0001558370-21-002093 | 10-K | XBRL Viewer | Cyclacel Pharmaceuticals INC

Document and Entity Information - USD ($)	12 Months Ended
Document and Entity Information - USD ($)	Dec. 31, 2020	Feb. 24, 2021	Jun. 30, 2020
Document and Entity Information [Abstract]
Document Type	10-K
Document Period End Date	Dec. 31, 2020
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2020
Document Fiscal Period Focus	FY
Entity Registrant Name	Cyclacel Pharmaceuticals, Inc.
Entity Central Index Key	0001130166
Amendment Flag	false
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Public Float			$ 22,609,904
Entity Common Stock, Shares Outstanding		7,103,650

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 33,406	$ 11,885
Prepaid expenses and other current assets	2,063	2,132
Total current assets	35,469	14,017
Property and equipment, net	106	27
Right-of-use lease asset	1,227	1,264
Total assets	36,802	15,308
Current liabilities:
Accounts payable	514	890
Accrued and other current liabilities	1,972	1,530
Total current liabilities	2,486	2,420
Lease liability	1,057	1,191
Total liabilities	3,543	3,611
Stockholders' equity:
Preferred stock, value
Common stock, $0.001 par value; 100,000,000 shares authorized at December 31, 2019 and December 31, 2020; 859,998 and 6,246,896 shares issued and outstanding at December 31, 2019 and December 31, 2020.	6	1
Additional paid-in capital	400,071	370,142
Accumulated other comprehensive loss	(746)	(819)
Accumulated deficit	(366,072)	(357,627)
Total stockholders' equity	33,259	11,697
Total liabilities and stockholders' equity	36,802	15,308
6% Convertible Exchangeable Preferred Stock [Member]
Stockholders' equity:
Preferred stock, value
Series A Convertible Preferred Stock [Member]
Stockholders' equity:
Preferred stock, value
Series B Convertible Preferred Stock [Member]
Stockholders' equity:
Preferred stock, value

CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($)	12 Months Ended
CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	5,000,000	5,000,000
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	100,000,000	100,000,000
Common stock, shares issued	6,246,896	859,998
Common stock, shares outstanding	6,246,896	859,998
6% Convertible Exchangeable Preferred Stock [Member]
Preferred stock, shares issued	335,273	335,273
Preferred stock, shares outstanding	335,273	335,273
Dividend rate on convertible exchangeable preferred stock (in percent)	6.00%	6.00%
Preferred stock, liquidation preference value (in dollars)	$ 4,006,512	$ 4,006,512
Series A Convertible Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares issued	264	264
Preferred stock, shares outstanding	264	264
Series B Convertible Preferred Stock [Member]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares issued	237,745	0
Preferred stock, shares outstanding	237,745	0

CONSOLIDATED STATEMENTS OF OPERATIONS (LOSS) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Revenues:
Total revenues
Operating expenses:
Research and development	4,759	4,658
General and administrative	5,877	5,024
Total operating expenses	10,636	9,682
Operating loss	(10,636)	(9,682)
Other income (expense):
Foreign exchange gains (losses)	22	101
Interest income	42	224
Other income, net	891	231
Total other income, net	955	556
Loss before taxes	(9,681)	(9,126)
Income tax benefit	1,236	1,296
Net loss	(8,445)	(7,830)
Dividend on convertible exchangeable preferred shares	(201)	(201)
Beneficial conversion feature of Series B preferred stock	(3,775)
Net loss applicable to common shareholders	$ (12,421)	$ (8,031)
Basic and diluted earnings per common share:
Net loss per share - basic and diluted (in dollars per share)	$ (3.42)	$ (9.84)
Weighted average common shares outstanding - basic and diluted (in shares)	3,633,385	816,080

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Unaudited) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net loss	$ (8,445)	$ (7,830)
Translation adjustment	(7,491)	(6,812)
Unrealized foreign exchange gain on intercompany loans	7,564	6,753
Comprehensive loss	$ (8,372)	$ (7,889)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Preferred Stock [Member]	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Other Comprehensive Loss [Member]	Accumulated Deficit [Member]	Total
Balance at Dec. 31, 2018		$ 1	$ 365,828	$ (760)	$ (349,797)	$ 15,272
Balance (in shares) at Dec. 31, 2018	335,537	624,872
Issue of common stock on At Market Issuance sales agreement, net of expenses		$ 0	4,049			4,049
Issue of common stock on At Market Issuance sales agreement, net of expenses (in shares)		235,126
Stock-based compensation			466			466
Preferred stock dividends			(201)			(201)
Unrealized foreign exchange on intercompany loans				6,753		6,753
Translation adjustment				(6,812)		(6,812)
Loss for the period					(7,830)	(7,830)
Balance at Dec. 31, 2019		$ 1	370,142	(819)	(357,627)	11,697
Balance (in shares) at Dec. 31, 2019	335,537	859,998
Issue of common stock, preferred stock, pre-funded warrants and warrants on equity financing, net of expenses		$ 4	21,441			21,445
Issue of common stock, preferred stock, pre-funded warrants and warrants on equity financing, net of expenses (in shares)	237,745	4,485,898
Beneficial conversion feature of Series B preferred stock			3,775			3,775
Warrant exercise		$ 1	4,484			4,485
Warrant exercise (in shares)		901,000
Stock-based compensation			430			430
Preferred stock dividends			(201)			(201)
Unrealized foreign exchange on intercompany loans				7,564		7,564
Translation adjustment				(7,491)		(7,491)
Loss for the period					(8,445)	(8,445)
Balance at Dec. 31, 2020		$ 6	$ 400,071	$ (746)	$ (366,072)	$ 33,259
Balance (in shares) at Dec. 31, 2020	573,282	6,246,896

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Operating activities:
Net loss	$ (8,445)	$ (7,830)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation	20	20
Gain on disposal of property and equipment		(38)
Stock-based compensation	430	466
Changes in lease liability	(93)	(71)
Changes in operating assets and liabilities:
Prepaid expenses and other assets	124	214
Accounts payable and other current liabilities	30	(2,208)
Net cash used in operating activities	(7,934)	(9,447)
Investing activities:
Purchase of property, plant and equipment	(96)	(10)
Proceeds from sale of property and equipment		38
Net cash provided by (used in) investing activities	(96)	28
Financing activities:
Proceeds from issuing common stock, preferred stock and pre-funded warrants, net of issuance costs	29,705	4,049
Payment of preferred stock dividend	(201)	(201)
Net cash provided by financing activities	29,504	3,848
Effect of exchange rate changes on cash and cash equivalents	47	(48)
Net increase in cash and cash equivalents	21,521	(5,619)
Cash and cash equivalents, beginning of period	11,885	17,504
Cash and cash equivalents, end of period	33,406	11,885
Supplemental cash flow information:
Cash received during the period for: Interest	42	224
Cash received during the period for: Taxes	1,291	1,163
Lease liability		(1,505)
Right-of-use asset		1,385
Non cash financing activities:
Accrual of preferred stock dividends	$ 50	$ 50

Organization of the Company and Basis of Presentation

12 Months Ended

Dec. 31, 2020

Organization of the Company and Basis of Presentation [Abstract]

Organization of the Company and Basis of Presentation

CYCLACEL PHARMACEUTICALS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

1. Organization of the Company and Basis of Presentation

Cyclacel Pharmaceuticals, Inc. (“Cyclacel” or “the Company”) is a clinical-stage biopharmaceutical company using cell cycle control, transcriptional regulation and DNA damage response biology to develop innovative, targeted medicines for cancer and other proliferative diseases. Cyclacel is a pioneer company in the field of cell cycle biology with a vision to improve patient healthcare by translating cancer biology into medicines.

As of December 31, 2020, substantially all efforts of the Company to date have been devoted to performing research and development, conducting clinical trials, developing and acquiring intellectual property, raising capital and recruiting and training personnel.

The Company is subject to risks and uncertainties common to early-stage companies in the biopharmaceutical industry, including, but not limited to, the fact that drug candidates developed by the Company typically will require approvals or clearances from the FDA, EMA or other similar regulatory agencies in other countries prior to commercial sales. There can be no assurance that the Company’s drug candidates will receive any of the required approvals or clearances. If any of the Company’s drug candidates are denied approval or clearance or such approval is delayed, or if the Company is unable to obtain the necessary financing to complete development and approval, there will be a material adverse impact on the Company’s financial condition and results of operations.

Through December 31, 2020, the Company has funded all of its operations and capital expenditures with proceeds from the issuance of public equity securities, private placements of securities, government grants, research and development tax credits, interest on investments, royalty income, product revenue and licensing revenue. The Company has incurred recurring losses since its inception, including net losses of $7.8 million and $8.5 million for the years ended December 31, 2019 and 2020, respectively. As of December 31, 2020, the Company had an accumulated deficit of $366.1 million. The Company expects to continue to generate operating losses for the foreseeable future due to, among other things, costs related to the clinical development of its drug candidates, its preclinical programs and its administrative organization.

Going Concern

Management considers that there are no conditions or events, in the aggregate, that raise substantial doubt about the entity’s ability to continue as a going concern for a period of at least one year from the date the financial statements are issued. The Company expects that its cash of $33.4 million as of December 31, 2020 will be sufficient to fund its operating expenses and capital expenditure requirements through 2022.

This evaluation is based on relevant conditions and events that are known and reasonably knowable at the date that the financial statements are issued, including:

The Company’s current financial condition, including its liquidity sources

The Company’s conditional and unconditional obligations due or anticipated within one year

The funds necessary to maintain the Company’s operations considering its current financial condition, obligations, and other expected cash flows, and

Other conditions and events, when considered in conjunction with the above that may adversely affect the Company’s ability to meet its obligations.

The future viability of the Company beyond 2022 is dependent on its ability to raise additional capital to finance its operations. The Company does not currently have sufficient funds to complete development and commercialization of any of its drug candidates. Additional funding may not be available to the Company on favorable terms, or at all. If the Company is not able to secure additional funding when needed, it may have to delay, reduce the scope of or eliminate one or more of its clinical trials or research and development programs or make changes to its operating plan. In addition, it may have to partner one or more of its product candidate programs at an earlier stage of development, which would lower the economic value of those programs to the Company. The Company’s inability to raise capital as and when needed could have a negative impact on its financial condition and ability to pursue its business strategies.

Basis of Presentation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP and include the financial statements of Cyclacel Pharmaceuticals, Inc. and all of the Company’s wholly owned subsidiaries. All intercompany accounts and transactions have been eliminated.

Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2020

Summary of Significant Accounting Policies [Abstract]

Summary of Significant Accounting Policies

2. Summary of Significant Accounting Policies

Use of Estimates

The preparation of financial statements in accordance with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities and related disclosures of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Critical estimates include inputs used to determine clinical trial accruals and stock-based compensation expense. Cyclacel reviews its estimates on an ongoing basis. The estimates are based on historical experience and on various other assumptions that the Company believes to be reasonable under the circumstances. Actual results may differ from these estimates. Cyclacel believes the judgments and estimates required by the following accounting policies to be significant in the preparation of the Company’s consolidated financial statements.

Foreign Currency and Currency Translation

Transactions that are denominated in a foreign currency are remeasured into the functional currency at the current exchange rate on the date of the transaction. Any foreign currency-denominated monetary assets and liabilities are subsequently remeasured at current exchange rates, with gains or losses recognized as foreign exchange (losses) gains in the statement of operations.

The assets and liabilities of the Company’s international subsidiary are translated from its functional currency into United States dollars at exchange rates prevailing at the balance sheet date. Average rates of exchange during the period are used to translate the statement of operations, while historical rates of exchange are used to translate any equity transactions. Translation adjustments arising on consolidation due to differences between average rates and balance sheet rates, as well as unrealized foreign exchange gains or losses arising from translation of intercompany loans that are of a long-term-investment nature, are recorded in other comprehensive loss.

Cash and Cash Equivalents

Financial instruments that potentially expose the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company considers all highly liquid investments with an original maturity of three months or less at the time of initial purchase to be cash equivalents. The objectives of the Company’s cash management policy are to safeguard and preserve funds, to maintain liquidity sufficient to meet Cyclacel’s cash flow requirements and to attain a market rate of return. The Company deposits its cash in financial institutions that it believes have high credit quality and has not experienced any losses on such accounts and does not believe it is exposed to any significant credit risk on cash and cash equivalents.

