Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Sep. 30, 2015 | Nov. 05, 2015 | |
Entity Registrant Name | INTEGRATED BIOPHARMA INC | |
Entity Central Index Key | 1,016,504 | |
Trading Symbol | inbp | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Current Reporting Status | Yes | |
Entity Voluntary Filers | No | |
Entity Well-known Seasoned Issuer | No | |
Entity Common Stock, Shares Outstanding (in shares) | 21,105,174 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Sales, net | $ 9,445 | $ 8,582 |
Cost of sales | 8,130 | 7,281 |
Gross profit | 1,315 | 1,301 |
Selling and administrative expenses | 830 | 852 |
Operating income | 485 | 449 |
Other income (expense), net: | ||
Interest expense | (237) | (240) |
Change in fair value of derivative liabilities | (3) | 214 |
Other income, net | 24 | 9 |
Other expense, net | (216) | (17) |
Income before income taxes | 269 | 432 |
Income tax expense, net | 28 | 29 |
Net income | $ 241 | 403 |
Interest expense on Convertible debt - CD Financial, LLC | 82 | |
Accretion of Convertible debt - CD Financial, LLC | 28 | |
Change in fair value of derivative liabilities | (214) | |
Diluted net income | $ 241 | $ 299 |
Basic net income per common share (in dollars per share) | $ 0.01 | $ 0.02 |
Diluted net income per common share (in dollars per share) | $ 0.01 | $ 0.01 |
Weighted average common shares outstanding - basic (in shares) | 21,105,174 | 21,105,174 |
Add: Equivalent shares outstanding (in shares) | 50,039 | 199,775 |
Shares issuable upon conversion of Convertible Debt - CD Financial, LLC (in shares) | 8,230,769 | |
Weighted average common shares outstanding - diluted (in shares) | 21,155,213 | 29,535,718 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Current Assets: | ||
Cash | $ 84 | $ 71 |
Accounts receivable, net | 2,803 | 2,638 |
Inventories | 6,087 | 5,778 |
Investment in iBio, Inc. | 501 | 501 |
Other current assets | 358 | 334 |
Total current assets | 9,833 | 9,322 |
Intangible assets, net | 712 | 743 |
Property and equipment, net | 1,368 | 1,373 |
Security deposits and other assets | 164 | 185 |
Total Assets | 12,077 | 11,623 |
Current Liabilities: | ||
Advances under revolving credit facility | 4,219 | 4,462 |
Accounts payable (includes $423 and $290 due to related party) | 6,034 | 5,148 |
Accrued expenses and other current liabilities | 1,189 | 1,536 |
Current portion of long term debt | 707 | 719 |
Total current liabilities | 12,149 | 11,865 |
Long term debt | 3,830 | 3,942 |
Subordinated convertible note, net - CD Financial, LLC | 5,148 | 5,120 |
Derivative liabilities | 15 | 12 |
Total liabilities | $ 21,142 | $ 20,939 |
Commitments and Contingencies | ||
Stockholders' Deficiency: | ||
Common Stock, $0.002 par value; 50,000,000 shares authorized; 21,140,074 and 21,105,174 shares issued and outstanding, respectively | $ 42 | $ 42 |
Additional paid-in capital | 44,684 | 44,676 |
Accumulated deficit | (53,692) | (53,935) |
Less: Treasury stock, at cost, 34,900 shares | (99) | (99) |
Total Stockholders' Deficiency | (9,065) | (9,316) |
Total Liabilities and Stockholders' Deficiency | $ 12,077 | $ 11,623 |
Condensed Consolidated Balance4
Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Due to related party, current | $ 423 | $ 290 |
Common stock, par value (in dollars per share) | $ 0.002 | $ 0.002 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 21,140,074 | 21,140,074 |
Common stock, shares outstanding (in shares) | 21,105,174 | 21,105,174 |
Treasury stock, shares outstanding (in shares) | 34,900 | 34,900 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows provided by operating activities: | ||
Net income | $ 241 | $ 403 |
Adjustments to reconcile net income to net cash from operating activities: | ||
Depreciation and amortization | 91 | 95 |
Accretion of financing instruments and other non cash interest | 60 | $ 60 |
Stock based compensation | 9 | |
Change in fair value of derivative liabilities | 3 | $ (214) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (165) | (119) |
Inventories | (309) | (1,276) |
Other current assets | (23) | (83) |
Security deposits and other assets | (11) | (15) |
Accounts payable | 887 | 763 |
Accrued expenses and other liabilities | (347) | (109) |
Net cash provided by (used in) operating activities | 436 | (495) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (41) | (168) |
Net cash used in investing activities | (41) | (168) |
Cash flows from financing activities: | ||
Advances under revolving credit facility | 8,553 | 8,792 |
Proceeds from Line of Credit Note | 43 | 205 |
Repayments of advances under revolving credit facility | (8,796) | (8,332) |
Repayments under term note payables | (147) | (135) |
Repayments under capitalized lease obligations | (35) | (24) |
Net cash (used in) provided by financing activities | (382) | 506 |
Net increase (decrease) in cash | 13 | (157) |
Cash at beginning of period | 71 | 451 |
Cash at end of period | 84 | 294 |
Supplemental disclosures of cash flow information: | ||
Interest | $ 173 | $ 174 |
Income taxes | ||
Supplemental disclosures of non-cash transactions: | ||
Accretion on embedded derivative feature of convertible note payable | $ 28 | $ 28 |
Amortization of prepaid financing costs | 32 | 32 |
Financing on capitalized lease obligations | $ 14 | $ 185 |
Note 1 - Principles of Consolid
Note 1 - Principles of Consolidation and Basis of Presentation | 3 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1. Principles of Consolidation and Basis of Presentation Basis of Presentation of Interim Financial Statements The accompanying condensed consolidated financial statements for the interim periods are unaudited and include the accounts of Integrated BioPharma, Inc., a Delaware corporation (together with its subsidiaries, the “Company”). The interim condensed consolidated financial statements have been prepared in conformity with Rule 10-01 of Regulation S-X of the Securities and Exchange Commission (“SEC”) and therefore do not include information or footnotes necessary for a complete presentation of financial position, results of operations and cash flows in conformity with accounting principles generally accepted in the United States of America. However, all adjustments (consisting only of normal recurring adjustments) which are, in the opinion of management, necessary for a fair presentation of the financial position and operating results for the periods presented have been included. These condensed consolidated financial statements should be read in conjunction with the financial statements and notes thereto, together