”). Under this method of accounting, BCYP is treated as the “acquired” company and SAB Biotherapeutics is treated as the acquirer for financial reporting purposes. Accordingly, for accounting purposes, the Reverse Recapitalization was treated as the equivalent of SAB Biotherapeutics issuing stock for the net assets of BCYP, accompanied by a recapitalization. The net assets of BCYP are stated at historical cost, with no • SAB Biotherapeutics’ shareholders have the largest portion of voting rights in the Company; • the board of directors and management are primarily composed of individuals associated with SAB Biotherapeutics; • the operations of SAB comprise the ongoing operations of the Company. The consolidated assets, liabilities and results of operations prior to the Reverse Recapitalization are those of SAB Biotherapeutics. At the Closing Date, and subject to the terms and conditions of the Merger Agreement, each share of SAB Biotherapeutics common stock, par value $0.0001 per share, and each share of the SAB Biotherapeutics convertible preferred stock that was convertible into a share of SAB Biotherapeutics common stock at a one one imately 0.4653 (the “Ex Emerging growth company status The Company is an “emerging growth company,” as defined in Section 2 1933, 2012, may not not not 404 not Further, Section 102 1 not not 1934, not may Principles of consolidation The accompanying consolidated financial statements include the results of the Company and its wholly owned subsidiaries, SAB Sciences, Inc., SAB Capra, LLC, Aurochs, LLC, and SAB BIO PTY LTD. Intercompany balances and transactions have been eliminated in consolidation. Significant risks and uncertainties The Company’s operations are subject to a number of factors that can affect its operating results and financial condition. Such factors include, but are not The Company currently has no no may Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and the disclosure of contingent assets and liabilities in the financial statements. The Company has used significant estimates in its determination of stock-based compensation assumptions, determination of the fair value of the Company’s common stock prior to becoming a public company, determination of the fair value of the Company’s warrants, determination of the incremental borrowing rate (“IBR”) used in the calculation of the Company’s right of use assets and lease liabilities, and the valuation allowance on deferred tax assets. Actual amounts realized may Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The following fair value hierarchy classifies the inputs to valuation techniques that would be used to measure fair value into one three Level 1: Level 2: not Level 3: Certain of the Company’s financial instruments are not The Company accounts for warrants to purchase its common stock pursuant to ASC Topic 470, Debt 480, Distinguishing Liabilities from Equity 12, Fair Value Measurements no 12, Fair Value Measurements Cash and cash equivalents Cash equivalents include short-term, highly liquid instruments, consisting of money market accounts and short-term investments with original maturities at the date of purchase of 90 Accounts receivable Accounts receivable are carried at original invoice amount, less an allowance for doubtful accounts. The Company estimates an allowance for doubtful accounts for potential credit losses that are expected to be incurred, based on management’s assessment of the collectability of specific accounts, the aging of the accounts receivable, historical information and other currently available evidence. Receivables are written off when deemed uncollectible. To date, no receivables have been written off. The Company had no allowance for doubtful accounts as of June 30, 2023 December 31, 2022 Concentration of credit risk The Company maintains its cash and cash equivalent balances in the form of business checking accounts and money market accounts, the balances of which, at times, may no not six June 30, 2023 June 30, 2022. The Company received 100% of its total revenue through grants from government organizations during the three six June 30, 2023 2022 Lease liabilities and right-of-use assets The Company is party to certain contractual arrangements for equipment, lab space, and an animal facility, which meet the definition of leases under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 842, Leases 842” 842, The Company elected not 842 twelve Research and development expenses Expenses incurred in connection with research and development activities are expensed as incurred. These include licensing fees to use certain technology in the Company’s research and development projects, fees paid to consultants and various entities that perform certain research and testing on behalf of the Company, and expenses related to salaries, benefits, and stock-based compensation granted to employees in research and development functions. During the three six June 30, 2023 2022 185, June 30, 2023 no 185. 176, 1 g and 100% of t he contract has been paid as of June 30, 2023 . SAB has also contracted with hVIVO Services Limited to conduct the Phase 2a 176. 100% o June 30, 2023 Equipment The Company records equipment at cost less depreciation. Depreciation is calculated using straight-line methods over the following estimated useful lives (in years): (in years) Animal facility equipment 7 Laboratory equipment 7 Leasehold improvements Shorter of asset life or lease term Office furniture & equipment 5 Vehicles 5 Repairs and maintenance expenses are expensed as incurred. Impairment of long-lived assets The Company reviews the recoverability of long-lived assets, including the related useful lives, whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not three six June 30, 2023 2022 Stock-based compensation FASB ASC Topic 718, Compensation Stock Compensation third Subsequent to the Business Combination, the board of directors elected to determine the fair value of post-merger common stock based on the closing market price at closing on the date of grant. In determining the fair value of stock-based awards, the Company utilizes the Black-Scholes option-pricing model, which uses both historical and current market data to estimate fair value. The Black-Scholes option-pricing model incorporates various assumptions, such as the value of the underlying common stock, the risk-free interest rate, expected volatility, expected dividend yield, and expected life of the options. For awards with performance-based vesting criteria, the Company estimates the probability of achievement of the performance criteria and recognizes compensation expense related to those awards expected to vest. No may ten Income taxes Deferred income taxes reflect future tax effects of temporary differences between the tax and financial reporting basis of the Company’s assets and liabilities measured using enacted tax laws and statutory tax rates applicable to the periods when the temporary differences will affect taxable income. When necessary, deferred tax assets are reduced by a valuation allowance, to reflect realizable value, and all deferred tax balances are reported as long-term on the consolidated balance sheet. Accruals are maintained for uncertain tax positions, as necessary. Income tax expense includes the current tax liability from operations and the change in deferred income taxes during the year. Current tax liabilities or receivables are recognized for estimated income tax payable and/or refundable for the current year. The Company uses a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken, or expected to be taken, in a tax return. The Company has elected to treat interest and penalties related to income taxes, to the extent they arise, as a component of income taxes. Revenue recognition The Company’s revenue is primarily generated through grants from government and other (non-government) organizations. Grant revenue is recognized during the period that the research and development services occur, as qualifying expenses are incurred, or conditions of the grants are met. The Company concluded that payments received under these grants represent conditional, nonreciprocal contributions, as described in ASC 958, Not not 606, Revenue from Contracts with Customers not Deferred grant income represents grant proceeds received by the Company prior to the period in which the research and development services occur, as qualifying expenses are incurred, or conditions of the grants are met. Comprehensive income (loss) The Company had no three six June 30, 2023 2022 Litigation From time to time, the Company is involved in legal proceedings, investigations and claims generally incidental to its normal business activities. In accordance with U.S. GAAP, the Company accrues for loss contingencies when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Legal costs in connection with loss contingencies are expensed as incurred. Earnings per share In accordance with ASC 260, Earnings per Share 260” Segment reporting In accordance with ASC 280, Segment Reporting Common stock valuations Prior to the Business Combination, the Company was required to periodically estimate the fair value of its common stock with the assistance of an independent third Subsequent to the Business Combination, the Company now determines the fair value of common stock based on the closing market price at closing on the date of grant. Compensation expense related to stock-based transactions is measured and recognized in the financial statements at fair value of the post-merger common stock based on the closing market price at closing on the date of grant. Stock-based compensation expense is measured at the grant date based on the fair value of the equity award and is recognized as expense over the requisite service period, which is generally the vesting period, on the straight-line method. The Company estimates the fair value of each stock option award on the date of grant using the Black-Scholes option-pricing model. Determining the fair value of stock option awards at the grant date requires judgment, including estimating the expected volatility, expected term, risk-free interest rate, and expected dividends. |
