Consolidated Balance Sheets (Parentheticals) - $ / shares |
Dec. 31, 2024 |
Dec. 31, 2023 |
|---|---|---|
| Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
| Common stock, shares authorized (in shares) | 600,000,000 | 600,000,000 |
| Common stock, shares issued (in shares) | 71,404,669 | 71,091,616 |
| Common stock, shares outstanding (in shares) | 71,404,669 | 71,091,616 |
Consolidated Statements of Operations and Comprehensive Income - USD ($) |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Revenues | |||
| Total revenues | $ 138,719,350 | $ 139,917,220 | $ 110,775,610 |
| Operating expenses | |||
| Cost of sales and supportive services | 31,289,229 | 17,825,090 | 10,432,561 |
| Selling, general and administrative | 25,136,050 | 22,043,023 | 35,117,241 |
| Research and development | 12,310,797 | 16,427,942 | 22,525,642 |
| Total operating expenses | 68,736,076 | 56,296,055 | 68,075,444 |
| Operating income | 69,983,274 | 83,621,165 | 42,700,166 |
| Gain from change in fair value of warrant liability | 0 | 0 | 400,663 |
| Other income, net | 6,087,116 | 4,155,508 | 1,031,903 |
| Income before income taxes | 76,070,390 | 87,776,673 | 44,132,732 |
| Provision for income taxes | (16,856,174) | (19,707,847) | (10,227,926) |
| Net and comprehensive income | $ 59,214,216 | $ 68,068,826 | $ 33,904,806 |
| Basic earnings per share (in dollars per share) | $ 0.83 | $ 0.95 | $ 0.46 |
| Diluted earnings per share (in dollars per share) | $ 0.82 | $ 0.95 | $ 0.46 |
| Weighted average shares outstanding: basic (in shares) | 71,253,172 | 71,362,209 | 72,929,550 |
| Weighted average shares outstanding: diluted (in shares) | 71,905,712 | 71,679,270 | 73,546,501 |
| Product Sales and Supportive Services [Member] | |||
| Revenues | |||
| Total revenues | $ 133,330,181 | $ 130,668,209 | $ 86,661,583 |
| Research and Development [Member] | |||
| Revenues | |||
| Total revenues | $ 5,389,169 | $ 9,249,011 | $ 24,114,027 |
Consolidated Statements of Changes in Stockholders' Equity (Parentheticals) - $ / shares |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Cash dividend per share (in dollars per share) | $ 0.6 | $ 0.45 | $ 0.45 |
Insider Trading Arrangements |
3 Months Ended |
|---|---|
Dec. 31, 2024 | |
| Insider Trading Arr Line Items | |
| Rule 10b5-1 Arrangement Adopted [Flag] | false |
| Rule 10b5-1 Arrangement Terminated [Flag] | false |
| Non-Rule 10b5-1 Arrangement Adopted [Flag] | false |
| Non-Rule 10b5-1 Arrangement Terminated [Flag] | false |
Cybersecurity Risk Management and Strategy Disclosure |
12 Months Ended |
|---|---|
Dec. 31, 2024 | |
| Cybersecurity Risk Management, Strategy, and Governance [Line Items] | |
| Cybersecurity Risk Management Processes for Assessing, Identifying, and Managing Threats [Text Block] |
Risk Management and Strategy We regularly assess risks from cybersecurity threats; monitor our information systems for potential vulnerabilities; and test those systems pursuant to our information technology policies, processes, and practices, which are integrated into our overall risk management program. To protect our information systems from cybersecurity threats, we use various security tools that are designed to help identify, escalate, investigate, resolve, and recover from security incidents in a timely manner. The Company’s Chief Information Officer is responsible for developing and implementing our information security program and reporting on cybersecurity matters to the Board. Our Chief Information Officer has over a decade of experience leading cybersecurity oversight, and others on our IT security team have cybersecurity experience and certifications. We view cybersecurity as a shared responsibility, and we periodically perform simulations and tabletop exercises at a management level and engage external resources and advisors as needed. All employees are required to complete cybersecurity trainings each month through online trainings and simulations.
We collaborate with parties to assess the effectiveness of our cybersecurity prevention and response systems and processes. These include cybersecurity assessors, consultants, and other external cybersecurity experts to assist in the identification, verification, and validation of cybersecurity risks, as well as to support associated mitigation plans when necessary. We have also developed a -party cybersecurity risk management process to conduct due diligence on external entities, including those that perform cybersecurity services. To date, risks from cybersecurity threats, including those resulting from any previous cybersecurity incidents, have not materially affected our Company, including our business strategy, results of operations, or financial condition. We do not believe that cybersecurity threats resulting from any previous cybersecurity incidents of which we are aware are reasonably likely to materially affect our Company. For more information about the cybersecurity risks we face, see the risk factor entitled “Our business and operations would suffer in the event of a significant computer system failure, cyber-attack or deficiency in our cyber-security” in Item 1A. Risk Factors. |
| Cybersecurity Risk Management Processes Integrated [Flag] | true |
| Cybersecurity Risk Management Processes Integrated [Text Block] | We regularly assess risks from cybersecurity threats; monitor our information systems for potential vulnerabilities; and test those systems pursuant to our information technology policies, processes, and practices, which are integrated into our overall risk management program. To protect our information systems from cybersecurity threats, we use various security tools that are designed to help identify, escalate, investigate, resolve, and recover from security incidents in a timely manner. The Company’s Chief Information Officer is responsible for developing and implementing our information security program and reporting on cybersecurity matters to the Board. Our Chief Information Officer has over a decade of experience leading cybersecurity oversight, and others on our IT security team have cybersecurity experience and certifications. We view cybersecurity as a shared responsibility, and we periodically perform simulations and tabletop exercises at a management level and engage external resources and advisors as needed. All employees are required to complete cybersecurity trainings each month through online trainings and simulations. |
| Cybersecurity Risk Management Third Party Engaged [Flag] | true |
| Cybersecurity Risk Third Party Oversight and Identification Processes [Flag] | true |
| Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Flag] | false |
| Cybersecurity Risk Materially Affected or Reasonably Likely to Materially Affect Registrant [Text Block] | To date, risks from cybersecurity threats, including those resulting from any previous cybersecurity incidents, have not materially affected our Company, including our business strategy, results of operations, or financial condition. We do not believe that cybersecurity threats resulting from any previous cybersecurity incidents of which we are aware are reasonably likely to materially affect our Company. For more information about the cybersecurity risks we face, see the risk factor entitled “Our business and operations would suffer in the event of a significant computer system failure, cyber-attack or deficiency in our cyber-security” in Item 1A. Risk Factors. |
| Cybersecurity Risk Board of Directors Oversight [Text Block] |
Governance The full Board receives updates periodically or as needed during the year from the Company’s Chief Information Officer and actively participates in discussions with management and amongst themselves regarding cybersecurity risks. Updates delivered to the full Board typically include discussion of management’s actions to identify and detect threats, as well as planned actions in the event of a response or recovery situation. These updates also typically include a review of any recent enhancements to the Company’s defenses and management’s progress on its cybersecurity, as well as reports on key performance indicators, test results and related remediation, and recent threats and how the Company is managing those threats. |
| Cybersecurity Risk Board Committee or Subcommittee Responsible for Oversight [Text Block] | The full Board receives updates periodically or as needed during the year from the Company’s Chief Information Officer and actively participates in discussions with management and amongst themselves regarding cybersecurity risks. Updates delivered to the full Board typically include discussion of management’s actions to identify and detect threats, as well as planned actions in the event of a response or recovery situation. These updates also typically include a review of any recent enhancements to the Company’s defenses and management’s progress on its cybersecurity, as well as reports on key performance indicators, test results and related remediation, and recent threats and how the Company is managing those threats. |
| Cybersecurity Risk Management Positions or Committees Responsible [Flag] | true |
| Cybersecurity Risk Management Positions or Committees Responsible Report to Board [Flag] | true |
Note 1 - Organization and Basis of Presentation |
12 Months Ended |
|---|---|
Dec. 31, 2024 | |
| Notes to Financial Statements | |
| Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] |
1. Organization and Basis of Presentation
Description of Business SIGA Technologies, Inc. (“SIGA” or the “Company”) is a commercial-stage pharmaceutical company. The Company sells its lead product, TPOXX® (“oral TPOXX®,” also known as "tecovirimat," "Tecovirimat SIGA," or "TEPOXX (tecovirimat)" in certain international markets), to the U.S. Government and international governments (including government affiliated entities). In certain international markets, the Company may sell TPOXX® through a distributor. Additionally, the Company sells the intravenous formulation of TPOXX® ("IV TPOXX®") to the U.S. Government.
TPOXX® is an antiviral drug for the treatment of human smallpox disease caused by variola virus. On July 13, 2018, the United States Food & Drug Administration (“FDA”) approved the oral formulation of TPOXX® for the treatment of smallpox. The Company has been delivering oral TPOXX® to the U.S. Strategic National Stockpile ("Strategic Stockpile") since 2013.
On May 18, 2022 the FDA approved IV TPOXX® for the treatment of smallpox.
In addition to being approved by the FDA, oral TPOXX® (tecovirimat) has received regulatory approval from the European Medicines Agency ("EMA"), Health Canada, the Medicines and Healthcare Products Regulatory Agency ("MHRA") of the United Kingdom, and most recently, in December 2024, the Japanese Pharmaceuticals and Medical Devices Agency ("PMDA"). The EMA, MHRA and PMDA approved oral TPOXX® for the treatment of smallpox, monkeypox ("mpox"), cowpox, and vaccinia complications following vaccination against smallpox. Health Canada approved TPOXX® for the treatment of smallpox.
With respect to the regulatory approvals by the EMA, PMDA, MHRA and Health Canada, oral tecovirimat represents the same formulation approved by the FDA in July 2018 under the brand name TPOXX®. |
Note 2 - Summary of Significant Accounting Policies |
12 Months Ended | ||||||||||||||||||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2024 | |||||||||||||||||||||||||||||||||||
| Notes to Financial Statements | |||||||||||||||||||||||||||||||||||
| Significant Accounting Policies [Text Block] |
2. Summary of Significant Accounting Policies
Use of Estimates Management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the periods reported. The most significant estimates are the variables used in the calculation of reported amounts of revenue recognized over time. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the financial statements in the period they are determined to be necessary. Actual results could differ from these estimates.
Basis of Presentation and Consolidation The accompanying consolidated financial statements include the accounts of SIGA Technologies, Inc. and its wholly owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The consolidated financial statements and related disclosures are presented in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) and reflect the consolidated financial position, results of operations and cash flows for all periods presented.
Reclassifications Certain reclassifications have been made to prior year amounts to conform to the current year's presentation.
Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents.
Concentration of Credit Risk The Company has cash in bank accounts that exceeds the Federal Deposit Insurance Corporation insured limits. The Company has not experienced any losses on its cash accounts and no allowance has been provided for potential credit losses because management believes the potential for losses is remote.