with Management’s Discussion and Analysis of Financial Condition and Results of Operations, contained in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2015 (“Form 10-K”), as filed with the SEC. The June 30, 2015 balance sheet was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. The results of operations for the three months ended September 30, 2015 are not necessarily indicative of the results for the full fiscal year ending June 30, 2016 or for any other period. Nature of Operations The Company is engaged primarily in manufacturing, distributing, marketing and sales of vitamins, nutritional supplements and herbal products. The Company’s customers are located primarily in the United States, Luxembourg and Canada. The Company was previously known as Integrated Health Technologies, Inc. and, prior to that, as Chem International, Inc. The Company was reincorporated in its current form in Delaware in 1995. The Company continues to do business as Chem International, Inc. with certain of its customers and certain vendors. The Company’s business segments include: (a) Contract Manufacturing operated by InB:Manhattan Drug Company, Inc. (“MDC”), which manufactures vitamins and nutritional supplements for sale to distributors, multilevel marketers and specialized health-care providers; (b) Branded Proprietary Products operated by AgroLabs, Inc. (“AgroLabs”), which distributes healthful nutritional products for sale through major mass market, grocery, drug and vitamin retailers, under the following brands: Naturally Noni, Coconut Water, Aloe Pure, Peaceful Sleep, Green Envy, ACAI Extra, ACAI Cleanse, Wheatgrass and other products which are being introduced into the market (these are referred to as our branded proprietary nutraceutical business and/or products); and (c) Other Nutraceutical Businesses which includes the operations of (i) The Vitamin Factory (the “Vitamin Factory”), which sells private label MDC products, as well as our AgroLabs products, through the Internet, (ii) IHT Health Products, Inc. (“IHT”) a distributor of fine natural botanicals, including multi minerals produced under a license agreement and (iii) Chem International, Inc. (“Chem”), a distributor of certain raw materials for DSM Nutritional Products LLC. Significant Accounting Policies There have been no material changes during fiscal year 2016 in the Company’s significant accounting policies to those previously disclosed in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2015. Investment in iBio, Inc . Pursuant to the Company’s Loan Agreement with PNC Bank, National Association (“PNC”), the Company is required to sell the iBio Stock when the trading price of the iBio Stock is less than $0.88 per share for a period of fifteen (15) consecutive trading days on the applicable exchange and utilize all proceeds from such sale to prepay the outstanding principal of the term loan outstanding under the Loan Agreement at such time. During certain periods in the three months ended September 30, 2015 and the fiscal years ended June 30, 2015, 2014 and 2013, the trading price of the iBio Stock was less than $0.88 for a period of fifteen (15) consecutive trading days. (See Note 5. Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt). As of November 5, 2015, PNC has not required the Company to sell any of the iBio Stock but reserves the right to do so at any time in the future. Although not required to do so, in the quarter ended June 30, 2015, the Company sold 73,191 shares of iBio Stock providing net trading proceeds of approximately $79 which were used to prepay principal outstanding under the Term Loan. (See Note 5. Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt). Earnings Per Share. The following options and potentially dilutive shares for convertible notes payable (see Note 5. Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt) were not included in the computation of weighted average diluted common shares outstanding as the effect of doing so would be anti-dilutive for the three months ended September 30, 2015 and 2014: Three Months Ended September 30, 2015 2014 Anti-dilutive stock options 1,080,950 401,200 Anti-dilutive shares for convertible notes payable 8,230,769 - Total anti-dilutive shares 9,311,719 401,200 |
Note 2 - Inventories
Note 2 - Inventories | 3 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | Note 2 . Inventories Inventories are stated at the lower of cost or market using the first-in, first-out method and consist of the following: September 30, June 30, 2015 2015 Raw materials $ 3,702 $ 2,371 Work-in-process 1,036 2,061 Finished goods 1,349 1,346 Total $ 6,087 $ 5,778 |
Note 3 - Intangible Assets, Net
Note 3 - Intangible Assets, Net | 3 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | Note 3. Intangible Assets, net Intangible assets consist of trade names, license fees from the Branded Proprietary Products Segment, and unpatented technology from the Other Nutraceutical Businesses Segment. The carrying amount of intangible assets, net is as follows as of: September 30, 2015 June 30, 2015 Gross Carrying Accumulated Gross Carrying Accumulated Amount Amortization Net Amount Amortization Net Trade names $ 1,525 $ 909 $ 616 $ 1,525 $ 891 $ 634 Unpatented technology 547 547 - 547 540 7 License agreement 347 251 96 347 245 102 Total $ 2,419 $ 1,707 $ 712 $ 2,419 $ 1,676 $ 743 Amortization expense recorded on intangible assets for the three months ended September 30, 2015 and 2014 was $31 and $34, respectively. Amortization expense is recorded on the straight-line method over periods ranging from 13 years to 20 years based on contractual or estimated lives and is included in selling and administrative expenses. Tests for impairment or recoverability are performed at least annually and require significant management judgment and the use of estimates which the Company believes are reasonable and appropriate at the time of the impairment test. Future unanticipated events affecting cash flows and changes in market conditions could affect such estimates and result in the need for an impairment charge. The Company also re-evaluates the periods of amortization to determine whether circumstances warrant revised estimates of current useful lives. No impairment losses were identified or recorded in the three months ended September 30, 2015 and 2014 on the Company’s intangible assets. The estimated annual amortization expense for intangible assets for the five succeeding fiscal years is as follows: Year ending Amortization June 30, Expense 2016, remaining $ 73 2017 97 2018 97 2019 97 2020 93 2021 76 Thereafter 179 Total $ 712 |
