ASPIRA WOMEN'S HEALTH INC., 10-Q filed on 12 Nov 20
v3.20.2
Document and Entity Information - shares
9 Months Ended
Sep. 30, 2020
Oct. 31, 2020
Document And Entity Information [Abstract]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2020  
Document Transition Report false  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2020  
Entity File Number 001-34810  
Entity Registrant Name Aspira Women's Health Inc.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 33-0595156  
Entity Address, Address Line One 12117 Bee Caves Road  
Entity Address, Address Line Two Building Three  
Entity Address, Address Line Three Suite 100  
Entity Address, City or Town Austin  
Entity Address, State or Province TX  
Entity Address, Postal Zip Code 78738  
City Area Code 512  
Local Phone Number 519-0400  
Title of 12(b) Security Common Stock, par value $0.001 per share  
Trading Symbol AWH  
Security Exchange Name NASDAQ  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Non-accelerated Filer  
Entity Small Business true  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Common Stock, Shares Outstanding   104,085,827
Document Fiscal Period Focus Q3  
Entity Central Index Key 0000926617  
Amendment Flag false  
v3.20.2
Condensed Consolidated Balance Sheets - USD ($)
Sep. 30, 2020
Dec. 31, 2019
Current assets:    
Cash and cash equivalents $ 18,836,000 $ 11,703,000
Accounts receivable 848,000 924,000
Prepaid expenses and other current assets 522,000 758,000
Inventories 45,000 25,000
Total current assets 20,251,000 13,410,000
Property and equipment, net 593,000 353,000
Right-of-use asset 421,000 52,000
Other assets   13,000
Total assets 21,265,000 13,828,000
Current liabilities:    
Accounts payable 1,315,000 1,158,000
Accrued liabilities 2,815,000 2,588,000
Short-term debt 476,000 193,000
Lease liability 9,000 39,000
Total current liabilities 4,615,000 3,978,000
Non-current liabilities:    
Long-term debt 1,678,000 1,099,000
Lease liability 422,000 13,000
Total liabilities 6,715,000 5,090,000
Commitments and contingencies (Note 3)
Stockholders' equity:    
Common stock, par value $0.001 per share, 150,000,000 shares authorized at September 30, 2020 and December 31, 2019; 104,041,493 and 97,286,157 shares issued and outstanding at September 30, 2020 and December 31, 2019, respectively 104,000 97,000
Additional paid-in capital 448,431,000 430,802,000
Accumulated deficit (433,985,000) (422,161,000)
Total stockholders' equity 14,550,000 8,738,000
Total liabilities and stockholders' equity $ 21,265,000 $ 13,828,000
v3.20.2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Sep. 30, 2020
Dec. 31, 2019
Condensed Consolidated Balance Sheets [Abstract]    
Common stock, par value $ 0.001 $ 0.001
Common stock, shares authorized 150,000,000 150,000,000
Common stock, shares issued 104,041,493 97,286,157
Common stock, shares outstanding 104,041,493 97,286,157
v3.20.2
Condensed Consolidated Statements Of Operations - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Revenue:        
Revenue $ 1,239 $ 1,285 $ 3,205 $ 3,230
Cost of revenue:        
Cost of revenue [1] 807 949 2,200 2,551
Gross profit 432 336 1,005 679
Operating expenses:        
Research and development [1] 595 340 1,370 774
Sales and marketing [1] 2,152 2,425 6,000 7,569
General and administrative [1] 1,966 1,421 5,542 4,210
Total operating expenses 4,713 4,186 12,912 12,553
Loss from operations (4,281) (3,850) (11,907) (11,874)
Interest income, net 5 34 14 39
Other income (expense), net (11) (4) 69 (15)
Net loss $ (4,287) $ (3,820) $ (11,824) $ (11,850)
Net loss per share - basic and diluted $ (0.04) $ (0.04) $ (0.12) $ (0.14)
Weighted average common shares used to compute basic and diluted net loss per common share 103,200,612 97,144,586 99,555,194 83,017,019
Product [Member]        
Revenue:        
Revenue $ 1,239 $ 1,241 $ 3,192 $ 3,120
Cost of revenue:        
Cost of revenue [1] 803 736 2,187 1,950
Service [Member]        
Revenue:        
Revenue   44 13 110
Cost of revenue:        
Cost of revenue [1] $ 4 $ 213 $ 13 $ 601
[1] Non-cash stock-based compensation expense included in cost of revenue and operating expenses
v3.20.2
Condensed Consolidated Statements Of Operations (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Sep. 30, 2020
Sep. 30, 2019
Cost Of Revenue [Member]        
Stock-based compensation expense $ 20 $ 20 $ 73 $ 57
Research And Development [Member]        
Stock-based compensation expense 16   17 4
Sales And Marketing [Member]        
Stock-based compensation expense 31 32 116 93
General And Administrative [Member]        
Stock-based compensation expense $ 343 $ 243 $ 915 $ 738
v3.20.2
Consolidated Statements Of Changes In Stockholders' Equity - USD ($)
$ in Thousands
Common Stock [Member]
Additional Paid-In Capital [Member]
Accumulated Deficit [Member]
Total
Balance (in shares) at Dec. 31, 2018 75,501,394      
Balance at Dec. 31, 2018 $ 75 $ 414,001 $ (406,924) $ 7,152
Net loss     (3,716) (3,716)
Common stock issued in conjunction with exercise of stock options (in shares) 19,687      
Common stock issued in conjunction with exercise of stock options   17   17
Common stock issued for restricted stock awards (in shares) 11,667      
Common stock issued for restricted stock awards   3   3
Stock compensation charge   181   181
Balance (in shares) at Mar. 31, 2019 75,532,748      
Balance at Mar. 31, 2019 $ 75 414,202 (410,640) 3,637
Balance (in shares) at Dec. 31, 2018 75,501,394      
Balance at Dec. 31, 2018 $ 75 414,001 (406,924) 7,152
Net loss       (11,850)
Balance (in shares) at Sep. 30, 2019 97,238,427      
Balance at Sep. 30, 2019 $ 97 430,504 (418,774) 11,827
Balance (in shares) at Mar. 31, 2019 75,532,748      
Balance at Mar. 31, 2019 $ 75 414,202 (410,640) 3,637
Net loss     (4,314) (4,314)
Common stock issued for restricted stock awards (in shares) 95,452      
Common stock issued for restricted stock awards   123   123
Common stock issued in conjunction with public offering, net of issuance costs (in shares) 18,750,000      
Common stock issued in conjunction with public offering, net of issuance costs $ 19 13,611   13,630
Stock compensation charge   290   290
Balance (in shares) at Jun. 30, 2019 94,378,200      
Balance at Jun. 30, 2019 $ 94 428,226 (414,954) 13,366
Net loss     (3,820) (3,820)
Common stock issued for restricted stock awards (in shares) 47,727      
Common stock issued for restricted stock awards   62   62
Common stock issued in conjunction with public offering, net of issuance costs (in shares) 2,812,500      
Common stock issued in conjunction with public offering, net of issuance costs $ 3 2,089   2,092
Issuance costs related to public offering   (107)   (107)
Stock compensation charge   234   234
Balance (in shares) at Sep. 30, 2019 97,238,427      
Balance at Sep. 30, 2019 $ 97 430,504 (418,774) 11,827
Balance (in shares) at Dec. 31, 2019 97,286,157      
Balance at Dec. 31, 2019 $ 97 430,802 (422,161) 8,738
Net loss     (3,706) (3,706)
Common stock issued in conjunction with exercise of stock options (in shares) 2,500      
Common stock issued in conjunction with exercise of stock options   1   1
Stock compensation charge   269   269
Balance (in shares) at Mar. 31, 2020 97,288,657      
Balance at Mar. 31, 2020 $ 97 431,072 (425,867) 5,302
Balance (in shares) at Dec. 31, 2019 97,286,157      
Balance at Dec. 31, 2019 $ 97 430,802 (422,161) 8,738
Net loss       (11,824)
Balance (in shares) at Sep. 30, 2020 104,041,493      
Balance at Sep. 30, 2020 $ 104 448,431 (433,985) 14,550
Balance (in shares) at Mar. 31, 2020 97,288,657      
Balance at Mar. 31, 2020 $ 97 431,072 (425,867) 5,302
Net loss     (3,831) (3,831)
Common stock issued in conjunction with exercise of stock options (in shares) 247,625      
Common stock issued in conjunction with exercise of stock options   295   295
Common stock issued for restricted stock awards (in shares) 178,470      
Common stock issued for restricted stock awards   121   121
Common stock issued in conjunction with warrant exercise (in shares) 2,810,338      
Common stock issued in conjunction with warrant exercise $ 4 5,056   5,060
Stock compensation charge   320   320
Balance (in shares) at Jun. 30, 2020 100,525,090      
Balance at Jun. 30, 2020 $ 101 436,864 (429,698) 7,267
Net loss     (4,287) (4,287)
Common stock issued in conjunction with exercise of stock options (in shares) 277,167      
Common stock issued in conjunction with exercise of stock options   508   508
Common stock issued for restricted stock awards (in shares) 89,236      
Common stock issued for restricted stock awards   61   61
Stock compensation charge   349   349
Common stock issued in conjunction with private placement, net of issuance costs, (in shares) 3,150,000      
Common stock issued in conjunction with private placement, net of issuance costs $ 3 10,649   10,652
Balance (in shares) at Sep. 30, 2020 104,041,493      
Balance at Sep. 30, 2020 $ 104 $ 448,431 $ (433,985) $ 14,550
v3.20.2
Consolidated Statements Of Changes In Stockholders' Equity (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Jun. 30, 2019
Private Placement [Member]      
Stock issued, issuance costs $ 373    
Public Offering Of Common Stock [Member]      
Stock issued, issuance costs   $ 158 $ 1,371
v3.20.2
Condensed Consolidated Statements Of Cash Flows - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2020
Sep. 30, 2019
Cash flows from operating activities:    
Net loss $ (11,824) $ (11,850)
Adjustments to reconcile net loss to net cash used in operating activities:    
Non-cash lease expense 10  
Depreciation and amortization 178 276
Stock-based compensation expense 1,121 893
Loss on sale and disposal of property and equipment 3 54
Changes in operating assets and liabilities:    
Accounts receivable 76 (210)
Prepaid expenses and other assets 249 173
Inventories (20) 63
Accounts payable, accrued liabilities and other liabilities 230 507
Net cash used in operating activities (9,977) (10,094)
Cash flows from investing activities:    
Purchase of property and equipment (267) (121)
Net cash used in investing activities (267) (121)
Cash flows from financing activities:    
Proceeds from sale of common stock, net of issuance costs   13,523
Proceeds from issuance of common stock in conjunction with the exercise of the underwriter’s option to purchase additional shares in connection with a public offering, net of issuance costs   2,092
Principal repayment of DECD loan (143) (141)
Proceeds from issuance of common stock from exercise of stock options 804 17
Proceeds from PPP loan 1,005  
Proceeds from exercise of warrants 5,059  
Proceeds from private placement, net of issuance costs 10,652  
Net cash provided by financing activities 17,377 15,491
Net increase in cash and cash equivalents 7,133 5,276
Cash and cash equivalents, beginning of period 11,703 9,360
Cash and cash equivalents, end of period 18,836 14,636
Supplemental disclosure of cash flow information:    
Cash paid during the period for interest 27 31
Supplemental disclosure of noncash investing and financing activities:    
Net increase in right-of-use assets 369 $ 84
Net changes in accounts payable related to capital expenditures $ 154  
v3.20.2
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies
9 Months Ended
Sep. 30, 2020
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies [Abstract]  
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies

1.   ORGANIZATION, BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING AND REPORTING POLICIES

Organization

Aspira Women’s Health Inc., formerly known as Vermillion, Inc. (“ASPIRA”; ASPIRA and its wholly-owned subsidiaries are collectively referred to as the “Company) is incorporated in the state of Delaware, and is engaged in the business of developing and commercializing diagnostic tests for gynecologic disease. The Company sells OVA1®,OVERA® and OVA1plusSM a reflex test using OVA1® and OVERA®, a blood test for the assessment of risk for ovarian cancer (“OVA1,” “Overa,” and “OVA1plus,” respectively) through ASPIRA’s wholly-owned Clinical Laboratory Improvement Amendments of 1988 (“CLIA”) certified clinical laboratory, ASPiRA LABS, Inc. (“ASPiRA LABS”). The Company also sells a product for genetic testing for specific women’s health diseases, called ASPiRA GenetiXSM (“ASPiRA GenetiX”), with a core focus on gynecologic cancer.

The Company has historically also offered in-vitro diagnostic (“IVD”) trial services to third-party customers through its wholly-owned subsidiary, ASPiRA IVD, Inc. (“ASPiRA IVD”), which commenced operations in June 2016. ASPiRA IVD was a specialized, CLIA certified, laboratory provider dedicated to meeting the unique testing needs of IVD manufacturers seeking to commercialize high-complexity assays. The Company has discontinued pursuing contracts for ASPiRA IVD and its contractual commitments were largely concluded in the fourth quarter of 2019.

Liquidity

The Company has incurred significant net losses and negative cash flows from operations since inception, and as a result has an accumulated deficit of approximately $433,985,000 and limited liquidity at September 30, 2020. The Company also expects to incur a net loss and negative cash flows from operations for 2020. 

In December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China. The novel coronavirus has since spread to over 100 countries, including every state in the United States. In March 2020, the World Health Organization declared COVID-19, the disease caused by the novel coronavirus, a pandemic, and the United States declared a national emergency with respect to the coronavirus outbreak. This outbreak has severely impacted global economic activity, and many countries and many states in the United States have reacted to the outbreak by instituting quarantines, mandating business and school closures and restricting travel. In addition, many conventions and industry conferences have been canceled.