Collection of certain receivables from international government sales are coordinated through the International Promotion Agreement with Meridian Medical Technologies ("Meridian") (see Note 3), under which Meridian invoices and collects payments from international customers and remits such collections, less Meridian's fees, to the Company under a quarterly process specified in the International Promotion Agreement.
Accounts Receivable Accounts receivable are recorded net of provisions for doubtful accounts. At December 31, 2024 and 2023, 45% and 53%, respectively, of accounts receivable represent receivables from the U.S. Government. At December 31, 2024, most of the remaining balance in accounts receivable represent receivables from international sales, which include sales to European governments and a government in the Asia Pacific region. An allowance for doubtful accounts is based on specific analysis of the receivables. At December 31, 2024 and 2023, the Company had no allowance for doubtful accounts.
Inventory Inventory is stated at the lower of cost or net realizable value. The cost is determined using the first-in, first-out (FIFO) method. The Company capitalizes inventory costs associated with the Company’s products when, based on management’s judgment, future commercialization is considered probable and the future economic benefit is expected to be realized; otherwise, such costs are expensed as research and development. Inventory is evaluated for impairment periodically to identify inventory that may expire prior to expected sale or has a cost basis in excess of its net realizable value. If certain batches or units of product do not meet quality specifications or become obsolete due to expiration, the Company records a charge to write down such unmarketable inventory to its net realizable value.
Property, Plant and Equipment Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation and amortization are provided on a straight-line method over the estimated useful lives of the various asset classes. The estimated useful lives are as follows: years for laboratory equipment; years for computer equipment; and years for furniture and fixtures. Leasehold improvements are amortized over the shorter of the estimated useful lives of the assets or the lease term. Maintenance, repairs and minor replacements are charged to expense as incurred.
Warrant Liability The Company accounted for warrants in accordance with the authoritative guidance which requires that free-standing derivative financial instruments with certain cash settlement features be classified as assets or liabilities at the time of the transaction, and recorded at their fair value. Fair value was estimated using model-derived valuations. Any changes in the fair value of the derivative instruments were reported in earnings or loss as long as the derivative contracts were classified as assets or liabilities. During 2022, the warrant was fully exercised and therefore there were no remaining underlying shares as of December 31, 2022.
The following table presents changes in the liability-classified warrant:
Revenue Recognition The Company accounts for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”).
Performance Obligations. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in ASC 606. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. As of December 31, 2024, the Company's active performance obligations, for the contracts outlined in Note 3, consist of the following: performance obligations relate to research and development services; and four relate to manufacture and delivery of product.
Contract modifications may occur during the course of performance of our contracts. Contracts are often modified to account for changes in contract specifications or requirements. In most instances, contract modifications are for services that are not distinct, and, therefore, are accounted for as part of the existing contract.
The Company’s performance obligations are satisfied over time as work progresses or at a point in time. A portion of the Company’s revenue is derived from long-term contracts that span multiple years. All of the Company’s revenue related to current research and development performance obligations is recognized over time, because the customer simultaneously receives and consumes the benefits provided by the services as the Company performs these services. The Company recognizes revenue related to these services based on the progress toward complete satisfaction of the performance obligation and measures this progress under an input method, which is based on the Company’s cost incurred relative to total estimated costs. Under this method, progress is measured based on the cost of resources consumed (i.e., cost of third-party services performed, cost of direct labor hours incurred, and cost of materials consumed) compared to the total estimated costs to completely satisfy the performance obligation. Incurred costs represent work performed, which corresponds with, and thereby best depicts, the transfer of control to the customer. The incurred and estimated costs used in the measure of progress include third-party services performed, direct labor hours, and material consumed. The Company accounts for shipping and handling activities as fulfillment costs rather than as an additional promised service.
Contract Estimates. Accounting for long-term contracts and grants involves the use of various techniques to estimate total contract revenue and costs.
Contract estimates are based on various assumptions to project the outcome of future events that often span multiple years. These assumptions include: labor productivity; the complexity of the work to be performed; external factors such as customer behavior and potential regulatory outcomes; and the performance of subcontractors, among other variables.
The nature of the work required to be performed on many of the Company’s performance obligations and the estimation of total revenue and cost at completion may be complex, subject to many variables and require significant judgment. The consideration associated with research and development services is variable as the total amount of services to be performed has not been finalized. The Company estimates variable consideration as the most likely amount to which it expects to be entitled. The Company includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur and when any uncertainty associated with variable consideration is resolved. The Company’s estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of our historical and anticipated performance, external factors, trends and all other information (historical, current and forecasted) that is reasonably available to us.
A significant change in one or more of these estimates could affect the profitability of the Company’s contracts. As such, the Company reviews and updates its contract-related estimates regularly. The Company recognizes adjustments in estimated revenues, research and development expenses and cost of sales and supportive services under the cumulative catch-up method. Under this method, the impact of the adjustment on revenues, research and development expenses and cost of sales and supportive services recorded to date on a contract is recognized in the period the adjustment is identified.
Contract Balances. The timing of revenue recognition, billings and cash collections may result in billed accounts receivable, unbilled receivables (contract assets) and customer advances and deposits (contract liabilities) in the consolidated balance sheets. Generally, amounts are billed as work progresses in accordance with agreed-upon contractual terms either at periodic intervals (monthly) or upon achievement of contractual milestones; as of December 31, 2024, the accounts receivable balance in the balance sheet includes approximately $0.5 million of unbilled receivables. Under typical payment terms of fixed price arrangements, the customer pays the Company either performance-based payments or progress payments. For the Company’s cost-type arrangements, the customer generally pays the Company for its actual costs incurred, as well as its allocated overhead and G&A costs. Such payments occur within a short period of time from billing. When the Company receives consideration, or such consideration is unconditionally due, prior to transferring goods or services to the customer under the terms of a sales contract, the Company records deferred revenue, which represents a contract liability. During the year ended December 31, 2024, the Company recognized revenue of $10.8 million that was included in deferred revenue at the beginning of the period.
Remaining Performance Obligations. Remaining performance obligations represent the transaction price for which work has not been performed and excludes unexercised contract options. As of December 31, 2024, the aggregate amount of transaction price allocated to remaining performance obligations was $92.8 million. With respect to current obligations related to the manufacture and delivery of product, the Company expects such obligations to be mostly recognized as revenues within the next 12 months. With respect to the performance obligations related to research and development services, the Company expects such obligations to be recognized as revenue within the next three years as the specific timing for satisfying performance obligations is subjective and at times outside the Company's control.
Leases The Company accounts for leases in accordance with ASC 842, Leases (“ASC 842”).
The Company determines if an arrangement is a lease at inception. Leases with an initial term less than one year are not recorded on the balance sheet and the lease costs are recorded as an expense on a straight-line basis over the lease term. Operating leases with terms greater than one year result in a lease liability recorded in other liabilities with a corresponding right-of-use ("ROU") asset recorded in property, plant and equipment.
Operating lease liabilities are recognized at the commencement date based on the present value of future minimum lease payments over the lease term. ROU assets are recognized based on the corresponding lease liabilities adjusted for qualifying initial direct costs, prepaid or accrued lease payments and unamortized lease incentives. The Company has lease agreements with lease and non-lease components, which are accounted for as a single lease. Lease terms may include options to extend or terminate the lease which are incorporated into the Company's measurement when it is reasonably certain that the Company will exercise the option.
Research and Development Research and development expenses include costs directly and indirectly attributable to the conduct of research and development programs, and performance pursuant to certain customer contracts, including employee related costs, materials, supplies, depreciation and maintenance of equipment, the cost of services provided by outside contractors, including services related to the Company’s clinical trials and facility costs, such as rent, utilities, and general support services. All costs associated with research and development are expensed as incurred. Costs related to the acquisition of technology rights, for which development work is still in process, and that have no alternative future uses, are expensed as incurred.
Goodwill The Company evaluates goodwill for impairment at least annually or as circumstances warrant. The impairment review process compares the fair value of the reporting unit in which goodwill resides to its carrying value. The Company operates as business and reporting unit. Therefore, the goodwill impairment analysis is performed on the basis of the Company as a whole, using the market capitalization of the Company as an estimate of its fair value.
Share-based Compensation Stock-based compensation expense for all share-based payment awards made to employees and directors is determined on the grant date; for option awards, fair value was estimated using the Black-Scholes model. These compensation costs are recognized net of an estimated forfeiture rate over the requisite service periods of the awards. Forfeitures are estimated on the date of the respective grant and revised if actual or expected forfeiture activity differs from original estimates.
The fair value of restricted stock unit ("RSU") awards is determined by the value of our common stock and is recognized based on the portion of the requisite service period satisfied as of each valuation date. The fair valuation of the cash-settled awards changes based on changes in our common stock price. The portion of cash-settled RSUs that is recognized based on service period is reflected in accrued expenses and other current liabilities in our consolidated balance sheet. Increases (or decreases) in accrued expenses result in adjustments to earnings for the associated valuation updates.
The fair value of performance based restricted stock unit (“PSU”) awards are based on targets of our stock price. The Company uses a Monte Carlo simulation through a third party on the date of grant to estimate the fair value of the PSUs that are based on market conditions, or market-based PSUs. The compensation expense for PSUs is recognized using an accelerated amortization model.
Income Taxes The Company recognizes income taxes utilizing the asset and liability method of accounting for income taxes. Under this method, deferred income taxes are recorded for temporary differences between financial statement carrying amounts and the tax basis of assets and liabilities at enacted tax rates expected to be in effect for the years in which the differences are expected to reverse. A valuation allowance is established if it is more likely than not that some or the entire deferred tax asset will not be realized. The recognition of a valuation allowance for deferred taxes requires management to make estimates and judgments about the Company’s future profitability which are inherently uncertain. The Company may recognize tax benefits from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The Company re-evaluates uncertain tax positions and considers factors, including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken on tax returns, and changes in circumstances related to a tax position. The Company recognizes interest and penalties related to income tax matters in income tax expense.
Repurchase of shares When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. The excess of the purchase price above par value of repurchased shares that are retired is presented as an increase to accumulated deficit (or a reduction of retained earnings, if any).
Earnings (Loss) per Share Basic earnings per share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period, assuming potentially dilutive common shares from option exercises, RSUs, warrants and other incentives had been issued and any proceeds received in respect thereof were used to repurchase common stock at the average market price during the period. The assumed proceeds used to repurchase common stock is the sum of the amount to be paid to the Company upon exercise of options and warrants and the amount of compensation cost attributed to future services not yet recognized.
Fair Value of Financial Instruments The carrying value of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and other current liabilities approximates fair value due to the relatively short maturity of these instruments.
The measurement of fair value requires the use of techniques based on observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. The inputs create the following fair value hierarchy:
There were no transfers between levels of the fair value hierarchy during 2024 or 2023. As of December 31, 2024 and December 31, 2023, the Company had approximately $53.5 million and $95.1 million, respectively, of cash equivalents classified as Level 1 financial instruments. There were Level 2 or Level 3 financial instruments as of December 31, 2024 or December 31, 2023.