Note 4 - Property and Equipment
Note 4 - Property and Equipment | 3 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | Note 4 . Property and Equipment, net Property and equipment, net consists of the following: September 30, June 30, 2015 2015 Land and building $ 1,250 $ 1,250 Leasehold improvements 1,159 1,159 Machinery and equipment 5,416 5,362 Transportation equipment 16 16 7,841 7,787 Less: Accumulated depreciation and amortization (6,473 ) (6,414 ) Total $ 1,368 $ 1,373 Depreciation and amortization expense recorded on property and equipment for the three months ended September 30, 2015 and 2014 was $59 and $61, respectively. |
Note 5 - Senior Credit Facility
Note 5 - Senior Credit Facility, Subordinated Convertible Note Payable, Net - CD Financial, LLC and Other Long-Term Debt | 3 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 5 . Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt As of September 30, 2015 and June 30, 2015, the Company had the following debt outstanding: Principal Amount Interest Rate Maturity Date As of September 30, 2015 As of June 30, 2015 Revolving advances under Senior Credit Facility with PNC Bank, National Association $ 4,219 $ 4,462 3.25% 6/27/2017 Installment Note with PNC Bank 1,669 1,802 3.75% 6/27/2017 Line of Credit Note with PNC Equipment Finance 337 307 4.57% 7/29/2019 Promissory Note with CD Financial, LLC 1,714 1,714 6.00% 7/7/2017 Promissory Note with Vitamin Realty, LLC 686 686 4.00% 7/7/2017 Capitalized lease obligations 104 125 0.00% - 7.10% 2/26/2016 - 9/21/2017 Promissory Note with E. Gerald Kay 27 27 4.00% 7/7/2017 Total outstanding debt 8,756 9,123 Less: Revolving Advances (4,219 ) (4,462 ) Current portion of long term debt (707 ) (719 ) Long term debt $ 3,830 $ 3,942 Convertible Note payable - CD Financial, LLC $ 5,350 $ 5,350 6.00% 7/7/2017 Discount for embedded derivative (202 ) (230 ) Convertible Note payable, net - CD Financial, LLC $ 5,148 $ 5,120 SENIOR CREDIT FACILITY On June 27, 2012, the Company, MDC, AgroLabs, IHT, IHT Properties Corp. (“IHT Properties”) and Vitamin Factory (collectively, the “Borrowers”) entered into a Revolving Credit, Term Loan and Security Agreement (the “Loan Agreement”) with PNC Bank, National Association as agent and lender (“PNC”) and the other lenders party thereto. The Loan Agreement provides for a total of $11,727 in senior secured financing (the “Senior Credit Facility”) as follows: (i) discretionary advances (“Revolving Advances”) based on eligible accounts receivable and eligible inventory in the maximum amount of $8,000 (the “Revolving Credit Facility”) and (ii) a term loan in the amount of $3,727 (the “Term Loan”). The Senior Credit Facility is secured by all assets of the Borrowers, including, without limitation, machinery and equipment, real estate owned by IHT Properties, and common stock of iBio owned by the Company. Revolving Advances bear interest at PNC’s Base Rate or the Eurodollar Rate, at Borrowers’ option, plus 2.75% (3.25% as of September 30, 2015 and June 30, 2015). The Term Loan bears interest at PNC’s Base Rate or the Eurodollar Rate, at Borrowers’ option, plus 3.25% (3.75% as of September 30, 2015 and June 30, 2015). Upon and after the occurrence of any event of default under the Loan Agreement, and during the continuation thereof, interest shall be payable at the interest rate then applicable plus 2%. The Senior Credit Facility matures on June 27, 2017 (the “Senior Maturity Date”). The principal balance of the Revolving Advances is payable on the Senior Maturity Date, subject to acceleration, based upon a material adverse event clause, as defined, subjective accelerations for borrowing base reserves, as defined or upon the occurrence of any event of default under the Loan Agreement or earlier termination of the Loan Agreement pursuant to the terms thereof. The Term Loan shall be repaid in sixty (60) consecutive monthly installments of principal, the first fifty nine (59) of which shall be in the amount of $44, commencing on the first business day of August, 2012, and continuing on the first business day of each month thereafter, with a final payment of any unpaid balance of principal and interest payable on the first business day of July, 2017. The foregoing is subject to customary mandatory prepayment provisions and acceleration upon the occurrence of any event of default under the Loan Agreement or earlier termination of the Loan Agreement pursuant to the terms thereof. The Revolving Advances are subject to the terms and conditions set forth in the Loan Agreement and are made in aggregate amounts at any time equal to the lesser of (x) $8.0 million or (y) an amount equal to the sum of: (i) up to 85%, subject to the provisions in the Loan Agreement, of eligible accounts receivables (“Receivables Advance Rate”), plus (ii) up to the lesser of (A) 65%, subject to the provisions in the Loan Agreement, of the value of the eligible inventory (“Inventory Advance Rate” and together with the Receivables Advance Rate, collectively, the “Advance Rates”), (B) 85% of the appraised net orderly liquidation value of eligible inventory (as evidenced by the most recent inventory appraisal reasonably satisfactory to PNC in its sole discretion exercised in good faith) and (C) the inventory sublimit in the aggregate at any one time (“Inventory Advance Rate” and together with the Receivables Advance Rate, collectively, the “Advance Rates”), minus (iii) the aggregate Maximum Undrawn Amount of all outstanding Letters of Credit, minus (iv) such reserves as Agent may reasonably deem proper and necessary from time to time. The Loan Agreement contains customary mandatory prepayment provisions, including, without limitation, (i) the requirement that if the trading price per share of the iBio Stock falls below a certain amount, the Company must sell the iBio Stock and use the proceeds to repay the Term Loan and (ii) the requirement to prepay the outstanding amount of all loans in an amount equal to fifty percent (50%) of Excess Cash Flow for each fiscal year commencing with the fiscal year ending June 30, 2013, payable upon delivery of the financial statements to PNC referred to in and required by the Loan Agreement for such fiscal year but in any event not later than one hundred twenty (120) days after the end of each such fiscal year, which prepayment amount shall be applied ratably to the outstanding principal installments of the Term Loan in the inverse order of the maturities thereof until the aggregate amount of payments made with regard