As a result of the COVID-19 pandemic and actions taken to contain it, the Company’s test volume, and resulting revenue, decreased significantly in late March and the full month of April 2020 as fewer patients visited their physicians and elective surgeries were postponed as a result of closures. The Company saw some increases in its test volume towards the latter half of the second quarter and in the third quarter of 2020, and test volume trended back to pre-COVID-19 levels during the late third quarter 2020. In order to reduce the impact of limitations on visiting physician offices due to closures and quarantines, the Company implemented other mechanisms for reaching physicians such as virtual sales representative meetings and increased digital sales and marketing. Enrollment for future studies has been slower than originally planned due to the impact of current closures for some states. The full impact of the COVID-19 pandemic continues to evolve as of the date of this filing. As a result, the Company is unable to estimate the extent of the impact of the COVID-19 pandemic on its liquidity.



As discussed in Note 3, in March 2016, the Company entered into a loan agreement (as amended on March 7, 2018 and April 3, 2020, the “Loan Agreement”), with the State of Connecticut Department of Economic and Community Development (the “DECD”), pursuant to which it may borrow up to $4,000,000 from the DECD. An initial disbursement of $2,000,000 was made to the Company on April 15, 2016 under the Loan Agreement. The Company has received communication from the DECD that the Company has met the  milestones to receive the remaining  $2,000,000, as the Company has achieved the target employment milestone and the DECD has indicated that it considers the Company to have met the required revenue threshold for purposes of the Loan Agreement.  The loan may be prepaid at any time without premium or penalty.



As discussed in Note 4, on June 28, 2019, the Company completed a public offering (the “Offering”), pursuant to which certain investors purchased ASPIRA common stock for net proceeds of approximately $13,521,000 after deducting underwriting discounts, commissions and other expenses related to the Offering. On July 2, 2019, William Blair & Company, L.L.C., the sole underwriter of the Offering, exercised its option to purchase additional shares of ASPIRA common stock for net proceeds of $2,092,000, after deducting underwriting discounts, commissions and other expenses related to the Offering.



On April 10, 2020, the Company received a stimulus check of approximately $89,000 from the U.S. Department of Health and Human Services pursuant to the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”).



As discussed in Note 3, on May 1, 2020, the Company obtained a loan (the “PPP Loan”) from BBVA USA in the aggregate amount of $1,005,767, pursuant to the Paycheck Protection Program (the “PPP”), which was established under the CARES Act, as administered by the U.S. Small Business Administration (the “SBA”).



As discussed in Note 4, during June 2020, all of the warrants from the 2017 private placement were exercised.  The Company received $5,058,608 in aggregate proceeds from the exercise of the warrants.



As discussed in Note 4, on July 20, 2020, the Company completed a private placement of ASPIRA common stock for net proceeds of $10.6 million, after deducting expenses related to the private placement. 



Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management of the Company, all adjustments, consisting of normal recurring adjustments necessary for the fair statement of results for the periods presented, have been included. The results of operations of any interim period are not necessarily indicative of the results of operations for the full year or any other interim period.

The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the interim unaudited condensed consolidated financial statements have read or have access to the audited consolidated financial statements for the preceding fiscal year. The condensed consolidated balance sheet at December 31, 2019 included in this report has been derived from the audited consolidated financial statements at that date but does not include all the information and footnotes required by GAAP. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2019 included in ASPIRA’s Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission on April 7, 2020 (the “2019 Annual Report”).

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimated results.

In August 2018, the Financial Accounting Standards Board (the “FASB”) issued ASU 2018-15, Intangibles-Goodwill and Other-Internal Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. ASU 2018-15 is effective for annual and interim periods beginning after December 15, 2019, with early adoption permitted. The Company adopted ASU 2018-15 effective on January 1, 2020, using the prospective transition approach, which allows the Company to change the accounting method without restating prior periods or booking cumulative adjustments. The adoption of ASU 2018-15 did not have a material impact on the Company’s consolidated financial statements.



Significant Accounting and Reporting Policies

Revenue Recognition

Product Revenue – OVA1, Overa and OVA1plus: The Company recognizes product revenue in accordance with the provisions of ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). Product revenue is recognized upon completion of the OVA1, Overa or OVA1plus test and delivery of results to the physician based on estimates of amounts that will ultimately be realized. In determining the amount of revenue to be recognized for a delivered test result, the Company considers factors such as payment history and amount, payer coverage, whether there is a reimbursement contract between the payer and the Company, and any developments or changes that could impact reimbursement. These estimates require significant judgment by management as the collection cycle on some accounts can be as long as one year.   

The Company also reviews its patient account population and determines an appropriate distribution of patient accounts by payer (i.e., Medicare, patient pay, other third-party payer, etc.) into portfolios with similar collection experience. The Company has elected this practical expedient that, when evaluated for collectability, results in a materially consistent revenue amount for such portfolios as if each patient account were evaluated on an individual contract basis. During the quarter ended September 30, 2020, there were no adjustments to estimates of variable consideration to derecognize revenue for services provided in a prior period. There were no impairment losses on accounts receivable recorded during the quarters ended September 30, 2020 and 2019.

Product Revenue – ASPiRA GenetiX: Under ASC 606, the Company’s genetics revenue is recognized upon completion of the ASPiRA GenetiX test and delivery of results to the physician based on estimates of amounts that will ultimately be realized. In determining the amount of revenue to be recognized for a delivered test result, the Company considers factors such as payment history and amount, payer coverage, whether there is a reimbursement contract between the payer and the Company, and any developments or changes that could impact reimbursement. These estimates require significant judgment by management as the Company has limited experience with such factors relating to ASPiRA GenetiX.  

Service Revenue: The Company’s service revenue was generated by performing IVD trial services for third-party customers. Measurement of progress on contracts with customers was generally based on the input measurement of cost incurred relative to the total expected costs to satisfy the performance obligation. The Company does not expect to have any significant service revenue going forward, as it largely wound down performing the ASPiRA IVD trial services in the fourth quarter of 2019.  For the second quarter 2020, the Company’s service revenue was limited to the fulfillment of one legacy IVD contract. There was no service revenue in the third quarter 2020.



