Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Dec. 14, 2015 | Mar. 31, 2015 | |
Document And Entity Information | |||
Entity Registrant Name | OHR PHARMACEUTICAL INC | ||
Entity Central Index Key | 1,173,281 | ||
Document Type | 10-K | ||
Document Period End Date | Sep. 30, 2015 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --09-30 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 65,938,100 | ||
Entity Common Stock, Shares Outstanding | 30,331,309 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,015 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
CURRENT ASSETS | ||
Cash | $ 28,697,323 | $ 13,220,494 |
Prepaid expenses and other current assets | 338,713 | 133,527 |
Total Current Assets | 29,036,036 | 13,354,021 |
EQUIPMENT, net | 248,753 | 104,425 |
OTHER ASSETS | ||
Security deposit | $ 12,243 | 12,243 |
Investment in joint venture | 3,143 | |
Intangible assets, net | $ 16,332,863 | 17,810,400 |
Goodwill | 740,912 | 740,912 |
TOTAL ASSETS | 46,370,807 | 32,025,144 |
CURRENT LIABILITIES | ||
Accounts payable and accrued expenses | 1,592,348 | 351,864 |
Notes payable | 48,063 | 43,899 |
Contingent consideration | 2,239,603 | 4,877,359 |
Total Current Liabilities | 3,880,014 | 5,273,122 |
TOTAL LIABILITIES | $ 3,880,014 | $ 5,273,122 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, Series B; 6,000,000 shares authorized, $0.0001 par value, 0 shares issued and outstanding, respectively | ||
Common stock; 180,000,000 shares authorized, $0.0001 par value, 30,331,309 and 25,254,190 shares issued and outstanding, respectively | $ 3,033 | $ 2,525 |
Additional paid-in capital | 100,999,173 | 70,063,045 |
Accumulated deficit | (58,511,413) | (43,313,548) |
Total Stockholders' Equity | 42,490,793 | 26,752,022 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 46,370,807 | $ 32,025,144 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Sep. 30, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 6,000,000 | 6,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common stock, shares issued | 30,331,309 | 25,254,190 |
Common stock, shares outstanding | 30,331,309 | 25,254,190 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
OPERATING EXPENSES | |||
General and administrative | $ 7,509,601 | $ 4,287,205 | $ 1,775,857 |
Research and development | 8,777,519 | 4,369,413 | 2,753,914 |
Depreciation and amortization | 1,179,254 | 466,306 | 91,145 |
Impairment of intangibles | 338,906 | ||
OPERATING LOSS | 17,805,280 | 9,122,924 | 4,620,916 |
OTHER INCOME (EXPENSE) | |||
Interest expense | (5,977) | (5,576) | (4,689) |
Change in derivative liability | (1,117,642) | ||
Change in fair value of contingent consideration | 2,637,756 | ||
Share in losses on investment in joint venture | (103,143) | (10,643) | |
Royalty income | 35,813 | ||
Other income and expense | 42,966 | 8,479 | 90,759 |
Total Other Income (Expense) | 2,607,415 | (7,740) | (1,031,572) |
LOSS FROM OPERATIONS BEFORE INCOME TAXES | (15,197,865) | (9,130,664) | (5,652,488) |
NET LOSS | $ (15,197,865) | $ (9,130,664) | $ (5,652,488) |
BASIC AND DILUTED LOSS PER SHARE | $ (0.54) | $ (0.41) | $ (0.30) |
WEIGHTED AVERAGE NUMBER OF SHARES OUTSTANDING: | |||
BASIC AND DILUTED | 28,404,405 | 22,141,538 | 18,707,759 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
OPERATING ACTIVITIES | |||
Net loss | $ (15,197,865) | $ (9,130,664) | $ (5,652,488) |
Adjustments to reconcile net loss to net cash used by operating activities: | |||
Common stock issued for services | 635,288 | 270,167 | |
Warrants issued for services | 8,559 | 1,177,095 | 335,869 |
Stock option expense | 3,579,788 | 2,074,487 | 746,262 |
Change in fair value of contingent consideration | (2,637,756) | ||
Loss on derivative liability | 1,117,642 | ||
Share in losses on investment in joint venture | 103,143 | 10,643 | |
Depreciation | 40,623 | 17,850 | 13,356 |
Amortization of intangible assets | 1,138,631 | 448,456 | 77,789 |
Impairment of Intangibles | 338,906 | ||
Gain on settlement of accounts payable | (40,636) | ||
Changes in operating assets and liabilities | |||
Prepaid expenses and deposits | 7,214 | 105,823 | 236,492 |
Accounts payable and accrued expenses | 1,331,120 | (63,822) | 165,224 |
Net Cash Used in Operating Activities | (10,692,985) | (5,360,132) | (2,689,687) |
INVESTING ACTIVITIES | |||
Acquisition of SKS Ocular's assets | (3,500,000) | ||
Investment in joint venture | (100,000) | (13,786) | |
Purchase of property and equipment | (184,951) | (1,083) | |
Net Cash Used in Investing Activities | (284,951) | (3,514,869) | |
FINANCING ACTIVITIES | |||
Proceeds for issuance of common stock for cash | 26,582,998 | 16,876,000 | |
Proceeds from warrants exercised for cash | 80,003 | 260,752 | 5,251,755 |
Repayments of short-term notes payable | (208,236) | (164,152) | (71,586) |
Net Cash Provided by Financing Activities | 26,454,765 | 16,972,600 | 5,180,169 |
NET CHANGE IN CASH | 15,476,829 | 8,097,599 | 2,490,482 |
CASH AT BEGINNING OF PERIOD | 13,220,494 | 5,122,895 | 2,632,413 |
CASH AT END OF PERIOD | 28,697,323 | 13,220,494 | 5,122,895 |
CASH PAID FOR: | |||
Interest | 5,977 | 5,576 | 4,192 |
NON CASH FINANCING ACTIVITIES: | |||
Reclassification of derivative liability to permanent equity | 1,886,338 | ||
Financing of insurance premiums through issuance of short term notes | $ 212,400 | 194,000 | 63,600 |
Conversion of preferred for common stock | 50 | $ 508 | |
Common stock issued to acquire intangible assets | 10,180,224 | ||
Common stock issued to settle accounts payable | $ 50,000 | $ 50,000 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) | Setries B Preferred Stock | Common Stock | Additional Paid-in Capital | Stock Subscription Receivable | Accumulated Deficit | Total |
Balance, beginning at Sep. 30, 2012 | $ 558 | $ 1,575 | $ 30,966,379 | $ (11,891) | $ (28,530,396) | $ 2,426,225 |
Balance, beginning, shares at Sep. 30, 2012 | 5,583,336 | 15,752,896 | ||||
Common stock issued in exercise of warrants | $ 214 | 5,239,650 | 5,239,864 | |||
Common stock issued in exercise of warrants, shares | 2,131,784 | |||||
Termination of derivative liability | 1,886,338 | 1,886,338 | ||||
Common stock issued for services | $ 5 | 270,162 | 270,167 | |||
Common stock issued for services, shares | 52,433 | |||||
Adjustment for derivative liability | 335,869 | 335,869 | ||||
Conversion of preferred series B to common stock | $ (508) | $ 169 | 339 | |||
Conversion of preferred series B to common stock, shares | (5,083,336) | 1,694,446 | ||||
Exercise of director options | $ 11 | (11) | ||||
Exercise of director options, shares | 109,982 | |||||
Proceeds received for subscription receivable | $ 11,891 | 11,891 | ||||
Fair value of employee stock options and warrants | 746,262 | 746,262 | ||||
Net income (loss) for the year | (5,652,488) | (5,652,488) | ||||
Balance, ending at Sep. 30, 2013 | $ 50 | $ 1,974 | 39,444,988 | (34,182,884) | 5,264,128 | |
Balance, ending, shares at Sep. 30, 2013 | 500,000 | 19,741,541 | ||||
Common stock issued in exercise of warrants | $ 11 | 260,741 | 260,752 | |||
Common stock issued in exercise of warrants, shares | 106,056 | |||||
Cashless exercise of warrants | $ 223 | (223) | ||||
Cashless exercise of warrants, shares | 2,238,782 | |||||
Common stock issued for settlement of accounts payable | $ 1 | 49,999 | 50,000 | |||
Common stock issued for settlement of accounts payable, shares | 6,282 | |||||
Common stock issued for cash | $ 180 | 16,875,820 | 16,876,000 | |||
Common stock issued for cash, shares | 1,800,000 | |||||
Common stock issued for acquisition of assets | $ 119 | 10,180,105 | 10,180,224 | |||
Common stock issued for acquisition of assets, shares | 1,194,862 | |||||
Warrants issued for service | 1,177,095 | 1,177,095 | ||||
Conversion of preferred series B to common stock | $ (50) | $ 17 | 33 | |||
Conversion of preferred series B to common stock, shares | (500,000) | 166,667 | ||||
Fair value of employee stock options and warrants | 2,074,487 | 2,074,487 | ||||
Net income (loss) for the year | (9,130,664) | (9,130,664) | ||||
Balance, ending at Sep. 30, 2014 | $ 2,525 | 70,063,045 | (43,313,548) | 26,752,022 | ||
Balance, ending, shares at Sep. 30, 2014 | 25,254,190 | |||||
Common stock issued in exercise of warrants | $ 4 | 79,999 | 80,003 | |||
Common stock issued in exercise of warrants, shares | 36,548 | |||||
Cashless exercise of warrants | $ 66 | (66) | ||||
Cashless exercise of warrants, shares | 663,608 | |||||
Common stock issued for settlement of accounts payable | $ 1 | 49,999 | 50,000 | |||
Common stock issued for settlement of accounts payable, shares | 5,952 | |||||
Common stock issued for cash | $ 426 | 26,582,572 | 26,582,998 | |||
Common stock issued for cash, shares | 4,259,259 | |||||
Common stock issued for services | $ 11 | 635,277 | 635,288 | |||
Common stock issued for services, shares | 111,752 | |||||
Fair value of employee stock options and warrants | 3,588,347 | 3,588,347 | ||||
Net income (loss) for the year | (15,197,865) | (15,197,865) | ||||
Balance, ending at Sep. 30, 2015 | $ 3,033 | $ 100,999,173 | $ (58,511,413) | $ 42,490,793 | ||
Balance, ending, shares at Sep. 30, 2015 | 30,331,309 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 12 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | NOTE 1 - DESCRIPTION OF BUSINESS OHR Pharmaceutical, Inc. (“we”, or the “Company”) is a pharmaceutical company focused on the development of the Company’s previously acquired compounds and technologies with a focus on the clinical and preclinical development of ophthalmology products. Our lead clinical program, OHR-102 (Squalamine Lactate Ophthalmic Solution, 0.2%), is being evaluated in multiple clinical trials for the treatment of back-of-the-eye disorders including the wet form of age-related macular degeneration (“wet-AMD”). We are also developing a sustained release ocular drug delivery platform technology. On June 3, 2013, the Company effected a 3:1 reverse stock split on its shares of common stock. Unless otherwise noted, impacted amounts and share information included in the financial statements and notes thereto have been retroactively adjusted for the stock split as if such stock split occurred on the first day of the first period presented. Certain amounts in the notes to the financial statements may be slightly different than previously reported due to rounding of fractional shares as a result of the reverse stock split. On May 30, 2014, the Company completed the acquisition of certain assets of SKS Ocular, LLC (“SKS Parent”), and SKS Ocular 1, LLC (“SKS 1” and SKS Parent referred to herein as “SKS”), including licenses, patents and contracts relating to micro-fabrication polymer-based sustained delivery platforms related to ocular therapeutics and dry age-related macular degeneration animal models, together with biomarkers to support such models. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Estimates subject to change in the near term include impairment (if any) of long-lived assets and fair value of derivative liabilities. Accounting Basis and Principles of Consolidation The Company prepared the accompanying consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, or GAAP, and they include the accounts of Ohr Pharmaceutical, Inc. and its subsidiaries. The Company has elected a September 30 fiscal year end. All intercompany balances and transactions have been eliminated in consolidation. The Company also uses the equity method to account for its joint venture. This method is used because the joint venture does not meet the variable interest entity requirements for consolidation and the Company does not have control of the entity. Cash and Cash Equivalents The Company considers all highly-liquid investments purchased with an original maturity date of three months or less to be cash equivalents. Concentration of Credit Risk Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of cash. Our cash balances are maintained in accounts held by major banks and financial institutions located in the United States. The Company occasionally maintains amounts on deposit with a financial institution that are in excess of the federally insured limit of $250,000. The risk is managed by maintaining all deposits in high quality financial institutions. The Company had approximately $27,947,323 and $12,970,494 of cash balances in excess of federally insured limits at September 30, 2015 and 2014, respectively. Property and Equipment Property and equipment is recorded at cost less accumulated depreciation. Depreciation and amortization is calculated using the straight-line method over the expected useful life of the asset, after the asset is placed in service. The Company generally uses the following depreciable lives for its major classifications of property and equipment: Description Useful Lives Equipment 3 to 5 years Lab Equipment 5 years Leasehold Improvements 7 years Office Furniture and Fixtures 3 years Expenditures associated with upgrades and enhancements that improve, add functionality, or otherwise extend the life of property and equipment that exceed $500 are capitalized, while expenditures that do not, such as repairs and maintenance, are expensed as incurred. Valuation of Long-Lived Assets Long-lived tangible assets and definite-lived intangible assets are reviewed for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company uses an estimate of undiscounted future net cash flows of the assets over the remaining useful lives in determining whether the carrying value of the assets is recoverable. If the carrying values of the assets exceed the expected future cash flows of the assets, the Company recognizes an impairment loss equal to the difference between the carrying values of the assets and their estimated fair values. Impairment of long-lived assets is assessed at the lowest levels for which there are identifiable cash flows that are independent from other groups of assets. The evaluation of long-lived assets requires the Company to use estimates of future cash flows. However, actual cash flows may differ from the estimated future cash flows used in these impairment tests. As of September 30, 2015, management discontinued development of the OHR/AVR118 program. In connection with this decision, the patent portfolio is no longer being maintained and the remaining $338,906 in unamortized patent costs have been impaired. As of September 2015, management does not believe any of the Company’s long-lived assets were impaired. Fair Value of Financial Instruments In accordance with ASC 820, the carrying value of cash and cash equivalents, accounts receivable, accounts payable and notes payable approximates fair value due to the short-term maturity of these instruments. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2 - Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3 - Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own beliefs about the assumptions that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. The following table presents assets and liabilities that are measured and recognized at fair value as of September 30, 2015 and 2014, on a recurring basis: Assets and liabilities measured at fair value on a recurring basis at September 30, 2015 Level 1 Level 2 Level 3 Total Contingent stock consideration $ — $ — $ 2,239,603 $ 2,239,603 $ — $ — $ 2,239,603 $ 2,239,603 Assets and liabilities measured at fair value on a recurring basis at September 30, 2014 Level 1 Level 2 Level 3 Total Contingent stock consideration $ — $ — 4,877,359 $ 4,877,359 $ — $ — 4,877,359 $ 4,877,359 A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The fair value of the contingent stock consideration was based on the decision tree analysis method that considers the impact on project value of different scenarios at nominated decision points along the development path. Stock Warrant Derivative Liability As of September 30, 2012, certain outstanding stock warrants of the Company are classified as derivatives instruments due to reset provisions in the exercise prices. The fair value of the derivative liability was calculated using a Lattice Model that values the embedded derivatives based on future projections of the various potential outcomes. The assumptions that are analyzed and incorporated into the model include the conversion feature with the full ratchet and weighted average anti-dilution reset, expectations of future stock price performance and expectations of future issuances based on the Company’s prior stock history, prior issuances of stock, and expected capital requirements. Probabilities were assigned to various scenarios in which the reset provisions would go into effect and weighted accordingly. The method described above may produce a current fair value calculation that may not be indicative of net realizable value or reflective of future fair values. If a readily determined market value became available or if actual performance were to vary appreciably from assumptions used, assumptions may need to be adjusted, which could result in material differences from the recorded carrying amounts. The Company believes its method of determining fair value is appropriate and consistent with other market participants. However, the use of different methodologies or different assumptions to value certain financial instruments could result in a different estimate of fair value. In March 2013, the stock warrants were fully exercised; 24,000 warrants for cash and the remaining 816,000 warrants through a cashless exercise. Consequently, these instruments were no longer accounted for as derivatives. The stock warrants were marked to market as of the exercise date and the applicable fair value related to the 816,000 warrants of $1,886,338 was credited to additional paid in capital while the applicable fair value for the 24,000 warrants of $55,481 was credited to gain on derivative liability. The following table provides a summary of the changes in fair value, including net transfers in and/or out, of the financial instruments, measured at fair value on a recurring basis using significant unobservable inputs: Level 3 Reconciliation: Stock Contingent Level 3 assets and liabilities at September 30, 2012 $ (768,696 ) $ — Purchases, sales, issuances and settlements (net) 1,886,338 — Mark to market adjustments, net of gain on derivative liability of $55,481 (1,117,642 ) — Level 3 assets and liabilities at September 30, 2013 — — Purchases, sales, issuances and settlements (net) — 4,877,359 Mark to market adjustments — — Level 3 assets and liabilities at September 30, 2014 — 4,877,359 Purchases, sales, issuances and settlements (net) — — Mark to market adjustments — (2,637,756 ) Total Level 3 assets and liabilities at September 30, 2015 $ — $ 2,239,603 Derivative Financial Instruments The Company generally does not use derivative financial instruments to hedge exposures to cash-flow risks or market-risks that may affect the fair values of its financial instruments. The Company utilizes various types of financing to fund its business needs, including warrants and other instruments not indexed to our stock. The Company is required to record its derivative instruments at their fair value. Changes in the fair value of derivatives are recognized in earnings in accordance with ASC 815. Goodwill and Intangibles The Company evaluates goodwill and other finite-lived intangible assets in accordance with FASB ASC Topic 350, “Intangibles Goodwill and Other. The Company performs its annual impairment review of goodwill in September, and when a triggering event occurs between annual impairment tests for both goodwill and other finite-lived intangible assets. The Company recorded no impairment loss for the years ended September 30, 2015 and 2014. The Company’s other finite-lived intangible assets consist of license rights and patents. The Company amortizes its patents over the life of each patent and license rights over the remaining life of the patents that it has rights for. The current license rights have a remaining life of 15 years. During the years ended September 30, 2015, 2014, and 2013 the Company recognized $1,138,631, $448,456, and $77,789 in amortization expense on the patents and license rights, respectively. Research and Development Research and development expenses are expensed in the consolidated statements of operations as incurred in accordance with FASB ASC 730, Research and Development. Share-based Compensation The Company follows the provisions of ASC 718, “Share-Based Payments” which requires all share-based payments to employees, including grants of employee stock options, be recognized in the income statement based on their fair values. The Company uses the Black-Scholes pricing model for determining the fair value of stock based compensation. In accordance with ASC 505, equity instruments issued to non-employees for goods or services are accounted for at fair value and are marked to market until service is complete or a performance commitment date is reached, whichever is earlier. Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The charge for taxation is based on the results for the year as adjusted for items which are nonassessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. In July, 2006, the FASB issued ASC 740, Accounting for Uncertainty in Income Taxes The Company’s policy is to recognize both interest and penalties related to unrecognized tax benefits in income tax expense. Interest and penalties on unrecognized tax benefits expected to result in payment of cash within one year are classified as accrued liabilities, while those expected beyond one year are classified as other liabilities. The Company has not recorded any interest and penalties since its inception. The Company files income tax returns in the U.S. federal tax jurisdiction and various state tax jurisdictions. The tax years for 2012 to 2014 remain open for examination by federal and/or state tax jurisdictions. The Company is currently not under examination by any other tax jurisdictions for any tax years. Loss Per Share Basic loss per common share is computed by dividing losses attributable to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted loss per common share is computed by dividing losses attributable to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include outstanding stock options, and warrants. For the years ended September 30, 2015,2014 and 2013, all of the Company’s potentially dilutive securities (warrants and options) were excluded from the computation of diluted loss per share as they were anti-dilutive. The total numbers of potentially dilutive shares that were excluded were 1,313,536, 3,995,343 and 6,994,269 at September 30, 2015, 2014 and 2013, respectively. Reclassification of Financial Statement Accounts Certain amounts in the September 30, 2014 and 2013 financial statements have been reclassified to conform to the presentation in the September 30, 2015 financial statements. Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued since the last audit of the Company’s financial statements. The Company’s management believes that these recent pronouncements will not have a material effect on the Company’s financial statements. |
ASSET ACQUISITION
ASSET ACQUISITION | 12 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