to the Term Loan pursuant to the Loan Agreement equals $1.0 million. The Loan Agreement also contains customary representations and warranties, covenants and events of default, including, without limitation, (i) a fixed charge coverage ratio maintenance requirement and (ii) an event of default tied to any change of control as defined in the Loan Agreement. As of September 30, 2015, the Company is in compliance with the fixed charge coverage ratio maintenance requirement. During certain periods in the fiscal year ended June 30, 2013 and continuing through the quarter ended September 30, 2015, the trading price of the iBio Stock was less than $0.88 for a period of fifteen (15) consecutive trading days. However, PNC temporarily waived the requirement to sell the iBio Stock due to certain trading rules and restrictions under Rule 144 under the Securities Act of 1933, as amended. As of November 5, 2015, PNC has not required the Company to sell any of the iBio Stock but reserves the right to do so at any time in the future. Although not required to do so, in the quarter ended June 30, 2015, the Company sold 73,191 shares of iBio Stock, providing net trading proceeds of approximately $79 which proceeds were used to prepay principal outstanding under the Term Loan. In connection with the Senior Credit Facility, PNC and CD Financial entered into the Intercreditor and Subordination Agreement (the “Intercreditor Agreement”), which was acknowledged by the Borrowers, pursuant to which, among other things, (a) the lien of CD Financial on assets of the Borrowers is subordinated to the lien of PNC on such assets during the effectiveness of the Senior Credit Facility, and (b) priorities for payment of the debt for the Company and its subsidiaries (as described in this Note 5) are established. In addition, in connection with the Senior Credit Facility, the following loan documents were executed: (i) a Stock Pledge Agreement with PNC, pursuant to which the Company pledged to PNC the iBio Stock; (ii) a Mortgage and Security Agreement with PNC with IHT Properties; and (iii) an Environmental Indemnity Agreement with PNC. CD FINANCIAL, LLC TROUBLED DEBT RESTRUCTURING On June 27, 2012, the Company also entered into an Amended and Restated Securities Purchase Agreement (the “CD SPA”) with CD Financial, which amended and restated the Securities Purchase Agreement, dated as of February 21, 2008, between the Company and CD Financial, pursuant to which the Company issued to CD Financial a 9.5% Convertible Senior Secured Note in the original principal amount of $4,500 (the “Original CD Note”). Pursuant to the CD SPA, the Company issued to CD Financial (i) the Amended and Restated Convertible Promissory Note in the principal amount of $5,350 (the “CD Convertible Note”) and (ii) the Promissory Note in the principal amount of $1,714 (the “Liquidity Note”, and collectively with the CD Convertible Note, the “CD Notes”). The CD Notes mature on July 7, 2017. The proceeds of the CD Notes were used to refinance (a) the Original CD Note, (b) a $300,000 note issued by MDC to CD Financial which was assigned by MDC to the Company, (c) past due interest in the aggregate amount of $333 and (d) other expenses owed to CD Financial by the Company in the aggregate amount of approximately $217. The CD Notes are secured by all assets of the Borrowers, including, without limitation, machinery and equipment, real estate owned by IHT Properties, and iBio Stock owned by the Company. The CD Notes bear interest at an annual rate of 6% and have a default rate of 10%. The CD Convertible Note is convertible at the option of CD Financial into common stock of the Company at a conversion price of $0.65 per share, subject to customary adjustments including conversion price protection provisions. Pursuant to the terms of the Loan Agreement and the Intercreditor Agreement, during the effectiveness of the Senior Credit Facility, (i) the principal of the CD Convertible Note may not be repaid, (ii) the principal of the Liquidity Note may only be repaid if certain conditions under the Loan Agreement are satisfied, and (iii) interest in respect of the CD Notes may only be paid if certain conditions under the Intercreditor Agreement are satisfied. The CD SPA contains customary representations and warranties, covenants and events of default, including, without limitation, an event of default tied to any change of control as defined in the CD SPA. In connection with the CD SPA, the Borrowers entered into an Amended and Restated Security Agreement and Amended and Restated Subsidiary Guaranty. As of September 30, 2015 and June 30, 2015, the related embedded derivative liability with respect to conversion price protection provisions on the CD Convertible Note has an estimated fair value of $15 and $12, respectively. The Company used the following assumptions to calculate the fair value of the derivative liability using the Black-Scholes option pricing model: September 30, June 30, June 27, 2015 2015 2012 Risk Free Interest Rate 0.64 % 0.64 % 0.72 % Volatility 70.80 % 71.60 % 144.10 % Term (years) 1.75 2 5 Dividend Rate 0.00 % 0.00 % 0.00 % Closing Price of Common Stock $ 0.10 $ 0.09 $ 0.09 OTHER LONG TERM DEBT Related Party Debt . Capitalized Lease Obligations. Equipment Financing Note. In addition, in connection with the LC Note, the following loan documents were executed: (i) a Security Agreement with PNCEF and MDC; (ii) a Guaranty and Security Agreement with PNCEF and the Company; and (iii) a Cross Collateralization Agreement with PNC, PNCEF and MDC. |
Note 6 - Significant Risks and
Note 6 - Significant Risks and Uncertainties | 3 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Concentration Risk Disclosure [Text Block] | Note 6. Significant Risks and Uncertainties (a) Major Customers. (b) Other Business Risks. |
Note 7 - Commitments and Contin
