Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Sep. 30, 2017 | Nov. 09, 2017 | |
Document Information [Line Items] | ||
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) | 21,135,174 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,018 | |
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, 2017 | Sep. 30, 2016 | |
Sales, net | $ 9,770 | $ 12,681 |
Cost of sales | 8,765 | 10,529 |
Gross profit | 1,005 | 2,152 |
Selling and administrative expenses | 794 | 793 |
Operating income | 211 | 1,359 |
Other income (expense), net: | ||
Interest expense | (233) | (232) |
Change in fair value of derivative liabilities | (118) | (368) |
Impairment on investment in iBio, Inc. | (83) | |
Other income, net | 16 | |
Total other expense, net | (434) | (584) |
(Loss) income before income taxes | (223) | 775 |
Income tax (benefit) expense, net | (44) | 126 |
Net (loss) income | $ (179) | $ 649 |
Basic net (loss) income per common share (in dollars per share) | $ (0.01) | $ 0.03 |
Diluted net (loss) income per common share (in dollars per share) | $ (0.01) | $ 0.03 |
Weighted average common shares outstanding - basic (in shares) | 21,135,174 | 21,105,174 |
Add: Equivalent shares outstanding (in shares) | 77,712 | |
Shares issuable upon conversion of Convertible Debt - CD Financial, LLC (in shares) | ||
Weighted average common shares outstanding - diluted (in shares) | 21,135,174 | 21,182,886 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Assets | ||
Cash | $ 284 | $ 132 |
Accounts receivable, net | 2,673 | 4,020 |
Inventories | 7,042 | 7,645 |
Other current assets | 636 | 754 |
Total current assets | 10,635 | 12,551 |
Property and equipment, net | 1,632 | 1,601 |
Deferred tax assets, net | 877 | 823 |
Security deposits and other assets | 237 | 221 |
Total Assets | 13,381 | 15,196 |
Current Liabilities: | ||
Advances under revolving credit facility | 3,904 | 4,676 |
Accounts payable (includes $77 due to related party) | 3,722 | 4,177 |
Accrued expenses and other current liabilities | 1,208 | 1,184 |
Current portion of long term debt, net | 1,031 | 1,118 |
Total current liabilities | 9,865 | 11,155 |
Convertible Note payable, net - CD Financial, LLC | 5,233 | 5,221 |
Long term debt, net | 3,766 | 4,246 |
Derivative liability | 621 | 503 |
Total liabilities | 19,485 | 21,125 |
Commitments and Contingencies | ||
Stockholders' Deficiency: | ||
Common Stock, $0.002 par value; 50,000,000 shares authorized; 21,170,074 and 21,135,174 shares issued and outstanding, respectively | 42 | 42 |
Additional paid-in capital | 44,763 | 44,759 |
Accumulated deficit | (50,810) | (50,631) |
Less: Treasury stock, at cost, 34,900 shares | (99) | (99) |
Total Stockholders' Deficiency | (6,104) | (5,929) |
Total Liabilities and Stockholders' Deficiency | $ 13,381 | $ 15,196 |
Condensed Consolidated Balance4
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Accounts payable, due to related parties | $ 77 | $ 77 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 21,170,074 | 21,135,174 |
Common stock, shares outstanding (in shares) | 21,170,074 | 21,135,174 |
Common stock, par value (in dollars per share) | $ 0.002 | $ 0.002 |
Treasury stock, shares acquired (in shares) | 34,900 | 34,900 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows provided by operating activities: | ||
Net (loss) income | $ (179) | $ 649 |
Adjustments to reconcile net (loss) income to net cash from operating activities: | ||
Depreciation and amortization | 100 | 97 |
Accretion of financing instruments and other non cash interest | 26 | 26 |
Stock based compensation | 4 | 4 |
Change in valuation allowance of deferred tax assets | (54) | |
Impairment charge on investment in iBio, Inc. | 83 | |
Change in fair value of derivative liabilities | 118 | 368 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,347 | (630) |
Inventories | 603 | (324) |
Other current assets | 35 | 17 |
Security deposits and other assets | (48) | |
Accounts payable | (455) | (640) |
Accrued expenses and other liabilities | 24 | (93) |
Net cash provided by (used in) operating activities | 1,604 | (526) |
Cash flows from investing activities: | ||
