Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 26, 2018 | Jun. 30, 2017 | |
Document Information [Line Items] | |||
Entity Registrant Name | Celsion Corp | ||
Entity Central Index Key | 749,647 | ||
Trading Symbol | clsn | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding (in shares) | 17,740,035 | ||
Entity Public Float | $ 12 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 11,444,055 | $ 2,624,162 |
Investment securities – available for sale, at fair value | 12,724,020 | 1,680,000 |
Accrued interest receivable on investment securities | 54,440 | 4,008 |
Advances and deposits on clinical programs | 89,186 | 89,186 |
Other current assets | 115,222 | |
Total current assets | 24,311,701 | 4,512,578 |
Property and equipment (at cost, less accumulated depreciation and amortization) | 175,771 | 462,836 |
Other assets: | ||
In-process research and development | 20,246,491 | 22,766,491 |
Goodwill | 1,976,101 | 1,976,101 |
Other intangible assets, net | 795,608 | 1,022,924 |
Security deposit on letter of credit | 100,000 | |
Other assets | 8,761 | 8,761 |
Total other assets | 23,026,961 | 25,874,277 |
Total assets | 47,514,433 | 30,849,691 |
Current liabilities: | ||
Accounts payable - trade | 3,416,863 | 2,878,978 |
Other accrued liabilities | 2,282,827 | 2,483,756 |
Notes payable - current portion | 2,560,553 | |
Deferred revenue – current portion | 500,000 | 500,000 |
Total current liabilities | 6,199,690 | 8,423,287 |
Earn-out milestone liability | 12,538,525 | 13,188,226 |
Deferred revenue – non-current portion | 2,000,000 | 2,500,000 |
Other liabilities – non-current | 71,710 | 12,352 |
Total liabilities | 20,809,925 | 24,123,865 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred Stock - $0.01 par value (100,000 shares authorized and no shares issued or outstanding at December 31, 2017 and 2016) | ||
Common stock - $0.01 par value (112,500,000 shares authorized; 17,277,299 and 2,230,452 shares issued at December 31, 2017 and 2016, respectively, and 17,276,965 and 2,230,118 shares outstanding at December 31, 2017 and 2016, respectively) | 172,772 | 22,305 |
Additional paid-in capital | 288,408,976 | 248,168,421 |
Accumulated other comprehensive loss | (10,164) | |
Accumulated deficit | (261,781,888) | (241,379,712) |
Total stockholders’ equity before treasury stock | 26,789,696 | 6,811,014 |
Treasury stock, at cost (334 shares at December 31, 2017 and 2016) | (85,188) | (85,188) |
Total stockholders’ equity | 26,704,508 | 6,725,826 |
Total liabilities and stockholders’ equity | $ 47,514,433 | $ 30,849,691 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2017 | Dec. 31, 2016 |
Preferred stock, authorized (in shares) | 100,000 | 100,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, oustanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, authorized (in shares) | 112,500,000 | 112,500,000 |
Common stock, issued (in shares) | 17,277,299 | 2,230,452 |
Common stock, outstanding (in shares) | 17,276,965 | 2,230,118 |
Treasury stock (in shares) | 334 | 334 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Licensing revenue | $ 500,000 | $ 500,000 |
Operating expenses: | ||
Research and development | 13,078,710 | 14,623,068 |
General and administrative | 5,889,722 | 6,526,752 |
Total operating expenses | 18,968,432 | 21,149,820 |
Loss from operations | (18,468,432) | (20,649,820) |
Other income (expense): | ||
Gain from change in earn-out milestone liability | 649,701 | 733,186 |
Impairment of in-process research and development | (2,520,000) | (1,444,023) |
Investment income, net | 26,041 | 26,922 |
Interest expense | (91,756) | (722,993) |
Other income (expense) | 2,270 | 3,002 |
Total other expense | (1,933,744) | (1,403,906) |
Net loss | (20,402,176) | (22,053,726) |
Deemed dividend related to warrant modification | (345,685) | |
Net loss attributable to common shareholders | $ (20,747,861) | $ (22,053,726) |
Net loss attributable to common shareholders per common share – basic and diluted (in dollars per share) | $ (2.72) | $ (11.89) |
Weighted average common shares outstanding – basic and diluted (in shares) | 7,627,210 | 1,854,054 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Net loss | $ (20,402,176) | $ (22,053,726) |
Changes in: | ||
Realized loss on investment securities recognized in investment income, net | 532 | |
Unrealized (loss) gain on investment securities | (10,164) | 3,326 |
Other comprehensive (loss) income | (10,164) | 3,858 |
Comprehensive loss | $ (20,412,340) | $ (22,049,868) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (20,402,176) | $ (22,053,726) |
Non-cash items included in net loss: | ||
Depreciation and amortization | 553,010 | 1,022,829 |
Change in fair value of earn-out milestone liability | (649,701) | (733,186) |
Impairment of in-process research and development | 2,520,000 | 1,444,023 |
Stock-based compensation | 1,105,245 | 1,511,023 |
Shares issued to satisfy certain obligations | 235,072 | |
Shares issued out of treasury | 101,491 | |
Amortization of deferred finance charges and debt discount associated with note payable | 35,370 | 236,666 |
Amortization of patent license fee | 5,625 | |
Change in deferred rent liability | 59,358 | (35,245) |
Loss realized on sale of investment securities | 532 | |
Net changes in: | ||
Interest receivable on investments | (50,432) | 22,721 |
Other current assets | 115,222 | (14,855) |
Accounts payable - trade | 537,885 | 48,751 |
Deferred revenue | (500,000) | (500,000) |
Other accrued liabilities | (200,929) | 563,987 |
Net cash used in operating activities | (16,642,076) | (18,379,364) |
Cash flows from investing activities: | ||
Purchases of investment securities | (12,734,184) | (4,511,784) |
Proceeds from sale and maturity of investment securities | 1,680,000 | 13,635,000 |
Refund on security for letter of credit | 100,000 | |
Purchases of property and equipment | (38,629) | (62,503) |
Net cash (used in) provided by investing activities | (10,992,813) | 9,060,713 |
Cash flows from financing activities: | ||
Proceeds from sale of common stock equity, net of issuance costs | 17,910,401 | 6,775,016 |
Proceeds from exercise of common stock warrants | 21,140,304 | 2,500 |
Principal payments on note payable | (2,595,923) | (4,099,847) |
Net cash provided by financing activities | 36,454,782 | 2,677,669 |
Increase (decrease) in cash and cash equivalents | 8,819,893 | (6,640,982) |
Cash and cash equivalents at beginning of period | 2,624,162 | 9,265,144 |
Cash and cash equivalents at end of period | 11,444,055 | 2,624,162 |
Cash paid for: | ||
Interest | 56,386 | 486,327 |
Income taxes |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | AOCI Attributable to Parent [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2015 | 1,665,663 | 5,423 | ||||
Balance at Dec. 31, 2015 | $ 16,711 | $ 239,885,476 | $ (1,382,305) | $ (3,858) | $ (218,130,360) | $ 20,385,664 |
Net loss | (22,053,726) | (22,053,726) | ||||
Registered direct common stock offerings (in shares) | 532,472 | |||||
Registered direct common stock offerings | $ 5,325 | 6,769,691 | 6,775,016 | |||
Conversion of common stock warrants (in shares) | 17,857 | |||||
Conversion of common stock warrants | $ 179 | 2,321 | 2,500 | |||
Realized and unrealized gains and losses, net, on investments securities | 3,858 | 3,858 | ||||
Stock-based compensation expense | 1,332,838 | 1,332,838 | ||||
Issuance of restricted stock (in shares) | 9,037 | |||||
Issuance of restricted stock | $ 90 | 178,095 | 178,185 | |||
Issuance of common stock out of treasury (in shares) | 5,089 | (5,089) | ||||
Issuance of common stock out of treasury | $ 1,297,117 | (1,195,626) | 101,491 | |||
Balance (in shares) at Dec. 31, 2016 | 2,230,118 | 334 | ||||
Balance at Dec. 31, 2016 | $ 22,305 | 248,168,421 | $ (85,188) | (241,379,712) | 6,725,826 | |
Net loss | (20,402,176) | (20,402,176) | ||||
Registered direct common stock offerings (in shares) | 7,296,352 | |||||
Registered direct common stock offerings | $ 72,964 | 17,837,437 | 17,910,401 | |||
Conversion of common stock warrants (in shares) | 7,617,148 | |||||
Conversion of common stock warrants | $ 76,171 | 21,064,133 | 21,140,304 | |||
Realized and unrealized gains and losses, net, on investments securities | (10,164) | (10,164) | ||||
Stock-based compensation expense | 1,105,245 | 1,105,245 | ||||
Issuance of restricted stock (in shares) | 3,357 | |||||
Issuance of restricted stock | $ 34 | (34) | ||||
Shares issued to satisfy certain obligations (in shares) | 130,055 | |||||
Shares issued to satisfy certain obligations | $ 1,301 | 233,771 | 235,072 | |||
Modification of warrant exercise prices | 345,685 | 345,685 | ||||
Deemed dividend related to warrant exercise price modifications | (345,685) | (345,685) | ||||
Effect of reverse stock split (in shares) | (65) | |||||
Effect of reverse stock split | $ (3) | 3 | ||||
Balance (in shares) at Dec. 31, 2017 | 17,276,965 | 334 | ||||
Balance at Dec. 31, 2017 | $ 172,772 | $ 288,408,976 | $ (85,188) | $ (10,164) | $ (261,781,888) | $ 26,704,508 |
Note 1 - Summary of Significant
Note 1 - Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 1. Description of Business Celsion Corporation, a Delaware corporation based in Lawrenceville, New Jersey, and its wholly owned subsidiary, CLSN Laboratories, Inc., also a Delaware corporation, referred to herein as “Celsion”, “we”, or “the Company,” as the context requires, is a fully-integrated, development stage oncology drug company focused on developing a portfolio of innovative cancer treatments, including directed chemotherapies, immunotherapies and RNA- or DNA-based therapies. Our lead program is ThermoDox®, a proprietary heat-activated liposomal encapsulation of doxorubicin, currently in Phase III development for the treatment of primary liver cancer. Our pipeline also includes GEN- 1, three Basis of Presentation The accompanying consolidated financial statements of Celsion have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States and include the accounts of the Company and CLSN Laboratories, Inc. All intercompany balances and transactions have been eliminated. The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates, and assumptions that affect the amount reported in the Company’s financial statements and accompanying notes. Actual results could differ materially from these estimates. Events and conditions arising subsequent to the most recent balance sheet date through the date of the issuance of these consolidated financial statements have been evaluated for their possible impact on the financial statements and accompanying notes. No Revenue Recognition At the inception of each collaborative agreement that includes milestone payments, the Company evaluates whether each milestone is substantive on the basis of the contingent nature of the milestone, specifically reviewing factors such as the scientific and other risks that must be overcome to achieve the milestone, as well as the level of effort and investment required. Milestones that are not not Cash and Cash Equivalents Cash and cash equivalents include cash on hand and investments purchased with an original maturity of three not Fair Value of Investment Securities The carrying values of investment securities approximate their respective fair values. Short Term Investments The Company classifies its investments in marketable securities with readily determinable fair values as investments available-for-sale in accordance with Accounting Standards Codification (ASC) 320, Investments - Debt and Equity Securities not Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is provided over the estimated useful lives of the related assets, ranging from three seven 326,000 $455,000 December 31, 2017 2016, The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not Deposits Deposits include real property security deposits and other deposits which are contractually required and of a long-term nature. In-Process Research and Development, Other Intangible Assets and Goodwill During 2014, 5, Patent Licenses The Company has purchased several licenses for rights to patented technologies. Patent license costs of $75,000 December 31, 2017 2016, $75,00 10 Comprehensive Income (Loss) Accounting Standards Codification (“ ASC”) 220, Comprehensive Income 220 Research and Development Research and development costs are expensed as incurred. Equipment and facilities acquired for research and development activities that have alternative future uses are capitalized and charged to expense over their estimated useful lives. Net Loss Per Common Share Basic and diluted net loss per common share was computed by dividing net loss for the year by the weighted average number of shares of common stock outstanding, both basic and diluted, during each period. The impact of common stock equivalents has been excluded from the computation of diluted weighted average common shares outstanding in periods where there is a net loss, as their effect is anti-dilutive. For the year ended December 31, 2017, is 3,761,844. December 31, 2017, For the year ended December 31, 2016, 1,702,272. 