Note 7 - Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 7. Commitments and Contingencies (a) Leases Related Party Leases. Rent expense for the three months ended September 30, 2015 and 2014 on these leases were $184 and $210 respectively, and are included in both cost of sales and selling and administrative expenses in the accompanying Condensed Consolidated Statements of Operations. As of September 30, 2015 and June 30, 2015, the Company had an outstanding obligation to Vitamin Realty of $1.2 million and $1.0 million, respectively, included in accounts payable, accrued expenses and other liabilities and long term debt in the accompanying Condensed Consolidated Balance Sheet. Other Lease Commitments. The minimum rental commitments for long-term non-cancelable leases are as follows: Operating Related Party Year ending Lease Lease June 30, Commitment Commitment Total 2016, remaining $ 40 $ 422 $ 462 2017 24 563 587 2018 14 563 577 2019 2 563 565 2020 1 563 564 2021 - 563 563 Thereafter - 2,517 2,517 Total $ 81 $ 5,754 $ 5,835 Total rent expense, including real estate taxes and maintenance charges, was approximately $225 and $252 for the three months ended September 30, 2015 and 2014, respectively. Rent expense is included in cost of sales and selling and administrative expenses in the accompanying Condensed Consolidated Statements of Operations. (b) Legal Proceedings. The Company is subject, from time to time, to claims by third parties under various legal theories. The defense of such claims, or any adverse outcome relating to any such claims, could have a material adverse effect on the Company’s liquidity, financial condition and cash flows. (c) Other Claims. On May 15, 2012, Cedarburg Pharmaceuticals, Inc. ("Cedarburg") sent the Company a letter (the "Demand Letter") setting forth a demand for indemnification under the Stock Purchase Agreement, dated March 17, 2009 (the "Cedarburg SPA"), by and among Cedarburg, InB: Hauser Pharmaceutical Services, Inc., InB: Paxis Pharmaceuticals, Inc. and the Company. In the Demand Letter, Cedarburg demanded payment by the Company of $0.6 million in respect of the Company's indemnification obligations under the Cedarburg SPA. In addition, in the Demand Letter, Cedarburg informed the Company that there are also environmental issues pending which may lead to additional costs to Cedarburg which will likely be in excess of $0.3 million. On May 30, 2012, the Company sent a letter responding to the Demand Letter and setting forth the Company’s position that it has no obligation to indemnify Cedarburg as demanded. On June 18, 2012, Cedarburg responded to the Company’s letter and, on July 27, 2012, the Company sent another letter to Cedarburg reiterating its position that the Company has no obligation to indemnify Cedarburg as demanded. On December 18, 2012, Cedarburg responded to the Company’s letter and, on January 15, 2013, the Company sent another letter to Cedarburg reiterating its position that the Company has no obligation to indemnify Cedarburg as demanded. As of November 5, 2015, the Company has not received any further communication from Cedarburg with respect to its demand for indemnification as set forth in the Demand Letter. The Company intends to vigorously contest Cedarburg's demand as set forth in the Demand Letter. |
Note 8 - Related Party Transact
Note 8 - Related Party Transactions | 3 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | Note 8. Related Party Transactions See Note 5. Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt for related party securities transactions. See Note 7(a). Leases for related party lease transactions. |
Note 9 - Segment Information
Note 9 - Segment Information | 3 Months Ended |
Sep. 30, 2015 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 9. Segment Information The basis for presenting segment results generally is consistent with overall Company reporting. The Company reports information about its operating segments in accordance with GAAP which establishes standards for reporting information about a company’s operating segments. The Company has divided its operations into three reportable segments as follows: Contract Manufacturing, Branded Proprietary Products and Other Nutraceutical Businesses. The international sales, concentrated primarily in Europe and Canada, for the three months ended September 30, 2015 and 2014 were $1,992 and $2,283, respectively. Financial information relating to the three months ended September 30, 2015 and 2014 operations by business segment are as follows: Sales, Net Segment U.S. International Gross Capital Customers Customers Total Profit Depreciation Expenditures Contract Manufacturing 2015 $ 6,930 $ 1,815 $ 8,745 $ 1,041 $ 59 $ 54 2014 5,743 2,065 7,808 1,151 60 351 Branded Proprietary Products 2015 147 172 319 128 - - 2014 129 210 339 6 - 1 Other Nutraceutical Businesses 2015 376 5 381 146 - 1 2014 427 8 435 144 1 - Total Company 2015 7,453 1,992 9,445 1,315 59 55 2014 6,299 2,283 8,582 1,301 61 352 Total Assets as of September 30, June 30, 2015 2015 Contract Manufacturing $ 9,113 $ 8,482 Branded Proprietary Products 1,296 1,324 Other Nutraceutical Businesses 1,668 1,817 Total Company $ 12,077 $ 11,623 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Equity Method Investments, Policy [Policy Text Block] | Investment in iBio, Inc . Pursuant to the Company’s Loan Agreement with PNC Bank, National Association (“PNC”), the Company is required to sell the iBio Stock when the trading price of the iBio Stock is less than $0.88 per share for a period of fifteen (15) consecutive trading days on the applicable exchange and utilize all proceeds from such sale to prepay the outstanding principal of the term loan outstanding under the Loan Agreement at such time. During certain periods in the three months ended September 30, 2015 and the fiscal years ended June 30, 2015, 2014 and 2013, the trading price of the iBio Stock was less than $0.88 for a period of fifteen (15) consecutive trading days. (See Note 5. Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt). As of November 5, 2015, PNC has not required the Company to sell any of the iBio Stock but reserves the right to do so at any time in the future. Although not required to do so, in the quarter ended June 30, 2015, the Company sold 73,191 shares of iBio Stock providing net trading proceeds of approximately $79 which were used to prepay principal outstanding under the Term Loan. (See Note 5. Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt). |
Earnings Per Share, Policy [Policy Text Block] | Earnings Per Share. The following options and potentially dilutive shares for convertible notes payable (see Note 5. Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt) were not included in the computation of weighted average diluted common shares outstanding as the effect of doing so would be anti-dilutive for the three months ended September 30, 2015 and 2014: Three Months Ended September 30, 2015 2014 Anti-dilutive stock options 1,080,950 401,200 Anti-dilutive shares for convertible notes payable 8,230,769 - Total anti-dilutive shares 9,311,719 401,200 |
Note 1 - Principles of Consol16