For the years ended December 31, 2024, 2023 and 2022, interest income of $6.1 million, $4.2 million and $1.0 million, respectively, was included in Other income, net on the Consolidated Statements of Operations and Comprehensive Income.
Loss Contingencies The Company is subject to certain contingencies arising in the ordinary course of business. The Company records accruals for these contingencies to the extent that a loss is both probable and reasonably estimable. If some amount within a range of loss appears to be a better estimate than any other amount within the range, that amount is accrued. Alternatively, when no amount within a range of loss appears to be a better estimate than any other amount, the lowest amount in the range is accrued. The Company expenses legal costs associated with loss contingencies as incurred. We record anticipated recoveries under existing insurance contracts when recovery is assured.
Segment Information The Company is managed and operated as one business. The entire business is managed by a single management team that reports to the Chief Executive Officer, who is the Chief Operating Decision Maker ("CODM"). Refer to Note 11 for further information on the Company's reportable segment.
Recent Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09, which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax-related disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, may be applied prospectively or retrospectively, and allows for early adoption. These requirements are not expected to have an impact on our consolidated financial statements, but will impact our income tax disclosures.
In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, requiring public entities to disclose additional information about specific expense categories in the notes to the consolidated financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03.
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Note 3 - Procurement Contracts and Research Agreements |
12 Months Ended |
|---|---|
Dec. 31, 2024 | |
| Notes to Financial Statements | |
| Procurement Contract and Research Agreements [Text Block] |
3. Procurement Contracts and Research Agreements
19C BARDA Contract
On September 10, 2018, the Company entered into a contract with the U.S. Biomedical Advanced Research and Development Authority ("BARDA") pursuant to which SIGA agreed to deliver up to 1,488,000 courses of oral TPOXX® to the Strategic Stockpile, and to manufacture and deliver to the Strategic Stockpile, or store as vendor-managed inventory, up to 212,000 courses of IV TPOXX®. In October 2023, the contract was modified so that a course of IV TPOXX® was redefined within the contract from being 14 vials to being 28 vials; as such, the 19C BARDA Contract currently specifies 106,000 courses of IV TPOXX® (for the same payment amount as originally specified). In addition to the delivery of TPOXX® courses, the contract includes funding from BARDA for a range of activities, including: advanced development of IV TPOXX®, post-marketing activities for oral and IV TPOXX®, development for a pediatric formulation, and procurement activities. As of December 31, 2024, the contract with BARDA (as amended, modified, or supplemented from time to time, the "19C BARDA Contract") contemplates up to approximately $602.5 million of payments, of which approximately $51.7 million of payments are included within the base period of performance, approximately $519.6 million of payments are related to exercised options, and up to approximately $31.2 million of payments are currently specified as unexercised options. BARDA may choose in its sole discretion when, or whether, to exercise any of the unexercised options. The period of performance for options is up to years from the date of entry into the 19C BARDA Contract and such options could be exercised at any time during the contract term.
The base period of performance specifies potential payments of approximately $51.7 million for the following activities: payments of approximately $11.1 million for the delivery of approximately 35,700 courses of oral TPOXX® to the Strategic Stockpile; payments of $8.0 million for the manufacture of 10,000 courses (as currently defined within the contract as being 28 vials) of final drug product of IV TPOXX® ("IV FDP"), of which $3.2 million of payments are related to the manufacture of bulk drug substance ("IV BDS") to be used in the manufacture of IV FDP; payments of approximately $32.0 million to fund reimbursed activities; and payments of approximately $0.6 million for supportive procurement activities. As of December 31, 2024, the Company had received $11.1 million for the delivery of approximately 35,700 courses of oral TPOXX® to the Strategic Stockpile, $3.2 million for the manufacture of IV BDS, $4.8 million for the delivery of IV FDP to the Strategic Stockpile and $25.3 million for other base period activities. IV BDS has been used for the manufacture of courses of IV FDP. The $3.2 million received for the completed manufacture of IV BDS had been recorded as deferred revenue as of December 31, 2021, but with the delivery of IV FDP to the Strategic Stockpile during 2022, $2.9 million was recognized as revenue. The remaining $0.3 million of deferred revenue was recognized in the second quarter of 2024 as the IV FDP containing such IV BDS was delivered to and accepted by the Strategic Stockpile.
The options that have been exercised as of December 31, 2024, provide for payments up to approximately $519.6 million. As of December 31, 2024, there are exercised options for the following activities: payments up to $450.2 million for the manufacture and delivery of up to 1.5 million courses of oral TPOXX®; payments up to $51.2 million for the manufacture of courses of IV FDP, of which $20.5 million of payments relate to the manufacture of IV BDS to be used in the manufacture of IV FDP; payments of up to approximately $3.6 million to fund post-marketing activities for IV TPOXX®; and payments of up to $14.6 million for funding of post-marketing activities for oral TPOXX®. As of December 31, 2024, a cumulative total of $396.9 million of oral TPOXX® has been delivered to the Strategic Stockpile and accepted, of which approximately $15 million was delivered in the first quarter of 2024, approximately $8 million was delivered in the third quarter of 2024, and approximately $51 million was delivered in the fourth quarter of 2024; a cumulative total of $25.4 million of IV FDP has been delivered to the Strategic Stockpile and accepted, of which approximately $17 million of revenue (including recognition of deferred revenue) was recorded in the second quarter of 2024 and approximately $8 million of revenue (including recognition of deferred revenue) was recorded in the fourth quarter of 2024; $10.3 million has been received for the manufacture of IV BDS (such amount is recorded as deferred revenue); and the Company has been cumulatively reimbursed $9.4 million in connection with post-marketing activities for oral and IV TPOXX®.
Unexercised options specify potential payments up to approximately $31.2 million in total (if all such options are exercised), of which approximately $5.6 million relates to supportive activities that we currently do not expect to be required. The remaining unexercised options specify payments of up to $25.6 million for the manufacture of courses of IV FDP, of which up to $10.2 million of payments would be paid upon the manufacture of IV BDS to be used in the manufacture of IV FDP.
The options related to IV TPOXX® are divided into primary manufacturing steps. There are options related to the manufacture of bulk drug substance (“IV BDS Options”), and there are corresponding options (for the same number of IV courses) for the manufacture of final drug product (“IV FDP Options”). BARDA may choose to exercise any, all, or none of these options in its sole discretion. The 19C BARDA Contract includes: separate IV BDS Options, each providing for the bulk drug substance equivalent of 32,000 courses (as currently defined within the contract) of IV TPOXX®; and separate IV FDP Options, each providing for 32,000 courses of final drug product of IV TPOXX®. BARDA has the sole discretion as to whether to simultaneously exercise IV BDS Options and IV FDP Options, or whether to exercise options at different points in time (or alternatively, to only exercise the IV BDS Option but not the IV FDP Option). To date, BARDA has exercised two of the three IV BDS options and two of the three IV FDP options. If BARDA decides only to exercise the remaining IV BDS Option, then the Company would receive payments up to $10.2 million; alternatively, if BARDA decides to exercise the remaining IV BDS Option and IV FDP Option, then the Company would receive payments up to $25.6 million. BARDA may also decide not to exercise either remaining option. For each set of options relating to a specific group of courses (for instance, the IV BDS and IV FDP options that reference the same 32,000 courses), BARDA has the option to independently purchase IV BDS or IV FDP.
Revenues in connection with the 19C BARDA Contract are recognized either over time or at a point in time. Performance obligations related to product delivery generate revenue at a point in time. Revenue from other performance obligations under the 19C BARDA Contract are recognized over time using an input method using costs incurred to date relative to total estimated costs at completion. For the years ended December 31, 2024 and 2023, the Company recognized revenues of $5.4 million and $3.0 million, respectively, on an over time basis. In contrast, revenue recognized for product delivery and therefore at a point in time for the years ended December 31, 2024 and 2023, was $100.1 million and $97.9 million, respectively.
U.S. Department of Defense Procurement Contracts
In 2024, the Company had sales of approximately $10 million with the U.S. Department of Defense ("DoD"). Sales consist mostly of delivery of oral TPOXX®, with a minor amount of IV TPOXX® delivered.
In 2023, the Company had sales of approximately $11 million with the DoD. Sales consist of delivery of oral TPOXX®.
Over the past three years, the Company has received three procurement contracts from the DoD, including a $9 million contract in August 2024, which has been fulfilled.
International Sales Activity
In the year ended December 31, 2024, the Company had international sales of $23.0 million consisting of deliveries of oral TPOXX® to 13 countries. For international sales in the first and second quarters, Meridian was the counterparty to contracts under which the sales were made (see discussion and definition below regarding International Promotion Agreement). For international sales in the third and fourth quarters, the Company was the counterparty to the contracts under which the sales were made.
In the year ended December 31, 2023, the Company delivered, and received acceptance for, approximately $21.3 million of oral TPOXX® to five European countries, one Middle Eastern country, and one Asia Pacific country. Meridian was the counterparty to international contracts under which these sales were made (see discussion and definition below regarding International Promotion Agreement).
Revenue in connection with international procurement contracts for the delivery of product are recognized at a point in time on a gross basis, as the Company acts as the principal in the transaction. During the year ended December 31, 2024, the Company recognized $23.0 million of sales in connection with international contracts. During the year ended December 31, 2023, the Company recognized $21.3 million of sales in connection with international contracts.
International Promotion Agreement
Under the terms of the current International Promotion Agreement, which was amended on March 27, 2024, and effective June 1, 2024, and further amended on August 30, 2024, the Company has primary responsibility for the advertising, promotion and sale of oral TPOXX® in all geographic regions. Meridian has limited, non-exclusive rights to advertise, promote, offer for sale and sell oral TPOXX® in the European Economic Area, Australia, Japan, Switzerland, the United Kingdom and the Association of Southeast Asian Nations and its member states (collectively, the “Current Territory”). Meridian also performs non-promotional activities under specified contracts with third parties entered into prior to June 1, 2024, that provide for the sale of oral TPOXX® in the Current Territory. The International Promotion Agreement entitles Meridian to receive a fee equal to a high single digit percentage of collected proceeds (whether collected by Meridian or the Company), net of certain expenses, of sales of oral TPOXX® in the Current Territory in the field of use specified in the International Promotion Agreement. The International Promotion Agreement has a fixed term that expires on May 31, 2026, with no automatic renewal.
Under the terms of the original International Promotion Agreement ("Pre-amendment International Promotion Agreement"), which had an initial term that expired on May 31, 2024, Meridian had been granted exclusive rights to market, advertise, promote, offer for sale, or sell oral TPOXX® in a field of use specified in the International Promotion Agreement in all geographic regions except for the United States (the “Territory”), and Meridian agreed not to commercialize any competing product, as defined in the Pre-amendment International Promotion Agreement, in the specified field of use in the Territory. Under the Pre-amendment International Promotion Agreement, as well as the current International Promotion Agreement, SIGA has always retained ownership, intellectual property, distribution and supply rights and regulatory responsibilities in connection with TPOXX®, and, in the United States market, also retained sales and marketing rights with respect to oral TPOXX®. SIGA’s consent is required prior to the entry by Meridian into any sales arrangement pursuant to the International Promotion Agreement.