10 132,142 December 31, 2016, 1,570,300 Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax asset and liabilities of a change in tax rates is recognized in results of operations in the period that the tax rate change occurs. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. In accordance with ASC 740, Income Taxes, not” Stock-Based Compensation In March 2016, 2016 09, Compensation Stock Compensation first 2017 no Reclassifications Certain reclassifications have been made to prior year financial statements to conform to classifications used in the current year. These classifications had no ’ equity or cash flows as previously reported. See Note 10 May 26, 2017. Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) and are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued accounting pronouncements will not ’s consolidated financial position, results of operations, and cash flows, or do not In May 2014, No. 2014 09 606 2014 09 January 1, 2017; 2015 14, 606 2014 09 one January 1, 2018. March 2016, No. 2016 8, 606 not No. 2014 09 No. 2014 09. April 2016, No. 2016 10, January 1, 2018 2017 2014 09 not not In January 2016, No. 2016 01, December 15, 2017. Based on the Company’s evaluation to date, the adoption of the ASU 2016 01 not In February 2016, No. 2016 02, 842 twelve December 15, 2018, In August 2016, No. 2016 15, 230 December 15, 2017, Based on the Company’s evaluation to date, the adoption of the ASU 2016 15 not In November 2016, No. 2016 18, 230 230, December 15, 2017, Based on the Company’s evaluation to date, the adoption of the ASU 2016 18 not In January 2017, No. 2017 01, 805 December 15, 201 7, 2016 18 not In January 2017, No. 2017 04, 2 not December 15, 2019, The Company adopted this method for its impairment test of goodwill during 2017. |
Note 2 - Financial Condition
Note 2 - Financial Condition | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Substantial Doubt about Going Concern [Text Block] | 2. Since inception, the Company has incurred substantial operating losses, principally from expenses associated with the Company ’s research and development programs, clinical trials conducted in connection with the Company’s product candidates, and applications and submissions to the Food and Drug Administration. We have not December 31, 2017, $20.4 $16.6 $262 December 31, 2017, $24.2 The Company expects its operating losses to continue for the foreseeable future as it continues its product development efforts, and when it undertakes marketing and sales activities. The Company ’s ability to achieve profitability is dependent upon its ability to obtain governmental approvals, produce, and market and sell its new product candidates. There can be no We have substantial future capital requirements associated with our continued research and development activities and to advance our product candidates through various stages of development. The Company believes these expenditures are essential for the commercialization of its technologies. The actual amount of funds the Company will need to operate is subject to many factors, some of which are beyond the Company ’s control. These factors include the following: ● the progress of research activities; ● the number and scope of research programs; ● the progress of preclinical and clinical development activities; ● the progress of the development efforts of parties with whom the Company has entered into research and development agreements; ● the costs associated with additional clinical trials of product candidates; ● the ability to maintain current research and development licensing arrangements and to establish new research and development and licensing arrangements; ● the ability to achieve milestones under licensing arrangements; ● the costs involved in prosecuting and enforcing patent claims and other intellectual property rights; and ● the costs and timing of regulatory approvals. The Company has based its estimate on assumptions that may may may With the $24.2 in cash, investment securities and interest receivable at December 31, 2017, third 2019. 10, $13.5 December 31, 2017. |
Note 3 - Short Term Investments
Note 3 - Short Term Investments Available for Sale | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | 3. Short term investments available for sale of $ 12,724,020 $1,680,000 December 31, 2017 2016, Securities available for sale are evaluated periodically to determine whether a decline in their value is other than temporary. The term “other than temporary” is not not A summary of the cost, fair value and maturities of the Company ’s short-term investments is as follows: December 31, 201 7 December 31, 201 6 Cost Fair Value Cost Fair Value Short-term investments Certificate of deposit $ – $ – $ 1,680,000 $ 1,680,000 Bonds - corporate issuances 12,734,184 12,724,020 – – Total short-term investments $ 12,734,184 $ 12,724,020 $ 1,680,000 $ 1,680,000 December 31, 201 7 December 31, 201 6 Cost Fair Value Cost Fair Value Short-term investment maturities Within 3 months $ – $ – $ 1,680,000 $ 1,680,000 Between 3-12 months 12,734,184 12,724,020 – – Total $ 12,734,184 $ 12,724,020 $ 1,680,000 $ 1,680,000 Investment income, which includes net realized losses on sales of available for sale securities and investment income interest and dividends, is summarized as follows: 201 7 201 6 Interest and dividends accrued and paid $ 26,041 $ 31,262 Accretion of investment premium – (3,808 ) Losses investment maturity and sales, net – (532 ) Investment income net $ 26,041 $ 26,922 The following table shows the Company ’s investment securities gross unrealized losses and fair value by investment category and length of time that individual securities have been in a continuous unrealized loss position at December 31, 2017. December 31, 2016, $1,680,000 no December 31, 2016. December 31, 201 7 Description of Investment Securities Fair Value Unrealized Holding Gains (Losses) Available for sale (all unrealized holding gains and losses are less than 12 months at date of measurement) I nvestments with unrealized gains - Bonds - corporate issuances $ 748,148 $ 570 I nvestments with unrealized losses – Bonds - corporate issuances 11,975,872 (10,734 ) Total $ 12,724,020 $ (10,164 ) |
Note 4 - Fair Values of Financi
Note 4 - Fair Values of Financial Instruments | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 4. FASB Accounting Standards Codification (ASC) Section 820, Fair Value Measurements and Disclosures, three three may Level 1: Level 2: 1 not Level 3: ’s own assumptions that market participants would use in pricing an asset or liability. The fair values of securities available for sale are determined by obtaining quoted prices on nationally recognized exchanges (Level 1 ’ relationship to other benchmark quoted securities (Level 2 Cash and cash equivalents, other current assets, accounts payable and other accrued liabilities are reflected in the balance sheets at their estimated fair values primarily due to their short-term nature. There were no or liabilities between Level 1 2 no 3 2017 2016. 3 12 Assets and liabilities measured at fair value are summarized below: Total Fair Value on the Balance Sheet Quoted Prices In Active Markets For Identical Assets/Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Recurring items as of December 31, 201 7 Investment securities, available for sale $ 12,724,020 $ 12,724,020 $ ─ $ ─ Recurring items as of December 31, 2016 Investment securities, available for sale $ 1,680,000 $ 1,680,000 $ ─ $ ─ Liabilities: Recurring items as of December 31, 201 7 Earn-out milestone liability (Note 12) $ 12,538,525 $ ─ $ ─ $ 12,538,525 Recurring items as of December 31, 2016 Earn-out milestone liability (Note 12) $ 13,188,226 $ ─ $ ─ $ 13,188,226 |
Note 5 - Acquisition of EGEN, I
Note 5 - Acquisition of EGEN, Inc. | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 5 . ACQUISITION OF EGEN, INC. On June 20, 2014, ’s right, title and interest in and to substantially all of the assets of EGEN, including cash and cash equivalents, patents, trademarks and other intellectual property rights, clinical data, certain contracts, licenses and permits, equipment, furniture, office equipment, furnishings, supplies and other tangible personal property. In addition, CLSN Laboratories assumed certain specified liabilities of EGEN, including the liabilities arising out of the acquired contracts and other assets relating to periods after the closing date. The total purchase price for the asset acquisition is up to $44.4 million, including potential future earnout payments of up to $30.4 $3.0 193,728 4 2 47,862 June 16, 2017. There being no $24.4 two ● $12.4 1 001 ● $12.0 1 Our obligations to make the earnout payments will terminate on the seventh not fourth 2019. 1 On June 9, 2014, $5 November 25, 2013, 8 Celsion used the loan proceeds to pay the upfront cash payment at closing and certain transaction costs incurred by Celsion in connection with the acquisition. The EGEN Purchase Agreement contains customary representations and warranties regarding EGEN and Celsion, covenants regarding the conduct of EGEN ’s business prior to the consummation of the acquisition, indemnification provisions, termination and other provisions customary for transactions of this nature. The acquisition of EGEN was accounted for under the acquisition method of accounting which required the Company to perform an allocation of the purchase price to the assets acquired and liabilities assumed. The fair value of the consideration transferred for the acquisition was approximately $27.6 million. Under the acquisition method of accounting, the total purchase price was allocated to EGEN’s net tangible and intangible assets and liabilities based on their estimated fair values as of the acquisition date. The following table summarizes the fair values of these assets acquired and liabilities assumed related to the acquisition. Property and equipment, net $ 35,000 In-process research and development 24,211,000 Other Intangible assets (Covenant not to compete) 1,591,000 Goodwill 1,976,000 Total assets: 27,813,000 Accounts payable and accrued liabilities (235,000 ) Net assets acquired $ 27,578,000 Acquired in-process research and development (IPR&D) consists of EGEN's drug technology platforms: TheraPlas and TheraSilence. The fair value of the IPR&D drug technology platforms was estimated to be $24.2 was considered indefinite lived intangible assets and will not third September 30, not At September 30, 2017, may September 30, 2017 $9.4 $6.9 $2.5 third 2017. $13.8 $12.5 $1.2 third 2017. no fourth 2017, none December 31, 2017. At December 31, 2016, one duct candidates may $1.4 $1.4 fourth 2016. no $0.7 none December 31, 2016. Pursuant to the EGEN Purchase Agreement, EGEN provided certain covenants (“Covenant Not seventh June 20, 2014, not At the end of 2016, Not valued at approximately $1.6 7 fourth 2016, $568,290 2016. $277,316 2017. Not $795,608 $795,606 December 31, 2017 $1,022,924 $568,290 December 31, 2016 Following is a schedule of future amortization amounts during the remaining life of the Covenant Not Year Ended December 31, 2018 $ 227,316 2019 227,316 2020 227,316 2021 113,660 Total $ 795,608 The purchase price exceeded the estimated fair value of the net assets acquired by approximately $2.0 for impairment at least annually as of our third September 30 As of September 30, 201 7, not not” |
Note 6 - Property and Equipment
Note 6 - Property and Equipment | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | 6. Year Ended December 31, 201 7 201 6 Machinery and equipment (5-7 year life) $ 2,495,959 $ 2,459,532 Furniture and fixtures (3-5 year life) 248,709 246,507 Leasehold improvements (5-7 year life) 269,819 269,819 3,014,487 2,975,858 Less accumulated depreciation and amortization (2,838,716 ) (2,513,022 ) Total $ 175,771 $ 462,836 |
Note 7 - Other Accrued Liabilit
Note 7 - Other Accrued Liabilities | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 7. Other accrued liabilities at December 31, 201 7 2016 Year Ended December 31, 201 7 201 6 Amounts due to contract research organizations and other contractual agreements $ 665,373 $ 1,115,193 Accrued payroll and related benefits 1,258,265 1,066,751 Accrued professional fees 264,668 259,550 Accrued interest on notes payable - 22,241 Other 94,521 20,021 Total $ 2,282,827 $ 2,483,756 |