Note 1 - Principles of Consolidation and Basis of Presentation (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months Ended September 30, 2015 2014 Anti-dilutive stock options 1,080,950 401,200 Anti-dilutive shares for convertible notes payable 8,230,769 - Total anti-dilutive shares 9,311,719 401,200 |
Note 2 - Inventories (Tables)
Note 2 - Inventories (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | September 30, June 30, 2015 2015 Raw materials $ 3,702 $ 2,371 Work-in-process 1,036 2,061 Finished goods 1,349 1,346 Total $ 6,087 $ 5,778 |
Note 3 - Intangible Assets, N18
Note 3 - Intangible Assets, Net (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | September 30, 2015 June 30, 2015 Gross Carrying Accumulated Gross Carrying Accumulated Amount Amortization Net Amount Amortization Net Trade names $ 1,525 $ 909 $ 616 $ 1,525 $ 891 $ 634 Unpatented technology 547 547 - 547 540 7 License agreement 347 251 96 347 245 102 Total $ 2,419 $ 1,707 $ 712 $ 2,419 $ 1,676 $ 743 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | Year ending Amortization June 30, Expense 2016, remaining $ 73 2017 97 2018 97 2019 97 2020 93 2021 76 Thereafter 179 Total $ 712 |
Note 4 - Property and Equipme19
Note 4 - Property and Equipment (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | September 30, June 30, 2015 2015 Land and building $ 1,250 $ 1,250 Leasehold improvements 1,159 1,159 Machinery and equipment 5,416 5,362 Transportation equipment 16 16 7,841 7,787 Less: Accumulated depreciation and amortization (6,473 ) (6,414 ) Total $ 1,368 $ 1,373 |
Note 5 - Senior Credit Facili20
Note 5 - Senior Credit Facility, Subordinated Convertible Note Payable, Net - CD Financial, LLC and Other Long-Term Debt (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | Principal Amount Interest Rate Maturity Date As of September 30, 2015 As of June 30, 2015 Revolving advances under Senior Credit Facility with PNC Bank, National Association $ 4,219 $ 4,462 3.25% 6/27/2017 Installment Note with PNC Bank 1,669 1,802 3.75% 6/27/2017 Line of Credit Note with PNC Equipment Finance 337 307 4.57% 7/29/2019 Promissory Note with CD Financial, LLC 1,714 1,714 6.00% 7/7/2017 Promissory Note with Vitamin Realty, LLC 686 686 4.00% 7/7/2017 Capitalized lease obligations 104 125 0.00% - 7.10% 2/26/2016 - 9/21/2017 Promissory Note with E. Gerald Kay 27 27 4.00% 7/7/2017 Total outstanding debt 8,756 9,123 Less: Revolving Advances (4,219 ) (4,462 ) Current portion of long term debt (707 ) (719 ) Long term debt $ 3,830 $ 3,942 Convertible Note payable - CD Financial, LLC $ 5,350 $ 5,350 6.00% 7/7/2017 Discount for embedded derivative (202 ) (230 ) Convertible Note payable, net - CD Financial, LLC $ 5,148 $ 5,120 |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | September 30, June 30, June 27, 2015 2015 2012 Risk Free Interest Rate 0.64 % 0.64 % 0.72 % Volatility 70.80 % 71.60 % 144.10 % Term (years) 1.75 2 5 Dividend Rate 0.00 % 0.00 % 0.00 % Closing Price of Common Stock $ 0.10 $ 0.09 $ 0.09 |
Note 7 - Commitments and Cont21
Note 7 - Commitments and Contingencies (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | Operating Related Party Year ending Lease Lease June 30, Commitment Commitment Total 2016, remaining $ 40 $ 422 $ 462 2017 24 563 587 2018 14 563 577 2019 2 563 565 2020 1 563 564 2021 - 563 563 Thereafter - 2,517 2,517 Total $ 81 $ 5,754 $ 5,835 |
Note 9 - Segment Information (T
Note 9 - Segment Information (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Sales, Net Segment U.S. International Gross Capital Customers Customers Total Profit Depreciation Expenditures Contract Manufacturing 2015 $ 6,930 $ 1,815 $ 8,745 $ 1,041 $ 59 $ 54 2014 5,743 2,065 7,808 1,151 60 351 Branded Proprietary Products 2015 147 172 319 128 - - 2014 129 210 339 6 - 1 Other Nutraceutical Businesses 2015 376 5 381 146 - 1 2014 427 8 435 144 1 - Total Company 2015 7,453 1,992 9,445 1,315 59 55 2014 6,299 2,283 8,582 1,301 61 352 |
Reconciliation of Assets from Segment to Consolidated [Table Text Block] | Total Assets as of September 30, June 30, 2015 2015 Contract Manufacturing $ 9,113 $ 8,482 Branded Proprietary Products 1,296 1,324 Other Nutraceutical Businesses 1,668 1,817 Total Company $ 12,077 $ 11,623 |
Note 1 - Principles of Consol23
Note 1 - Principles of Consolidation and Basis of Presentation (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 86 Months Ended | ||||
Sep. 30, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Jun. 27, 2012 | |
Minimum [Member] | IBio Inc [Member] | ||||||
Share Price | $ 0.88 | $ 0.88 | $ 0.88 | $ 0.88 | $ 0.88 | |
IBio Inc [Member] | Minimum Share Price Acceptable Before Required to Sell [Member] | ||||||
Share Price | $ 0.88 | $ 0.88 | ||||
IBio Inc [Member] | ||||||
Equity Method Investment, Ownership Percentage | 6.00% | 6.00% | ||||
Investment Owned, Balance, Shares | 1,266,706 | 1,266,706 | ||||
Asset Impairment Charges | $ 2,200 | |||||
Investment Owned, at Fair Value | $ 800 | $ 800 | ||||
Consecutive Trading Days for Stock Price Threshold | 15 days | |||||
Investment, Shares Sold | 73,191 | |||||
Proceeds from Sale of Long-term Investments | $ 79 | |||||
Share Price | $ 0.10 | $ 0.10 | $ 0.09 | $ 0.09 |
Note 1 - Antidilutive Securitie
Note 1 - Antidilutive Securities Excluded from Computation of Earnings Per Share (Details) - shares | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Employee Stock Option [Member] | ||
Anti-dilutive stock options (in shares) | 1,080,950 | 401,200 |
Warrant [Member] | ||
Anti-dilutive stock options (in shares) | 8,230,769 | |
Anti-dilutive stock options (in shares) | 9,311,719 | 401,200 |
Note 2 - Inventories - Inventor
Note 2 - Inventories - Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Raw materials | $ 3,702 | $ 2,371 |
Work-in-process | 1,036 | 2,061 |
Finished goods | 1,349 | 1,346 |
Total | $ 6,087 | $ 5,778 |
Note 3 - Intangible Assets, N26
Note 3 - Intangible Assets, Net (Details Textual) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Minimum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 13 years | |
Maximum [Member] | ||
Finite-Lived Intangible Asset, Useful Life | 20 years | |
Impairment of Intangible Assets, Finite-lived | $ 0 | $ 0 |
Amortization of Intangible Assets | $ 31,000 | $ 34,000 |
Note 3 - Intangible Assets, N27
Note 3 - Intangible Assets, Net - Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Trade Names [Member] | ||
Gross Carrying Amount | $ 1,525 | $ 1,525 |
Accumulated Amortization | 909 | 891 |
Net | 616 | 634 |
Unpatented Technology [Member] | ||
Gross Carrying Amount | 547 | 547 |
Accumulated Amortization | $ 547 | 540 |
Net | 7 | |
Licensing Agreements [Member] | ||
Gross Carrying Amount | $ 347 | 347 |