Sales to international customers pursuant to the Pre-amendment International Promotion Agreement were invoiced and collected by Meridian, and such collections were remitted, less Meridian's fees, to the Company under a quarterly process specified in the Pre-amendment International Promotion Agreement; and Meridian was entitled to a specified percentage of the collected proceeds of sales of oral TPOXX®, net of certain expenses, for calendar years in which customer collected amounts net of such expenses were less than or equal to a specified threshold, and to a higher specified percentage of such collected net proceeds for calendar years in which such net collected amounts exceeded the specified threshold. Subsequent to June 1, 2024, only specified procurement contracts for the Current Territory entered into prior to June 1, 2024, continue to involve Meridian invoicing and collecting proceeds, and retaining a fee pursuant to the International Promotion Agreement.
Research Agreements and Grants In July 2019, the Company was awarded a multi-year research contract ultimately valued at approximately $27 million from the DoD to support work in pursuit of a potential label expansion for oral TPOXX® that would include post-exposure prophylaxis ("PEP") of smallpox (such work known as the "PEP Label Expansion Program" and the contract referred to as the "PEP Label Expansion R&D Contract"). As of December 31, 2023, the Company invoiced the full amount of available funding, and as a result, there is no remaining revenue to be recognized in the future under the PEP Label Expansion R&D Contract. Revenue from the performance obligation under the PEP Label Expansion R&D Contract was recognized over time using an input method using costs incurred to date relative to total estimated costs at completion. For the year ended December 31, 2023, the Company, under the PEP Label Expansion R&D Contract, recognized revenue of $6.4 million on an over time basis.
Contracts and grants include, among other things, options that may or may not be exercised at the U.S. Government’s discretion. Moreover, contracts and grants contain customary terms and conditions including the U.S. Government’s right to terminate or restructure a contract or grant for convenience at any time. As such, the Company may not be eligible to receive all available funds.
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Note 4 - Inventory |
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4. Inventory
Inventory consisted of the following:
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Note 5 - Property, Plant and Equipment |
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5. Property, Plant and Equipment
Property, plant and equipment consisted of the following:
Depreciation and amortization expense on property, plant, and equipment was $0.5 million for each of the years ended December 31, 2024, 2023, and 2022. |
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Note 6 - Accrued Expenses and Other Current Liabilities |
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6. Accrued Expenses
Accrued expenses and other current liabilities consisted of the following:
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Note 7 - Per Share Data |
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7. Per Share Data
The Company computes, presents and discloses earnings per share in accordance with the authoritative guidance which specifies the computation, presentation and disclosure requirements for earnings per share of entities with publicly held common stock or potential common stock. The objective of basic EPS is to measure the performance of an entity over the reporting period by dividing income (loss) by the weighted average shares outstanding. The objective of diluted EPS is consistent with that of basic EPS, except that it also gives effect to all potentially dilutive common shares outstanding during the period.
The following is a reconciliation of the basic and diluted earnings (loss) per share computation:
For the years ended December 31, 2024, December 31, 2023 and December 31, 2022, weighted-average diluted shares include the dilutive effect of in-the-money options and stock-settled RSUs. For the year ended December 31, 2022, the diluted earnings per share calculation also reflects the effect of the exercise or assumed exercise of outstanding warrants and any corresponding elimination of the impact included in operating results from the change in fair value of the warrants. The dilutive effect of warrants, stock-settled RSUs and options is calculated based on the average share price for each fiscal period using the treasury stock method. Under the treasury stock method, the amount the employee must pay for exercising stock options, the average amount of compensation cost for future service that the Company has not yet recognized, and the amount of tax benefits that would be recorded in additional paid-in capital when the award becomes deductible, are collectively assumed to be used to repurchase shares. Cash-settled RSUs were presumed to be cash-settled and therefore excluded from the diluted earnings per share calculations for the years ended December 31, 2024, 2023 and 2022 because the net effect of their inclusion, including the elimination of the impact in the operating results of the change in fair value of these RSUs, would have been anti-dilutive. For the years ended December 31, 2024, 2023 and 2022, the weighted average number of shares under the cash-settled RSUs excluded from the calculation of diluted earnings per share was 48,642, 32,660, and 17,388, respectively.
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Note 8 - Stockholders' Equity |
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8. Stockholders’ Equity
On December 31, 2024, the Company’s authorized share capital consisted of 620,000,000 shares, of which 600,000,000 are designated common shares and 20,000,000 are designated preferred shares. The Company’s Board of Directors is authorized to issue preferred shares in series with rights, privileges and qualifications of each series determined by the Board. As of December 31, 2024 and 2023, no preferred shares were outstanding or issued.
On August 2, 2021, the Company's Board of Directors authorized a share repurchase program ("Repurchase Authorization") under which the Company could repurchase up to $50 million of the Company's common stock through December 31, 2023. The Company started repurchasing shares under this program in the fourth quarter of 2021. Repurchases under the Repurchase Authorization were made from time to time at the Company's discretion. The timing and actual number of shares repurchased depended on a variety of factors, including: timing of procurement orders under government contracts; alternative opportunities for strategic uses of cash; the stock price of the Company’s common stock; market conditions; alternative capital management uses of cash; and other corporate liquidity requirements and priorities. On December 31, 2023, the Repurchase Authorization expired. As a result, during the year ended December 31, 2024, the Company did repurchase any shares. During the year ended December 31, 2023, the Company repurchased approximately 1.7 million shares of common stock under the Repurchase Authorization for approximately $11.0 million. In addition, during the year ended December 31, 2023, the Company recorded approximately $0.1 million of excise tax associated with the repurchase of common stock.
On March 12, 2024, the Board of Directors declared a special dividend of $0.60 per share on the common stock of the Company, which resulted in an overall dividend payment of approximately $43 million. The special dividend was paid on April 11, 2024 to shareholders of record at the close of business on March 26, 2024.
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Note 9 - Stock Compensation Plans |
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9. Stock Compensation Plans
The Company’s 2010 Stock Incentive Plan (the “2010 Plan”) was initially adopted in May 2010. The 2010 Plan provided for the issuance of stock options, restricted stock and unrestricted stock with respect to an aggregate of 2,000,000 shares of the Company’s common stock to employees, consultants and outside directors of the Company. On May 17, 2011, the 2010 Plan was amended to provide for the issuance of RSUs and on February 2, 2012, the 2010 Plan was amended to provide for the issuance of stock-settled stock appreciation rights ("SSARs"). Effective April 25, 2012 and May 23, 2017, the 2010 Plan was amended to increase the maximum number of shares of common stock available for issuance to an aggregate of 4,500,000 shares and 8,500,000 shares, respectively. The vesting period for awards granted under the 2010 Plan is determined by the Compensation Committee of the Board of Directors. The Compensation Committee also determines the expiration date of each equity award; however, stock options may not be exercisable more than ten years after the date of grant as the maximum term of equity awards issued under the 2010 Plan is years.
For the years ended December 31, 2024, 2023 and 2022, the Company recorded stock-based compensation expense, including stock options and RSUs, of approximately $3.6 million, $2.1 million and $1.8 million, respectively.
Stock Options Stock option awards provide holders the right to purchase shares of Common Stock at prices determined by the Compensation Committee, at the time of grant, and must have an exercise price equal to or in excess of the fair market value of the Company’s common stock at the date of grant.
The fair value of options granted is estimated at the date of grant. Expected volatility has been estimated using the historical volatility of the Company's common stock using historical periods equivalent to the options’ expected lives. The expected dividend yield assumption reflects that the Company does not have a recurring dividend program. The risk-free interest rate assumption is based upon observed interest rates for securities with maturities approximating the options’ expected lives. The expected life was estimated based on historical experience and expectation of employee exercise behavior in the future giving consideration to the contractual terms of the award.
The fair value of stock options issued under our stock plan have been estimated with the following assumptions:
A summary of the Company’s stock option activity is as follows:
(1) Balances as of January 1, 2024 differ from those as of December 31, 2023 presented in the Company's 2023 Form 10-K due to the special dividend paid during 2024. In connection with the dividend, the number of options and the weighted average exercise price were adjusted pursuant to the terms of the Company's 2010 Plan.
As of December 31, 2024, the remaining unrecognized stock-based compensation cost related to stock options expected to be recognized is $1.4 million. The total fair value of stock options which vested during the years ended December 31, 2024 and 2023 was approximately $24,964 and $123,000, respectively.
There were no stock options exercised during the years ended December 31, 2024 and December 31, 2022. The stock options exercised during the year ended December 31, 2023 had an intrinsic value of less than $0.1 million. The intrinsic value represents the amount by which the market price of the underlying stock exceeds the exercise price of an option.
Restricted Stock Units RSUs (including PSUs) awarded to employees vest on schedules of between year and years, and RSUs awarded to directors of the Company vest over a -year period. A summary of the Company’s RSU activity is as follows:
(1) includes 59,312 awards which were settled in cash. (2) includes 40,075 awards which were expected to be settled in cash.
As of December 31, 2024, $1.7 million of total remaining unrecognized stock-based compensation cost related to RSUs is expected to be recognized over the weighted-average remaining requisite service period of 1.4 years. The weighted average fair value at the date of grant for restricted stock awards granted during the years ended December 31, 2024, 2023 and 2022 was $5.51, $6.14 and $9.40 per share, respectively. Based on the grant date, the total fair value of restricted stock and restricted stock units vested and released during the years ended December 31, 2024, 2023 and 2022 was approximately $2.6 million, $1.9 million and $1.2 million, respectively. |
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Note 10 - Income Taxes |
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| Income Tax Disclosure [Text Block] |
10. Income Taxes
The Company's provision (benefit) for income taxes comprises the following:
The Company’s deferred tax assets and liabilities comprise the following:
The recognition of a valuation allowance for deferred taxes requires management to make estimates and judgments about the Company’s future profitability which is inherently uncertain. The Company assesses all available positive and negative evidence to determine if its existing deferred tax assets are realizable on a more-likely-than-not basis. In making such assessment, the Company considered the reversal of existing taxable temporary differences, projected future taxable income, tax planning strategies and recent financial operating results. The ultimate realization of a deferred tax asset is ultimately dependent on the Company's generation of sufficient taxable income within the available net operating loss carryback and/or carryforward periods to utilize the deductible temporary differences. As of December 31, 2024, the Company maintains a full valuation on its state and local net operating losses which the Company determined were not realizable on a more-likely-than-not basis. The Company's valuation allowance decreased by approximately $22,000 during the year ended December 31, 2024.