Note 3 - New Accounting Standar
Note 3 - New Accounting Standards | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Accounting Standards Update and Change in Accounting Principle [Text Block] | ( 3 Recently adopted standards In May 2021, 2021 04, Earnings Per Share (Topic 260 Modifications and Extinguishments (Subtopic 470 50 Stock Compensation (Topic 718 Contracts in Entity s Own Equity (Subtopic 815 40 s Accounting for Certain Modifications or Exchanges of Freestanding Equity-Classified Written Call Options 2021 04 2021 04 December 15, 2021, 2021 04 January 1, 2022, not In July 2021, 2021 05, Leases (Topic 842 December 15, 2021, 2021 05 January 1, 2022, not In November 2021, 2021 10, Government Assistance (Topic 832 1 2 3 2021 10 December 15, 2021, 2021 10 January 1, 2022, not In July 2016, No. 2016 13, Financial Instruments - Credit Losses (Topic 326 2016 13” 2016 13 December 15, 2022, 2016 13 January 1, 2023, not |
Note 4 - Revenue
Note 4 - Revenue | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | ( 4 During the three six June 30, 2023 2022 Government grants The total revenue for government grants was approximately $86 thousand and $667 thousand for the three six June 30, 2023 three six June 30, 2022 National Institute of Health – National Institute of Allergy and Infectious Disease (“NIH-NIAID”) (Federal Award #1R44AI117976 01A1 September 2019 August 2021. August 2022. three six June 30, 2023 three six June 30, 2022 2022. NIH-NIAID (Federal Award #1R41AI131823 02 April 2019 March 2021. March 2023. three June 30, 2023 six June 30, 2023 three six June 30, 2022 June 30, 2023. NIH-NIAID through Geneva Foundation (Federal Award #1R01AI132313 01, 10511 01 August 2017 July 2021. July 2023. three six June 30, 2023 three six June 30, 2022 June 30, 2023. US Department of Defense (“DoD”), Joint Program Executive Office for Chemical, Biological, Radiological and Nuclear Defense Enabling Biotechnologies (“JPEO”) through Advanced Technology International – this grant was for a potential of $25 million, awarded in stages starting in August 2019 February 2023. 2020 2021 three six June 30, 2023 three six June 30, 2022 2022. The grants for the JPEO Rapid Response contract are cost reimbursement agreements, with reimbursement of qualified direct research and development expense (labor and consumables) with an overhead charge (based on actual, reviewed quarterly) and a fixed fee (9%). On August 3, 2022, August 7, 2019 September 14, 2021, 185 September 9, 2022; December 15, 2022; January 12, 2023. third no 2, Summary of Significant Accounting Policies |
Note 5 - Earnings Per Share
Note 5 - Earnings Per Share | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | ( 5 The following is a reconciliation of the numerator and denominator used to calculate basic earnings per share and diluted earnings per share for th three six June 30, 2023 2022 Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Calculation of basic and diluted loss per share attributable to the Company’s shareholders Net loss attributable to the Company’s shareholders $ (6,880,886 ) $ (4,775,996 ) $ (14,234,706 ) $ (3,790,132 ) Weighted-average common shares outstanding – basic and diluted 50,421,262 42,999,413 50,407,412 43,048,254 Net loss per share, basic and diluted $ (0.14 ) $ (0.11 ) $ (0.28 ) $ (0.09 ) The Company’s potentially dilutive securities, which include stock options, common stock warrants, convertible debt, earnout shares, and contingently issuable earnout shares have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect: Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Stock options and awards 884,123 1,846,889 610,646 2,398,870 Convertible Debt 382,623 — 382,623 — Common Stock Warrants (1) 13,832,890 5,958,600 13,832,890 5,958,600 Earnout Shares (2) 10,491,937 10,491,937 10,491,937 10,491,937 Contingently issuable Earnout Shares from unexercised Rollover Options 1,508,063 1,508,063 1,508,063 1,508,063 Total 27,099,636 19,805,489 26,826,159 20,357,470 ( 1 Included in Common Stock Warrants are the 5,750,000 publicly-traded warrants (the “Public Warrants”), 208,600 warrants held by assignees of Big Cypress Holdings, LLC (the “Private Placement Warrants”), 300,000 warrants held by Ladenburg Thalmann & Co. Inc. (the “Ladenburg Warrants”), 7,363,377 warrants issued to the investors in the December December 12, Fair Value Measurements ( 2 As the Earnout Shares are subject to certain vesting requirements not three six June 30, 2023 2022 |
Note 6 - Property, Plant and Eq
Note 6 - Property, Plant and Equipment, Net | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | ( 6 As of June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022 Laboratory equipment $ 9,979,079 $ 9,000,114 Animal facility 8,357,667 8,357,667 Animal facility equipment 1,141,213 1,141,213 Construction-in-progress — 308,317 Leasehold improvements 9,296,343 9,296,343 Vehicles 208,453 192,683 Office furniture and equipment 631,910 1,233,038 Total Property, plant and equipment, gross 29,614,665 29,529,375 Less: accumulated depreciation and amortization (8,087,053 ) (6,278,522 ) Property, plant and equipment, net $ 21,527,612 $ 23,250,853 Depreciation and amortization expense was $0.87 million and $1.77 million for the three six June 30, 2023 three six June 30, 2022 All tangible personal property with a useful life of at least three not As of June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022 New office space at Headquarters $ — $ 85,767 IT equipment at Headquarters — 84,739 Software — 137,811 Total construction-in-progress $ — $ 308,317 |
Note 7 - Leases
Note 7 - Leases | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Lessee, Operating And Finance Leases [Text Block] | ( 7 The Company has an operating lease for lab space from Sanford Health, under a lease that started in June 2014 June 2019, August 2024. one October 2022 October 2022, October 2022 September 2023, not October 1, 2022, 9, Notes Payable October 2022 842 Leases October 1, 2022. October 2022 not not The Company entered into a lease for office, laboratory, and warehouse space in November 2020, July 2022 not not three July 2022 842 Leases November 2020 July 2022, November 2022 July 2022, The Company has the following finance leases: • In December 2018, • In December 2018, five November 2022. • In July 2018, five June 2023. The lease agreements do not The amortizable lives of the operating lease assets are limited by their expected lease terms. The amortizable lives of the finance lease assets are limited by their expected lives, as the Company intends to exercise the purchase options at the end of the leases. The following is the estimated useful lives of the finance lease assets: (in years) Animal Facility 40 Equipment 3 7 Land Indefinite The Company’s weighted-average remaining lease term and weighted-average discount rate for operating and finance leases as of June 30, 2023 Operating Finance Weighted-average remaining lease term (in years) 0.96 15.42 Weighted-average discount rate 6.42 % 7.72 % The table below reconciles the undiscounted future minimum lease payments under non-cancelable leases with terms of more than one June 30, 2023 Operating Finance 2023 - remaining $ 292,655 $ 200,748 2024 368,320 401,496 2025 — 401,496 2026 — 401,496 2027 — 401,496 Thereafter — 4,382,998 Undiscounted future minimum lease payments 660,975 6,189,730 Less: Amount representing interest payments (23,195 ) (2,576,954 ) Total lease liabilities 637,780 3,612,776 Less current portion (545,964 ) (127,022 ) Noncurrent lease liabilities $ 91,816 $ 3,485,754 Operating lease expense was approximately $249 thousand and $291 thousand, respectively, for the three June 30, 2023 2022 nd six June 30, 2023 2022 Finance lease costs for the three June 30, 2023 2022 six June 30, 2023 2022 Cash payments under operating and finance leases were approximately $118 thousand and $103 thousand, respectively, for the three June 30, 2023 three June 30, 2022 six June 30, 2023 six June 30, 2022 |
Note 8 - Accrued Expenses and O
Note 8 - Accrued Expenses and Other Current Liabilities | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Accounts Payable, Accrued Liabilities, and Other Liabilities Disclosure, Current [Text Block] | ( 8 As of June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022 Accrued vacation $ 648,909 $ 511,849 Accrued payroll 347,676 357,390 Accrued construction-in-progress — 85,767 Accrued consulting 290,329 186,833 Accrued clinical trial expense 74,658 355,479 Accrued outside laboratory services 467,612 1,106,903 Accrued bonus & severance 35,192 950,324 Accrued contract manufacturing — 25,129 Accrued legal 803,255 856,505 Accrued financing fees payable 2,910,500 4,910,500 Accrued franchise tax payable 20,000 50,000 Accrued interest 55,875 8,192 Other accrued expenses 273,521 513,110 $ 5,927,527 $ 9,917,981 |
Note 9 - Notes Payable
Note 9 - Notes Payable | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | ( 9 8% Pursuant to the Fourth Amendment to the Company’s lease with Sanford Health, the Company and Sanford Health agreed to a period of Abated Rent from October 1, 2022 September 30, 2023. October 1, 2022, “8% Pursuant to the October September 31, 2024 October not October October x The Company evaluated the treatment of the 8% 470 2020 06 January 1, 2021) June 30, 2023 8% Insurance Financing The Company obtained financing for certain Director & Officer liability insurance policy premiums. The agreement assigns First Insurance Funding (Lender) a first The total premiums, taxes and fees financed is approximately $1.2 million with an annual interest rate of 5.47%. In consideration of the premium payment by Lender to the insurance companies or the Agent or Broker, the Company unconditionally promises to pay Lender the amount Financed plus interest and other charges permitted under the Agreement. At June 30, 2023 December 31, 2022, September 22, 2023. |
Note 10 - Stockholders' Equity