Recent Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This update changes the impairment model from the currently used incurred loss methodology to an expected loss methodology, which will result in the more timely recognition of losses. The ASU is scheduled to be effective in 2023 for smaller reporting companies. The Company is currently assessing the impact of this ASU on its consolidated financial statements.



v3.20.2
Agreements With Quest Diagnostics Incorporated
9 Months Ended
Sep. 30, 2020
Agreements With Quest Diagnostics Incorporated [Abstract]  
Agreements With Quest Diagnostics Incorporated



2.   AGREEMENTS WITH QUEST DIAGNOSTICS INCORPORATED



In March 2015, the Company entered into a commercial agreement with Quest Diagnostics, Incorporated (“Quest Diagnostics”). Pursuant to this agreement, all OVA1 U.S. testing services for Quest Diagnostics customers were transferred to ASPIRA’s wholly-owned subsidiary, ASPiRA LABS, as of August 2015. Pursuant to this agreement, as amended as of April 10, 2015, March 11, 2017, March 1, 2018 and March 11, 2020, Quest Diagnostics has continued to provide blood draw and logistics support by transporting specimens from its clients to ASPiRA LABS for testing in exchange for a market value fee.

v3.20.2
Commitments And Contingencies
9 Months Ended
Sep. 30, 2020
Commitments And Contingencies [Abstract]  
Commitments And Contingencies

3.   COMMITMENTS AND CONTINGENCIES



Coronavirus Aid, Relief, and Economic Security (CARES) Act and Paycheck Protection Program Loan



On May 1, 2020, the Company obtained the PPP Loan from BBVA USA in the aggregate amount of $1,005,767. The application for these funds required the Company to, in good faith, certify that the described economic uncertainty at the time made the loan request necessary to support the ongoing operations of the Company. This certification further required the Company to consider its current business activity and its ability to access other sources of liquidity sufficient to support ongoing operations in a manner that was not significantly detrimental to the business. Under the terms of the CARES Act and the PPP, all or a portion of the principal amount of the PPP Loan is subject to forgiveness so long as, over the 24-week period following the Company’s receipt of the proceeds of the PPP Loan, the Company used those proceeds for payroll costs, rent, utility costs or the maintenance of employee and compensation levels. The PPP Loan, which was granted pursuant to a promissory note, matures on May 1, 2022. Any unforgiven portion of the PPP Loan bears interest at a rate of 1.000% per annum, payable monthly in equal installments commencing in May 2021.    The PPP Loan is subject to any new guidance and new requirements released by the Department of the Treasury.

Development Loan

On March 22, 2016, the Company entered into the Loan Agreement with the DECD, pursuant to which the Company may borrow up to $4,000,000 from the DECD. The loan bears interest at a fixed rate of 2.0% per annum and requires equal monthly payments of principal and interest until maturity, which occurs on April 15, 2026. As security for the loan, the Company has granted the DECD a blanket security interest in the Company’s personal and intellectual property. The DECD’s security interest in the Company’s intellectual property may be subordinated to a qualified institutional lender. 

An initial disbursement of $2,000,000 was made to the Company on April 15, 2016 under the Loan Agreement. Proceeds from the initial disbursement were utilized primarily to fund the build-out, information technology infrastructure and other costs related to the Company’s Trumbull, Connecticut facility and operations. During the second quarter of 2020, we achieved the target employment milestone necessary to receive an additional $1,000,000 under the Loan Agreement. In addition, the DECD has indicated that it will fund the remaining $1,000,000 loan as the required revenue target would likely have been achieved in the first quarter of 2020 in the absence of the impacts of COVID-19. We filed the required application for the $2,000,000 disbursement and received final approval from the DECD for the funding.  The loan may be prepaid at any time without premium or penalty. 

Under the terms of the Loan Agreement, the Company may be eligible for forgiveness of up to $1,500,000 of the principal amount of the loan if the Company achieves certain job creation and retention milestones by December 31, 2022. Conversely, if the Company is either unable to meet these job creation and retention milestones, namely, hiring 25 full-time employees with a specified average annual salary on or before December 31, 2020 or retaining such employees for a consecutive two-year period or does not maintain the Company’s Connecticut operations for a period of 10 years after March 22, 2016, the DECD may require early repayment of a portion or all of the loan depending on job attainment as compared to the required amount plus a penalty of 5% of the total funded loan.  The Company has received communication from the State of Connecticut Department of Economic and Community Development that the Company has met the remaining milestones to receive the $2,000,000.

Operating Leases

The Company leases facilities to support its business of discovering, developing and commercializing diagnostic tests in the fields of gynecologic disease. The Company’s principal facility, including the CLIA laboratory used by ASPiRA LABS, is located in Austin, Texas, and the CLIA laboratory used for ASPiRA IVD services is located in Trumbull, Connecticut.   In October 2020, the Company renewed the Austin, Texas lease for one additional year.  The Company’s renewed lease expires on January 31, 2022, with no automatic renewal or renewal option.

In October 2015, the Company entered into a lease agreement for a facility in Trumbull, Connecticut. The lease required initial payments for the buildout of leasehold improvements to the office space, which were approximately $596,000. In September 2020, the Company exercised the renewal option for its Trumbull, Connecticut lease. The Company’s renewed lease expires on June 30, 2026, with a five year renewal option.  The Company is not reasonably certain that it will exercise the five year renewal option beginning on July 1, 2026.



The expense associated with these operating leases for the three and nine months ended September 30, 2020 and 2019 is shown in the table below (in thousands).



 

 

 

 

 

 



 

 

 

 

 

 



 

Three Months Ended September 30

Lease Cost

Classification

2020

 

2019

Operating rent expense

 

 

 

 

 

 



Cost of revenue

$

19 

 

$



Research and development

 

13 

 

 



Sales and marketing

 

 

 



General and administrative

 

18 

 

 

11 

Variable rent expense

 

 

 

 

 

 



Cost of revenue

$

 

$

13 



Research and development

 

 -

 

 



Sales and marketing

 

12 

 

 

12 



General and administrative

 

14 

 

 

16 



 

 

 

 

 

 



 

Nine Months Ended September 30

Lease Cost

Classification

2020

 

2019

Operating rent expense

 

 

 

 

 

 



Cost of revenue

$

52 

 

$

27 



Research and development

 

37 

 

 



Sales and marketing

 

18 

 

 

26 



General and administrative

 

45 

 

 

33 

Variable rent expense

 

 

 

 

 

 



Cost of revenue

$

 

$

37 



Research and development

 

 

 



Sales and marketing

 

34 

 

 

32 



General and administrative

 

41 

 

 

44 





Based on the Company’s leases as of September 30, 2020, the table below sets forth the approximate future lease payments related to operating leases with initial terms of one year or more (in thousands).





 

 

2020

$

2021

 

63 

2022

 

95 

2023

 

106 

2024

 

116 

Thereafter

 

187 

Total Operating Lease Payments

 

576 

Less: Interest

 

(145)

Present Value of Lease Liabilities

 

431 



Weighted-average lease term and discount rate were as follows:



 

 



 

 

Weighted-average remaining lease term (in years)

 

5.7 

Weighted-average discount rate

 

9.39% 



Non-cancelable Royalty Obligations

ASPIRA is a party to an amended research collaboration agreement with The Johns Hopkins University School of Medicine under which the Company licenses certain of its intellectual property directed at the discovery and validation of biomarkers in human subjects, including but not limited to clinical application of biomarkers in the understanding, diagnosis and management of human disease. Under the terms of the amended research collaboration agreement, ASPIRA is required to pay the greater of 4% royalties on net sales of diagnostic tests using the assigned patents or annual minimum royalties of $57,500. Royalty expense for the nine months ended September 30, 2020 and 2019 totalled $124,000 and $125,000, respectively.