ASSET ACQUISITION | NOTE 3 - ASSET ACQUISITION On May 30, 2014, the Company completed the acquisition of certain assets of SKS, including licenses, patents and contracts relating to micro-fabrication polymer-based sustained delivery platforms related to ocular therapeutics and dry age-related macular degeneration animal models, together with biomarkers to support such models. The purchase price consisted of: (a) Cash in the amount of $3,500,000; (b) 1,194,862 shares of the Company’s common stock (valued at $10,180,224 based on the trading price on May 30, 2014 of the Company’s common stock) and (c) an additional 1,493,577 shares (the “contingent shares”) that will be issued contingent to achievement of certain milestones. Purchase Price Cash at closing $ 3,500,000 Stock Issued 10,180,224 Contingent Consideration Stock 4,877,359 Total Purchase Price $ 18,557,583 The acquisition of the assets of SKS has been accounted for as an acquisition of a business whereby the purchase price was allocated to tangible and intangible assets acquired based on their fair values as of the acquisition date. The Company evaluated the contingent stock consideration in accordance with ASC 480 and 815, regarding contingent consideration arrangements. Based on this evaluation, the Company has determined that the contingent consideration met the liability criteria and should be recorded as a liability of the Company. A summary of the pro forma purchase price allocation as of May 30, 2014 is as follows: Purchase Price Allocation Lab equipment $ 86,733 Computer and software 2,523 Leasehold improvements 2,181 Security deposit 12,243 License rights 17,712,991 Goodwill 740,912 Total Purchase Price Allocation $ 18,557,583 The following pro forma statement of operations presents the results of operations as if the SKS Acquisition had taken place on October 1, 2013 and represents the combined revenues and expenses of the Company had the SKS Acquisition existed for the entire year ended September 30, 2014: Pro Forma Consolidated Statement of Operations For the Year Ended September 30, 2014 (Unaudited) REVENUES $ 1,839,000 OPERATING EXPENSES General and administrative 827,345 Professional fees 2,335,422 Research and development 5,948,332 Salaries and wages 2,616,783 Total Operating Expenses 11,727,882 OPERATING LOSS (9,888,882 ) OTHER INCOME (EXPENSE) Interest expense (62,944 ) Other income 8,478 Total Other Income (Expense) (54,466 ) NET LOSS $ (9,943,348 ) |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 4 - PROPERTY AND EQUIPMENT Property and equipment at September 30, 2015 and 2014 consist of: 2015 2014 Equipment $ 91,715 $ 59,503 Lab Equipment 239,472 86,733 Leasehold Improvements 2,181 2,181 Office Furniture and Fixture 2,523 2,523 335,891 150,940 Accumulated Depreciation (87,138 ) (46,515 ) Total Property and Equipment $ 248,753 $ 104,425 Depreciation expense for the years ended September 30, 2015, 2014, and 2013 was $40,623, $17,850, and $13,356, respectively. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS | NOTE 5 - INTANGIBLE ASSETS Intangible assets at September 30, 2015 and 2014 consist of: 2015 2014 License Rights $ 17,712,991 $ 17,712,991 Patent Costs 200,000 800,000 17,912,991 18,512,991 Accumulated Amortization (1,580,128 ) (702,591 ) Total Intangible Assets $ 16,332,863 $ 17,810,400 During the years ended September 30, 2015, 2014, and 2013, the Company recognized $1,138,631, $448,456, and $77,789, respectively, in amortization expense on the patents. The amortization expense has been included in research and development expense. In January 2015, the Company discontinued development of the OHR/AVR118 program. In connection with this decision, the patent portfolio is no longer being maintained and the remaining $338,906 in unamortized patent costs have been impaired (Patent cost of $600,000 less $261,094 previously amortized). The estimated future amortization of intangibles for the next five years is as follows: Years ending Estimated 2016 $ 1,124,645 2017 1,120,616 2018 1,117,731 2019 1,116,449 2020 1,119,508 Total $ 5,598,949 |
NOTES PAYABLE
NOTES PAYABLE | 12 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTE 6 - NOTES PAYABLE On February 28, 2014, the Company entered into a premium financing arrangement for its directors and officers insurance in the amount of $194,000. The financing arrangement bears interest at 6.75% per annum and will be fully paid in 12 months from the date of issuance. As of September 30, 2015, the Company had repaid $194,000 of principal and had paid interest of $5,435. On February 28, 2015, the Company entered into a premium financing arrangement for its directors and officers insurance in the amount of $212,400. The financing arrangement bears interest at 6.75% and will be fully paid in nine months from the date of issuance. As of September 30, 2015, the Company had repaid $164,337 of principal and had paid interest of $5,544. |
CAPITAL STOCK
CAPITAL STOCK | 12 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity Note [Abstract] | |
CAPITAL STOCK | NOTE 7 - CAPITAL STOCK In March 2013, the Company issued 36,379 shares of common stock for total proceeds of $76,682 upon exercise of warrants at an exercise price per share ranging from $1.65 to $3.57. On March 13, 2013, the Company received notice from a director to exercise 128,698 options using the cashless exercise feature in the option. Accordingly, the Company issued 79,140 common shares. On March 27, 2013, the Company received notices of cashless exercise for 816,000 Class I warrants. Accordingly, the Company issued 560,822 common shares. On April 1, 2013, the Company issued 43,333 common shares in exchange for consulting services. These shares were valued at $214,500 using the stock price at the grant date. On April 16, 2013, a holder of its Series B preferred shares converted 138,889 preferred shares into common shares. Accordingly, the Company issued 46,296 common shares. On April 18, 2013, the Company issued 1,406,320 shares of common stock for total proceeds of $5,025,345 upon exercise of warrants at an exercise price per share of $3.57. On May 15, 2013, several holders of its Series B preferred shares converted an aggregate of 3,911,108 preferred shares into common shares. Accordingly, the Company issued 1,303,704 common shares. On June 7, 2013, the Company issued 6,519 shares of common stock for total proceeds of $10,756 upon exercise of warrants at an exercise price per share of $1.65. On June 14, 2013, two holders of its Series B preferred shares converted an aggregate of 894,450 preferred shares into common shares. Accordingly, the Company issued 298,150 common shares. On June 14, 2013, 1,000 Class I warrants at an exercise price per share of $1.50 were exercised by cashless exercise. Accordingly, the Company issued 730 common shares. On July 1, 2013, 50,000 warrants at an exercise price per share of $1.50 were exercised by cashless exercise. Accordingly, the Company issued 40,458 common shares. On July 24, 2013, the Company issued 9,100 common shares to a consultant for services. The shares were valued at $55,667 using the stock price at the grant date. On September 20, 2013, the Company issued 13,889 shares of common stock for total proceeds of $27,084 upon exercise of warrants at an exercise price per share of $1.95. During the year ended September 30, 2013, the Company collected the subscription receivable from the prior yearÂ’s exercise of warrants of $11,891. On October 2, 2013, the Company issued 6,282 shares of common stock to a legal firm to settle $50,000 in accounts payable. These shares were valued at $7.96 which was the price of the stock at the close of business on the previous trading day. On October 31, 2013, 55,556 Series A Warrants with an exercise price of $3.60 were exercised. Accordingly, the Company issued 55,556 common shares for proceeds of $200,002. On November 13, 2013, two holders of its Series B preferred shares converted an aggregate of 500,000 preferred shares into 166,667 common shares. As of the date of this filing, there are no Series B preferred shares outstanding. On February 26, 2014, 30,741 warrants were exercised at an exercise price per share of $6.75 using cashless exercise. Accordingly, the Company issued 10,634 common shares. On February 28, 2014, 23,867 warrants were exercised at an exercise price per share of $3.60 using cashless exercise. Accordingly, the Company issued 18,408 common shares. On March 18, 2014, 28,000 warrants were exercised at an exercise price per share of $6.75 using cashless exercise. Accordingly, the Company issued 14,959 common shares. On March 19, 2014, 1,616,667 warrants were exercised at an exercise price per share of $1.50 using cashless exercise. Accordingly, the Company issued 1,468,765 common shares. On March 20, 2014, 19,723 warrants were exercised at an exercise price per share of $1.95 using cashless exercise. Accordingly, the Company issued 17,672 common shares. On March 24, 2014, 13,889 warrants were exercised at an exercise price per share of $1.95 using cashless exercise. Accordingly, the Company issued 12,448 common shares. On March 24, 2014, 33,267 warrants were exercised at an exercise price per share of $6.75 using cashless exercise. Accordingly, the Company issued 19,123 common shares. On March 26, 2014, 27,778 warrants were exercised at an exercise price per share of $1.95 using cashless exercise. Accordingly, the Company issued 24,660 common shares. On March 26, 2014, 500 warrants with an exercise price of $1.50 were exercised. Accordingly, the Company issued 500 common shares for proceeds of $750. On March 28, 2014, 34,723 warrants were exercised at an exercise price per share of $1.95 using cashless exercise. Accordingly, the Company issued 30,826 common shares. On March 28, 2014, 339,841 warrants were exercised at an exercise price per share of $6.75 using cashless exercise. Accordingly, the Company issued 198,165 common shares. On March 31, 2014, 16,204 warrants were exercised at an exercise price per share of $1.95 using cashless exercise. Accordingly, the Company issued 14,332 common shares. On April 28, 2014, the Company received subscription notices to purchase 1,800,000 shares of common stock with a price of $10.00 less issuance costs. Accordingly, the Company issued 1,800,000 common shares and received net proceeds of approximately $16.9 million. On April 10, 2014, 14,815 warrants were exercised at an exercise price per share of $3.60 using cashless exercise. Accordingly, the Company issued 11,068 common shares. On April 16, 2014, 3,334 warrants were exercised at an exercise price per share of $3.60 using cashless exercise. Accordingly, the Company issued 2,978 common shares. On April 16, 2014, 5,652 warrants were exercised at an exercise price per share of $6.75 using cashless exercise. Accordingly, the Company issued 3,199 common shares. On May 30, 2014, the Company issued 1,194,862 common shares to acquire certain assets of SKS pursuant to a contribution agreement (see Note 3). The shares were valued at $8.52 per share for a fair value of $10,180,224. On June 25, 2014, 50,000 warrants were exercised at an exercise price per share of $1.20. Accordingly, the Company issued 50,000 common shares and received gross proceeds of $60,000. On September 3, 2014, 14,418 warrants were exercised at an exercise price per share of $6.75 using cashless exercise. Accordingly, the Company issued 3,147 common shares. On September 11, 2014, 1,434,166 warrants were exercised at an exercise price per share of $6.75 using cashless exercise. Accordingly, the Company issued 304,707 common shares. On September 12, 2014, 330,122 warrants were exercised at an exercise price per share of $6.75 using cashless exercise. Accordingly, the Company issued 67,802 common shares. On September 16, 2014, 13,889 warrants were exercised at an exercise price per share of $1.95 using cashless exercise. Accordingly, the Company issued 10,362 common shares. On September 25, 2014, 28,837 warrants were exercised at an exercise price per share of $6.75 using cashless exercise. Accordingly, the Company issued 5,527 common shares. On October 17, 2014, the Company issued 2,000 common shares in connection with the exercise of warrants at an exercise price of $1.50 per share for total proceeds of $3,000. On October 29, 2014, the Company issued 4,000 common shares with a fair value of $7.19 per share for consulting services and recognized stock-based compensation expense of $28,760. On December 23, 2014, the Company issued 5,952 common shares as settlement of accounts payable in the amount of $50,000. On January 6, 2015, the Company received a notice of exercise for 16,667 warrants with an exercise price of $2.85 per share. Accordingly, the Company issued 16,667 common shares for proceeds of $47,500. On January 6, 2015, the Company issued 37,038 shares of common stock at a price of $8.19 per share as compensation for services performed in the amount of $303,350. On January 12, 2015, the Company received a notice of exercise for 10,137 warrants with an exercise price of $1.65 per share. Accordingly, the Company issued 10,137 common shares for proceeds of $16,726. On January 12, 2015, the Company received a notice of exercise for 2,818 warrants with an exercise price of $1.65 per share. Accordingly, the Company issued 2,818 common shares for proceeds of $4,649. On January 13, 2015, the Company received a notice of exercise for 4,926 warrants with an exercise price of $1.65 per share. Accordingly, the Company issued 4,926 common