The Company’s cash and cash equivalents balance at December 31, 2020 was $33.4 million and it maintains its cash accounts in several entities both within the United States and the United Kingdom. The total cash balances for amounts held in the United States are insured by the Federal Deposit Insurance Corporation, or FDIC up to $250,000 per account. The Company has cash balances exceeding the balance insured by the FDIC that totaled approximately $31.8 million at December 31, 2020. The total cash balances for amounts held in the United Kingdom are insured by the UK Government Financial Services Compensation Scheme, or FSCS up to £85,000 per account. The Company has cash balances exceeding the balance insured by the FSCS that totaled approximately $1.3 million at December 31, 2020.

Property and Equipment

The components of property and equipment are stated at cost and depreciated on a straight-line basis over the estimated useful lives of the related assets, which are generally three to five years. Amortization of leasehold improvements is performed using the straight-line method over the shorter of the remaining lease term or the estimated useful life of the related assets, currently between five and fifteen years. Upon sale or retirement of assets, the costs and related accumulated depreciation and amortization are removed from the balance sheet and the resulting gain or loss on sale is reflected as a component of operating income or loss. Expenditures for maintenance and repairs are charged to operating expenses as incurred.

Impairment of Long-lived Assets

The Company reviews property and equipment for impairment whenever events or changes in business circumstances indicate that the carrying amount of the assets may not be fully recoverable. The Company assesses the recoverability of the potentially affected long-lived assets by determining whether the carrying value of such assets can be recovered through undiscounted future operating cash flows.

Impairment, if any, is measured as the amount by which the carrying amount of a long-lived asset (or asset group) exceeds its fair value.

Fair Value of Financial Instruments

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Assets and liabilities measured at fair value are classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable:

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

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

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

The carrying values of cash and cash equivalents, other receivables, accounts payable and accrued expenses approximate their fair values due to the short-term nature of these assets and liabilities.

Segments

The Company is managed and operated as one business which is focused on using cell cycle, transcriptional regulation and mitosis control biology to develop innovative, targeted medicines for cancer and other proliferative diseases. The entire business is managed by a single management team that reports to the Chief Executive Officer. The Company does not operate separate lines of business with respect to any of its products or product candidates and the Company does not prepare discrete financial information with respect to separate products or product candidates or by location. Accordingly, the Company views its business as one reportable operating segment with development operations in two geographic areas, namely the United States and the United Kingdom.

Revenue Recognition

The Company recognizes revenue in accordance to Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers, or ASC 606.

The Company had no revenue in 2019 or 2020 under such contracts. Royalty income, if any, is recognized when the licensee sells the underlying product to which the royalty relates.

Other Income

Other income is primarily related to royalty income received under a historical Asset Purchase Agreement for activities which are not part of the Company’s ongoing operations and activities.

Research and Development Expenditures

Research and development expenses consist primarily of costs associated with the Company’s product candidates, upfront fees, milestones, compensation and other expenses for research and development personnel, supplies and development materials, costs for consultants and related contract research, facility costs and depreciation. Expenditures relating to research and development are expensed as incurred.

Clinical Trial Accounting

Data management and monitoring of the Company’s clinical trials are performed with the assistance of contract research organizations, or CROs or clinical research associates, or CRAs in accordance with the Company’s standard operating procedures. Typically, CROs and CRAs bill monthly for services performed, and others bill based upon milestones achieved. For outstanding amounts, the Company accrues unbilled clinical trial expenses based on estimates of the level of services performed each period. Costs of setting up clinical trial sites for participation in the trials are recognized upon execution of the clinical trial agreement and expensed immediately as research and development expenses. Clinical trial costs related to patient enrollment are accrued as patients are entered into and progress through the trial.

Patent Costs

Patent prosecution costs are charged to general and administrative expenses as incurred as recoverability of such expenditure is uncertain.

Leases

The Company accounts for lease contracts in accordance with ASC 842. As of December 31, 2019 and 2020, all of the Company’s leases are classified as operating leases.

The Company recognizes an asset for the right to use an underlying leased asset for the lease term and records lease liabilities based on the present value of the Company’s obligation to make lease payments under the lease. As the Company’s leases do not indicate an implicit rate, the Company uses a best estimate of its incremental borrowing rate to discount the future lease payments. The Company estimates its incremental borrowing rate based on observable information about risk-free interest rates that are the same tenure as the lease term, adjusted for various factors, including the effects of assumed collateral, the nature of how the loan is repaid (e.g., amortizing versus bullet), and the Company’s credit risk.

The Company evaluates options included in its lease agreements to extend or terminate the lease. The Company will reflect the effects of exercising those options in the lease term when it is reasonably certain that the Company will exercise that option. In assessing whether it is reasonably certain that the Company will exercise an option, the Company considers factors such as:

The lease payments due in any optional period;

Penalties for failure to exercise (or not exercise) the option;

Market factors, such as the availability of similar assets and current rental rates for such assets;

The nature of the underlying leased asset and its importance to the Company’s operations; and

The remaining useful lives of any related leasehold improvements.

Lease expense for the Company’s operating leases are recognized on a straight-line basis over the lease term. Variable lease payments, if any, are recognized in the period when the obligation to make those payments is incurred. Lease incentives received prior to lease commencement are recorded as a reduction in the right-of-use asset. Fixed lease incentives received after lease commencement reduces both the lease liability and the right-of-use asset.

The Company has elected an accounting policy to account for the lease and non-lease components as a single lease component.

Stock-based Compensation

The Company measures all stock options and other stock-based awards granted to employees and directors based on the fair value on the date of the grant and recognizes compensation expense of those awards over the requisite service period, which for the Company is the period between the grant date and the date the award vests or becomes exercisable. Most of the awards granted by the Company vest ratably over three or four years. However, certain awards granted to members of the Company’s Board of Directors vest in their entirety on the one-year anniversary following the date of grant. Generally, the Company issues stock options and restricted stock awards to employees with only service-based vesting conditions and records the expense for these awards using the straight-line method. However, in certain years, the Company will grant share-based payment awards to employees that are dependent upon the fulfillment of certain clinical and financial conditions. In such instances where the performance condition must be met for the award to vest, the company only recognizes compensation expense when the award is probable of vesting (See Note 11 — Stock-Based Compensation).

The Company classifies stock-based compensation expense in its statement of operations in the same manner in which the award recipient’s payroll costs are classified. The Company accounts for forfeitures as they occur.

The fair value of restricted stock and restricted stock units is determined based on the number of shares granted and the quoted price of the Company’s common stock on the date of grant. The determination of grant-date fair value for stock option awards is estimated using the Black-Scholes model, which includes variables such as the expected volatility of the Company’s share price, expected term of the award, interest rates, and dividend yields.

The Company relies exclusively on its historical volatility as an input to the option pricing model as management believes that this rate will be representative of future volatility over the expected term of the options.

The expected term assumption is estimated using past history of early exercise behavior and expectations about future behaviors.

The weighted average risk-free interest rate represents interest rate for treasury constant maturities published by the Federal Reserve Board. If the term of available treasury constant maturity instruments is not equal to the expected term of an employee option, Cyclacel uses the weighted average of the two Federal Reserve securities closest to the expected term of the employee option.

The expected dividend yield is zero, based on the fact that the Company has never paid cash dividends on common stock and does not expect to pay any cash dividends in the foreseeable future.

Income Taxes

The Company accounts for income taxes using the liability method. Under this method, deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to affect taxable income. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized.

The Company accounts for uncertainty in income taxes recognized in the financial statements by applying a two-step process to determine the amount of tax benefit to be recognized. First, the tax position must be evaluated to determine the likelihood that it will be sustained upon external examination by the taxing authorities. If the tax position is deemed more-likely-than-not to be sustained, the tax position is then assessed to determine the amount of benefit to recognize in the financial statements. The amount of the benefit that may be recognized is the largest amount that has a greater than 50% likelihood of being realized upon ultimate settlement. The provision for income taxes includes the effects of any resulting tax reserves for unrecognized tax benefits that are considered appropriate as well as the related net interest and penalties.

Credit is taken in the accounting period for research and development tax credits, which will be claimed from H.M. Revenue & Customs, or HMRC, the United Kingdom’s taxation and customs authority, in respect of qualifying research and development costs incurred in the same accounting period.

Net Loss Per Common Share

The Company calculates net loss per common share in accordance with ASC 260 “Earnings Per Share”, or ASC 260. Basic and diluted net loss per common share was determined by dividing net loss applicable to common stockholders by the weighted average number of common shares outstanding during the period.

In periods in which the Company reports a net loss attributable to common stockholders, diluted net loss per share attributable to common stockholders is the same as basic net loss per share attributable to common stockholders since potentially dilutive common shares are not assumed to have been issued if their effect is anti-dilutive. The Company reported a net loss attributable to common stockholders for the years ended December 31, 2019 and 2020.

Comprehensive Income (Loss)

All components of comprehensive income (loss), including net income (loss), are reported in the financial statements in the period in which they are recognized. Comprehensive income (loss) is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Net income (loss) and other comprehensive income (loss), including foreign currency translation adjustments, are reported, net of any related tax effect as applicable, to arrive at comprehensive income (loss). No taxes were recorded on items of other comprehensive income (loss). There were no reclassifications out of other comprehensive income (loss) during the years ended December 31, 2019 and 2020.

Recently Issued Accounting Pronouncements

In July 2017, the FASB issued Accounting Standards Update, or ASU, No. 2017‑11, Accounting for Certain Financial Instruments with Down Round Features, or ASU 2017‑11, which simplifies the accounting for certain financial instruments with down-round features. A down round feature is a provision in a financial instrument that reduces the strike price of an issued financial instrument if the issuer sells shares of its stock for an amount less than the currently stated strike price of the issued financial instrument or issues an equity-linked financial instrument with a strike price below the currently stated strike price of the issued financial instrument. ASU 2017‑11 was effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018. This standard did not have a material impact on the company’s consolidated financial statements.

In February 2016, the FASB issued guidance on accounting for leases in ASU No. 2016‑02. The guidance requires that lessees recognize a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis; and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term at the commencement date. The guidance was effective for fiscal years beginning after December 15, 2018. The Company has applied the new leases standard at the adoption date. Upon adoption, there was no cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. However, upon adoption of ASU No. 2016-02, the Company initially recognized an operating lease liability, and a corresponding right-of-use asset, of approximately $1.5 million.

The Company has elected the package of practical expedients permitted in ASC 842. Accordingly, the Company accounted for its existing operating leases as operating leases under the new guidance, without reassessing (a) whether the contracts contain a lease under ASC 842, (b) whether classification of the operating leases would be different in accordance with ASC 842, (c) whether any unamortized initial direct costs would have met the definition of initial direct costs in ASC 842 at lease commencement, or (d) whether existing or expired land easements contain a lease under ASC 842. In addition, the Company has elected an accounting policy to not allocate payments made under the lease agreement between lease and non-lease components.

Significant Contracts	12 Months Ended
Significant Contracts	Dec. 31, 2020
Significant Contracts Disclosure [Abstract]
Significant Contracts	3. Significant Contracts Distribution, Licensing and Research Agreements The Company has entered into licensing agreements with academic and research organizations. Under the terms of these agreements, the Company has received licenses to technology and patent applications. The Company is required to pay royalties on future sales of products employing the technology or falling under claims of patent applications. Under the Daiichi Sankyo license under which the Company licenses certain patent rights for sapacitabine. The Company is under an obligation to use reasonable endeavors to develop a product and obtain regulatory approval to sell a product and has agreed to pay Daiichi Sankyo an up-front fee, reimbursement for Daiichi Sankyo’s enumerated expenses, milestone payments and royalties on a country-by-country basis. The up-front fee, Phase 3 entry milestone, and certain past reimbursements have been paid. A further $10.0 million in aggregate milestone payments could be payable subject to achievement of all the specific contractual milestones which are primarily related to regulatory approval in various territories, and the Company’s decision to continue with these projects. Royalties are payable in each country for the term of patent protection in the country or for ten years following the first commercial sale of licensed products in the country, whichever is later. If the Company wishes to appoint a third party to develop or commercialize a sapacitabine-based product in Japan, within certain limitations, Daiichi Sankyo must be notified and given a right of first refusal, with the right of first refusal ending sixty days after notification, to develop and/or commercialize in Japan. In general, the license may be terminated by the Company for technical, scientific, efficacy, safety, or commercial reasons on six months’ notice, or twelve months’ notice, if after a launch of a sapacitabine-based product, or by either party for material default. There were no milestones earned in 2019 or 2020. On October 1, 2018, the Company entered into a three-year Clinical Collaboration Agreement, or CCA with The University of Texas MD Anderson Cancer Center, or MD Anderson. The main objective of the CCA is to clinically evaluate the safety and efficacy of three Cyclacel medicines in patients with hematological malignancies, including chronic lymphocytic leukemias, acute myeloid leukemias, myelodysplastic syndromes and other advanced leukemias. Under the terms of the CCA, MD Anderson will conduct four clinical studies with a total projected enrollment of up to 170 patients. Under the risk-sharing agreement MD Anderson will assume the patient costs for all studies and Cyclacel, who is the sponsor, will provide investigational drugs and other limited support. Upon first commercial sale in specific indications studied in the alliance, Cyclacel will make certain payments to MD Anderson.