Note 10 - Stockholders' Equity | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Equity [Text Block] | ( 10 Authorized and Outstanding Capital Stock The total number of shares of the Company’s authorized capital stock is 500,000,000. The total amount of authorized capital stock consists of 490,000,000 shares of common stock and 10,000,000 shares of preferred stock. As of June 30, 2023 Common Stock Holders of SAB Biotherapeutics common stock are entitled to one not may may no no may may Preferred Stock Under the terms of the Company’s certificate of incorporation, its board of directors has the authority, without further action by the Company’s stockholders, to issue up to 10,000,000 shares of preferred stock in one not The Company’s board of directors may may no Earnout Shares Additionally, the Business Combination agreement included an earnout provision whereby the shareholders of SAB Biotherapeutics shall be entitled to receive additional consideration (“Earnout Shares”) if the Company meets certain Volume Weighted Average Price (“VWAP”) thresholds, or a change in control with a per share price exceeding the VWAP thresholds within a five The Earnout Shares shall be released in four (i) 25% of the Earnout Shares shall be released if, at any time during the five twenty thirty (ii) 25% of the Earnout Shares shall be released if, at any time during the five twenty thirty (iii) 25% of the Earnout Shares shall be released if, at any time during the five twenty thirty (iv) 25% of the Earnout Shares shall be released if, at any time during the five twenty thirty At the Effective Time, each outstanding share of SAB Biotherapeutics common stock, including shares of SAB Biotherapeutics common stock resulting from the conversion of outstanding shares of SAB Biotherapeutics preferred stock (as calculated pursuant to the SAB Biotherapeutics certificate of incorporation), immediately prior to the Effective Time, was converted into the right to receive a pro rata portion of the total consideration and the contingent right to receive a pro rata portion of the Earnout Shares. Pursuant to the terms of the Business Combination Agreement, SAB Biotherapeutics’ securityholders (including vested option holders) who own SAB Biotherapeutics securities immediately prior to the Closing Date will have the contingent right to receive their pro rata portion of (i) an aggregate of 12,000,000 shares of Common Stock, of which 1,508,063 are contingently issuable based upon future satisfaction of the aforementioned VWAP thresholds. The remaining 10,491,937 are legally issued and outstanding, if the Company does not five Warrants For information pertaining to the Company’s outstanding warrants to purchase shares of the Company’s common stock, see Note 12, Fair Value Measurements |
Note 11 - Stock Option Plans
Note 11 - Stock Option Plans | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | ( 11 On August 5, 2014, “2014 2019, 2014 7,444,800 As a result of the Business Combination, the Company adopted the 2021 2014 g 11,000,000 2021 n. At of the beginning of the each calendar year, the shares reserved for future issuance shall increase by two June 30, 2023 12,877,631 2021 The expected term of the stock options was estimated using the “simplified” method, as defined by the SEC’s Staff Accounting Bulletin No. 107, Share-Based Payment not not no Stock Options Stock option activity for employees and non-employees under the Equity Compensation Plans for the six June 30, 2023 Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (years) Aggregate Intrinsic Value Outstanding options, December 31, 2022 7,095,462 $ 1.99 5.79 $ 109,891 Granted 2,911,750 $ 0.57 Forfeited (33,847 ) $ 2.26 Exercised (3,500 ) $ 0.54 Expired (32,076 ) $ 4.90 Outstanding options, June 30, 2023 9,937,789 $ 1.56 6.59 $ 1,660,330 Options vested and exercisable, June 30, 2023 4,539,909 $ 2.01 3.23 $ 637,770 Total unrecognized compensation cost related to non-vested stock options as of June 30, 2023 The weighted average grant date fair value of options granted during the three June 30, 2023 2022 three June 30, 2023 2022 The weighted average grant date fair value of options granted during the six June 30, 2023 2022 six June 30, 2023 2022 The estimated fair value of stock options granted to employees and consultants during the three six June 30, 2023 2022 Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Expected volatility 80.2 81.5 % 85.4 % 80.2 - 81.9 % 78.0 85.4 % Weighted-average volatility 80.9 % 85.4 % 81.7 % 79.0 % Expected dividends — % — % — % — % Expected term (in years) 5.77 6.08 5.89 5.77 - 6.08 5.50 6.08 Risk-free rate 3.50 3.90 % 3.03 % 3.50 - 3.90 % 1.38 3.03 % Restricted Stock Stock award activity for employees and non-employees under the Equity Compensation Plans for the six June 30, 2023 Number of shares Weighted Average Grant Date Fair Value Unvested as of December 31, 2022 350,000 $ 1.72 Granted 318,875 $ 0.54 Vested (75,000 ) $ 1.72 Unvested as of June 30, 2023 593,875 $ 1.06 At June 30, 2023 June 30, 2023 not Stock-based compensation expense Stock-based compensation expense for the three six June 30, 2023 2022 Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 166,534 $ 149,814 $ 314,225 $ 518,039 General and administrative 478,281 420,047 933,370 949,422 Total $ 644,815 $ 569,861 $ 1,247,595 $ 1,467,461 |
Note 12 - Fair Value Measuremen
Note 12 - Fair Value Measurements | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | ( 12 Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The following fair value hierarchy classifies the inputs to valuation techniques that would be used to measure fair value into one three Level 1: Level 2: not Level 3: The following tables present information about the Company’s assets and liabilities that are measured at fair value on a recurring basis and indicate the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: As of June 30, 2023 Total Quoted Prices In Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Liabilities: Public Warrant liability $ 575,000 $ 575,000 $ — $ — Private Placement Warrant liability 20,860 — — 20,860 Total $ 595,860 $ 575,000 $ — $ 20,860 As of December 31, 2022 Total Quoted Prices In Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Liabilities: Public Warrant liability $ 310,500 $ 310,500 $ — $ — Private Placement Warrant liability 10,430 — — 10,430 Total $ 320,930 $ 310,500 $ — $ 10,430 Public Warrants Each whole Public Warrant entitles the holder to purchase one 30 five 5:00 Once the warrants become exercisable, the Company may • in whole and not • at a price of $0.01 per warrant; • upon not 30 “30 • if, and only if, the reported last sale price of the common stock equals or exceeds $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 30 three If the Company calls the warrants for redemption as described above, the management will have the option to require any holder that wishes to exercise its warrant to do so on a “cashless basis.” If the management takes advantage of this option, all holders of warrants would pay the exercise price by surrendering their warrants for that number of shares of common stock equal to the quotient obtained by dividing ( x 10 third As of June 30, 2023 Private Placement Warrants The private placement warrants (the “Private Placement Warrants”) held by assignees of Big Cypress Holdings LLC, a Delaware limited liability company which acted as the Company’s sponsor in connection with the IPO, and the common stock issuable upon the exercise of the Private Placement Warrants were not As of June 30, 2023 PIPE Warrants and PIPE Placement Agent Warrants In December 2022, “December December six five seven December 7% six five As of June 30, 2023 2023 On March 21, 2023, March 23, 2023 ( “2023 2023 March 24, 2023, three one 2023 no June 30, 2023, no December 31, 2023, 2023 2023 December 31, 2022. June 30, 2023, 2023 June 30, 2023 2023 June 30, 2023 December 31, 2022 As of June 30, 2023 , 300,000 Ladenburg Warrants classified as equity were outstanding. Presentation and Valuation of the Warrants Liability Classified Warrants The Public Warrants and Private Placement Warrants are accounted for as liabilities in accordance with ASC 815 40, Derivatives and Hedging Contracts in Entity s Own Equity June 30, 2023 December 31, 2022 three six June 30, 2023 On the Closing Date, the Company established the fair value of the Private Placement Warrants utilizing both the Black-Scholes Merton formula and a Monte Carlo Simulation (“MCS”) analysis. Specifically, the Company considered an MCS to derive the implied volatility in the publicly-listed price of the Public Warrants. The Company then considered this implied volatility in selecting the volatility for the application of a Black-Scholes Merton model for the Private Placement Warrants. The Company determined the fair value of the Public Warrants by reference to the quoted market price. The Public Warrants were classified as a Level 1 3 The following table provides a summary of the changes in Level 3 June 30, 2023 Balance, December 31, 2022 $ 10,430 Change in fair value of Private Placement Warrant liability (2,086 ) Balance, March 31, 2023 $ 8,344 Change in fair value of Private Placement Warrant liability 12,516 Balance, June 30, 2023 $ 20,860 The key inputs into the valuations of the Company’s Liability Classified Warrants as of June 30, 2023 December 31, 2022 June 30, 2023 December 31, 2022 Risk-free interest rate 4.43 % 4.00 % Expected term remaining (years) 3.31 3.81 Implied volatility 90.0 % 82.0 % Closing common stock price on the measurement date $ 0.83 $ 0.59 As of June 30, 2023 December 31, 2022 not The Company believes that the carrying amounts of its cash and cash equivalents, accounts receivable, and notes payable approximate their fair values due to their near-term maturities. Equity Classified Warrants The Company determined the Ladenburg Warrants, PIPE Warrants, and PIPE Placement Agent Warrants met all necessary criteria to be accounted for as equity in accordance with ASC 815 40, Derivatives and Hedging Contracts in Entity s Own Equity. Warrants classified as equity are initially measured at fair value. Subsequent changes in fair value are not The initial fair value of each PIPE Warrant