shares for proceeds of $8,128. On January 15, 2015, 66,667 warrants were exercised at an exercise price per share of $1.65 using cashless exercise. Accordingly, the Company issued 54,659 common shares. On February 6, 2015, the Company issued 10,714 restricted shares of common stock at a price of $7.00 per share as compensation for services performed in the amount of $74,998 at the time of the grant. These shares will vest 25% at the end of each quarter of 2015 at the current market price per share. During the twelve months ended September 30, 2015 $20,918 were expensed as compensation of services performed. On February 11, 2015, the Company issued 4,259,259 shares of common stock at a price of $6.75 per share. Accordingly, the Company received net proceeds of approximately $26,582,998 which were net of stock issuance costs amounting to $2,167,000. On February 24, 2015, the Company issued 60,000 shares of common stock at a price of $9.78 per share as compensation for services to be performed in the amount of $586,800. Fifty percent of these shares will vest on the first anniversary of the date issuance and twenty five percent of these shares will vest on the second and third anniversaries of the date of issuance. During the twelve months ended September 30, 2015 $282,260 were expensed as compensation of services performed. On March 27, 2015, 164,631 warrants were exercised at an exercise price per share of $1.95 using cashless exercise. Accordingly, the Company issued 131,331 common shares. On March 27, 2015, 168,520 warrants were exercised at an exercise price per share of $3.60 using cashless exercise. Accordingly, the Company issued 104,901 common shares. On April 2, 2015 73,337 warrants were exercised at an exercise price per share of $1.95 using cashless exercise. Accordingly, the Company issued 57,780 common shares. On April 2, 2015, 505,935 warrants were exercised at an exercise price per share of $3.60 using cashless exercise. Accordingly, the Company issued 314,937 common shares. |
COMMON STOCK WARRANTS
COMMON STOCK WARRANTS | 12 Months Ended |
Sep. 30, 2015 | |
Common Stock Warrants | |
COMMON STOCK WARRANTS | NOTE 8 - COMMON STOCK WARRANTS For all warrants included within permanent equity, the Company has determined the estimated value of the warrants granted to non-employees in exchange for services and financing expenses using the Black-Scholes pricing model and the following assumptions: stock price at valuation, $0.63-$7.96; expected term of 2-5 years, exercise price of $1.50-$7.96, a risk free interest rate of 0.21-2.90 percent, a dividend yield of 0 percent and volatility of 98-276 percent. All warrants accounted for as a derivative liability have been valued using a Lattice Model as described in Note 1. On March 21, 2013, the Company issued a total of 56,667 warrants with a fair market value of $232,374 for services rendered to the Company. 40,000 warrants vest equally over the next four quarters from the date of issuance. 16,667 warrants vest equally over the next two quarters from the date of issuance. The warrants are exercisable at $4.32 and are scheduled to expire in 3 to 5 years. On April 18, 2013, the Company converted 2,253,531 Series B warrants to amended Series B warrants in connection with the exercising of 1,414,995 warrants into common stock. 326,597 Series B warrants expired. The amended Series B warrants issued have the exercise price raised to $6.75 per share, and the expiration date has been extended to September 30, 2014. On October 1, 2013, the Company issued a total of 100,000 warrants with a fair market value of $481,724 for services rendered to the Company. The warrants vested immediately, have an exercise price of $7.96 per share and a term of 3 years. On December 30, 2013, the Company issued a total of 26,667 warrants with a fair market value of $65,748 for services rendered to the Company. The warrants vested immediately, have an exercise price of $7.94 per share and a term of 2 years. On January 2, 2014, the Company issued 20,550 warrants with a fair market value of $150,665 to a consultant for services rendered to the Company. The warrants vested immediately, have an exercise price of $7.88 per common share and a term of 5 years. On January 7, 2014, the Company issued 100,000 warrants with a fair market value of $390,852 to a consultant for services to be rendered to the Company. 25,000 warrants vested immediately, with the remainder vesting over the next three quarterly periods, have an exercise price of $7.94 per common share and a term of 3 years. During the year ended September 30, 2015, an aggregate of 979,090 warrants at an exercise price per share of $1.65 through $3.60 were exercised by cashless exercise. In addition, 36,548 warrants were exercised at prices ranging from $1.50 to $2.85 for which $80,002 in cash was received by the Company. Below is a table summarizing the warrants issued and outstanding as of September 30, 2015: Number Weighted-Average Outstanding at September 30, 2012 8,527,638 $ 2.80 Granted 56,667 4.32 Exercised (2,396,774 ) 2.78 Forfeited (326,597 ) 3.57 Outstanding at September 30, 2013 5,860,934 $ 2.78 Granted 247,217 7.94 Exercised (4,135,989 ) 4.41 Forfeited (25,154 ) 1.20 Outstanding at September 30, 2014 1,947,008 $ 3.64 Granted — — Exercised (1,015,638 ) 3.03 Forfeited (184,501 ) 2.39 Outstanding at September 30, 2015 746,869 $ 4.75 Exercisable at September 30, 2015 746,869 $ 4.75 The outstanding warrants as of September 30, 2015 have an intrinsic value of approximately $130,718. For the years ended September 30, 2015, 2014, and 2013, the Company has expensed $8,559, $1,177,095, and $335,869, respectively, related to the fair value of warrants issued for services. |
COMMON STOCK OPTIONS
COMMON STOCK OPTIONS | 12 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
COMMON STOCK OPTIONS | NOTE 9 - COMMON STOCK OPTIONS The Company has determined the estimated value of the options granted to employees and non-employees in exchange for services and financing expenses using the Black-Scholes pricing model and the following assumptions: stock price at valuation, $1.20-10.11; expected term of five years, exercise price of $1.50-10.11, a risk free interest rate of 0.68-2.60 percent, a dividend yield of 0 percent and volatility of 81-277 percent. On April 30, 2013, the Company granted 116,667 options to a board member. The Company calculated a fair value of $4.59 per option. Of the 116,667 options issued, 29,167 vested upon issuance and the remaining 87,500 vest in 33 percent tranches on the next three anniversary dates. For the years ended September 30, 2015, 2014, and 2013, 29,167, 58,333, and 29,167 options have vested, respectively, resulting in compensation expense of $133,813, $133,690, and $189,852, respectively. On May 17, 2013, the Company granted 116,667 options to a board member. The Company calculated a fair value of $4.50 per option. Of the 116,667 options issued, 29,167 vested upon issuance and the remaining 87,500 vest in 33 percent tranches on the next three anniversary dates. For the years ended September 30, 2015, 2014, and 2013, 29,167, 58,333, and 29,167 options have vested, respectively, resulting in compensation expense of $131,285, $131,165, and $180,156, respectively. On February 3, 2014, the Company granted 500,000 options, with an exercise price of $10.11 per share, to employees as part of its 2014 stock option plan. The Company calculated a fair value of $1,954,384 for the options. Of the 500,000 options issued, 125,000 vested upon issuance and the remaining 375,000 vest in 25 percent tranches on each anniversary of grant. For the years ended September 30, 2015, 2014, and 2013, 125,000, 125,000, and 0 options have vested, respectively, resulting in compensation expense of $488,596, $814,327, and $0, respectively. On July 24, 2014, the Company granted 355,000 options, with an exercise price of $8.39 per share, to employees as part of its 2014 stock option plan. The Company calculated a fair value of $1,661,682 for the options. Of the 355,000 options issued, 88,750 vested upon issuance and the remaining 266,250 vest in 25 percent tranches on each anniversary of grant. During the 2015 Fiscal Year 30,000 options were forfeited as a result of grantee’s resignations and 10,000 vested options expired. The Compensation recorded on the vested options totaled $46,808. For the years ended September 30, 2015, 2014, and 2013, 78,750, 88,750, and 0 options have vested, respectively, resulting in compensation expense of $332,957, $610,436, and $0, respectively. On September 5, 2014, the Company granted 60,000 options, with an exercise price of $7.77 per share, to an employee as part of its 2014 stock option plan. The Company calculated a fair value of $250,683 for the options. Of the 60,000 options issued, 15,000 vested upon issuance and the remaining 45,000 vest in 25 percent tranches on each anniversary of grant. For the years ended September 30, 2015, 2014, and 2013, 15,000, 15,000, and 0 options have vested, respectively, resulting in compensation expenses of $62,671, $86,957, and $0, respectively. On January 6, 2015, the Company granted 140,000 options, with an exercise price of $8.19 per share, to employees as part of its 2014 stock option plan. The Company calculated a fair value of $529,252 for the options. Of the 140,000 options issued, 35,000 vested upon issuance and the remaining 105,000 vest in 25 percent tranches on each anniversary of grant. During the 2015 Fiscal Year 15,000 options were forfeited as a result of grantee’s resignations and 5,000 vested options expired. The Compensation recorded on the vested options totaled $18,902. For the years ended September 30, 2015, 2014, and 2013, 35,000, 0, and 0 options have vested, respectively, resulting in compensation expense of $275,563, $0, and $0, respectively. On February 13, 2015, the Company granted 120,000 options, with an exercise price of $7.68 per share, to an employee as part of its 2014 stock option plan. The Company calculated a fair value of $411,962 for the options. Of the 250,000 options issued, 50,000 vested upon issuance and the remaining 150,000 vest in 25 percent tranches on each anniversary of grant. For the years ended September 30, 2015, 2014, and 2013, 50,000, 0, and 0 options have vested, respectively, resulting in compensation expense of $167,360, $0, and $0, respectively. On March 1, 2015, the Company granted 200,000 options, with an exercise price of $7.06 per share, to an employee as part of its 2014 stock option plan. The Company calculated a fair value of $1,128,604 for the options. Of the 120,000 options issued, 30,000 vested upon issuance and the remaining 90,000 vest in 25 percent tranches on each December 31 2015, 2016 and 2017 respectively. For the years ended September 30, 2015, 2014, and 2013, 50,000, 0, and 0 options have vested, respectively, resulting in compensation expense of $456,420, $0, and $0, respectively. On March 3, 2015, the Company granted 100,000 options, with an exercise price of $9.78 per share, to an employee as part of its 2014 stock option plan. The Company calculated a fair value of $509,845 for the options. Of the 100,000 options issued, 25,000 vested upon issuance and the remaining 75,000 vest in 25 percent tranches on each anniversary of grant. For the years ended September 30, 2015, 2014, and 2013, 25,000, 0, and 0 options have vested, respectively, resulting in compensation expense of $350,519, $0, and $0, respectively. On March 10, 2015, the Company granted 546,000 options, with an exercise price of $10.14 per share, to employees as part of its 2014 stock option plan. The Company calculated a fair value of $2,700,392 for the options. Of the 546,000 options issued, 136,500 vested upon issuance and the remaining 409,500 vest in 25 percent tranches on each anniversary of grant. For the years ended September 30, 2015, 2014, and 2013, 136,000, 0, and 0 options have vested, respectively, resulting in compensation expense of $1,068,905, $0, and $0, respectively. During the years ended September 30, 2015, 2014, and 2013 the Company recognized $3,579,788, $2,074,487 and $746,262 respectively, of expense related to vested options that were granted both in the current year and in prior years. Unamortized option expense as of September 30, 2015, 2014, and 2013 for all options outstanding amounted to approximately $4,462,655, $3,161,447, and $1,112,000, respectively. Below is a table summarizing the options issued and outstanding as of September 30, 2015: Number Weighted - Average Outstanding at September 30, 2012 1,082,323 $ 1.69 Granted 233,334 4.71 Exercised (182,322 ) 1.69 Forfeited — — Outstanding at September 30, 2013 1,133,335 $ 2.31 Granted 915,000 9.29 Exercised — — Forfeited — — Outstanding at September 30, 2014 2,048,335 $ 5.43 Granted 1,106,000 9.04 Exercised — — Forfeited (45,000 ) 8.32 Expired (348,334 ) 1.79 Outstanding at September 30, 2015 2,761,001 $ 7.27 Exercisable at September 30, 2015 1,450,667 $ 5.74 As of September 30, 2015, the outstanding options have an intrinsic value of approximately $595,000. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 10 - COMMITMENTS AND CONTINGENCIES Legal Proceedings The Company may become involved in certain legal proceedings and claims which arise in the normal course of business. If an unfavorable ruling were to occur, there exists the possibility of a material adverse impact on the Company’s results of operations, prospects, cash flows, financial position and brand. To the best knowledge of the Company’s management, at September 30, 2015 and 2014, there are no legal proceedings which the Company believes will have a material adverse effect on its business, results of operations, cash flows or financial condition. Lease Obligation The Company is currently obligated under an operating lease for office space and associated building expenses. The lease expires in August 2016 with an optional renewal period for an additional two years. As of September 30, 2015, future minimum payments for all lease obligations are as follows: Year Amount 2016 $ 45,550 $ 45,550 Rental expense related to the operating lease has been recorded in the consolidated statements of operations in the amounts of $305,638, $83,556, and $0 for each of the years ended September 30, 2015, 2014, and 2013, respectively. Contingent Stock Consideration On May 30, 2014, the Company completed the acquisition of certain assets of SKS Ocular, LLC (“SKS Parent”), and SKS Ocular 1, LLC (“SKS 1” and SKS Parent referred to herein as “SKS”), including licenses, patents and contracts relating to micro-fabrication polymer-based sustained delivery platforms related to ocular therapeutics and dry age-related macular degeneration animal models, together with biomarkers to support such models. The purchase price consisted of: (a) Cash in the amount of $3,500,000; (b) 1,194,862 shares of the Company’s common stock (valued at $10,180,224 based on the trading price on May 30, 2014 of the Company’s common stock) and (c) an additional 1,493,577 shares (the “contingent shares”) that will be issued contingent to achievement of certain milestones. This contingent consideration has been recorded as a liability of the Company and is reviewed by management for probability and likelihood of the milestones being achieved at each reporting period. The liability is adjusted according to management’s assessment. |
QUARTERLY FINANCIAL DATA UNAUDI
QUARTERLY FINANCIAL DATA UNAUDITED | 12 Months Ended |
Sep. 30, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
QUARTERLY FINANCIAL DATA UNAUDITED | NOTE 11 - QUARTERLY FINANCIAL DATA (Unaudited) First Second Third Fourth Total 2015 Total revenue $ — $ — $ — $ — $ — Operating loss (4,205,513 ) (6,806,088 ) (3,334,840 ) (3,458,839 ) (17,805,280 ) Net loss (4,540,957 ) (3,400,548 ) (3,345,997 ) (3,910,363 ) (15,197,865 ) Net loss per basic and diluted share $ (0.18 ) $ (0.12 ) $ (0.11 ) $ (0.13 ) $ (0.54 ) First Second Third Fourth Total 2014 Total revenue $ — $ — $ — $ — $ — Operating loss (2,021,493 ) (1,968,383 ) (2,056,416 ) (3,076,632 ) (9,122,924 ) Net loss (2,021,925 ) (1,968,251 ) (2,052,089 ) (3,088,399 ) (9,130,664 ) Net loss per basic and diluted share $ (0.10 ) $ (0.10 ) $ (0.09 ) $ (0.13 ) $ (0.41 ) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 12 - SUBSEQUENT EVENTS On December 3, 2015, the Company announced the achievement of Milestone 1 from the SKS Ocular acquisition, demonstrating consistent long term release of an therapeutic agent above threshold therapeutic levels in the targeted ocular tissues of an animal model. The achievement of Milestone 1 requires that the Company issue 497,859 shares of its common stock to SKS. Effective December 11, 2015, Irach B. Taraporewala, President and Chief Technology Officer, resigned from all officer positions with the Company and as a member of the Board of Directors of the Company, subject to a mandatory seven-day revocation period. In connection with Dr. Taraporewala’s resignation, on December 11, 2015, the Company and Dr. Taraporewala entered into a two year Consulting Agreement and Release (the “Consulting Agreement and Release”) dated December 11, 2015 (the “Effective Date”), pursuant to which Dr. Taraporewala will be engaged as a consultant to the Company. As compensation for the consulting services to be rendered by Dr. Taraporewala, Dr. Taraporewala will receive the following: Ÿ A retainer in the amount of $15,000 within 30 days following the Effective Date. Ÿ A retainer in the amount of $15,000 on the first anniversary of the Effective Date. Ÿ A monthly fee of $5,000 during each month of the term of the Consulting Agreement in consideration for providing the Company up to five hours of consulting services per week. In any week in which Dr. Taraporewala provides the Company in excess of five hours of consulting services, the Company will pay Dr. Taraporewala $1,000 per day, up to a maximum of five days. Ÿ 120,000 shares of the Company’s restricted stock under the Company’s 2014 Stock Incentive Plan and related restricted stock agreement, dated as of December 11, 2015 (the “Restricted Stock Agreement”), between the Company and Dr. Taraporewala. The restricted stock will vest in four equal, semiannual installments, beginning on July 16, 2016, subject to Dr. Taraporewala continuously providing consulting services to the Company from the Effective Date until each such vesting date. |
SUMMARY OF SIGNIFICANT ACCOUN19
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. Estimates subject to change in the near term include impairment (if any) of long-lived assets and fair value of derivative liabilities. |
Accounting Basis and Principles of Consolidation | Accounting Basis and Principles of Consolidation The Company prepared the accompanying consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, or GAAP, and they include the accounts of Ohr Pharmaceutical, Inc. and its subsidiaries. The Company has elected a September 30 fiscal year end. All intercompany balances and transactions have been eliminated in consolidation. The Company also uses the equity method to account for its joint venture. This method is used because the joint venture does not meet the variable interest entity requirements for consolidation and the Company does not have control of the entity. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly-liquid investments purchased with an original maturity date of three months or less to be cash equivalents. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments, which potentially subject us to concentrations of credit risk, consist principally of cash. Our cash balances are maintained in accounts held by major banks and financial institutions located in the United States. The Company occasionally maintains amounts on deposit with a financial institution that are in excess of the federally insured limit of $250,000. The risk is managed by maintaining all deposits in high quality financial institutions. The Company had approximately $27,947,323 and $12,970,494 of cash balances in excess of federally insured limits at September 30, 2015 and 2014, respectively. |
Property and Equipment | Property and Equipment Property and equipment is recorded at cost less accumulated depreciation. Depreciation and amortization is calculated using the straight-line method over the expected useful life of the asset, after the asset is placed in service. The Company generally uses the following depreciable lives for its major classifications of property and equipment: Description Useful Lives Equipment 3 to 5 years Lab Equipment 5 years Leasehold Improvements 7 years Office Furniture and Fixtures 3 years Expenditures associated with upgrades and enhancements that improve, add functionality, or otherwise extend the life of property and equipment that exceed $500 are capitalized, while expenditures that do not, such as repairs and maintenance, are expensed as incurred. |
Valuation of Long-Lived Assets | Valuation of Long-Lived Assets Long-lived tangible assets and definite-lived intangible assets are reviewed for possible impairment whenever events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. The Company uses an estimate of undiscounted future net cash flows of the assets over the remaining useful lives in determining whether the carrying value of the assets is recoverable. If the carrying values of the assets exceed the expected future cash flows of the assets, the Company recognizes an impairment loss equal to the difference between the carrying values of the assets and their estimated fair values. Impairment of long-lived assets is assessed at the lowest levels for which there are identifiable cash flows that are independent from other groups of assets. The evaluation of long-lived assets requires the Company to use estimates of future cash flows. However, actual cash flows may differ from the estimated future cash flows used in these impairment tests. As of September 30, 2015, management discontinued development of the OHR/AVR118 program. In connection with this decision, the patent portfolio is no longer being maintained and the remaining $338,906 in unamortized patent costs have been impaired. As of September 2015, management does not believe any of the CompanyÂ’s long-lived assets were impaired. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments In accordance with ASC 820, the carrying value of cash and cash equivalents, accounts receivable, accounts payable and notes payable approximates fair value due to the short-term maturity of these instruments. ASC 820 clarifies the definition of fair value, prescribes methods for measuring fair value, and establishes a fair value hierarchy to classify the inputs used in measuring fair value as follows: Level 1 - Inputs are unadjusted quoted prices in active markets for identical assets or liabilities available at the measurement date. Level 2 - Inputs are unadjusted quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets and liabilities in markets that are not active, inputs other than quoted prices that are observable, and inputs derived from or corroborated by observable market data. Level 3 - Unobservable inputs, where there is little or no market activity for the asset or liability. These inputs reflect the reporting entity’s own beliefs about the assumptions that market participants would use in pricing the asset or liability, based on the best information available in the circumstances. The following table presents assets and liabilities that are measured and recognized at fair value as of September 30, 2015 and 2014, on a recurring basis: Assets and liabilities measured at fair value on a recurring basis at September 30, 2015 Level 1 Level 2 Level 3 Total Contingent stock consideration $ — $ — $ 2,239,603 $ 2,239,603 $ — $ — $ 2,239,603 $ 2,239,603 Assets and liabilities measured at fair value on a recurring basis at September 30, 2014 Level 1 Level 2 Level 3 Total Contingent stock consideration $ — $ — 4,877,359 $ 4,877,359 $ — $ — 4,877,359 $ 4,877,359 A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The fair value of the contingent stock consideration was based on the decision tree analysis method that considers the impact on project value of different scenarios at nominated decision points along the development path. |