Note 8 - Note Payable
Note 8 - Note Payable | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 8. Hercules Credit Agreement In November 2013, $20 first $5 November 2013 $4 June 10, 2014, second $5 $3.0 ’s transaction costs associated with the EGEN acquisition. Upon the closing of the second $10 The obligations under the Hercules Credit Agreement are in the form of secured indebtedness bearing interest at a calculated prime-based variable rate ( 11.25% December 17, 2015, 11.50% December 18, 2015 December 15, 2016 11.75% first twelve 30 June 1, 2017. In connection with the Hercules Credit Agreement, the Company incurred cash expenses of $122,378 $230,000 As a fee in connection with the Hercules Credit Agreement, the Company issued Hercules a warrant for a total of 6,963 ’s common stock (the Hercules Warrant) at a per share exercise price of $50.26, November 25, 2013. second June 10, 2014, 6,963 November 25, 2018. November 25, 2013. may 144 first 415 1933 No. 333 193936 September 30, 2014. $476,261 $5.0 3.5% $350,000 June 2017. For the year ended December 31, 2017, $56,386 $35,370 December 31, 2016, $486,327 $236,666 |
Note 9 - Income Taxes
Note 9 - Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 9. On December 22, 2017, quasi-territorial tax system, providing a one 35% 21% January 1, 2018. The Company ’s accounting for the Tax Reform Act is incomplete. However, the Securities and Exchange Commission has issued guidance that allows for a measurement period of up to one December 31, 2017 not may December 2018. 21% not A reconciliation of the Company ’s statutory tax rate to the effective rate for the years ended December 31, 2017 2016 20 17 20 16 Federal statutory rate 34 % 34.0 % State taxes, net of federal tax benefit 6.6 5.5 Change in v aluation allowance and deferred rate change, net (40.6 ) (39.5 ) Effective tax rate – % – % The components of the Company ’s deferred tax asset as of December 31, 2017 2016 December 31, 201 7 2016 Net operating loss carryforwards $ 62,216,000 $ 81,335,000 Other Deferred tax assets, net 2,415,000 2,714,000 Subtotal 64,631,000 84,049,000 Valuation allowance (64,631,000 ) (84,049,000 ) Total deferred tax asset $ - $ - The evaluation of the realizability of such deferred tax assets in future periods is made based upon a variety of factors that affect the Company ’s ability to generate future taxable income, such as intent and ability to sell assets and historical and projected operating performance. At this time, the Company has established a valuation reserve for all of its deferred tax assets. Such tax assets are available to be recognized and benefit future periods. Following is a schedule of net operating loss carryforwards and their year of expiration: Approximate Amount of Unused Operating Loss Carry Forwards (in $000s) Expiration During Year End ing $ 7,136 2023 15,647 2024 8,168 2025 7,361 2026 11,905 2028 18,547 2029 18,145 2030 21,386 2031 20,558 2032 10,321 2033 22,906 2034 21,338 2035 22,495 2036 19,509 2037 $ 225,422 During 201 7, 2016 382 382, July 2011, February 2013, June 2013, June 2015, February 2017, June 2017 October 2017. December 31, 2017, $89.0 382 382 $4.2 $90 July 2011, $1.4 $34 July 2011 February 2013, $1.5 $4 February 2013 June 2013, $1.6 $40 June 2013 June 2015, $0.3 $35 June 2015 February 2017, $0.3 $7 February 2017 June 2017 $0.8 $5 June 2017 October 2017. may 382 |
Note 10 - Stockholders' Equity
Note 10 - Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 10. ’ EQUITY In September 2015, $75 3 2015 No. 333 206789 This shelf registration was declared effective on September 25, 2015. At the 2016 June 2016, ’s stockholders of the Company approved an increase in the number of the authorized shares of the Company’s common stock from 75,000,000 112,500,000 100,000 may 112,600,000 Reverse Stock Split On May 26, 2017, 14 1 May 30, 2017. 14 one of common stock. All shares have been restated to reflect the effects of the 14 1 May 30, 2017, 15117N503 The reverse stock split was previously approved by the Company ’s stockholders at the 2017 May 16, 2017, ● To increase the market price of the Company’s common stock making it more attractive to a broader range of institutional and other investors, and ● To provide the Company with additional capital resources and flexibility sufficient to execute its business plans including the establishment of strategic relationships with other companies and to ensure its ability to raise additional capital as necessary. Immediately prior to the reverse stock split, the Company had 56,982,418 4,070,172 ’s common stock. No 2.4 0.2 33.5 2.4 October 2017 On October 27, 2017, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Oppenheimer & Co. Inc. (the “Underwriter”), relating to the issuance and sale (the “Offering”) of 2,640,000 $0.01 1,320,000 0.5 one $2.50 Pursuant to the terms of the Underwriting Agreement, the Underwriter agreed to purchase the Shares and related Investor Warrants from the Company at a price of $2.325 six $3.00 five first The Company received $6.6 3 No. 333 206789 September 4, 2015, September 25, 2015, September 25, 2017 66,000 4 2 Each Underwriter warrant is exercisable six $2.87 five first . July 6, 2017 On July 6, 2017, 2,050,000 $2.07 $4,243,500 385,000 9.99% $2.06 $793,100, $0.01 not one six five one $2.07 2,435,000 twelve $4.75 2,435,000 not 9.99% During the fourth 2017, 385,000 On October 4, 2017, July 6, 2017 not January 11, 2018. 4,665,000 $2.07 $4.75 16.6 The Exercise Agreements also provide for the issuance of 1,166,250 one have an exercise price $6.20, one six 4 2 506 February 14, 2017 On February 14, 2017, February 14, 2017 1,384,704 $3.22 1,177,790 185,713 $3.22 five $3.08 $0.14 not 9.99% $5.0 February 14, 2017 In connection with the February 14, 2017 S- 1 No. 333 215321 December 23, 2016, No. 1 January 20, 2017, No. 2 February 13, 2017, No. 3 February 13, 2017 No. 4 February 14, 2017 1933, As of December 31 , 2017, 185,713 2017, $2.4 747,254 December 2016 On December 20, 2016, December 23, 2016, 367,346 ’s common stock at an offering price of $4.90 $1.8 “December 2016 $6.44 December 2016 December 2016 367,343 six five one December 2016 may June 20, 2017 June 20, 2022. April 5, 2017, 1 December 2016 1 No. 333 217156 April 19, 2017. December 2016 June 2017. The private placement of the December 2016 4 2 506 June 2016 On June 13, 2016, 165,126 $0.01 $19.04 $6.0 “June 2016 0.5 ’s common stock, Series C warrants (the “June 2016 one “June 2016 0.5 “June 2016 June 2016 six five one June 2016 six one June 2016 June 2016 six five one June 2016 $19.60 630,252 October 31, 2016, 1 1 No. 333 212353 November 16, 2016. June 2016 June 2017. The private placement of the June 2016 4 2 506 Reduced Exercise Price of Warrants On February 22, 2013, “2013 95,811 $74.34 January 15, 2014, “2014 64,348 $57.40 June 9, 2017, 2013 2014 June 2016 790,410 2013 2014 June 2016 790,410 $2.70 $2.1 2013 2014 June 2016 The reduced exercise price of the 2013 2014 June 2016 $0.2 This increase in fair value is recorded as a deemed dividend in additional paid in capital due to the retained deficit and it increased the net loss available to common shareholders on the consolidate statement of operations. On May 27, 2015 “2015 139,284 ’s common stock at an exercise price of $36.40 June 22, 2017 June 26, 2017, 2015 December 2016 2015 June 2016 506,627 $1.65 $0.8 2015 June 2016 The reduced exercise price of the 2015 $0.1 paid in capital due to the retained deficit and it increased the net loss available to common shareholders on the consolidate statement of operations. Controlled Equity Offering On February 1, 2013, may $25.0 ’s previously filed and effective Registration Statement on Form S- 3. may 415 1933, 2017, 1,221,648 $3.9 February 1, 2013 December 31, 2017, 1,327,326 $11.5 The Company is not Subject to the terms and conditions of the ATM Agreement, Cantor will use commercially reasonable efforts, consistent with its normal trading and sales practices and applicable state and federal law, rules and regulations and the rules of The NASDAQ Capital Market, to sell ATM Shares from time to time based upon the Company’s instructions, including any price, time or size limits or other customary parameters or conditions the Company may may The ATM Agreement will terminate upon the earlier of (i) the sale of ATM Shares under the ATM Agreement having an aggregate offering price of $25 may 10 The Company pays Cantor a commission of 3.0% $50,000 On October 2, 2015 and again on February 6, 2018, 2015 may $17.5 $13.5 December 31, 2017. |
Note 11 - Stock-based Compensat
Note 11 - Stock-based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 11. Equity Awards Issued to Employees The Company has long-term compensation plans that permit the granting of equity based-awards in the form of stock options, restricted stock, restricted stock units, stock appreciation rights, phantom stock, and performance awards. Generally, the terms of these plans require that the exercise price of the options may not ten In 2007, 2007 2007 15,873 initially authorized for issuance. The purpose of the 2007 2007 June 25, 2010, June 7, 2012, June 20, 2014, May 16, 2017 15,873 31,746 2010, 35,714 67,460 2012, 178,571 246,031 2014 442,500 688,531 2017. Prior to the adoption of the 2007 two one 2001 2004 21,164 2007 2007 The Company has issued stock awards to employees, directors and vendors out of the stock option plans. Options are generally granted with strike prices equal to the market value on the date of the grant. Incentive stock options may not 100% stock option granted to an eligible employee owning more than 10% 110% may may Option awards vest upon terms determined by the Board of Directors. Restricted stock awards, performance stock awards and stock options are subject to accelerated vesting in the event of a change of control. The Company issues new shares to satisfy its obligations from the exercise of options. As of December 31, 201 7, 705,893 703,442 2,451 Total compensation cost charged related to employee stock options and non-vested restricted stock awards amounted to $ 1.1 $1.5 December 31, 2017 2016, December 31, 2017, $0.4 0.9 December 31, 2017 2016 $2.32 $16.24, Equity Awards Issued to Consultants for Services The Company periodically issues equity awards to consultants in exchange for services provided. The fair value of options granted is measured in accordance with ASC 718, Compensation – Stock Compensation, may not 10 2017, 22,500 No December 31, 2016. A summary of stock option awards as of December 31, 2017 two December 31, 2017, Stock Options Number Outstanding Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at January 1, 201 6 154,581 $ 80.44 Granted 60,449 $ 18.08 Canceled or expired (3,817 ) $ 135.95 Outstanding at December 31, 201 6 211,213 $ 61.59 Granted 535,964 $ 2.69 Canceled or expired (43,735 ) $ 164.12 Outstanding at December 31, 2017 703,442 $ 10.34 8.9 $ - Exercisable at December 31, 201 7 405,075 $ 14.97 8.6 $ - A summary of the status of the Company ’s non-vested restricted stock awards as of December 31, 2017 two December 31, 2017, Restricted Stock Number Outstanding Weighted Average Grant Da te Fair Value Non-vested stock awards outstanding at January 1, 201 6 5,822 $ 36.96 Granted 8,000 $ 22.82 Vested and issued (9,037 ) $ 24.08 Non-vested stock awards outstanding at December 31, 2016 4,785 $ 37.42 Vested and issued (3,357 ) $ 42.20 Forfeited (1,428 ) $ 26.18 Non-vested stock awards outstanding at December 31, 2017 - $ - A summary of stock options outstanding at December 31, 201 7 Options Outstanding Options Exercisable Range of Exercise Prices Number Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Number Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Up to $5.00 535,964 9.4 $ 2.69 256,720 9.4 $ 2.69 5.00 to 35.00 105,674 7.9 $ 24.64 88,153 7.9 $ 25.12 Above $ 35.00 61,804 6.2 $ 52.23 60,202 6.2 $ 52.32 703,442 405,075 The fair values of stock options granted were estimated at the date of grant using the Black-Scholes option pricing model. The Black-Scholes model was originally developed for use in estimating the fair value of traded options, which have different characteristics from Celsion ’s stock options. The model is also sensitive to changes in assumptions, which can materially affect the fair value estimate. The Company used the following assumptions for determining the fair value of options granted under the Black-Scholes option pricing model: Year Ended December 31, 201 7 2016 Risk-free interest rate 2.21 to 2.32 % 1.55 to 1.87 % Expected volatility 90.4 - 100.8 % 87.5 - 89.1 % Expected life (in years) 10 10 Expected forfeiture rate 0 % 5 % Expected dividend yield 0.0 % 0.0 % Expected volatilities utilized in the model are based on historical volatility of the Company ’s stock price. The risk-free interest rate is derived from values assigned to U.S. Treasury bonds with terms that approximate the expected option lives in effect at the time of grant. The model incorporated exercise, pre-vesting and post-vesting forfeiture assumptions based on analysis of historical data for forfeitures through December 31, 2016. 2017, 2017 2016 |