The benefit for income taxes differs from the expected amount calculated by applying the Company's statutory rate to the income or loss before benefit for income taxes as follows:
For the years ended December 31, 2024, 2023 and 2022, the Company’s effective tax rate differs from the statutory rate of 21% primarily as a result of certain permanent differences including non-deductible executive compensation under IRC Section 162(m), stock-based compensation related items, state and local taxes, and other items.
A reconciliation of the beginning and ending amount of unrecognized tax benefits, excluding interest and penalties, is as follows:
Included in the balance of unrecognized tax benefits as of December 31, 2024, are potential benefits of $4.7 million that, if recognized, would affect the effective tax rate. The total amount accrued for interest and penalties as of December 31, 2024 and December 31, 2023, was $315,000 and $214,000, respectively. For the years ended December 31, 2024 and December 31, 2023, the Company recorded an income tax expense of $101,000 and $142,000, respectively, related to the accrual of interest and penalties. There are no uncertain tax positions for which it is reasonably possible that the total amounts of unrecognized benefits will significantly increase or decrease within twelve months from December 31, 2024.
The Company files federal income tax returns and income tax returns in various state and local tax jurisdictions. The federal tax years open to examination are 2021 to 2024. The Company's state and local tax years that are open to tax examination are generally 2020 to 2024. |
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Note 11 - Segments and Geographic Information |
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| Revenue from Contract with Customer [Text Block] |
11. Segment and Geographic Information
The Company operates in single operating and reportable segment, which includes all activities related to the sale of the Company’s Oral and IV TPOXX® as well as research and development services. The Company derives revenue primarily from sales to the U.S. Government as well as international governments (including government affiliated entities) and manages the business activities on a consolidated basis. The segment derives revenues from customers through the delivery of product and fulfillment of research and development services.
The CODM assesses performance for the segment and decides how to allocate resources based on net income that also is reported on the income statement as consolidated net income. Consolidated net income is also a measure that is considered in monitoring budget versus actual results.
The CODM does not review assets in evaluating the results of the segment, and therefore, such information is not presented.
The following table provides the operating result of the Company's segment:
(1) Other segment items include insurance, regulatory and consultant expenses, as well as various general corporate costs.
Revenues by geographic region were as follows:
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Note 12 - Commitments and Contingencies |
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| Notes to Financial Statements | |||||||||||||||||||||||||||||||
| Commitments and Contingencies Disclosure [Text Block] |
12. Commitments and Contingencies
Operating lease commitments The Company leases its Corvallis, Oregon, office space under an operating lease which was signed on November 3, 2017 and commenced on January 1, 2018. The initial term of this lease was to expire on December 31, 2019, after which the Company had successive renewal options; one for years and the other for years. In the second quarter of 2019, the Company exercised the first renewal option, which extended the lease expiration date to December 31, 2021. In the second quarter of 2021, the Company exercised the second renewal option, which extended the lease expiration date to December 31, 2024. In the second quarter of 2024, the Company entered into an additional addendum, which extended the lease expiration date to December 31, 2026. In connection with this additional addendum, the Company recorded an increase to operating lease right-of-use assets and operating lease liabilities of approximately $0.5 million in the second quarter of 2024. The Company had a lease for the same location prior to this lease. On May 26, 2017 the Company and MacAndrews & Forbes Incorporated ("M&F") entered into a -year office lease agreement (the “New HQ Lease”), pursuant to which the Company agreed to lease 3,200 square feet at 31 East 62nd Street, New York, New York. The Company is utilizing premises leased under the New HQ Lease as its corporate headquarters. The Company has no leases that qualify as finance leases.
Operating lease costs totaled $0.6 million for each of the years ended December 31, 2024 and 2023. Cash paid for amounts included in the measurement of lease liabilities from operating cash flows was $0.7 million for each the years ended December 31, 2024 and 2023, respectively. As of December 31, 2024, the weighted-average remaining lease term of the Company’s operating leases was 2.23 years while the weighted-average discount rate was 9.95%.
The following is a maturity analysis of the Company's lease liabilities as of December 31, 2024:
As of December 31, 2024, approximately $0.8 million of the lease liability is included in on the consolidated balance sheet with the current portion included in accrued expenses.
Legal Proceedings
From time to time, we may be involved in a variety of claims, suits, investigations and proceedings arising from the ordinary course of our business, collections claims, breach of contract claims, labor and employment claims, tax and other matters. Although such claims, suits, investigations and proceedings are inherently uncertain and their results cannot be predicted with certainty, we believe that the resolution of such current pending matters, if any, will not have a material adverse effect on our business, consolidated financial position, results of operations or cash flow. Regardless of the outcome, litigation can have an adverse impact on us because of legal costs, diversion of management resources and other factors.
Purchase Commitments
In the course of our business, the Company regularly enters into agreements with third party organizations to provide contract manufacturing services and research and development services. Under these agreements, the Company issues purchase orders which obligate the Company to pay a specified price when agreed-upon services are performed. Commitments under the purchase orders do not exceed our planned commercial and research and development needs. As of December 31, 2024, the Company has approximately $2.4 million of purchase commitments associated with manufacturing obligations.
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Note 13 - Related Party Transactions |
12 Months Ended |
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Dec. 31, 2024 | |
| Notes to Financial Statements | |
| Related Party Transactions Disclosure [Text Block] |
13. Related Party Transactions
Board of Directors Effective June 13, 2023, an individual was elected to the Company's Board of Directors who was already providing and continued to provide consulting services to the Company. Under a consulting agreement, the director received a monthly fee of $20,000 in 2023 and 2024. During the year ended December 31, 2024, the Company incurred $240,000 under this agreement. The Company had outstanding payables or accrued expenses related to the services performed by this vendor as of December 31, 2024. Effective September 26, 2024, the consulting agreement was amended; the amendment specifies that the director would receive a payment of between $120,000 and $240,000 in the event that the Company receives a request for proposal ("RFP") or request for information ("RFI") from the Administration of Strategic Preparedness and Response within the U.S. Government before July 1, 2025. Because the Company did receive an RFI or an RFP before January 1, 2025, the maximum payment now available is $180,000. In addition, pursuant to the amendment the director is entitled to receive the monthly fee through March 31, 2026, unless the director resigns as a consultant, or the Company terminates the director for cause. On March 6, 2025, the director resigned from the Company’s Board of Directors, See Item 9B (Other Information).
Real Estate Leases On May 26, 2017, the Company and M&F Incorporated entered into the New HQ Lease, pursuant to which the Company agreed to lease 3,200 square feet at 31 East 62nd Street, New York, New York. The Company is utilizing premises leased under the New HQ Lease as its corporate headquarters. The Company's rental obligations consisted of a fixed rent of $25,333 per month in the first months of the term, subject to a rent abatement for the first six months of the term. From the first day of the sixty-fourth month of the term through the expiration or earlier termination of the lease, the Company's rental obligations consist of a fixed rent of $29,333 per month. In addition to the fixed rent, the Company will pay a facility fee in consideration of the landlord making available certain ancillary services, commencing on the first anniversary of entry into the lease. The facility fee was $3,333 per month for the second year of the term and increases by percent each year thereafter, to $4,925 per month in the final year of the term. During the year ended December 31, 2024, the Company paid $0.4 million for rent and ancillary services associated with this lease. The Company had no outstanding payables or accrued expenses related to this lease as of December 31, 2024 and 2023.
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Significant Accounting Policies (Policies) |
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| Accounting Policies [Abstract] | ||||||||||||||||||||||||||
| Use of Estimates, Policy [Policy Text Block] | Use of Estimates Management is required to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the periods reported. The most significant estimates are the variables used in the calculation of reported amounts of revenue recognized over time. Estimates and assumptions are reviewed periodically and the effects of revisions are reflected in the financial statements in the period they are determined to be necessary. Actual results could differ from these estimates.
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| Basis of Accounting, Policy [Policy Text Block] | Basis of Presentation and Consolidation The accompanying consolidated financial statements include the accounts of SIGA Technologies, Inc. and its wholly owned subsidiaries. All inter-company accounts and transactions have been eliminated in consolidation. The consolidated financial statements and related disclosures are presented in accordance with generally accepted accounting principles in the United States of America (“US GAAP”) and reflect the consolidated financial position, results of operations and cash flows for all periods presented.
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| Reclassification, Comparability Adjustment [Policy Text Block] | Reclassifications Certain reclassifications have been made to prior year amounts to conform to the current year's presentation.
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| Cash and Cash Equivalents, Policy [Policy Text Block] | Cash Equivalents The Company considers all highly liquid investments with original maturities of three months or less to be cash equivalents.
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| Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentration of Credit Risk The Company has cash in bank accounts that exceeds the Federal Deposit Insurance Corporation insured limits. The Company has not experienced any losses on its cash accounts and no allowance has been provided for potential credit losses because management believes the potential for losses is remote.
Collection of certain receivables from international government sales are coordinated through the International Promotion Agreement with Meridian Medical Technologies ("Meridian") (see Note 3), under which Meridian invoices and collects payments from international customers and remits such collections, less Meridian's fees, to the Company under a quarterly process specified in the International Promotion Agreement.
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| Accounts Receivable [Policy Text Block] | Accounts Receivable Accounts receivable are recorded net of provisions for doubtful accounts. At December 31, 2024 and 2023, 45% and 53%, respectively, of accounts receivable represent receivables from the U.S. Government. At December 31, 2024, most of the remaining balance in accounts receivable represent receivables from international sales, which include sales to European governments and a government in the Asia Pacific region. An allowance for doubtful accounts is based on specific analysis of the receivables. At December 31, 2024 and 2023, the Company had no allowance for doubtful accounts.
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| Inventory, Policy [Policy Text Block] | Inventory Inventory is stated at the lower of cost or net realizable value. The cost is determined using the first-in, first-out (FIFO) method. The Company capitalizes inventory costs associated with the Company’s products when, based on management’s judgment, future commercialization is considered probable and the future economic benefit is expected to be realized; otherwise, such costs are expensed as research and development. Inventory is evaluated for impairment periodically to identify inventory that may expire prior to expected sale or has a cost basis in excess of its net realizable value. If certain batches or units of product do not meet quality specifications or become obsolete due to expiration, the Company records a charge to write down such unmarketable inventory to its net realizable value.
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| Property, Plant and Equipment, Policy [Policy Text Block] | Property, Plant and Equipment Property, plant and equipment are stated at cost, net of accumulated depreciation. Depreciation and amortization are provided on a straight-line method over the estimated useful lives of the various asset classes. The estimated useful lives are as follows: years for laboratory equipment; years for computer equipment; and years for furniture and fixtures. Leasehold improvements are amortized over the shorter of the estimated useful lives of the assets or the lease term. Maintenance, repairs and minor replacements are charged to expense as incurred.