and PIPE Placement Agent Warrant issued was determined using the Black-Scholes option-pricing model. All relevant terms and conditions for the PIPE Warrant and PIPE Placement Agent Warrant are identical with the exception of the exercise prices of $1.08 and $1.35, respectively; the key inputs into the valuations as of the initial measurement date were as follows: Initial Measurement Risk-free interest rate 3.62 % Expected term remaining (years) 5.00 Implied volatility 89.0 % Closing common stock price on the measurement date, less discount for lack of marketability (1) $ 0.66 ( 1 As the underlying shares are restricted from sale for a period of 180 2022 one two Upon initial measurement, the fair value of the PIPE Warrants and PIPE Placement Agent Warrants were determined to be $0.42 and $0.39, respectively, per warrant for aggregate values of approximately $3.1 million and $82 thousand, respectively. In the Private Placement, the Company recognized the PIPE Warrants and PIPE Placement Agent Warrants on a relative fair value basis with approximately $2.2 million and $58 thousand being allocated to each as a component of additional paid-in capital within the Company’s consolidated statements of changes in stockholders’ equity and consolidated balance sheets as of December 31, 2022. The initial fair value of each Ladenburg Warrant issued and exercisable at $0.5424 has been determined using the Black-Scholes option-pricing model. The key inputs into the valuations as of the 2023 Initial Measurement Risk-free interest rate 3.98 % Expected term remaining (years) 3.00 Implied volatility 94.0 % Closing common stock price on the measurement date $ 0.52 Upon initial measurement, the fair value of each Ladenburg Warrant was determined t o be $0.31, p he total |
Note 13 - Income Taxes
Note 13 - Income Taxes | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | ( 13 The effective income tax rate for the second 2023 December 31, 2023. The Company continues to record a valuation allowance on its net deferred tax assets. The valuation increase by approximately $2.9 million for the six June 30, 2023. not |
Note 14 - Related Party Transac
Note 14 - Related Party Transactions | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | ( 14 For the three six June 30, 2023 2022 fourth 2021, no 5% 5% |
Note 15 - Employee Benefit Plan
Note 15 - Employee Benefit Plan | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Defined Benefit Plan [Text Block] | ( 15 The Company sponsors a defined contribution retirement plan. All the Company’s employees are eligible to be enrolled in the employer-sponsored contributory retirement savings plan, which include features under Section 401 1986, three June 30, 2023 2022 six June 30, 2023 2022 |
Note 16 - Commitments and Conti
Note 16 - Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | ( 16 The Company is not no |
Note 17 -Subsequent Events
Note 17 -Subsequent Events | 6 Months Ended |
Jun. 30, 2023 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | ( 17 The Company has evaluated subsequent events through the date of issuance of these consolidated financial statements. The Company has no |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2023 | |
Accounting Policies [Abstract] | |
Emerging Growth Company Status [Policy Text Block] | Emerging growth company status The Company is an “emerging growth company,” as defined in Section 2 1933, 2012, may not not not 404 not Further, Section 102 1 not not 1934, not may |
Basis of Accounting, Policy [Policy Text Block] | Basis of presentation The financial statements have been prepared in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) and include all adjustments necessary for the fair presentation of the Company’s financial position for the periods presented. The Business Combination was accounted for as a reverse recapitalization in accordance with U.S. GAAP (the “Reverse Recapitalization”). Under this method of accounting, BCYP is treated as the “acquired” company and SAB Biotherapeutics is treated as the acquirer for financial reporting purposes. Accordingly, for accounting purposes, the Reverse Recapitalization was treated as the equivalent of SAB Biotherapeutics issuing stock for the net assets of BCYP, accompanied by a recapitalization. The net assets of BCYP are stated at historical cost, with no • SAB Biotherapeutics’ shareholders have the largest portion of voting rights in the Company; • the board of directors and management are primarily composed of individuals associated with SAB Biotherapeutics; • the operations of SAB comprise the ongoing operations of the Company. The consolidated assets, liabilities and results of operations prior to the Reverse Recapitalization are those of SAB Biotherapeutics. At the Closing Date, and subject to the terms and conditions of the Merger Agreement, each share of SAB Biotherapeutics common stock, par value $0.0001 per share, and each share of the SAB Biotherapeutics convertible preferred stock that was convertible into a share of SAB Biotherapeutics common stock at a one one imately 0.4653 (the “Ex |
Consolidation, Policy [Policy Text Block] | Principles of consolidation The accompanying consolidated financial statements include the results of the Company and its wholly owned subsidiaries, SAB Sciences, Inc., SAB Capra, LLC, Aurochs, LLC, and SAB BIO PTY LTD. Intercompany balances and transactions have been eliminated in consolidation. |
Significant Risks Andy Uncertainties [Policy Text Block] | Significant risks and uncertainties The Company’s operations are subject to a number of factors that can affect its operating results and financial condition. Such factors include, but are not The Company currently has no no may |
Use of Estimates, Policy [Policy Text Block] | Use of estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenue and expenses and the disclosure of contingent assets and liabilities in the financial statements. The Company has used significant estimates in its determination of stock-based compensation assumptions, determination of the fair value of the Company’s common stock prior to becoming a public company, determination of the fair value of the Company’s warrants, determination of the incremental borrowing rate (“IBR”) used in the calculation of the Company’s right of use assets and lease liabilities, and the valuation allowance on deferred tax assets. Actual amounts realized may |
Fair Value Measurement, Policy [Policy Text Block] | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The following fair value hierarchy classifies the inputs to valuation techniques that would be used to measure fair value into one three Level 1: Level 2: not Level 3: Certain of the Company’s financial instruments are not The Company accounts for warrants to purchase its common stock pursuant to ASC Topic 470, Debt 480, Distinguishing Liabilities from Equity 12, Fair Value Measurements no 12, Fair Value Measurements |
Cash and Cash Equivalents, Restricted Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and cash equivalents Cash equivalents include short-term, highly liquid instruments, consisting of money market accounts and short-term investments with original maturities at the date of purchase of 90 |
Accounts Receivable [Policy Text Block] | Accounts receivable Accounts receivable are carried at original invoice amount, less an allowance for doubtful accounts. The Company estimates an allowance for doubtful accounts for potential credit losses that are expected to be incurred, based on management’s assessment of the collectability of specific accounts, the aging of the accounts receivable, historical information and other currently available evidence. Receivables are written off when deemed uncollectible. To date, no receivables have been written off. The Company had no allowance for doubtful accounts as of June 30, 2023 December 31, 2022 |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of credit risk The Company maintains its cash and cash equivalent balances in the form of business checking accounts and money market accounts, the balances of which, at times, may no not six June 30, 2023 June 30, 2022. The Company received 100% of its total revenue through grants from government organizations during the three six June 30, 2023 2022 |
Lessee, Leases [Policy Text Block] | Lease liabilities and right-of-use assets The Company is party to certain contractual arrangements for equipment, lab space, and an animal facility, which meet the definition of leases under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 842, Leases 842” 842, The Company elected not 842 twelve |
Research and Development Expense, Policy [Policy Text Block] | Research and development expenses Expenses incurred in connection with research and development activities are expensed as incurred. These include licensing fees to use certain technology in the Company’s research and development projects, fees paid to consultants and various entities that perform certain research and testing on behalf of the Company, and expenses related to salaries, benefits, and stock-based compensation granted to employees in research and development functions. During the three six June 30, 2023 2022 185, June 30, 2023 no 185. 176, 1 g and 100% of t he contract has been paid as of June 30, 2023 . SAB has also contracted with hVIVO Services Limited to conduct the Phase 2a 176. 100% o June 30, 2023 |
Property, Plant and Equipment, Policy [Policy Text Block] | Equipment The Company records equipment at cost less depreciation. Depreciation is calculated using straight-line methods over the following estimated useful lives (in years): (in years) Animal facility equipment 7 Laboratory equipment 7 Leasehold improvements Shorter of asset life or lease term Office furniture & equipment 5 Vehicles 5 Repairs and maintenance expenses are expensed as incurred. |
Impairment or Disposal of Long-Lived Assets, Including Intangible Assets, Policy [Policy Text Block] | Impairment of long-lived assets The Company reviews the recoverability of long-lived assets, including the related useful lives, whenever events or changes in circumstances indicate that the carrying amount of a long-lived asset may not three six June 30, 2023 2022 |
