0001213900-21-014871 | 10-K | XBRL Viewer

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Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2020	Mar. 05, 2021	Jun. 30, 2020
Cover [Abstract]
Document Type	10-K
Amendment Flag	false
Document Period End Date	Dec. 31, 2020
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Trading Symbol	ECOR
Entity Registrant Name	electroCore, Inc.
Entity Central Index Key	0001560258
Current Fiscal Year End Date	--12-31
Entity Well-known Seasoned Issuer	No
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Common Stock Shares Outstanding		48,476,785
Entity Public Float			$ 27,865,926
Entity File Number	001-38538
Entity Tax Identification Number	20-3454976
Entity Address, Address Line One	200 Forge Way
Entity Address, Address Line Two	Suite 205
Entity Address, City or Town	Rockaway
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07866
City Area Code	(973)
Local Phone Number	290-0097
Entity Interactive Data Current	Yes
Title of 12(b) Security	Common Stock, Par Value $0.001 Per Share
Security Exchange Name	NASDAQ
Entity Incorporation, State or Country Code	DE
Document Annual Report	true
Document Transition Report	false

Consolidated Balance Sheets - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 4,241,937	$ 13,563,791
Marketable securities	18,386,160	10,495,350
Accounts receivable, net	270,546	496,140
Inventories, net	876,436	890,992
Prepaid expenses and other current assets	1,288,588	1,087,111
Total current assets	25,063,667	26,533,384
Inventories, noncurrent	4,865,181	6,020,180
Property and equipment, net	244,047	345,236
Operating lease right of use assets, net	517,257	1,430,641
Other assets, net	828,011	1,132,238
Total assets	31,518,163	35,461,679
Current liabilities:
Accounts payable	2,078,699	5,208,979
Accrued expenses	2,800,820	3,337,379
Notes payable, current	476,236	111,878
Current portion of operating lease liability	534,547	486,445
Total current liabilities	5,890,302	9,144,681
Note payable, noncurrent	1,097,946
Operating lease liabilities, noncurrent	885,333	1,419,880
Total liabilities	7,873,581	10,564,561
Commitments and contingencies (Note 18)
Preferred Stock par value $0.001 per share; 10000000 shares authorized at December 31 2020 and December 31 2019; 0 shares issued and outstanding at December 31 2020 and December 31 2019
Common Stock par value $0.001 per share; 500000000 shares authorized at December 31 2020 and December 31 2019; 45559765 shares issued and outstanding at December 31 2020 and 29835183 shares issued and outstanding at December 31 2019	45,560	29,835
Additional paid-in capital	130,205,027	107,752,066
Accumulated deficit	(106,990,148)	(83,479,098)
Accumulated other comprehensive loss	(251,467)	(41,295)
Total stockholders' equity	23,008,972	24,261,508
Noncontrolling interest	635,610	635,610
Total equity	23,644,582	24,897,118
Total liabilities and stockholders' equity	$ 31,518,163	$ 35,461,679

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2020	Dec. 31, 2019
Statement Of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par value	$ 0.001	$ 0.001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares issued	45,559,765	29,835,183
Common stock, shares outstanding	45,559,765	29,835,183

Consolidated Statements of Operations - USD ($)	12 Months Ended
Consolidated Statements of Operations - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Income Statement [Abstract]
Net sales	$ 3,495,832	$ 2,390,279
Cost of goods sold	1,737,539	1,156,957
Gross profit	1,758,293	1,233,322
Operating expenses:
Research and development	4,201,279	9,902,254
Selling, general and administrative	21,840,919	35,422,301
Restructuring and other severance related charges	464,606	1,997,292
Total operating expenses	26,506,804	47,321,847
Loss from operations	(24,748,511)	(46,088,525)
Other (income)expense
Interest and other income, net	(84,327)	(970,594)
Other expense	17,756	12,253
Total other (income)expense	(66,571)	(958,341)
Loss before income taxes	(24,681,940)	(45,130,184)
Benefit/(provision) for income taxes	(1,170,890)	17,699
Net loss	$ (23,511,050)	$ (45,147,883)
Net loss per share of common stock - Basic and Diluted (see Note 13)	$ (0.60)	$ (1.54)
Weighted average common shares outstanding - Basic and Diluted (see Note 13)	38,998,698	29,379,975

Consolidated Statements of Comprehensive Loss - USD ($)	12 Months Ended
Consolidated Statements of Comprehensive Loss - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Statement Of Income And Comprehensive Income [Abstract]
Net loss	$ (23,511,050)	$ (45,147,883)
Other comprehensive (loss)/income:
Foreign currency translation adjustment	(207,012)	(145,418)
Unrealized (loss) gain on marketable securities, net of taxes as applicable	(3,160)	43,280
Other comprehensive loss	(210,172)	(102,138)
Comprehensive loss	$ (23,721,222)	$ (45,250,021)

- Definition

Amount after tax of increase (decrease) in equity from transactions and other events and circumstances from net income and other comprehensive income. Excludes changes in equity resulting from investments by owners and distributions to owners.

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- Definition

Amount after tax and reclassification adjustments of other comprehensive income (loss).

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+ Details

Consolidated Statements of Equity - USD ($)

Total

Common Stock

Additional paid-in capital

Accumulated deficit

Accumulated other comprehensive income (loss)

Total electroCore, Inc., stockholders' equity

Noncontrolling interest

Balances at Dec. 31, 2018

$ 66,185,701

$ 29,450

$ 103,791,013

$ (38,331,215)

$ 60,843

$ 65,550,091

$ 635,610

Balance, shares at Dec. 31, 2018

29,450,035

Net loss

(45,147,883)

Other comprehensive income

(102,138)

Issuance of warrants in settlement of lawsuit

16,692

Issuance of warrants in settlement of lawsuit, Shares

Issuance of common stock in connection with employee stock plans, net

48,965

$ 385

48,580

48,965

Issuance of common stock in connection with employee stock plans, net, shares

385,148

Stock based compensation

3,895,781

Balances at Dec. 31, 2019

24,897,118

$ 29,835

107,752,066

(83,479,098)

(41,295)

24,261,508

635,610

Balance, shares at Dec. 31, 2019

29,835,183

Net loss

(23,511,050)

Other comprehensive income

(210,172)

Issuance of stock (see Note 12)

19,385,196

$ 14,308

19,370,888

19,385,196

Issuance of stock (see Note 12), Shares

14,308,048

Equity financing commitment fee

^[1]

$ 693

(693)

Equity financing commitment fee, Shares

^[1]

692,514

Financing fees

(182,821)

Issuance of common stock in connection with employee stock plans, net

$ 724

(724)

Issuance of common stock in connection with employee stock plans, net, shares

724,020

Stock based compensation

3,266,311

Balances at Dec. 31, 2020

$ 23,644,582

$ 45,560

$ 130,205,027

$ (106,990,148)

$ (251,467)

$ 23,008,972

$ 635,610

Balance, shares at Dec. 31, 2020

45,559,765

[1]	Reflects commitment shares issued in accordance with the Company's equity facility purchase agreement with Lincoln Park Capital. For additional information see Note 12. Stockholders' Equity, Lincoln Park Purchase Agreement.

Consolidated Statements of Cash Flows - USD ($)	12 Months Ended
Consolidated Statements of Cash Flows - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Cash flows from operating activities:
Net loss	$ (23,511,050)	$ (45,147,883)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock based compensation	3,266,311	3,895,781
Depreciation and amortization	399,242	249,583
Amortization of marketable securities premium(discount)	31,096	(530,104)
Cloud computing arrangement implementation costs		(1,114,568)
Legal expense settled with stock	156,434
Noncash lease expense	372,304	57,780
Inventory reserve charge	433,918
Write off of right of use operating lease	(557,543)
Noncash portion of litigation settlement		16,692
Other	676	76,279
Changes in operating assets and liabilities:
Accounts receivable	225,594	(228,541)
Inventories	735,637	(4,961,770)
Prepaid expenses and other assets	(165,707)	859,204
Accounts payable	(1,581,579)	2,797,727
Accrued expense and other current liabilities	(536,561)	(1,036,721)
Operating lease liabilities	(486,445)
Net cash used in operating activities	(20,102,587)	(45,066,541)
Cash flows from investing activities:
Purchase of marketable securities	(24,463,158)	(37,224,879)
Proceeds from maturities of marketable securities	16,500,000	88,266,000
Purchases of property and equipment		(69,675)
Net cash (used in) provided by investing activities	(7,963,158)	50,971,446
Cash flows from financing activities:
Proceeds from shares issued, net of related expenses	17,489,563
Proceeds from note issued	2,558,360	807,347
Repayments of note issued	(1,096,056)	(695,469)
Proceeds from shares issued in connection with employee stock purchase plan		48,965
Net cash provided by financing activities	18,951,867	160,843
Effect of changes in exchange rates on cash and cash equivalents	(207,976)	(102,241)
Net (decrease) increase in cash and cash equivalents	(9,321,854)	5,963,507
Cash and cash equivalents – beginning of year	13,563,791	7,600,284
Cash and cash equivalents – end of year	4,241,937	13,563,791
Supplemental cash flows disclosures:
Proceeds from sale of state net operating losses	1,170,890
Income taxes paid	3,769	29,542
Interest paid	12,895	3,457
Supplemental schedule of noncash activity:
Accounts payable paid through issuance of common stock	$ 1,548,702

The Company

12 Months Ended

Dec. 31, 2020

Organization Consolidation And Presentation Of Financial Statements [Abstract]

The Company

Note 1. The Company

electroCore, Inc. (“electroCore” or the “Company”) is a medical device company, engaged in the commercialization and development of a platform non-invasive Vagus Nerve Stimulation (“nVNS”) therapy that can be self-administered by patients. electroCore was founded in 2005 and has primarily focused on headache conditions (migraine and cluster headache).

electroCore, headquartered in New Jersey, has two wholly owned subsidiaries: electroCore Germany GmbH, and electroCore UK Ltd. The Company has ceased its operations in Germany, although sales to Germany are still supported by electroCore UK Ltd. In addition, an affiliate, electroCore (Aust) Pty Limited (“electroCore Australia”), is subject to electroCore’s control on a basis other than voting interests and is a variable interest entity (“VIE”), for which electroCore is the primary beneficiary. As of May 2017, the VIE ceased operations.

In January 2018, the U.S. Food and Drug Administration ("FDA") cleared the use of gammaCore, the Company's first generation disposable non-invasive vagus nerve stimulator therapy for the treatment of pain associated with migraine headache in adult patients. Previously in April 2017, the FDA cleared the use of gammaCore for the acute treatment of pain associated with episodic cluster headache in adult patients. Effective August 1, 2018, the Company announced gammaCore Sapphire, a rechargeable and reloadable version of the product for multi-year use, was available in the United States. The Company continues to market the non-reloadable disposable version of its gammaCore products in certain markets and to deploy it for use in clinical studies where a rechargeable version is not necessary.

In November 2018, the FDA provided 510(k) clearance for an expanded label for gammaCore nVNS therapy for adjunctive use for the preventive treatment of cluster headache in adult patients.

In March 2020, the FDA provided 510(k) clearance for an expanded label for gammaCore nVNS therapy for the preventive treatment of migraine headache in adult patients.

In July 2020, the FDA granted the Company an Emergency Use Authorization ("EUA") authorizing the use of the Company's gammaCore Sapphire CV nVNS therapy at home or in a healthcare setting to acutely treat adult patients with known or suspected COVID-19 who are experiencing exacerbation of asthma-related dyspnea and reduced airflow, and for whom approved drug therapies are not tolerated or provide insufficient symptom relief.

In February 2021, gammaCore was cleared by the FDA for the acute and preventive treatment of migraine in adolescents between 12 and 17 years of age.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2020

Accounting Policies [Abstract]

Summary of Significant Accounting Policies

Note 2. Summary of Significant Accounting Policies

(a) Basis of Presentation

The accompanying consolidated financial statements were prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and the rules and regulations of the Securities and Exchange Commission ("SEC").

(b) Principles of Consolidation

The accompanying consolidated financial statements include the accounts of electroCore and its wholly owned subsidiaries. electroCore (Aust) Pty Limited, a VIE for which electroCore is the primary beneficiary, is also consolidated with the non-controlled equity presented as non-controlling interest. The VIE has ceased its operations. All intercompany balances and transactions have been eliminated in consolidation.

The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant items subject to such estimates and assumptions include valuation of inventory, stock compensation, and contingencies.

(d) Revenue Recognition

The Company accounts for its revenue transactions under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC Topic 606”). In accordance with ASC Topic 606, the Company recognizes revenues when its customers obtain control of its product for an amount that reflects the consideration it expects to receive from its customers in exchange for that product. To determine revenue recognition for contracts that are determined to be in scope of ASC Topic 606, the Company performs the following five steps: (i) identify the contract(s) with a customer; (ii) identify the performance obligations in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligation. The Company only applies the five-step model to contracts when it is probable that the Company will collect the consideration it is entitled to in exchange for the goods or services it transfers to the customer. Once the contract is determined to be within the scope of ASC Topic 606, the Company assesses the goods or services promised within each contract and determines those that are performance obligations and assesses whether each promised good or service is distinct. The Company then recognizes as revenue the amount of the transaction price that is allocated to the respective performance obligation when such performance obligation is satisfied.

The transaction price is based on the consideration that the Company expects to receive in exchange for its products and includes the fixed per-unit price of the product and variable consideration in the form of trade credits, vouchers, rebates, and co-payment assistance. The per-unit price is based on the Company’s established wholesale acquisition cost less a contractually agreed upon distributor discount with the customer.

Trade credits are discounts that are contingent upon a timely remittance of payment and are estimated based on historical experience. Damaged or defective products are replaced at no charge under the Company’s standard warranty. A cash refund is allowed under specific circumstances for undamaged and non-defective returned products.

Shipping fees are not billed to the customer and are reflected as part of selling, general, and administrative expenses.