Stock Warrant Derivative Liability | Stock Warrant Derivative Liability As of September 30, 2012, certain outstanding stock warrants of the Company are classified as derivatives instruments due to reset provisions in the exercise prices. The fair value of the derivative liability was calculated using a Lattice Model that values the embedded derivatives based on future projections of the various potential outcomes. The assumptions that are analyzed and incorporated into the model include the conversion feature with the full ratchet and weighted average anti-dilution reset, expectations of future stock price performance and expectations of future issuances based on the Company’s prior stock history, prior issuances of stock, and expected capital requirements. Probabilities were assigned to various scenarios in which the reset provisions would go into effect and weighted accordingly. The method described above may produce a current fair value calculation that may not be indicative of net realizable value or reflective of future fair values. If a readily determined market value became available or if actual performance were to vary appreciably from assumptions used, assumptions may need to be adjusted, which could result in material differences from the recorded carrying amounts. The Company believes its method of determining fair value is appropriate and consistent with other market participants. However, the use of different methodologies or different assumptions to value certain financial instruments could result in a different estimate of fair value. In March 2013, the stock warrants were fully exercised; 24,000 warrants for cash and the remaining 816,000 warrants through a cashless exercise. Consequently, these instruments were no longer accounted for as derivatives. The stock warrants were marked to market as of the exercise date and the applicable fair value related to the 816,000 warrants of $1,886,338 was credited to additional paid in capital while the applicable fair value for the 24,000 warrants of $55,481 was credited to gain on derivative liability. The following table provides a summary of the changes in fair value, including net transfers in and/or out, of the financial instruments, measured at fair value on a recurring basis using significant unobservable inputs: Level 3 Reconciliation: Stock Contingent Level 3 assets and liabilities at September 30, 2012 $ (768,696 ) $ — Purchases, sales, issuances and settlements (net) 1,886,338 — Mark to market adjustments, net of gain on derivative liability of $55,481 (1,117,642 ) — Level 3 assets and liabilities at September 30, 2013 — — Purchases, sales, issuances and settlements (net) — 4,877,359 Mark to market adjustments — — Level 3 assets and liabilities at September 30, 2014 — 4,877,359 Purchases, sales, issuances and settlements (net) — — Mark to market adjustments — (2,637,756 ) Total Level 3 assets and liabilities at September 30, 2015 $ — $ 2,239,603 |
Derivative Financial Instruments | Derivative Financial Instruments The Company generally does not use derivative financial instruments to hedge exposures to cash-flow risks or market-risks that may affect the fair values of its financial instruments. The Company utilizes various types of financing to fund its business needs, including warrants and other instruments not indexed to our stock. The Company is required to record its derivative instruments at their fair value. Changes in the fair value of derivatives are recognized in earnings in accordance with ASC 815. |
Goodwill and Intangibles | Goodwill and Intangibles The Company evaluates goodwill and other finite-lived intangible assets in accordance with FASB ASC Topic 350, “Intangibles Goodwill and Other. The Company performs its annual impairment review of goodwill in September, and when a triggering event occurs between annual impairment tests for both goodwill and other finite-lived intangible assets. The Company recorded no impairment loss for the years ended September 30, 2015 and 2014. The Company’s other finite-lived intangible assets consist of license rights and patents. The Company amortizes its patents over the life of each patent and license rights over the remaining life of the patents that it has rights for. The current license rights have a remaining life of 15 years. During the years ended September 30, 2015, 2014, and 2013 the Company recognized $1,138,631, $448,456, and $77,789 in amortization expense on the patents and license rights, respectively. |
Research and Development | Research and Development Research and development expenses are expensed in the consolidated statements of operations as incurred in accordance with FASB ASC 730, Research and Development. |
Share-based Compensation | Share-based Compensation The Company follows the provisions of ASC 718, “Share-Based Payments” which requires all share-based payments to employees, including grants of employee stock options, be recognized in the income statement based on their fair values. The Company uses the Black-Scholes pricing model for determining the fair value of stock based compensation. In accordance with ASC 505, equity instruments issued to non-employees for goods or services are accounted for at fair value and are marked to market until service is complete or a performance commitment date is reached, whichever is earlier. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are determined based on differences between the financial reporting and tax bases of assets and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The charge for taxation is based on the results for the year as adjusted for items which are nonassessable or disallowed. It is calculated using tax rates that have been enacted or substantively enacted by the balance sheet date. In July, 2006, the FASB issued ASC 740, Accounting for Uncertainty in Income Taxes The CompanyÂ’s policy is to recognize both interest and penalties related to unrecognized tax benefits in income tax expense. Interest and penalties on unrecognized tax benefits expected to result in payment of cash within one year are classified as accrued liabilities, while those expected beyond one year are classified as other liabilities. The Company has not recorded any interest and penalties since its inception. The Company files income tax returns in the U.S. federal tax jurisdiction and various state tax jurisdictions. The tax years for 2012 to 2014 remain open for examination by federal and/or state tax jurisdictions. The Company is currently not under examination by any other tax jurisdictions for any tax years. |
Loss Per Share | Loss Per Share Basic loss per common share is computed by dividing losses attributable to common shareholders by the weighted-average number of shares of common stock outstanding during the period. Diluted loss per common share is computed by dividing losses attributable to common shareholders by the weighted-average number of shares of common stock outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potentially dilutive securities had been issued. Potentially dilutive securities include outstanding stock options, and warrants. For the years ended September 30, 2015,2014 and 2013, all of the CompanyÂ’s potentially dilutive securities (warrants and options) were excluded from the computation of diluted loss per share as they were anti-dilutive. The total numbers of potentially dilutive shares that were excluded were 1,313,536, 3,995,343 and 6,994,269 at September 30, 2015, 2014 and 2013, respectively. |
Reclassification of Financial Statement Accounts | Reclassification of Financial Statement Accounts Certain amounts in the September 30, 2014 and 2013 financial statements have been reclassified to conform to the presentation in the September 30, 2015 financial statements. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Management has considered all recent accounting pronouncements issued since the last audit of the CompanyÂ’s financial statements. The CompanyÂ’s management believes that these recent pronouncements will not have a material effect on the CompanyÂ’s financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN20
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Accounting Policies [Abstract] | |
Schedule of assets and liabilities measured and recognized at fair value | The following table presents assets and liabilities that are measured and recognized at fair value as of September 30, 2015 and 2014, on a recurring basis: Assets and liabilities measured at fair value on a recurring basis at September 30, 2015 Level 1 Level 2 Level 3 Total Contingent stock consideration $ — $ — $ 2,239,603 $ 2,239,603 $ — $ — $ 2,239,603 $ 2,239,603 Assets and liabilities measured at fair value on a recurring basis at September 30, 2014 Level 1 Level 2 Level 3 Total Contingent stock consideration $ — $ — 4,877,359 $ 4,877,359 $ — $ — 4,877,359 $ 4,877,359 |
Schedule of fair value of financial instruments by caption on balance sheet | The following table provides a summary of the changes in fair value, including net transfers in and/or out, of the financial instruments, measured at fair value on a recurring basis using significant unobservable inputs: Level 3 Reconciliation: Stock Contingent Level 3 assets and liabilities at September 30, 2012 $ (768,696 ) $ — Purchases, sales, issuances and settlements (net) 1,886,338 — Mark to market adjustments, net of gain on derivative liability of $55,481 (1,117,642 ) — Level 3 assets and liabilities at September 30, 2013 — — Purchases, sales, issuances and settlements (net) — 4,877,359 Mark to market adjustments — — Level 3 assets and liabilities at September 30, 2014 — 4,877,359 Purchases, sales, issuances and settlements (net) — — Mark to market adjustments — (2,637,756 ) Total Level 3 assets and liabilities at September 30, 2015 $ — $ 2,239,603 |
ASSET ACQUISITION (Tables)
ASSET ACQUISITION (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Schedule of purchase price | The purchase price consisted of: (a) Cash in the amount of $3,500,000; (b) 1,194,862 shares of the Company’s common stock (valued at $10,180,224 based on the trading price on May 30, 2014 of the Company’s common stock) and (c) an additional 1,493,577 shares (the “contingent shares”) that will be issued contingent to achievement of certain milestones. Purchase Price Cash at closing $ 3,500,000 Stock Issued 10,180,224 Contingent Consideration Stock 4,877,359 Total Purchase Price $ 18,557,583 |
Summary of the pro forma purchase price allocation | A summary of the pro forma purchase price allocation as of May 30, 2014 is as follows: Purchase Price Allocation Lab equipment $ 86,733 Computer and software 2,523 Leasehold improvements 2,181 Security deposit 12,243 License rights 17,712,991 Goodwill 740,912 Total Purchase Price Allocation $ 18,557,583 |
Schedule of pro forma statement of operations | The following pro forma statement of operations presents the results of operations as if the SKS Acquisition had taken place on October 1, 2013 and represents the combined revenues and expenses of the Company had the SKS Acquisition existed for the entire year ended September 30, 2014: Pro Forma Consolidated Statement of Operations For the Year Ended September 30, 2014 (Unaudited) REVENUES $ 1,839,000 OPERATING EXPENSES General and administrative 827,345 Professional fees 2,335,422 Research and development 5,948,332 Salaries and wages 2,616,783 Total Operating Expenses 11,727,882 OPERATING LOSS (9,888,882 ) OTHER INCOME (EXPENSE) Interest expense (62,944 ) Other income 8,478 Total Other Income (Expense) (54,466 ) NET LOSS $ (9,943,348 ) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment at September 30, 2015 and 2014 consist of: 2015 2014 Equipment $ 91,715 $ 59,503 Lab Equipment 239,472 86,733 Leasehold Improvements 2,181 2,181 Office Furniture and Fixture 2,523 2,523 335,891 150,940 Accumulated Depreciation (87,138 ) (46,515 ) Total Property and Equipment $ 248,753 $ 104,425 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of intangible assets | Intangible assets at September 30, 2015 and 2014 consist of: 2015 2014 License Rights $ 17,712,991 $ 17,712,991 Patent Costs 200,000 800,000 17,912,991 18,512,991 Accumulated Amortization (1,580,128 ) (702,591 ) Total Intangible Assets $ 16,332,863 $ 17,810,400 |
Estimated future amortization of intangibles | The estimated future amortization of intangibles is as follows: Years ending Estimated 2016 $ 1,124,645 2017 1,120,616 2018 1,117,731 2019 1,116,449 2020 1,119,508 Total $ 5,598,949 |