Cash and Cash Equivalents

12 Months Ended

Dec. 31, 2020

Cash and Cash Equivalents

Cash and Cash Equivalents

4. Cash and Cash Equivalents

The following is a summary of cash and cash equivalents at December 31, 2019 and 2020 (in thousands):


	December 31,
	2019		2020
Cash	$	743	$	28,080
Investments with original maturity of less than three months at the time of purchase		11,142		5,326
Total cash and cash equivalents	$	11,885	$	33,406

Investments with original maturity of less than three months at time of purchase are made up of money market funds and commercial paper.

Fair Value of Financial Assets and Liabilities

12 Months Ended

Dec. 31, 2020

Fair Value of Financial Assets and Liabilities

Fair Value of Financial Assets and Liabilities

5. Fair Value of Financial Assets and Liabilities

The following tables present information about the Company’s financial assets and liabilities measured at fair value on a recurring basis and indicate the level of the fair value hierarchy utilized to determine such fair values (in thousands):


	Fair Value Measurements
	as of December 31, 2019 Using:
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	11,142	$	—	$	—	$	11,142
Total Assets	$	11,142	$	—	$	—	$	11,142


	Fair Value Measurements
	as of December 31, 2020 Using:
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	5,326	$	—	$	—	$	5,326
Total Assets	$	5,326	$	—	$	—	$	5,326

- Definition

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

+ References + Details

Prepaid Expenses and Other Current Assets

12 Months Ended

Dec. 31, 2020

Prepaid Expenses And Other Current Assets [Abstract]

Prepaid Expenses and Other Current Assets

6. Prepaid Expenses and Other Current Assets

The following is a summary of prepaid expenses and other current assets at December 31, 2019 and 2020 (in thousands):


	December 31,		December 31,
	2019		2020
Research and development tax credit receivable	$	1,326	$	1,313
Prepayments and VAT receivable		703		684
Other current assets		103		66
	$	2,132	$	2,063

Property and Equipment

12 Months Ended

Dec. 31, 2020

Property, Plant and Equipment [Abstract]

Property and Equipment

7. Property and Equipment

Property and equipment consisted of the following at December 31, 2019 and 2020 (in thousands):


		December 31,
	Lives in years	2019		2020
Leasehold improvements	5 to 15	$	824	$	409
Research and laboratory equipment	3 to 5		4,287		—
Office equipment and furniture	3 to 5		1,169		583
			6,280		992
Less: accumulated depreciation and amortization			(6,253)		(886)
		$	27	$	106

Depreciation and amortization expense for property and equipment was $20,000 for each of the years ended December 31, 2019 and 2020. During the year ended December 31, 2020, the Company wrote-off fully depreciated assets which were no longer in use and had no associated re-sale value other than scrap value.

Accrued and Other Current Liabilities

12 Months Ended

Dec. 31, 2020

Payables And Accruals [Abstract]

Accrued and Other Current Liabilities

8. Accrued and Other Current Liabilities

Accrued and other current liabilities consisted of the following at December 31, 2019 and 2020 (in thousands):


	December 31,		December 31,
	2019		2020
Accrued research and development	$	617	$	781
Accrued legal and professional fees		235		325
Other current liabilities		678		866
	$	1,530	$	1,972

Commitments and Contingencies

12 Months Ended

Dec. 31, 2020

Commitments and Contingencies

Commitments and Contingencies

9. Commitments and Contingencies

General

Please refer to Note 3 — Significant Contracts for further discussion of certain of the Company’s commitments and contingencies.

Leases

In October 2000, the Company entered into a twenty-five year lease for its research and development facility in Dundee, Scotland. In August 2020, the Company extended for a further two years, the lease for its corporate headquarters facility in Berkeley Heights, New Jersey.

Rent expense, which includes lease payments related to the Company’s research and development facilities and corporate headquarters and other rent related expenses was $0.4 million each of the years ended December 31, 2019 and 2020.

The following is a summary of the Company’s future contractual obligations and commitments relating to its facilities leases as at December 31, 2020 (in thousands):


	Operating Lease
	Obligation
2021	$	414
2022		386
2023		348
2024		345
2025		278
thereafter		—
Total future minimum lease obligations	$	1,771