(e) Cash and Cash Equivalents

Cash and cash equivalents include all highly liquid investments with a maturity of three months or less when purchased. The Company’s accounts are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250,000 per financial institution in the United States, and up to £85,000 by the Financial Services Compensation Scheme (“FSCS”) per financial institution in the United Kingdom.

(f) Marketable Securities

Marketable securities, all of which are available-for-sale, consist of corporate debt securities, U.S. bonds and U.S. sponsored agencies. Marketable securities are carried at fair value, with unrealized gains and losses reported as accumulated other comprehensive income, except for losses from impairments which are determined to be other-than-temporary. Realized gains and losses and declines in value judged to be other-than-temporary are included in the determination of net loss and are included in interest and other income net. Fair values are based on quoted market prices at the reporting date. Interest and dividends on available-for-sale securities are included in Interest and other income.

(g) Concentration of Credit Risk

Cash, cash equivalents and marketable securities are financial instruments that potentially subject the Company to concentration of credit risk. As of December 31, 2020, the Company's cash equivalents and marketable securities were largely comprised of money market funds and U.S. treasury bonds. The Company has established guidelines relative to diversification and maturities that are designed to help ensure safety and liquidity. These guidelines are periodically reviewed to take advantage of trends in yields and interest rates. As of December 31, 2020, approximately 95.8% of the Company’s cash, cash equivalents and marketable securities was denominated in U.S. Dollars, the balance is subject to foreign exchange risk.

(h) Accounts Receivable

Accounts receivable are recorded at the invoiced amount and do not bear interest. The Company maintains an allowance for doubtful accounts for estimated losses inherent in its accounts receivable portfolio. Management considers an account receivable to be past due when it is not settled under its stated terms. In establishing the required allowance, management considers historical losses adjusted to take into account current market conditions and customers financial condition, the amount of receivables in dispute, and the current receivables aging and current payment patterns. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. During the years ended December 31, 2020 and 2019, the Company's allowance for doubtful accounts was immaterial. The Company does not have any off balance sheet credit exposure related to its customers.

(i) Inventories

Inventory, which consists of raw materials, work-in-process and finished product, is stated at the lower of cost or net realizable value. Inventory is valued on a first-in first-out basis. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation.

The Company evaluates inventory with respect to its operating cycle and classifies inventory as current or long-term on its balance sheet. Based upon estimated production needs and current inventory levels, the Company determined the amount of inventory necessary for the next twelve months. Any amounts over this projection are reclassified as Inventories, noncurrent.

In addition, the Company’s product is subject to strict quality control and monitoring which the Company performs throughout the manufacturing process. If certain units of product no longer meet quality specification or become obsolete, the Company records a charge to cost of sales sold to write down such unmarketable inventory to zero.

(j) Property and Equipment

Property and equipment are stated at historical cost. Depreciation is computed by the straight-line method based on the estimated useful lives of the respective assets, as discussed below. Amounts expended for maintenance and repairs are charged to expense as incurred.

Depreciation and leasehold improvement amortization is computed using the following estimated useful lives:

Machinery and equipment		3–15 years
Leasehold improvements		Lesser of estimated useful life or term of lease
Furniture and fixtures		5–10 years
Computer equipment		5 years

(k) Leases

The Company determines if an arrangement is a lease at inception. For each lease, the lease term is determined at the commencement date and includes renewal options and termination options when it is reasonably certain that the Company will exercise that option. Operating leases with the lease terms greater than one year are included in operating lease right-of-use (“ROU”) assets and current and long-term operating lease liabilities in the Company’s consolidated balance sheets.

Operating lease ROU assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. Operating lease liabilities are recognized at commencement date based on the present value of lease payments over the lease term using an estimated rate of interest the Company would have to pay to borrow equivalent funds on a collateralized basis at the lease commencement date. The operating lease ROU assets are based on the liability adjusted for any prepaid or deferred rent and lease incentives. The incremental borrowing rate was utilized to discount lease payments over the expected term given that the Company’s operating leases do not provide an implicit rate. The Company estimates the incremental borrowing rate to reflect the profile of secured borrowing over the expected term of the leases based on the information available at the later of the date of adoption or the lease commencement date. Rent expense for the operating lease is recognized on a straight-line basis over the lease term.

The new lease accounting guidance permits companies to utilize certain practical expedients in their implementation of the new standard. The Company elected this package of practical expedients and was therefore not required to reassess the following upon adoption: (i) whether an expired or existing contract met the definition of a lease; (ii) the lease classification at January 1, 2019 for existing leases; and (iii) whether leasing costs previously capitalized as initial direct costs would continue to be amortized. This allowed the Company to continue to account for its existing office space leases as operating leases. Upon adoption, the Company did not have an adjustment to the opening balance of retained earnings due to the election of these practical expedients.

(l) Cloud Computing Arrangement

Implementation costs for the Company’s cloud computing arrangement (“CCA”) are capitalized and amortized using the straight-line method over the life of the arrangement. The Company has capitalized implementation costs incurred in implementing its cloud computing arrangements, which is a hosting arrangement that is a service contract per FASB Accounting Standards Update (“ASU”) 2018-15. These costs include payroll costs of employees devoting time to the project and external direct costs for materials and services are capitalized. Software maintenance and training costs are expensed in the period in which they are incurred. The capitalized costs are included as a component of other assets.

(m) Impairment of Long-Lived Assets

Long lived assets, such as property, plant, and equipment, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values, and third-party independent appraisals, as considered necessary.

(n) Stock-based Compensation

The Company accounts for stock-based compensation in accordance with the ASC Topic 718, Compensation – Stock Compensation. The Company estimates the fair value of stock option awards using the Black-Scholes option pricing model on the date of the grant. Restricted stock unit awards and restricted stock awards without a market condition are valued based on the closing price of the Company’s common stock on the date of the grant. Compensation expense reflects actual forfeitures and is primarily recognized on a straight-line basis over the requisite service period of the individual grants, which typically equals the vesting period.

(o) Income Taxes

The Company uses the asset and liability method of accounting for income taxes. Under this method, deferred taxes are recognized based on the differences between financial statement and income tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. The Company provides a full valuation allowance on substantially all deferred tax assets. The provision for income taxes represents the current state tax payable for the period. The federal tax provision is immaterial given the Company reports losses in all its taxable jurisdictions and is recording a full valuation allowance on the net deferred tax asset. The Company recognizes the effect of an income tax position only if, based on its merits, the position is more likely than not to be sustained on audit by the taxing authorities. Interest and penalties related to uncertain tax positions are recorded as income tax expense.

(p) Research and Development

Research and development costs are expensed as incurred. These costs include, but are not limited to, costs related to clinical trials, and compensation and related overhead for employees and consultants involved in research and development activities.

(q) Foreign Currency Translation and Transactions

The functional currency of the Company’s international operations has been determined to be the respective local currency. The Company translates functional currency assets and liabilities to their U.S. dollar equivalents at exchange rates in effect at the balance sheet date and translates functional currency income and expense amounts to their U.S. dollar equivalents at average exchange rates for the period. The U.S. dollar affects that arise from changing translation rates are recorded in other comprehensive loss. Foreign currency transaction gains and losses related to assets and liabilities that are denominated in a currency other than the functional currency are reported in the Consolidated Statements of Operations in the period they occur.

(r) Segment Information

Operating segments are defined as components of an enterprise about which separate discrete information is available for evaluation by the chief operating decision-maker, or decision-making group, in deciding how to allocate resources and in assessing performance. The Company views its operations and manages its business as one operating segment.

(s) Recently Adopted Accounting Standards

In August 2018, the FASB issued guidance which modified the disclosure requirements for fair value measurements. The guidance is effective for the year ended December 31, 2020. The Company adopted this guidance, and it was properly reflected in the consolidated financial statements. The impact on the consolidated financial statements was immaterial.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326); Measurement of Credit Losses on Financial Instruments, ASU 2016-13 changes the impairment model for most financial assets, including trade and other receivables, from an incurred loss method to a new forward looking approach based on expected losses. The new approach includes the consideration of historical experience, current conditions, and reasonable and supportable forecasts. The Company adopted this guidance and determined the impact on the consolidated financial statements was immaterial.

(t) Recently Accounting Standards Not Yet Adopted

In December 2019, the FASB issued an update to simplify the accounting for income taxes and improve consistent application by clarifying or amending existing guidance. This guidance is effective for the year ended December 31, 2021. The Company does not expect this guidance to have a material impact on its consolidated financial statements upon adoption.

Significant Risks and Uncertainties

12 Months Ended

Dec. 31, 2020

Risks And Uncertainties [Abstract]

Significant Risks and Uncertainties

Note 3. Significant Risks and Uncertainties

Going Concern

The Company is subject to risks common to emerging medical device companies, including uncertainties related to commercialization of products and failing to secure additional funding.

The Company has experienced significant net losses, and it expects to continue to incur losses for the near future as it operates its sales and marketing infrastructure, and works to increase market acceptance of its gammaCore therapy for the acute treatment of episodic cluster headache (“eCH”), the prevention of cluster headache, and the preventive and acute treatment of migraine. The Company has never been profitable and has incurred net losses in each year since its inception.

The Company incurred net losses of $23.5 million and $45.1 million for the years ended December 31, 2020 and 2019, respectively. As of December 31, 2020, its accumulated deficit was $107.0 million.

The Company’s expected cash requirements for the next 12 months and beyond are based on the commercial success of its products and its ability to reduce operating expenses. There are significant risks and uncertainties as to its ability to achieve these operating results, including as a result of the adverse impact on its headache business from the COVID-19 pandemic and significant potential investment necessary to generate potential sales of gammaCore Sapphire™ CV. Due to these risks and uncertainties, the Company may need to reduce its activities significantly more than in its current operating plan and cash flow projections assume in order to fund its operations beyond one year of the date the accompanying financial statements are issued. There can be no assurance that the Company will have sufficient cash flow and liquidity to fund its planned activities, which could force it to significantly reduce or curtail its activities and, ultimately, potentially cease operations. These conditions raise substantial doubt about the Company’s ability to continue as a going concern.

There is no assurance that the Company will generate sufficient funding through its operating results or financing activity, raising substantial doubt about the Company’s ability to continue as a going concern within one year of the date the accompanying financial statements are issued. The accompanying financial statements do not include any adjustment that might result from the outcome of this uncertainty.

Concentration of Revenue Risks

The Company earns a significant amount of its revenue (i) in the United States from the Department of Veterans Affairs and Department of Defense pursuant to its qualifying contract under the Federal Supply Schedule and open market sales to individual Department of Veterans Affairs facilities and (ii) in the United Kingdom from the National Health Service. In total, net sales from these two channels represented 86.9% and 57.3% of the Company’s net sales for years ended December 31, 2020 and 2019, respectively. Each of these two channels accounted for 10% or more of the Company's net sales as summarized below:

	Years ended December 31,
	2020			2019
Revenue channel:
Department of Veterans Affairs and Department of Defense		57.9	%	31.1	%
National Health Service		29.0	%	26.2	%

In 2020, five specific VA/DoD facilities represented approximately 50% of the Company’s revenue from this channel, and two of those facilities each accounted for more than 10% individually.

During these periods, no other customer accounted for 10% or more of the Company's net sales.

Foreign Currency Exchange Risks

The Company has foreign currency exchange risk related to revenue and operating expenses in currencies other than the local currencies in which it operates. The Company is exposed to currency risk from the potential changes in functional currency values of its assets, liabilities, and cash flows denominated in foreign currencies.

COVID-19 Risks and Uncertainties

The Company continues to monitor the impact of the COVID-19 pandemic on all aspects of its business and geographies, including how it will impact business partners. While the Company experienced disruptions during the year ended December 31, 2020 from the COVID-19 pandemic, it is unable to predict the full impact that the COVID-19 pandemic may have on its financial condition, results of operations and cash flows due to numerous uncertainties. These uncertainties include the scope, severity and duration of the pandemic, the actions taken to contain the pandemic or mitigate its impact and the direct and indirect economic effects of the pandemic and containment measures, among others. The outbreak of COVID-19 in many countries, including the United States, has significantly adversely impacted global economic activity and has contributed to significant volatility and negative pressure in financial markets. Depending upon the duration and severity of the pandemic, the continuing effect on the Company's results and outlook over the long term remains uncertain.

Revenue Recognition

12 Months Ended

Dec. 31, 2020

Revenue From Contract With Customer [Abstract]

Revenue Recognition

Note 4. Revenue Recognition

Geographical Net Sales

The following table presents net sales disaggregated by geographic area:

	Years ended December 31,
	2020		2019
Geographic Market
United States	$	2,374,687	$	1,605,814
United Kingdom		1,051,206		665,627
Germany		53,925		102,427
Other		16,014		16,411
Total Net Sales	$	3,495,832	$	2,390,279

Performance Obligations

Revenue, net of discounts, vouchers, rebates, returns, and co-payment assistance is solely generated from the sales of the gammaCore products. Revenue is recognized when delivery of the product is completed. The Company deems control to have transferred upon the completion of delivery because that is the point in which (1) it has a present right to payment for the product, (2) it has transferred the physical possession of the product, (3) the customer has legal title to the product, (4) the customer has risks and rewards of ownership and (5) the customer has accepted the product. After the products have been delivered and control has transferred, the Company has no remaining unsatisfied performance obligations.

Revenue is measured based on the consideration that the Company expects to receive in exchange for gammaCore, which represents the transaction price. The transaction price includes the fixed per-unit price of the product and variable consideration in the form of trade credits, rebates, and co-payment assistance. The per-unit price is based on the Company’s established wholesale acquisition cost less a contractually agreed upon distributor discount with the customer.

Trade credits are discounts that are contingent upon a timely remittance of payment and are estimated based on historical experience. For the years ended December 31, 2020 and 2019, trade credits and discounts were immaterial.