Purchase of property and equipment | (107) | (41) |
Net cash used in investing activities | (107) | (41) |
Cash flows from financing activities: | ||
Advances under revolving credit facility | 9,997 | 12,556 |
Repayments of advances under revolving credit facility | (10,768) | (11,881) |
Repayments under term note payables | (544) | (372) |
Repayments under capitalized lease obligations | (30) | (39) |
Net cash (used in) provided by financing activities | (1,345) | 264 |
Net increase (decrease) in cash | 152 | (303) |
Cash at beginning of period | 132 | 395 |
Cash at end of period | 284 | 92 |
Supplemental disclosures of cash flow information: | ||
Interest paid | 198 | 195 |
Income taxes paid | $ 117 |
Note 1 - Principles of Consolid
Note 1 - Principles of Consolidation and Basis of Presentation | 3 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | Note 1. 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 8 03 X not 10 June 30, 2017 ( 10 June 30, 2017 not three September 30, 2017 not June 30, 2018 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 ’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, Peaceful Sleep, Green Envy, FiberCal, 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, (iii) MDC Warehousing and Distribution, Inc., a service provider for warehousing and fulfilment services and (iv) Chem International, Inc. (“Chem”), a distributor of certain raw materials for DSM Nutritional Products LLC. Significant Accounting Policies In July 2015, No. 2015 11, 330 currently exist for market value be eliminated. The standard defines net realizable value as estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. This new guidance was effective for the Company on July 1, 2017. no ’s condensed consolidated financial statements as the result of the adoption of this ASU. Aside from the adoption of ASU No. 2015 11, no 2018 ’s significant accounting policies to those previously disclosed in the Company’s Annual Report on Form 10 June 30, 2017. Investment in iBio, Inc. The Company accounts for its investment in iBio, Inc. (“iBio”) common stock on the cost basis as it retained approximately 6% 1,266,706 August 2008. $2,287. September 30, 2017 $382 September 30, 2017. Pursuant to the Company ’s Loan Agreement with PNC Bank, National Association (“PNC”), as amended on February 16, 2016, all the net proceeds from the sale of any of the iBio Stock is to be used to prepay the outstanding principal of the term loan outstanding under the Amended Loan Agreement. (See Note 4. Earnings Per Share. Basic earnings per common share amounts are based on weighted average number of common shares outstanding. Diluted earnings per share amounts are based on the weighted average number of common shares outstanding, plus the incremental shares that would have been outstanding upon the assumed exercise of all potentially dilutive stock options, warrants and convertible debt, subject to anti-dilution limitations using the treasury stock method and if converted method. The following options and potentially dilutive shares for convertible notes payable (See Note 4. not three September 30, 2017 2016: Three Months Ended September 30, 2017 2016 Anti-dilutive stock options 2,692,017 674,950 Anti-dilutive shares for convertible notes payable 8,230,769 8,230,769 Total anti-dilutive shares 10,922,786 8,905,719 |
Note 2 - Inventories
Note 2 - Inventories | 3 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | Note 2 . Inventories Inventories are stated at the lower of cost or market using the first first September 30, June 30, 2017 2017 Raw materials $ 3,798 $ 3,847 Work-in-process 1,314 1,963 Finished goods 1,930 1,835 Total $ 7,042 $ 7,645 |
Note 3 - Property and Equipment
Note 3 - Property and Equipment, Net | 3 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Property, Plant and Equipment Disclosure [Text Block] | Note 3 . Property and Equipment, net Property and equipment, net consists of the following: September 30, June 30, 2017 2017 Land and building $ 1,250 $ 1,250 Leasehold improvements 1,268 1,268 Machinery and equipment 5,868 5,777 Transportation equipment 11 11 8,397 8,306 Less: Accumulated depreciation and amortization (6,765 ) (6,705 ) Total $ 1,632 $ 1,601 Depreciation and amortization expense recorded on property and equipment for the three September 30, 2017 2016 $75 $72, |