COMMON STOCK WARRANTS (Tables)
COMMON STOCK WARRANTS (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Common Stock Warrants | |
Schedule of outstanding warrants | Below is a table summarizing the warrants issued and outstanding as of September 30, 2015: Number Weighted-Average Outstanding at September 30, 2012 8,527,638 $ 2.80 Granted 56,667 4.32 Exercised (2,396,774 ) 2.78 Forfeited (326,597 ) 3.57 Outstanding at September 30, 2013 5,860,934 $ 2.78 Granted 247,217 7.94 Exercised (4,135,989 ) 4.41 Forfeited (25,154 ) 1.20 Outstanding at September 30, 2014 1,947,008 $ 3.64 Granted — — Exercised (1,015,638 ) 3.03 Forfeited (184,501 ) 2.39 Outstanding at September 30, 2015 746,869 $ 4.75 Exercisable at September 30, 2015 746,869 $ 4.75 |
COMMON STOCK OPTIONS (Tables)
COMMON STOCK OPTIONS (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of options issued and outstanding | Below is a table summarizing the options issued and outstanding as of September 30, 2015: Number Weighted - Average Outstanding at September 30, 2012 1,082,323 $ 1.69 Granted 233,334 4.71 Exercised (182,322 ) 1.69 Forfeited — — Outstanding at September 30, 2013 1,133,335 $ 2.31 Granted 915,000 9.29 Exercised — — Forfeited — — Outstanding at September 30, 2014 2,048,335 $ 5.43 Granted 1,106,000 9.04 Exercised — — Forfeited (45,000 ) 8.32 Expired (348,334 ) 1.79 Outstanding at September 30, 2015 2,761,001 $ 7.27 Exercisable at September 30, 2015 1,450,667 $ 5.74 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum payments for lease obligations | As of September 30, 2015, future minimum payments for all lease obligations are as follows: Year Amount 2016 $ 45,550 $ 45,550 |
QUARTERLY FINANCIAL DATA UNAU27
QUARTERLY FINANCIAL DATA UNAUDITED (Tables) | 12 Months Ended |
Sep. 30, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial data | First Second Third Fourth Total 2015 Total revenue $ — $ — $ — $ — $ — Operating loss (4,205,513 ) (6,806,088 ) (3,334,840 ) (3,458,839 ) (17,805,280 ) Net loss (4,540,957 ) (3,400,548 ) (3,345,997 ) (3,910,363 ) (15,197,865 ) Net loss per basic and diluted share $ (0.18 ) $ (0.12 ) $ (0.11 ) $ (0.13 ) $ (0.54 ) First Second Third Fourth Total 2014 Total revenue $ — $ — $ — $ — $ — Operating loss (2,021,493 ) (1,968,383 ) (2,056,416 ) (3,076,632 ) (9,122,924 ) Net loss (2,021,925 ) (1,968,251 ) (2,052,089 ) (3,088,399 ) (9,130,664 ) Net loss per basic and diluted share $ (0.10 ) $ (0.10 ) $ (0.09 ) $ (0.13 ) $ (0.41 ) |
SUMMARY OF SIGNIFICANT ACCOUN28
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Jan. 15, 2015 | Jan. 13, 2015 | Jan. 06, 2015 | Oct. 17, 2014 | Sep. 25, 2014 | Sep. 16, 2014 | Sep. 12, 2014 | Sep. 11, 2014 | Sep. 03, 2014 | Jun. 25, 2014 | Apr. 10, 2014 | Mar. 31, 2014 | Mar. 26, 2014 | Mar. 20, 2014 | Mar. 19, 2014 | Mar. 18, 2014 | Feb. 28, 2014 | Feb. 26, 2014 | Oct. 31, 2013 | Sep. 20, 2013 | Jul. 01, 2013 | Jun. 14, 2013 | Jun. 07, 2013 | Apr. 18, 2013 | Mar. 27, 2013 | Mar. 31, 2013 | Mar. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Federally insured limit | $ 250,000 | |||||||||||||||||||||||||||||
Cash balances in excess of federally insured limits | $ 27,947,323 | $ 12,970,494 | ||||||||||||||||||||||||||||
Threshold to exceed for capitalization of expenditures | $ 500 | |||||||||||||||||||||||||||||
Common stock issued in exercise of warrants, shares | 54,659 | 4,926 | 16,667 | 2,000 | 50,000 | 55,556 | 13,889 | 6,519 | 1,406,320 | 24,000 | 36,379 | |||||||||||||||||||
Cashless exercise of warrants, shares | 5,527 | 10,362 | 67,802 | 304,707 | 3,147 | 11,068 | 14,332 | 24,660 | 17,672 | 1,468,765 | 14,959 | 18,408 | 10,634 | 40,458 | 730 | 560,822 | 816,000 | |||||||||||||
Gain on derivative liability | $ 55,481 | $ (1,117,642) | ||||||||||||||||||||||||||||
Remaining life of license rights | 15 years | |||||||||||||||||||||||||||||
Potentially dilutive shares excluded from computation diluted loss per share | 1,313,536 | 3,995,343 | 6,994,269 | |||||||||||||||||||||||||||
Equipment [Member] | Lower Range [Member[ | ||||||||||||||||||||||||||||||
Depreciable life | 3 years | |||||||||||||||||||||||||||||
Equipment [Member] | Upper Range [Member] | ||||||||||||||||||||||||||||||
Depreciable life | 5 years | |||||||||||||||||||||||||||||
Lab Equipment [Member] | ||||||||||||||||||||||||||||||
Depreciable life | 5 years | |||||||||||||||||||||||||||||
Leasehold Improvements [Member] | ||||||||||||||||||||||||||||||
Depreciable life | 7 years | |||||||||||||||||||||||||||||
Furniture and Fixtures [Member] | ||||||||||||||||||||||||||||||
Depreciable life | 3 years |
SUMMARY OF SIGNIFICANT ACCOUN29
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - Recurring [Member] - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Assets and liabilities measured at fair value on a recurring basis | ||
Contingent stock consideration - fair value | $ 2,239,603 | $ 4,877,359 |
Total | 2,239,603 | 4,877,359 |
Fair Value, Inputs, Level 3 [Member] | ||
Assets and liabilities measured at fair value on a recurring basis | ||
Contingent stock consideration - fair value | 2,239,603 | 4,877,359 |
Total | $ 2,239,603 | $ 4,877,359 |
SUMMARY OF SIGNIFICANT ACCOUN30
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details 1) - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Contingent Stock Consideration | |||
Level 3 Reconciliation: | |||
Level 3 assets and liabilities, beginning | $ 4,877,359 | ||
Purchases, sales, issuances and settlements (net) | $ 4,877,359 | ||
Mark to market adjustments | (2,637,756) | ||
Level 3 assets and liabilities, ending | $ 2,239,603 | $ 4,877,359 | |
Stock Warrant Derivatives | |||
Level 3 Reconciliation: | |||
Level 3 assets and liabilities, beginning | $ (768,696) | ||
Purchases, sales, issuances and settlements (net) | 1,886,338 | ||
Mark to market adjustments | $ (117,642) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 |
Equipment | $ 335,891 | $ 150,940 |
Accumulated Depreciation | (87,138) | (46,515) |
Total Property and Equipment | 248,753 | 104,425 |
Equipment [Member] | ||
Equipment | 91,715 | 59,503 |
Lab Equipment [Member] | ||
Equipment | 239,472 | 86,733 |
Leasehold Improvements [Member] | ||
Equipment | 2,181 | 2,181 |
Furniture and Fixtures [Member] | ||
Equipment | $ 2,523 | $ 2,523 |
ASSET ACQUISITION (Details Narr
ASSET ACQUISITION (Details Narrative) | May. 30, 2014shares |
Business Combinations [Abstract] | |
Shares of stock issued in acquisition | 1,194,862 |
Number of contingent shares issuable for acquisition | 1,493,577 |
ASSET ACQUISITION (Details)
ASSET ACQUISITION (Details) - USD ($) | May. 30, 2014 | Sep. 30, 2014 |
Purchase Price | ||
Cash at closing | $ 3,500,000 | $ 3,500,000 |
Stock Issued | 10,180,224 | |
Contingent Consideration Stock | 4,877,359 | |
Total Purchase Price | $ 18,557,583 |
ASSET ACQUISITION (Details 1)
ASSET ACQUISITION (Details 1) - USD ($) | Sep. 30, 2015 | Sep. 30, 2014 | May. 30, 2014 |
Purchase Price Allocation | |||
Lab equipment | $ 86,733 | ||
Computer and software | 2,523 | ||
Leasehold improvements | 2,181 | ||
Security deposit | 12,243 | ||
License rights | 17,712,991 | ||
Goodwill | $ 740,912 | $ 740,912 | 740,912 |
Total Purchase Price Allocation | $ 18,557,583 |
ASSET ACQUISITION (Details 2)
ASSET ACQUISITION (Details 2) | May. 30, 2014USD ($) |
Business Combinations [Abstract] | |
REVENUES | $ 1,839,000 |
OPERATING EXPENSES | |
General and administrative | 827,345 |
Professional fees | 2,335,422 |
Research and development | 5,948,332 |
Salaries and wages | 2,616,783 |
Total Operating Expenses | 11,727,882 |
OPERATING LOSS | (9,888,882) |
OTHER INCOME (EXPENSE) | |
Interest expense | (62,944) |
Other income and expense | 8,478 |
Total Other Income (Expense) | (54,466) |
NET LOSS | $ (9,943,348) |
INTANGIBLE ASSETS (Details Narr
INTANGIBLE ASSETS (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangible assets | $ 261,094 | $ 1,138,631 | $ 448,456 | $ 77,789 |
Patent costs | $ 600,000 | $ 200,000 | $ 800,000 |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) | Sep. 30, 2015 | Jan. 31, 2015 | Sep. 30, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
License Rights | $ 17,712,991 | $ 17,712,991 | |
Patent Costs | 200,000 | $ 600,000 | 800,000 |
Total Intangible Assets,Gross | 17,912,991 | 18,512,991 | |
Accumulated Amortization | (1,580,128) | (702,591) | |
Total Intangible Assets,Net | $ 16,332,863 | $ 17,810,400 |
INTANGIBLE ASSETS (Details 1)
INTANGIBLE ASSETS (Details 1) | Sep. 30, 2015USD ($) |
Years ending September 30, | |
2,016 | $ 1,124,645 |
2,017 | 1,120,616 |
2,018 | 1,117,731 |
2,019 | 1,116,449 |
2,020 | 1,119,508 |
Total | $ 5,598,949 |
NOTES PAYABLE (Details Narrativ
NOTES PAYABLE (Details Narrative) - USD ($) | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Face amount of notes | $ 194,000 | ||
Notes payable, interest rate | 6.75% | ||
Interest Paid | $ 5,977 | $ 5,576 | $ 4,192 |
Principal Payment | $ 208,236 | 164,152 | $ 71,586 |
Financing Arrangement Directors and Officers Insurance #1 [Member] | |||
Debt issuance date | Feb. 28, 2014 | ||
Interest Paid | $ 5,435 | ||
Principal Payment | $ 194,000 | ||
Financing Arrangement Directors and Officers Insurance #2 [Member] | |||
Debt issuance date | Feb. 28, 2015 | ||
Face amount of notes | $ 212,400 | ||
Notes payable, interest rate | 6.75% | ||
Interest Paid | $ 5,544 | ||
Principal Payment | $ 164,337 |
CAPITAL STOCK (Details Narrativ
CAPITAL STOCK (Details Narrative) - USD ($) | Jan. 15, 2015 | Jan. 13, 2015 | Jan. 06, 2015 | Oct. 29, 2014 | Oct. 17, 2014 | Sep. 25, 2014 | Sep. 16, 2014 | Sep. 12, 2014 | Sep. 11, 2014 | Sep. 03, 2014 | Jun. 25, 2014 | May. 30, 2014 | Apr. 16, 2014 | Apr. 10, 2014 | Mar. 31, 2014 | Mar. 28, 2014 | Mar. 26, 2014 | Mar. 24, 2014 | Mar. 20, 2014 | Mar. 19, 2014 | Mar. 18, 2014 | Feb. 28, 2014 | Feb. 26, 2014 | Nov. 13, 2013 | Oct. 31, 2013 | Oct. 02, 2013 | Sep. 20, 2013 | Jul. 24, 2013 | Jul. 01, 2013 | Jun. 14, 2013 | Jun. 07, 2013 | May. 15, 2013 | May. 14, 2013 | Apr. 18, 2013 | Apr. 16, 2013 | Apr. 01, 2013 | Mar. 27, 2013 | Mar. 13, 2013 | Mar. 31, 2013 | Mar. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 24, 2015 | Feb. 11, 2015 | Feb. 06, 2015 |
Common stock issued for settlement of accounts payable, shares | 6,282 | |||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for settlement of accounts payable | $ 50,000 | $ 50,000 | $ 50,000 | |||||||||||||||||||||||||||||||||||||||||||
Stock price | $ 7.19 | $ 8.52 | $ 7.96 | $ 9.78 | $ 6.75 | $ 7 | ||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 6.75 | $ 1.95 | $ 6.75 | $ 6.75 | $ 6.75 | $ 1.20 | $ 3.60 | $ 1.95 | $ 1.95 | $ 1.95 | $ 1.50 | $ 6.75 | $ 3.60 | $ 6.75 | $ 3.60 | $ 1.95 | $ 1.50 | $ 1.50 | $ 1.65 | $ 3.57 | ||||||||||||||||||||||||||
Number of warrants exercised | 66,667 | 4,926 | 16,667 | 2,000 | 28,837 | 13,889 | 330,122 | 1,434,166 | 14,418 | 50,000 | 14,815 | 16,204 | 27,778 | 19,723 | 1,616,667 | 28,000 | 23,867 | 30,741 | 55,556 | 50,000 | 1,000 | 816,000 | ||||||||||||||||||||||||
Common stock issued in exercise of warrants, shares | 54,659 | 4,926 | 16,667 | 2,000 | 50,000 | 55,556 | 13,889 | 6,519 | 1,406,320 | 24,000 | 36,379 | |||||||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants | $ 8,128 | $ 47,500 | $ 3,000 | $ 60,000 | $ 200,001 | $ 27,084 | $ 10,756 | $ 5,025,345 | 80,003 | 260,752 | $ 5,239,864 | |||||||||||||||||||||||||||||||||||
Cashless exercise of warrants, shares | 5,527 | 10,362 | 67,802 | 304,707 | 3,147 | 11,068 | 14,332 | 24,660 | 17,672 | 1,468,765 | 14,959 | 18,408 | 10,634 | 40,458 | 730 | 560,822 | 816,000 | |||||||||||||||||||||||||||||
Common stock issued for acquisition of assets | $ 10,180,224 | $ 10,180,224 | ||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for acquisition of assets, shares | 1,194,862 | |||||||||||||||||||||||||||||||||||||||||||||
Number of options exercised | 128,698 | 182,322 | ||||||||||||||||||||||||||||||||||||||||||||
Exercise of director options, shares | 79,140 | |||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for services | $ 303,350 | $ 28,760 | $ 55,667 | $ 214,500 | $ 76,682 | $ 635,288 | $ 270,167 | |||||||||||||||||||||||||||||||||||||||
Common stock issued for services, shares | 37,038 | 4,000 | 9,100 | 43,333 | ||||||||||||||||||||||||||||||||||||||||||