In October 2018, the Company launched its Partners for Coverage program that allows eligible commercial insurance patients uninterrupted access to gammaCore for up to two months while insurance coverage is being pursued. In February 2019, this program was modified to provide therapy to patients for up to 12 months while insurance coverage is being pursued. In December 2019, the Company terminated this program.

Reimbursement for co-payments made by patients under the co-payment assistance program is considered variable consideration. Beginning in February 2019, eligible patients could receive a reduction of up to $300 from the cost of co-payments for the first month of therapy and a reduction of up to $250 from the cost of each refill for a maximum of 12 months. Effective March 1, 2020, the amount of monthly co-payment assistance was reduced to a maximum of $100 per prescription. For the years ended December 31, 2020 and 2019, net sales reflect a reduction for the reduced cost of therapy under the co-payment assistance program. The calculation of the accrual is based on an estimate of claims and the cost per claim that the Company expects to incur associated with inventory that exists in the distribution channel at period end.

Managed care rebates represent our estimated obligations to pharmacy benefit managers. Rebate accruals are recognized in the same period the related revenue is recognized. Gross to net accruals based on estimated rebates were determined to be de minimis.

Contract Balances

The Company generally invoices the customer and recognizes revenue once its performance obligations are satisfied, at which point payment is unconditional. Accordingly, under ASC 606, the Company’s contracts with customers did not give rise to contract assets or liabilities during the year ended December 31, 2020 and 2019.

Agreed upon payment terms with customers are within 120 days of shipment. Accordingly, contracts with customers do not include a significant financing component.

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130554-203045

+ Details

Cash, Cash Equivalents and Marketable Securities

12 Months Ended

Dec. 31, 2020

Investments Debt And Equity Securities [Abstract]

Cash, Cash Equivalents and Marketable Securities

Note 5. Cash, Cash Equivalents and Marketable Securities

The following tables summarizes the Company’s cash, cash equivalents and marketable securities as of December 31, 2020 and 2019.

As of December 31, 2020
	Amortized Cost		Unrealized Gain		Unrealized (Loss)			Fair Value
Cash and cash equivalents	$	4,241,937	$	—	$	—		$	4,241,937

U.S. Treasury Bonds		18,388,970		—		(2,810	)		18,386,160
Total marketable securities	$	18,388,970	$	—	$	(2,810	)	$	18,386,160

Total cash, cash equivalents and marketable securities	$	22,630,907	$	—	$	(2,810	)	$	22,628,097

As of December 31, 2019
	Amortized Cost		Unrealized Gain		Unrealized (Loss)			Fair Value
Cash and cash equivalents	$	13,564,252	$	—	$	(461	)	$	13,563,791

U.S. Treasury Bonds		10,494,539		811		—			10,495,350
Total marketable securities	$	10,494,539	$	811	$	—		$	10,495,350

Total cash, cash equivalents and marketable securities	$	24,058,791	$	811	$	(461	)	$	24,059,141

The Company’s U.S. treasury bonds mature within one year.

Fair Value Measurements

12 Months Ended

Dec. 31, 2020

Fair Value Disclosures [Abstract]

Fair Value Measurements

Note 6. Fair Value Measurements

Financial assets and liabilities carried at fair value are classified and disclosed in one of the following three levels of the fair value hierarchy:

•

Level 1—Quoted prices in active markets for identical assets or liabilities.

•

Level 2—Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data.

•

Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques.

A summary of the assets and liabilities carried at fair value in accordance with the hierarchy defined above is as follows:

			Fair Value Hierarchy
December 31, 2020	Total		(Level 1)		(Level 2)		(Level 3)
Assets
Cash and cash equivalents	$	4,241,937	$	4,241,937	$	—	$	—
Marketable Securities:
U.S. Treasury Bonds		18,386,160		18,386,160		—		—
Total	$	22,628,097	$	22,628,097	$	—	$	—

December 31, 2019
Assets
Cash and cash equivalents	$	13,563,791	$	13,563,791	$	—	$	—
Marketable Securities:
U.S. Treasury Bonds		10,495,350		10,495,350		—		—
Total	$	24,059,141	$	24,059,141	$	—	$	—

The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the hierarchy during the years ended December 31, 2020 and 2019. The carrying amount of the Company’s receivables and payables approximate their fair value due to their maturity.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Inventory

12 Months Ended

Dec. 31, 2020

Inventory Disclosure [Abstract]

Inventory

Note 7. Inventory

As of December 31, 2020 and 2019, inventories consisted of the following:

	December 31,
	2020		2019
Raw materials	$	1,008,653	$	1,065,345
Work in process		4,304,415		5,314,763
Finished Goods		428,549		531,064
Total Inventory		5,741,617		6,911,172
Less: noncurrent inventory		4,865,181		6,020,180
Total current inventory	$	876,436	$	890,992

As of December 31, 2020 and 2019, the Company reserved $721,462 and $287,544 respectively, for obsolete inventory. The Company records charges for obsolete inventory in cost of goods sold. As of December 31, 2020 and 2019, noncurrent inventory was comprised of approximately $0.7 million and $1.0 million of raw materials, respectively, and $4.2 million and $5.0 million of work in process, respectively.

Leases

12 Months Ended

Dec. 31, 2020

Leases [Abstract]

Leases

Note 8. Leases

The Company implemented FASB ASU 2016-02, Leases (Topic 842), which required lessees to recognize most leases on its balance sheet effective January 1, 2019. The Company recognized $3.9 million of right of use assets for leases for office, manufacturing and warehouse space and office equipment. The Company also recognized $4.2 million for lease liabilities. The Company elected not to recognize right of use assets and lease liabilities for short term leases, i.e., leases with a noncancelable period of 12 months or less.

The Company’s leases have remaining lease terms of approximately one to four years, some of which include options to extend the leases for up to an additional five years. For the leases for the office space in Basking Ridge, New Jersey and the manufacturing and warehouse space in Rockaway, New Jersey, the Company recognized the options to renew the leases as part of the right of use asset and the lease liability as the Company deemed that the renewal options were reasonably certain to be exercised. However, due to the Company’s decision to implement a comprehensive redeployment and cost reduction plan implemented in June 2019, the Company determined the renewal option for the office space at the Basking Ridge location was no longer reasonably certain to be exercised. The Company remeasured the Basking Ridge right of use asset and the lease liability beginning June 1, 2019 utilizing the newly expected lease term.

Consistent with the Company’s 2019 cost reduction plan, it continues to evaluate and implement cost reduction strategies as appropriate. Effective December 31, 2020, the Company relocated its corporate headquarters to the site of its manufacturing facility in Rockaway, New Jersey. Although the Basking Ridge lease agreement provides for sublease, the Company will not elect this option in light of the current economic downturn in commercial real estate due to the pandemic and other factors. In December 2020, the Company informed the Basking Ridge landlord of its intention to vacate the Basking Ridge office space on December 31, 2020. The Company is currently in negotiations with the Basking Ridge landlord. Effective December 31, 2020, the Company vacated the Basking Ridge office space. On December 31, 2020, the Company wrote off the net book value of the operating lease right of use asset in the amount of $534,493 along with the related asset balances totaling $23,050. This charge is reflected in the Company’s Consolidated Statement of Operations for the year ended December 31, 2020, under selling, general and administrative expense.

The incremental borrowing rate used to determine the net present value of the leases at inception was 9.75%. This is the incremental borrowing rate that represents the rate of interest that the Company would expect to pay to borrow an amount equal to the lease payments under similar terms. As the Company does not borrow on a collateralized basis, the non-collateralized borrowing rate is used as an input in deriving the incremental borrowing rate. Following the comprehensive redeployment and cost reduction plan announcement and as required in the lease remeasurement process under Topic 842, the incremental borrowing rate was reassessed and increased to 13.75% at the time of remeasurement. The remeasurement updated the net present value of all operating leases from inception using the new discount rate at June 1, 2019.

For the years ended December 31, 2020 and 2019, the Company recognized lease expense of $573,046 and $787,952, respectively. This expense does not include non-lease components associated with the lease agreements as the Company elected not to include such charges as part of the lease expense.

Supplemental Balance Sheet Information for Operating Leases:

	December 31,
		2020			2019
Operating leases:
Operating lease right of use assets	$	517,257		$	1,430,641
Operating lease liabilities:
Current portion of operating lease liabilities		534,547			486,445
Noncurrent operating lease liabilities		885,333			1,419,880
Total operating lease liabilities	$	1,419,880		$	1,906,325
Weighted average remaining lease term (in years)		5.7			5.9
Weighted average discount rate		13.75	%		13.75	%

Future minimum lease payments under non-cancellable operating leases as of December 31, 2020:

Financial year
2021	$	786,584
2022		337,254
2023		142,892
2024		146,044
2025		149,700
2026 and thereafter		526,560
Total future minimum lease payments		2,089,034
Less: Amounts representing interest		(669,154	)
Total	$	1,419,880

Cloud Computing Arrangement

12 Months Ended

Dec. 31, 2020

Cloud Computing Arrangement [Abstract]

Cloud Computing Arrangement

Note 9. Cloud Computing Arrangement

In 2018, the Company entered into a contract to obtain a cloud computing arrangement (“CCA”). In accordance with ASU 2018-15, the implementation costs incurred in the CCA were deferred and recognized as other assets and are being amortized to expense over the noncancelable term of the arrangement. The implementation of this CCA was completed on June 30, 2019. Beginning July 1, 2019, the Company went live with the cloud computing Enterprise Resource Planning system and all future related costs are expensed as incurred. In July 2019, the Company began amortizing the related deferred costs over the remaining period of the noncancelable arrangement. Amortization costs for the year ended December 31, 2020 and 2019 were $282,075 and $141,037, respectively. As of December 31, 2020, the remaining term of the lease is approximately three years. The CCA is included under the caption Other assets, net as presented in the Company's balance sheet for the years ended December 31, 2020 and 2019 and is summarized below:

		December 31,
			2020		2019
Cloud Computing Arrangement		$	1,222,322	$	1,222,322
Less: accumulated amortization			423,112		141,037
	Cloud Computing Arrangement, net	$	799,210	$	1,081,285

Accrued Expenses

12 Months Ended

Dec. 31, 2020

Payables And Accruals [Abstract]

Accrued Expenses

Note 10. Accrued Expenses

Accrued expenses as of December 31, 2020 and 2019 consisted of the following:

	December 31,
	2020		2019
Accrued professional fees	$	270,543	$	1,255,494
Accrued bonuses		1,424,878		804,082
Other employee related expenses		371,033		836,754
Other		734,366		441,049
	$	2,800,820	$	3,337,379

Notes Payable

12 Months Ended

Dec. 31, 2020

Notes Payable [Abstract]

Notes Payable

Note 11. Notes Payable

Loan Under the Paycheck Protection Program

On May 4, 2020, the Company received proceeds of $1.4 million in connection with a promissory note (the “Note”) entered into with Citibank, N.A. (the “Lender”) evidencing an unsecured loan (the “Loan”) under the Paycheck Protection Program ("PPP"). The PPP is a program of the SBA established under the CARES Act. Under the PPP, the proceeds of the Loan may be used for payroll and certain covered interest payments, lease payments and utility payments (“Qualifying Expenses”). The Company intends to use the entire Loan amount for Qualifying Expenses under the PPP.

The interest rate on the Loan is 1.0% per annum. The Note matures on February 2, 2023. On September 2, 2021 (the “First Payment Date”), the Company is required to pay all accrued interest under the Loan that is not forgiven in accordance with the terms of the PPP. Additionally, on the First Payment Date and on the second day of each month thereafter until February 2, 2023, the Company must make equal monthly payments of the amount of principal under the Loan that is not forgiven in accordance with the terms of the PPP and related accrued interest thereon. The Company intends to apply for loan forgiveness under the guidelines of the SBA, which would result in a delay or elimination of the repayment period, if accepted in whole or in part by the Lender and SBA. The Note contains events of default and other conditions customary for a Note of this type.

Under the terms of the CARES Act, PPP loan recipients can be granted forgiveness for all or a portion of the loan granted under the PPP, with such forgiveness to be determined, subject to limitations, based on the use of the loan proceeds for payment of Qualifying Expenses and the recipient maintaining its payroll levels over certain required thresholds under the PPP. The terms of any forgiveness also may be subject to further requirements in any regulations and guidelines the SBA may adopt. No assurance can be provided that the Company will obtain forgiveness of the Note in whole or in part. Official guidance and interpretations of the requirements of the program have been limited and have been changing over time. Despite the Company’s good-faith belief that it properly satisfied all eligibility requirements for the PPP loan, there has been increasing scrutiny of public companies that received loans, and there can be no assurance that the Company will not become subject to regulatory or other scrutiny, including a request or requirement for repayment of some or all of the loan.

The Company has accounted for the Loan in accordance with FASB ASC Topic 470, Debt. Accordingly, the Loan is reflected as a liability on its Consolidated Balance Sheet as of December 31, 2020, $311,604 as a current liability and $1,097,946 and as a noncurrent liability. The Company will record a gain if the Loan is forgiven in whole or in part.

Finance and Security Agreements

On July 1, 2020, the Company entered into a Commercial Insurance Premium Finance and Security Agreement (“the Agreement”). The Agreement provides for a single borrowing by the Company of $1.2 million, with a seven-month term and an annual interest rate of 2.18%. The proceeds from this transaction were used to partially fund the premiums due under some of the Company’s insurance policies. The amounts payable are secured by the Company’s rights under such policies. The Company began to pay monthly installments of approximately $164,800 beginning in July 2020. As of December 31, 2020, the remaining balance under the Agreement was $164,832 and during the year ended December 31, 2020, the Company recognized $8,339 in interest expense.

On July 1, 2019, the Company entered into a separate Commercial Insurance Premium Finance and Security Agreement (“the 2019 Agreement”). The 2019 Agreement provided for a single borrowing by the Company of $807,347, with a seven-month term, and an annual interest rate of 2.99%. The proceeds from this transaction were used to partially fund the premiums due under some of the Company’s insurance policies. As of December 31, 2020, the balance was fully paid. During the years ended December 31, 2020 and 2019, the Company recognized $341 and $3,457 in interest expense, respectively.