Note 4 - Senior Credit Facility
Note 4 - Senior Credit Facility, Subordinated Convertible Note, Net - CD Financial, LLC and Other Long Term Debt | 3 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | Note 4 . Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt As of September 30, 2017 June 30, 2017, Principal Amount Interest Rate Maturity Date As of September 30, 2017 As of June 30, 2017 Revolving advances under Senior Credit Facility with PNC Bank, National Association $ 3,904 $ 4,676 4.25 % 2/19/2020 Installment Note with PNC Bank 2,039 2,542 4.75 % 2/19/2020 Installment Note with PNC Equipment Finance, LLC 168 190 4.57 % 7/29/2019 Promissory Note with CD Financial, LLC 1,714 1,714 6.00 % 2/29/2020 Promissory Note with Vitamin Realty, LLC 686 686 4.00 % 2/29/2020 Capitalized lease obligations 257 307 3.86% -11.43 % 3/6/2018 -12/08/2020 Total outstanding debt 8,768 10,115 Less: Revolving Advances (3,904 ) (4,676 ) Prepaid financing costs (67 ) (75 ) Current portion of long term debt, net (1,031 ) (1,118 ) Long term debt, net $ 3,766 $ 4,246 Convertible Note payable - CD Financial, LLC $ 5,350 $ 5,350 6.00 % 2/29/2020 Less: Discount for embedded derivative (95 ) (105 ) Prepaid financing costs (22 ) (24 ) Convertible Note payable, net - CD Financial, LLC $ 5,233 $ 5,221 SENIOR CREDIT FACILITY On February 19, 2016, June 27, 2012. The Amended Loan Agreement provides for a total of $11,422 $8,000 $3,422 ’s Base Rate or the Eurodollar Rate, at Borrowers’ option, plus 2.75% 4.25% September 30 June 30, 2017). 3.25% 4.75% September 30 June 30, 2017). 2%. February 19, 2020 ( 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 Amended Loan Agreement or earlier termination of the Amended Loan Agreement pursuant to the terms thereof. The Term Loan shall be repaid in eighty-four 84 first eighty-three 83 $41, first March, 2016, first The Revolving Advances are subject to the terms and conditions set forth in the Amended Loan Agreement and are made in aggregate amounts at any time equal to the lesser of ( x $8.0 85%, 75%, 85% one may The Amended Loan Agreement contains customary mandatory prepayment provisions, including, without limitation the requirement to use any sales proceeds from the sale of iBio Stock to repay the Term Loan and to prepay the outstanding amount of the Revolving Advances in an amount equal to twenty-five 25% June 30, 2016, not one hundred twenty 120 September 30, 2017, 25% June 30, 2016 . 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 subsidiar ies (as described in this Note 4 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 On June 27, 2012, ed and restated the Securities Purchase Agreement, dated as of February 21, 2008, 9.5% $4,500 $5,350 $1,714 July 7, 2017, February 19, 2016, February 29, 2020. The proceeds of the CD Notes were used to refinance (a) the Original CD Note, (b) the CD MDC Note which was assigned by MDC to the Company, (c) past due interest in the aggregate amount of $333 $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% 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 including conversion price protection provisions. Pursuant to the terms of the Amended Loan Agreement and the Intercreditor Agreement, during the effectiveness of the Senior Credit Facility, (i) the principal of the CD Convertible Note may not may may 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, 2017 June 30, 2017, $621 $503, 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, 2017 2017 Risk Free Interest Rate 1.53 % 1.49 % Volatility 101.70 % 98.11 % Term 2 years 5 months 2 years 8 months Dividend Rate 0.00 % 0.00 % Closing Price of Common Stock $ 0.22 $ 0.19 OTHER LONG TERM DEBT Related Party Debt . June 27, 2012, $686 January 10, 1997, 225 6. February 29, 2020, February 19, 2016. 4% first may |
Note 5 - Significant Risks and