Note 12 - Earn-out Milestone Li
Note 12 - Earn-out Milestone Liability | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Earn-out Milestone Liability Disclosure [Text Block] | 12. The total aggregate purchase price for the EGEN Acquisition included potential future Earn-out Payments contingent upon achievement of certain milestones. The difference between the aggregate $30.4 $13.9 June 20, 2014 10% 67% 1.5 2.5 At December 31, 2017, 12.5 $0.6 2017 $13.2 December 31, 2016. 2017 $1.4 third 2017 one 5 December 31, 2017 50% 80% 1.3 1.5 At December 31, 2016, $13.2 $0.7 2016 $13.9 December 31, 2015. 2016, $0.7 fourth 2016 one 5 no December 31, 2016 50% 80% 2.0 2.5 The following is a summary of the changes in the earn-out milestone liability for 201 6 2017: Balance at January 1, 2016 $ 13,921,412 Non-cash loss from the adjustment for the change in fair value included in 2016 net loss (733,186 ) Balance at December 31, 2016 13,188,226 Non-cash gain from the adjustment for the change in fair value included in 2017 net loss (649,701 ) Balance at December 31, 2017 $ 12,538,525 |
Note 13 - Warrants
Note 13 - Warrants | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Warrants [Text Block] | 13. As more fully described in Note 10, 201 7 2016 9,231,628 1,147,595 7,617,147 $22.0 2017. not 2016 17,857 10. Following is a summary of all warrant activity for the two December 31, 201 7: Warrants Number of Warrants Issued Weighted Average Exercise Price Warrants outstanding at January 1, 2016 421,015 $ 58,88 Warrants issued in connection with 2016 equity transactions 1,147,595 $ 2.03 Warrants exercised during 2016 (17,857 ) $ 0.14 Warrants expired during 2016 (62,795 ) $ 209.23 Warrants outstanding at December 31, 2016 1,487,958 $ 9.39 Warrants issued in connection with 2017 equity transactions 9,231,628 $ 3.46 Warrants exercised during 2017 (7,617,147 ) $ 2.89 Warrants expired during 2017 (44,037 ) $ 174.58 Warrants outstanding at December 31, 2017 3,058,402 $ 5.29 Aggregate intrinsic value of outstanding warrants at December 31, 201 7 $ 37,143 Weighted average remaining contractual terms (years) 3.5 |
Note 14 - Celsion Employee Bene
Note 14 - Celsion Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Compensation and Employee Benefit Plans [Text Block] | 14. Celsion maintains a defined-contribution plan under Section 401 21. may 3% December 31, 2017 2016 $77,352 $82,391 2017, $172,497 6% January 2018. |
Note 15 - Licenses of Intellect
Note 15 - Licenses of Intellectual Property and Patents | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | 15. LICENSES OF INTELLECTUAL PROPERTY AND PATENTS On November 10, 1999, 20 The total number of shares issuable to Duke under these provisions is subject to adjustment in certain cases, and Duke has piggyback registration rights for public offerings taking place more than one January 31, 2003, 253,691 $2.2 For the years ended December 31, 201 7 2016, not not Under the November 1999 ’s U.S. patents covering the technology as well as all foreign counter parts and related pending applications. Foreign counterpart applications have been issued in the EU, Hong Kong, Australia and Canada and have been allowed in Japan. The EU patent has been validated in Austria, Belgium, France, Germany, Great Britain, Italy, Luxembourg, Monaco, Spain and Switzerland. In addition, the Duke license agreement provides the Company with rights to multiple issued and pending U.S. patents related to the formulation, method of making and use of heat sensitive liposomes. The Company’s rights under the license agreement with Duke extend for the life of the last-to-expire of the licensed patents. The Company has licensed from Valentis, CA certain global rights covering the use of pegylation for temperature sensitive liposomes. In addition to the rights available to the Company under completed or pending license agreements, the Company is actively pursuing patent protection for technologies developed by the Company. Among these patents is a family of pending US and international patent applications which seek to protect the Company’s proprietary method of storing ThermoDox® which is critical for worldwide distribution channels. ThermoDox® is a registered trademark in the U.S., Argentina, Australia, Canada, China, Columbia, the EU Member States: (Austria, Belgium, Bulgaria, Croatia, Cyprus, Czech Republic, Denmark, Estonia, Finland, France, Germany, Greece, Hungary, Ireland, Italy, Korea, Latvia, Lithuania, Luxembourg, Malta, the Netherlands, Poland, Portugal, Romania, Slovakia, Slovenia, Spain, Sweden, the United Kingdom), Hong Kong, Israel, Japan, New Zealand, Peru, Philippines, Russia, Singapore, South Korea and Taiwan. The Company has registered transliterations of ThermoDox® in China, Hong Kong, Japan, Singapore, South Korea and Taiwan. The Company has an additional 14 Finally, through proprietary information agreements with employees, consultants and others, the Company seeks to protect its own proprietary know-how and trade secrets. The Company cannot offer assurances that these confidentiality agreements will not third ’s proprietary technology. Similarly, the Company cannot guarantee that technology rights licensed to it by others will not third |
Note 16 - Technology Developmen
Note 16 - Technology Development and Licensing Agreements | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Licensing Transaction [Text Block] | 16. On May 7, 2012 , the Company entered into a long term commercial supply agreement with Zhejiang Hisun Pharmaceutical Co. Ltd. (Hisun) for the production of ThermoDox® in the China territory. In accordance with the terms of the agreement, Hisun will be responsible for providing all of the technical and regulatory support services, including the costs of all technical transfer, registration and bioequivalence studies, technical transfer costs, Celsion consultative support costs and the purchase of any necessary equipment and additional facility costs necessary to support capacity requirements for the manufacture of ThermoDox®. Celsion will repay Hisun for the aggregate amount of these development costs and fees commencing on the successful completion of three first 2015, three On January 18, 2013, $5 ® in mainland China, Hong Kong and Macau (the China territory). Following our announcement on January 31, 2013 January 18, 2013 ® ® for the Greater China market. The $5.0 first 2013 10 ® based on findings of the ongoing post-study analysis of the HEAT Study data. On July 19, 2013, Among the key provisions of the Celsion-Hisun Memorandum of Understanding are: ● Hisun will provide the Company with non-dilutive financing and the investment necessary to complete the technology transfer of its proprietary manufacturing process and the production of registration batches for the China territory; ● Hisun will collaborate with the Company around the clinical and regulatory approval activities for ThermoDox® as well as other liposomal formations with the CHINA FDA; and ● Hisun will be granted a right of first On August 8, 2016, 1 1, ’s proprietary gene mediated, IL- 12 1 1 1 first Key provisions of the GEN- 1 ● the GEN- 1 1 ● once approved, the cost structure for GEN- 1 ● Celsion will provide Hisun a certain percentage of China’s commercial unit demand, and separately of global commercial unit demand, subject to regulatory approval; ● Hisun and Celsion will commence technology transfer activities relating to the manufacture of GEN- 1, ● Hisun will collaborate with Celsion around the regulatory approval activities for GEN- 1 |
Note 17 - Contingent Liabilitie
Note 17 - Contingent Liabilities and Commitments | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 17. In July 2011, 10,870 In October 2011, 66 6 first $23,000 April 2012. $250,000, $50,000 19th, 31st 43rd $100,000 April 2017. 2015, April 30, 2017. April 2017, May 1, 2017. 64 7,565 four $18,900 first $20,500 one 24th In connection with the EGEN Asset Purchase Agreement in June 2014, 11,500 one $23,200 January 2018, 60 9,049 $18,100 The Company paid $ 502,716 $575,516 2017 2016, one December 31, 2017: For the year ending December 31: Operating Leases 2018 $ 452,093 2019 450,430 2020 454,213 2021 457,995 2022 379,823 202 3 and beyond 18,098 Total minimum lease payments $ 2,212,652 |
Note 18 - Subsequent Events
Note 18 - Subsequent Events | 12 Months Ended |
Dec. 31, 2017 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 18. On February 6, 2018, 3 No. 333 206789 September 4, 2015 September 25, 2015, may $10,000,000 January 2018 2018, 457,070 $1.3 $12.2 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation The accompanying consolidated financial statements of Celsion have been prepared in accordance with generally accepted accounting principles (“GAAP”) in the United States and include the accounts of the Company and CLSN Laboratories, Inc. All intercompany balances and transactions have been eliminated. The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates, and assumptions that affect the amount reported in the Company’s financial statements and accompanying notes. Actual results could differ materially from these estimates. Events and conditions arising subsequent to the most recent balance sheet date through the date of the issuance of these consolidated financial statements have been evaluated for their possible impact on the financial statements and accompanying notes. No |
Revenue Recognition, Policy [Policy Text Block] | Revenue Recognition At the inception of each collaborative agreement that includes milestone payments, the Company evaluates whether each milestone is substantive on the basis of the contingent nature of the milestone, specifically reviewing factors such as the scientific and other risks that must be overcome to achieve the milestone, as well as the level of effort and investment required. Milestones that are not not |
Cash and Cash Equivalents, Policy [Policy Text Block] | Cash and Cash Equivalents Cash and cash equivalents include cash on hand and investments purchased with an original maturity of three not |
Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Investment Securities The carrying values of investment securities approximate their respective fair values. |
Investment, Policy [Policy Text Block] | Short Term Investments The Company classifies its investments in marketable securities with readily determinable fair values as investments available-for-sale in accordance with Accounting Standards Codification (ASC) 320, Investments - Debt and Equity Securities not |
Property, Plant and Equipment, Policy [Policy Text Block] | Property and Equipment Property and equipment is stated at cost less accumulated depreciation and amortization. Depreciation is provided over the estimated useful lives of the related assets, ranging from three seven 326,000 $455,000 December 31, 2017 2016, The Company reviews property and equipment for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not |
Deposits [Policy Text Block] | Deposits Deposits include real property security deposits and other deposits which are contractually required and of a long-term nature. |
Goodwill and Intangible Assets, Intangible Assets, Policy [Policy Text Block] | In-Process Research and Development, Other Intangible Assets and Goodwill During 2014, 5, Patent Licenses The Company has purchased several licenses for rights to patented technologies. Patent license costs of $75,000 December 31, 2017 2016, $75,00 10 |
Comprehensive Income, Policy [Policy Text Block] | Comprehensive Income (Loss) Accounting Standards Codification (“ ASC”) 220, Comprehensive Income 220 |
Research and Development Expense, Policy [Policy Text Block] | Research and Development Research and development costs are expensed as incurred. Equipment and facilities acquired for research and development activities that have alternative future uses are capitalized and charged to expense over their estimated useful lives. |