Accumulated Amortization | 251 | 245 |
Net | 96 | 102 |
Gross Carrying Amount | 2,419 | 2,419 |
Accumulated Amortization | 1,707 | 1,676 |
Net | $ 712 | $ 743 |
Note 3 - Intangible Assets, N28
Note 3 - Intangible Assets, Net - Estimated Annual Amortization Expense for Intangible Assets (Details) $ in Thousands | Sep. 30, 2015USD ($) |
2016, remaining | $ 73 |
2,017 | 97 |
2,018 | 97 |
2,019 | 97 |
2,020 | 93 |
2,021 | 76 |
Thereafter | 179 |
Total | $ 712 |
Note 4 - Property and Equipme29
Note 4 - Property and Equipment (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Depreciation | $ 59 | $ 61 |
Note 4 - Property and Equipme30
Note 4 - Property and Equipment, Net - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2014 |
Land and Building [Member] | ||
Property and equipment, gross | $ 1,250 | $ 1,250 |
Leasehold Improvements [Member] | ||
Property and equipment, gross | 1,159 | 1,159 |
Machinery and Equipment [Member] | ||
Property and equipment, gross | 5,416 | 5,362 |
Transportation Equipment [Member] | ||
Property and equipment, gross | 16 | 16 |
Property and equipment, gross | 7,841 | 7,787 |
Less: Accumulated depreciation and amortization | (6,473) | (6,414) |
Total | $ 1,368 | $ 1,373 |
Note 5 - Senior Credit Facili31
Note 5 - Senior Credit Facility, Subordinated Convertible Note Payable, Net - CD Financial, LLC and Other Long-Term Debt (Details Textual) - USD ($) | Sep. 17, 2015 | Jul. 29, 2015 | Jun. 27, 2012 | Sep. 22, 2014 | Jun. 27, 2012 | Sep. 30, 2015 | Sep. 30, 2014 | Nov. 05, 2015 | Jun. 30, 2015 | Jun. 30, 2014 | Jun. 30, 2013 | Feb. 21, 2008 |
Eurodollar [Member] | Term Loan [Member] | ||||||||||||
Line of Credit Facility, Interest Rate at Period End | 3.75% | 3.75% | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | |||||||||||
Eurodollar [Member] | Revolving Credit Facility [Member] | ||||||||||||
Line of Credit Facility, Interest Rate at Period End | 3.25% | 3.25% | ||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | |||||||||||
Term Loan [Member] | Scenario Event of Default [Member] | ||||||||||||
Number of Consecutive Monthly Installments | 60 | |||||||||||
Number of Consecutive Monthly Installments, Fixed Amount | 59 | |||||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 2.00% | |||||||||||
Revolving Advances [Member] | ||||||||||||
Line of Credit Facility Covenant Aggregate Revolving Advance Percentage of Appraised Net Orderly Liquidation Value of Eligible Inventory | 85.00% | |||||||||||
Line of Credit Facility Covenant Maximum Aggregate Revolving Advance | $ 8,000,000 | |||||||||||
Line of Credit Facility Covenant Aggregate Revolving Advance Receivables Advance Rate | 85.00% | |||||||||||
Line of Credit Facility Covenant Aggregate Revolving Advance Inventory Advance Rate | 65.00% | |||||||||||
Loan Agreement Mandatory Repayment Amount | $ 1,000,000 | |||||||||||
Loan Agreement [Member] | ||||||||||||
Line of Credit Facility Covenant Prepayment Provisions Percentage of Excess Cash flow | 50.00% | |||||||||||
Promissory Note [Member] | CD Financial LLC [Member] | ||||||||||||
Debt Instrument, Face Amount | $ 1,714,000 | $ 1,714,000 | ||||||||||
CD MDC Note [Member] | ||||||||||||
Repayments of Notes Payable | 300,000 | |||||||||||
E. Gerald Kay [Member] | Vitamin Realty LLC [Member] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 4.00% | |||||||||||
Term Note [Member] | Convertible Line of Credit Note [Member] | Subsequent Event [Member] | ||||||||||||
Debt Instrument, Term | 4 years | |||||||||||
Long-term Debt, Percentage Bearing Fixed Interest, Percentage Rate | 4.57% | |||||||||||
Revolving Credit Facility [Member] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 8,000,000 | $ 8,000,000 | ||||||||||
Convertible Line of Credit Note [Member] | ||||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 350,000 | |||||||||||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | |||||||||||
Debt Instrument Convertible Aggregate Amount Advanced Trigger | $ 350,000 | |||||||||||
Long-term Line of Credit | $ 350,000 | |||||||||||
IBio Inc [Member] | Minimum [Member] | ||||||||||||
Share Price | $ 0.88 | $ 0.88 | $ 0.88 | $ 0.88 | ||||||||
IBio Inc [Member] | ||||||||||||
Consecutive Trading Days for Stock Price Threshold | 15 days | |||||||||||
Investment, Shares Sold | 73,191 | |||||||||||
Proceeds from Sale of Long-term Investments | $ 79,000 | |||||||||||
Subsequent Event [Member] | Regents [Member] | ||||||||||||
Borrowings to Finance Machinery and Equipment to Secure Capital Lease | $ 14,000 | |||||||||||
Regents [Member] | ||||||||||||
Borrowings to Finance Machinery and Equipment to Secure Capital Lease | 14,000 | |||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 5.70% | |||||||||||
Capital Lease Obligations | $ 90,000 | |||||||||||
Capital Lease Obligation Quarterly Lease Payment | $ 2,000 | |||||||||||
CD Financial LLC [Member] | Default Rate [Member] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | 10.00% | ||||||||||
CD Financial LLC [Member] | ||||||||||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | 6.00% | 9.50% | |||||||||
Debt Instrument, Face Amount | $ 4,500,000 | |||||||||||
Convertible Notes Payable | $ 5,350,000 | $ 5,350,000 | ||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.65 | $ 0.65 | ||||||||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | 15,000 | $ 12,000 | ||||||||||
Vitamin Realty LLC [Member] | ||||||||||||
Debt Instrument, Face Amount | 686,000 | |||||||||||
E. Gerald Kay [Member] | ||||||||||||
Debt Instrument, Face Amount | 27,000 | |||||||||||
Senior Notes | $ 11,727,000 | $ 11,727,000 | ||||||||||
Loans Payable, Noncurrent | $ 3,727,000 | $ 3,727,000 | ||||||||||
Debt Instrument, Periodic Payment | $ 44,000 | |||||||||||
Share Price | $ 0.09 | $ 0.09 | $ 0.10 | $ 0.09 | ||||||||
Repayments of Notes Payable | $ 147,000 | $ 135,000 | ||||||||||
Interest Paid | $ 333,000 | 173,000 | $ 174,000 | |||||||||
Other Expenses | $ 217,000 | |||||||||||
Capital Lease Obligations | $ 104,000 | $ 125,000 |
Note 5 - Senior Credit Facili32
Note 5 - Senior Credit Facility, Subordinated Convertible Note, Net - CD Financial, LLC and other Long Term Debt - Debt Outstanding (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Jun. 30, 2015 | |
PNC Bank [Member] | Revolving Credit Facility [Member] | ||
Line of Credit Facility | $ 4,219 | $ 4,462 |
Line of Credit Facility, Interest Rate at Period End | 3.25% | |
Maturity date | Jun. 27, 2017 | |
Less: Revolving Advances | $ (4,219) | (4,462) |
PNC Bank [Member] | ||
Maturity date | Jun. 27, 2017 | |