Share-Based Payment Arrangement [Policy Text Block] | Stock-based compensation FASB ASC Topic 718, Compensation Stock Compensation third Subsequent to the Business Combination, the board of directors elected to determine the fair value of post-merger common stock based on the closing market price at closing on the date of grant. In determining the fair value of stock-based awards, the Company utilizes the Black-Scholes option-pricing model, which uses both historical and current market data to estimate fair value. The Black-Scholes option-pricing model incorporates various assumptions, such as the value of the underlying common stock, the risk-free interest rate, expected volatility, expected dividend yield, and expected life of the options. For awards with performance-based vesting criteria, the Company estimates the probability of achievement of the performance criteria and recognizes compensation expense related to those awards expected to vest. No may ten |
Income Tax, Policy [Policy Text Block] | Income taxes Deferred income taxes reflect future tax effects of temporary differences between the tax and financial reporting basis of the Company’s assets and liabilities measured using enacted tax laws and statutory tax rates applicable to the periods when the temporary differences will affect taxable income. When necessary, deferred tax assets are reduced by a valuation allowance, to reflect realizable value, and all deferred tax balances are reported as long-term on the consolidated balance sheet. Accruals are maintained for uncertain tax positions, as necessary. Income tax expense includes the current tax liability from operations and the change in deferred income taxes during the year. Current tax liabilities or receivables are recognized for estimated income tax payable and/or refundable for the current year. The Company uses a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken, or expected to be taken, in a tax return. The Company has elected to treat interest and penalties related to income taxes, to the extent they arise, as a component of income taxes. |
Revenue from Contract with Customer [Policy Text Block] | Revenue recognition The Company’s revenue is primarily generated through grants from government and other (non-government) organizations. Grant revenue is recognized during the period that the research and development services occur, as qualifying expenses are incurred, or conditions of the grants are met. The Company concluded that payments received under these grants represent conditional, nonreciprocal contributions, as described in ASC 958, Not not 606, Revenue from Contracts with Customers not Deferred grant income represents grant proceeds received by the Company prior to the period in which the research and development services occur, as qualifying expenses are incurred, or conditions of the grants are met. |
Comprehensive Income (Loss) Policy [Policy Text Block] | Comprehensive income (loss) The Company had no three six June 30, 2023 2022 |
Litigation Policy [Policy Text Block] | Litigation From time to time, the Company is involved in legal proceedings, investigations and claims generally incidental to its normal business activities. In accordance with U.S. GAAP, the Company accrues for loss contingencies when it is probable that a liability has been incurred and the amount of the loss can be reasonably estimated. Legal costs in connection with loss contingencies are expensed as incurred. |
Earnings Per Share, Policy [Policy Text Block] | Earnings per share In accordance with ASC 260, Earnings per Share 260” |
Segment Reporting, Policy [Policy Text Block] | Segment reporting In accordance with ASC 280, Segment Reporting |
Common Stock Valuation [Policy Text Block] | Common stock valuations Prior to the Business Combination, the Company was required to periodically estimate the fair value of its common stock with the assistance of an independent third Subsequent to the Business Combination, the Company now determines the fair value of common stock based on the closing market price at closing on the date of grant. Compensation expense related to stock-based transactions is measured and recognized in the financial statements at fair value of the post-merger common stock based on the closing market price at closing on the date of grant. Stock-based compensation expense is measured at the grant date based on the fair value of the equity award and is recognized as expense over the requisite service period, which is generally the vesting period, on the straight-line method. The Company estimates the fair value of each stock option award on the date of grant using the Black-Scholes option-pricing model. Determining the fair value of stock option awards at the grant date requires judgment, including estimating the expected volatility, expected term, risk-free interest rate, and expected dividends. |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Notes Tables | |
Schedule of Property, Plant, and Equipment, Useful Life [Table Text Block] | (in years) Animal facility equipment 7 Laboratory equipment 7 Leasehold improvements Shorter of asset life or lease term Office furniture & equipment 5 Vehicles 5 |
Note 5 - Earnings Per Share (Ta
Note 5 - Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Calculation of basic and diluted loss per share attributable to the Company’s shareholders Net loss attributable to the Company’s shareholders $ (6,880,886 ) $ (4,775,996 ) $ (14,234,706 ) $ (3,790,132 ) Weighted-average common shares outstanding – basic and diluted 50,421,262 42,999,413 50,407,412 43,048,254 Net loss per share, basic and diluted $ (0.14 ) $ (0.11 ) $ (0.28 ) $ (0.09 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Stock options and awards 884,123 1,846,889 610,646 2,398,870 Convertible Debt 382,623 — 382,623 — Common Stock Warrants (1) 13,832,890 5,958,600 13,832,890 5,958,600 Earnout Shares (2) 10,491,937 10,491,937 10,491,937 10,491,937 Contingently issuable Earnout Shares from unexercised Rollover Options 1,508,063 1,508,063 1,508,063 1,508,063 Total 27,099,636 19,805,489 26,826,159 20,357,470 |
Note 6 - Property, Plant and _2
Note 6 - Property, Plant and Equipment, Net (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | June 30, 2023 December 31, 2022 Laboratory equipment $ 9,979,079 $ 9,000,114 Animal facility 8,357,667 8,357,667 Animal facility equipment 1,141,213 1,141,213 Construction-in-progress — 308,317 Leasehold improvements 9,296,343 9,296,343 Vehicles 208,453 192,683 Office furniture and equipment 631,910 1,233,038 Total Property, plant and equipment, gross 29,614,665 29,529,375 Less: accumulated depreciation and amortization (8,087,053 ) (6,278,522 ) Property, plant and equipment, net $ 21,527,612 $ 23,250,853 |
Construction In Progress [Table Text Block] | June 30, 2023 December 31, 2022 New office space at Headquarters $ — $ 85,767 IT equipment at Headquarters — 84,739 Software — 137,811 Total construction-in-progress $ — $ 308,317 |
Note 7 - Leases (Tables)
Note 7 - Leases (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Notes Tables | |
Estimated Useful Lives Of Finance Lease Assets [Table Text Block] | (in years) Animal Facility 40 Equipment 3 7 Land Indefinite |
Schedule of Weighted Average Operating and Finance Leases [Table Text Block] | Operating Finance Weighted-average remaining lease term (in years) 0.96 15.42 Weighted-average discount rate 6.42 % 7.72 % |
Contractual Obligation, Fiscal Year Maturity [Table Text Block] | Operating Finance 2023 - remaining $ 292,655 $ 200,748 2024 368,320 401,496 2025 — 401,496 2026 — 401,496 2027 — 401,496 Thereafter — 4,382,998 Undiscounted future minimum lease payments 660,975 6,189,730 Less: Amount representing interest payments (23,195 ) (2,576,954 ) Total lease liabilities 637,780 3,612,776 Less current portion (545,964 ) (127,022 ) Noncurrent lease liabilities $ 91,816 $ 3,485,754 |
Note 8 - Accrued Expenses and_2
Note 8 - Accrued Expenses and Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | June 30, 2023 December 31, 2022 Accrued vacation $ 648,909 $ 511,849 Accrued payroll 347,676 357,390 Accrued construction-in-progress — 85,767 Accrued consulting 290,329 186,833 Accrued clinical trial expense 74,658 355,479 Accrued outside laboratory services 467,612 1,106,903 Accrued bonus & severance 35,192 950,324 Accrued contract manufacturing — 25,129 Accrued legal 803,255 856,505 Accrued financing fees payable 2,910,500 4,910,500 Accrued franchise tax payable 20,000 50,000 Accrued interest 55,875 8,192 Other accrued expenses 273,521 513,110 $ 5,927,527 $ 9,917,981 |
Note 11 - Stock Option Plans (T
Note 11 - Stock Option Plans (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (years) Aggregate Intrinsic Value Outstanding options, December 31, 2022 7,095,462 $ 1.99 5.79 $ 109,891 Granted 2,911,750 $ 0.57 Forfeited (33,847 ) $ 2.26 Exercised (3,500 ) $ 0.54 Expired (32,076 ) $ 4.90 Outstanding options, June 30, 2023 9,937,789 $ 1.56 6.59 $ 1,660,330 Options vested and exercisable, June 30, 2023 4,539,909 $ 2.01 3.23 $ 637,770 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Expected volatility 80.2 81.5 % 85.4 % 80.2 - 81.9 % 78.0 85.4 % Weighted-average volatility 80.9 % 85.4 % 81.7 % 79.0 % Expected dividends — % — % — % — % Expected term (in years) 5.77 6.08 5.89 5.77 - 6.08 5.50 6.08 Risk-free rate 3.50 3.90 % 3.03 % 3.50 - 3.90 % 1.38 3.03 % |
Nonvested Restricted Stock Shares Activity [Table Text Block] | Number of shares Weighted Average Grant Date Fair Value Unvested as of December 31, 2022 350,000 $ 1.72 Granted 318,875 $ 0.54 Vested (75,000 ) $ 1.72 Unvested as of June 30, 2023 593,875 $ 1.06 |
Share-Based Payment Arrangement, Expensed and Capitalized, Amount [Table Text Block] | Three Months Ended June 30, Six Months Ended June 30, 2023 2022 2023 2022 Research and development $ 166,534 $ 149,814 $ 314,225 $ 518,039 General and administrative 478,281 420,047 933,370 949,422 Total $ 644,815 $ 569,861 $ 1,247,595 $ 1,467,461 |
Note 12 - Fair Value Measurem_2