  

v3.20.2
Stockholders' Equity
9 Months Ended
Sep. 30, 2020
Stockholders' Equity:  
Stockholders' Equity

4.   STOCKHOLDERS’ EQUITY



2019 Offering

On June 26, 2019, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with William Blair & Company, L.L.C., as the sole underwriter (the “Underwriter”), in connection with an underwritten public offering of 18,750,000 shares of the Company’s common stock, par value $0.001 per share.

Pursuant to the Underwriting Agreement, the Company agreed to issue and sell an aggregate of 18,750,000 shares of ASPIRA common stock offered by the Underwriter in a public offering at a price of $0.80 per share. The Offering closed on June 28, 2019 and resulted in net proceeds to the Company, of approximately $13,521,000 after deducting underwriting discounts, commissions and other expenses related to the Offering of approximately $1,500,000.  

Under the Underwriting Agreement, the Company granted the Underwriter an option to purchase up to an additional 2,812,500 shares of ASPIRA common stock at the public offering price, less underwriting discounts and commissions. On July 2, 2019, the Underwriter exercised its option to purchase 2,812,500 shares of ASPIRA common stock at a price of $0.80 per share and resulted in net proceeds to the Company of $2,092,000, after deducting underwriting discounts, commissions and other expenses related to the Offering.



2020 Exercise of Warrants

On February 17, 2017, the Company issued certain warrants to purchase up to an aggregate of 2,810,338 shares of ASPIRA common stock at an exercise price of $1.80 per share in connection with a February 2017 private placement of ASPIRA common stock. The warrants were initially sold at a price of $0.125 per share of common stock underlying the warrants

On June 1, 2020, following the 20th consecutive trading day for which the closing price per share of ASPIRA common stock, as reported on the Nasdaq stock market, exceeded the exercise price, the Company sent notice to the investors holding such warrants accelerating the expiration date of the warrants, in accordance with the terms thereof.  Pursuant to the terms of the warrants, any portion of the warrants not exercised prior to such accelerated expiration date would become void and of no value.

As of June 9, 2020, all of the warrants were exercised.  The Company issued 2,810,338 shares of common stock and received $5,058,608 in aggregate proceeds from the exercise of the warrants.  As of the date of the issuance of these financial statements, there are no outstanding warrants for the purchase of ASPIRA common stock.



2020 Private Placement

On July 20, 2020, the Company completed a private placement pursuant to which certain investors purchased 3,150,000 shares of ASPIRA common stock at a price of $3.50 per share.  Net proceeds of the private placement were $10.6 million, after deducting expenses related to the private placement. 

The sale of common stock qualified for equity treatment under GAAP.  The value of the common stock was calculated based on proceeds received.



2010 Stock Incentive Plan

The Company’s employees, directors, and consultants were eligible to receive awards under the Vermillion, Inc. Second Amended and Restated 2010 Stock Incentive Plan, which was replaced by the 2019 Plan (as defined below) with respect to future equity grants. As of September 30, 2020, a total of 5,225,586 shares of ASPIRA common stock were reserved with respect to outstanding stock options and unvested restricted stock awards. 



2019 Stock Incentive Plan

At the Company’s 2019 annual meeting of stockholders, the Company’s stockholders approved the Vermillion, Inc. 2019 Stock Incentive Plan (the “2019 Plan”). The purposes of the 2019 Plan are (i) to align the interests of the Company’s stockholders and recipients of awards under the 2019 Plan by increasing the proprietary interest of such recipients in the Company’s growth and success; (ii) to advance the interests of the Company by attracting and retaining non-employee directors, officers, other employees, consultants, independent contractors and agents; and (iii) to motivate such persons to act in the long-term best interests of the Company and its stockholders.  The 2019 Plan allows the Company to grant stock options, stock appreciation rights, restricted stock, restricted stock units and performance awards to participants.

Subject to the terms and conditions of the 2019 Plan, the initial number of shares authorized for grants under the 2019 Plan is 10,492,283. To the extent an equity award granted under the 2019 Plan expires or otherwise terminates without having been exercised or paid in full, or is settled in cash, the shares of common stock subject to such award will become available for future grant under the 2019 Plan. As of September 30, 2020, a total of 10,492,283 shares of ASPIRA common stock had been reserved for issuance under the 2019 Plan, of which 3,226,202 shares of ASPIRA common stock are subject to outstanding stock options and unvested restricted stock awards.



Stock-Based Compensation

During the three months ended March 31, 2020, the Company granted the following awards under the 2019 Plan:



 

 

 

 

 

 

 

 

 

Grant Date

 

Number of Shares

 

Type of Award

 

Exercise Price / Share

 

Fair Value / Share

 

1/27/2020

 

24,000 

 

Options

 

$            0.77

 

$         0.47

 

2/12/2020

 

900,000 

 

Performance Options

 

$            0.82

 

$         0.50

 

3/19/2020

 

2,039,768 

 

Options

 

$            0.68

 

$         0.41

 

3/19/2020

 

356,940 

 

Restricted Stock Units

 

$                 -

 

$         0.68

 



 

3,320,708 

 

 

 

 

 

 

 



During the three months ended June 30, 2020, the Company granted the following awards under the 2019 Plan:





 

 

 

 

 

 

 

 

 

Grant Date

 

Number of Shares

 

Type of Award

 

Exercise Price

 

Fair Value / Share

 

4/22/2020

 

56,000 

 

Options

 

$            1.36

 

$         0.82

 

4/30/2020

 

23,452 

 

Options

 

$            1.55

 

$         0.53

 

5/22/2020

 

75,000 

 

Options

 

$            2.70

 

$         1.65

 

5/29/2020

 

10,297 

 

Options

 

$            3.27

 

$         1.21

 

6/30/2020

 

8,509 

 

Options

 

$            3.84

 

$         1.47

 

6/30/2020

 

58,654 

 

Options

 

$            3.84

 

$         2.39

 



 

231,912 

 

 

 

 

 

 

 



During the three months ended September 30, 2020, the Company granted the following awards under the 2019 Plan:







 

 

 

 

 

 

 

 

Grant Date

 

Number of Shares

 

Type of Award

 

Exercise Price

 

Fair Value / Share

7/7/2020

 

110,000 

 

Options

 

$            3.53

 

$         2.20

7/31/2020

 

7,246 

 

Options

 

$            4.47

 

$         1.73

8/31/2020

 

10,927 

 

Options

 

$            2.87

 

$         1.14

9/28/2020

 

98,000 

 

Options

 

$            2.83

 