Earnings Per Share, Policy [Policy Text Block] | Net Loss Per Common Share Basic and diluted net loss per common share was computed by dividing net loss for the year by the weighted average number of shares of common stock outstanding, both basic and diluted, during each period. The impact of common stock equivalents has been excluded from the computation of diluted weighted average common shares outstanding in periods where there is a net loss, as their effect is anti-dilutive. For the year ended December 31, 2017, is 3,761,844. December 31, 2017, For the year ended December 31, 2016, 1,702,272. 10 132,142 December 31, 2016, 1,570,300 |
Income Tax, Policy [Policy Text Block] | Income Taxes Income taxes are accounted for under the asset and liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carry forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax asset and liabilities of a change in tax rates is recognized in results of operations in the period that the tax rate change occurs. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. In accordance with ASC 740, Income Taxes, not” |
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | Stock-Based Compensation In March 2016, 2016 09, Compensation Stock Compensation first 2017 no |
Reclassification, Policy [Policy Text Block] | Reclassifications Certain reclassifications have been made to prior year financial statements to conform to classifications used in the current year. These classifications had no ’ equity or cash flows as previously reported. See Note 10 May 26, 2017. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) and are adopted by us as of the specified effective date. Unless otherwise discussed, we believe that the impact of recently issued accounting pronouncements will not ’s consolidated financial position, results of operations, and cash flows, or do not In May 2014, No. 2014 09 606 2014 09 January 1, 2017; 2015 14, 606 2014 09 one January 1, 2018. March 2016, No. 2016 8, 606 not No. 2014 09 No. 2014 09. April 2016, No. 2016 10, January 1, 2018 2017 2014 09 not not In January 2016, No. 2016 01, December 15, 2017. Based on the Company’s evaluation to date, the adoption of the ASU 2016 01 not In February 2016, No. 2016 02, 842 twelve December 15, 2018, In August 2016, No. 2016 15, 230 December 15, 2017, Based on the Company’s evaluation to date, the adoption of the ASU 2016 15 not In November 2016, No. 2016 18, 230 230, December 15, 2017, Based on the Company’s evaluation to date, the adoption of the ASU 2016 18 not In January 2017, No. 2017 01, 805 December 15, 201 7, 2016 18 not In January 2017, No. 2017 04, 2 not December 15, 2019, The Company adopted this method for its impairment test of goodwill during 2017. |
Note 3 - Short Term Investmen27
Note 3 - Short Term Investments Available for Sale (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Available-for-sale Securities [Table Text Block] | December 31, 201 7 December 31, 201 6 Cost Fair Value Cost Fair Value Short-term investments Certificate of deposit $ – $ – $ 1,680,000 $ 1,680,000 Bonds - corporate issuances 12,734,184 12,724,020 – – Total short-term investments $ 12,734,184 $ 12,724,020 $ 1,680,000 $ 1,680,000 December 31, 201 7 December 31, 201 6 Cost Fair Value Cost Fair Value Short-term investment maturities Within 3 months $ – $ – $ 1,680,000 $ 1,680,000 Between 3-12 months 12,734,184 12,724,020 – – Total $ 12,734,184 $ 12,724,020 $ 1,680,000 $ 1,680,000 |
Investment Income [Table Text Block] | 201 7 201 6 Interest and dividends accrued and paid $ 26,041 $ 31,262 Accretion of investment premium – (3,808 ) Losses investment maturity and sales, net – (532 ) Investment income net $ 26,041 $ 26,922 |
Schedule of Unrealized Loss on Investments [Table Text Block] | December 31, 201 7 Description of Investment Securities Fair Value Unrealized Holding Gains (Losses) Available for sale (all unrealized holding gains and losses are less than 12 months at date of measurement) I nvestments with unrealized gains - Bonds - corporate issuances $ 748,148 $ 570 I nvestments with unrealized losses – Bonds - corporate issuances 11,975,872 (10,734 ) Total $ 12,724,020 $ (10,164 ) |
Note 4 - Fair Values of Finan28
Note 4 - Fair Values of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | Total Fair Value on the Balance Sheet Quoted Prices In Active Markets For Identical Assets/Liabilities (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Recurring items as of December 31, 201 7 Investment securities, available for sale $ 12,724,020 $ 12,724,020 $ ─ $ ─ Recurring items as of December 31, 2016 Investment securities, available for sale $ 1,680,000 $ 1,680,000 $ ─ $ ─ Liabilities: Recurring items as of December 31, 201 7 Earn-out milestone liability (Note 12) $ 12,538,525 $ ─ $ ─ $ 12,538,525 Recurring items as of December 31, 2016 Earn-out milestone liability (Note 12) $ 13,188,226 $ ─ $ ─ $ 13,188,226 |
Note 5 - Acquisition of EGEN,29
Note 5 - Acquisition of EGEN, Inc. (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Property and equipment, net $ 35,000 In-process research and development 24,211,000 Other Intangible assets (Covenant not to compete) 1,591,000 Goodwill 1,976,000 Total assets: 27,813,000 Accounts payable and accrued liabilities (235,000 ) Net assets acquired $ 27,578,000 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Year Ended December 31, 2018 $ 227,316 2019 227,316 2020 227,316 2021 113,660 Total $ 795,608 |
Note 6 - Property and Equipme30
Note 6 - Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | Year Ended December 31, 201 7 201 6 Machinery and equipment (5-7 year life) $ 2,495,959 $ 2,459,532 Furniture and fixtures (3-5 year life) 248,709 246,507 Leasehold improvements (5-7 year life) 269,819 269,819 3,014,487 2,975,858 Less accumulated depreciation and amortization (2,838,716 ) (2,513,022 ) Total $ 175,771 $ 462,836 |
Note 7 - Other Accrued Liabil31
Note 7 - Other Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | Year Ended December 31, 201 7 201 6 Amounts due to contract research organizations and other contractual agreements $ 665,373 $ 1,115,193 Accrued payroll and related benefits 1,258,265 1,066,751 Accrued professional fees 264,668 259,550 Accrued interest on notes payable - 22,241 Other 94,521 20,021 Total $ 2,282,827 $ 2,483,756 |
Note 9 - Income Taxes (Tables)
Note 9 - Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | 20 17 20 16 Federal statutory rate 34 % 34.0 % State taxes, net of federal tax benefit 6.6 5.5 Change in v aluation allowance and deferred rate change, net (40.6 ) (39.5 ) Effective tax rate – % – % |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | December 31, 201 7 2016 Net operating loss carryforwards $ 62,216,000 $ 81,335,000 Other Deferred tax assets, net 2,415,000 2,714,000 Subtotal 64,631,000 84,049,000 Valuation allowance (64,631,000 ) (84,049,000 ) Total deferred tax asset $ - $ - |
Summary of Operating Loss Carryforwards [Table Text Block] | Approximate Amount of Unused Operating Loss Carry Forwards (in $000s) Expiration During Year End ing $ 7,136 2023 15,647 2024 8,168 2025 7,361 2026 11,905 2028 18,547 2029 18,145 2030 21,386 2031 20,558 2032 10,321 2033 22,906 2034 21,338 2035 22,495 2036 19,509 2037 $ 225,422 |
Note 11 - Stock-based Compens33
Note 11 - Stock-based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Share-based Compensation, Stock Options, Activity [Table Text Block] | Stock Options Number Outstanding Weighted Average Exercise Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value Outstanding at January 1, 201 6 154,581 $ 80.44 Granted 60,449 $ 18.08 Canceled or expired (3,817 ) $ 135.95 Outstanding at December 31, 201 6 211,213 $ 61.59 Granted 535,964 $ 2.69 Canceled or expired (43,735 ) $ 164.12 Outstanding at December 31, 2017 703,442 $ 10.34 8.9 $ - Exercisable at December 31, 201 7 405,075 $ 14.97 8.6 $ - |
Schedule of Share-based Compensation, Restricted Stock and Restricted Stock Units Activity [Table Text Block] | Restricted Stock Number Outstanding Weighted Average Grant Da te Fair Value Non-vested stock awards outstanding at January 1, 201 6 5,822 $ 36.96 Granted 8,000 $ 22.82 Vested and issued (9,037 ) $ 24.08 Non-vested stock awards outstanding at December 31, 2016 4,785 $ 37.42 Vested and issued (3,357 ) $ 42.20 Forfeited (1,428 ) $ 26.18 Non-vested stock awards outstanding at December 31, 2017 - $ - |
Schedule of Share-based Compensation, Shares Authorized under Stock Option Plans, by Exercise Price Range [Table Text Block] | Options Outstanding Options Exercisable Range of Exercise Prices Number Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Number Weighted Average Remaining Contractual Term (in years) Weighted Average Exercise Price Up to $5.00 535,964 9.4 $ 2.69 256,720 9.4 $ 2.69 5.00 to 35.00 105,674 7.9 $ 24.64 88,153 7.9 $ 25.12 Above $ 35.00 61,804 6.2 $ 52.23 60,202 6.2 $ 52.32 703,442 405,075 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Year Ended December 31, 201 7 2016 Risk-free interest rate 2.21 to 2.32 % 1.55 to 1.87 % Expected volatility 90.4 - 100.8 % 87.5 - 89.1 % Expected life (in years) 10 10 Expected forfeiture rate 0 % 5 % Expected dividend yield 0.0 % 0.0 % |
Note 12 - Earn-out Milestone 34
Note 12 - Earn-out Milestone Liability (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Changes in Earn out Milestone Liabilities [Table Text Block] | Balance at January 1, 2016 $ 13,921,412 Non-cash loss from the adjustment for the change in fair value included in 2016 net loss (733,186 ) Balance at December 31, 2016 13,188,226 Non-cash gain from the adjustment for the change in fair value included in 2017 net loss (649,701 ) Balance at December 31, 2017 $ 12,538,525 |
Note 13 - Warrants (Tables)
Note 13 - Warrants (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Warrant Activity [Table Text Block] | Warrants Number of Warrants Issued Weighted Average Exercise Price Warrants outstanding at January 1, 2016 421,015 $ 58,88 Warrants issued in connection with 2016 equity transactions 1,147,595 $ 2.03 Warrants exercised during 2016 (17,857 ) $ 0.14 Warrants expired during 2016 (62,795 ) $ 209.23 Warrants outstanding at December 31, 2016 1,487,958 $ 9.39 Warrants issued in connection with 2017 equity transactions 9,231,628 $ 3.46 Warrants exercised during 2017 (7,617,147 ) $ 2.89 Warrants expired during 2017 (44,037 ) $ 174.58 Warrants outstanding at December 31, 2017 3,058,402 $ 5.29 Aggregate intrinsic value of outstanding warrants at December 31, 201 7 $ 37,143 Weighted average remaining contractual terms (years) 3.5 |
Note 17 - Contingent Liabilit36
Note 17 - Contingent Liabilities and Commitments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Notes Tables | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | For the year ending December 31: Operating Leases 2018 $ 452,093 2019 450,430 2020 454,213 2021 457,995 2022 379,823 202 3 and beyond 18,098 Total minimum lease payments $ 2,212,652 |
Note 1 - Summary of Significa37
Note 1 - Summary of Significant Accounting Policies (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Depreciation | $ 326,000 | $ 455,000 |
Finite-Lived Patents, Gross | 75,000 | |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 7,500 | $ 7,500 |
Finite-Lived Intangible Asset, Useful Life | 10 years | |
Number of Shares of Common Stock Issuable Upon Exercise of Warrants and Equity Awards | 3,761,844 | 1,702,272 |
Weighted Average Number of Shares, Contingently Issuable | 132,142 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 1,570,300 | |
Minimum [Member] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Maximum [Member] | ||
Property, Plant and Equipment, Useful Life | 7 years |
Note 2 - Financial Condition (D
Note 2 - Financial Condition (Details Textual) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Net Income (Loss) Attributable to Parent | $ (20,402,176) | $ (22,053,726) |
Net Cash Provided by (Used in) Operating Activities | (16,642,076) | (18,379,364) |
Retained Earnings (Accumulated Deficit) | (261,781,888) | $ (241,379,712) |
Cash, Cash Equivalents, and Short-term Investments | 24,200,000 | |
Aggregate Offering Price, Additions | $ 13,500,000 |
Note 3 - Short Term Investmen39
Note 3 - Short Term Investments Available for Sale (Details Textual) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Short-term Investments | $ 12,724,020 | $ 1,680,000 |
Available-for-sale Securities, Accumulated Gross Unrealized Gain (Loss), before Tax | 0 | |
Short Term Investments Available for Sale [Member] | ||
Short-term Investments | $ 12,724,020 | $ 1,680,000 |
Note 3 - Short Term Investmen40
Note 3 - Short Term Investments Available for Sale - Short-term Investment by Bond Maturities (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Short-term investments, fair value | $ 12,724,020 | |
Total short-term investments | 12,734,184 | $ 1,680,000 |
Total short-term investments | 12,724,020 | 1,680,000 |
Certificate of Deposit [Member] | ||
Short-term investments, cost | 1,680,000 | |