Stockholders' Equity

12 Months Ended

Dec. 31, 2020

Equity [Abstract]

Stockholders' Equity

Note 12. Stockholders’ Equity

Lincoln Park Purchase Agreement

On March 27, 2020, the Company and Lincoln Park entered into an equity facility purchase agreement ("Purchase Agreement") pursuant to which the Company has the right to sell to Lincoln Park shares of common stock having an aggregate value of up to $25,000,000, subject to certain limitations and conditions set forth in the purchase agreement.

Upon entering into the Purchase Agreement with Lincoln Park, the Company issued an aggregate of 461,676 shares of common stock to Lincoln Park as a commitment fee. The fair value of these shares on the date of issuance was approximately $186,300. During 2020, the Company issued to an additional 230,838 shares of common stock to Lincoln Park as a further commitment fee based on the first $5,000,000 of shares of common stock issued to Lincoln Park under the Purchase Agreement as Purchase Shares (as such term is defined in the Purchase Agreement). The Company did not receive any cash proceeds from the issuance of any of the foregoing commitment shares. No further commitment fee shares remain issuable under the Purchase Agreement. The net proceeds under the Purchase Agreement to the Company will depend on the frequency and prices at which shares of common stock are sold to Lincoln Park. Actual sales of shares of common stock to Lincoln Park under the Purchase Agreement and the amount of such net proceeds will depend on a variety of factors, including market conditions, the trading price of the common stock and determinations by the Company as to other available and appropriate sources of funding for the Company. The Company has and expects to continue to use the proceeds from this agreement for general corporate purposes and working capital.

During 2020, the Company sold 10,179,676 shares of common stock under the Purchase Agreement, resulting in aggregate proceeds of approximately $15.5 million to the Company. As of December 31, 2020, the Company had the right to sell under the Purchase Agreement approximately $9.5 million of additional shares of common stock. See Note. 20 Subsequent Events for further discussion of the Purchase Agreement.

Other Securities Purchase Agreements

On April 14, 2020, the Company entered into a Securities Purchase Agreement (“First SPA”) with certain accredited investors pursuant to which the Company agreed to sell an aggregate of 2,058,822 shares of common stock at a purchase price of $0.85 per share for aggregate proceeds to the Company of approximately $1.75 million. Each of the purchasers was an affiliate and/or existing shareholder of the Company, including some members of the Company’s board of directors. In addition, the purchasers were granted customary registration rights as further described in the First SPA.

On May 14, 2020, the Company entered into a Securities Purchase Agreement (“Second SPA”) with its legal counsel pursuant to which the Company agreed to issue 1,564,345 shares of common stock, at a purchase price of $0.99 per share. Upon issuance of the shares, certain outstanding financial obligations of the Company owed to its legal counsel were deemed paid and satisfied in full. In addition, the Company’s legal counsel was granted customary registration rights as further described in the Second SPA. During 2020, the Company recorded a non-cash charge of $156,434 in connection with this transaction.

On May 18, 2020, the Company entered into a third Securities Purchase Agreement (“Third SPA”) with certain accredited investors pursuant to which the Company agreed to sell an aggregate of 505,205 shares of common stock at a purchase price of $0.9178 per share, for aggregate proceeds to the Company of approximately $0.45 million. In addition, the purchasers were granted customary registration rights as further described in the Third SPA.

Net Loss Per Share

12 Months Ended

Dec. 31, 2020

Earnings Per Share [Abstract]

Net Loss Per Share

Note 13. Net Loss Per Share

Basic net loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding during the period. Diluted loss per share is computed by dividing net loss by the weighted-average number of shares of common stock outstanding adjusted to give effect to potentially dilutive securities. Restricted stock and unit awards, and stock options have not been included in the diluted loss per share calculation as their inclusion would have had an anti-dilutive effect.

The potential common stock equivalents that have been excluded from the computation of diluted loss per share consist of the following:

	December 31,
	2020		2019
Outstanding stock options		3,815,585		3,131,266
Nonvested restricted stock and unit awards		1,039,768		1,368,998
Stock purchase warrants		715,199		715,199
		5,570,552		5,215,463

The following table summarizes the stock purchase warrants outstanding as of December 31, 2020 and 2019:

# of Warrants	Exercise Price	Expiration Date
8,576	$8.86	4/1/2021
429,948	$12.60	6/24/2021
59,731	$12.60	6/24/2021
22,253	$5.68	3/30/2022
17,066	$12.60	6/30/2022
151,364	$12.60	8/18/2022
14,286	$12.60	8/31/2022
11,975	$15.30	12/22/2025
715,199

Variable Interest Entity

12 Months Ended

Dec. 31, 2020

Variable Interest Entity [Abstract]

Variable Interest Entity

Note 14. Variable Interest Entity

As discussed in Note 1, electroCore is the primary beneficiary of electroCore (Aust) Pty Limited. electroCore has contributed certain intellectual property rights, all rights to distribute, market and sell specified products in Australia and New Zealand, and other rights outlined in the shareholders’ deed of electroCore (Aust) Pty Limited in return for 50% of the shares of such entity. In addition, electroCore can also appoint two of the four directors and can exercise significant influence. This along with the fact that electroCore is electroCore (Aust) Pty Limited’s only supplier causes electroCore, for accounting purposes, to be the primary beneficiary of electroCore (Aust) Pty Limited. The activities related to electroCore (Aust) Pty Limited are not material to the consolidated financial statements. Effective May 2017, the VIE ceased operations.

Income Taxes

12 Months Ended

Dec. 31, 2020

Income Tax Disclosure [Abstract]

Income Taxes

Note 15. Income Taxes

The provision for income taxes for the years ended December 31, 2020 and 2019 related to foreign taxes, state minimum tax and a benefit from the sale of state net operating losses.

Domestic and foreign components of the loss before provision for income taxes is as follows:

	December 31, 2020			December 31, 2019
Domestic	$	(23,706,566	)	$	(43,661,897	)
Foreign		(975,373	)		(1,468,287	)
Total	$	(24,681,940	)	$	(45,130,184	)

The income tax provision from continuing operations contains the following components:

	December 31, 2020			December 31, 2019
Federal	$	—		$	—
State		(1,170,890	)		7,712
Foreign		—			9,987
Total current		(1,170,890	)		17,699

Total deferred		—			—
Total income tax (benefit) expense	$	(1,170,890	)	$	17,699

The Company has evaluated the available evidence supporting the realization of its deferred tax assets, including the amount and timing of future taxable income, and has determined that it is more likely than not that its net deferred tax assets will not be realized in the United States and certain foreign jurisdictions. Due to uncertainties surrounding the realization of the deferred tax assets, the Company maintains a full valuation allowance against all of its net deferred tax assets. When the Company determines that it will be able to realize some portion or all of its deferred tax assets, an adjustment to its valuation allowance on its deferred tax assets would have the effect of increasing net income in the period such determination is made. The net change in the valuation allowance was an increase of $7.8 million.

The significant components of the Company’s deferred income tax assets and liabilities after applying enacted corporate tax rates are as follows:

	Year ended December 31,
	2020			2019
Deferred tax assets
Net operating loss carryforwards	$	24,319,202		$	18,883,686
Accrued expenses		540,072			796,849
Intangibles		429,783			355,288
Inventory		202,580			78,206
Deferred rent		27,019			—
Charitable contributions		11,277			19,028
R&D credit		438,117			394,981
Lease liabilities		398,689			518,480
Stock compensation		3,069,124			750,449
Deferred tax assets		29,435,863			21,796,967
Less valuation allowance		(28,974,378	)		(21,171,967)
Total deferred tax assets		461,485			625,000
Fixed assets		(16,119	)		(15,222	)
Prepaid expenses		(300,125	)		(220,673	)
Right of use asset		(145,241	)		(389,105	)
Total deferred tax liabilities		(461,485	)		(625,000	)
Deferred tax assets, net	$	—		$	—

A reconciliation of the income tax provision computed at statutory rates to the reported income tax provision for the years ended December 31, 2020 and 2019 is as follows:

	Year ended December 31,
	2020	2019
Statutory rate	21.0%	21.0%
State tax expected (recovery), net of federal benefit	4.2%	6.7%
Stock compensation	6.8%	—%
State tax NOL sale	3.7%	—%
Nondeductible expenses	0.5%	(0.1)%
Loss incurred as pass-through	—%	—%
Other	0.1	—
Change in valuation allowance for deferred tax assets	(31.6)%	(27.6)%
Provision for income taxes	4.7%	—%

As of December 31, 2020 and 2019, the Company had accumulated net operating losses totaling $87.2 million and $65.7 million, respectively, in the U.S. (federal and state), which may be available to carry forward and offset future years' taxable income. U.S. federal losses can be carried forward indefinitely, and state losses expire in various amounts beginning in 2026. The Company also had accumulated losses totaling $3.9 million and $3.5 million in Germany which can be carried forward indefinitely.

However, the NOL carryforwards may be, or become subject to, an annual limitation in the event of certain cumulative changes in the ownership interest of significant stockholders over a three year period in excess of 50%, as defined under Sections 382 and 383 of the Internal Revenue Code of 1986, as amended, as well as similar state tax provisions. This could limit the amount of NOLs that the Company can utilize annually to offset future taxable income or tax liabilities. The amount of the annual limitation, if any, will be determined based on the value of the Company immediately prior to an ownership change. Subsequent ownership changes may further affect the limitation in future years. If and when the Company utilizes the NOL carryforwards in a future period, it will perform an analysis to determine the effect, if any, of these loss limitation rules on the NOL carryforward balances.

As of December 31, 2020, the Company had Federal and NJ research and development credits of $282,801 and $191,863 respectively. The Federal R&D credits can be carried forward 20 years and will begin to expire in 2038. The New Jersey R&D credits can be carried forward seven years and will begin to expire in 2025.

Uncertain Tax Positions

The Company has adopted certain provisions of ASC 740, “Income Taxes”, which prescribes a recognition threshold and measurement attribute for the recognition and measurement of tax positions taken or expected to be taken in income tax returns. The provisions also provide guidance on the de-recognition of income tax assets and liabilities, classification of current and deferred income tax assets and liabilities, and accounting for interest and penalties associated with tax positions.

The Company files income tax returns in the U.S. federal jurisdiction, and in various state and foreign jurisdictions. The Company’s tax returns are subject to tax examinations by U.S. federal and state tax authorities, or examinations by foreign tax authorities until the expiration of the respective statutes of limitation. The Company currently has no tax years under examination.

As of December 31, 2020, the Company does not have an accrual relating to uncertain tax positions. Interest and penalties, if any, as they relate to income taxes assessed, are included in the income tax provision. It is not anticipated that unrecognized tax benefits would significantly increase or decrease within 12 months of the reporting date.

Coronavirus Aid, Relief, and Economic Security Act

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act, the "CARES Act", was enacted and signed into law, and GAAP requires recognition of the tax effects of new legislation during the reporting period that includes the enactment date. The CARES Act, among other things, includes changes to the tax provisions that benefits business entities and makes certain technical corrections to the 2017 Tax Cuts and Jobs Act, including, permitting net operating losses, or NOLs, carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021. In addition, the CARES Act allows NOLs incurred in 2018, 2019, and 2020 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. The CARES Act provides other reliefs and stimulus measures. The Company has evaluated the impact of the CARES Act, and does not expect that any provision of the CARES Act would result in a material cash benefit to the Company or have a material impact on its financial statements or internal controls over financial reporting.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References + Details

Stock Based Compensation

12 Months Ended

Dec. 31, 2020

Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]

Stock Based Compensation

Note 16. Stock Based Compensation

On June 21, 2018, the Company adopted the 2018 Omnibus Equity Incentive Plan (“Plan”). This plan reserved 6.2 million shares with an increase to be added annually beginning in 2019 through 2028 up to 4% of the total number of shares of common stock issued and outstanding on a fully diluted basis as of the end of the immediately preceding fiscal year, providing that the aggregate number of additional shares shall not exceed a total of 45 million shares, and a maximum of 40 million shares pursuant to the exercise of stock options. Effective January 1, 2021, the number of shares reserved under the Plan was increased by 2.0 million to approximately 8.9 million. The Company’s policy is to issue new shares of its common stock upon the exercise of stock options, new grants of restricted stock awards, and settlement of restricted stock units. Stock options issued under the plan have a contractual life of 10 years and are generally forfeited upon separation from the Company.

The following table presents stock compensation expense recognized by the Company for the years ended December 31, 2020 and 2019. Total unrecognized compensation cost related to equity awards as of December 31, 2020 was $5.0 million and is expected to be recognized over the next 2.3 years.

	Year ended December 31,
	2020		2019
Selling, general and administrative	$	2,360,629	$	2,703,578
Research and development		831,944		1,146,268
Cost of goods sold		73,738		45,935
Total expense	$	3,266,311	$	3,895,781

The following table presents a summary of stock option award activity during the year ended December 31, 2020:

	Number of Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)			Aggregate Intrinsic Value
Outstanding, December 31, 2019		3,131,266		$	8.53		8.9		*
Granted		2,019,298			1.33
Exercised		—			—
Cancelled		(1,334,979	)		11.93
Outstanding, December 31, 2020		3,815,585		$	5.56		8.6	$	—
Exercisable, December 31, 2020		1,339,372		$	9.21		8.0	$	47,883

* de minimis

The intrinsic value is calculated as the difference between the fair market value at December 31, 2020 and the exercise price per share of the stock options. Options awards granted to employees generally vest over a four-year period.