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| Derivatives, Policy [Policy Text Block] | Warrant Liability The Company accounted for warrants in accordance with the authoritative guidance which requires that free-standing derivative financial instruments with certain cash settlement features be classified as assets or liabilities at the time of the transaction, and recorded at their fair value. Fair value was estimated using model-derived valuations. Any changes in the fair value of the derivative instruments were reported in earnings or loss as long as the derivative contracts were classified as assets or liabilities. During 2022, the warrant was fully exercised and therefore there were no remaining underlying shares as of December 31, 2022.
The following table presents changes in the liability-classified warrant:
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| Revenue from Contract with Customer [Policy Text Block] | Revenue Recognition The Company accounts for revenue in accordance with ASC Topic 606, Revenue from Contracts with Customers (“ASC 606”).
Performance Obligations. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer, and is the unit of account in ASC 606. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied. As of December 31, 2024, the Company's active performance obligations, for the contracts outlined in Note 3, consist of the following: performance obligations relate to research and development services; and four relate to manufacture and delivery of product.
Contract modifications may occur during the course of performance of our contracts. Contracts are often modified to account for changes in contract specifications or requirements. In most instances, contract modifications are for services that are not distinct, and, therefore, are accounted for as part of the existing contract.
The Company’s performance obligations are satisfied over time as work progresses or at a point in time. A portion of the Company’s revenue is derived from long-term contracts that span multiple years. All of the Company’s revenue related to current research and development performance obligations is recognized over time, because the customer simultaneously receives and consumes the benefits provided by the services as the Company performs these services. The Company recognizes revenue related to these services based on the progress toward complete satisfaction of the performance obligation and measures this progress under an input method, which is based on the Company’s cost incurred relative to total estimated costs. Under this method, progress is measured based on the cost of resources consumed (i.e., cost of third-party services performed, cost of direct labor hours incurred, and cost of materials consumed) compared to the total estimated costs to completely satisfy the performance obligation. Incurred costs represent work performed, which corresponds with, and thereby best depicts, the transfer of control to the customer. The incurred and estimated costs used in the measure of progress include third-party services performed, direct labor hours, and material consumed. The Company accounts for shipping and handling activities as fulfillment costs rather than as an additional promised service.
Contract Estimates. Accounting for long-term contracts and grants involves the use of various techniques to estimate total contract revenue and costs.
Contract estimates are based on various assumptions to project the outcome of future events that often span multiple years. These assumptions include: labor productivity; the complexity of the work to be performed; external factors such as customer behavior and potential regulatory outcomes; and the performance of subcontractors, among other variables.
The nature of the work required to be performed on many of the Company’s performance obligations and the estimation of total revenue and cost at completion may be complex, subject to many variables and require significant judgment. The consideration associated with research and development services is variable as the total amount of services to be performed has not been finalized. The Company estimates variable consideration as the most likely amount to which it expects to be entitled. The Company includes estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur and when any uncertainty associated with variable consideration is resolved. The Company’s estimates of variable consideration and determination of whether to include estimated amounts in the transaction price are based largely on an assessment of our historical and anticipated performance, external factors, trends and all other information (historical, current and forecasted) that is reasonably available to us.
A significant change in one or more of these estimates could affect the profitability of the Company’s contracts. As such, the Company reviews and updates its contract-related estimates regularly. The Company recognizes adjustments in estimated revenues, research and development expenses and cost of sales and supportive services under the cumulative catch-up method. Under this method, the impact of the adjustment on revenues, research and development expenses and cost of sales and supportive services recorded to date on a contract is recognized in the period the adjustment is identified.
Contract Balances. The timing of revenue recognition, billings and cash collections may result in billed accounts receivable, unbilled receivables (contract assets) and customer advances and deposits (contract liabilities) in the consolidated balance sheets. Generally, amounts are billed as work progresses in accordance with agreed-upon contractual terms either at periodic intervals (monthly) or upon achievement of contractual milestones; as of December 31, 2024, the accounts receivable balance in the balance sheet includes approximately $0.5 million of unbilled receivables. Under typical payment terms of fixed price arrangements, the customer pays the Company either performance-based payments or progress payments. For the Company’s cost-type arrangements, the customer generally pays the Company for its actual costs incurred, as well as its allocated overhead and G&A costs. Such payments occur within a short period of time from billing. When the Company receives consideration, or such consideration is unconditionally due, prior to transferring goods or services to the customer under the terms of a sales contract, the Company records deferred revenue, which represents a contract liability. During the year ended December 31, 2024, the Company recognized revenue of $10.8 million that was included in deferred revenue at the beginning of the period.
Remaining Performance Obligations. Remaining performance obligations represent the transaction price for which work has not been performed and excludes unexercised contract options. As of December 31, 2024, the aggregate amount of transaction price allocated to remaining performance obligations was $92.8 million. With respect to current obligations related to the manufacture and delivery of product, the Company expects such obligations to be mostly recognized as revenues within the next 12 months. With respect to the performance obligations related to research and development services, the Company expects such obligations to be recognized as revenue within the next three years as the specific timing for satisfying performance obligations is subjective and at times outside the Company's control.
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| Lessee, Leases [Policy Text Block] | Leases The Company accounts for leases in accordance with ASC 842, Leases (“ASC 842”).
The Company determines if an arrangement is a lease at inception. Leases with an initial term less than one year are not recorded on the balance sheet and the lease costs are recorded as an expense on a straight-line basis over the lease term. Operating leases with terms greater than one year result in a lease liability recorded in other liabilities with a corresponding right-of-use ("ROU") asset recorded in property, plant and equipment.
Operating lease liabilities are recognized at the commencement date based on the present value of future minimum lease payments over the lease term. ROU assets are recognized based on the corresponding lease liabilities adjusted for qualifying initial direct costs, prepaid or accrued lease payments and unamortized lease incentives. The Company has lease agreements with lease and non-lease components, which are accounted for as a single lease. Lease terms may include options to extend or terminate the lease which are incorporated into the Company's measurement when it is reasonably certain that the Company will exercise the option.
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| Research and Development Expense, Policy [Policy Text Block] | Research and Development Research and development expenses include costs directly and indirectly attributable to the conduct of research and development programs, and performance pursuant to certain customer contracts, including employee related costs, materials, supplies, depreciation and maintenance of equipment, the cost of services provided by outside contractors, including services related to the Company’s clinical trials and facility costs, such as rent, utilities, and general support services. All costs associated with research and development are expensed as incurred. Costs related to the acquisition of technology rights, for which development work is still in process, and that have no alternative future uses, are expensed as incurred.
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| Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | Goodwill The Company evaluates goodwill for impairment at least annually or as circumstances warrant. The impairment review process compares the fair value of the reporting unit in which goodwill resides to its carrying value. The Company operates as business and reporting unit. Therefore, the goodwill impairment analysis is performed on the basis of the Company as a whole, using the market capitalization of the Company as an estimate of its fair value.
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| Share-Based Payment Arrangement [Policy Text Block] | Share-based Compensation Stock-based compensation expense for all share-based payment awards made to employees and directors is determined on the grant date; for option awards, fair value was estimated using the Black-Scholes model. These compensation costs are recognized net of an estimated forfeiture rate over the requisite service periods of the awards. Forfeitures are estimated on the date of the respective grant and revised if actual or expected forfeiture activity differs from original estimates.
The fair value of restricted stock unit ("RSU") awards is determined by the value of our common stock and is recognized based on the portion of the requisite service period satisfied as of each valuation date. The fair valuation of the cash-settled awards changes based on changes in our common stock price. The portion of cash-settled RSUs that is recognized based on service period is reflected in accrued expenses and other current liabilities in our consolidated balance sheet. Increases (or decreases) in accrued expenses result in adjustments to earnings for the associated valuation updates.
The fair value of performance based restricted stock unit (“PSU”) awards are based on targets of our stock price. The Company uses a Monte Carlo simulation through a third party on the date of grant to estimate the fair value of the PSUs that are based on market conditions, or market-based PSUs. The compensation expense for PSUs is recognized using an accelerated amortization model.
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| Income Tax, Policy [Policy Text Block] | Income Taxes The Company recognizes income taxes utilizing the asset and liability method of accounting for income taxes. Under this method, deferred income taxes are recorded for temporary differences between financial statement carrying amounts and the tax basis of assets and liabilities at enacted tax rates expected to be in effect for the years in which the differences are expected to reverse. A valuation allowance is established if it is more likely than not that some or the entire deferred tax asset will not be realized. The recognition of a valuation allowance for deferred taxes requires management to make estimates and judgments about the Company’s future profitability which are inherently uncertain. The Company may recognize tax benefits from an uncertain tax position only if it is more likely than not that the tax position will be sustained on examination by the taxing authorities based on the technical merits of the position. The tax benefits recognized in the financial statements from such position should be measured based on the largest benefit that has a greater than fifty percent likelihood of being realized upon ultimate settlement. The Company re-evaluates uncertain tax positions and considers factors, including, but not limited to, changes in tax law, the measurement of tax positions taken or expected to be taken on tax returns, and changes in circumstances related to a tax position. The Company recognizes interest and penalties related to income tax matters in income tax expense.
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| Stockholders' Equity, Policy [Policy Text Block] | Repurchase of shares When shares recognized as equity are repurchased, the amount of the consideration paid, which includes directly attributable costs, is recognized as a deduction from equity. The excess of the purchase price above par value of repurchased shares that are retired is presented as an increase to accumulated deficit (or a reduction of retained earnings, if any).
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| Earnings Per Share, Policy [Policy Text Block] | Earnings (Loss) per Share Basic earnings per share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period, assuming potentially dilutive common shares from option exercises, RSUs, warrants and other incentives had been issued and any proceeds received in respect thereof were used to repurchase common stock at the average market price during the period. The assumed proceeds used to repurchase common stock is the sum of the amount to be paid to the Company upon exercise of options and warrants and the amount of compensation cost attributed to future services not yet recognized.
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| Fair Value of Financial Instruments, Policy [Policy Text Block] | Fair Value of Financial Instruments The carrying value of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses and other current liabilities approximates fair value due to the relatively short maturity of these instruments.
The measurement of fair value requires the use of techniques based on observable and unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. The inputs create the following fair value hierarchy:
There were no transfers between levels of the fair value hierarchy during 2024 or 2023. As of December 31, 2024 and December 31, 2023, the Company had approximately $53.5 million and $95.1 million, respectively, of cash equivalents classified as Level 1 financial instruments. There were Level 2 or Level 3 financial instruments as of December 31, 2024 or December 31, 2023.
For the years ended December 31, 2024, 2023 and 2022, interest income of $6.1 million, $4.2 million and $1.0 million, respectively, was included in Other income, net on the Consolidated Statements of Operations and Comprehensive Income.
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| Commitments and Contingencies, Policy [Policy Text Block] | Loss Contingencies The Company is subject to certain contingencies arising in the ordinary course of business. The Company records accruals for these contingencies to the extent that a loss is both probable and reasonably estimable. If some amount within a range of loss appears to be a better estimate than any other amount within the range, that amount is accrued. Alternatively, when no amount within a range of loss appears to be a better estimate than any other amount, the lowest amount in the range is accrued. The Company expenses legal costs associated with loss contingencies as incurred. We record anticipated recoveries under existing insurance contracts when recovery is assured.