Stockholders' Equity	12 Months Ended
Stockholders' Equity	Dec. 31, 2020
Stockholders' Equity [Abstract]
Stockholders’ Equity	10. Stockholders’ Equity The Company has completed the following equity issuances during the periods presented in the consolidated financial statements. December 2020 equity financing On December 18, 2020, Cyclacel Pharmaceuticals, Inc. (the “Company”) entered into a Securities Purchase Agreement (the “Purchase Agreement”) with Acorn Bioventures, LP (the “Purchaser”), pursuant to which the Company agreed to offer, issue and sell to the Purchaser, (i) in a registered direct offering, (a) an aggregate of 485,912 shares (the “Common Shares”) of common stock, par value $0.001 per share (“Common Stock”), and (b) an aggregate of 237,745 shares of Series B Convertible Preferred Stock (the “Preferred Shares,” and collectively with the Common Shares, the “Shares”), par value $0.001 per share (“Series B Preferred Stock”), and (ii) in a concurrent private placement, warrants (the “Warrants”) to purchase up to an aggregate of 669,854 shares (the “Warrant Shares”) of Common Stock. The combined purchase price for each Share, together with one Warrant to purchase 0.4 shares of Common Stock, is $4.18. Each Warrant shall be exercisable beginning on the 12-month anniversary of the date of issuance for a period of five years after the date of issuance, at an exercise price of $4.13 per Warrant Share. The exercise price of the Warrants will be subject to adjustment in the event of any stock dividends and splits, reverse stock split, recapitalization, reorganization or similar transaction, as described in the Warrants. The Warrants may be exercised on a “cashless” basis. Each share of Series B Convertible Preferred Stock will convert into five shares of Common Stock. The conversion feature within the Series B Convertible Preferred Stock was determined to be beneficial as of the offering date. A beneficial conversion feature is defined as a nondetachable conversion feature that is "in-the-money" at issuance. The Company calculated the value of the beneficial conversion feature based on its intrinsic value, which is the difference between the “effective conversion price” (after allocating the proceeds of the offering between the Series B Convertible Preferred Stock, the Warrants and Common Stock issued) and the market price of the Company's common shares, multiplied by the number of shares into which the Series B Convertible Preferred Stock is convertible. The effective conversion price of $3.18 per share is different from the $4.18 per share contractual conversion price. As the series B Preferred Stock contained no stated redemption date and the conversion feature could be exercised at any time, the discount associated with the beneficial conversion feature was immediately charged against additional paid-in-capital and treated as a deemed dividend for both financial reporting and earnings per share purposes. The common stock, Warrants and Series B Preferred Stock are freestanding financial instruments. The Warrants are classified within equity (as a component of additional paid-in capital) in the consolidated balance sheet and are not remeasured on a recurring basis. The Series B Preferred Stock is classified within permanent equity in the consolidated balance sheet. The closing of the offering occurred on December 22, 2020 and the net proceeds to the Company were approximately $6.9 million, after deducting offering expenses payable by the Company. April 2020 equity financing On April 21, 2020, the Company entered into a co-placement agency agreement with Roth Capital Partners, LLC, Ladenburg Thalmann & Co. Inc., and Brookline Capital Markets, a division of Arcadia Securities, LLC (the “Co-Placement Agents”) and a securities purchase agreement with certain purchasers for the purchase and sale of (i) 1,910,000 shares of common stock, (ii) pre-funded warrants to purchase up to 2,090,000 shares of common stock at an exercise price of $0.001 per share, and (iii) accompanying common stock warrants to purchase up to 4,000,000 shares of common stock at an exercise price of $5.00 per share. The shares of common stock and accompanying common stock warrants were sold at a combined public offering price of $5.00 per share and common stock warrant. Each common stock warrant sold with the shares of common stock represents the right to purchase one share of common stock at an exercise price of $5.00 per share. The common stock warrants are exercisable immediately and expire five years from the date of issuance. The pre-funded warrants and accompanying common stock warrants were sold at a combined public offering price of $4.999 per pre-funded warrant and common stock warrant. The pre-funded warrants were sold to purchasers whose purchase of shares of common stock in the public offering would otherwise result in the purchaser, together with its affiliates and certain related parties, beneficially owning more than 4.99% (or, at the election of the purchaser, 9.99%) of the Company’s outstanding common stock immediately following the consummation of the public offering, in lieu of shares of common stock. Each pre-funded warrant represents the right to purchase one share of the Company’s common stock at an exercise price of $0.001 per share. The pre-funded warrants are exercisable immediately and may be exercised at any time until the pre-funded warrants are exercised in full. The shares of common stock and pre-funded warrants, and accompanying common stock warrants, were issued separately and are immediately separable upon issuance. The closing of the offering occurred on April 24, 2020, and the net proceeds to the Company were approximately $18.3 million, after deducting placement agent fees and other offering expenses payable by the Company. The common stock, pre-funded warrants and common stock warrants (together the “warrants”) are freestanding financial instruments. The warrants are classified within equity (as a component of additional paid-in capital) in the consolidated balance sheet and are not remeasured on a recurring basis. Subsequent to the closing of the offering and within the year ended December 31, 2020, all of the pre-funded warrants issued in connection therewith were exercised in exchange for 2,090,000 shares of common stock. October 2018 At Market Issuance On October 4, 2018, the Company entered into a Common Stock Sales Agreement, or the Sales Agreement, with H.C. Wainwright & Co., LLC, or Wainwright, as sales agent, pursuant to which Wainwright was permitted to sell shares of our common stock, par value $0.001 per share, having an aggregate offering price of up to $5,000,000, by any method that is deemed to be an “at the market offering” as defined in Rule 415 promulgated under the Securities Act of 1933, as amended. Shares sold under the Sales Agreement were offered and sold pursuant to the Company’s previously filed and effective Registration Statement on Form S‑3 and a prospectus supplement and accompanying base prospectus. The Company paid Wainwright a commission of 3.0% of the gross sales price per share sold. The Sales Agreement was concluded during the first quarter of 2019, and thus terminated by its terms. Pursuant to the Sales Agreement, the Company sold an aggregate 260,126 shares for net proceeds of approximately $4.7 million, after deducting commissions and other expenses. July 2017 Underwritten Public Offering On July 21, 2017, the Company issued (i) 157,700 Class A Units for $40 per unit, each consisting of one share of the Company’s common stock, and a warrant to purchase one share of common stock, or Class A Warrants, and (ii) 8,872 Class B Units, each consisting of one share of the Company’s Series A Convertible Preferred Stock, par value $0.001 per share, or Series A Preferred Stock, convertible into 25 shares of Common Stock at the initial conversion price, and a warrant to purchase a number of shares of common stock equal to $1,000.00 divided by the conversion price, or Class B Warrants for $1,000 per unit. The net proceeds to the Company after the underwriters’ exercise in full of the over-allotment option were approximately $13.7 million, after deducting underwriting discounts, commissions and other estimated offering expenses. The Class A Units and Class B Units have no stand-alone rights and the shares of common stock, Series A Preferred Stock and the Class A and Class B Warrants comprising those units were immediately separable. The common stock, Class A Warrants and Class B Warrants (together the “Warrants”) and Series A Preferred Stock are freestanding financial instruments. The Warrants are classified within equity (as a component of additional paid-in capital) in the consolidated balance sheet and are not remeasured on a recurring basis. The Series A Preferred Stock is classified within permanent equity in the consolidated balance sheet. The following is a description of the Company’s outstanding equity instruments. Warrants December 2020 Warrants As of December 31, 2020, 669,854 warrants issued in the December 2020 offering remained outstanding. All such warrants were issued in connection with the December 2020 Securities Purchase Agreement. Each Warrant shall be exercisable beginning on the 12-month anniversary of the date of issuance for a period of five years after the date of issuance, at an exercise price of $4.13 per Warrant Share. The exercise price of the Warrants will be subject to adjustment in the event of any stock dividends and splits, reverse stock split, recapitalization, reorganization or similar transaction, as described in the Warrants. The Warrants may be exercised on a “cashless” basis. No warrants were exercised during the year ended December 31, 2020. April 2020 Warrants As of December 31, 2020, 3,099,000 warrants issued in the April 2020 offering remained outstanding, each with an exercise price of $5.00. All such warrants were issued in connection with the April 2020 co-placement agency agreement. The common warrants are immediately exercisable and will expire on the fifth anniversary of the original issuance date. The exercise price and number of shares of common stock issuable upon exercise is subject to appropriate adjustment in the event of stock dividends, stock splits, reorganizations or similar events affecting the Company’s common stock. The common warrants were issued separately from the common stock and were eligible for transfer immediately after issuance. A common warrant to purchase one share of common stock was issued for every share of common stock purchased in this offering. A total of 901,000 warrants, totaling approximately $4.5 million were exercised during the year ended December 31, 2020. July 2017 Warrants As of December 31, 2020, 374,525 warrants issued in connection with the July 2017 underwritten public offering remained outstanding, each with an exercise price of $40.00. All such warrants were issued in connection with the July 2017 underwritten public offering and are immediately exercisable. The warrants expire in 2024. The exercise price and the number of shares issuable upon exercise of the warrants is subject to appropriate adjustment in the event of recapitalization events, stock dividends, stock splits, stock combinations, reclassifications, reorganizations or similar events affecting the Company’s common stock. The warrant holders must pay the exercise price in cash upon exercise of the warrants unless such warrant holders are utilizing the cashless exercise provision of the warrants. On the expiration date, unexercised warrants will automatically be exercised via the “cashless” exercise provision. There were no warrants exercised during each of the years ended December 31, 2019 and 2020. Series B Preferred Stock 237,745 shares of the Company’s Series B Preferred Stock were issued in the December 2020 Securities Purchase Agreement. Each share of Series B Preferred Stock shall initially be convertible into five shares of Common Stock (the “Conversion Shares”), subject to adjustment in accordance with the Certificate of Designation. Holders of Series B Preferred Stock are entitled to receive dividends on shares of Series B Preferred Stock equal, on an as-if-converted-to-Common-Stock basis, and in the same form as dividends actually paid on shares of the Common Stock. Except as otherwise required by law, the Series B Preferred Stock does not have voting rights. However, as long as any shares of Series B Preferred Stock are outstanding, the Company will not, without the affirmative vote of the holders of a majority of the then outstanding shares of the Series B Preferred Stock, (a) alter or change adversely the powers, preferences or rights given to the Series B Preferred Stock, (b) alter or amend the Certificate of Designation, (c) amend its certificate of incorporation or other charter documents in any manner that adversely affects any rights of the holders of Series B Preferred Stock, (d) increase the number of authorized shares of Series B Preferred Stock, (e) pay certain dividends or (f) enter into any agreement with respect to any of the foregoing. The Series B Preferred Stock does not have a preference upon any liquidation, dissolution or winding-up of the Company. The Purchaser may convert shares of Series B Preferred Stock through a conversion into shares of Common Stock if and solely to the extent that such conversion would not result in the Purchaser beneficially owning in excess of 9.99% of then-outstanding Common Stock or aggregate voting power of the Company (such limitation, the “Ownership Limitation”) and any portion in excess of such limitation will remain outstanding as Series B Preferred Stock. Series A Preferred Stock 8,872 shares of the Company’s Series A Preferred Stock were issued in the July 2017 Underwritten Public Offering. Each share of Series A Preferred Stock is convertible at any time at the option of the holder thereof, into a number of shares of common stock determined by dividing $1,000 by the initial conversion price of $40.00 per share, subject to a 4.99% blocker provision, or, upon election by a holder prior to the issuance of shares of Series A Preferred Stock, 9.99%, and is subject to adjustment for stock splits, stock dividends, distributions, subdivisions and combinations. As of December 31, 2019 and 2020, 264 shares of the Series A Preferred Stock remain issued and outstanding. The 264 shares of Series A Preferred Stock issued and outstanding at December 31, 2020, are convertible into 6,600 shares of common stock. In the event of a liquidation, the holders of shares of the Series A Preferred Stock may participate on an as-converted-to-common-stock basis in any distribution of assets of the Company. The Company shall not pay any dividends on shares of common stock (other than dividends in the form of common stock) unless and until such time as dividends on each share of Series A Preferred Stock are paid on an as-converted basis. There is no restriction on the Company’s ability to repurchase shares of Series A Preferred Stock while there is any arrearage in the payment of dividends on such shares, and there are no sinking fund provisions applicable to the Series A Preferred Stock. Subject to certain conditions, at any time following the issuance of the Series A Preferred Stock, the Company has the right to cause each holder of the Series A Preferred Stock to convert all or part of such holder’s Series A Preferred Stock in the event that (i) the volume weighted average price of our common stock for 30 consecutive trading days, or Measurement Period exceeds 300% of the initial conversion price of the Series A Preferred Stock (subject to adjustment for forward and reverse stock splits, recapitalizations, stock dividends and similar transactions), (ii) the daily trading volume on each Trading Day during such Measurement Period exceeds $500,000 per trading day and (iii) the holder is not in possession of any information that constitutes or might constitute, material non-public information which was provided by the Company. The right to cause each holder of the Series A Preferred Stock to convert all or part of such holder’s Series A Preferred Stock shall be exercised ratably among the holders of the then outstanding preferred stock. The Series A Preferred Stock has no maturity date, will carry the same dividend rights as the common stock, and with certain exceptions contains no voting rights. In the event of any liquidation or dissolution of the Company, the Series A Preferred Stock ranks senior to the common stock in the distribution of assets, to the extent legally available for distribution. 6% Convertible Exchangeable Preferred Stock As of December 31, 2019 and 2020, there were 335,273 shares of the Company’s 6% Convertible Exchangeable, or Preferred Stock issued and outstanding at an issue price of $10.00 per share. Dividends on the Preferred Stock are cumulative from the date of original issuance at the annual rate of 6% of the liquidation preference of the Preferred Stock, payable quarterly on the first day of February, May, August and November, commencing February 1, 2005. Any dividends must be declared by the Company’s Board of Directors and must come from funds that are legally available for dividend payments. The Preferred Stock has a liquidation preference of $10.00 per share, plus accrued and unpaid dividends. The Company’s Board of Directors considers numerous factors in determining whether to declare the quarterly dividend pursuant to the Certificate of Designations governing the terms of the Company’s Preferred Stock, including the requisite financial analysis and determination of a surplus. Accumulated but unpaid dividends in arrears on preferred stock were $0.7 million, or $1.95 per share, of preferred stock, as of December 31, 2019 and 2020. The Preferred Stock is convertible at the option of the holder at any time into the Company’s shares of common stock at a conversion rate of approximately 0.00025 shares of common stock for each share of Preferred Stock based on a price of $39,480. The Company has reserved 85 shares of common stock for issuance upon conversion of the remaining shares of Preferred Stock outstanding at December 31, 2020. The shares of previously converted Preferred Stock have been retired, cancelled and restored to the status of authorized but unissued shares of preferred stock, subject to reissuance by the Board of Directors as shares of Preferred Stock of one or more series. The Company may automatically convert the Preferred Stock into common stock if the closing price of the Company’s common stock has exceeded $59,220, which is 150% of the conversion price of the Preferred Stock, for at least 20 trading days during any 30‑day trading period, ending within five trading days prior to notice of automatic conversion. The Certificate of Designations governing the Preferred Stock provides that if the Company fails to pay dividends on its Preferred Stock for six quarterly periods, holders of Preferred Stock are entitled to nominate and elect two directors to the Company’s Board of Directors. This right accrued to the holders of Preferred Stock as of August 2, 2010 and two directors were nominated and elected at the annual meeting held on May 24, 2011. The Preferred Stock has no maturity date and no voting rights prior to conversion into common stock, except under limited circumstances. The Company may, at its option, redeem the Preferred Stock in whole or in part, out of funds legally available at the redemption price of $10.00 per share. The Preferred Stock is exchangeable, in whole but not in part, at the option of the Company on any dividend payment date beginning on November 1, 2005, or Exchange Date for the Company’s 6% Convertible Subordinated Debentures, or Debentures at the rate of $10.00 principal amount of Debentures for each share of Preferred Stock. The Debentures, if issued, will mature 25 years after the Exchange Date and have terms substantially similar to those of the Preferred Stock. No such exchanges have taken place as of December 31, 2020. For the year ended December 31, 2020, the company declared dividends of $0.15 per share quarterly on its 6% Convertible Exchangeable Preferred Stock. These dividends were paid on May 1, August 1 and November 1, 2020, and February 1, 2021, respectively.

Stock-Based Compensation

12 Months Ended

Dec. 31, 2020

Stock-Based Compensation [Abstract]

Stock-Based Compensation

11. Stock-Based Compensation

Stock based compensation has been reported within expense line items on the consolidated statement of operations for the years ended 2019 and 2020 as shown in the following table (in thousands):


	Year Ended
	December 31,
	2019		2020
Research and development		166	$	152
General and administrative		300		278
Stock-based compensation costs before income taxes	$	466	$	430

2018 Plan

In May 2018, the Company’s stockholders approved the 2018 Equity Incentive Plan (the “2018 Plan”), under which Cyclacel may make equity incentive grants to its officers, employees, directors and consultants. The 2018 Plan replaces the 2015 Equity Incentive Plan (the “2015 Plan”).

The 2018 Plan allows for the issuance of up to 775,000 shares of the Company’s common stock pursuant to various types of award grants, including stock options and restricted stock units. In addition, the 2018 Plan allows up to 35,494 additional shares to be issued if awards outstanding under the 2018 Plan are cancelled or expire on or after the date of the Company’s 2018 annual meeting of stockholders.

As of December 31, 2020, the Company has reserved 328,035 shares of the Company’s common stock under the 2018 Plan, including shares that were available under the 2015 Plan and carried forward to the 2018 Plan. Stock option awards granted under the Company’s equity incentive plans have a maximum life of 10 years and generally vest over a one to four-year period from the date of grant.

2020 Inducement Equity Incentive Plan

In October 2020, the Inducement Equity Incentive Plan (the “Inducement Plan”), became effective. Under this Plan, Cyclacel may make equity incentive grants to new senior level Employees (persons to whom the Company may issue securities without stockholder approval). The Inducement Plan allows for the issuance of up to 200,000 shares of the Company’s common stock (or the equivalent of such number). As of December 31, 2020, 120,000 shares under the Inducement Plan have been issued, leaving a remaining reserve of 80,000 shares.

Option Grants

There were 77,514 options granted during the year ended December 31, 2019.

There were 511,800 options granted during the year ended December 31, 2020. Of these awards, 391,800 were issued under the 2018 Plan and the remaining 120,000 shares were issued under the Inducement Plan.

The weighted average grant-date fair values of options granted during the years ended December 31, 2019 and 2020 were $11.51 and $3.47, respectively.

As of December 31, 2020, the total remaining unrecognized compensation cost related to the non-vested stock options with service conditions amounted to approximately $1.9 million, which will be amortized over the weighted-average remaining requisite service period of 2.66 years.

During the years ended December 31, 2019 and 2020, the Company did not settle any equity instruments with cash.

There were no stock option exercises during the years ended 2019 and 2020. No income tax benefits were recorded for the years ended December 31, 2019 and 2020. As the Company has accumulated net operating losses for tax purposes, it is not likely to benefit from any deductions associated with future exercises of granted option awards.

In September 2020, the Company modified outstanding stock option awards for two of its directors, whose service terminated in September 2020. Specifically, the Company immediately vested a total of 10,400 options that otherwise would have been forfeited. In addition, the Company extended the period in which all of these directors’ outstanding vested awards could be exercised from one to three years (but not beyond the contractual term of the awards). The Company recognized a charge of approximately $20,000 in the quarter ended September 30, 2020 related to these modifications.