Note 5 - Significant Risks and Uncertainties | 3 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Concentration Risk Disclosure [Text Block] | Note 5. ( a ) Major Customers. three September 30, 2017 2016, 91% two two 63% 32% three September 30, 2017 48% two three September 30, 2016. two 88% 61% September 30 June 30, 2017, third not ’s consolidated net sales, represented approximately 10% 67% three September 30, 2017 2016, The loss of any of these customers could have an adverse affect on the Company’s operations. Major customers are those customers who account for more than 10% ( b ) Other Business Risks. 66% September 1, 2015 August 31, 2018. |
Note 6 - Commitments and Contin
Note 6 - Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | Note 6. (a) Leases Related Party L e ases. 100% January 5, 2012, second 74,898 76,161 January 31, 2026. $533, May 19, 2014, January 5, 2012, 2,700 January 31, 2019 January 1, 2024. $27 Rent expense for the three September 30, 2017 2016 $201 $197 September 30, 2017 June 30, 2017, $786 $763, Other Lease Commitments. The Company has entered into certain non-cancelable operating lease agreements expiring up through January 31, 2026, The minimum rental commitment s for long-term non-cancelable leases are as follows: Operating Related Party Year ending Lease Lease June 30, Commitment Commitment Total 2018, remaining $ 34 $ 422 $ 456 2019 27 563 590 2020 22 563 585 2021 21 563 584 2022 8 563 571 2023 - 563 563 Thereafter - 1,392 1,392 Total $ 112 $ 4,629 $ 4,741 Total rent expense, including real estate taxes and maintenance charges, was approximately $242 $237 three September 30, 2017 2016, ( b ) Legal Proceedings. The Company is subject, from time to time, to claims by third ’s liquidity, financial condition and cash flows. (c) Other Claims. On May 15, 2012, March 17, 2009 ( $0.6 may 0.3 On May 30, 2012, ’s position that it has no June 18, 2012, July 27, 2012, no December 18, 2012, January 15, 2013, no November 9, 2017, not |
Note 7 - Related Party Transact
Note 7 - Related Party Transactions | 3 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | Note 7. See Note 4 . Senior Credit Facility, Subordinated Convertible Note, net - CD Financial, LLC and other Long Term Debt for related party securities and debt transactions. See Note 6 |
Note 8 - Segment Information
Note 8 - Segment Information | 3 Months Ended |
Sep. 30, 2017 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | Note 8. 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 Branded Proprietary Products and Other Nutraceutical Businesses. The international sales, concentrated primarily in Europe and Canada, for the three September 30, 2017 2016 $1,658 $2,876, Financial information relating to the three September 30, 2017 2016 Sales, Net Segment U.S. International Gross Capital Customers Customers Total Profit Depreciation Expenditures Contract 2017 $ 7,822 $ 1,583 $ 9,405 $ 835 $ 74 $ 93 Manufacturing 2016 9,321 2,711 12,032 1,897 71 41 Branded Proprietary 2017 19 11 30 32 1 13 Products 2016 30 95 125 34 - - Other Nutraceutical 2017 271 64 335 138 - 1 Businesses 2016 454 70 524 221 1 - Total 2017 8,112 1,658 9,770 1,005 75 107 Company 2016 9,805 2,876 12,681 2,152 72 41 Total Assets as of September 30, June 30, 2017 2017 Contract Manufacturing $ 10,426 $ 12,134 Branded Proprietary Products 804 784 Other Nutraceutical Businesses 2,151 2,278 Total Company $ 13,381 $ 15,196 |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2017 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | 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 8 03 X not 10 June 30, 2017 ( 10 June 30, 2017 not three September 30, 2017 not June 30, 2018 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 ’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, Peaceful Sleep, Green Envy, FiberCal, 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, (iii) MDC Warehousing and Distribution, Inc., a service provider for warehousing and fulfilment services and (iv) Chem International, Inc. (“Chem”), a distributor of certain raw materials for DSM Nutritional Products LLC. |