$         1.79

9/30/2020

 

10,171 

 

Options

 

$            3.09

 

$         1.23

9/30/2020

 

40,944 

 

Options

 

$            3.09

 

$         1.95



 

277,288 

 

 

 

 

 

 



The allocation of employee stock-based compensation expense by functional area for the three and nine months ended September 30, 2020 and 2019 was as follows:

 



 

 

 

 

 

 

 

 

 

 

 

 



 

Three Months Ended

 

Nine Months Ended



 

September 30,

 

September 30,

(in thousands)

 

2020

 

2019

 

2020

 

2019

Cost of revenue

 

$

18 

 

$

18 

 

$

66 

 

$

49 

Research and development

 

 

15 

 

 

 -

 

 

16 

 

 

Sales and marketing

 

 

31 

 

 

33 

 

 

111 

 

 

91 

General and administrative

 

 

228 

 

 

185 

 

 

722 

 

 

598 

Total

 

$

292 

 

$

236 

 

$

915 

 

$

742 



v3.20.2
Loss Per Share
9 Months Ended
Sep. 30, 2020
Loss Per Share [Abstract]  
Loss Per Share

5.   LOSS PER SHARE

The Company calculates basic loss per share using the weighted average number of shares of ASPIRA common stock outstanding during the period. Because the Company is in a net loss position, diluted loss per share is calculated using the weighted average number of shares of ASPIRA common stock outstanding and excludes the effects of 8,451,788 and 9,795,345 potential shares of ASPIRA common stock as of September 30, 2020 and 2019, respectively, that are anti-dilutive. Potential shares of ASPIRA common stock include incremental shares of ASPIRA common stock issuable upon the exercise of outstanding warrants, stock options and unvested restricted stock units.

v3.20.2
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Policy)
9 Months Ended
Sep. 30, 2020
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies [Abstract]  
Organization

Organization

Aspira Women’s Health Inc., formerly known as Vermillion, Inc. (“ASPIRA”; ASPIRA and its wholly-owned subsidiaries are collectively referred to as the “Company) is incorporated in the state of Delaware, and is engaged in the business of developing and commercializing diagnostic tests for gynecologic disease. The Company sells OVA1®,OVERA® and OVA1plusSM a reflex test using OVA1® and OVERA®, a blood test for the assessment of risk for ovarian cancer (“OVA1,” “Overa,” and “OVA1plus,” respectively) through ASPIRA’s wholly-owned Clinical Laboratory Improvement Amendments of 1988 (“CLIA”) certified clinical laboratory, ASPiRA LABS, Inc. (“ASPiRA LABS”). The Company also sells a product for genetic testing for specific women’s health diseases, called ASPiRA GenetiXSM (“ASPiRA GenetiX”), with a core focus on gynecologic cancer.

The Company has historically also offered in-vitro diagnostic (“IVD”) trial services to third-party customers through its wholly-owned subsidiary, ASPiRA IVD, Inc. (“ASPiRA IVD”), which commenced operations in June 2016. ASPiRA IVD was a specialized, CLIA certified, laboratory provider dedicated to meeting the unique testing needs of IVD manufacturers seeking to commercialize high-complexity assays. The Company has discontinued pursuing contracts for ASPiRA IVD and its contractual commitments were largely concluded in the fourth quarter of 2019.

Liquidity

Liquidity

The Company has incurred significant net losses and negative cash flows from operations since inception, and as a result has an accumulated deficit of approximately $433,985,000 and limited liquidity at September 30, 2020. The Company also expects to incur a net loss and negative cash flows from operations for 2020. 

In December 2019, a novel strain of coronavirus was reported to have surfaced in Wuhan, China. The novel coronavirus has since spread to over 100 countries, including every state in the United States. In March 2020, the World Health Organization declared COVID-19, the disease caused by the novel coronavirus, a pandemic, and the United States declared a national emergency with respect to the coronavirus outbreak. This outbreak has severely impacted global economic activity, and many countries and many states in the United States have reacted to the outbreak by instituting quarantines, mandating business and school closures and restricting travel. In addition, many conventions and industry conferences have been canceled.

As a result of the COVID-19 pandemic and actions taken to contain it, the Company’s test volume, and resulting revenue, decreased significantly in late March and the full month of April 2020 as fewer patients visited their physicians and elective surgeries were postponed as a result of closures. The Company saw some increases in its test volume towards the latter half of the second quarter and in the third quarter of 2020, and test volume trended back to pre-COVID-19 levels during the late third quarter 2020. In order to reduce the impact of limitations on visiting physician offices due to closures and quarantines, the Company implemented other mechanisms for reaching physicians such as virtual sales representative meetings and increased digital sales and marketing. Enrollment for future studies has been slower than originally planned due to the impact of current closures for some states. The full impact of the COVID-19 pandemic continues to evolve as of the date of this filing. As a result, the Company is unable to estimate the extent of the impact of the COVID-19 pandemic on its liquidity.



As discussed in Note 3, in March 2016, the Company entered into a loan agreement (as amended on March 7, 2018 and April 3, 2020, the “Loan Agreement”), with the State of Connecticut Department of Economic and Community Development (the “DECD”), pursuant to which it may borrow up to $4,000,000 from the DECD. An initial disbursement of $2,000,000 was made to the Company on April 15, 2016 under the Loan Agreement. The Company has received communication from the DECD that the Company has met the  milestones to receive the remaining  $2,000,000, as the Company has achieved the target employment milestone and the DECD has indicated that it considers the Company to have met the required revenue threshold for purposes of the Loan Agreement.  The loan may be prepaid at any time without premium or penalty.



As discussed in Note 4, on June 28, 2019, the Company completed a public offering (the “Offering”), pursuant to which certain investors purchased ASPIRA common stock for net proceeds of approximately $13,521,000 after deducting underwriting discounts, commissions and other expenses related to the Offering. On July 2, 2019, William Blair & Company, L.L.C., the sole underwriter of the Offering, exercised its option to purchase additional shares of ASPIRA common stock for net proceeds of $2,092,000, after deducting underwriting discounts, commissions and other expenses related to the Offering.



On April 10, 2020, the Company received a stimulus check of approximately $89,000 from the U.S. Department of Health and Human Services pursuant to the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”).



As discussed in Note 3, on May 1, 2020, the Company obtained a loan (the “PPP Loan”) from BBVA USA in the aggregate amount of $1,005,767, pursuant to the Paycheck Protection Program (the “PPP”), which was established under the CARES Act, as administered by the U.S. Small Business Administration (the “SBA”).



As discussed in Note 4, during June 2020, all of the warrants from the 2017 private placement were exercised.  The Company received $5,058,608 in aggregate proceeds from the exercise of the warrants.



As discussed in Note 4, on July 20, 2020, the Company completed a private placement of ASPIRA common stock for net proceeds of $10.6 million, after deducting expenses related to the private placement. 



Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 8-03 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management of the Company, all adjustments, consisting of normal recurring adjustments necessary for the fair statement of results for the periods presented, have been included. The results of operations of any interim period are not necessarily indicative of the results of operations for the full year or any other interim period.

The unaudited condensed consolidated financial statements and related disclosures have been prepared with the presumption that users of the interim unaudited condensed consolidated financial statements have read or have access to the audited consolidated financial statements for the preceding fiscal year. The condensed consolidated balance sheet at December 31, 2019 included in this report has been derived from the audited consolidated financial statements at that date but does not include all the information and footnotes required by GAAP. Accordingly, these unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto for the year ended December 31, 2019 included in ASPIRA’s Annual Report on Form 10-K, which was filed with the Securities and Exchange Commission on April 7, 2020 (the “2019 Annual Report”).

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimated results.

In August 2018, the Financial Accounting Standards Board (the “FASB”) issued ASU 2018-15, Intangibles-Goodwill and Other-Internal Use Software: Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract (“ASU 2018-15”). ASU 2018-15 aligns the requirements for capitalizing implementation costs incurred in a cloud computing arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. ASU 2018-15 is effective for annual and interim periods beginning after December 15, 2019, with early adoption permitted. The Company adopted ASU 2018-15 effective on January 1, 2020, using the prospective transition approach, which allows the Company to change the accounting method without restating prior periods or booking cumulative adjustments. The adoption of ASU 2018-15 did not have a material impact on the Company’s consolidated financial statements.



Revenue Recognition

Revenue Recognition

Product Revenue – OVA1, Overa and OVA1plus: The Company recognizes product revenue in accordance with the provisions of ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”). Product revenue is recognized upon completion of the OVA1, Overa or OVA1plus test and delivery of results to the physician based on estimates of amounts that will ultimately be realized. In determining the amount of revenue to be recognized for a delivered test result, the Company considers factors such as payment history and amount, payer coverage, whether there is a reimbursement contract between the payer and the Company, and any developments or changes that could impact reimbursement. These estimates require significant judgment by management as the collection cycle on some accounts can be as long as one year.   

The Company also reviews its patient account population and determines an appropriate distribution of patient accounts by payer (i.e., Medicare, patient pay, other third-party payer, etc.) into portfolios with similar collection experience. The Company has elected this practical expedient that, when evaluated for collectability, results in a materially consistent revenue amount for such portfolios as if each patient account were evaluated on an individual contract basis. During the quarter ended September 30, 2020, there were no adjustments to estimates of variable consideration to derecognize revenue for services provided in a prior period. There were no impairment losses on accounts receivable recorded during the quarters ended September 30, 2020 and 2019.

Product Revenue – ASPiRA GenetiX: Under ASC 606, the Company’s genetics revenue is recognized upon completion of the ASPiRA GenetiX test and delivery of results to the physician based on estimates of amounts that will ultimately be realized. In determining the amount of revenue to be recognized for a delivered test result, the Company considers factors such as payment history and amount, payer coverage, whether there is a reimbursement contract between the payer and the Company, and any developments or changes that could impact reimbursement. These estimates require significant judgment by management as the Company has limited experience with such factors relating to ASPiRA GenetiX.  

Service Revenue: The Company’s service revenue was generated by performing IVD trial services for third-party customers. Measurement of progress on contracts with customers was generally based on the input measurement of cost incurred relative to the total expected costs to satisfy the performance obligation. The Company does not expect to have any significant service revenue going forward, as it largely wound down performing the ASPiRA IVD trial services in the fourth quarter of 2019.  For the second quarter 2020, the Company’s service revenue was limited to the fulfillment of one legacy IVD contract. There was no service revenue in the third quarter 2020.

Recent Accounting Pronouncements



Recent Accounting Pronouncements

In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. This update changes the impairment model from the currently used incurred loss methodology to an expected loss methodology, which will result in the more timely recognition of losses. The ASU is scheduled to be effective in 2023 for smaller reporting companies. The Company is currently assessing the impact of this ASU on its consolidated financial statements.

v3.20.2
Commitments And Contingencies (Tables)
9 Months Ended
Sep. 30, 2020
Commitments And Contingencies [Abstract]  
Expense Associated with Operating Leases



 

 

 

 

 

 



 

 

 

 

 

 



 

Three Months Ended September 30

Lease Cost

Classification

2020

 

2019

Operating rent expense

 

 

 

 

 

 



Cost of revenue

$

19 

 

$



Research and development

 

13 

 

 



Sales and marketing

 

 

 



General and administrative

 

18 

 

 

11 

Variable rent expense

 

 

 

 

 

 



Cost of revenue

$

 

$

13 



Research and development

 

 -

 

 



Sales and marketing

 

12 

 

 

12 



General and administrative

 

14 

 

 

16 



 

 

 

 

 

 



 

Nine Months Ended September 30

Lease Cost

Classification

2020

 

2019

Operating rent expense

 

 

 

 

 

 



Cost of revenue

$

52 

 

$

27 



Research and development

 

37 

 

 



Sales and marketing

 

18 

 

 

26 



General and administrative

 

45 

 

 

33 

Variable rent expense

 

 

 

 

 

 



Cost of revenue

$

 

$

37 



Research and development

 

 

 



Sales and marketing

 

34 

 

 

32 



General and administrative

 

41 

 

 

44 



Future Lease Payments Related to Operating Leases



 

 

2020

$

2021

 

63 

2022

 

95 

2023

 

106 

2024

 

116 

Thereafter

 

187 

Total Operating Lease Payments

 

576 

Less: Interest

 

(145)

Present Value of Lease Liabilities

 

431 



Weighted-Average Lease Term and Discount Rate



 

 



 

 

Weighted-average remaining lease term (in years)

 

5.7 

Weighted-average discount rate

 

9.39% 



v3.20.2
Stockholders' Equity (Tables)
9 Months Ended
Sep. 30, 2020
Stockholders' Equity:  
Schedule of Awards Granted

During the three months ended March 31, 2020, the Company granted the following awards under the 2019 Plan:



 

 

 

 

 

 

 

 

 

Grant Date

 

Number of Shares

 

Type of Award

 

Exercise Price / Share

 

Fair Value / Share

 

1/27/2020

 

24,000 

 

Options

 

$            0.77

 

$         0.47

 

2/12/2020

 

900,000 

 

Performance Options

 

$            0.82

 

$         0.50

 

3/19/2020

 

2,039,768 

 

Options

 

$            0.68

 

$         0.41

 

3/19/2020

 

356,940 

 

Restricted Stock Units

 

$                 -

 

$         0.68

 



 

3,320,708 

 

 

 

 

 

 

 



During the three months ended June 30, 2020, the Company granted the following awards under the 2019 Plan:





 

 

 

 

 

 

 

 

 

Grant Date

 

Number of Shares

 

Type of Award

 

Exercise Price

 

Fair Value / Share

 