Outstanding Options

A summary of the share option activity and related information is as follows:


				Weighted
		Weighted		Average
	Number of	Average		Remaining	Aggregate
	Options	Exercise		Contractual	Intrinsic
	Outstanding	Price Per Share		Term (Years)	Value ($000)
Options outstanding at December 31, 2018	41,581	$	133.60	8.13	$	—
Granted	77,514	$	14.20	—		—
Exercised	—		—	—		—
Cancelled/forfeited	(18,816)	$	64.60	—		—
Options outstanding at December 31, 2019	100,279	$	54.40	8.62	$	4
Granted	511,800	$	4.17	—		—
Exercised	—		—	—		—
Cancelled/forfeited	(9,396)	$	101.05	—		—
Options outstanding at December 31, 2020	602,683	$	11.01	9.39	$	1,861

Unvested at December 31, 2020	525,010	$	4.64	9.80	$	1,829
Vested and exercisable at December 31, 2020	77,673	$	54.05	6.61	$	32

The fair value of the stock options granted is calculated using the Black-Scholes option-pricing model as prescribed by ASC 718 using the following assumptions:



	Year Ended	Year Ended
	December 31, 2019	December 31, 2020
Expected term (years)	5 – 6	5 – 6
Risk free interest rate	2.105 – 2.610%	0.410% – 0.570%
Volatility	103 – 110%	96 – 115%
Expected dividend yield over expected term	0.00%	0.00%
Resulting weighted average grant date fair value	$14.20	$3.47

Restricted Stock Units

The Company issued 14,000 restricted stock units to employees during the year ended December 31, 2019. The Company issued 3,938 additional restricted stock units to employees during the quarter ended March 31, 2020, of which 1,414 units have been forfeited. The vesting of the remaining 16,524 outstanding restricted stock units is dependent upon the fulfillment of certain clinical conditions. The Company determined that the satisfaction of the clinical conditions was not probable at December 31, 2020 and, as a result, recorded no compensation expense related to restricted stock units for the year ended December 31, 2020. The restricted stock units were valued based on their fair value at the date of grant, which is equivalent to the market price of a share of the Company’s common stock. Summarized information for restricted stock units’ activity for the year ended December 31, 2020 is as follows:


		Weighted
	Number of	Average
	Options	Grant Date
	Outstanding	Value Per Share
Restricted Stock Units outstanding at December 31, 2019	14,000	$	10.60
Granted	3,938	$	15.20
Cancelled/forfeited	(1,414)	$
Restricted Stock Units outstanding at December 31, 2020	16,524	$	11.30

Unvested at December 31, 2020	16,524	$	11.30
Vested and exercisable at December 31, 2020	—	$	—

Employee Benefit Plans	12 Months Ended
Employee Benefit Plans	Dec. 31, 2020
Employee Benefit Plans
Employee Benefit Plans	12. Employee Benefit Plans Pension Plan The Company operates a defined contribution group personal pension plan for all of its UK based employees. Company contributions to the plan totaled approximately $53,000 and $43,000 for the years ended December 31, 2019 and 2020, respectively. 401(k) Plan The 401(k) Plan provides for matching contributions by the Company in an amount equal to the lesser of 100% of the employee’s deferral or 6% of the U.S. employee’s qualifying compensation. The 401(k) Plan is intended to qualify under Section 401(k) of the Internal Revenue Code, so that contributions to the 401(k) Plan by employees or by the Company, and the investment earnings thereon, are not taxable to the employees until withdrawn. Company matching contributions are tax deductible by the Company when made. Company employees may elect to reduce their current compensation by up to the statutorily prescribed annual limit of $19,500 if under 50 years old and $26,000 if over 50 years old and to have those funds contributed to the 401(k) Plan. The Company made contributions of approximately $55,000 and $57,000 to the 401(k) Plan for the years ended December 31, 2019 and 2020, respectively.

Taxes

12 Months Ended

Dec. 31, 2020

Taxes [Abstract]

Taxes

13. Taxes

(Loss) income from continuing operations before taxes is comprised of the following components for the years ended December 31, 2019 and 2020 (in thousands):


	Year Ended December 31,
	2019		2020
Domestic	$	(437)	$	(428)
Foreign		(8,689)		(9,253)
Loss from continuing operations before taxes	$	(9,126)	$	(9,681)

The benefit (provision) for income taxes from continuing operations consists of the following (in thousands):


	Year Ended December 31,
	2019		2020
Current – domestic	$	(3)	$	(2)
Current – foreign		1,299		1,238
Current – total		1,296		1,236
Deferred – domestic		—		—
Income tax benefit	$	1,296	$	1,236

The Company has incurred a taxable loss in each of the operating periods since incorporation. The income tax credits of $1.3 million and $1.2 million for the years ended December 31, 2019 and 2020, respectively, represent UK research and development (“R&D”) tax credits for expenditures in the United Kingdom that are refundable.

A reconciliation of the (benefit) provision for income taxes from continuing operations with the amount computed by applying the statutory federal tax rate to loss from continuing operations before income taxes is as follows (in thousands):


	Year Ended December 31,
	2019		2020
Loss from continuing operations before taxes	$	(9,126)	$	(9,681)
Income tax expense computed at statutory federal tax rate		(1,916)		(2,033)
Disallowed expenses and non-taxable income		345		352
Loss surrendered to generate R&D credit		1,686		1,788
Additional research and development tax relief		(1,299)		(1,238)
Change in valuation allowance		665		3,205
Foreign items, including change in tax rates, and other		176		1,638
Change in UK Tax Rate		—		(3,937)
Other foreign items		(953)		(1,011)
	$	(1,296)	$	(1,236)

Significant components of the Company’s deferred tax assets are shown below (in thousands):


	Year Ended December 31,
	2019		2020
Net operating loss and tax credit carryforwards	$	35,772	$	42,012
Depreciation, amortization and impairment of property and equipment		104		39
Stock options		1,481		—
Right of use asset		(163)		(183)
Lease liability		176		195
Deferred tax assets		37,370		42,063
Valuation allowance for deferred tax assets		(37,370)		(42,063)
Net deferred tax assets	$	—	$	—

A valuation allowance has been established, as realization of such assets is uncertain. The Company’s management evaluated the positive and negative evidence bearing upon the realizability of its deferred assets, and has determined that, at present, the Company may not be able to recognize the benefits of the deferred tax assets under the more likely than not criteria. Accordingly, a valuation allowance of approximately $42.1 million has been established at December 31, 2020. The valuation allowance has increased by approximately $4.7 million in 2020.

As of December 31, 2019, the UK government had announced legislation to reduce the corporate tax rate from 19% to 17%. Accordingly, the UK deferred tax assets were tax affected at 17%. As of December 31, 2020, the UK government announced that the corporate tax rate would remain at 19%. As a result of this enacted rate of 19%, the UK deferred tax assets increased by $3.9 million, fully offset by a $3.9 million increase in the valuation allowance.

As specified in the Tax Reform Act of 1986, due to ownership changes, the Company’s ability to utilize its net operating loss (“NOL”) carryforwards may be limited. Utilization of the NOLs may be subject to a substantial annual limitation under Section 382 of the Internal Revenue Code of 1986 due to ownership change limitations that have occurred previously or that could occur in the future. These ownership changes may limit the amount of NOL and R&D credit carryforwards that can be utilized annually to offset future taxable income and tax, respectively. The Company completed a Section 382 study and has concluded that an ownership changed occurred on March 4, 2015 and July 21, 2017. As a result of the ownership changes, the NOLs are limited.

As of December 31, 2019 and 2020, the Company had federal NOLs of $0.4 million and $1.1 million, respectively. The federal NOLs have an indefinite life. As of December 31, 2019 and 2020, the Company has state NOLs of $19.8 million and $20.5 million, respectively, which will begin to expire in 2028. As of December 31, 2019 and 2020, the Company had foreign NOLs of $201.7 million and $212.4 million, respectively. The Company’s foreign NOL’s do not expire under UK tax law however the use of these NOLs is restricted to an annual £5 million allowance in each standalone company or group and above this allowance, there will be a 50% restriction in the profits that can be covered by losses brought forward.

Management has evaluated all significant tax positions at December 31, 2019 and 2020 and concluded that there are no material uncertain tax positions. The Company would recognize both interest and penalties related to unrecognized benefits in income tax expense. The Company has not recorded any interest and penalties on any unrecognized tax benefits since its inception.

Tax years 2017, 2018 and 2019 remain open to examination by major taxing jurisdictions to which the Company is subject, which are primarily in the United Kingdom and the United States, as carryforward attributes generated in years past may still be adjusted upon examination by the United Kingdom’s H.M. Revenue & Customs, the Internal Revenue Service (“IRS”) or state tax authorities. The Company is currently not under examination by the IRS or any other jurisdictions for any tax years.

We have not provided a deferred tax liability on the cumulative amount of unremitted foreign earnings of international subsidiaries because it is our intent to permanently reinvest such earnings outside of the United States.

The Company has an aggregate deficit in foreign earnings and therefore has not provided any deferred tax liability on its outside book-tax basis difference in its foreign subsidiaries and because it is also our intent to permanently reinvest any earnings outside of the United States. We would recognize this deferred tax liability if we were to experience a change in circumstances producing a change in that intention. As a result of the repeal of the Section 902 foreign tax credit under the Tax Act, future distributions would not be offset by a foreign tax credit.

On December 27, 2020, the Consolidations Appropriations Act, 2021 (“CAA” or the “Act) was signed into law and included government appropriations and additional economic stimulus. Notable provisions of the CAA included changes to the Paycheck Protection Program including legislation concluding that expenses used to obtain loan forgiveness are tax deductible, as well as extension and expansion of other COVID-19 relief programs and payroll tax credits. The Company evaluated the various aspects of the Act and did not pursue any payroll tax credits or deferrals.

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”) was enacted in response to the COVID-19 pandemic. The CARES Act, provides for economic and cash liquidity stimulus through various means including payroll tax credits, payroll tax deferral, short term changes in tax deductibility of interest expenses among other things. The Act also permits NOL carryovers and carrybacks to offset 100% of taxable income for taxable years beginning before 2021. Previously, NOLs generated after December 31, 2017 were limited to 80% of taxable income in future years. In addition, the CARES Act allows NOLs incurred in 2018, 2019 and 2020 to be carried back to each of the five preceding taxable years to generate a refund of previously paid income taxes. The CARES Act had no material impact the Company.

Net Loss Per Share

12 Months Ended

Dec. 31, 2020

Net Loss per Share [Abstract]

Net Loss Per Share

14. Net Loss Per Share

Basic and diluted net loss per share attributable to common stockholders was calculated as follows:


	Years ended December 31,
	2019		2020
Numerator:
Net loss	$	(7,830)	$	(8,445)
Dividend on convertible exchangeable preferred shares		(201)		(201)
Beneficial conversion feature of Series B preferred stock		—		(3,775)
Conversion of Series B preferred stock		—		—
Net loss attributable to common shareholders	$	(8,031)	$	(12,421)
Denominator:
Weighted-average number of common shares used in loss per share – basic and diluted		816,080		3,633,385
Loss per share – basic and diluted	$	(9.84)	$	(3.42)

Potential dilutive securities have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect:


	December 31,	December 31,
	2019	2020
Stock options	100,278	602,683
6% convertible exchangeable preferred stock	85	85
Series A preferred stock	6,600	6,600
Series B preferred stock	—	1,188,725
Common stock warrants	374,525	4,143,379
Total shares excluded from calculation	481,488	5,941,472

Geographic Information

12 Months Ended

Dec. 31, 2020

Geographic Information

Geographic Information

15. Geographic Information

Geographic information for the years ended December 31, 2019 and 2020 is as follows (in thousands):


	Year Ended December 31,
	2019		2020
Revenue
United Kingdom	$	—	$	—
Total Revenue	$	—	$	—
Net loss
United States	$	(439)	$	(430)
United Kingdom		(7,391)		(8,015)
Total Net Loss	$	(7,830)	$	(8,445)


	December 31,
	2019		2020
Total Assets
United States	$	11,470	$	32,322
United Kingdom		3,838		4,480
Total Assets	$	15,308	$	36,802
Long Lived Assets, net
United States	$	3	$	1
United Kingdom		24		105
Total Long Lived Assets, net	$	27	$	106

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2020
Subsequent Events [Abstract]
Subsequent Events	16. Subsequent Events A total of 857,500 warrants, totaling approximately $4.3 million, issued in connection with the April 2020 financing, were exercised after December 31, 2020. Including the 901,000 warrants exercised during 2020, the aggregate exercise proceeds total approximately $8.8 million. On December 11, 2020, the Board of Directors declared a quarterly cash dividend in the amount of $0.15 per share on the Company’s Preferred Stock. The cash dividend was paid on February 1, 2021 to the holders of record of the Preferred Stock as of the close of business on January 15, 2021.

Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2020

Summary of Significant Accounting Policies [Abstract]

Use of Estimates

Foreign Currency and Currency Translation

Cash and Cash Equivalents

Property and Equipment

Impairment of Long-lived Assets

Impairment, if any, is measured as the amount by which the carrying amount of a long-lived asset (or asset group) exceeds its fair value.

Fair Value of Financial Instruments

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

The carrying values of cash and cash equivalents, other receivables, accounts payable and accrued expenses approximate their fair values due to the short-term nature of these assets and liabilities.

Segments

Revenue Recognition

The Company recognizes revenue in accordance to Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers, or ASC 606.

The Company had no revenue in 2019 or 2020 under such contracts. Royalty income, if any, is recognized when the licensee sells the underlying product to which the royalty relates.

Other Income

Other income is primarily related to royalty income received under a historical Asset Purchase Agreement for activities which are not part of the Company’s ongoing operations and activities.