Note 12 - Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2023 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | As of June 30, 2023 Total Quoted Prices In Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Liabilities: Public Warrant liability $ 575,000 $ 575,000 $ — $ — Private Placement Warrant liability 20,860 — — 20,860 Total $ 595,860 $ 575,000 $ — $ 20,860 As of December 31, 2022 Total Quoted Prices In Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Other Unobservable Inputs (Level 3) Liabilities: Public Warrant liability $ 310,500 $ 310,500 $ — $ — Private Placement Warrant liability 10,430 — — 10,430 Total $ 320,930 $ 310,500 $ — $ 10,430 |
Fair Value, Measured on Recurring Basis, Gain (Loss) Included in Earnings [Table Text Block] | June 30, 2023 Balance, December 31, 2022 $ 10,430 Change in fair value of Private Placement Warrant liability (2,086 ) Balance, March 31, 2023 $ 8,344 Change in fair value of Private Placement Warrant liability 12,516 Balance, June 30, 2023 $ 20,860 |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | June 30, 2023 December 31, 2022 Risk-free interest rate 4.43 % 4.00 % Expected term remaining (years) 3.31 3.81 Implied volatility 90.0 % 82.0 % Closing common stock price on the measurement date $ 0.83 $ 0.59 Initial Measurement Risk-free interest rate 3.62 % Expected term remaining (years) 5.00 Implied volatility 89.0 % Closing common stock price on the measurement date, less discount for lack of marketability (1) $ 0.66 Initial Measurement Risk-free interest rate 3.98 % Expected term remaining (years) 3.00 Implied volatility 94.0 % Closing common stock price on the measurement date $ 0.52 |
Note 1 - Nature of Business (De
Note 1 - Nature of Business (Details Textual) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Retained Earnings (Accumulated Deficit) | $ (62,104,461) | $ (47,869,755) |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies (Details Textual) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||||
Jun. 30, 2023 USD ($) $ / shares | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) $ / shares | Jun. 30, 2022 USD ($) | Dec. 31, 2021 | Dec. 31, 2022 USD ($) $ / shares | Oct. 01, 2021 $ / shares shares | |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | $ 0.0001 | $ 0.0001 | |||
Convertible Preferred Stock, Shares Issued upon Conversion (in shares) | shares | 1 | ||||||
Preferred Stock, Convertible, Conversion Ratio | 0.4653 | ||||||
Accounts Receivable, Allowance for Credit Loss, Writeoff | $ 0 | ||||||
Accounts Receivable, Allowance for Credit Loss | $ 0 | 0 | $ 0 | ||||
Asset Impairment Charges, Total | $ 0 | $ 0 | $ 0 | $ 0 | |||
Number of Reportable Segments | 1 | ||||||
HVIVI Services [Member] | |||||||
Research and Development Agreement, Good Standing Percentage | 100% | ||||||
Revenue from Contract with Customer Benchmark [Member] | Customer Concentration Risk [Member] | Government Organization Grants [Member] | |||||||
Concentration Risk, Percentage | 100% | 100% | 100% | 100% |
Note 2 - Summary of Significa_4
Note 2 - Summary of Significant Accounting Policies - Estimated Useful Life (Details) | Jun. 30, 2023 |
Useful life (Year) | 3 years |
Animal Facility Equipment [Member] | |
Useful life (Year) | 7 years |
Laboratory Equipment [Member] | |
Useful life (Year) | 7 years |
Office Equipment [Member] | |
Useful life (Year) | 5 years |
Vehicles [Member] | |
Useful life (Year) | 5 years |
Note 4 - Revenue (Details Textu
Note 4 - Revenue (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2021 | Sep. 01, 2019 | Aug. 01, 2019 | Apr. 01, 2019 | Aug. 01, 2017 | |
Governmental Grants [Member] | |||||||||
Revenue from Contract with Customer, Including Assessed Tax | $ 86 | $ 6,400 | $ 667 | $ 18,200 | |||||
National Institute of Health [Member] | |||||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 3 | 0 | 30 | |||||
Deferred Revenue, Total | $ 1,400 | ||||||||
Federal Award [Member] | |||||||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 118 | 192 | 131 | |||||
Deferred Revenue, Total | $ 1,500 | ||||||||
Geneva Foundation [Member] | |||||||||
Revenue from Contract with Customer, Including Assessed Tax | 37 | 26 | 273 | 49 | |||||
Deferred Revenue, Total | $ 2,700 | ||||||||
Advanced Technology International [Member] | |||||||||
Revenue from Contract with Customer, Including Assessed Tax | $ 44 | $ 6,200 | $ 197 | $ 17,900 | |||||
Deferred Revenue, Total | $ 203,600 | $ 25,000 | |||||||
Revenue, Remaining Performance Obligation, Percentage | 9% | 9% |
Note 5 - Earnings Per Share (De
Note 5 - Earnings Per Share (Details Textual) - shares | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Dec. 31, 2022 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 27,099,636 | 19,805,489 | 26,826,159 | 20,357,470 | |
PIPE Private Placement Warrants [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 7,363,377 | 7,363,377 | 7,363,377 | ||
Placement Agent Warrants [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 210,913 | 210,913 | 210,913 | ||
Warrant [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 13,832,890 | 5,958,600 | 13,832,890 | 5,958,600 | |
Warrant [Member] | Public Warrants [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 5,750,000 | ||||
Warrant [Member] | Private Placement Warrants [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 208,600 | ||||
Warrant [Member] | Ladenburg Agreement [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 300,000 |
Note 5 - Earnings Per Share - S
Note 5 - Earnings Per Share - Schedule of Earnings Per Share Basic and Diluted (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Net loss attributable to the Company’s shareholders | $ (6,880,886) | $ (7,353,820) | $ (4,775,996) | $ 985,863 | $ (14,234,706) | $ (3,790,132) |
Weighted-average common shares outstanding – basic and diluted (in shares) | 50,421,262 | 42,999,413 | 50,407,412 | 43,048,254 | ||
Basic and diluted earnings per common share (in dollars per share) | $ (0.14) | $ (0.11) | $ (0.28) | $ (0.09) |
Note 5 - Earnings Per Share -_2
Note 5 - Earnings Per Share - Schedule of Antidilutive Securities Excluded From Computation of Earnings Per Share (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Antidilutive securities (in shares) | 27,099,636 | 19,805,489 | 26,826,159 | 20,357,470 |
Share-Based Payment Arrangement, Option [Member] | ||||
Antidilutive securities (in shares) | 884,123 | 1,846,889 | 610,646 | 2,398,870 |
Convertible Debt Securities [Member] | ||||
Antidilutive securities (in shares) | 382,623 | 0 | 382,623 | 0 |
Warrant [Member] | ||||
Antidilutive securities (in shares) | 13,832,890 | 5,958,600 | 13,832,890 | 5,958,600 |
Earnout Shares [Member] | ||||
Antidilutive securities (in shares) | 10,491,937 | 10,491,937 | 10,491,937 | 10,491,937 |
Contingently Issuable Earnout Shares From Unexercised Rollover Options [Member] | ||||
Antidilutive securities (in shares) | 1,508,063 | 1,508,063 | 1,508,063 | 1,508,063 |
Note 6 - Property, Plant and _3
Note 6 - Property, Plant and Equipment, Net (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Depreciation, Depletion and Amortization | $ 870,000 | $ 750,000 | $ 1,767,226 | $ 1,385,427 |
Property, Plant and Equipment, Useful Life (Year) | 3 years | 3 years | ||
Acquisition Costs, Period Cost | $ 5,000 |
Note 6 - Property, Plant and _4
Note 6 - Property, Plant and Equipment, Net - Property, Plant, and Equipment (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Property, plant, and equipment, gross | $ 29,614,665 | $ 29,529,375 |
Less: accumulated depreciation and amortization | (8,087,053) | (6,278,522) |
Property, plant and equipment, net | 21,527,612 | 23,250,853 |
Laboratory Equipment [Member] | ||
Property, plant, and equipment, gross | 9,979,079 | 9,000,114 |
Animal Facility [Member] | ||
Property, plant, and equipment, gross | 8,357,667 | 8,357,667 |
Animal Facility Equipment [Member] | ||
Property, plant, and equipment, gross | 1,141,213 | 1,141,213 |
Construction in Progress [Member] | ||
Property, plant, and equipment, gross | 0 | 308,317 |
Leasehold Improvements [Member] | ||
Property, plant, and equipment, gross | 9,296,343 | 9,296,343 |
Vehicles [Member] | ||
Property, plant, and equipment, gross | 208,453 | 192,683 |
Office Equipment [Member] | ||
Property, plant, and equipment, gross | $ 631,910 | $ 1,233,038 |
Note 6 - Property, Plant and _5
Note 6 - Property, Plant and Equipment, Net - Construction in Progress (Details) - Construction in Progress [Member] - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Construction in progress | $ 0 | $ 308,317 |
New Office Space [Member] | ||
Construction in progress | 0 | 85,767 |
IT Equipment [Member] | ||
Construction in progress | 0 | 84,739 |
Software [Member] | ||
Construction in progress | $ 0 | $ 137,811 |
Note 7 - Leases (Details Textua
Note 7 - Leases (Details Textual) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||||||
Jun. 30, 2023 USD ($) | Jul. 31, 2022 USD ($) | Nov. 30, 2020 USD ($) | Dec. 31, 2018 USD ($) bbl | Jul. 31, 2018 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2022 USD ($) | Oct. 01, 2022 a | |
Finance Lease Payments | $ 103,000 | $ 110,000 | $ 206,000 | $ 231,000 | ||||||
Finance Lease, Right-of-Use Asset, Amortization | 23,000 | 32,000 | 48,000 | 73,000 | ||||||
Finance Lease, Interest Expense | 71,000 | 71,000 | 140,000 | 143,000 | ||||||
Operating Lease, Payments | 118,000 | 309,000 | 236,000 | 621,000 | ||||||
Research and Development Expense [Member] | ||||||||||
Operating Lease, Expense | $ 249,000 | $ 291,000 | 492,000 | $ 585,000 | ||||||
Dakota AG Properties [Member] | ||||||||||
Sale Leaseback Transaction, Historical Cost | $ 4,000,000 | |||||||||
Lessee, Finance Lease, Term of Contract (Year) | 20 years | |||||||||
Lessee Finance Lease Interest Rate | 8% | |||||||||
Finance Lease Payments | $ 33,000 | |||||||||
Ruby Cell Analyzer [Member] | ||||||||||
Lessee, Finance Lease, Term of Contract (Year) | 5 years | |||||||||
Finance Lease Payments | $ 807 | |||||||||
Sanford Health [Member] | Convertible Debt [Member] | ||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 8% | |||||||||