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| Segment Reporting, Policy [Policy Text Block] | Segment Information The Company is managed and operated as one business. The entire business is managed by a single management team that reports to the Chief Executive Officer, who is the Chief Operating Decision Maker ("CODM"). Refer to Note 11 for further information on the Company's reportable segment.
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| New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In December 2023, the FASB issued ASU 2023-09, which requires disclosure of disaggregated income taxes paid, prescribes standard categories for the components of the effective tax rate reconciliation, and modifies other income tax-related disclosures. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024, may be applied prospectively or retrospectively, and allows for early adoption. These requirements are not expected to have an impact on our consolidated financial statements, but will impact our income tax disclosures.
In November 2024, the FASB issued ASU 2024-03, Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses, requiring public entities to disclose additional information about specific expense categories in the notes to the consolidated financial statements on an interim and annual basis. ASU 2024-03 is effective for fiscal years beginning after December 15, 2026, and for interim periods beginning after December 15, 2027, with early adoption permitted. The Company is currently evaluating the impact of adopting ASU 2024-03. |
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Note 2 - Summary of Significant Accounting Policies (Tables) |
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Dec. 31, 2024 | ||||||||||||||||||||||||||
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| Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] |
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Note 4 - Inventory (Tables) |
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| Schedule of Inventory, Current [Table Text Block] |
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Note 5 - Property, Plant and Equipment (Tables) |
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Note 6 - Accrued Expenses and Other Current Liabilities (Tables) |
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Dec. 31, 2024 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
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Note 7 - Per Share Data (Tables) |
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| Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] |
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Note 9 - Stock Compensation Plans (Tables) |
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| Schedule of Share-Based Payment Award, Employee Stock Purchase Plan, Valuation Assumptions [Table Text Block] |
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| Share-Based Payment Arrangement, Option, Activity [Table Text Block] |
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| Share-Based Payment Arrangement, Restricted Stock and Restricted Stock Unit, Activity [Table Text Block] |
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Note 10 - Income Taxes (Tables) |
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| Notes Tables | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] |
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| Schedule of Deferred Tax Assets and Liabilities [Table Text Block] |
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| Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] |
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| Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] |
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Note 11 - Segments and Geographic Information (Tables) |
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| Schedule of Segment Reporting Information, by Segment [Table Text Block] |
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| Revenue from External Customers by Geographic Areas [Table Text Block] |
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Note 12 - Commitments and Contingencies (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||
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Dec. 31, 2024 | |||||||||||||||||||||||||||||||
| Notes Tables | |||||||||||||||||||||||||||||||
| Lessee, Operating Lease, Liability, to be Paid, Maturity [Table Text Block] |
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Note 2 - Summary of Significant Accounting Policies 2 (Details Textual) |
Dec. 31, 2024 |
|---|---|
| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
| Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Period (Month) | 12 months |
Note 2 - Summary of Significant Accounting Policies - Change in Level 3 Liability (Details) |
12 Months Ended |
|---|---|
|
Dec. 31, 2022
USD ($)
| |
| Warrant liability at December 31, 2021 | $ 6,521,441 |
| Decrease in fair value of warrant liability | (400,663) |
| Exercise of warrants | (6,120,778) |
| Warrant liability at December 31, 2022 | $ 0 |
Note 4 - Inventory - Inventory (Details) - USD ($) |
Dec. 31, 2024 |
Dec. 31, 2023 |
|---|---|---|
| Raw materials | $ 134,535 | $ 8,061,800 |
| Work in-process | 40,417,411 | 53,649,859 |
| Finished goods | 9,011,934 | 2,506,678 |
| Inventory | $ 49,563,880 | $ 64,218,337 |
Note 5 - Property, Plant and Equipment (Details Textual) - USD ($) |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Depreciation, Depletion and Amortization | $ 538,421 | $ 538,293 | $ 517,643 |
Note 5 - Property, Plant and Equipment - Property, Plant and Equipment (Details) - USD ($) |
Dec. 31, 2024 |
Dec. 31, 2023 |
|---|---|---|
| Property, plant and equipment, gross | $ 7,358,917 | $ 6,914,657 |
| Less-accumulated depreciation | (6,060,494) | (5,582,949) |
| Property, plant and equipment, net | 1,298,423 | 1,331,708 |
| Leasehold Improvements [Member] | ||
| Property, plant and equipment, gross | 2,420,028 | 2,420,028 |
| Computer Equipment [Member] | ||
| Property, plant and equipment, gross | 450,511 | 468,937 |
| Furniture and Fixtures [Member] | ||
| Property, plant and equipment, gross | 347,045 | 347,045 |
| Operating Lease Right of Use Assets [Member] | ||
| Property, plant and equipment, gross | $ 4,141,333 | $ 3,678,647 |
Note 6 - Accrued Expenses - Accrued Expenses and Other Current Liabilities (Details) - USD ($) |
Dec. 31, 2024 |
Dec. 31, 2023 |
|---|---|---|
| Other | $ 2,429,897 | $ 2,087,379 |
| Professional fees | 1,473,956 | 445,653 |
| Lease liability, current portion | 546,820 | 564,009 |
| Research and development vendor costs | 446,412 | 418,681 |
| Compensation | 637,750 | 3,365,103 |
| Inventory | 105,275 | 3,300,985 |
| Accrued expenses and other current liabilities | $ 5,640,110 | $ 10,181,810 |
Note 6 - Accrued Expenses - Accrued Expenses and Other Current Liabilities (Details) (Parentheticals) |
Dec. 31, 2024 |
Dec. 31, 2023 |
|---|---|---|
| Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Accrued Liabilities, Current | Accrued Liabilities, Current |
Note 7 - Per Share Data (Details Textual) - shares |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | 48,642 | 32,660 | 17,388 |
Note 7 - Per Share Data - Reconciliation of the Basic and Diluted Loss Per Share (Details) - USD ($) |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Net income for basic earnings per share | $ 59,214,216 | $ 68,068,826 | $ 33,904,806 |
| Less: Change in fair value of warrants | 0 | 0 | 400,663 |
| Net income, adjusted for change in fair value of warrants for diluted earnings per share | $ 59,214,216 | $ 68,068,826 | $ 33,504,143 |
| Weighted-average shares (in shares) | 71,253,172 | 71,362,209 | 72,929,550 |
| Effect of potential common shares (in shares) | 652,540 | 317,061 | 616,951 |
| Weighted-average shares: diluted (in shares) | 71,905,712 | 71,679,270 | 73,546,501 |
| Basic earnings per share (in dollars per share) | $ 0.83 | $ 0.95 | $ 0.46 |
| Diluted earnings per share (in dollars per share) | $ 0.82 | $ 0.95 | $ 0.46 |
Note 8 - Stockholders' Equity (Details Textual) - USD ($) |
3 Months Ended | 12 Months Ended | |||
|---|---|---|---|---|---|
Mar. 31, 2024 |
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
Aug. 02, 2021 |
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| Capital Units, Authorized (in shares) | 620,000,000 | ||||
| Common Stock, Shares Authorized (in shares) | 600,000,000 | 600,000,000 | |||
| Preferred Stock, Shares Authorized (in shares) | 20,000,000 | ||||
| Preferred Stock, Shares Outstanding (in shares) | 0 | 0 | |||
| Stock Repurchase Program, Authorized Amount | $ 50,000,000 | ||||
| Stock Repurchased During Period, Shares (in shares) | 0 | 1,700,000 | |||
| Stock Repurchased During Period, Value | $ 11,072,511 | $ 13,006,331 | |||
| Excise Tax on Corporate Shares Repurchased | $ 100,000 | ||||
| Preferred Stock, Shares Issued (in shares) | 0 | 0 | |||
| S2024Q1Dividends [member] | |||||
| Common Stock, Dividends, Per Share, Declared (in dollars per share) | $ 0.6 | ||||
| Dividends | $ 43,000,000 | ||||
Note 9 - Stock Compensation Plans - Schedule of Valuation Assumptions (Details) |
12 Months Ended |
|---|---|
Dec. 31, 2024 | |
| Weighted Average Expected Life (in Years) (Year) | 10 years |
| Dividend Yield | 0.00% |
| Minimum [Member] | |
| Risk-free Interest Rate | 4.10% |
| Volatility | 75.30% |
| Maximum [Member] | |
| Risk-free Interest Rate | 4.20% |
| Volatility | 75.80% |
Note 9 - Stock Compensation Plans - Stock Options Activity (Details) - USD ($) |
12 Months Ended | |||||
|---|---|---|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
||||
| Exercised (in shares) | 0 | (100,000) | 0 | |||
| Stock Options [Member] | ||||||
| Outstanding (in shares) | [1] | 208,584 | ||||
| Outstanding, weighted average exercise price (in dollars per share) | $ 6.08 | |||||
| Granted (in shares) | 449,722 | |||||
| Granted, weighted average exercise price (in dollars per share) | $ 5.52 | |||||
| Exercised (in shares) | 0 | |||||
| Exercised, weighted average exercise price (in dollars per share) | $ 0 | |||||
| Canceled/Expired (in shares) | (29,049) | |||||
| Canceled/Expired, weighted average exercise price (in dollars per share) | $ 7.99 | |||||
| Outstanding (in shares) | 629,257 | 208,584 | [1] | |||
| Outstanding, weighted average exercise price (in dollars per share) | $ 5.59 | $ 6.08 | ||||