Research and Development Expenditures

Clinical Trial Accounting

Patent Costs

Patent prosecution costs are charged to general and administrative expenses as incurred as recoverability of such expenditure is uncertain.

Leases

The Company accounts for lease contracts in accordance with ASC 842. As of December 31, 2019 and 2020, all of the Company’s leases are classified as operating leases.

The lease payments due in any optional period;

Penalties for failure to exercise (or not exercise) the option;

Market factors, such as the availability of similar assets and current rental rates for such assets;

The nature of the underlying leased asset and its importance to the Company’s operations; and

The remaining useful lives of any related leasehold improvements.

The Company has elected an accounting policy to account for the lease and non-lease components as a single lease component.

Stock-based Compensation

The expected term assumption is estimated using past history of early exercise behavior and expectations about future behaviors.

The expected dividend yield is zero, based on the fact that the Company has never paid cash dividends on common stock and does not expect to pay any cash dividends in the foreseeable future.

Income Taxes

Net Loss Per Common Share

Comprehensive Income (Loss)

Recently Issued Accounting Pronouncements

Cash and Cash Equivalents (Tables)

12 Months Ended

Dec. 31, 2020

Cash and Cash Equivalents

Summary of Cash and Cash Equivalents

The following is a summary of cash and cash equivalents at December 31, 2019 and 2020 (in thousands):


	December 31,
	2019		2020
Cash	$	743	$	28,080
Investments with original maturity of less than three months at the time of purchase		11,142		5,326
Total cash and cash equivalents	$	11,885	$	33,406

Fair Value of Financial Assets and Liabilities (Tables)

12 Months Ended

Dec. 31, 2020

Fair Value of Financial Assets and Liabilities

Schedule of Financial Assets and Liabilities Measured on a Recurring Basis


	Fair Value Measurements
	as of December 31, 2019 Using:
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	11,142	$	—	$	—	$	11,142
Total Assets	$	11,142	$	—	$	—	$	11,142


	Fair Value Measurements
	as of December 31, 2020 Using:
	Level 1		Level 2		Level 3		Total
Assets:
Cash equivalents	$	5,326	$	—	$	—	$	5,326
Total Assets	$	5,326	$	—	$	—	$	5,326

Prepaid Expenses and Other Current Assets (Tables)

12 Months Ended

Dec. 31, 2020

Prepaid Expenses And Other Current Assets [Abstract]

Schedule of Prepaid Expenses and Other Current Assets

The following is a summary of prepaid expenses and other current assets at December 31, 2019 and 2020 (in thousands):


	December 31,		December 31,
	2019		2020
Research and development tax credit receivable	$	1,326	$	1,313
Prepayments and VAT receivable		703		684
Other current assets		103		66
	$	2,132	$	2,063

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2020

Property, Plant and Equipment [Abstract]

Schedule of Property and Equipment

Property and equipment consisted of the following at December 31, 2019 and 2020 (in thousands):


		December 31,
	Lives in years	2019		2020
Leasehold improvements	5 to 15	$	824	$	409
Research and laboratory equipment	3 to 5		4,287		—
Office equipment and furniture	3 to 5		1,169		583
			6,280		992
Less: accumulated depreciation and amortization			(6,253)		(886)
		$	27	$	106

Accrued and Other Current Liabilities (Tables)

12 Months Ended

Dec. 31, 2020

Payables And Accruals [Abstract]

Schedule of Accrued and Other Current Liabilities

Accrued and other current liabilities consisted of the following at December 31, 2019 and 2020 (in thousands):


	December 31,		December 31,
	2019		2020
Accrued research and development	$	617	$	781
Accrued legal and professional fees		235		325
Other current liabilities		678		866
	$	1,530	$	1,972

Commitments and Contingencies (Tables)

12 Months Ended

Dec. 31, 2020

Commitments and Contingencies

Schedule of the Company's Contractual Obligations and Commitments Relating to its Facilities Leases

The following is a summary of the Company’s future contractual obligations and commitments relating to its facilities leases as at December 31, 2020 (in thousands):


	Operating Lease
	Obligation
2021	$	414
2022		386
2023		348
2024		345
2025		278
thereafter		—
Total future minimum lease obligations	$	1,771

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2020

Stock-Based Compensation [Abstract]

Schedule of Stock Based Compensation Expense

Stock based compensation has been reported within expense line items on the consolidated statement of operations for the years ended 2019 and 2020 as shown in the following table (in thousands):


	Year Ended
	December 31,
	2019		2020
Research and development		166	$	152
General and administrative		300		278
Stock-based compensation costs before income taxes	$	466	$	430

Schedule of Share Option Activity

A summary of the share option activity and related information is as follows:


				Weighted
		Weighted		Average
	Number of	Average		Remaining	Aggregate
	Options	Exercise		Contractual	Intrinsic
	Outstanding	Price Per Share		Term (Years)	Value ($000)
Options outstanding at December 31, 2018	41,581	$	133.60	8.13	$	—
Granted	77,514	$	14.20	—		—
Exercised	—		—	—		—
Cancelled/forfeited	(18,816)	$	64.60	—		—
Options outstanding at December 31, 2019	100,279	$	54.40	8.62	$	4
Granted	511,800	$	4.17	—		—
Exercised	—		—	—		—
Cancelled/forfeited	(9,396)	$	101.05	—		—
Options outstanding at December 31, 2020	602,683	$	11.01	9.39	$	1,861

Unvested at December 31, 2020	525,010	$	4.64	9.80	$	1,829
Vested and exercisable at December 31, 2020	77,673	$	54.05	6.61	$	32

Schedule of Fair Value of the Stock Options Granted

The fair value of the stock options granted is calculated using the Black-Scholes option-pricing model as prescribed by ASC 718 using the following assumptions:



	Year Ended	Year Ended
	December 31, 2019	December 31, 2020
Expected term (years)	5 – 6	5 – 6
Risk free interest rate	2.105 – 2.610%	0.410% – 0.570%
Volatility	103 – 110%	96 – 115%
Expected dividend yield over expected term	0.00%	0.00%
Resulting weighted average grant date fair value	$14.20	$3.47

Schedule of Restricted Stock Units Activity

Summarized information for restricted stock units’ activity for the year ended December 31, 2020 is as follows:


		Weighted
	Number of	Average
	Options	Grant Date
	Outstanding	Value Per Share
Restricted Stock Units outstanding at December 31, 2019	14,000	$	10.60
Granted	3,938	$	15.20
Cancelled/forfeited	(1,414)	$
Restricted Stock Units outstanding at December 31, 2020	16,524	$	11.30

Unvested at December 31, 2020	16,524	$	11.30
Vested and exercisable at December 31, 2020	—	$	—

Taxes (Tables)

12 Months Ended

Dec. 31, 2020

Taxes [Abstract]

Schedule of Components of (Loss) Income Before Taxes from Continuing Operations

(Loss) income from continuing operations before taxes is comprised of the following components for the years ended December 31, 2019 and 2020 (in thousands):


	Year Ended December 31,
	2019		2020
Domestic	$	(437)	$	(428)
Foreign		(8,689)		(9,253)
Loss from continuing operations before taxes	$	(9,126)	$	(9,681)

Schedule of Benefit for Income Taxes from Continuing Operations

The benefit (provision) for income taxes from continuing operations consists of the following (in thousands):


	Year Ended December 31,
	2019		2020
Current – domestic	$	(3)	$	(2)
Current – foreign		1,299		1,238
Current – total		1,296		1,236
Deferred – domestic		—		—
Income tax benefit	$	1,296	$	1,236

Schedule of Reconciliation of the (Benefit) Provision for Income Taxes from Continuing Operations with the Amount Computed by Applying the Statutory Federal Tax Rate to Loss Before Income Taxes


	Year Ended December 31,
	2019		2020
Loss from continuing operations before taxes	$	(9,126)	$	(9,681)
Income tax expense computed at statutory federal tax rate		(1,916)		(2,033)
Disallowed expenses and non-taxable income		345		352
Loss surrendered to generate R&D credit		1,686		1,788
Additional research and development tax relief		(1,299)		(1,238)
Change in valuation allowance		665		3,205
Foreign items, including change in tax rates, and other		176		1,638
Change in UK Tax Rate		—		(3,937)
Other foreign items		(953)		(1,011)
	$	(1,296)	$	(1,236)

Schedule of Significant Components of the Entity's Deferred Tax Assets

Significant components of the Company’s deferred tax assets are shown below (in thousands):


	Year Ended December 31,
	2019		2020
Net operating loss and tax credit carryforwards	$	35,772	$	42,012
Depreciation, amortization and impairment of property and equipment		104		39
Stock options		1,481		—
Right of use asset		(163)		(183)
Lease liability		176		195
Deferred tax assets		37,370		42,063
Valuation allowance for deferred tax assets		(37,370)		(42,063)
Net deferred tax assets	$	—	$	—

Net Loss Per Share (Tables)

12 Months Ended

Dec. 31, 2020

Net Loss per Share [Abstract]

Schedule of Basic and Diluted Net Loss Per Share

Basic and diluted net loss per share attributable to common stockholders was calculated as follows:


	Years ended December 31,
	2019		2020
Numerator:
Net loss	$	(7,830)	$	(8,445)
Dividend on convertible exchangeable preferred shares		(201)		(201)
Beneficial conversion feature of Series B preferred stock		—		(3,775)
Conversion of Series B preferred stock		—		—
Net loss attributable to common shareholders	$	(8,031)	$	(12,421)
Denominator:
Weighted-average number of common shares used in loss per share – basic and diluted		816,080		3,633,385
Loss per share – basic and diluted	$	(9.84)	$	(3.42)

Schedule of Company's Potential Anti-dilutive Securities

The Company excluded the following potential common shares, presented based on amounts outstanding at each period end, from the computation of diluted net loss per share attributable to common stockholders for the periods indicated because including them would have had an anti-dilutive effect:


	December 31,	December 31,
	2019	2020
Stock options	100,278	602,683
6% convertible exchangeable preferred stock	85	85
Series A preferred stock	6,600	6,600
Series B preferred stock	—	1,188,725
Common stock warrants	374,525	4,143,379
Total shares excluded from calculation	481,488	5,941,472

Geographic Information (Tables)

12 Months Ended

Dec. 31, 2020

Geographic Information

Schedule of Geographic Information

Geographic information for the years ended December 31, 2019 and 2020 is as follows (in thousands):


	Year Ended December 31,
	2019		2020
Revenue
United Kingdom	$	—	$	—
Total Revenue	$	—	$	—
Net loss
United States	$	(439)	$	(430)
United Kingdom		(7,391)		(8,015)
Total Net Loss	$	(7,830)	$	(8,445)


	December 31,
	2019		2020
Total Assets
United States	$	11,470	$	32,322
United Kingdom		3,838		4,480
Total Assets	$	15,308	$	36,802
Long Lived Assets, net
United States	$	3	$	1
United Kingdom		24		105
Total Long Lived Assets, net	$	27	$	106

Organization of the Company and Basis of Presentation (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Organization of the Company and Basis of Presentation [Abstract]
Net loss	$ (8,445)	$ (7,830)
Accumulated deficit	(366,072)	(357,627)
Cash and cash equivalents	$ 33,406	$ 11,885

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Summary of Significant Accounting Policies (Narrative) (Details)	12 Months Ended
	Dec. 31, 2020 USD ($) segment	Dec. 31, 2019 USD ($)	Dec. 31, 2020 GBP (£) country	Dec. 31, 2020 USD ($) country
Accounting Policies [Line Items]
Right-of-use lease asset		$ 1,264,000		$ 1,227,000
Cash and cash equivalents		11,885,000		33,406,000
Lease liability		1,191,000		1,057,000
Cash exceeding balance insured by FDIC				31,800,000
Cash balance insured by FSCS \| £			£ 85,000
Cash exceeding balance insured by FSCS				$ 1,300,000
Number of operating segments \| segment	1
Number of reportable segments \| segment	1
Number of geographic areas for development operations \| country			2	2
Tax on other comprehensive income (loss)	$ 0	0
Reclassifications out of other comprehensive income (loss)	$ 0	0
Lease, practical expedients package	true
Board Director [Member]
Accounting Policies [Line Items]
Stock-based awards vesting period	1 year
ManRos Therapeutics SA ("ManRos") [Member] \| Collaboration, Supply and Licensing Agreements [Member]
Accounting Policies [Line Items]
Payment received from achieving a clinical milestone	$ 0	$ 0
Minimum [Member]
Accounting Policies [Line Items]
Stock-based awards vesting period	3 years
Maximum [Member]
Accounting Policies [Line Items]
Cash balances insured by FDIC				$ 250,000
Stock-based awards vesting period	4 years
ASU 2016-02 [Member]
Accounting Policies [Line Items]
Operating lease liability				1,500,000
Right-of-use lease asset				$ 1,500,000
Property, plant and equipment \| Minimum [Member]
Accounting Policies [Line Items]
Estimated useful life	3 years
Property, plant and equipment \| Maximum [Member]
Accounting Policies [Line Items]
Estimated useful life	5 years
Leasehold Improvements [Member] \| Minimum [Member]
Accounting Policies [Line Items]
Estimated useful life	5 years
Leasehold Improvements [Member] \| Maximum [Member]
Accounting Policies [Line Items]
Estimated useful life	15 years