The following table provides additional information about stock options that are outstanding and exercisable at December 31, 2020:

Exercise Price	Options Outstanding (number)		Options Outstanding Weighted Average Remaining Contractual Life (Years)		Options Exercisable (number)
$1.40 - $2.50		2,423,235		9.1		468,750
$2.51 - $7.52		347,731		8.2		159,801
$7.53 - $15.00		1,044,619		7.5		710,821

The following table presents a summary of restricted stock award ("RSA" or "RSAs") activity during the year ended December 31, 2020:

	Number of Shares			Weighted Average Grant Date Fair Value
Nonvested, December 31, 2019		127,505		$	8.09
Granted		—			—
Vested		(79,960	)		9.97
Cancelled		(21,900	)		9.88
Nonvested, December 31, 2020		25,645		$	10.07

In general, RSAs granted to employees vest over a four-year period.

The following table presents a summary of restricted and deferred stock unit (“Unit” or "Units") activity during the year ended December 31, 2020:

	Number of Shares			Weighted Average Grant Date Fair Value
Nonvested, December 31, 2019		1,241,493		$	2.86
Granted		732,140			0.91
Vested		(690,869	)		2.31
Cancelled		(268,641	)		2.93
Nonvested, December 31, 2020		1,014,123		$	1.50

In general, Units granted to employees vest over two to four years.

Immediately following the Company’s annual meeting of stockholders, the Company generally grants each non-employee director an equity award that vests over a 12-month period. Upon a non-employee director’s initial appointment or election to the board of directors, the Company grants such non-employee director an equity award subject to vesting as determined by the board of directors.

Valuation Information for Stock-Based Compensation

The fair value of each stock option award granted was estimated on the date of grant using the Black-Scholes model. Expected volatility was based on historical common stock volatility of the Company’s peers. Prior to 2020, expected volatility was based on historical volatility of the Company’s common stock. The risk-free interest rate was based on the average U.S. Treasury rate that most closely resembles the expected life of the related award. The expected term of the award was calculated using the simplified method. No dividend was assumed as the Company does not pay regular dividends on its common stock and does not anticipate paying any dividends in the foreseeable future.

The weighted average assumptions used in the Black-Scholes option pricing model in valuing stock options granted in the periods presented were:

	2020		2019
Fair value at grant date	$	0.98	$	3.39
Expected volatility	134.2%		95.9%
Risk-free interest rate	0.7%		2.1%
Expected holding period, in years		6.1		5.9
Dividend yield		—		—

The fair value of RSAs and Units is the market close price of the Company’s common stock on the trading day immediately preceding the date of grant.

Employee 401(K) Plan

12 Months Ended

Dec. 31, 2020

Compensation And Retirement Disclosure [Abstract]

Employee 401(K) Plan

Note 17. Employee 401(K) Plan

The Company has a defined contribution 401(k) plan which covers all employees. Employees are eligible upon date of hire. Employee contributions are voluntary and are based on specific percentages of compensation, which may not exceed maximum amounts established by Internal Revenue Code. Employer contributions are discretionary. The maximum Company matching contribution is $0.25 per dollar subject to a limit of 3% of eligible employee compensation. The Company's expense for contributions to its defined contribution plan totaled $15,600 for 2020. There were no employer contributions for the year ended December 31, 2019.

Commitments and Contingencies

12 Months Ended

Dec. 31, 2020

Commitments And Contingencies Disclosure [Abstract]

Commitments and Contingencies

Note 18. Commitments and Contingencies

Stockholders Litigation

On July 8, 2019 and August 1, 2019, purported stockholders of the Company served putative class action lawsuits in the Superior Court of New Jersey for Somerset County, captioned Paul Kuehl vs. electroCore, Inc., et al., Docket No. SOM-L 000876-19 and Shirley Stone vs. electroCore, Inc., et al., Docket No. SOM-L 001007-19, respectively. In addition to the Company, the defendants included present and past directors and officers, Evercore Group L.L.C., Cantor Fitzgerald & Co., JMP Securities LLC and BTIG, LLC, the underwriters for its IPO; and two of the Company’s stockholders. On August 15, 2019, the Superior Court entered an order consolidating the Kuehl and Stone actions, which proceeded under Docket No. SOM-L 000876-19. Each plaintiff was appointed a co-lead plaintiff. The plaintiffs filed a consolidated amended complaint, which sought certification of a class of stockholders who purchased common stock in the IPO or whose purchases are traceable to that offering. The consolidated amended complaint alleged that the defendants violated Sections 11, 12(a)(2) and 15 of the Securities Act with respect to the registration statement and related prospectus for the IPO. The complaint sought unspecified compensatory damages, interest, costs and attorneys’ fees. On October 31, 2019, the Company and the other defendants filed a motion to dismiss the complaint or in the alternative to stay the action in favor of the pending federal action (discussed below).

On February 21, 2020 the court granted the defendants’ motion to dismiss the consolidated amended complaint with prejudice. On March 2, 2020 the court entered an amended order dismissing the consolidated amended complaint with prejudice. On March 27, 2020, the plaintiffs filed a notice of appeal with the N.J. Superior Court – Appellate Division. The appeal was fully briefed as of July 17, 2020. The date for argument of the appeal has not yet been set.

On September 26, 2019 and October 31, 2019, purported stockholders of the Company served putative class action lawsuits in the United States District Court for the District of New Jersey captioned Allyn Turnofsky vs. electroCore, Inc., et al., Case 3:19-cv-18400, and Priewe vs. electroCore, Inc., et al., Case 1:19-cv-19653, respectively. In addition to the Company, the defendants include present and past directors and officers, and Evercore Group L.L.C., Cantor Fitzgerald & Co., JMP Securities LLC and BTIG, LLC, the underwriters for the IPO. The plaintiffs each seek to represent a class of stockholders who (i) purchased the Company’s common stock in the IPO or whose purchases are traceable to the IPO, or (ii) who purchased common stock between the IPO and September 25, 2019. The complaints each alleged that the defendants violated Sections 11 and 15 of the Securities Act and Sections 10(b) and 20(a) of the Exchange Act, with respect to (i) the registration statement and related prospectus for the IPO, and (ii) certain post-IPO disclosures filed with the SEC. The complaints sought unspecified compensatory damages, interest, costs and attorneys’ fees.

In the Turnofsky case, on November 25, 2019 several plaintiffs and their counsel moved to be selected as lead plaintiff and lead plaintiff’s counsel. On April 24, 2020. the Court granted the motion of Carole Tibbs and the firm Bragar, Eagel & Squire, P.C. On July 17, 2020 the plaintiffs filed an amended complaint in Turnofsky. In addition to the prior claims, the amended complaint added an additional director defendant and two investors as defendants and adds a claim against the Company and the underwriters for violating Section 12(a)(2) of the Securities Act. On September 15, 2020, the Company and the other defendants filed a motion to dismiss the amended complaint for failure to state a claim. On November 6, 2020, the plaintiffs filed their opposition to the motion to dismiss. The Company and the other defendants filed reply papers in support of the motion on December 7, 2020. Argument on the motion to dismiss has not yet been scheduled. The parties have agreed to a non-binding mediation with JAMS, which will occur on March 30, 2021.

The Priewe case was voluntarily dismissed on February 19, 2020.

On March 4, 2021, purported stockholder Richard Martz brought a purported stockholder derivative action in the United States District Court for the District of New Jersey. The action is captioned Richard Maltz, derivatively on behalf of electroCore, Inc., vs. Francis R. Amato, et al., Case 3:21-cv-04135. The defendants include present and past directors and officers of the Company. The plaintiff purports to pursue derivative claims on behalf of the Company in connection with the IPO and actions occurring between the IPO and September 25, 2019. The complaint alleges that demand on the board of directors is excused. The complaint purports to allege claims against the defendants for violating Section 14(a) of the Exchange Act, breaching fiduciary duties, unjust enrichment and waste of corporate assets. The complaint also purports to allege claims for contribution in connection with the Turnofsky case described above, pursuant to Section 11(f) of the Securities Act and Sections 10(b) and 21D of the Exchange Act. The complaint seeks unspecified compensatory damages, interest, costs and attorneys’ fees; declaratory relief; and an order requiring changes to corporate governance and internal procedures and a vote on proposed amendments to the Bylaws and Certificate of Incorporation. On March 8, 2021, purported stockholder Erin Yuson brought a purported stockholder derivative action in the United States District Court for the District of New Jersey. The action is captioned Erwin Yuson, derivatively on behalf of electroCore, Inc., vs. Francis R. Amato, et al., Case 3:21-cv-04481. The defendants include present and past directors and officers of the Company. The plaintiff purports to pursue derivative claims on behalf of the Company in connection with a 2019 proxy statement and actions occurring from the IPO through September 25, 2019. The complaint alleges that demand on the board of directors is excused. The complaint purports to allege claims against the defendants for violating Section 14(a) of the Exchange Act and breaching fiduciary duties. The complaint seeks unspecified compensatory damages, interest, costs and attorneys’ fees; declaratory relief; and an order requiring changes to corporate governance and internal procedures and a vote on proposed amendments to the Bylaws and Certificate of Incorporation.

The Company intends to continue to vigorously defend itself in these matters. However, in light of, among other things, the preliminary stage of these litigation matters, the Company is unable to determine the reasonable probability of loss or a range of potential loss. Accordingly, the Company has not established an accrual for potential losses, if any, that could result from any unfavorable outcome, and there can be no assurance that these litigation matters will not result in substantial defense costs and/or judgments or settlements that could adversely affect the Company’s financial condition.

The Company expenses associated legal fees in the period they are incurred.

Settlement Agreement

In January 2019, the Company settled a dispute with one of its former advisors, Madison Global Partners ("Madison Global"), which had filed a complaint against the Company in the Supreme Court of the State of New York, County of New York (Index No. 652329/2018). As part of that settlement, the Company paid Madison Global $325,000 and issued to Madison Global and its representatives warrants to purchase in the aggregate 62,181 shares of its common stock at prices ranging from $5.68 per share to $12.60 per share. In January 2019, 5,192 warrants with an exercise price of $5.68 were issued and the expense was recognized. All other amounts were accrued in prior accounting periods. The warrants issued are shown in the following table:

# Warrants		Exercise Price	Expiration Dates
8,576	$	8.86	April 1, 2021
22,253	$	5.68	March 30, 2022
17,066	$	12.60	June 30, 2022
14,286	$	12.60	August 31, 2022

Purchase Commitments

The Company enters into contracts in the normal course of business with contract research organizations for its clinical trials, contract manufacturing organizations for the manufacture and supply of its clinical and commercial product needs and other vendors for other research and development and commercial activities, as well as services and products for operating purposes. The Company’s agreements generally provide for termination with notice. Such agreements that are cancelable contracts are not included as purchase commitments. The Company has included as purchase obligations its commitments under agreements to the extent they are quantifiable and are not cancelable. The Company has purchase obligations of approximately $2.3 million as of December 31, 2020.

Restructuring Charges and Other Severance Related Charges

12 Months Ended

Dec. 31, 2020

Restructuring And Related Activities [Abstract]

Restructuring Charges and Other Severance Related Charges

Note 19. Restructuring Charges and Other Related Charges

The following table provides a summary of the Company’s restructuring and other related charges for the years end December 31, 2020 and 2019:

	Year ended December 31,
	2020		2019
Employee separation costs	$	271,164	$	1,997,292
Payment in lieu of severance		175,000		—
Other restructuring costs		18,442		—
	$	464,606	$	1,997,292

As of December 31, 2020, $25,000 is payable by the Company in connection with the above described charges. This amount is included under the caption Accrued expenses and other current liabilities in the Company’s Consolidated Balance Sheet as of December 31, 2020

Restructuring charges

On May 29, 2019, the Company announced significant adjustments to the deployment of personnel and resources across the organization. The effort was intended to focus the Company on currently available and near-term revenue opportunities and on clinical programs specifically designed to expand the gammaCore product labeling. To achieve this goal, the Company reduced the size of its organizational structure, including its field sales force and clinical operations.

The costs associated with this initiative primarily represent severance and other costs associated with employee terminations, the majority of which have been settled in cash, and totaled approximately $1,050,000. In June 2019, as part of this process, the Company formally communicated the termination of employment to 32 employees, and as of September 30, 2019, the Company had terminated all of these employees.

Other Severance Related Charges

In January 2020, the Company entered into a separation agreement with a former officer which agreement required an aggregate severance payment of $190,000 over a six-month period. In January 2020, the Company also entered into an agreement with a new employee that requires the unconditional payment of $175,000, in lieu of future severance to be paid in equal monthly installments over a fourteen-month period.

On June 10, 2019, Frank Amato, the Company’s former Chief Executive Officer, offered his resignation. The Company entered into a Separation Agreement with Mr. Amato, pursuant to which he remained as Chief Executive Officer and a member of the board until September 30, 2019 (the “Separation Date”). Pursuant to the Separation Agreement, Mr. Amato was paid $800,000 on October 1, 2019. In addition, all options to purchase Company common stock held by Mr. Amato continued to vest through the Separation Date and remain exercisable until the one-year anniversary of the Separation Date. All restricted stock units held by Mr. Amato continued to vest through the Separation Date. Since Mr. Amato provided substantial services to the Company, the Company recognized all costs related to the Separation Agreement over the period from June 10, 2019 to September 30, 2019. In connection with the Separation Agreement, the Company recorded a cash charge of $800,000 during the year ended December 31, 2020.

Effective July 31, 2019, the Company entered into a Separation Agreement with a former officer. Pursuant to the agreement, a severance payment of $147,500 was recognized and is to be paid evenly over the subsequent six months.

Subsequent Events

12 Months Ended

Dec. 31, 2020

Subsequent Events [Abstract]

Subsequent Events

Note 20. Subsequent Events

Sale of Common Stock and Termination of Purchase Agreement

In January 2021, the Company sold 2,750,000 shares of the Company’s common stock under its purchase agreement with Lincoln Park ("Purchase Agreement"), resulting in aggregate proceeds of approximately $6.9 million to the Company. On March 11, 2021, the Company terminated its Purchase Agreement with Lincoln Park.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2020

Accounting Policies [Abstract]

Basis of Presentation

(a) Basis of Presentation

Principles of Consolidation

(b) Principles of Consolidation

Use of Estimates

Revenue Recognition

(d) Revenue Recognition

Shipping fees are not billed to the customer and are reflected as part of selling, general, and administrative expenses.