Cost Method Investments, Policy [Policy Text Block] | Investment in iBio, Inc. The Company accounts for its investment in iBio, Inc. (“iBio”) common stock on the cost basis as it retained approximately 6% 1,266,706 August 2008. $2,287. September 30, 2017 $382 September 30, 2017. Pursuant to the Company ’s Loan Agreement with PNC Bank, National Association (“PNC”), as amended on February 16, 2016, all the net proceeds from the sale of any of the iBio Stock is to be used to prepay the outstanding principal of the term loan outstanding under the Amended Loan Agreement. (See Note 4. |
Earnings Per Share, Policy [Policy Text Block] | Earnings Per Share. Basic earnings per common share amounts are based on weighted average number of common shares outstanding. Diluted earnings per share amounts are based on the weighted average number of common shares outstanding, plus the incremental shares that would have been outstanding upon the assumed exercise of all potentially dilutive stock options, warrants and convertible debt, subject to anti-dilution limitations using the treasury stock method and if converted method. The following options and potentially dilutive shares for convertible notes payable (See Note 4. not three September 30, 2017 2016: Three Months Ended September 30, 2017 2016 Anti-dilutive stock options 2,692,017 674,950 Anti-dilutive shares for convertible notes payable 8,230,769 8,230,769 Total anti-dilutive shares 10,922,786 8,905,719 |
Note 1 - Principles of Consol15
Note 1 - Principles of Consolidation and Basis of Presentation (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months Ended September 30, 2017 2016 Anti-dilutive stock options 2,692,017 674,950 Anti-dilutive shares for convertible notes payable 8,230,769 8,230,769 Total anti-dilutive shares 10,922,786 8,905,719 |
Note 2 - Inventories (Tables)
Note 2 - Inventories (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | September 30, June 30, 2017 2017 Raw materials $ 3,798 $ 3,847 Work-in-process 1,314 1,963 Finished goods 1,930 1,835 Total $ 7,042 $ 7,645 |
Note 3 - Property and Equipme17
Note 3 - Property and Equipment, Net (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Property, Plant and Equipment [Table Text Block] | September 30, June 30, 2017 2017 Land and building $ 1,250 $ 1,250 Leasehold improvements 1,268 1,268 Machinery and equipment 5,868 5,777 Transportation equipment 11 11 8,397 8,306 Less: Accumulated depreciation and amortization (6,765 ) (6,705 ) Total $ 1,632 $ 1,601 |
Note 4 - Senior Credit Facili18
Note 4 - Senior Credit Facility, Subordinated Convertible Note, Net - CD Financial, LLC and Other Long Term Debt (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | Principal Amount Interest Rate Maturity Date As of September 30, 2017 As of June 30, 2017 Revolving advances under Senior Credit Facility with PNC Bank, National Association $ 3,904 $ 4,676 4.25 % 2/19/2020 Installment Note with PNC Bank 2,039 2,542 4.75 % 2/19/2020 Installment Note with PNC Equipment Finance, LLC 168 190 4.57 % 7/29/2019 Promissory Note with CD Financial, LLC 1,714 1,714 6.00 % 2/29/2020 Promissory Note with Vitamin Realty, LLC 686 686 4.00 % 2/29/2020 Capitalized lease obligations 257 307 3.86% -11.43 % 3/6/2018 -12/08/2020 Total outstanding debt 8,768 10,115 Less: Revolving Advances (3,904 ) (4,676 ) Prepaid financing costs (67 ) (75 ) Current portion of long term debt, net (1,031 ) (1,118 ) Long term debt, net $ 3,766 $ 4,246 Convertible Note payable - CD Financial, LLC $ 5,350 $ 5,350 6.00 % 2/29/2020 Less: Discount for embedded derivative (95 ) (105 ) Prepaid financing costs (22 ) (24 ) Convertible Note payable, net - CD Financial, LLC $ 5,233 $ 5,221 |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | September 30, June 30, 2017 2017 Risk Free Interest Rate 1.53 % 1.49 % Volatility 101.70 % 98.11 % Term 2 years 5 months 2 years 8 months Dividend Rate 0.00 % 0.00 % Closing Price of Common Stock $ 0.22 $ 0.19 |
Note 6 - Commitments and Cont19
Note 6 - Commitments and Contingencies (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
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 2018, remaining $ 34 $ 422 $ 456 2019 27 563 590 2020 22 563 585 2021 21 563 584 2022 8 563 571 2023 - 563 563 Thereafter - 1,392 1,392 Total $ 112 $ 4,629 $ 4,741 |
Note 8 - Segment Information (T
Note 8 - Segment Information (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