| Outstanding, weighted average remaining life (Year) | 8 years 5 months 4 days | |||||
| Outstanding, aggregate intrinsic value | $ 556,565,000 | |||||
| Vested and Expected to Vest (in shares) | 629,257 | |||||
| Vested and Expected to Vest, weighted average exercise price (in dollars per share) | $ 5.59 | |||||
| Vested and Expected to Vest, weighted average remaining life (Year) | 8 years 5 months 4 days | |||||
| Vested and Expected to Vest, aggregate intrinsic value | $ 556,565 | |||||
| Exercisable (in shares) | 182,824 | |||||
| Exercisable, weighted average exercise price (in dollars per share) | $ 5.83 | |||||
| Exercisable, weighted average remaining life (Year) | 6 years 9 months 3 days | |||||
| Exercisable, aggregate intrinsic value | $ 101,202,000 | |||||
| ||||||
Note 9 - Stock Compensation Plans - Restricted Stock and Restricted Stock Units (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares |
12 Months Ended | ||||||||
|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|||||||
| Outstanding (in shares) | [1] | 486,325 | |||||||
| Outstanding, weighted average grant date fair value (in dollars per share) | $ 8.56 | ||||||||
| Granted (in shares) | [2] | 558,729 | |||||||
| Share-Based Compensation Arrangement by Share-Based Payment Award, Equity Instruments Other than Options, Grants in Period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 5.51 | [2] | $ 6.14 | $ 9.4 | |||||
| Vested and released (in shares) | (428,454) | ||||||||
| Vested and released, weighted average grant date fair value (in dollars per share) | $ 5.99 | ||||||||
| Canceled/Expired (in shares) | (27,100) | ||||||||
| Canceled/Expired, weighted average grant date fair value (in dollars per share) | $ 6.4 | ||||||||
| Outstanding (in shares) | 589,500 | [2] | 486,325 | [1] | |||||
| Outstanding, weighted average grant date fair value (in dollars per share) | $ 5.86 | [2] | $ 8.56 | ||||||
| |||||||||
Note 10 - Income Taxes (Details Textual) - USD ($) |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Valuation Allowance, Deferred Tax Asset, Increase (Decrease), Amount | $ 22,000 | ||
| Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 21.00% | 21.00% |
| Unrecognized Tax Benefits that Would Impact Effective Tax Rate | $ 4,700,000 | ||
| Unrecognized Tax Benefits, Income Tax Penalties and Interest Accrued | 315,000 | $ 214,000 | |
| Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | $ (101,000) | $ (142,000) | |
| Domestic Tax Jurisdiction [Member] | |||
| Open Tax Year | 2021 | ||
| State and Local Jurisdiction [Member] | |||
| Open Tax Year | 2020 | ||
Note 10 - Income Taxes - Components of Income Tax Expense Benefit (Details) - USD ($) |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Federal | $ 16,526,685 | $ 23,698,658 | $ 13,154,619 |
| State and local | 131,813 | 792,477 | 897,285 |
| Foreign, current | 4,260 | 14,445 | 3,800 |
| Total current provision | 16,662,758 | 24,505,580 | 14,055,704 |
| Federal | 294,028 | (4,711,556) | (3,818,283) |
| State and local | (100,612) | (86,177) | (9,495) |
| Foreign, deferred | 0 | 0 | 0 |
| Total deferred provision (benefit) | 193,416 | (4,797,733) | (3,827,778) |
| Total provision | $ 16,856,174 | $ 19,707,847 | $ 10,227,926 |
Note 10 - Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) |
Dec. 31, 2024 |
Dec. 31, 2023 |
|---|---|---|
| State net operating losses | $ 1,166,400 | $ 1,194,814 |
| Inventory | 400,783 | 777,146 |
| Reserves and accruals | 85,716 | 666,772 |
| Amortization of intangible assets | 0 | 7,852 |
| Share-based compensation | 539,738 | 506,451 |
| Fixed Assets | 28,213 | 34,546 |
| Deferred revenue | 2,232,060 | 2,256,099 |
| Capitalized R&D | 7,028,480 | 6,198,455 |
| Lease liability | 294,503 | 319,074 |
| Other | 500,726 | 514,150 |
| Deferred income tax assets | 12,276,619 | 12,475,359 |
| Less: valuation allowance | (921,456) | (943,903) |
| Deferred income tax assets, net of valuation allowance | 11,355,163 | 11,531,456 |
| Amortization of goodwill | (194,093) | (192,130) |
| Property, plant and equipment | 0 | 0 |
| Other | (306,368) | (291,208) |
| Deferred income tax asset, net | $ 10,854,702 | $ 11,048,118 |
Note 10 - Income Taxes - Effective Tax Rate Reconciliation (Details) |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% | 21.00% | 21.00% |
| State and local taxes | 0.20% | 0.10% | 1.60% |
| Change in fair value of common stock warrant | 0.00% | 0.00% | (0.20%) |
| Section 162(m) limitation | 1.50% | 0.40% | 0.70% |
| Other | (0.50%) | 1.00% | 0.10% |
| Effective tax rate | 22.20% | 22.50% | 23.20% |
Note 10 - Income Taxes - Unrecognized Tax Benefits Roll Forward (Details) - USD ($) |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Balance at beginning of year | $ 5,081,610 | $ 5,103,548 | $ 5,602,587 |
| Additions | 51,227 | 0 | 0 |
| Reductions | 0 | (17,096) | (68,792) |
| Settlements | 0 | 0 | 0 |
| Lapses in applicable statutes of limitation | (440,208) | (4,842) | (430,247) |
| Balance at the end of the year | $ 4,692,629 | $ 5,081,610 | $ 5,103,548 |
Note 11 - Segments and Geographic Information (Details Textual) |
12 Months Ended |
|---|---|
Dec. 31, 2024 | |
| Number of Operating Segments | 1 |
| Number of Reportable Segments | 1 |
Note 11 - Segments and Geographic Information - Schedule of Operating Results (Details) - USD ($) |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Cost of sales and supportive services | $ 31,289,229 | $ 17,825,090 | $ 10,432,561 |
| Research and development | 12,310,797 | 16,427,942 | 22,525,642 |
| Income tax expense | 16,856,174 | 19,707,847 | 10,227,926 |
| Net and comprehensive income | 59,214,216 | 68,068,826 | 33,904,806 |
| Operating Segments [Member] | |||
| Revenue | 138,719,350 | 139,917,220 | 110,775,610 |
| Cost of sales and supportive services | 31,289,229 | 17,825,090 | 10,432,561 |
| Employee expenses | 14,189,116 | 13,058,095 | 11,772,293 |
| Research and development | 2,097,398 | 6,748,453 | 14,543,572 |
| Professional fee expenses | 3,837,929 | 4,820,843 | 3,090,985 |
| International promotion fees | 3,098,402 | 3,938,867 | 17,632,664 |
| Other segment items (1) | 14,254,475 | 9,922,345 | 10,212,445 |
| Interest income | (6,117,589) | (4,173,146) | (1,041,642) |
| Income tax expense | 16,856,174 | 19,707,847 | 10,227,926 |
| Net and comprehensive income | 59,214,216 | 68,068,826 | 33,904,806 |
| Product Sales and Supportive Services [Member] | Operating Segments [Member] | |||
| Revenue | 133,330,181 | 130,668,209 | 86,661,583 |
| Research and Development [Member] | Operating Segments [Member] | |||
| Revenue | $ 5,389,169 | $ 9,249,011 | $ 24,114,027 |
Note 11 - Segments and Geographic Information - Revenues by Geographic Region (Details) - USD ($) |
12 Months Ended | ||
|---|---|---|---|
Dec. 31, 2024 |
Dec. 31, 2023 |
Dec. 31, 2022 |
|
| Total revenues | $ 138,719,350 | $ 139,917,220 | $ 110,775,610 |
| UNITED STATES | |||
| Total revenues | 115,743,994 | 118,650,253 | 39,803,888 |
| Asia Pacific [Member] | |||
| Total revenues | 13,857,043 | 966,633 | 14,853,233 |
| CANADA | |||
| Total revenues | 737,677 | 0 | 38,875,657 |
| EMEA [Member] | |||
| Total revenues | 8,380,636 | 20,300,334 | 16,270,033 |
| Other [Member] | |||
| Total revenues | 0 | 0 | 972,799 |
| Non-US [Member] | |||
| Total revenues | $ 22,975,356 | $ 21,266,967 | $ 70,971,722 |
Note 12 - Commitments and Contingencies (Details Textual) $ in Millions |
3 Months Ended | 12 Months Ended | |||
|---|---|---|---|---|---|
Jan. 01, 2018 |
Jun. 30, 2024
USD ($)
|
Dec. 31, 2024
USD ($)
|
Dec. 31, 2023
USD ($)
|
May 26, 2017
ft²
|
|
| Operating Lease, Cost | $ 0.6 | $ 0.6 | |||
| Operating Lease, Payments | $ 0.7 | $ 0.7 | |||
| Operating Lease, Weighted Average Remaining Lease Term (Year) | 2 years 2 months 23 days | ||||
| Operating Lease, Weighted Average Discount Rate, Percent | 9.95% | ||||
| Operating Lease, Liability, Noncurrent | $ 0.8 | ||||
| Purchase Commitment, Remaining Minimum Amount Committed | $ 2.4 | ||||
| Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Other Liabilities | ||||
| Two Years, Option Renewal Term [Member] | Facilities and Office Space in Corvallis Oregon [Member] | |||||
| Lessee, Operating Lease, Number of Renewal Options | 2 | ||||
| Lessee, Operating Lease, Renewal Term (Year) | 2 years | ||||
| Three Years, Option RenewalTerm [Member] | Facilities and Office Space in Corvallis Oregon [Member] | |||||
| Lessee, Operating Lease, Renewal Term (Year) | 3 years | ||||
| Increase (Decrease) in Operating Right-of-use Assets | $ 0.5 | ||||
| The New HQ Lease [Member] | MacAndrews and Forbes Incorporated [Member] | |||||
| Lessee, Operating Lease, Term of Contract (Year) | 10 years | ||||
| Area of Real Estate Property (Square Foot) | ft² | 3,200 | ||||
Note 12 - Commitments and Contingencies - Maturity of Lease Liabilities (Details) |
Dec. 31, 2024
USD ($)
|
|---|---|
| 2025 | $ 626,440 |
| 2026 | 686,190 |
| 2027 | 165,916 |
| Total undiscounted cash flows under operating leases | 1,478,546 |
| Less: Imputed interest | (115,477) |
| Present value of lease liabilities | $ 1,363,069 |
Note 13 - Related Party Transactions (Details Textual) |
12 Months Ended | ||||
|---|---|---|---|---|---|
|
Dec. 31, 2024
USD ($)
|
Sep. 26, 2024
USD ($)
|
May 26, 2017
USD ($)
ft²
|
Dec. 31, 2024
USD ($)
|
Dec. 31, 2023
USD ($)
|
|
| MacAndrews and Forbes Incorporated [Member] | The New HQ Lease [Member] | |||||
| Accounts Payable and Accrued Liabilities | $ 0 | $ 0 | $ 0 | ||
| Area of Real Estate Property (Square Foot) | ft² | 3,200 | ||||
| Monthly Rent During Initial Period | $ 25,333 | ||||
| Monthly Rent, Initial Period (Month) | 63 months | ||||
| Monthly Rent After Initial Period | $ 29,333 | ||||
| Monthly Facility Fee, Second Year | $ 3,333 | ||||
| Monthly Facility Fee, Yearly Rate Increase After Second Year | 5.00% | ||||
| Monthly Facility Fee, Final Year | $ 4,925 | ||||
| Operating Lease, Expense | 400,000 | ||||
| Director [Member] | |||||
| Consulting Agreement, Monthly Fee | 20,000 | 20,000 | 20,000 | ||
| Legal Fees | 240,000 | ||||
| Accounts Payable and Accrued Liabilities | 0 | $ 0 | $ 0 | ||
| Consulting Payment If Request for Proposal or Request for Information Received Before July 1, 2025 | $ 120,000 | ||||
| Consulting Payment If Request For Proposal Or Request For Information Received Before January 1 2025 | $ 240,000 | ||||
| Consulting Payment, If Request for Proposal or Request for Information Received Before April 1, 2025 | $ 180,000 |