Annual report pursuant to Section 13 and 15(d)

Note 1 - The Company and Basis of Presentation

v3.19.1
Note 1 - The Company and Basis of Presentation
12 Months Ended
Dec. 31, 2018
Notes to Financial Statements  
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]
1.
The Company and Basis of Presentation
 
Viveve Medical, Inc. (“Viveve Medical”, the “Company”, “we”, “our”, or “us”) competes in the women’s intimate health industry in some countries by marketing the Viveve System as a way to improve the overall well-being and quality of life of women suffering from vaginal introital laxity, for improved sexual function, or stress urinary incontinence, depending on the relevant country-specific clearance or approval.  In the United States, the Viveve System is currently indicated for use in general surgical procedures for electrocoagulation and hemostasis.
 
Public Offerings
 
In
December 2018,
in connection with the closing of a public offering (the
“December 2018
Offering”), the Company issued an aggregate of
14,728,504
shares of common stock, including the shares issued in connection with the exercise of the underwriters’ overallotment option, at a public offering price of
$1.50
per share for gross proceeds of approximately
$22,093,000.
The net proceeds to the Company, after deducting underwriting discounts and commissions and other offering expenses, were approximately
$20,385,000.
 
 
In
February 2018,
in connection with the closing of a public offering (the
“February 2018
Offering”), the Company issued an aggregate of
11,500,000
shares of common stock, including the shares issued in connection with the exercise of the underwriters’ overallotment option, at a public offering price of
$3.00
per share for gross proceeds of approximately
$34,500,000.
The net proceeds to the Company, after deducting underwriting discounts and commissions and other offering expenses, were approximately
$32,214,000.
 
 
The Company established an “at-the-market” equity offering program through the filing of a prospectus supplement to its shelf registration statement on Form S-
3,
which was filed on
November 8, 2017,
under which the Company
may
offer and sell, from time-to-time, up to
$25,000,000
aggregate offering price of shares of its common stock (the
“November 2017
ATM Facility”). During the years ended
2018
and
2017,
the Company sold
277,249
shares for net proceeds of approximately
$1,193,000
and
59,249
shares for net proceeds of approximately
$125,000,
respectively. As of
December 31, 2018,
the Company has sold an aggregate of
336,498
shares of common stock under the
November 2017
ATM Facility for net proceeds of approximately
$1,318,000.
 
In
March 2017,
in connection with the closing of a public offering (the
“March 2017
Offering”), the Company issued an aggregate of
8,625,000
shares of common stock, including the shares issued in connection with the exercise of the underwriters’ overallotment option, at a public offering price of
$4.00
per share for gross proceeds of approximately
$34,500,000.
The net proceeds to the Company, after the deduction of underwriting discounts, commissions and other offering expenses, were approximately
$31,440,000.
   
 
Liquidity
and Management
Plans
 
 The Company has adopted FASB Accounting Standard Codification (“ASC”) Topic
205
-
40,
Presentation of Financial Statements – Going Concern, which requires that management evaluate whether there are relevant conditions and events that, in the aggregate, raise substantial doubt about the entity’s ability to continue as a going concern and to meet its obligations as they become due within
one
year after the date that the financial statements are issued.
 
The accompanying financial statements have been prepared assuming that the Company will continue as a going concern. However, since inception, the Company has sustained significant operating losses and such losses are expected to continue for the foreseeable future. As of
December 31, 2018,
the Company had accumulated deficit of
$155,385,000
,
cash and cash equivalents of
$29,523,000
and working capital of
$31,144,000.
Additionally, the Company used
$43,090,000
in cash for operations in the year ended
December 31, 2018.
The Company will require additional cash funding to fund operations through
March 31, 2020.
Accordingly, management has concluded that the Company does
not
have sufficient funds to support operations within
one
year after the date the financial statements are issued and, therefore, the Company concluded there was substantial doubt about the Company’s ability to continue as a going concern. Based on management’s plans to reduce operating expenses, including the reduction in force in
January 2019,
and the availability of our
November 2017
ATM Facility, the Company believes that this substantial doubt has been alleviated.
 
To fund further operations, the Company will need to raise additional capital. The Company
may
obtain additional financing in the future through the issuance of its common stock, or through other equity or debt financings. The Company’s ability to continue as a going concern or meet the minimum liquidity requirements in the future is dependent on its ability to raise significant additional capital, of which there can be
no
assurance. If the necessary financing is
not
obtained or achieved, the Company will likely be required to reduce its planned expenditures, which could have an adverse impact on the results of operations, financial condition and the Company’s ability to achieve its strategic objective. There can be
no
assurance that financing will be available on acceptable terms, or at all.