Lease Agreement [Member] | Sanford Health [Member] | ||||||||||
Area of Real Estate Property (Acre) | a | 21,014 | |||||||||
Operating Lease Payments Per Month | $ 44,000 | |||||||||
Lessee, Operating Lease, Discount Rate | 6.92% | |||||||||
Laboratory Space [Member] | ||||||||||
Lessee, Advanced Written Notice, Period (Year) | 1 year | |||||||||
Office Laboratory and Warehouse {Member] | ||||||||||
Lessee, Operating Lease, Discount Rate | 6.60% | 4.69% | ||||||||
Lessee, Operating Lease, Term of Contract (Year) | 3 years | 3 years | 3 years | |||||||
Operating Lease Number of Option to Extended Additional Period | 3 | |||||||||
Operating Lease Option to Extended Additional Period (Year) | 3 years | |||||||||
Operating Lease Cost Per Month | $ 2,000 | $ 36,000 | ||||||||
Equipment [Member] | ||||||||||
Lessee, Finance Lease, Term of Contract (Year) | 5 years | |||||||||
Finance Lease Payments | $ 8,000 | |||||||||
Finance Lease Propane Tank Volume (Barrel of Oil) | bbl | 12,000 | |||||||||
Laboratory Equipment [Member] | ||||||||||
Payments for Purchase of Other Assets | $ 1 |
Note 7 - Leases - Estimated Use
Note 7 - Leases - Estimated Useful Lives of Finance Lease Assets (Details) | Jun. 30, 2023 |
Useful life (Year) | 3 years |
Animal Facility [Member] | |
Useful life (Year) | 40 years |
Equipment [Member] | Minimum [Member] | |
Useful life (Year) | 3 years |
Equipment [Member] | Maximum [Member] | |
Useful life (Year) | 7 years |
Note 7 - Leases - Schedule of W
Note 7 - Leases - Schedule of Weighted Average Operating and Finance Leases (Details) | Jun. 30, 2023 |
Weighted-average remaining operating lease term (in years) (Year) | 11 months 15 days |
Weighted-average remaining finance lease term (in years) (Year) | 15 years 5 months 1 day |
Weighted-average operating discount rate | 6.42% |
Weighted-average finance discount rate | 7.72% |
Note 7 - Leases - Contractual O
Note 7 - Leases - Contractual Obligation Fiscal Year Maturity (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
2023 - remaining, finance lease | $ 292,655 | |
2023 - remaining, operating lease | 200,748 | |
2024, operating lease | 368,320 | |
2024, finance lease | 401,496 | |
2025, operating lease | 0 | |
2025, finance lease | 401,496 | |
2026, operating lease | 0 | |
2026, finance lease | 401,496 | |
2027, operating lease | 0 | |
2027, finance lease | 401,496 | |
Operating lease liability, thereafter | 0 | |
Finance lease liability, thereafter | 4,382,998 | |
Operating undiscounted future minimum lease payments | 660,975 | |
Finance undiscounted future minimum lease payments | 6,189,730 | |
Less: Amount representing operating interest payments | (23,195) | |
Less: Amount representing finance interest payments | (2,576,954) | |
Total operating lease liabilities | 637,780 | |
Total finance lease liabilities | 3,612,776 | |
Operating lease liabilities, current portion | (545,964) | $ (490,794) |
Finance lease liabilities, current portion | (127,022) | (132,788) |
Operating lease liabilities, noncurrent | 91,816 | 361,225 |
Finance lease liabilities, noncurrent | $ 3,485,754 | $ 3,629,642 |
Note 8 - Accrued Expenses and_3
Note 8 - Accrued Expenses and Other Current Liabilities - Accrued Expenses and Other Current Liabilities (Details) - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Accrued vacation | $ 648,909 | $ 511,849 |
Accrued payroll | 347,676 | 357,390 |
Accrued construction-in-progress | 0 | 85,767 |
Accrued consulting | 290,329 | 186,833 |
Accrued clinical trial expense | 74,658 | 355,479 |
Accrued outside laboratory services | 467,612 | 1,106,903 |
Accrued bonus & severance | 35,192 | 950,324 |
Accrued contract manufacturing | 0 | 25,129 |
Accrued legal | 803,255 | 856,505 |
Accrued financing fees payable | 2,910,500 | 4,910,500 |
Accrued franchise tax payable | 20,000 | 50,000 |
Accrued interest | 55,875 | 8,192 |
Other accrued expenses | 273,521 | 513,110 |
Accounts Payable and Other Accrued Liabilities, Current | $ 5,927,527 | $ 9,917,981 |
Note 9 - Notes Payable (Details
Note 9 - Notes Payable (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Jun. 30, 2023 | Dec. 31, 2022 | Oct. 01, 2022 |
Insurance Policy Premiums Financed, Value | $ 1,200 | ||
Insurance Policy Premiums Financed, Interest Rate | 5.47% | ||
Insurance Financing Note Payable | $ 112 | $ 773 | |
October Note [Member] | Sanford Health [Member] | |||
Debt Instrument, Interest Rate, Stated Percentage | 8% | ||
Debt Instrument, Face Amount | $ 542 | ||
Debt Instrument, Convertible, Conversion Price (in dollars per share) | $ 1.50 | ||
Interest Payable | $ 32 |
Note 10 - Stockholders' Equity
Note 10 - Stockholders' Equity (Details Textual) - $ / shares | 6 Months Ended | ||
Jun. 30, 2023 | Dec. 31, 2022 | Oct. 22, 2021 | |
Capital Units, Authorized (in shares) | 500,000,000 | ||
Common Stock, Shares Authorized (in shares) | 490,000,000 | 490,000,000 | |
Preferred Stock, Shares Authorized (in shares) | 10,000,000 | 10,000,000 | |
Preferred Stock, Shares Issued (in shares) | 0 | 0 | |
Common Stock [Member] | Big Cypress Acquisition Corp [Member] | |||
Contingent Right to Receive Pro Rate Portion of Earn Out Shares (in shares) | 12,000,000 | ||
Earn Out Shares, Contingently Issuable (in shares) | 1,508,063 | ||
Contingent Right, Earn Out Shares, Outstanding (in shares) | 10,491,937 | ||
First Earnout [Member] | |||
Percentage of Earn Out Shares to be Released | 25% | ||
Period to Issue Earn Out Shares (Year) | 5 years | ||
Volume Weighted Average Price Threshold (in dollars per share) | $ 15 | ||
Shareholders Equity Volume Weighted Average Price Threshold Trading Days (Day) | 20 days | ||
Shareholders Equity Volume Weighted Average Price Threshold Consecutive Trading Days (Day) | 30 days | ||
Second Earnouts [Member] | |||
Percentage of Earn Out Shares to be Released | 25% | ||
Period to Issue Earn Out Shares (Year) | 5 years | ||
Volume Weighted Average Price Threshold (in dollars per share) | $ 20 | ||
Shareholders Equity Volume Weighted Average Price Threshold Trading Days (Day) | 20 days | ||
Shareholders Equity Volume Weighted Average Price Threshold Consecutive Trading Days (Day) | 30 days | ||
Third Earnouts [Member] | |||
Percentage of Earn Out Shares to be Released | 25% | ||
Period to Issue Earn Out Shares (Year) | 5 years | ||
Volume Weighted Average Price Threshold (in dollars per share) | $ 25 | ||
Shareholders Equity Volume Weighted Average Price Threshold Trading Days (Day) | 20 days | ||
Shareholders Equity Volume Weighted Average Price Threshold Consecutive Trading Days (Day) | 30 days | ||
Fourth Earnouts [Member] | |||
Percentage of Earn Out Shares to be Released | 25% | ||
Period to Issue Earn Out Shares (Year) | 5 years | ||
Volume Weighted Average Price Threshold (in dollars per share) | $ 30 | ||
Shareholders Equity Volume Weighted Average Price Threshold Trading Days (Day) | 20 days | ||
Shareholders Equity Volume Weighted Average Price Threshold Consecutive Trading Days (Day) | 30 days |
Note 11 - Stock Option Plans (D
Note 11 - Stock Option Plans (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | Oct. 22, 2021 | Dec. 31, 2019 | Aug. 05, 2014 | |
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 12,877,631 | 12,877,631 | |||||
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ 4,200 | $ 4,200 | |||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 3 years 4 months 2 days | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 0.57 | $ 1.79 | $ 0.41 | $ 1.76 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested, Number of Shares (in shares) | 167,000 | 135,000 | 381,000 | 315,000 | |||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Vested in Period, Fair Value | $ 595 | $ 595 | $ 1,200 | $ 1,300 | |||
Restricted Stock [Member] | |||||||
Share-Based Payment Arrangement, Nonvested Award, Option, Cost Not yet Recognized, Amount | $ 600 | $ 600 | |||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 3 years 4 months 2 days | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Vested in Period (in shares) | 75,000 | ||||||
2014 Equity Incentive Plan [Member] | |||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Authorized (in shares) | 7,444,800 | 16,000,000 | 8,000,000 | ||||
Omnibus Equity Incentive Plan [Member] | |||||||
Common Stock, Capital Shares Reserved for Future Issuance (in shares) | 11,000,000 | 11,000,000 | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Additional Shares Authorized, Percent | 2% |
Note 11 - Stock Option Plans -
Note 11 - Stock Option Plans - Schedule of Stock Option Activity (Details) - USD ($) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Dec. 31, 2022 | |
Outstanding, options (in shares) | 7,095,462 | |
Outstanding options, weighted average exercise price (in dollars per share) | $ 1.99 | |
Outstanding, weighted average remaining contractual life (Year) | 6 years 7 months 2 days | 5 years 9 months 14 days |
Aggregate intrinsic value, outstanding | $ 1,660,330 | $ 109,891 |
Granted, options (in shares) | 2,911,750 | |
Granted, weighted average exercise price (in dollars per share) | $ 0.57 | |
Forfeited, options (in shares) | (33,847) | |
Forfeited, weighted average exercise price (in dollars per share) | $ 2.26 | |
Exercised, options (in shares) | (3,500) | |
Exercised, weighted average exercise price (in dollars per share) | $ 0.54 | |
Expired, options (in shares) | (32,076) | |
Expired, weighted average exercise price (in dollars per share) | $ 4.90 | |
Outstanding, options (in shares) | 9,937,789 | 7,095,462 |
Outstanding options, weighted average exercise price (in dollars per share) | $ 1.56 | $ 1.99 |
Options vested and exercisable, options (in shares) | 4,539,909 | |
Options vested and exercisable, weighted average exercise price (in dollars per share) | $ 2.01 | |
Options vested and exercisable, weighted average remaining contractual life (Year) | 3 years 2 months 23 days | |
Aggregate Intrinsic Value, Options vested and exercisable | $ 637,770 |
Note 11 - Stock Option Plans _2
Note 11 - Stock Option Plans - Summary of Assumptions Used to Calculate Estimated Fair Value of Stock Option (Details) | 3 Months Ended | 6 Months Ended | |
