Stockholders' Equity and Common Stock Purchase Warrants (Tables)
|
12 Months Ended |
Dec. 31, 2019 |
|---|
| Equity [Abstract] |
|
| Schedule of Convertible Preferred Stock, Common Stock and Warrants Issued and Outstanding |
| Shares of Common Stock Issued and Outstanding |
|
|
|
| Issued and outstanding as of December 31, 2018 |
|
|
27,142,979 |
|
| Registered offerings |
|
|
5,480,000 |
|
| Conversion of Senior Secured Convertible Note issued December 27, 2018 |
|
|
7,773,110 |
|
| Employee stock purchase plan |
|
|
82,772 |
|
| Issued and outstanding as of December 31, 2019 |
|
|
40,478,861 |
|
| |
|
|
|
|
| Issued and outstanding as of December 31, 2017 |
|
|
14,551,234 |
|
| Equity Subscription Rights Offering |
|
|
9,000,000 |
|
| Underwritten public offering |
|
|
2,649,818 |
|
| Repayment of debt - Senior Secured Note |
|
|
600,000 |
|
| Series W Warrant exercises |
|
|
34,345 |
|
| Series S Warrant exercises |
|
|
274,257 |
|
| Series B Convertible Preferred Stock conversion |
|
|
33,325 |
|
| Issued and outstanding as of December 31, 2018 |
|
|
27,142,979 |
|
|
| Schedule of Outstanding Warrants to Purchase Common Stock |
The following table summarizes
outstanding warrants to purchase common stock of the Company at the dates indicated:
| |
|
December 31,
2019 |
|
|
Weighted Average Exercise
Price |
|
|
December 31, 2018 |
|
|
Weighted Average Exercise
Price |
|
|
Expiration Date |
| Equity classified warrants |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Series Z Warrants |
|
|
16,815,039 |
|
|
$ |
1.60 |
|
|
|
16,815,039 |
|
|
$ |
1.60 |
|
|
April 2024 |
| UPO - Series Z Warrants |
|
|
53,000 |
|
|
$ |
1.60 |
|
|
|
53,000 |
|
|
$ |
1.60 |
|
|
January 2022 |
| Series W Warrants |
|
|
381,818 |
|
|
$ |
5.00 |
|
|
|
381,818 |
|
|
$ |
5.00 |
|
|
January 2022 |
| UPO - Series W Warrants |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
January 2022 |
| Series S Warrants |
|
|
1,199,383 |
|
|
$ |
0.01 |
|
|
|
1,199,383 |
|
|
$ |
0.01 |
|
|
January 2032 |
| |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
| Total |
|
|
18,449,240 |
|
|
$ |
1.57 |
|
|
|
18,449,240 |
|
|
$ |
1.57 |
|
|
|
|
| Schedule of Estimated Fair Value of Warrant Modification |
The modification expense
incremental fair value was estimated using a Black-Scholes valuation model, using the following assumptions:
Fair Value Assumptions - June 1, 2018
Series Z Warrant Exercise Price Adjustment |
|
Immediately after Modification |
|
|
Immediately before Modification |
|
| Calculated aggregate estimated fair value |
|
$ |
3,477,692 |
|
|
$ |
2,336,697 |
|
| Series Z Warrants - issued and outstanding - June 1, 2018 |
|
|
7,815,039 |
|
|
|
7,815,039 |
|
| Value of common stock per share |
|
$ |
1.00 |
|
|
$ |
1.00 |
|
| Exercise price per share - Series Z Warrant |
|
$ |
1.60 |
|
|
$ |
3.00 |
|
| Expected term - years |
|
|
5.9 |
|
|
|
5.9 |
|
| Volatility |