Cash and Cash Equivalents

(e) Cash and Cash Equivalents

Marketable Securities

(f) Marketable Securities

Concentration of Credit Risk

(g) Concentration of Credit Risk

Accounts Receivable

(h) Accounts Receivable

Inventories

(i) Inventories

Property and Equipment

(j) Property and Equipment

Depreciation and leasehold improvement amortization is computed using the following estimated useful lives:

Machinery and equipment		3–15 years
Leasehold improvements		Lesser of estimated useful life or term of lease
Furniture and fixtures		5–10 years
Computer equipment		5 years

Leases

(k) Leases

Cloud Computing Arrangement

(l) Cloud Computing Arrangement

Impairment of Long-Lived Assets

(m) Impairment of Long-Lived Assets

Stock Based Compensation

(n) Stock-based Compensation

Income Taxes

(o) Income Taxes

Research and Development

(p) Research and Development

Foreign Currency Translations and Transactions

(q) Foreign Currency Translation and Transactions

Segment Information

(r) Segment Information

Recently Adopted Accounting Pronouncements

(s) Recently Adopted Accounting Standards

Recently Accounting Standards Not Yet Adopted

(t) Recently Accounting Standards Not Yet Adopted

Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2020

Accounting Policies [Abstract]

Schedule of property and equipment, net

Machinery and equipment		3–15 years
Leasehold improvements		Lesser of estimated useful life or term of lease
Furniture and fixtures		5–10 years
Computer equipment		5 years

Significant Risks and Uncertainties (Tables)

12 Months Ended

Dec. 31, 2020

Risks And Uncertainties [Abstract]

Schedule of company's net sales

	Years ended December 31,
	2020			2019
Revenue channel:
Department of Veterans Affairs and Department of Defense		57.9	%	31.1	%
National Health Service		29.0	%	26.2	%

Revenue Recognition (Tables)

12 Months Ended

Dec. 31, 2020

Revenue From Contract With Customer [Abstract]

Schedule of net sales disaggregated by geographic area

	Years ended December 31,
	2020		2019
Geographic Market
United States	$	2,374,687	$	1,605,814
United Kingdom		1,051,206		665,627
Germany		53,925		102,427
Other		16,014		16,411
Total Net Sales	$	3,495,832	$	2,390,279

Cash, Cash Equivalents, and Marketable Securities (Tables)

12 Months Ended

Dec. 31, 2020

Investments Debt And Equity Securities [Abstract]

Schedule of cash, cash equivalents and marketable securities

As of December 31, 2020
	Amortized Cost		Unrealized Gain		Unrealized (Loss)			Fair Value
Cash and cash equivalents	$	4,241,937	$	—	$	—		$	4,241,937

U.S. Treasury Bonds		18,388,970		—		(2,810	)		18,386,160
Total marketable securities	$	18,388,970	$	—	$	(2,810	)	$	18,386,160

Total cash, cash equivalents and marketable securities	$	22,630,907	$	—	$	(2,810	)	$	22,628,097

As of December 31, 2019
	Amortized Cost		Unrealized Gain		Unrealized (Loss)			Fair Value
Cash and cash equivalents	$	13,564,252	$	—	$	(461	)	$	13,563,791

U.S. Treasury Bonds		10,494,539		811		—			10,495,350
Total marketable securities	$	10,494,539	$	811	$	—		$	10,495,350

Total cash, cash equivalents and marketable securities	$	24,058,791	$	811	$	(461	)	$	24,059,141

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2020

Fair Value Disclosures [Abstract]

Schedule of assets and liabilities carried at fair value

			Fair Value Hierarchy
December 31, 2020	Total		(Level 1)		(Level 2)		(Level 3)
Assets
Cash and cash equivalents	$	4,241,937	$	4,241,937	$	—	$	—
Marketable Securities:
U.S. Treasury Bonds		18,386,160		18,386,160		—		—
Total	$	22,628,097	$	22,628,097	$	—	$	—

December 31, 2019
Assets
Cash and cash equivalents	$	13,563,791	$	13,563,791	$	—	$	—
Marketable Securities:
U.S. Treasury Bonds		10,495,350		10,495,350		—		—
Total	$	24,059,141	$	24,059,141	$	—	$	—

Inventory (Tables)

12 Months Ended

Dec. 31, 2020

Inventory Disclosure [Abstract]

Schedule of inventories stated at lower of cost or market

	December 31,
	2020		2019
Raw materials	$	1,008,653	$	1,065,345
Work in process		4,304,415		5,314,763
Finished Goods		428,549		531,064
Total Inventory		5,741,617		6,911,172
Less: noncurrent inventory		4,865,181		6,020,180
Total current inventory	$	876,436	$	890,992

Leases (Tables)

12 Months Ended

Dec. 31, 2020

Leases [Abstract]

Schedule of supplemental balance sheet information for operating leases

	December 31,
		2020			2019
Operating leases:
Operating lease right of use assets	$	517,257		$	1,430,641
Operating lease liabilities:
Current portion of operating lease liabilities		534,547			486,445
Noncurrent operating lease liabilities		885,333			1,419,880
Total operating lease liabilities	$	1,419,880		$	1,906,325
Weighted average remaining lease term (in years)		5.7			5.9
Weighted average discount rate		13.75	%		13.75	%

Schedule of future minimum lease payments under non-cancellable operating leases

Financial year
2021	$	786,584
2022		337,254
2023		142,892
2024		146,044
2025		149,700
2026 and thereafter		526,560
Total future minimum lease payments		2,089,034
Less: Amounts representing interest		(669,154	)
Total	$	1,419,880

Cloud Computing Arrangement (Tables)

12 Months Ended

Dec. 31, 2020

Cloud Computing Arrangement [Abstract]

Schedule of other assets, net

		December 31,
			2020		2019
Cloud Computing Arrangement		$	1,222,322	$	1,222,322
Less: accumulated amortization			423,112		141,037
	Cloud Computing Arrangement, net	$	799,210	$	1,081,285

Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2020

Payables And Accruals [Abstract]

Schedule of accrued expenses

	December 31,
	2020		2019
Accrued professional fees	$	270,543	$	1,255,494
Accrued bonuses		1,424,878		804,082
Other employee related expenses		371,033		836,754
Other		734,366		441,049
	$	2,800,820	$	3,337,379

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2020

Earnings Per Share [Abstract]

Schedule of Common Stock Equivalents Excluded from Computation of Diluted Loss per Share

	December 31,
	2020		2019
Outstanding stock options		3,815,585		3,131,266
Nonvested restricted stock and unit awards		1,039,768		1,368,998
Stock purchase warrants		715,199		715,199
		5,570,552		5,215,463

Schedule of stock purchase warrants outstanding

# of Warrants	Exercise Price	Expiration Date
8,576	$8.86	4/1/2021
429,948	$12.60	6/24/2021
59,731	$12.60	6/24/2021
22,253	$5.68	3/30/2022
17,066	$12.60	6/30/2022
151,364	$12.60	8/18/2022
14,286	$12.60	8/31/2022
11,975	$15.30	12/22/2025
715,199

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2020

Income Tax Disclosure [Abstract]

Schedule of before provision for income taxes domestic and foreign

	December 31, 2020			December 31, 2019
Domestic	$	(23,706,566	)	$	(43,661,897	)
Foreign		(975,373	)		(1,468,287	)
Total	$	(24,681,940	)	$	(45,130,184	)

Schedule of income tax provision from continuing operations

	December 31, 2020			December 31, 2019
Federal	$	—		$	—
State		(1,170,890	)		7,712
Foreign		—			9,987
Total current		(1,170,890	)		17,699

Total deferred		—			—
Total income tax (benefit) expense	$	(1,170,890	)	$	17,699

Schedule of deferred income tax assets and liabilities

	Year ended December 31,
	2020			2019
Deferred tax assets
Net operating loss carryforwards	$	24,319,202		$	18,883,686
Accrued expenses		540,072			796,849
Intangibles		429,783			355,288
Inventory		202,580			78,206
Deferred rent		27,019			—
Charitable contributions		11,277			19,028
R&D credit		438,117			394,981
Lease liabilities		398,689			518,480
Stock compensation		3,069,124			750,449
Deferred tax assets		29,435,863			21,796,967
Less valuation allowance		(28,974,378	)		(21,171,967)
Total deferred tax assets		461,485			625,000
Fixed assets		(16,119	)		(15,222	)
Prepaid expenses		(300,125	)		(220,673	)
Right of use asset		(145,241	)		(389,105	)
Total deferred tax liabilities		(461,485	)		(625,000	)
Deferred tax assets, net	$	—		$	—

Schedule of income tax provision computed at statutory rates

	Year ended December 31,
	2020	2019
Statutory rate	21.0%	21.0%
State tax expected (recovery), net of federal benefit	4.2%	6.7%
Stock compensation	6.8%	—%
State tax NOL sale	3.7%	—%
Nondeductible expenses	0.5%	(0.1)%
Loss incurred as pass-through	—%	—%
Other	0.1	—
Change in valuation allowance for deferred tax assets	(31.6)%	(27.6)%
Provision for income taxes	4.7%	—%

Stock Based Compensation (Tables)

12 Months Ended

Dec. 31, 2020

Share Based Compensation Arrangement By Share Based Payment Award [Line Items]

Schedule of Recognized Stock Compensation for Equity Awards

	Year ended December 31,
	2020		2019
Selling, general and administrative	$	2,360,629	$	2,703,578
Research and development		831,944		1,146,268
Cost of goods sold		73,738		45,935
Total expense	$	3,266,311	$	3,895,781

Schedule of stock options granted

	Number of Options			Weighted Average Exercise Price		Weighted Average Remaining Contractual Term (Years)			Aggregate Intrinsic Value
Outstanding, December 31, 2019		3,131,266		$	8.53		8.9		*
Granted		2,019,298			1.33
Exercised		—			—
Cancelled		(1,334,979	)		11.93
Outstanding, December 31, 2020		3,815,585		$	5.56		8.6	$	—
Exercisable, December 31, 2020		1,339,372		$	9.21		8.0	$	47,883

* de minimis

Schedule of additional information about stock options

Exercise Price	Options Outstanding (number)		Options Outstanding Weighted Average Remaining Contractual Life (Years)		Options Exercisable (number)
$1.40 - $2.50		2,423,235		9.1		468,750
$2.51 - $7.52		347,731		8.2		159,801
$7.53 - $15.00		1,044,619		7.5		710,821

Schedule of restricted stock awards granted

	Number of Shares			Weighted Average Grant Date Fair Value
Nonvested, December 31, 2019		127,505		$	8.09
Granted		—			—
Vested		(79,960	)		9.97
Cancelled		(21,900	)		9.88
Nonvested, December 31, 2020		25,645		$	10.07

Schedule of restricted stock and deferred stock units granted

	Number of Shares			Weighted Average Grant Date Fair Value
Nonvested, December 31, 2019		1,241,493		$	2.86
Granted		732,140			0.91
Vested		(690,869	)		2.31
Cancelled		(268,641	)		2.93
Nonvested, December 31, 2020		1,014,123		$	1.50

Schedule of weighted average assumptions used in valuing plans

	2020		2019
Fair value at grant date	$	0.98	$	3.39
Expected volatility	134.2%		95.9%
Risk-free interest rate	0.7%		2.1%
Expected holding period, in years		6.1		5.9
Dividend yield		—		—

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2020

Commitments And Contingencies Disclosure [Abstract]

Schedule of warrants issued

# Warrants		Exercise Price	Expiration Dates
8,576	$	8.86	April 1, 2021
22,253	$	5.68	March 30, 2022
17,066	$	12.60	June 30, 2022
14,286	$	12.60	August 31, 2022

Restructuring Charges and Other Related Charges (Tables)

12 Months Ended

Dec. 31, 2020

Restructuring And Related Activities [Abstract]

Schedule of restructuring and other related charges

	Year ended December 31,
	2020		2019
Employee separation costs	$	271,164	$	1,997,292
Payment in lieu of severance		175,000		—
Other restructuring costs		18,442		—
	$	464,606	$	1,997,292

Summary of Significant Accounting Policies - Additional Information (Details)	12 Months Ended
	Dec. 31, 2020 EUR (€)	Dec. 31, 2019 Segments	Dec. 31, 2020 USD ($)
Accounting Policies [Line Items]
Revenue performance obligation, description of payment terms	Trade credits are discounts that are contingent upon a timely remittance of payment and are estimated based on historical experience. Damaged or defective products are replaced at no charge under the Company’s standard warranty. A cash refund is allowed under specific circumstances for undamaged and non-defective returned products.
Number of operating segment \| Segments		1
United States
Accounting Policies [Line Items]
Cash payment for FDIC \| $			$ 250,000
United Kingdom
Accounting Policies [Line Items]
Cash payment for FDIC \| €	€ 85,000

Summary of Significant Accounting Policies - Summary of Estimated Useful Lives of Property and Equipment (Details)	12 Months Ended
	Dec. 31, 2020
Property Plant And Equipment [Line Items]
Leasehold improvements	Lesser of estimated useful life or term of lease
Machinery and equipment \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	3 years
Machinery and equipment \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	15 years
Furniture and fixtures \| Minimum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	5 years
Furniture and fixtures \| Maximum
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	10 years
Computer equipment
Property Plant And Equipment [Line Items]
Property and equipment, estimated useful lives	5 years

Significant Risks and Uncertainties - Schedule of company's net sales (Details)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Schedule of Defined Benefit Plans Disclosures [Table]
Revenue, percentage	95.80%
Department of Veterans Affairs and Department of Defense [Member]
Schedule of Defined Benefit Plans Disclosures [Table]
Revenue, percentage	57.90%	31.10%
National Health Service [Member]
Schedule of Defined Benefit Plans Disclosures [Table]
Revenue, percentage	29.00%	26.20%