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 2017 $ 7,822 $ 1,583 $ 9,405 $ 835 $ 74 $ 93 Manufacturing 2016 9,321 2,711 12,032 1,897 71 41 Branded Proprietary 2017 19 11 30 32 1 13 Products 2016 30 95 125 34 - - Other Nutraceutical 2017 271 64 335 138 - 1 Businesses 2016 454 70 524 221 1 - Total 2017 8,112 1,658 9,770 1,005 75 107 Company 2016 9,805 2,876 12,681 2,152 72 41 |
Reconciliation of Assets from Segment to Consolidated [Table Text Block] | Total Assets as of September 30, June 30, 2017 2017 Contract Manufacturing $ 10,426 $ 12,134 Branded Proprietary Products 804 784 Other Nutraceutical Businesses 2,151 2,278 Total Company $ 13,381 $ 15,196 |
Note 1 - Principles of Consol21
Note 1 - Principles of Consolidation and Basis of Presentation (Details Textual) - IBio Inc [Member] - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Aug. 31, 2008 | |
Cost Method Investment, Ownership Percentage | 6.00% | |
Investment Owned, Balance, Shares | 1,266,706 | |
Asset Impairment Charges | $ 2,287 | |
Investment Owned, at Fair Value | $ 382 |
Note 1 - Principles of Consol22
Note 1 - Principles of Consolidation and Basis of Presentation - Antidilutive Securities Excluded From Weighted Average Diluted Common Shares Outstanding (Details) - shares | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Anti-dilutive securities (in shares) | 10,922,786 | 8,905,719 |
Employee Stock Option [Member] | ||
Anti-dilutive securities (in shares) | 2,692,017 | 674,950 |
Convertible Debt Securities [Member] | ||
Anti-dilutive securities (in shares) | 8,230,769 | 8,230,769 |
Note 2 - Inventories - Inventor
Note 2 - Inventories - Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Raw materials | $ 3,798 | $ 3,847 |
Work-in-process | 1,314 | 1,963 |
Finished goods | 1,930 | 1,835 |
Total | $ 7,042 | $ 7,645 |
Note 3 - Property and Equipme24
Note 3 - Property and Equipment, Net (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Depreciation | $ 75 | $ 72 |
Note 3 - Property and Equipme25
Note 3 - Property and Equipment, Net - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Property and equipment, gross | $ 8,397 | $ 8,306 |
Less: Accumulated depreciation and amortization | (6,765) | (6,705) |
Total | 1,632 | 1,601 |
Land and Building [Member] | ||
Property and equipment, gross | 1,250 | 1,250 |
Leasehold Improvements [Member] | ||
Property and equipment, gross | 1,268 | 1,268 |
Machinery and Equipment [Member] | ||
Property and equipment, gross | 5,868 | 5,777 |
Transportation Equipment [Member] | ||
Property and equipment, gross | $ 11 | $ 11 |
Note 4 - Senior Credit Facili26
Note 4 - Senior Credit Facility, Subordinated Convertible Note, Net - CD Financial, LLC and Other Long Term Debt (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Feb. 19, 2016 | Jun. 27, 2012 | Sep. 30, 2017 | Jun. 30, 2017 | Feb. 21, 2008 |
Debt Instrument, Periodic Payment | $ 41 | ||||
Interest Paid | $ 333 | ||||
Other Expenses | $ 217 | ||||
CD Financial LLC [Member] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 6.00% | 9.50% | |||
Debt Instrument, Face Amount | $ 4,500 | ||||
Convertible Notes Payable | $ 5,350 | ||||
Debt Instrument, Convertible, Conversion Price | $ 0.65 | ||||
Embedded Derivative, Fair Value of Embedded Derivative Liability | $ 621 | $ 503 | |||
CD Financial LLC [Member] | Default Rate [Member] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 10.00% | ||||
Vitamin Realty LLC [Member] | |||||
Debt Instrument, Face Amount | $ 686 | ||||
Revolving Credit Facility [Member] | Eurodollar [Member] | |||||
Line of Credit Facility, Interest Rate at Period End | 4.25% | 4.25% | |||
Term Loan [Member] | Eurodollar [Member] | |||||
Line of Credit Facility, Interest Rate at Period End | 3.25% | 4.75% | 4.75% | ||
Amended Loan Agreement [Member] | |||||
Senior Notes | $ 11,422 | ||||
Loans Payable, Noncurrent | $ 3,422 | ||||
Line of Credit Facility Covenant Prepayment Provisions Percentage of Excess Cash flow | 25.00% | 25.00% | |||
Amended Loan Agreement [Member] | Revolving Credit Facility [Member] | |||||
Line of Credit Facility, Maximum Borrowing Capacity | $ 8,000 | ||||