Notes Payable | $ 1,669,000 | 1,802,000 |
Interest rate | 3.75% | |
PNC Equipment Finance Llc [Member] | ||
Line of Credit Facility | $ 337 | 307 |
Line of Credit Facility, Interest Rate at Period End | 4.57% | |
Maturity date | Jul. 29, 2019 | |
Less: Revolving Advances | $ (337) | (307) |
CD Financial LLC [Member] | ||
Maturity date | Jul. 7, 2017 | |
Notes Payable | $ 1,714,000 | 1,714,000 |
Interest rate | 6.00% | |
Vitamin Realty LLC [Member] | ||
Maturity date | Jul. 7, 2017 | |
Notes Payable | $ 686,000 | 686,000 |
Interest rate | 4.00% | |
E. Gerald Kay [Member] | ||
Maturity date | Jul. 7, 2017 | |
Notes Payable | $ 27,000 | 27,000 |
Interest rate | 4.00% | |
Minimum [Member] | ||
Capitalized lease obligations | 0.00% | |
Capitalized lease obligations | Feb. 26, 2016 | |
Maximum [Member] | ||
Capitalized lease obligations | 7.10% | |
Capitalized lease obligations | Sep. 21, 2017 | |
Convertible Debt [Member] | ||
Maturity date | Jul. 7, 2017 | |
Notes Payable | $ 5,350,000 | 5,350,000 |
Interest rate | 6.00% | |
Line of Credit Facility | $ 4,219,000 | 4,462,000 |
Capital Lease Obligations | 104,000 | 125,000 |
Total outstanding debt | 8,756,000 | 9,123,000 |
Less: Revolving Advances | (4,219,000) | (4,462,000) |
Current portion of long term debt | (707,000) | (719,000) |
Long term debt | 3,830,000 | 3,942,000 |
Discount for embedded derivative | (202,000) | (230,000) |
Convertible Note payable, net - CD Financial, LLC | $ 5,148,000 | $ 5,120,000 |
Note 5 - Senior Credit Facili33
Note 5 - Senior Credit Facility, Subordinated Convertible Note, Net - CD Financial, LLC and other Long Term Debt - Calculation of Fair Value of Derivative Liability (Details) - $ / shares | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Jun. 30, 2015 | Jun. 27, 2012 | |
Derivative [Member] | |||
Risk Free Interest Rate | 0.64% | 0.64% | 0.72% |
Volatility | 70.80% | 71.60% | 144.10% |
Term (years) | 1 year 273 days | 2 years | 5 years |
Dividend Rate | 0.00% | 0.00% | 0.00% |
Common Stock (in dollars per share) | $ 0.10 | $ 0.09 | $ 0.09 |
Note 6 - Significant Risks an34
Note 6 - Significant Risks and Uncertainties (Details Textual) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | |
Sales Revenue, Net [Member] | Major Customer 1 [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk, Percentage | 47.00% | 47.00% | |
Sales Revenue, Net [Member] | Two Customers [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk, Percentage | 87.00% | 81.00% | |
Sales Revenue, Net [Member] | Major Customer 2 [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk, Percentage | 63.00% | 26.00% | |
Sales Revenue, Net [Member] | Major Customer 3 [Member] | Customer Concentration Risk [Member] | Branded Proprietary Products [Member] | |||
Concentration Risk, Percentage | 77.00% | 78.00% | |
Accounts Receivable [Member] | Three Customers [Member] | Customer Concentration Risk [Member] | |||
Concentration Risk, Percentage | 86.00% | 83.00% | |
Number of Employees, Geographic Area [Member] | Unionized Employees Concentration Risk [Member] | |||
Concentration Risk, Percentage | 62.00% |
Note 7 - Commitments and Cont35
Note 7 - Commitments and Contingencies (Details Textual) | 3 Months Ended | ||||||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2015USD ($) | May. 19, 2014ft² | May. 15, 2012USD ($) | Jan. 05, 2012ft² | Jan. 04, 2012ft² | |
Manhattan Drug Company [Member] | |||||||
Area of Real Estate Property | ft² | 76,161 | 74,898 | |||||
Payments for Rent | $ 533,000 | ||||||
AgroLabs [Member] | |||||||
Area of Real Estate Property | ft² | 2,700 | ||||||
Payments for Rent | 27,000 | ||||||
Vitamin Realty LLC [Member] | |||||||
Operating Leases, Rent Expense | 184,000 | $ 210,000 | |||||
Accrued Rent | 1,200,000 | $ 1,000,000 | |||||
Stock Purchase Agreement [Member] | |||||||
Loss Contingency, Estimate of Possible Loss | $ 600,000 | ||||||
Environmental Issues [Member] | |||||||
Loss Contingency, Estimate of Possible Loss | $ 0.30 | ||||||
Operating Leases, Rent Expense | $ 225 | $ 252 |
Note 7 - Minimum Rental Commitm
Note 7 - Minimum Rental Commitment for Long-term Non-cancelable Leases (Details) $ in Thousands | Sep. 30, 2015USD ($) |
Operating Lease Commitment [Member] | |
2016, remaining | $ 40 |
2,017 | 24 |
2,018 | 14 |
2,019 | 2 |
2,020 | $ 1 |
2,021 | |
Thereafter | |
Total | $ 81 |
Related Party Lease Commitment [Member] | |
2016, remaining | 422 |
2,017 | 563 |
2,018 | 563 |
2,019 | 563 |
2,020 | 563 |
2,021 | 563 |
Thereafter | 2,517 |
Total | 5,754 |
2016, remaining | 462 |
2,017 | 587 |
2,018 | 577 |
2,019 | 565 |
2,020 | 564 |
2,021 | 563 |
Thereafter | 2,517 |
Total | $ 5,835 |
Note 9 - Segment Information (D
Note 9 - Segment Information (Details Textual) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | |
Europe and Canada [Member] | ||
Revenues | $ 1,992 | $ 2,283 |
Number of Reportable Segments | 3 |
Note 9 - Segment Information -
Note 9 - Segment Information - Operations by Business Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Contract Manufacturing [Member] | UNITED STATES | ||
Sales, net | $ 6,930 | $ 5,743 |
Contract Manufacturing [Member] | International Customers [Member] | ||
Sales, net | 1,815 | 2,065 |
Contract Manufacturing [Member] | ||
Sales, net | 8,745 | 7,808 |
Gross profit | 1,041 | 1,151 |
Depreciation | 59 | 60 |
Capital expenditures | 54 | 351 |
Branded Proprietary Products [Member] | UNITED STATES | ||
Sales, net | 147 | 129 |
Branded Proprietary Products [Member] | International Customers [Member] | ||
Sales, net | 172 | 210 |
Branded Proprietary Products [Member] | ||
Sales, net | 319 | 339 |
Gross profit | $ 128 | $ 6 |
Depreciation | ||
Capital expenditures | $ 1 | |
Other Nutraceutical Business [Member] | UNITED STATES | ||
Sales, net | $ 376 | 427 |
Other Nutraceutical Business [Member] | International Customers [Member] | ||
Sales, net | 5 | 8 |
Other Nutraceutical Business [Member] | ||
Sales, net | 381 | 435 |
Gross profit | $ 146 | 144 |
Depreciation | $ 1 | |
Capital expenditures | $ 1 | |
UNITED STATES | ||
Sales, net | 7,453 | $ 6,299 |
International Customers [Member] | ||
Sales, net | 1,992 | 2,283 |
Sales, net | 9,445 | 8,582 |
Gross profit | 1,315 | 1,301 |
Depreciation | 59 | 61 |
Capital expenditures | $ 55 | $ 352 |
Note 9 - Segment Information 39
Note 9 - Segment Information - Operations by Business Segment - Total Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Contract Manufacturing [Member] | ||
Total Assets | $ 9,113 | $ 8,482 |
Branded Proprietary Products [Member] | ||
Total Assets | 1,668 | 1,817 |
Total Assets | $ 12,077 | $ 11,623 |