4/22/2020

 

56,000 

 

Options

 

$            1.36

 

$         0.82

 

4/30/2020

 

23,452 

 

Options

 

$            1.55

 

$         0.53

 

5/22/2020

 

75,000 

 

Options

 

$            2.70

 

$         1.65

 

5/29/2020

 

10,297 

 

Options

 

$            3.27

 

$         1.21

 

6/30/2020

 

8,509 

 

Options

 

$            3.84

 

$         1.47

 

6/30/2020

 

58,654 

 

Options

 

$            3.84

 

$         2.39

 



 

231,912 

 

 

 

 

 

 

 



During the three months ended September 30, 2020, the Company granted the following awards under the 2019 Plan:







 

 

 

 

 

 

 

 

Grant Date

 

Number of Shares

 

Type of Award

 

Exercise Price

 

Fair Value / Share

7/7/2020

 

110,000 

 

Options

 

$            3.53

 

$         2.20

7/31/2020

 

7,246 

 

Options

 

$            4.47

 

$         1.73

8/31/2020

 

10,927 

 

Options

 

$            2.87

 

$         1.14

9/28/2020

 

98,000 

 

Options

 

$            2.83

 

$         1.79

9/30/2020

 

10,171 

 

Options

 

$            3.09

 

$         1.23

9/30/2020

 

40,944 

 

Options

 

$            3.09

 

$         1.95



 

277,288 

 

 

 

 

 

 



Allocation of Employee and Director Stock-Based Compensation Expense by Functional Area



 

 

 

 

 

 

 

 

 

 

 

 



 

Three Months Ended

 

Nine Months Ended



 

September 30,

 

September 30,

(in thousands)

 

2020

 

2019

 

2020

 

2019

Cost of revenue

 

$

18 

 

$

18 

 

$

66 

 

$

49 

Research and development

 

 

15 

 

 

 -

 

 

16 

 

 

Sales and marketing

 

 

31 

 

 

33 

 

 

111 

 

 

91 

General and administrative

 

 

228 

 

 

185 

 

 

722 

 

 

598 

Total

 

$

292 

 

$

236 

 

$

915 

 

$

742 



v3.20.2
Organization, Basis Of Presentation And Significant Accounting And Reporting Policies (Details)
3 Months Ended 9 Months Ended 12 Months Ended
Jul. 20, 2020
USD ($)
Jun. 09, 2020
USD ($)
Jul. 02, 2019
USD ($)
Jun. 28, 2019
USD ($)
Apr. 15, 2016
USD ($)
Sep. 30, 2020
USD ($)
Sep. 30, 2019
USD ($)
Sep. 30, 2020
USD ($)
Dec. 31, 2019
USD ($)
country
Jun. 30, 2020
USD ($)
May 01, 2020
USD ($)
Apr. 10, 2020
USD ($)
Mar. 22, 2016
USD ($)
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
Accumulated deficit           $ 433,985,000   $ 433,985,000 $ 422,161,000        
One time adjustment           (433,985,000)   (433,985,000) $ (422,161,000)        
Proceeds from exercise of warrants               5,059,000          
Proceeds from private placement, net of issuance costs               $ 10,652,000          
Impairment losses           $ 0 $ 0            
Minimum [Member]                          
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
Number of countries novel coronavirus has spread | country                 100        
2020 Exercise of Warrants [Member]                          
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
Proceeds from exercise of warrants   $ 5,058,608                      
2020 Private Placement [Member]                          
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
Proceeds from private placement, net of issuance costs $ 10,600,000                        
Common Stock [Member] | 2019 Offerings [Member]                          
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
Net proceeds from public offering     $ 2,092,000 $ 13,521,000                  
CARES Act [Member]                          
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
Proceeds from stimulus check received pursuant to the CARES Act                       $ 89,000  
DECD [Member]                          
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
DECD maximum borrowing capacity                         $ 4,000,000
Proceeds from development loan         $ 2,000,000                
DECD [Member] | Amended Loan Agreement [Member]                          
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
Proceeds from development loan         2,000,000                
DECD remaining borrowing capacity         $ 2,000,000                
DECD [Member] | Line of Credit [Member] | Amended Loan Agreement [Member]                          
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
DECD maximum borrowing capacity                         $ 4,000,000
DECD remaining borrowing capacity                   $ 2,000,000      
BBVA USA [Member] | CARES Act [Member] | Paycheck Protection Program Loan (PPP) [Member]                          
Organization Consolidation And Summary Of Significant Accounting Policies [Line Items]                          
Aggregate amount of loan                     $ 1,005,767    
v3.20.2
Commitments And Contingencies (Narrative) (Details) - USD ($)
9 Months Ended
Apr. 15, 2016
Mar. 22, 2016
Sep. 30, 2020
Sep. 30, 2019
Jun. 30, 2020
May 01, 2020
Oct. 31, 2015
Commitments And Contingencies [Line Items]              
Percent of royalty paid     4.00%        
Minimum royalty payment     $ 57,500        
Royalty expense     $ 124,000 $ 125,000      
Trumbull, Connecticut Facility [Member]              
Commitments And Contingencies [Line Items]              
Leasehold improvements             $ 596,000
Lease renewal term     5 years        
Lease expiration date     Jun. 30, 2026        
BBVA USA [Member] | CARES Act [Member] | Paycheck Protection Program Loan (PPP) [Member]              
Commitments And Contingencies [Line Items]              
Aggregate amount of loan           $ 1,005,767  
Fixed rate per annum           1.00%  
Maturity date     May 01, 2022        
DECD [Member]              
Commitments And Contingencies [Line Items]              
DECD maximum borrowing capacity   $ 4,000,000          
Fixed rate per annum   2.00%          
Maturity date     Apr. 15, 2026        
Amount eligible for forgiveness   $ 1,500,000          
Proceeds from development loan $ 2,000,000            
DECD [Member] | Amended Loan Agreement [Member]              
Commitments And Contingencies [Line Items]              
Job creation, consecutive period of hiring and retaining   2 years          
Debt, maturity term     10 years        
Debt penalty percentage     5.00%        
Proceeds from development loan 2,000,000            
DECD remaining borrowing capacity $ 2,000,000            
Line of Credit [Member] | DECD [Member] | Amended Loan Agreement [Member]              
Commitments And Contingencies [Line Items]              
DECD maximum borrowing capacity   $ 4,000,000          
DECD remaining borrowing capacity         $ 2,000,000    
Line of Credit [Member] | DECD [Member] | First Loan Available Under Loan Agreement [Member] | Amended Loan Agreement [Member]              
Commitments And Contingencies [Line Items]              
DECD remaining borrowing capacity         1,000,000    
Line of Credit [Member] | DECD [Member] | Final Loan Available Under Loan Agreement [Member] | Amended Loan Agreement [Member]              
Commitments And Contingencies [Line Items]              
DECD remaining borrowing capacity         $ 1,000,000