Short-term investments, fair value | 1,680,000 | |
Investment Maturing Within Three Months [Member] | ||
Total short-term investments | 1,680,000 | |
Total short-term investments | 1,680,000 | |
Corporate Debt Securities [Member] | ||
Short-term investments, cost | 12,734,184 | |
Short-term investments, fair value | 12,724,020 | |
Investment Maturing Between 3 and 12 Months [Member] | ||
Total short-term investments | 12,734,184 | |
Total short-term investments | $ 12,724,020 |
Note 3 - Short Term Investmen41
Note 3 - Short Term Investments Available for Sale - Available for Sale - Investment Income (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Interest and dividends accrued and paid | $ 26,041 | $ 31,262 |
Accretion of investment premium | (3,808) | |
Losses investment maturity and sales, net | (532) | |
Investment income net | $ 26,041 | $ 26,922 |
Note 3 - Short Term Investmen42
Note 3 - Short Term Investments Available for Sale - Securities in a Continuous Unrealized Loss Position (Details) | Dec. 31, 2017USD ($) |
Fair value | $ 12,724,020 |
Unrealized holding gains (losses) | (10,164) |
Corporate Bond Securities [Member] | |
Short-term investments with unrealized gains, fair value | 748,148 |
Short-term investments with unrealized gains, unrealized holding gains (losses) | 570 |
Short-term investments with unrealized losses, fair value | 11,975,872 |
Short-term investments with unrealized losses, unrealized holding gains (losses) | $ (10,734) |
Note 4 - Fair Values of Finan43
Note 4 - Fair Values of Financial Instruments - Assets and Liabilities at Fair Value On a Recurring Basis (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Fair value | $ 12,724,020 | |
Earn-out milestone liability (Note 12) | 12,538,525 | $ 13,188,226 |
Fair Value, Measurements, Recurring [Member] | ||
Fair value | 12,724,020 | 1,680,000 |
Earn-out milestone liability (Note 12) | 12,538,525 | 13,188,226 |
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Fair value | 12,724,020 | 1,680,000 |
Earn-out milestone liability (Note 12) | ||
Fair Value, Measurements, Recurring [Member] | Fair Value, Inputs, Level 3 [Member] | ||
Fair value | ||
Earn-out milestone liability (Note 12) | $ 12,538,525 | $ 13,188,226 |
Note 5 - Acquisition of EGEN,44
Note 5 - Acquisition of EGEN, Inc. (Details Textual) - USD ($) | Jun. 16, 2017 | Jun. 10, 2014 | Jun. 09, 2014 | Jun. 20, 2014 | Nov. 30, 2013 | Sep. 30, 2017 | Dec. 31, 2016 | Jun. 10, 2014 | Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 20, 2016 | Jun. 30, 2017 |
Gain (Loss) from Change in Fair Value of Earn out Milestone Liability | $ 1,200,000 | $ 649,701 | $ 733,186 | ||||||||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 2,520,000 | 1,444,023 | |||||||||||
Finite-Lived Intangible Asset, Useful Life | 10 years | ||||||||||||
Amortization of Intangible Assets | 5,625 | ||||||||||||
Finite-Lived Intangible Assets, Net | $ 1,022,924 | 795,608 | 1,022,924 | ||||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 7,500 | 7,500 | 7,500 | ||||||||||
Noncompete Agreements [Member] | |||||||||||||
Amortization of Intangible Assets | 568,290 | 277,316 | |||||||||||
Finite-Lived Intangible Assets, Net | 1,022,924 | 795,608 | 1,022,924 | ||||||||||
Finite-Lived Intangible Assets, Accumulated Amortization | 568,290 | 795,606 | $ 568,290 | ||||||||||
Indefinite-lived in Process Research and Development [Member] | |||||||||||||
Gain (Loss) from Change in Fair Value of Earn out Milestone Liability | (700,000) | ||||||||||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 1,400,000 | ||||||||||||
Hercules [Member] | Hercules Credit Agreement [Member] | |||||||||||||
Proceeds from Lines of Credit | $ 5,000,000 | $ 5,000,000 | $ 10,000,000 | ||||||||||
EGEN Inc [Member] | |||||||||||||
Business Combination, Consideration Transferred | $ 27,600,000 | ||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 30,400,000 | 24,400,000 | |||||||||||
Payments to Acquire Businesses, Gross | $ 3,000,000 | ||||||||||||
Stock Issued During Period, Shares, Acquisitions | 193,728 | ||||||||||||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares | 47,862 | ||||||||||||
Gain (Loss) from Change in Fair Value of Earn out Milestone Liability | 600,000 | ||||||||||||
Goodwill, Acquired During Period | $ 2,000,000 | ||||||||||||
EGEN Inc [Member] | Noncompete Agreements [Member] | |||||||||||||
Finite-lived Intangible Assets Acquired | $ 1,600,000 | ||||||||||||
Finite-Lived Intangible Asset, Useful Life | 7 years | ||||||||||||
EGEN Inc [Member] | Indefinite-lived in Process Research and Development [Member] | |||||||||||||
Indefinite-lived Intangible Assets Acquired | 24,200,000 | 6,900,000 | $ 9,400,000 | ||||||||||
Asset Impairment Charges | 2,500,000 | ||||||||||||
Business Combination, Contingent Consideration, Liability | 12,500,000 | $ 12,500,000 | $ 13,800,000 | ||||||||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 1,400,000 | $ 700,000 | |||||||||||
EGEN Inc [Member] | Hercules Credit Agreement [Member] | |||||||||||||
Payments to Acquire Businesses, Gross | $ 3,000,000 | ||||||||||||
EGEN Inc [Member] | Ovarian Cancer Study Milestone [Member] | |||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | 12,400,000 | ||||||||||||
EGEN Inc [Member] | Glioblastoma Multiforme Brain Cancer Study Milestone [Member] | |||||||||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 12,000,000 | ||||||||||||
EGEN Inc [Member] | Maximum [Member] | |||||||||||||
Business Combination, Consideration Transferred | $ 44,400,000 |
Note 5 - Acquisition of EGEN,45
Note 5 - Acquisition of EGEN, Inc. - Fair Values of Acquired Assets and Liabilities (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Goodwill | $ 1,976,101 | $ 1,976,101 |
EGEN Inc [Member] | ||
Property and equipment, net | 35,000 | |
In-process research and development | 24,211,000 | |
Other Intangible assets (Covenant not to compete) | 1,591,000 | |
Goodwill | 1,976,000 | |
Total assets: | 27,813,000 | |
Accounts payable and accrued liabilities | (235,000) | |
Net assets acquired | $ 27,578,000 |
Note 5 - Acquisition of Egen,46
Note 5 - Acquisition of Egen, Inc. - Amortization Schedule for Covenant Not to Complete (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Total | $ 795,608 | $ 1,022,924 |
Noncompete Agreements [Member] | ||
2,018 | 227,316 | |
2,019 | 227,316 | |
2,020 | 227,316 | |
2,021 | 113,660 | |
Total | $ 795,608 | $ 1,022,924 |
Note 6 - Property and Equipme47
Note 6 - Property and Equipment - Property, Plant, and Equipment Useful Life (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Property and equipment | $ 3,014,487 | $ 2,975,858 |
Less accumulated depreciation and amortization | (2,838,716) | (2,513,022) |
Total | 175,771 | 462,836 |
Machinery and Equipment [Member] | ||
Property and equipment | 2,495,959 | 2,459,532 |
Furniture and Fixtures [Member] | ||
Property and equipment | 248,709 | 246,507 |
Leasehold Improvements [Member] | ||
Property and equipment | $ 269,819 | $ 269,819 |
Note 6 - Property and Equipme48
Note 6 - Property and Equipment - Property, Plant, and Equipment Useful Life (Details) (Parentheticals) | 12 Months Ended |
Dec. 31, 2017 | |
Minimum [Member] | |
Estimated useful life (Year) | 3 years |
Maximum [Member] | |
Estimated useful life (Year) | 7 years |
Machinery and Equipment [Member] | Minimum [Member] | |
Estimated useful life (Year) | 5 years |
Machinery and Equipment [Member] | Maximum [Member] | |
Estimated useful life (Year) | 7 years |
Furniture and Fixtures [Member] | Minimum [Member] | |
Estimated useful life (Year) | 3 years |
Furniture and Fixtures [Member] | Maximum [Member] | |
Estimated useful life (Year) | 5 years |
Leasehold Improvements [Member] | Minimum [Member] | |
Estimated useful life (Year) | 5 years |
Leasehold Improvements [Member] | Maximum [Member] | |
Estimated useful life (Year) | 7 years |
Note 7 - Other Accrued Liabil49
Note 7 - Other Accrued Liabilities - Other Accrued Liabilities (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Amounts due to contract research organizations and other contractual agreements | $ 665,373 | $ 1,115,193 |
Accrued payroll and related benefits | 1,258,265 | 1,066,751 |
Accrued professional fees | 264,668 | 259,550 |
Accrued interest on notes payable | 22,241 | |
Other | 94,521 | 20,021 |
Total | $ 2,282,827 | $ 2,483,756 |
Note 8 - Note Payable (Details
Note 8 - Note Payable (Details Textual) - USD ($) | Jun. 10, 2014 | Jun. 09, 2014 | Jun. 20, 2014 | Nov. 30, 2013 | Jun. 10, 2014 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 15, 2016 | Dec. 31, 2017 | Dec. 17, 2015 | Dec. 31, 2017 | Jun. 26, 2017 | Jun. 09, 2017 | Dec. 31, 2015 | Jun. 30, 2015 | Nov. 25, 2013 |
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 5.29 | $ 9.39 | $ 5.29 | $ 5.29 | $ 1.65 | $ 2.70 | $ 5,888 | |||||||||
Hercules Warrant [Member] | ||||||||||||||||
Debt Instrument, Unamortized Discount | $ 476,261 | $ 476,261 | ||||||||||||||
EGEN Inc [Member] | ||||||||||||||||
Payments to Acquire Businesses, Gross | $ 3,000,000 | |||||||||||||||
Hercules Credit Agreement [Member] | ||||||||||||||||
Repayments of Lines of Credit | $ 4,000,000 | |||||||||||||||
Interest Expense, Debt | $ 56,386 | $ 486,327 | ||||||||||||||
Amortization of Debt Issuance Costs | $ 35,370 | $ 236,666 | ||||||||||||||
Hercules Credit Agreement [Member] | Hercules Warrant [Member] | ||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 50.26 | |||||||||||||||
Line of Credit Facility Original Loan Fee Percent | 3.50% | |||||||||||||||
Debt Issuance Costs, Gross | $ 350,000 | |||||||||||||||
Hercules Credit Agreement [Member] | EGEN Inc [Member] | ||||||||||||||||
Payments to Acquire Businesses, Gross | 3,000,000 | |||||||||||||||
Hercules [Member] | ||||||||||||||||
Repayments of Lines of Credit | $ 5,000,000 | |||||||||||||||
Hercules [Member] | Hercules Credit Agreement [Member] | ||||||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | 20,000,000 | |||||||||||||||
Proceeds from Lines of Credit | $ 5,000,000 | 5,000,000 | $ 10,000,000 | |||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 11.50% | 11.75% | 11.25% | |||||||||||||
Amortization Period for Principal and Interest | 2 years 180 days | |||||||||||||||
Debt Issuance Costs, Net | 122,378 | |||||||||||||||
Debt Instrument, Unamortized Discount | $ 230,000 | |||||||||||||||
Hercules [Member] | Hercules Credit Agreement [Member] | First Fifty Percent [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 6,963 | 6,963 | ||||||||||||||
Hercules [Member] | Hercules Credit Agreement [Member] | Second Fifty Percent [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 6,963 |
Note 9 - Income Taxes (Details
Note 9 - Income Taxes (Details Textual) - USD ($) $ in Millions | Jul. 25, 2011 | Oct. 31, 2017 | Jun. 30, 2017 | Jun. 30, 2013 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Feb. 28, 2013 | Feb. 28, 2017 | Jun. 30, 2015 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 34.00% | 34.00% | ||||||||
Operating Loss Carryforwards | $ 90 | $ 5 | $ 7 | $ 4 | $ 89 | $ 34 | $ 35 | $ 40 | ||
Operating Loss Carry Forwards, Limitation on Use | $ 4.2 | $ 0.8 | $ 0.3 | $ 1.5 | $ 1.4 | $ 0.3 | $ 1.6 | |||
Scenario, Forecast [Member] | ||||||||||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
Note 9 - Income Taxes - Reconci
Note 9 - Income Taxes - Reconciliation of the Statutory Tax Rate to the Effective Rate (Details) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Federal statutory rate | 34.00% | 34.00% |
State taxes, net of federal tax benefit | 6.60% | 5.50% |
Change in valuation allowance and deferred rate change, net | (40.60%) | (39.50%) |
Effective tax rate |
Note 9 - Income Taxes - Compone
Note 9 - Income Taxes - Components of the Deferred Tax Asset (Details) - USD ($) | Dec. 31, 2017 | Dec. 31, 2016 |
Net operating loss carryforwards | $ 62,216,000 | $ 81,335,000 |
Other Deferred tax assets, net | 2,415,000 | 2,714,000 |
Subtotal | 64,631,000 | 84,049,000 |
Valuation allowance | (64,631,000) | (84,049,000) |
Total deferred tax asset |
Note 9 - Income Taxes - Operati
Note 9 - Income Taxes - Operating Loss Carry Forwards (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Operating Loss Carryforwards | $ 225,422 |
Expires 2023 [Member] | |
Operating Loss Carryforwards | 7,136 |
Expires 2024 [Member] | |
Operating Loss Carryforwards | 15,647 |
Expires 2025 [Member] | |
Operating Loss Carryforwards | 8,168 |
Expires 2026 [Member] | |
Operating Loss Carryforwards | 7,361 |
Expires 2028 [Member] | |
Operating Loss Carryforwards | 11,905 |
Expires 2029 [Member] | |
Operating Loss Carryforwards | 18,547 |
Expires 2030 [Member] | |
Operating Loss Carryforwards | 18,145 |
Expires 2031 [Member] | |