Amended Loan Agreement [Member] | Revolving Credit Facility [Member] | Eurodollar [Member] | |||||
Debt Instrument, Basis Spread on Variable Rate | 2.75% | ||||
Term Loan [Member] | Scenario Event of Default [Member] | |||||
Debt Instrument, Interest Rate, Increase (Decrease) | 2.00% | ||||
Number of Consecutive Monthly Installments | 84 | ||||
Number of Consecutive Monthly Installments, Fixed Amount | 83 | ||||
Revolving Advances [Member] | |||||
Line of Credit Facility Covenant Maximum Aggregate Revolving Advance | $ 8,000 | ||||
Line of Credit Facility Covenant Aggregate Revolving Advance Receivables Advance Rate | 85.00% | ||||
Line of Credit Facility Covenant Aggregate Revolving Advance Inventory Advance Rate | 75.00% | ||||
Promissory Note [Member] | CD Financial LLC [Member] | |||||
Debt Instrument, Face Amount | $ 1,714 | ||||
E. Gerald Kay [Member] | Vitamin Realty LLC [Member] | |||||
Debt Instrument, Interest Rate, Stated Percentage | 4.00% |
Note 4 - Senior Credit Facili27
Note 4 - Senior Credit Facility, Subordinated Convertible Note, Net - CD Financial, LLC and Other Long Term Debt - Debt Outstanding (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Jun. 30, 2017 | |
Capitalized lease obligations | $ 257 | $ 307 |
Total outstanding debt | 8,768 | 10,115 |
Prepaid financing costs | (67) | (75) |
Current portion of long term debt, net | (1,031) | (1,118) |
Long term debt, net | 3,766 | 4,246 |
Convertible Note payable, net - CD Financial, LLC | $ 5,233 | 5,221 |
Convertible Debt [Member] | ||
Interest Rate | 6.00% | |
Maturity Date | Feb. 29, 2020 | |
Notes Payable | $ 5,350 | 5,350 |
Prepaid financing costs | (22) | (24) |
Less: Discount for embedded derivative | (95) | (105) |
Convertible Note payable, net - CD Financial, LLC | $ 5,233 | 5,221 |
Minimum [Member] | ||
Capitalized lease obligations, interest rate | 3.86% | |
Capitalized lease obligations, maturity date | Mar. 6, 2018 | |
Maximum [Member] | ||
Capitalized lease obligations, interest rate | 11.43% | |
Capitalized lease obligations, maturity date | Dec. 8, 2020 | |
Revolving Advances [Member] | ||
Line of Credit Facility | $ 3,904 | 4,676 |
Interest Rate | 4.25% | |
Maturity Date | Feb. 19, 2020 | |
Less: Revolving Advances | $ (3,904) | (4,676) |
Installment Note with PNC Bank [Member] | ||
Interest Rate | 4.75% | |
Maturity Date | Feb. 19, 2020 | |
Notes Payable | $ 2,039 | 2,542 |
PNC Equipment Finance LLC [Member] | ||
Interest Rate | 4.57% | |
Maturity Date | Jul. 29, 2019 | |
Notes Payable | $ 168 | 190 |
CD Financial LLC [Member] | ||
Interest Rate | 6.00% | |
Maturity Date | Feb. 29, 2020 | |
Notes Payable | $ 1,714 | 1,714 |
Vitamin Realty LLC [Member] | ||
Interest Rate | 4.00% | |
Maturity Date | Feb. 29, 2020 | |
Notes Payable | $ 686 | $ 686 |
Note 4 - Senior Credit Facili28
Note 4 - 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, 2017 | Jun. 30, 2017 | |
Closing Price of Common Stock (in dollars per share) | $ 0.22 | $ 0.19 |
Derivative [Member] | ||
Risk Free Interest Rate | 1.53% | 1.49% |
Volatility | 101.70% | 98.11% |
Term (Month) | 2 years 150 days | 2 years 240 days |
Dividend Rate | 0.00% | 0.00% |
Note 5 - Significant Risks an29
Note 5 - Significant Risks and Uncertainties (Details Textual) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2017 | |
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||
Number of Major Customers | 2 | 2 | |
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | Two Customers [Member] | |||
Concentration Risk, Percentage | 91.00% | 91.00% | |
Sales Revenue, Segment [Member] | Customer Concentration Risk [Member] | Major Customer 1 [Member] | Contract Manufacturing [Member] | |||
Concentration Risk, Percentage | 63.00% | 48.00% | |
Sales Revenue, Segment [Member] | Customer Concentration Risk [Member] | Major Customer 2 [Member] | Contract Manufacturing [Member] | |||
Concentration Risk, Percentage | 32.00% | 48.00% | |
Sales Revenue, Segment [Member] | Customer Concentration Risk [Member] | Major Customer 3 [Member] | Branded Nutraceutical [Member] | |||
Concentration Risk, Percentage | 10.00% | 67.00% | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | |||