Significant Risks and Uncertainties - Additional Information (Details)	12 Months Ended
	Dec. 31, 2020 USD ($) Channels	Dec. 31, 2019 USD ($)
Risks And Uncertainties [Line Items]
Net losses	$ 23.5	$ 45,100,000
Accumulated deficit	107.0
Value of shares issued	$ 45,560	$ 29,835
Concentration risk percentage	95.80%
Number of channels \| Channels	2
Net Sales [Member]
Risks And Uncertainties [Line Items]
Concentration risk percentage	10.00%
Channel One [Member]
Risks And Uncertainties [Line Items]
Concentration risk percentage	10.00%
Channel One [Member] \| Net Sales [Member]
Risks And Uncertainties [Line Items]
Concentration risk percentage	86.90%
Channel Two [Member]
Risks And Uncertainties [Line Items]
Concentration risk percentage	10.00%	10.00%
Channel Two [Member] \| Net Sales [Member]
Risks And Uncertainties [Line Items]
Concentration risk percentage		57.30%
VA/DOD Facilities [Member]
Risks And Uncertainties [Line Items]
Concentration risk percentage	50.00%

Revenue Recognition - Summary of Net Sales Disaggregated by Geographic Area (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disaggregation Of Revenue [Line Items]
Total Net Sales	$ 3,495,832	$ 2,390,279
United States
Disaggregation Of Revenue [Line Items]
Total Net Sales	2,374,687	1,605,814
United Kingdom
Disaggregation Of Revenue [Line Items]
Total Net Sales	1,051,206	665,627
Germany
Disaggregation Of Revenue [Line Items]
Total Net Sales	53,925	102,427
Other
Disaggregation Of Revenue [Line Items]
Total Net Sales	$ 16,014	$ 16,411

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
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-Section 50
-Paragraph 40
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9031-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 41
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9038-108599

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (a)
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Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
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Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 42
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e9054-108599

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 5
-URI http://asc.fasb.org/extlink&oid=121604090&loc=SL49130545-203045

Reference 11: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 924
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB Topic 11.L)
-URI http://asc.fasb.org/extlink&oid=6472922&loc=d3e499488-122856

+ Details

Revenue Recognition - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2020	Mar. 01, 2020	Feb. 28, 2019
Disaggregation Of Revenue [Line Items]
Revenue remaining unsatisfied performance obligation		$ 0
Maximum amount of reduction in monthly co-payments of each prescription			$ 100
Payment term for customers	120 days
Maximum
Disaggregation Of Revenue [Line Items]
Amount of reduction patients could receive from cost of co-payments of first month of therapy				$ 300
Amount of reduction from the cost of each refill for maximum of 12 months				$ 250

Cash, Cash Equivalents, and Marketable Securities - Summary of Cash, Cash Equivalents, and Marketable Securities (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Schedule Of Available For Sale Securities [Line Items]
Cash and cash equivalents, Amortized Cost	$ 4,241,937	$ 13,564,252
Cash and cash equivalents, Unrealized Gain
Cash and cash equivalents, Unrealized (Loss)		(461)
Cash and cash equivalents	4,241,937	13,563,791
Marketable securities, Amortized Cost	18,388,970	10,494,539
Marketable securities, Unrealized Gain		811
Marketable securities, Unrealized (Loss)	(2,810)
Marketable securities, Fair Value	18,386,160	10,495,350
Cash, cash equivalents and marketable securities, Amortized Cost	22,630,907	24,058,791
Cash, cash equivalents and marketable securities, Unrealized Gain		811
Cash, cash equivalents and marketable securities, Unrealized (Loss)	(2,810)	(461)
Cash, cash equivalents and marketable securities, Fair Value	22,628,097	24,059,141
U.S. Treasury Bonds
Schedule Of Available For Sale Securities [Line Items]
Marketable securities, Amortized Cost	18,388,970	10,494,539
Marketable securities, Unrealized Gain		811
Marketable securities, Unrealized (Loss)	(2,810)
Marketable securities, Fair Value	18,386,160	10,495,350
Cash, cash equivalents and marketable securities, Fair Value	$ 18,386,160	$ 10,495,350

Fair Value Measurements - Summary of Assets and Liabilities Carried at Fair Value (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash and cash equivalents	$ 4,241,937	$ 13,563,791
Marketable Securities	22,628,097	24,059,141
U.S. Treasury Bonds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Marketable Securities	18,386,160	10,495,350
(Level 1)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash and cash equivalents	4,241,937	13,563,791
Marketable Securities	22,628,097	24,059,141
(Level 1) \| U.S. Treasury Bonds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Marketable Securities	18,386,160	10,495,350
(Level 2)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash and cash equivalents
Marketable Securities
(Level 2) \| U.S. Treasury Bonds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Marketable Securities
(Level 3)
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Cash and cash equivalents
Marketable Securities
(Level 3) \| U.S. Treasury Bonds
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]
Marketable Securities

Inventory - (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Inventory Disclosure [Abstract]
Raw materials	$ 1,008,653	$ 1,065,345
Work in process	4,304,415	5,314,763
Finished Goods	428,549	531,064
Total Inventory	5,741,617	6,911,172
Inventories, noncurrent	4,865,181	6,020,180
Total current inventory	$ 876,436	$ 890,992

Inventory - Additional Information (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Inventory [Line Items]
Noncurrent inventory raw materials	$ 700,000	$ 1,000,000.0
Noncurrent inventory work in process	4,200,000	5,000,000.0
Inventory Valuation and Obsolescence [Member]
Inventory [Line Items]
Inventory raw materials	$ 721,462	$ 287,544

Leases - Additional Information (Details) - USD ($)	12 Months Ended
Leases - Additional Information (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019	Jan. 02, 2019
Lessee Lease Description [Line Items]
Right of use assets recognized for leases	$ 517,257	$ 1,430,641
Lease liabilities	$ 1,419,880	1,906,325	$ 4,200,000
Effective date	Jan. 01, 2019
Remaining lease term	12 months or less
Lease, term of contract	3 years
Lease option to extend	up to an additional five years
Percentage of incremental borrowing rate	13.75%
Lessee, operating lease, incremental borrowing rate	9.75%
Recognized lease expenses	$ 573,046	787,952
Operating lease right of use assets, net	$ 517,257	$ 1,430,641
Minimum
Lessee Lease Description [Line Items]
Lease, term of contract	1 year
Maximum
Lessee Lease Description [Line Items]
Lease, term of contract	4 years
Lessee, operating lease, extension term	5 years
Office [Member]
Lessee Lease Description [Line Items]
Right of use assets recognized for leases			3,900,000
Operating lease right of use assets, net			$ 3,900,000
Net Book Value [Member]
Lessee Lease Description [Line Items]
Right of use assets recognized for leases	$ 534,493
Related asset balance	23,050
Operating lease right of use assets, net	$ 534,493

Leases - Supplemental Balance Sheet Information for Operating Leases (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019	Jan. 02, 2019
Operating leases:
Operating lease right of use assets, net	$ 517,257	$ 1,430,641
Current portion of operating lease liabilities	534,547	486,445
Noncurrent operating lease liabilities	885,333	1,419,880
Total operating lease liabilities	$ 1,419,880	$ 1,906,325	$ 4,200,000
Weighted average remaining lease term (in years)	5 years 8 months 12 days	5 years 10 months 24 days
Weighted average discount rate	13.75%	13.75%

Leases - Future Minimum Lease Payments under Non-Cancellable Operating Leases (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019	Jan. 02, 2019
Leases [Abstract]
2021	$ 786,584
2022	337,254
2023	142,892
2024	146,044
2025	149,700
2026 and thereafter	526,560
Total future minimum lease payments	2,089,034
Less: Amounts representing interest	(669,154)
Total	$ 1,419,880	$ 1,906,325	$ 4,200,000

Cloud Computing Arrangement - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Cloud Computing Arrangement [Abstract]
Amortization of deferred costs	$ 282,075	$ 141,037
Lease, term of contract	3 years

Cloud Computing Arrangement - Schedule of Other assets, net (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Cloud Computing Arrangement [Abstract]
Cloud Computing Arrangement	$ 1,222,322	$ 1,222,322
Less: accumulated amortization	423,112	141,037
Cloud Computing Arrangement, net	$ 799,210	$ 1,081,285

Accrued Expenses - Schedule of Accrued Expenses (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Accrued Liabilities Current [Abstract]
Accrued professional fees	$ 270,543	$ 1,255,494
Accrued bonuses	1,424,878	804,082
Other employee related expenses	371,033	836,754
Other accrued expenses	734,366	441,049
Accrued expenses	$ 2,800,820	$ 3,337,379

Notes Payable - Additional Information (Details) - USD ($)		1 Months Ended		12 Months Ended
	May 04, 2020	Jul. 31, 2020	Jul. 31, 2019	Dec. 31, 2020	Dec. 31, 2019
Notes Payable [Line Items]
Proceeds from borrowings		$ 1,200,000	$ 807,347
Debt instrument, term		7 months	7 months
Debt instrument, annual interest rate		2.18%
Notes payable remaining balance				$ 476,236	$ 111,878
Interest expense				341	3,457
Debt Instrument, Maturity Date	Feb. 02, 2023
Notes Payable		$ 164,800
Current liability				311,604
Noncurrent liability				1,097,946
Proceeds from note issued				2,558,360	$ 807,347
Promissory Notes \| Citibank N A [Member] \| Paycheck Protection Program [Member]
Notes Payable [Line Items]
Debt instrument, annual interest rate	1.00%
Proceeds from note issued	$ 1,400,000
Notes Payable
Notes Payable [Line Items]
Debt instrument, annual interest rate			2.99%
Interest expense				8,339
Notes Payable				$ 164,832

Stockholders' Equity (Details) - USD ($)			1 Months Ended	12 Months Ended
Stockholders' Equity (Details) - USD ($)	May 14, 2020	Apr. 14, 2020	May 18, 2020	Dec. 31, 2020	Mar. 27, 2020	Dec. 31, 2019
Class of Stock [Line Items]
Common stock, shares issued				45,559,765		29,835,183
Value of shares issued				$ 45,560		$ 29,835
Aggregate number of shares issued		2,058,822
Stock Purchase Agreement \| Lincoln Park
Class of Stock [Line Items]
Common stock, shares issued				10,179,676	461,676
Value of shares issued					$ 5,000,000
Fair value of common stock shares issued				$ 186,300
Aggregate proceeds				15,500,000
Aggregate proceeds from sale of common stock				9,500,000
Additional commitment shares issued on pro-rata					230,838
First SPA
Class of Stock [Line Items]
Aggregate number of shares issued		1,750,000
Shares issued. price per share		$ 0.85
Second SPA
Class of Stock [Line Items]
Shares issued. price per share	$ 0.99
Issuance of stock, shares	1,564,345
Non-cash charge				$ 156,434
Third SPA
Class of Stock [Line Items]
Aggregate proceeds from sale of common stock			$ 450,000
Aggregate number of shares issued			505,205
Shares issued. price per share			$ 0.9178
Maximum \| Stock Purchase Agreement \| Lincoln Park
Class of Stock [Line Items]
Value of shares issued					$ 25,000,000

Net Loss Per Share - Schedule of Common Stock Equivalents Excluded from Computation of Diluted Loss per Share (Details) - shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	5,570,552	5,215,463
Outstanding stock options
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	3,815,585	3,131,266
Nonvested restricted stock and unit awards
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	1,039,768	1,368,998
Stock purchase warrants
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Antidilutive securities excluded from computation of earnings per share, amount	715,199	715,199

Net Loss Per Share - Schedule of stock purchase warrants outstanding (Details 2)	12 Months Ended
	Dec. 31, 2020 USD ($) $ / shares
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Warrants	$ 715,199
Exercise Price 8.86 [Member]
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Warrants	$ 8,576
Exercise Price \| $ / shares	$ 8.86
Expiration Date	Apr. 01, 2021
Exercise Price 12.60 [Member]
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Warrants	$ 429,948
Exercise Price \| $ / shares	$ 12.60
Expiration Date	Jun. 24, 2021
Exercise Price 12.60 One [Member]
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Warrants	$ 59,731
Exercise Price \| $ / shares	$ 12.60
Expiration Date	Jun. 24, 2021
Exercise Price 5.68 [Member]
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Warrants	$ 22,253
Exercise Price \| $ / shares	$ 5.68
Expiration Date	Mar. 30, 2022
Exercise Price 12.60 Two [Member]
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Warrants	$ 17,066
Exercise Price \| $ / shares	$ 12.60
Expiration Date	Jun. 30, 2022
Exercise Price 12.60 Three [Member]
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Warrants	$ 151,364
Exercise Price \| $ / shares	$ 12.60
Expiration Date	Aug. 18, 2022
Exercise Price 12.60 Four [Member]
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Warrants	$ 14,286
Exercise Price \| $ / shares	$ 12.60
Expiration Date	Aug. 31, 2022
Exercise Price 15.30 [Member]
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items]
Warrants	$ 11,975
Exercise Price \| $ / shares	$ 15.30
Expiration Date	Dec. 22, 2025

Variable Interest Entity - Additional Information (Details) - ElectroCore (Aust) Pty Limited	12 Months Ended
	Dec. 31, 2020 Directors
Variable Interest Entity [Line Items]
Variable interest entity ownership percentage	50.00%
Number of directors	2
Number of directors appoint	4

Income Taxes - Additional Information (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Mar. 27, 2020	Dec. 31, 2019
Income Tax Disclosure [Line Items]
Net change in valuation allowance	$ 7,800,000
Period for cumulative change in ownership	3 years
Cumulative change in ownership percentage	50.00%
Federal research and development	$ 282,801
NJ research and development	191,863
Taxable income offset, percentage		100.00%
United States
Income Tax Disclosure [Line Items]
Accumulated non-capital losses	87,200,000		$ 65,700,000
Germany
Income Tax Disclosure [Line Items]
Accumulated non-capital losses	$ 3,900,000		$ 3,500,000
Federal R&D credits [Member]
Income Tax Disclosure [Line Items]
Research and development credits carried forward years	20 years
New Jersey R&D credits [Member]
Income Tax Disclosure [Line Items]
Research and development credits carried forward years	7 years