Operating Loss Carryforwards | 21,386 |
Expires 2032 [Member] | |
Operating Loss Carryforwards | 20,558 |
Expires 2033 [Member] | |
Operating Loss Carryforwards | 10,321 |
Expires 2034 [Member] | |
Operating Loss Carryforwards | 22,906 |
Expires 2035 [Member] | |
Operating Loss Carryforwards | 21,338 |
Expires 2036 [Member] | |
Operating Loss Carryforwards | 22,495 |
Expires 2037 [Member] | |
Operating Loss Carryforwards | $ 19,509 |
Note 10 - Stockholders' Equity
Note 10 - Stockholders' Equity (Details Textual) | Feb. 06, 2018USD ($) | Oct. 31, 2017USD ($) | Oct. 27, 2017$ / sharesshares | Oct. 04, 2017USD ($)$ / sharesshares | Jul. 06, 2017USD ($)$ / sharesshares | Jun. 26, 2017USD ($)$ / sharesshares | Jun. 09, 2017USD ($)$ / sharesshares | May 26, 2017shares | Feb. 14, 2017USD ($)$ / sharesshares | Dec. 20, 2016USD ($)$ / sharesshares | Jun. 13, 2016USD ($)$ / sharesshares | Feb. 01, 2013USD ($) | Sep. 30, 2015USD ($) | Feb. 25, 2013USD ($) | Mar. 26, 2018shares | Dec. 31, 2017$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016USD ($)$ / sharesshares | Feb. 06, 2018USD ($) | Sep. 30, 2017USD ($) | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | May 25, 2017shares | May 16, 2017shares | May 15, 2017shares | Jun. 30, 2016shares | May 31, 2016shares | Dec. 31, 2015$ / sharesshares | May 27, 2015$ / sharesshares | Jan. 15, 2014$ / sharesshares | Feb. 22, 2013$ / sharesshares |
Shelf Registration Statement Amount | $ | $ 75,000,000 | ||||||||||||||||||||||||||||||
Common Stock, Shares Authorized | 112,500,000 | 112,500,000 | 112,500,000 | 112,500,000 | 112,500,000 | 112,500,000 | 75,000,000 | ||||||||||||||||||||||||
Preferred Stock, Shares Authorized | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | 100,000 | |||||||||||||||||||||||||
Aggregate of Common and Preferred Stock, Shares Authorized | 112,600,000 | ||||||||||||||||||||||||||||||
Common Stock, Shares, Outstanding | 4,070,172 | 17,276,965 | 17,276,965 | 2,230,118 | 17,276,965 | 17,276,965 | 56,982,418 | ||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 703,442 | 703,442 | 211,213 | 703,442 | 703,442 | 200,000 | 2,400,000 | 154,581 | |||||||||||||||||||||||
Class of Warrant or Right, Outstanding | 3,058,402 | 3,058,402 | 1,487,958 | 3,058,402 | 3,058,402 | 2,400,000 | 33,500,000 | 421,015 | |||||||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 506,627 | 790,410 | |||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.65 | $ 2.70 | $ 5.29 | $ 5.29 | $ 9.39 | $ 5.29 | $ 5.29 | $ 5,888 | |||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 21,140,304 | $ 2,500 | $ 800,000 | $ 2,100,000 | |||||||||||||||||||||||||||
Aggregate Offering Price, Additions | $ | 13,500,000 | ||||||||||||||||||||||||||||||
2013 Warrants, 2014 Warrants, and June 2016 Warrants [Member] | |||||||||||||||||||||||||||||||
Increase (Decrease) in Fair Value of Warrants | $ | $ 200,000 | ||||||||||||||||||||||||||||||
2015 Warrants [Member] | |||||||||||||||||||||||||||||||
Increase (Decrease) in Fair Value of Warrants | $ | $ 100,000 | ||||||||||||||||||||||||||||||
October 2017 Underwritten Offering [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 2,640,000 | ||||||||||||||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,320,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Warrants Issued with Stock | 0.5 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Offered Price of Warrants or Rights | $ / shares | $ 2.50 | ||||||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 2.325 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercisable Period | 180 days | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 3 | ||||||||||||||||||||||||||||||
Warrants Issued, Expiration Period | 5 years | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock and Warrants | $ | $ 6,600,000 | ||||||||||||||||||||||||||||||
October 2017 Underwritten Offering [Member] | Additional Warrants Issued to Underwriter [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 66,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercisable Period | 180 days | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 2.87 | ||||||||||||||||||||||||||||||
Warrants Issued, Expiration Period | 5 years | ||||||||||||||||||||||||||||||
July 2017 Direct Offering [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 2,050,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 4,665,000 | ||||||||||||||||||||||||||||||
Share Price | $ / shares | $ 2.07 | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock, Gross | $ | $ 4,243,500 | ||||||||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 16,600,000 | ||||||||||||||||||||||||||||||
July 2017 Direct Offering [Member] | Pre-Funded Series CCC Warrants [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 385,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Offered Price of Warrants or Rights | $ / shares | $ 2.06 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.01 | ||||||||||||||||||||||||||||||
Beneficial Ownership Percentage Threshold | 9.99% | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Warrants | $ | $ 793,100 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercised During Period | 385,000 | ||||||||||||||||||||||||||||||
July 2017 Direct Offering [Member] | Series AAA Warrants [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,435,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercisable Period | 180 days | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 2.07 | ||||||||||||||||||||||||||||||
Warrants Issued, Expiration Period | 5 years 182 days | ||||||||||||||||||||||||||||||
July 2017 Direct Offering [Member] | Series BBB Warrants [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 2,435,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 4.75 | ||||||||||||||||||||||||||||||
Warrants Issued, Expiration Period | 1 year | ||||||||||||||||||||||||||||||
July 2017 Direct Offering [Member] | Series DDD Warrants [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,166,250 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 6.20 | ||||||||||||||||||||||||||||||
February 14, 2017 Public Offering [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,384,704 | ||||||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 3.22 | ||||||||||||||||||||||||||||||
Maximum Beneficial Ownership of the Purchaser | 9.99% | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 5,000,000 | ||||||||||||||||||||||||||||||
February 14, 2017 Public Offering [Member] | Series AA Warrant [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,177,790 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 3.22 | ||||||||||||||||||||||||||||||
Proceeds from Warrant Exercises | $ | $ 2,400,000 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Term | 5 years | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Exercise of Warrants | 747,254 | ||||||||||||||||||||||||||||||
February 14, 2017 Public Offering [Member] | Pre-Funded Series BB Warrant [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 185,713 | ||||||||||||||||||||||||||||||
Shares Issued, Price Per Share | $ / shares | $ 3.08 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 0.14 | ||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, Exercise of Warrants | 185,713 | ||||||||||||||||||||||||||||||
December 2016 Common Stock Offering [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 367,346 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 367,343 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 6.44 | ||||||||||||||||||||||||||||||
Warrants Issued, Expiration Period | 5 years 182 days | ||||||||||||||||||||||||||||||
Share Price | $ / shares | $ 4.90 | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 1,800,000 | ||||||||||||||||||||||||||||||
Warrants Exercisable Period | 180 days | ||||||||||||||||||||||||||||||
June 2016 Common Stock Offering [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 165,126 | ||||||||||||||||||||||||||||||
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.01 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 630,252 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 19.60 | ||||||||||||||||||||||||||||||
Share Price | $ / shares | $ 19.04 | ||||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 6,000,000 | ||||||||||||||||||||||||||||||
June 2016 Common Stock Offering [Member] | Series A Warrant [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 0.5 | ||||||||||||||||||||||||||||||
Warrants Issued, Expiration Period | 5 years 182 days | ||||||||||||||||||||||||||||||
Warrants Exercisable Period | 180 days | ||||||||||||||||||||||||||||||
June 2016 Common Stock Offering [Member] | Series C Warrant [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 1 | ||||||||||||||||||||||||||||||
Warrants Issued, Expiration Period | 1 year | ||||||||||||||||||||||||||||||
Warrants Exercisable Period | 180 days | ||||||||||||||||||||||||||||||
June 2016 Common Stock Offering [Member] | Series D Warrant [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right | 0.5 | ||||||||||||||||||||||||||||||
Warrants Issued, Expiration Period | 5 years 182 days | ||||||||||||||||||||||||||||||
Warrants Exercisable Period | 180 days | ||||||||||||||||||||||||||||||
February 2013 Preferred Stock Offering [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 95,811 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 74.34 | ||||||||||||||||||||||||||||||
January 2014 Common Stock Offering [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 64,348 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 57.40 | ||||||||||||||||||||||||||||||
May 2015 Common Stock Offering [Member] | 2015 Warrants [Member] | |||||||||||||||||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 139,284 | ||||||||||||||||||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 36.40 | ||||||||||||||||||||||||||||||
ATM Agreement [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 1,221,648 | 1,327,326 | |||||||||||||||||||||||||||||
Proceeds from Issuance of Common Stock | $ | $ 3,900,000 | $ 11,500,000 | |||||||||||||||||||||||||||||
Aggregate Offering Price | $ | $ 25,000,000 | $ 13,500,000 | |||||||||||||||||||||||||||||
Commission on Proceeds from ATM Shares Percent | 3.00% | ||||||||||||||||||||||||||||||
Legal Fees | $ | $ 50,000 | ||||||||||||||||||||||||||||||
ATM Agreement [Member] | Subsequent Event [Member] | |||||||||||||||||||||||||||||||
Stock Issued During Period, Shares, New Issues | 457,070 | ||||||||||||||||||||||||||||||
Aggregate Offering Price, Additions | $ | $ 10,000,000 | $ 17,500,000 | |||||||||||||||||||||||||||||
Reverse Stock Split [Member] | |||||||||||||||||||||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 14 |
Note 11 - Stock-based Compens56
Note 11 - Stock-based Compensation (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | 132 Months Ended | |||||||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2014 | Dec. 31, 2012 | Dec. 31, 2010 | Dec. 31, 2017 | May 16, 2017 | May 15, 2017 | Dec. 31, 2015 | Dec. 31, 2007 | Dec. 31, 2006 | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 21,164 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 703,442 | 211,213 | 703,442 | 200,000 | 2,400,000 | 154,581 | |||||
Consultants [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 22,500 | 0 | |||||||||
Stock Incentive Plan 2007 [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized | 688,531 | 246,031 | 67,460 | 31,746 | 688,531 | 15,873 | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 442,500 | 178,571 | 35,714 | 15,873 | |||||||
Percentage of Fair Market Value of Shares | 100.00% | 100.00% | |||||||||
Percentage of Outstanding Stock Determining Factor for Incentive Stock Price | 10.00% | 10.00% | |||||||||
Allocated Share-based Compensation Expense | $ 1.1 | $ 1.5 | |||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized | $ 0.4 | $ 0.4 | |||||||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 328 days | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 2.32 | $ 16.24 | |||||||||
Stock Incentive Plan 2007 [Member] | Minimum [Member] | |||||||||||
Percentage of Fair Market Value of Shares | 110.00% | 110.00% | |||||||||
Employee Stock Option [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 705,893 | 705,893 | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Shares Issued in Period | 703,442 | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 2,451 | 2,451 | |||||||||
Issued to Consultants For Services [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Expiration Period | 10 years |
Note 11 - Stock-based Compens57
Note 11 - Stock-based Compensation - Stock Option Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Outstanding (in shares) | 211,213 | 154,581 |