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | |
Expected volatility | 80.20% | ||
Expected term (in years) (Year) | 5 years 9 months 7 days | ||
Risk-free rate | 3.50% | ||
Maximum [Member] | |||
Expected volatility | 85.40% | ||
Expected term (in years) (Year) | 5 years 10 months 20 days | ||
Risk-free rate | 3.03% | ||
Minimum [Member] | |||
Expected volatility | 81.90% | ||
Expected term (in years) (Year) | 6 years 29 days | ||
Risk-free rate | 3.90% |
Note 11 - Stock Option Plans _3
Note 11 - Stock Option Plans - Summary of Restricted Stock (Details) - Restricted Stock [Member] | 6 Months Ended |
Jun. 30, 2023 $ / shares shares | |
Unvested, shares (in shares) | shares | 350,000 |
Unvested, weighted average grant date fair value (in dollars per share) | $ / shares | $ 1.72 |
Granted, shares (in shares) | shares | 318,875 |
Granted, weighted average grant date fair value (in dollars per share) | $ / shares | $ 0.54 |
Vested (in shares) | shares | (75,000) |
Vested (in dollars per share) | $ / shares | $ 1.72 |
Unvested, shares (in shares) | shares | 593,875 |
Unvested, weighted average grant date fair value (in dollars per share) | $ / shares | $ 1.06 |
Note 11 - Stock Option Plans _4
Note 11 - Stock Option Plans - Schedule of Share Based Compensation Allocation Recognized Period Costs (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Allocated share-based compensation expense | $ 644,815 | $ 569,861 | $ 1,247,595 | $ 1,467,461 |
Research and Development Expense [Member] | ||||
Allocated share-based compensation expense | 166,534 | 149,814 | 314,225 | 518,039 |
General and Administrative Expense [Member] | ||||
Allocated share-based compensation expense | $ 478,281 | $ 420,047 | $ 933,370 | $ 949,422 |
Note 12 - Fair Value Measurem_3
Note 12 - Fair Value Measurements (Details Textual) - USD ($) | 1 Months Ended | ||||
Dec. 31, 2023 | Jun. 30, 2023 | Mar. 21, 2023 | Dec. 31, 2022 | Dec. 31, 2020 | |
Fair Value, Recurring [Member] | |||||
Liabilities, Fair Value Disclosure, Total | $ 0 | ||||
Warrants and Rights Outstanding | $ 595,860 | $ 320,930 | |||
Private Placement [Member] | |||||
Stock Issued During Period, Shares, New Issues (in shares) | 7,363,377 | ||||
Equity Offering, Combined Purchase Price (in dollars per share) | $ 1.08 | ||||
Equity Offering, Premium Per Share (in dollars per share) | $ 0.125 | ||||
Proceeds from Issuance or Sale of Equity | $ 8,000,000 | ||||
Placement Agent Fee, Percentage of Gross Proceeds | 7% | ||||
Public Warrants [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 1 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 11.50 | ||||
Warrants and Rights Outstanding, Term (Year) | 5 years | ||||
Warrants or Rights, Redemption Price (in dollars per share) | $ 0.01 | ||||
Warrants and Rights Outstanding, Minimum Share Price to Call (in dollars per share) | $ 18 | ||||
Class of Warrant or Right, Outstanding (in shares) | 5,750,000 | ||||
Public Warrants [Member] | Fair Value, Recurring [Member] | |||||
Warrants and Rights Outstanding | $ 575,000 | $ 310,500 | |||
Private Placement Warrants [Member] | |||||
Class of Warrant or Right, Outstanding (in shares) | 208,600 | ||||
Private Placement Warrants [Member] | Fair Value, Recurring [Member] | |||||
Warrants and Rights Outstanding | $ 20,860 | $ 10,430 | |||
PIPE Private Placement Warrants [Member] | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.08 | ||||
Warrants and Rights Outstanding, Term (Year) | 5 years | ||||
Class of Warrant or Right, Outstanding (in shares) | 7,363,377 | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 7,363,377 | 7,363,377 | |||
Warrants and Rights Outstanding, Fair Value Per Share (in dollars per share) | $ 0.42 | ||||
Warrants and Rights Outstanding | $ 3,100,000 | ||||
PIPE Private Placement Warrants [Member] | Additional Paid-in Capital [Member] | |||||
Warrants and Rights Outstanding | $ 2,200,000 | ||||
Placement Agent Warrants [Member] | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 1.35 | ||||
Warrants and Rights Outstanding, Term (Year) | 5 years | ||||
Class of Warrant or Right, Outstanding (in shares) | 210,913 | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 210,913 | 210,913 | |||
Warrants or Right, Issued, Percentage of Shares Purchased | 7% | ||||
Warrants and Rights Outstanding, Fair Value Per Share (in dollars per share) | $ 0.39 | ||||
Warrants and Rights Outstanding | $ 82,000 | ||||
Placement Agent Warrants [Member] | Additional Paid-in Capital [Member] | |||||
Warrants and Rights Outstanding | $ 58,000 | ||||
Ladenburg Agreement Warrants [Member] | |||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.5424 | ||||
Warrants and Rights Outstanding, Term (Year) | 3 years | ||||
Class of Warrant or Right, Outstanding (in shares) | 300,000 | ||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,916,894 | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 300,000 | ||||
Stock Issued | $ 1,500,000 | $ 500,000 | |||
Accrued Liabilities | $ 1,100,000 | ||||
Warrants and Rights Outstanding, Fair Value Per Share (in dollars per share) | $ 0.31 | ||||
Warrants and Rights Outstanding | $ 93,000 | ||||
Ladenburg Agreement Warrants [Member] | Forecast [Member] | |||||
Stock Issued | $ 1,100,000 |
Note 12 - Fair Value Measurem_4
Note 12 - Fair Value Measurements - Schedule of Fair Value Assets and Liabilities Measured on Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($) | Jun. 30, 2023 | Dec. 31, 2022 |
Warrants, value | $ 595,860 | $ 320,930 |
Fair Value, Inputs, Level 1 [Member] | ||
Warrants, value | 575,000 | 310,500 |
Fair Value, Inputs, Level 2 [Member] | ||
Warrants, value | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Warrants, value | 20,860 | 10,430 |
Public Warrants [Member] | ||
Warrants, value | 575,000 | 310,500 |
Public Warrants [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Warrants, value | 575,000 | 310,500 |
Public Warrants [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Warrants, value | 0 | 0 |
Public Warrants [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Warrants, value | 0 | 0 |
Private Placement Warrants [Member] | ||
Warrants, value | 20,860 | 10,430 |
Private Placement Warrants [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Warrants, value | 0 | 0 |
Private Placement Warrants [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Warrants, value | 0 | 0 |
Private Placement Warrants [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Warrants, value | $ 20,860 | $ 10,430 |
Note 12 - Fair Value Measurem_5
Note 12 - Fair Value Measurements - Fair Value of Assets and Liabilities Measured on Recurring Basis Gain (Loss) (Details) - Fair Value, Inputs, Level 3 [Member] - Fair Value, Recurring [Member] - USD ($) | 3 Months Ended | |
Jun. 30, 2023 | Mar. 31, 2023 | |
Balance | $ 8,344 | $ 10,430 |
Change in fair value of Private Placement Warrant liability | 12,516 | (2,086) |
Balance | $ 20,860 | $ 8,344 |
Note 12 - Fair Value Measurem_6
Note 12 - Fair Value Measurements - Fair Value Assets and Liabilities Valuation Inputs (Details) | Jun. 30, 2023 $ / shares yr | Dec. 31, 2022 $ / shares yr | |
Measurement Input, Risk Free Interest Rate [Member] | |||
Warrants, outstanding inputs | 0.0443 | 0.0400 | |
Measurement Input, Risk Free Interest Rate [Member] | PIPE Private Placement Warrant and PIPE Placement Agent Warrant [Member] | |||
Warrants, outstanding inputs | 0.0362 | ||
Measurement Input, Risk Free Interest Rate [Member] | Ladenburg Agreement [Member] | |||
Warrants, outstanding inputs | 0.0398 | ||
Measurement Input, Expected Term [Member] | |||
Warrants, outstanding inputs | yr | 3.31 | 3.81 | |
Measurement Input, Expected Term [Member] | PIPE Private Placement Warrant and PIPE Placement Agent Warrant [Member] | |||
Warrants, outstanding inputs | yr | 5 | ||
Measurement Input, Expected Term [Member] | Ladenburg Agreement [Member] | |||
Warrants, outstanding inputs | yr | 3 | ||
Measurement Input, Option Volatility [Member] | |||
Warrants, outstanding inputs | 0.900 | 0.820 | |
Measurement Input, Option Volatility [Member] | PIPE Private Placement Warrant and PIPE Placement Agent Warrant [Member] | |||
Warrants, outstanding inputs | 0.890 | ||
Measurement Input, Option Volatility [Member] | Ladenburg Agreement [Member] | |||
Warrants, outstanding inputs | 0.940 | ||
Measurement Input, Share Price [Member] | |||
Warrants, outstanding inputs | $ / shares | 0.83 | 0.59 | |
Measurement Input, Share Price [Member] | PIPE Private Placement Warrant and PIPE Placement Agent Warrant [Member] | |||
Warrants, outstanding inputs | $ / shares | [1] | 0.66 | |
Measurement Input, Share Price [Member] | Ladenburg Agreement [Member] | |||
Warrants, outstanding inputs | $ / shares | 0.52 | ||
[1]As the underlying shares are restricted from sale for a period of 180 days from the date of the 2022 Private Placement, the fair value of the warrants were estimated using the Black-Scholes option pricing model that uses several inputs, including market price of the Company's common shares at the end of each reporting period (a level one input), less a discount for lack of marketability (a level two input). The discount for lack of marketability was estimated upon consideration of volatility and the length of the lock-up period. |
Note 13 - Income Taxes (Details
Note 13 - Income Taxes (Details Textual) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 12 Months Ended |
Jun. 30, 2023 | Jun. 30, 2023 | Dec. 31, 2022 | |
Effective Income Tax Rate Reconciliation, Percent | 0% | 0.20% | |
Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 2.9 |
Note 15 - Employee Benefit Pl_2
Note 15 - Employee Benefit Plan (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2023 | Jun. 30, 2022 | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 100% | |||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 3% | |||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Amount | $ 64 | $ 166 | $ 140 | $ 259 |
Additional Employee Contributions [Member] | ||||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 50% | |||
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 2% |