Income Taxes - Components of Loss Before Provision For Income Taxes Domestic and Foreign (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Domestic	$ (23,706,566)	$ (43,661,897)
Foreign	(975,373)	(1,468,287)
Loss before income taxes	$ (24,681,940)	$ (45,130,184)

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (c)
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 30
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8906-108599

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 32
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8933-108599

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 940
-SubTopic 20
-Section 25
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=68072869&loc=d3e41242-110953

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 22
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8736-108599

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 220
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SX 210.5-03(10))
-URI http://asc.fasb.org/extlink&oid=120395209&loc=SL114868664-224227

Reference 7: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 944
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.7-04(8))
-URI http://asc.fasb.org/extlink&oid=120400993&loc=SL114874131-224263

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 235
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-05(b)(2))
-URI http://asc.fasb.org/extlink&oid=120399901&loc=d3e537907-122884

Reference 9: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 280
-SubTopic 10
-Section 50
-Paragraph 31
-URI http://asc.fasb.org/extlink&oid=120311839&loc=d3e8924-108599

Reference 10: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 942
-SubTopic 220
-Section S99
-Paragraph 1
-Subparagraph (SX 210.9-04(15))
-URI http://asc.fasb.org/extlink&oid=120399700&loc=SL114874048-224260

+ Details

Income Taxes - Schedule of Income Tax Provision From Continuing Operations (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Federal
State	(1,170,890)	7,712
Foreign		9,987
Total current	(1,170,890)	17,699
Total deferred
Total income tax expense/(benefit)	$ (1,170,890)	$ 17,699

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Income Taxes - Components of Deferred Income Tax Assets and Liabilities (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Deferred tax assets
Net operating loss carryforwards	$ 24,319,202	$ 18,883,686
Accrued expenses	540,072	796,849
Intangibles	429,783	355,288
Inventory	202,580	78,206
Deferred rent	27,019
Charitable contributions	11,277	19,028
R&D credit	438,117	394,981
Lease liabilities	398,689	518,480
Stock compensation	3,069,124	750,449
Deferred tax assets	29,435,863	21,796,967
Less valuation allowance	(28,974,378)	(21,171,967)
Total deferred tax assets	461,485	625,000
Fixed assets	(16,119)	(15,222)
Prepaid expenses	(300,125)	(220,673)
Right of use asset	(145,241)	(389,105)
Total deferred tax liabilities	(461,485)	(625,000)
Deferred tax assets, net

Income Taxes - Reconciliation of Income Tax Provision Computed at Statutory Rates (Details)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Income Tax Disclosure [Abstract]
Statutory rate	21.00%	21.00%
State tax expected (recovery), net of federal benefit	4.20%	6.70%
Stock compensation	6.80%
State tax NOL sale	3.70%
Nondeductible expenses	0.50%	(0.10%)
Loss incurred as pass-through
Other	0.10%
Change in valuation allowance for deferred tax assets	(31.60%)	(27.60%)
Provision for income taxes	4.70%

Warrant Liability - Additional Information (Details) - $ / shares	Dec. 31, 2019	Jan. 31, 2019
Debt Instrument [Line Items]
Warrants to purchase common stock		5,192
Exercise price of warrants	$ 5.68

Stock Based Compensation - Additional Information (Details) - USD ($)	1 Months Ended	12 Months Ended
	Jun. 21, 2018	Dec. 31, 2020	Dec. 31, 2019	Jan. 01, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of units, granted		2,019,298
Options initial exercise price		$ 5.56	$ 8.53
Vesting period		4 years
Stock compensation expense		$ 3,266,311	$ 3,895,781
Unrecognized compensation cost related to equity awards		$ 5,000,000.0
Unrecognized compensation expected to be recognized		2 years 3 months 18 days
Selling General And Administrative Expenses
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock compensation expense		$ 2,360,629	2,703,578
Research and Development Expense
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock compensation expense		831,944	1,146,268
Cost of goods Sold
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Stock compensation expense		$ 73,738	$ 45,935
Non-employee Director
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		12 months
2018 Omnibus Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for future issuance	6,200,000
Maximum number of shares issuable under the plan, in proportion to common stock, percentage	4.00%
Maximum number additional shares allowed under the plan	45,000,000
Maximum number additional shares allowed pursuant to exercise of stock options under the plan	40,000,000
Stock options, contractual life	10 years
2018 Omnibus Equity Incentive Plan \| Maximum \| Subsequent Event
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for future issuance				8.9
2018 Omnibus Equity Incentive Plan \| Minimum \| Subsequent Event
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares reserved for future issuance				2.0
Restricted Stock Awards
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		4 years
Stock Units \| Maximum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		4 years
Stock Units \| Minimum
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Vesting period		2 years

Stock Based Compensation - Summary of Recognized Stock Compensation for Equity Awards (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total expense	$ 3,266,311	$ 3,895,781
Selling, general and administrative
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total expense	2,360,629	2,703,578
Research and development
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total expense	831,944	1,146,268
Cost of goods Sold
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Total expense	$ 73,738	$ 45,935

Stock Based Compensation - Summary of Stock Options Granted Activity (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract]
Number of Options, Outstanding, December 31, 2019	3,131,266
Number of Options, Granted	2,019,298
Number of Options, Exercised
Number of Options, Cancelled	(1,334,979)
Number of Options, Outstanding, December 31, 2020	3,815,585	3,131,266
Number of Options, Exercisable, December 31, 2020	1,339,372
Weighted Average Exercise Price, Outstanding, December 31, 2019	$ 8.53
Weighted Average Exercise Price, Granted	1.33
Weighted Average Exercise Price, Exercised
Weighted Average Exercise Price, Cancelled	11.93
Weighted Average Exercise Price, Outstanding, December 31, 2020	5.56	$ 8.53
Weighted Average Exercise Price, Exercisable, December 31, 2020	$ 9.21
Weighted Average Remaining Contractual Term (Years)	8 years 7 months 6 days	8 years 10 months 24 days
Weighted Average Remaining Contractual Term (Years), Exercisable, December 31, 2019	8 years
Aggregate Intrinsic Value, Outstanding
Aggregate Intrinsic Value, Exercisable, December 31, 2019	$ 47,883

Stock Based Compensation - Summary of Additional Information about Stock Options (Details) - $ / shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Options Outstanding	3,815,585	3,131,266
Weighted Average Remaining Contractual Term (Years)	8 years 7 months 6 days	8 years 10 months 24 days
Options Exercisable	1,339,372
Exercise Price $1.40 - $2.50
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Exercise Price	$ 1.40
Exercise Price	$ 2.50
Options Outstanding	2,423,235
Weighted Average Remaining Contractual Term (Years)	9 years 1 month 6 days
Options Exercisable	468,750
Exercise Price $2.51 - $7.52
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Exercise Price	$ 2.51
Exercise Price	$ 7.52
Options Outstanding	347,731
Weighted Average Remaining Contractual Term (Years)	8 years 2 months 12 days
Options Exercisable	159,801
Exercise Price $7.53 - $15.00
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Exercise Price	$ 7.53
Exercise Price	$ 15.00
Options Outstanding	1,044,619
Weighted Average Remaining Contractual Term (Years)	7 years 6 months
Options Exercisable	710,821

Stock Based Compensation - Summary of Restricted Stock Awards Granted Activity (Details) - Restricted Stock Awards	12 Months Ended
	Dec. 31, 2020 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Nonvested, December 31, 2019 \| shares	127,505
Number of Shares, Granted \| shares
Number of Shares, Vested \| shares	(79,960)
Number of Shares, Cancelled \| shares	(21,900)
Number of Shares, Nonvested, December 31, 2020 \| shares	25,645
Weighted Average Grand Date Fair Value, Nonvested, December 31, 2019 \| $ / shares	$ 8.09
Weighted Average Grand Date Fair Value, Granted \| $ / shares
Weighted Average Grand Date Fair Value, Vested \| $ / shares	9.97
Weighted Average Grand Date Fair Value, Cancelled \| $ / shares	9.88
Weighted Average Grand Date Fair Value, Nonvested, December 31, 2020 \| $ / shares	$ 10.07

Stock Based Compensation - Summary of Restricted Stock and Deferred Stock Units Granted Activity (Details) - Stock Units	12 Months Ended
	Dec. 31, 2020 $ / shares shares
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of Shares, Nonvested, December 31, 2019 \| shares	1,241,493
Number of Shares, Granted \| shares	732,140
Number of Shares, Vested \| shares	(690,869)
Number of Shares, Cancelled \| shares	(268,641)
Number of Shares, Nonvested, December 31, 2020 \| shares	1,014,123
Weighted Average Grand Date Fair Value, Nonvested, December 31, 2019 \| $ / shares	$ 2.86
Weighted Average Grand Date Fair Value, Granted \| $ / shares	0.91
Weighted Average Grand Date Fair Value, Vested \| $ / shares	2.31
Weighted Average Grand Date Fair Value, Cancelled \| $ / shares	2.93
Weighted Average Grand Date Fair Value, Nonvested, December 31, 2020 \| $ / shares	$ 1.50

Stock Based Compensation - Summary of Weighted Average Assumptions Used in Valuing Plans (Details) - $ / shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Fair value at grant date	$ 0.98	$ 3.39
Expected volatility	134.20%	95.90%
Risk-free interest rate	0.70%	2.10%
Expected holding period, in years	6 years 1 month 6 days	5 years 10 months 24 days
Dividend yield

Employee 401(K) Plan (Details) - USD ($)	12 Months Ended
Employee 401(K) Plan (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Compensation And Retirement Disclosure [Abstract]
Employer contributions	$ 15,600	$ 0
Eligible employee compensation, percentage	3.00%
Maximum company matching contribution	$ 0.25

Commitments and Contingencies - Additional Information (Details)	1 Months Ended
	Jan. 31, 2019 USD ($) Dispute $ / shares shares	Dec. 31, 2020 USD ($)	Dec. 31, 2019 $ / shares
Class Of Warrant Or Right [Line Items]
Purchase obligations \| $		$ 2,300,000
Warrants to purchase common stock \| shares	5,192
Exercise price of warrants			$ 5.68
Former Financial Advisor
Class Of Warrant Or Right [Line Items]
Number of dispute settled \| Dispute	1
Cash paid in settlement agreement \| $	$ 325,000
Former Financial Advisor \| Common Stock
Class Of Warrant Or Right [Line Items]
Warrants to purchase common stock \| shares	62,181
Former Financial Advisor \| Common Stock \| Minimum
Class Of Warrant Or Right [Line Items]
Exercise price of warrants	$ 5.68
Former Financial Advisor \| Common Stock \| Maximum
Class Of Warrant Or Right [Line Items]
Exercise price of warrants	$ 12.60

Commitments and Contingencies - Schedule of Warrants Issued (Details) - $ / shares	Dec. 31, 2019	Jan. 31, 2019
Class Of Warrant Or Right [Line Items]
Exercise Price	$ 5.68
Warrant One
Class Of Warrant Or Right [Line Items]
Number of Warrants		8,576
Exercise Price		$ 8.86
Expiration Date		Apr. 01, 2021
Warrant Two
Class Of Warrant Or Right [Line Items]
Number of Warrants		22,253
Exercise Price		$ 5.68
Expiration Date		Mar. 30, 2022
Warrant Three
Class Of Warrant Or Right [Line Items]
Number of Warrants		17,066
Exercise Price		$ 12.60
Expiration Date		Jun. 30, 2022
Warrant Four
Class Of Warrant Or Right [Line Items]
Number of Warrants		14,286
Exercise Price		$ 12.60
Expiration Date		Aug. 31, 2022

Restructuring Charges and Other Severance Related Charges - Additional Information (Details)			1 Months Ended			12 Months Ended
	Jan. 31, 2020 USD ($)	Oct. 01, 2019 USD ($)	Jul. 31, 2019 USD ($)	Jun. 30, 2019 Employee	May 29, 2019 USD ($)	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
Restructuring Cost And Reserve [Line Items]
Number of employees terminated \| Employee				32
Aggregate severance payment						$ 271,164	$ 1,997,292
Amount payable in connection with restructuring charges						25,000
New Employee
Restructuring Cost And Reserve [Line Items]
Aggregate severance payment	$ 175,000
Employee Severance
Restructuring Cost And Reserve [Line Items]
Severance and other costs settled in cash					$ 1,050,000
Employee Severance \| Frank Amato
Restructuring Cost And Reserve [Line Items]
Aggregate severance payment		$ 800,000
Restructuring charge including accelerated stock-based compensation expense						$ 800,000
Employee Severance \| Former Officer
Restructuring Cost And Reserve [Line Items]
Aggregate severance payment			$ 147,500
Employee Severance \| New Employee
Restructuring Cost And Reserve [Line Items]
Aggregate severance payment	$ 190,000

Restructuring Charges and Other Related Charges - Summary of Restructuring and Other Related Charges (Details) - USD ($)	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Restructuring Cost And Reserve [Line Items]
Employee separation costs	$ 271,164	$ 1,997,292
Payment in lieu of severance	175,000
Other restructuring costs	18,442
Restructuring and other related charges	$ 464,606	$ 1,997,292

Subsequent Events - Additional Information (Details) - USD ($)	Jan. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Subsequent Event [Line Items]
Value of shares issued		$ 45,560	$ 29,835
Common stock, shares issued		45,559,765	29,835,183
Stock Purchase Agreement \| Subsequent Event \| Lincoln Park
Subsequent Event [Line Items]
Value of shares issued	$ 6,900,000
Common stock, shares issued	2,750,000