Outstanding (in dollars per share) | $ 61.59 | $ 80.44 |
Granted (in shares) | 535,964 | 60,449 |
Granted (in dollars per share) | $ 2.69 | $ 18.08 |
Canceled or expired (in shares) | (43,735) | (3,817) |
Canceled or expired (in dollars per share) | $ 164.12 | $ 135.95 |
Outstanding (in shares) | 703,442 | 211,213 |
Outstanding (in dollars per share) | $ 10.34 | $ 61.59 |
Outstanding (Year) | 8 years 328 days | |
Exercisable (in shares) | 405,075 | |
Exercisable (in dollars per share) | $ 14.97 | |
Exercisable (Year) | 8 years 219 days |
Note 11 - Stock-based Compens58
Note 11 - Stock-based Compensation - Non-vested Restricted Stock Awards (Details) - Restricted Stock [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Non-vested stock awards outstanding (in shares) | 4,785 | 5,822 |
Non-vested stock awards outstanding (in dollars per share) | $ 37.42 | $ 36.96 |
Granted (in shares) | 8,000 | |
Granted (in dollars per share) | $ 22.82 | |
Vested and issued (in shares) | (3,357) | (9,037) |
Vested and issued (in dollars per share) | $ 42.20 | $ 24.08 |
Non-vested stock awards outstanding (in shares) | 4,785 | |
Non-vested stock awards outstanding (in dollars per share) | $ 37.42 | |
Vested and issued (in shares) | (3,357) | (9,037) |
Forfeited (in shares) | (1,428) | |
Forfeited (in dollars per share) | $ 26.18 |
Note 11 - Stock-based Compens59
Note 11 - Stock-based Compensation - Stock Options Outstanding (Details) - $ / shares | 12 Months Ended | ||||
Dec. 31, 2017 | May 16, 2017 | May 15, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Options outstanding (in shares) | 703,442 | 200,000 | 2,400,000 | 211,213 | 154,581 |
Options outstanding, weighted average exercise price (in dollars per share) | $ 10.34 | $ 61.59 | $ 80.44 | ||
Options exercisable (in shares) | 405,075 | ||||
Exercisable (Year) | 8 years 219 days | ||||
Range 1 [Member] | |||||
Range of exercise prices, upper range (in dollars per share) | $ 5 | ||||
Options outstanding (in shares) | 535,964 | ||||
Options outstanding, weighted average remaining contractual term (Year) | 9 years 146 days | ||||
Options outstanding, weighted average exercise price (in dollars per share) | $ 2.69 | ||||
Options exercisable (in shares) | 256,720 | ||||
Exercisable (Year) | 9 years 146 days | ||||
Options exercisable, weighted average exercise price (in dollars per share) | $ 2.69 | ||||
Range 2 [Member] | |||||
Range of exercise prices, upper range (in dollars per share) | $ 35 | ||||
Options outstanding (in shares) | 105,674 | ||||
Options outstanding, weighted average remaining contractual term (Year) | 7 years 328 days | ||||
Options outstanding, weighted average exercise price (in dollars per share) | $ 24.64 | ||||
Options exercisable (in shares) | 88,153 | ||||
Exercisable (Year) | 7 years 328 days | ||||
Options exercisable, weighted average exercise price (in dollars per share) | $ 25.12 | ||||
Range of exercise prices, lower range (in dollars per share) | $ 5 | ||||
Range 3 [Member] | |||||
Options outstanding (in shares) | 61,804 | ||||
Options outstanding, weighted average remaining contractual term (Year) | 6 years 73 days | ||||
Options outstanding, weighted average exercise price (in dollars per share) | $ 52.23 | ||||
Options exercisable (in shares) | 60,202 | ||||
Exercisable (Year) | 6 years 73 days | ||||
Options exercisable, weighted average exercise price (in dollars per share) | $ 52.32 | ||||
Range of exercise prices, lower range (in dollars per share) | $ 35 |
Note 11 - Stock-based Compens60
Note 11 - Stock-based Compensation - Fair Value of Option Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Minimum [Member] | ||
Risk-free interest rate | 1.55% | |
Expected volatility | 87.50% | |
Maximum [Member] | ||
Risk-free interest rate | 1.87% | |
Expected volatility | 89.10% | |
Expected life (Year) | 10 years | |
Expected forfeiture rate | 5.00% | |
Expected dividend yield | 0.00% | |
Employee Stock Option [Member] | Minimum [Member] | ||
Risk-free interest rate | 2.21% | |
Expected volatility | 90.40% | |
Employee Stock Option [Member] | Maximum [Member] | ||
Risk-free interest rate | 2.32% | |
Expected volatility | 100.80% | |
Expected life (Year) | 10 years | |
Expected forfeiture rate | 0.00% | |
Expected dividend yield | 0.00% |
Note 12 - Earn-out Milestone 61
Note 12 - Earn-out Milestone Liability (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Jun. 20, 2014 | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Gain (Loss) from Change in Fair Value of Earn out Milestone Liability | $ 1,200,000 | $ 649,701 | $ 733,186 | |||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 2,520,000 | 1,444,023 | ||||
Indefinite-lived in Process Research and Development [Member] | ||||||
Gain (Loss) from Change in Fair Value of Earn out Milestone Liability | $ (700,000) | |||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | 1,400,000 | |||||
EGEN Inc [Member] | ||||||
Business Combination, Contingent Consideration Arrangements, Range of Outcomes, Value, High | $ 30,400,000 | 24,400,000 | ||||
Business Combination, Consideration Transferred, Liabilities Incurred | $ 13,900,000 | 12,500,000 | $ 13,200,000 | $ 13,900,000 | ||
Gain (Loss) from Change in Fair Value of Earn out Milestone Liability | $ 600,000 | |||||
EGEN Inc [Member] | Indefinite-lived in Process Research and Development [Member] | ||||||
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 1,400,000 | $ 700,000 | ||||
EGEN Inc [Member] | Minimum [Member] | ||||||
Risk Adjusted Assessment of Each Milestone | 10.00% | 50.00% | 50.00% | 50.00% | ||
Estimated Time to Achieve the Milestone | 1 year 182 days | 1 year 109 days | 2 years | |||
EGEN Inc [Member] | Maximum [Member] | ||||||
Risk Adjusted Assessment of Each Milestone | 67.00% | 80.00% | 80.00% | 80.00% | ||
Estimated Time to Achieve the Milestone | 2 years 182 days | 1 year 182 days | 2 years 182 days |
Note 12 - Earn-out Milestone 62
Note 12 - Earn-out Milestone Liability - Summary of the Changes in the Earn-out Milestone Liability (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2016 | |
Balance | $ 13,188,226 | $ 13,921,412 | |
Non-cash loss from the adjustment for the change in fair value included in net loss | $ (1,200,000) | (649,701) | (733,186) |
Balance | $ 12,538,525 | $ 13,188,226 |
Note 13 - Warrants (Details Tex
Note 13 - Warrants (Details Textual) - USD ($) | 12 Months Ended | 28 Months Ended | 58 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2017 | Dec. 31, 2017 | Jun. 26, 2017 | Jun. 09, 2017 | Jun. 13, 2016 | |
Number Of Warrants Issued | 9,231,628 | 1,147,595 | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 506,627 | 790,410 | |||||
Proceeds from Warrant Exercises | $ 21,140,304 | $ 2,500 | $ 800,000 | $ 2,100,000 | |||
June 2016 Common Stock Offering [Member] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 630,252 | ||||||
Hercules Warrant [Member] | |||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 7,617,147 | 7,617,147 | |||||
Proceeds from Warrant Exercises | $ 22,000,000 | ||||||
Series B Warrant [Member] | June 2016 Common Stock Offering [Member] | Common Stock [Member] | |||||||
Stock Issued During Period, Shares, Exercise of Warrants | 17,857 |
Note 13 - Warrants - Summary of
Note 13 - Warrants - Summary of Warrant Activity (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Warrants outstanding (in shares) | 1,487,958 | 421,015 |
Warrants outstanding (in dollars per share) | $ 9.39 | $ 5,888 |
Warrants issued in connection with equity transactions (in shares) | 9,231,628 | 1,147,595 |
Warrants issued in connection with equity transactions (in dollars per share) | $ 3.46 | $ 2.03 |
Warrants exercised (in shares) | (7,617,147) | (17,857) |
Warrants exercised (in dollars per share) | $ 2.89 | $ 0.14 |
Warrants expired (in shares) | (44,037) | (62,795) |
Warrants expired (in dollars per share) | $ 174.58 | $ 209.23 |
Warrants outstanding (in shares) | 3,058,402 | 1,487,958 |
Warrants outstanding (in dollars per share) | $ 5.29 | $ 9.39 |
Aggregate intrinsic value of outstanding warrants | $ 37,143 | |
Weighted average remaining contractual terms (Year) | 3 years 182 days |
Note 14 - Celsion Employee Be65
Note 14 - Celsion Employee Benefit Plans (Details Textual) | 12 Months Ended | |
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Minimum Age For Employee Benefit Plan | 21 | |
Defined Contribution Plan, Maximum Annual Contributions Per Employee, Percent | 3.00% | |
Defined Benefit Plan, Plan Assets, Contributions by Employer | $ 77,352 | $ 82,391 |
Defined Contribution Plan, Employer Discretionary Contribution Amount | $ 172,497 | |
Defined Contribution Plan, Employer Discretionary Contribution Percent | 6.00% |
Note 15 - Licenses of Intelle66
Note 15 - Licenses of Intellectual Property and Patents (Details Textual) | 12 Months Ended | ||
Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Jan. 31, 2003USD ($)shares | |
Number Of Days Before Issuance Factoring Into Average Closing Price | 20 days | ||
Amount of Time after Effective Date of License Agreement for Registration Rights to Take Place | 1 year | ||
Common Stock, Shares, Issued | shares | 17,277,299 | 2,230,452 | 253,691 |
Common Stock, Value, Issued | $ | $ 172,772 | $ 22,305 | $ 2,200,000 |
Number Of Trademark Protection Application Pending For Thermo Dox | 14 |
Note 16 - Technology Developm67
Note 16 - Technology Development and Licensing Agreements (Details Textual) - USD ($) $ in Millions | Jan. 18, 2013 | Mar. 31, 2013 |
Deferred Revenue | $ 5 | |
Deferred Revenue Amortization Period | 10 years | |
Hisun [Member] | ||
Proceeds from License Fees Received | $ 5 |
Note 17 - Contingent Liabilit68
Note 17 - Contingent Liabilities and Commitments (Details Textual) | 1 Months Ended | 12 Months Ended | ||||||
Jan. 31, 2018USD ($)ft² | Dec. 31, 2017USD ($) | Apr. 30, 2017USD ($)ft² | Jun. 30, 2014USD ($)ft² | Apr. 30, 2012USD ($) | Jul. 31, 2011ft² | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | |
Payments for Rent | $ 502,716 | $ 575,516 | ||||||
Contractual Obligation | $ 665,373 | $ 665,373 | $ 1,115,193 | |||||
Standby Letters of Credit [Member] | ||||||||
Contractual Obligation Reduction Nineteen Months from Initial Term | $ 50,000 | |||||||
Contractual Obligation Remaining | 100,000 | |||||||
Contractual Obligation Reduction Thirty One Months from Initial Term | 50,000 | |||||||
Contractual Obligation Reduction Forty Three Months from Initial Term | 50,000 | |||||||
Lawrenceville New Jersey [Member] | ||||||||
Area of Real Estate Property | ft² | 7,565 | 11,500 | 10,870 | |||||
Lessee, Operating Lease, Term of Contract | 5 years 180 days | |||||||
Number of Months in Which Free Rent Is Provided | 120 days | 180 days | ||||||
Payments for Rent | 23,000 | |||||||
Lessee, Finance Lease, Term of Contract | 5 years 120 days | |||||||
Operating Leases, Monthly Rent Payment in First Year | $ 18,900 | |||||||
Operating Leases, Monthly Rent Payment in Final Year | $ 20,500 | |||||||
Lawrenceville New Jersey [Member] | Standby Letters of Credit [Member] | ||||||||
Contractual Obligation | $ 250,000 | |||||||
Premises Located in Huntsville Alabama [Member] | ||||||||
Lessee, Finance Lease, Term of Contract | 30 days | |||||||
Operating Leases, Monthly Rent Payment | $ 23,200 | |||||||
Premises Located in Huntsville Alabama [Member] | Subsequent Event [Member] | ||||||||
Area of Real Estate Property | ft² | 9,049 | |||||||
Lessee, Finance Lease, Term of Contract | 5 years | |||||||
Operating Leases, Monthly Rent Payment | $ 18,100 |
Note 17 - Contingent Liabilit69
Note 17 - Contingent Liabilities and Commitments - Summary of the Future Minimum Payments Required Under Leases (Details) $ in Thousands | Dec. 31, 2017USD ($) |
2,018 | $ 452,093 |
2,019 | 450,430 |
2,020 | 454,213 |
2,021 | 457,995 |
2,022 | 379,823 |
2023 and beyond | 18,098 |
Total minimum lease payments | $ 2,212,652 |
Note 18 - Subsequent Events (De
Note 18 - Subsequent Events (Details Textual) - USD ($) | Mar. 26, 2018 | Feb. 06, 2018 | Mar. 26, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Feb. 06, 2018 | Dec. 31, 2017 |
Aggregate Offering Price, Additions | $ 13,500,000 | ||||||
Stock Issued During Period, Value, New Issues | $ 17,910,401 | $ 6,775,016 | |||||
ATM Agreement [Member] | |||||||
Stock Issued During Period, Shares, New Issues | 1,221,648 | 1,327,326 | |||||
ATM Agreement [Member] | Subsequent Event [Member] | |||||||
Aggregate Offering Price, Additions | $ 10,000,000 | $ 17,500,000 | |||||
Stock Issued During Period, Shares, New Issues | 457,070 | ||||||
Stock Issued During Period, Value, New Issues | $ 1,300,000 | ||||||
Aggregate Offering Price, Remaining Amount | $ 12,200,000 |