Significant Contracts (Narrative) (Details) $ in Millions		12 Months Ended
Significant Contracts (Narrative) (Details) $ in Millions	Oct. 01, 2018 item	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)
Clinical Collaboration Agreement [Member] \| The University of Texas MD Anderson Cancer Center [Member]
Supply Commitment [Line Items]
Term of agreement	3 years
Number of clinical studies conducted \| item	4
Clinical Collaboration Agreement [Member] \| The University of Texas MD Anderson Cancer Center [Member] \| Maximum [Member]
Supply Commitment [Line Items]
Number of patients enrolled in clinical studies \| item	170
Daiichi Sankyo [Member]
Supply Commitment [Line Items]
Future milestone payments payable \| $		$ 10.0
Period for which royalties will be paid following first commercial sale of licensed products		10 years
Notice period for termination of license by the entity for technical, scientific, efficacy, safety, or commercial reasons		6 months
Notice period for termination of license after launch of a sapacitabine-based product by the entity, or by either party for material default		12 months
Notice period for right of first refusal if third party to be appointed to develop or commercialize a sapacitabine-based product in Japan		60 days
Milestones earned \| $		$ 0.0	$ 0.0

Cash and Cash Equivalents (Summary of Cash and Cash Equivalents) (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Cash and Cash Equivalents
Cash	$ 28,080	$ 743
Investments with original maturity of less than three months at the time of purchase	5,326	11,142
Total cash and cash equivalents	$ 33,406	$ 11,885

Fair Value of Financial Assets and Liabilities (Schedule of Financial Assets and Liabilities Measured) (Details) - Recurring Basis [Member] - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Assets:
Cash equivalents	$ 5,326	$ 11,142
Total Assets	5,326	11,142
Level 1 [Member]
Assets:
Cash equivalents	5,326	11,142
Total Assets	$ 5,326	$ 11,142

Prepaid Expenses and Other Current Assets (Schedule of Prepaid Expenses and Other Current Assets) (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Prepaid Expense and Other Assets, Current [Abstract]
Research and development tax credit receivable	$ 1,313	$ 1,326
Prepayments and VAT receivable	684	703
Other current assets	66	103
Prepaid expenses and other current assets	$ 2,063	$ 2,132

Property and Equipment (Schedule of Property and Equipment) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Property, plant and equipment
Property, plant and equipment, gross	$ 992	$ 6,280
Less: accumulated depreciation and amortization	(886)	(6,253)
Property, Plant and Equipment, Net	106	27
Leasehold Improvements [Member]
Property, plant and equipment
Property, plant and equipment, gross	$ 409	824
Leasehold Improvements [Member] \| Minimum [Member]
Property, plant and equipment
Lives in years	5 years
Leasehold Improvements [Member] \| Maximum [Member]
Property, plant and equipment
Lives in years	15 years
Research and Laboratory Equipment [Member]
Property, plant and equipment
Property, plant and equipment, gross		4,287
Research and Laboratory Equipment [Member] \| Minimum [Member]
Property, plant and equipment
Lives in years	3 years
Research and Laboratory Equipment [Member] \| Maximum [Member]
Property, plant and equipment
Lives in years	5 years
Office Equipment and Furniture [Member]
Property, plant and equipment
Property, plant and equipment, gross	$ 583	$ 1,169
Office Equipment and Furniture [Member] \| Minimum [Member]
Property, plant and equipment
Lives in years	3 years
Office Equipment and Furniture [Member] \| Maximum [Member]
Property, plant and equipment
Lives in years	5 years

Property and Equipment (Narrative) (Details) - USD ($)	12 Months Ended
Property and Equipment (Narrative) (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Property, Plant and Equipment [Abstract]
Depreciation and amortization expense	$ 20,000	$ 20,000

Accrued and Other Current Liabilities (Schedule of accrued and other current liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Payables And Accruals [Abstract]
Accrued research and development	$ 781	$ 617
Accrued legal and professional fees	325	235
Other current liabilities	866	678
Accrued and other current liabilities	$ 1,972	$ 1,530

Commitments and Contingencies (Narrative) (Details) - USD ($) $ in Millions	1 Months Ended	12 Months Ended
	Aug. 31, 2020	Dec. 31, 2020	Dec. 31, 2019	Oct. 31, 2000
Leases
Lease term for research and development facility				25 years
Lease term extension	2 years
Operating lease expense		$ 0.4	$ 0.4

Commitments and Contingencies (Future Minimum Lease Payments) (Details) $ in Thousands	Dec. 31, 2020 USD ($)
Operating Lease Obligation
2021	$ 414
2022	386
2023	348
2024	345
2025	278
Lease payments, Total	$ 1,771

Stockholders' Equity (Narrative) (Details)							1 Months Ended	12 Months Ended
Stockholders' Equity (Narrative) (Details)	Dec. 22, 2020 USD ($)	Dec. 18, 2020 $ / shares shares	Apr. 24, 2020 USD ($)	Apr. 21, 2020 $ / shares shares	Oct. 04, 2018 USD ($) shares	Jul. 21, 2017 USD ($) $ / shares shares	Jul. 31, 2017 $ / shares shares	Dec. 31, 2020 USD ($) item $ / shares shares	Dec. 31, 2019 USD ($) $ / shares shares
Class of Stock [Line Items]
Common stock, par value (in dollars per share) \| $ / shares								$ 0.001	$ 0.001
Preferred stock, par value (in dollars per share) \| $ / shares								$ 0.001	$ 0.001
Proceeds from issuance of common stock, net of issuance costs \| $								$ 29,705,000	$ 4,049,000
Proceeds from further issuance of share \| $									$ 4,049,000
Proceeds from warrants exercised \| $								$ 8,800,000
Warrants exercised								901,000
Common stock, shares outstanding (in shares)								6,246,896	859,998
Underwritten Public Offering [Member]
Class of Stock [Line Items]
Warrants, exercise price per share \| $ / shares								$ 40.00
Proceeds from issuance of common stock, net of issuance costs \| $						$ 13,700,000
Warrants outstanding								374,525
Warrants exercised								0	0
Common Stock [Member]
Class of Stock [Line Items]
Proceeds from further issuance of share \| $									$ 0
Number of shares issued (in shares)									235,126
Common Stock [Member] \| Underwritten Public Offering [Member]
Class of Stock [Line Items]
Number of common shares called by each warrant						1
Warrant to purchase each share of our common stock						1
Class B Units [Member] \| Underwritten Public Offering [Member]
Class of Stock [Line Items]
Number of shares issued (in shares)						8,872
Share Price \| $ / shares						$ 1,000
Class B Units [Member] \| Common Stock [Member] \| Underwritten Public Offering [Member]
Class of Stock [Line Items]
Number of common shares issued upon conversion						25
Price per share used to determine number of shares of common stock \| $ / shares						$ 1,000.00
Class A Units [Member] \| Underwritten Public Offering [Member]
Class of Stock [Line Items]
Number of common shares called by each warrant						1
Share issue price per share \| $ / shares						$ 40
Number of shares issued (in shares)						157,700
Warrant to purchase each share of our common stock						1
Acorn Bioventures, LP [Member]
Class of Stock [Line Items]
Warrants exercisable date								Dec. 18, 2021
Warrant outstanding Term								5 years
Warrants, exercise price per share \| $ / shares								$ 4.13
Warrants outstanding								669,854
Proceeds from warrants exercised \| $								$ 4,500,000
Warrants exercised								0
Co-Placement Agents [Member]
Class of Stock [Line Items]
Sell of stock, price per share \| $ / shares				$ 5.00
Warrant outstanding Term				5 years
Proceeds from issuance of stocks/warrants \| $			$ 18,300,000
Number of common shares called by each warrant								1
Warrants, exercise price per share \| $ / shares				$ 5.00				$ 5.00
Warrant to purchase each share of our common stock								1
Warrants outstanding								3,099,000
Warrants exercised								901,000
Co-Placement Agents [Member] \| Pre Funded Warrants [Member]
Class of Stock [Line Items]
Sell of stock, price per share \| $ / shares				$ 4.999
Number of common shares called by each warrant				1
Warrants, exercise price per share \| $ / shares				$ 0.001
Warrant to purchase each share of our common stock				1
Percentage of outstanding common stock				4.99%
Outstanding common stock at election of purchaser				9.99%
Shares issued on conversion of prefunded warrants								2,090,000
Number of share sold under the sales agreement				2,090,000
Co-Placement Agents [Member] \| Common Stock Warrants [Member]
Class of Stock [Line Items]
Warrants to purchase shares				4,000,000
Number of common shares called by each warrant				1
Warrants, exercise price per share \| $ / shares				$ 5.00
Warrant to purchase each share of our common stock				1
H.C. Wainwright & Co., LLC [Member] \| At Market Issuance [Member]
Class of Stock [Line Items]
Proceeds from issuance of stocks/warrants \| $					$ 4,700,000
Selling commissions, percentage					3.00%
Number of share sold under the sales agreement					260,126
H.C. Wainwright & Co., LLC [Member] \| Maximum [Member] \| At Market Issuance [Member]
Class of Stock [Line Items]
Proceeds from further issuance of share \| $					$ 5,000,000
Common Stock [Member] \| Acorn Bioventures, LP [Member]
Class of Stock [Line Items]
Number of share sold under the sales agreement		485,912
Common Stock [Member] \| Co-Placement Agents [Member]
Class of Stock [Line Items]
Number of share sold under the sales agreement				1,910,000
6% Convertible Exchangeable Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock, shares issued								335,273	335,273
Preferred stock, shares outstanding								335,273	335,273
Share issue price per share \| $ / shares								$ 10.00	$ 10.00
Number of common shares issued upon conversion								0.00025
Dividend rate on convertible exchangeable preferred stock (in percent)								6.00%	6.00%
Liquidation preference (in dollars per share) \| $ / shares								$ 10.00	$ 10.00
Accrued and unpaid dividends in arrears on preferred stock \| $									$ 700,000
Accrued and unpaid dividends in arrears on preferred stock (in dollars per share) \| $ / shares								1.95
Shares reserved for future issuance upon conversion									85
Conversion price (in dollars per share) \| $ / shares								39,480
Share Price \| $ / shares								$ 59,220
Percentage of closing sales price of common stock that conversion price must exceed in order for preferred stock to be convertible								150.00%
Number of trading days within 30 trading days in which the closing price of common stock must exceed conversion price for preferred stock to be convertible								20 days
Number of trading days during which closing price of common stock must exceed conversion price for at least 20 days in order for the preferred stock to be convertible								30 days
Number of trading days prior to notice of automatic conversion								5 days
Number of quarterly periods in which dividends are not paid that triggers the right of preferred stock holders to nominate and elect directors \| item								6
Interest rate of Convertible Subordinated Debentures (as a percent)								6.00%
Redemption price per share (in dollars per share) \| $ / shares								$ 10.00
Debt principal amount per share, basis for exchange (in dollars per share) \| $ / shares								$ 10.00
Debt instrument, term								25 years
Preferred stock dividend declared, amount per share \| $ / shares								$ 0.15
Series A Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock, par value (in dollars per share) \| $ / shares								$ 0.001	$ 0.001
Preferred stock, shares issued							8,872	264	264
Preferred stock, shares outstanding								264	264
Number of shares converted								6,600
Price per share used to determine number of shares of common stock \| $ / shares							$ 1,000
Conversion price of convertible preferred stock \| $ / shares							$ 40.00
Conversion percentage							9.99%
Measurement period of consecutive trading days used in determining whether specified triggers are met which would allow the entity to require the conversion of all or part of outstanding preferred stock								30 days
Percentage of blocker provision							4.99%
Series A Convertible Preferred Stock [Member] \| Class B Units [Member] \| Underwritten Public Offering [Member]
Class of Stock [Line Items]
Number of securities called by each unit						1
Series A Convertible Preferred Stock [Member] \| Minimum [Member]
Class of Stock [Line Items]
Percentage by which the weighted average price of common stock during the measurement period exceeds the initial conversion price which triggers the right of the entity to cause all or part of the outstanding preferred stock to be converted								300.00%
Threshold amount of daily trading volume on each trading day during the measurement period which triggers the right of the entity to cause all or part of the outstanding preferred stock to be converted \| $								$ 500,000
Series B Convertible Preferred Stock [Member]
Class of Stock [Line Items]
Preferred stock, par value (in dollars per share) \| $ / shares								$ 0.001	$ 0.001
Preferred stock, shares issued								237,745	0
Preferred stock, shares outstanding								237,745	0
Outstanding common stock at election of purchaser								9.99%
Number of common shares issued upon conversion								5
Number of shares converted								5
Series B Convertible Preferred Stock [Member] \| Acorn Bioventures, LP [Member]
Class of Stock [Line Items]
Warrants to purchase shares		669,854
Sell of stock, price per share \| $ / shares		$ 4.18						$ 4.18
Effective Conversion price per share \| $ / shares								$ 3.18
Warrants exercisable date		Dec. 18, 2021
Warrant outstanding Term		5 years
Proceeds from issuance of stocks/warrants \| $	$ 6,900,000
Number of common shares called by each warrant		0.4
Warrants, exercise price per share \| $ / shares		$ 4.13
Warrant to purchase each share of our common stock		0.4
Number of share sold under the sales agreement		237,745