|
|
58 |
% |
|
|
58 |
% |
| Risk free interest rate |
|
|
2.8 |
% |
|
|
2.8 |
% |
| Dividend yield |
|
|
0 |
% |
|
|
0 |
% |
|
| Schedule of Estimated Fair Values for Series Z and Series W Warrants |
The April 5, 2018 Exchange
Date estimated fair values of each of the Series Z Warrants and Series W Warrants noted above, were each computed using the Black-Scholes
option pricing model, using the following assumptions:
| |
|
Series Z Warrants |
|
|
Series W Warrants |
|
| |
|
|
|
|
|
|
| Calculated aggregate estimated fair value |
|
$ |
3,304,377 |
|
|
$ |
2,537,921 |
|
| Series Z Warrants issued-upon-exchange |
|
|
5,075,849 |
|
|
|
- |
|
| Series W Warrants extinguished-upon-exchange |
|
|
- |
|
|
|
10,151,682 |
|
| Value of common stock |
|
$ |
1.66 |
|
|
$ |
1.66 |
|
| Exercise price per share |
|
$ |
3.00 |
|
|
$ |
5.00 |
|
| Expected term (years) |
|
|
2.7 |
|
|
|
3.8 |
|
| Volatility |
|
|
55 |
% |
|
|
55 |
% |
| Risk free rate |
|
|
2.7 |
% |
|
|
2.5 |
% |
| Dividend yield |
|
|
0 |
% |
|
|
0 |
% |
|
| Schedule of Estimated Fair Values for Unit Purchase Options |
The August 22, 2018 estimated
fair values of each of the UPO-Z and UPO-W were each computed using the Black-Scholes option pricing model, using the following
assumptions:
Fair Value Assumptions
August 22, 2018 UPO Exchange Offer Exchange Date |
|
UPO-Z |
|
|
UPO-W |
|
| Calculated aggregate estimated fair value |
|
$ |
3,180 |
|
|
$ |
1,060 |
|
| UPO-Z issued-upon-exchange /UPO-W extinguished-upon-exchange |
|
|
53,000 |
|
|
|
53,000 |
|
| Value of common stock |
|
$ |
1.38 |
|
|
$ |
1.38 |
|
| Value of Series Z Warrant /Series W Warrants |
|
$ |
0.53 |
|
|
$ |
0.05 |
|
| Exercise price per unit - UPO-Z /UPO-W |
|
$ |
5.50 |
|
|
$ |
5.50 |
|
| Expected term (years) |
|
|
2.4 |
|
|
|
2.4 |
|
| Volatility |
|
|
42 |
% |
|
|
42 |
% |
| Risk free rate |
|
|
2.6 |
% |
|
|
2.6 |
% |
| Dividend yield |
|
|
0 |
% |
|
|
0 |
% |
|
| Schedule of Noncontrolling Interest |
The noncontrolling interest
(“NCI”) included as a component of consolidated total stockholders’ equity for the periods indicated is as follows:
| |
|
Year Ended |
|
| |
|
December 31, 2019 |
|
|
December 31, 2018 |
|
| NCI - equity (deficit) - beginning of period |
|
|
(161,512 |
) |
|
|
- |
|
| Investment in majority-owned subsidiary- Lucid Diagnostics Inc. |
|
|
- |
|
|
|
1,812 |
|
| Investment in majority-owned subsidiary- Solys Diagnostics Inc. |
|
|
889 |
|
|
|
- |
|
| Share Subscription Receivable - Solys Diagnostics Inc. |
|
|
(889 |
) |
|
|
- |
|
| Net loss attributable to NCI- Lucid Diagnostics Inc. |
|
|
(801,224 |
) |
|
|
(204,072 |
) |
| Net loss attributable to NCI- Solys Diagnostics Inc. |
|
|
(9,666 |
) |
|
|
- |
|
| Stock-based compensation expense - Lucid Diagnostics Inc 2018 Equity Plan |
|
|
158,123 |
|
|
|
40,748 |
|
| NCI - equity (deficit) - end of period |
|
|
(814,279 |
) |
|
|
(161,512 |
) |
|