Number of Major Customers | 2 | 2 | |
Accounts Receivable [Member] | Customer Concentration Risk [Member] | Two Customers [Member] | |||
Concentration Risk, Percentage | 88.00% | 61.00% | |
Number of Employees, Geographic Area [Member] | Unionized Employees Concentration Risk [Member] | |||
Concentration Risk, Percentage | 66.00% |
Note 6 - Commitments and Cont30
Note 6 - Commitments and Contingencies (Details Textual) $ in Thousands | May 19, 2014USD ($)ft² | Jan. 05, 2012USD ($)ft² | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2017USD ($) | May 15, 2012USD ($) |
Operating Leases, Rent Expense | $ 242 | $ 237 | ||||
Stock Purchase Agreement [Member] | ||||||
Loss Contingency, Estimate of Possible Loss | $ 600 | |||||
Environmental Issues [Member] | ||||||
Loss Contingency, Estimate of Possible Loss | $ 300 | |||||
Manhattan Drug Company [Member] | ||||||
Payments for Rent | $ 533 | |||||
Manhattan Drug Company [Member] | Minimum [Member] | ||||||
Area of Real Estate Property | ft² | 74,898 | |||||
Manhattan Drug Company [Member] | Maximum [Member] | ||||||
Area of Real Estate Property | ft² | 76,161 | |||||
AgroLabs [Member] | ||||||
Area of Real Estate Property | ft² | 2,700 | |||||
Payments for Rent | $ 27 | |||||
Chairman, Chief Executive Office and Major Stockholder [Member] | ||||||
Percent of Ownership for Warehouse and Office Facilities Leased | 100.00% | |||||
Vitamin Realty LLC [Member] | ||||||
Operating Leases, Rent Expense | $ 201 | $ 197 | ||||
Accrued Rent | $ 786 | $ 763 |
Note 6 - Commitments and Cont31
Note 6 - Commitments and Contingencies - Minimum Rental Commitment for Long-term Non-cancelable Leases (Details) $ in Thousands | Sep. 30, 2017USD ($) |
2018, remaining | $ 456 |
2,019 | 590 |
2,020 | 585 |
2,021 | 584 |
2,022 | 571 |
2,023 | 563 |
Thereafter | 1,392 |
Total | 4,741 |
Operating Lease Commitment [Member] | |
2018, remaining | 34 |
2,019 | 27 |
2,020 | 22 |
2,021 | 21 |
2,022 | 8 |
2,023 | |
Thereafter | |
Total | 112 |
Related Party Lease Commitment [Member] | |
2018, remaining | 422 |
2,019 | 563 |
2,020 | 563 |
2,021 | 563 |
2,022 | 563 |
2,023 | 563 |
Thereafter | 1,392 |
Total | $ 4,629 |
Note 8 - Segment Information (D
Note 8 - Segment Information (Details Textual) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | |
Number of Reportable Segments | 3 | |
Europe and Canada [Member] | ||
Revenues | $ 1,658 | $ 2,876 |
Note 8 - Segment Information -
Note 8 - Segment Information - Operations by Business Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Sales, net | $ 9,770 | $ 12,681 |
Gross Profit | 1,005 | 2,152 |
Depreciation | 75 | 72 |
Capital Expenditures | 107 | 41 |
UNITED STATES | ||
Sales, net | 8,112 | 9,805 |
International Customers [Member] | ||
Sales, net | 1,658 | 2,876 |
Contract Manufacturing [Member] | ||
Sales, net | 9,405 | 12,032 |
Gross Profit | 835 | 1,897 |
Depreciation | 74 | 71 |
Capital Expenditures | 93 | 41 |
Contract Manufacturing [Member] | UNITED STATES | ||
Sales, net | 7,822 | 9,321 |
Contract Manufacturing [Member] | International Customers [Member] | ||
Sales, net | 1,583 | 2,711 |
Branded Proprietary Products [Member] | ||
Sales, net | 30 | 125 |
Gross Profit | 32 | 34 |
Depreciation | 1 | |
Capital Expenditures | 13 | |
Branded Proprietary Products [Member] | UNITED STATES | ||
Sales, net | 19 | 30 |
Branded Proprietary Products [Member] | International Customers [Member] | ||
Sales, net | 11 | 95 |
Other Nutraceutical Business [Member] | ||
Sales, net | 335 | 524 |
Gross Profit | 138 | 221 |
Depreciation | 1 | |
Capital Expenditures | 1 | |
Other Nutraceutical Business [Member] | UNITED STATES | ||
Sales, net | 271 | 454 |
Other Nutraceutical Business [Member] | International Customers [Member] | ||
Sales, net | $ 64 | $ 70 |
Note 8 - Segment Operations - T
Note 8 - Segment Operations - Total Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 |
Total Assets | $ 13,381 | $ 15,196 |
Contract Manufacturing [Member] | ||
Total Assets | 10,426 | 12,134 |
Branded Proprietary Products [Member] | ||
Total Assets | 804 | 784 |
Other Nutraceutical Business [Member] | ||
Total Assets | $ 2,151 | $ 2,278 |