Stock-Based Compensation (Narrative) (Details)	1 Months Ended	3 Months Ended	12 Months Ended
Stock-Based Compensation (Narrative) (Details)	Sep. 30, 2020 director shares	Sep. 30, 2020 USD ($)	Dec. 31, 2020 USD ($) $ / shares shares	Dec. 31, 2019 USD ($) $ / shares shares	Oct. 31, 2020 shares
Minimum [Member]
Stock-based compensation
Stock awards vesting period			3 years
Maximum [Member]
Stock-based compensation
Stock awards vesting period			4 years
Board Director [Member]
Stock-based compensation
Stock awards vesting period			1 year
Stock Options [Member]
Stock-based compensation
Options granted, grant date fair value \| $ / shares			$ 3.47	$ 11.51
Options granted (in shares)			511,800	77,514
Stock option exercised (in shares)			0	0
Number of former directors \| director	2
Number of accelerated stock options	10,400
Excess income tax benefits \| $			$ 0	$ 0
Modification charges recognized \| $		$ 20,000
Remaining unrecognized compensation cost of non-vested stock options \| $			$ 1,900,000
Weighted-average remaining requisite service period of recognition of unrecognized compensation cost			2 years 7 months 28 days
Stock Options [Member] \| Minimum [Member]
Stock-based compensation
Stock awards vesting period	1 year
Stock Options [Member] \| Maximum [Member]
Stock-based compensation
Stock awards vesting period	3 years
Restricted Stock Units (RSUs) [Member]
Stock-based compensation
Restricted Stock Units outstanding			16,524	14,000
Stock units forfeited			1,414
Vested stock units
Compensation cost recognized \| $			$ 0
2018 Equity Incentive Plan (the "2018 Plan") [Member]
Stock-based compensation
Number of authorized shares			775,000
Number of additional shares authorized			35,494
Number of shares reserved for issuance			328,035
2018 Equity Incentive Plan (the "2018 Plan") [Member] \| Minimum [Member]
Stock-based compensation
Stock awards vesting period			1 year
2018 Equity Incentive Plan (the "2018 Plan") [Member] \| Maximum [Member]
Stock-based compensation
Stock awards vesting period			4 years
2018 Equity Incentive Plan (the "2018 Plan") [Member] \| Stock Options [Member]
Stock-based compensation
Life of stock option awards granted			10 years
Options granted (in shares)			391,800	77,514
Inducement Equity Incentive Plan 2020 [Member]
Stock-based compensation
Number of shares reserved for issuance			80,000		200,000
Options granted (in shares)			120,000
Inducement Equity Incentive Plan 2020 [Member] \| Stock Options [Member]
Stock-based compensation
Options granted (in shares)			120,000

Stock-Based Compensation (Schedule of Stock Based Compensation Expense) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation costs before income taxes	$ 430	$ 466
Research and Development [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation costs before income taxes	152	166
General and Administrative [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation costs before income taxes	$ 278	$ 300

Stock-Based Compensation (Schedule of Share Option Activity) (Details) - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019	Dec. 31, 2018
Number of Options Outstanding
Options outstanding	100,279	41,581
Granted	511,800	77,514
Cancelled/forfeited	(9,396)	(18,816)
Options outstanding	602,683	100,279	41,581
Unvested	525,010
Vested and exercisable	77,673
Weighted Average Exercise Price Per Share
Options outstanding	$ 54.40	$ 133.60
Granted	4.17	14.20
Cancelled/forfeited (in dollars per share)	101.05	64.60
Options outstanding	11.01	$ 54.40	$ 133.60
Unvested	4.64
Vested and exercisable	$ 54.05
Weighted Average Remaining Contractual Term (Years)
Options outstanding	9 years 4 months 21 days	8 years 7 months 13 days	8 years 1 month 17 days
Unvested	9 years 9 months 18 days
Vested and exercisable	6 years 7 months 10 days
Aggregate Intrinsic Value
Options outstanding	$ 1,861	$ 4
Unvested	1,829
Vested and exercisable	$ 32

Stock-Based Compensation (Schedule of Fair Value of the Stock Options Granted) (Details) - Stock Options [Member] - $ / shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]
Expected dividend yield over expected term	0.00%	0.00%
Resulting weighted average grant date fair value	$ 3.47	$ 14.20
Minimum [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]
Expected term (years)	5 years	5 years
Risk free interest rate	0.41%	2.105%
Volatility	96.00%	103.00%
Maximum [Member]
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions and Methodology [Abstract]
Expected term (years)	6 years	6 years
Risk free interest rate	0.57%	2.61%
Volatility	115.00%	110.00%

Stock-Based Compensation (Schedule of Restricted Stock Units Activity) (Details) - Restricted Stock Units (RSUs) [Member] - $ / shares	3 Months Ended	12 Months Ended
	Mar. 31, 2020	Dec. 31, 2020	Dec. 31, 2019
Number of Options Outstanding
Restricted Stock Units outstanding at December 31, 2019	14,000	14,000
Granted	3,938	3,938	14,000
Cancelled/forfeited		(1,414)
Restricted Stock Units outstanding at December 31, 2020		16,524	14,000
Vested and exercisable
Weighted Average Grant Dtae Value Per Share
Restricted stock outstanding at December 31, 2019	$ 10.60	$ 10.60
Granted		15.20
Restricted stock outstanding at December 31, 2020		11.30	$ 10.60
Vested and exercisable

Employee Benefit Plans (Narrative) (Details) - USD ($)	12 Months Ended
Employee Benefit Plans (Narrative) (Details) - USD ($)	Dec. 31, 2020	Dec. 31, 2019
Pension Plan [Member]
Employee benefit plans
Contribution made by the entity under the pension plan	$ 43,000	$ 53,000
401 (k) Plan [Member]
Employee benefit plans
Matching contribution by employer as a percentage of the employee's deferral	100.00%
Matching contribution by employer as a percentage of U.S. employee's qualifying compensation	6.00%
Statutorily prescribed annual limit of contributions made by an employee before attaining age of 50 years	$ 19,500
Statutorily prescribed annual limit of contributions made by an employee after attaining age of 50 years	$ 26,000
Specified age limit of employees for calculation of statutorily prescribed annual limit of contribution	50 years
Contribution made by the entity under the 401(k) Plan	$ 57,000	$ 55,000

Taxes (Narrative) (Details) $ in Thousands, £ in Millions			12 Months Ended
Taxes (Narrative) (Details) $ in Thousands, £ in Millions	Dec. 31, 2019 USD ($)	Dec. 30, 2019	Dec. 31, 2020 USD ($)	Dec. 31, 2019 USD ($)	Dec. 31, 2020 GBP (£)	Dec. 31, 2020 USD ($)
Taxes
Income tax credits - UK research and development			$ 1,238	$ 1,299
Income tax benefit			(1,236)	(1,296)
Valuation allowance for deferred tax assets	$ 37,370			37,370		$ 42,063
Increase in valuation allowance			$ 4,700
Federal
Taxes
NOLs carryforward	400			400		1,100
State
Taxes
NOLs carryforward	19,800			19,800		20,500
Operating loss carryforward, expiration date			Dec. 31, 2028
Foreign Country - UK
Taxes
NOLs carryforward	$ 201,700			$ 201,700		$ 212,400
Percentage of tax rate adopted in respect of deferred tax assets measurement			50.00%
UK corporate income tax rate	17.00%	19.00%	19.00%
Increase in deferred tax assets			$ 3,900
Annual NOL allowance restriction \| £					£ 5
Increase in valuation allowance			$ 3,900

Taxes (Components of (Loss) Income) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Loss (income) from continuing operations before taxes
Domestic	$ (428)	$ (437)
Foreign	(9,253)	(8,689)
Loss before taxes	$ (9,681)	$ (9,126)

Taxes (Benefit (Provision) for Income Taxes) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Benefit for income taxes from continuing operations
Current - domestic	$ (2)	$ (3)
Current - foreign	1,238	1,299
Current - total	1,236	1,296
Deferred - domestic
Income tax benefit	$ 1,236	$ 1,296

Taxes (Reconciliation of (Benefit) Provision for Income Taxes) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Reconciliation of the (benefit) provision for income taxes
Loss from continuing operations before taxes	$ (9,681)	$ (9,126)
Income tax expense computed at statutory federal tax rate	(2,033)	(1,916)
Disallowed expenses and non-taxable income	352	345
Loss surrendered to generate R&D credit	1,788	1,686
Additional research and development tax relief	(1,238)	(1,299)
Change in valuation allowance	3,205	665
Foreign items, including change in tax rates, and other	1,638	176
Change in UK Tax Rate	(3,937)
Other foreign items	(1,011)	(953)
Current - total	$ (1,236)	$ (1,296)

Taxes (Components of Deferred Tax Assets) (Details) - USD ($) $ in Thousands	Dec. 31, 2020	Dec. 31, 2019
Net operating loss and tax credit carryforwards
Net operating loss and tax credit carryforwards	$ 42,012	$ 35,772
Depreciation, amortization and impairment of property and equipment	39	104
Stock options		1,481
Right of use asset	(183)	(163)
Lease liability	195	176
Deferred tax assets	42,063	37,370
Valuation allowance for deferred tax assets	(42,063)	(37,370)
Net deferred tax assets

Net Loss Per Share (Basic and Diluted Net Loss Per Share) (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Numerator:
Net loss	$ (8,445)	$ (7,830)
Dividend on convertible exchangeable preferred shares	(201)	(201)
Beneficial conversion feature of Series B preferred stock	(3,775)
Adjusted Net loss applicable to common stockholders	$ (12,421)	$ (8,031)
Denominator:
Weighted-average number of common shares used in loss per share – basic and diluted (in shares)	3,633,385	816,080
Loss per share – basic and diluted	$ (3.42)	$ (9.84)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Net Loss Per Share (Schedule of Company's Potential Anti Dilutive Securities) (Details) - shares	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from calculation	5,941,472	481,488
Stock Options [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from calculation	602,683	100,278
6% Convertible Exchangeable Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from calculation	85	85
Dividend rate (in percent)	6.00%	6.00%
Series A Convertible Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from calculation	6,600	6,600
Series B Convertible Preferred Stock [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from calculation	1,188,725
Common Stock Warrants [Member]
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from calculation	4,143,379	374,525

Geographic Information (Narrative) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2020	Dec. 31, 2019
Revenues from External Customers and Long-Lived Assets [Line Items]
Revenue
Net loss	(8,445)	(7,830)
Assets	36,802	15,308
Long Lived Assets, net	106	27
United Kingdom
Revenues from External Customers and Long-Lived Assets [Line Items]
Net loss	(8,015)	(7,391)
Assets	4,480	3,838
Long Lived Assets, net	105	24
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Net loss	(430)	(439)
Assets	32,322	11,470
Long Lived Assets, net	$ 1	$ 3

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Subsequent Events (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions		1 Months Ended	12 Months Ended
	Dec. 11, 2020	Jan. 31, 2021	Dec. 31, 2020
Subsequent Event [Line Items]
Warrants exercised			901,000
Proceeds from warrants exercised			$ 8.8
Dividend declared, date	Dec. 11, 2020
Dividends payable, date to be paid	Feb. 01, 2021
Dividend, record date	Jan. 15, 2021
Preferred stock, dividends per share, cash paid	$ 0.15
Subsequent Events [Member]
Subsequent Event [Line Items]
Warrants exercised		857,500
Proceeds from warrants exercised		$ 4.3