Upper Range [Member] | ||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 3.57 | |||||||||||||||||||||||||||||||||||||||||||||
Lower Range [Member[ | ||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 1.65 | |||||||||||||||||||||||||||||||||||||||||||||
Warrants #1 03/24/2014 | ||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 1.95 | |||||||||||||||||||||||||||||||||||||||||||||
Number of warrants exercised | 13,889 | |||||||||||||||||||||||||||||||||||||||||||||
Cashless exercise of warrants, shares | 12,448 | |||||||||||||||||||||||||||||||||||||||||||||
Warrants #2 03/24/2014 | ||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 6.75 | |||||||||||||||||||||||||||||||||||||||||||||
Number of warrants exercised | 33,267 | |||||||||||||||||||||||||||||||||||||||||||||
Cashless exercise of warrants, shares | 19,123 | |||||||||||||||||||||||||||||||||||||||||||||
Warrants #1 03/28/2014 | ||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 1.95 | |||||||||||||||||||||||||||||||||||||||||||||
Number of warrants exercised | 34,723 | |||||||||||||||||||||||||||||||||||||||||||||
Cashless exercise of warrants, shares | 30,826 | |||||||||||||||||||||||||||||||||||||||||||||
Warrants #2 03/28/2014 | ||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 6.75 | |||||||||||||||||||||||||||||||||||||||||||||
Number of warrants exercised | 339,841 | |||||||||||||||||||||||||||||||||||||||||||||
Cashless exercise of warrants, shares | 198,165 | |||||||||||||||||||||||||||||||||||||||||||||
Warrants #1 04/16/2014 | ||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 3.60 | |||||||||||||||||||||||||||||||||||||||||||||
Number of warrants exercised | 3,334 | |||||||||||||||||||||||||||||||||||||||||||||
Cashless exercise of warrants, shares | 2,978 | |||||||||||||||||||||||||||||||||||||||||||||
Warrants #2 04/16/2014 | ||||||||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 6.75 | |||||||||||||||||||||||||||||||||||||||||||||
Number of warrants exercised | 5,652 | |||||||||||||||||||||||||||||||||||||||||||||
Cashless exercise of warrants, shares | 3,199 | |||||||||||||||||||||||||||||||||||||||||||||
Series B Preferred Shares [Member] | ||||||||||||||||||||||||||||||||||||||||||||||
Conversion of preferred series B to common stock, shares | (500,000) | 894,450 | 3,911,108 | 138,889 | ||||||||||||||||||||||||||||||||||||||||||
Common Stock [Member] | ||||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for settlement of accounts payable, shares | 5,952 | 6,282 | ||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for settlement of accounts payable | $ 1 | $ 1 | ||||||||||||||||||||||||||||||||||||||||||||
Warrant exercised price | $ 1.50 | |||||||||||||||||||||||||||||||||||||||||||||
Number of warrants exercised | 500 | |||||||||||||||||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants, shares | 500 | 36,548 | 106,056 | 2,131,784 | ||||||||||||||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants | $ 750 | $ 4 | $ 11 | $ 214 | ||||||||||||||||||||||||||||||||||||||||||
Conversion of preferred series B to common stock, shares | 166,667 | 298,150 | 1,303,704 | 46,296 | 166,667 | 1,694,446 | ||||||||||||||||||||||||||||||||||||||||
Cashless exercise of warrants, shares | 663,608 | 2,238,782 | ||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for acquisition of assets | $ 119 | |||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for acquisition of assets, shares | 1,194,862 | |||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for services | $ 11 | $ 5 | ||||||||||||||||||||||||||||||||||||||||||||
Common stock issued for services, shares | 111,752 | 52,433 |
CAPITAL STOCK (Details Narrat41
CAPITAL STOCK (Details Narrative 1) - USD ($) | Apr. 02, 2015 | Mar. 27, 2015 | Feb. 24, 2015 | Feb. 11, 2015 | Feb. 06, 2015 | Jan. 15, 2015 | Jan. 13, 2015 | Jan. 12, 2015 | Jan. 06, 2015 | Dec. 23, 2014 | Oct. 29, 2014 | Oct. 17, 2014 | Sep. 25, 2014 | Sep. 16, 2014 | Sep. 12, 2014 | Sep. 11, 2014 | Sep. 03, 2014 | Jun. 25, 2014 | Apr. 10, 2014 | Mar. 31, 2014 | Mar. 26, 2014 | Mar. 20, 2014 | Mar. 19, 2014 | Mar. 18, 2014 | Feb. 28, 2014 | Feb. 26, 2014 | Oct. 31, 2013 | Sep. 20, 2013 | Jul. 24, 2013 | Jul. 01, 2013 | Jun. 14, 2013 | Jun. 07, 2013 | Apr. 18, 2013 | Apr. 01, 2013 | Mar. 27, 2013 | Mar. 31, 2013 | Mar. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | May. 30, 2014 | Oct. 02, 2013 |
Number of warrants exercised | 66,667 | 4,926 | 16,667 | 2,000 | 28,837 | 13,889 | 330,122 | 1,434,166 | 14,418 | 50,000 | 14,815 | 16,204 | 27,778 | 19,723 | 1,616,667 | 28,000 | 23,867 | 30,741 | 55,556 | 50,000 | 1,000 | 816,000 | ||||||||||||||||||||
Warrant exercise price | $ .25 | $ 1.65 | $ 1.65 | $ 2.85 | $ 1.50 | |||||||||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants | $ 8,128 | $ 47,500 | $ 3,000 | $ 60,000 | $ 200,001 | $ 27,084 | $ 10,756 | $ 5,025,345 | $ 80,003 | $ 260,752 | $ 5,239,864 | |||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants, shares | 54,659 | 4,926 | 16,667 | 2,000 | 50,000 | 55,556 | 13,889 | 6,519 | 1,406,320 | 24,000 | 36,379 | |||||||||||||||||||||||||||||||
Common stock issued for services | $ 303,350 | $ 28,760 | $ 55,667 | $ 214,500 | $ 76,682 | 635,288 | 270,167 | |||||||||||||||||||||||||||||||||||
Common stock issued for services, shares | 37,038 | 4,000 | 9,100 | 43,333 | ||||||||||||||||||||||||||||||||||||||
Stock price | $ 9.78 | $ 6.75 | $ 7 | $ 7.19 | $ 8.52 | $ 7.96 | ||||||||||||||||||||||||||||||||||||
Common stock issued for settlement of accounts payable | $ 50,000 | |||||||||||||||||||||||||||||||||||||||||
Common stock issued for settlement of accounts payable, shares | 5,952 | |||||||||||||||||||||||||||||||||||||||||
Restricted shares vested for professional services, one year vesting | 74,998 | |||||||||||||||||||||||||||||||||||||||||
Restricted shares vested for professional services, one year vesting, shares | 10,714 | |||||||||||||||||||||||||||||||||||||||||
Compensation for professational services | $ 4,259,259 | 635,288 | $ 270,167 | |||||||||||||||||||||||||||||||||||||||
Shares sold for cash | $ 2,167,000 | 26,582,998 | $ 16,876,000 | |||||||||||||||||||||||||||||||||||||||
Restricted shares issued for employee compensation, three year vesting | $ 586,800 | |||||||||||||||||||||||||||||||||||||||||
Restricted shares issued for employee compensation, three year vesting, shares | 60,000 | |||||||||||||||||||||||||||||||||||||||||
Service 1 [Member] | ||||||||||||||||||||||||||||||||||||||||||
Compensation for professational services | 20,198 | |||||||||||||||||||||||||||||||||||||||||
Service 2 [Member] | ||||||||||||||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants | 11,891 | |||||||||||||||||||||||||||||||||||||||||
Compensation for professational services | $ 282,260 | |||||||||||||||||||||||||||||||||||||||||
Warrant 1 [Member] | ||||||||||||||||||||||||||||||||||||||||||
Number of warrants exercised | 73,337 | 164,631 | 10,137 | |||||||||||||||||||||||||||||||||||||||
Warrant exercise price | $ 1.95 | $ 1.95 | ||||||||||||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants | $ 16,726 | |||||||||||||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants, shares | 57,780 | 131,331 | 10,137 | |||||||||||||||||||||||||||||||||||||||
Warrant 2 [Member] | ||||||||||||||||||||||||||||||||||||||||||
Number of warrants exercised | 505,935 | 168,520 | 2,818 | |||||||||||||||||||||||||||||||||||||||
Warrant exercise price | $ 3.60 | $ 3.60 | ||||||||||||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants | $ 4,649 | |||||||||||||||||||||||||||||||||||||||||
Common stock issued in exercise of warrants, shares | 314,937 | 104,901 | 2,818 |
COMMON STOCK WARRANTS (Details
COMMON STOCK WARRANTS (Details Narrative) - USD ($) | Apr. 18, 2015 | Mar. 21, 2015 | Jan. 15, 2015 | Jan. 13, 2015 | Jan. 06, 2015 | Oct. 17, 2014 | Jun. 25, 2014 | Jan. 07, 2014 | Jan. 02, 2014 | Dec. 30, 2013 | Oct. 31, 2013 | Oct. 02, 2013 | Sep. 20, 2013 | Jun. 07, 2013 | Apr. 18, 2013 | Mar. 31, 2013 | Mar. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 24, 2015 | Feb. 11, 2015 | Feb. 06, 2015 | Oct. 29, 2014 | May. 30, 2014 |
Fair Value assumptions: | |||||||||||||||||||||||||
Stock price | $ 7.96 | $ 9.78 | $ 6.75 | $ 7 | $ 7.19 | $ 8.52 | |||||||||||||||||||
Intrinsic value of warrants | $ 130,718 | ||||||||||||||||||||||||
Common stock issued in exercise of warrants, shares | 54,659 | 4,926 | 16,667 | 2,000 | 50,000 | 55,556 | 13,889 | 6,519 | 1,406,320 | 24,000 | 36,379 | ||||||||||||||
Common stock issued in exercise of warrants | $ 8,128 | $ 47,500 | $ 3,000 | $ 60,000 | $ 200,001 | $ 27,084 | $ 10,756 | $ 5,025,345 | $ 80,003 | $ 260,752 | $ 5,239,864 | ||||||||||||||
Cash Exercise [Member] | Lower Range [Member[ | |||||||||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||||||||
Exercised price of warrants | $ 1.50 | ||||||||||||||||||||||||
Cash Exercise [Member] | Upper Range [Member] | |||||||||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||||||||
Exercised price of warrants | $ 2.85 | ||||||||||||||||||||||||
Cashless Excercise [Member] | |||||||||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||||||||
Common stock issued in exercise of warrants, shares | 979,090 | ||||||||||||||||||||||||
Common stock issued in exercise of warrants | $ 80,002 | ||||||||||||||||||||||||
Warrants exercised | 36,548 | ||||||||||||||||||||||||
Warrants Expired | 154,501 | ||||||||||||||||||||||||
Cashless Excercise [Member] | Lower Range [Member[ | |||||||||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||||||||
Exercised price of warrants | $ 1.65 | ||||||||||||||||||||||||
Cashless Excercise [Member] | Upper Range [Member] | |||||||||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||||||||
Exercised price of warrants | $ 3.60 | ||||||||||||||||||||||||
Warrants [Member] | |||||||||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||||||||
Dividend yield | 0.00% | ||||||||||||||||||||||||
Fair value of warrants issued for services | $ 232,374 | $ 390,852 | $ 150,665 | $ 65,748 | $ 481,724 | ||||||||||||||||||||
Warrants issued for services, shares | 56,667 | 100,000 | 20,550 | 26,667 | 100,000 | ||||||||||||||||||||
Warrants vested | 25,000 | ||||||||||||||||||||||||
Warrant term | 3 years | 5 years | 2 years | 3 years | |||||||||||||||||||||
Warrants exercised | (1,015,638) | (4,135,989) | (2,396,774) | ||||||||||||||||||||||
Warrants Expired | (154,501) | (25,154) | (326,597) | ||||||||||||||||||||||
Exercised price of warrants | $ 4.32 | $ 7.94 | $ 7.88 | $ 7.94 | $ 7.96 | ||||||||||||||||||||
Warrants [Member] | Lower Range [Member[ | |||||||||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||||||||
Stock price | $ 0.63 | ||||||||||||||||||||||||
Expected term | 2 years | ||||||||||||||||||||||||
Exercise Price | $ 1.50 | ||||||||||||||||||||||||
Risk free interest rate | 2.10% | ||||||||||||||||||||||||
Volatility rate | 98.00% | ||||||||||||||||||||||||
Warrants vested | 16,667 | ||||||||||||||||||||||||
Warrant term | 3 years | ||||||||||||||||||||||||
Warrants [Member] | Upper Range [Member] | |||||||||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||||||||
Stock price | $ 7.96 | ||||||||||||||||||||||||
Expected term | 5 years | ||||||||||||||||||||||||
Exercise Price | $ 7.96 | ||||||||||||||||||||||||
Risk free interest rate | 290.00% | ||||||||||||||||||||||||
Volatility rate | 276.00% | ||||||||||||||||||||||||
Warrants vested | 40,000 | ||||||||||||||||||||||||
Warrant term | 5 years | ||||||||||||||||||||||||
Series B Warrants [Member] | |||||||||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||||||||
Warrants converted | 2,253,531 | ||||||||||||||||||||||||
Warrants exercised | 1,414,995 | ||||||||||||||||||||||||
Warrants Expired | 326,597 | ||||||||||||||||||||||||
Exercised price of warrants | $ 6.75 |
COMMON STOCK WARRANTS (Details)
COMMON STOCK WARRANTS (Details) - Warrants [Member] - $ / shares | 12 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Outstanding Warrants | |||
Outstanding, beginning | 1,947,008 | 5,860,934 | 8,527,638 |
Granted | 247,217 | 56,667 | |
Exercised | (1,015,638) | (4,135,989) | (2,396,774) |
Forfeited | (154,501) | (25,154) | (326,597) |
Outstanding, ending | 746,869 | 1,947,008 | 5,860,934 |
Exercisable, ended | 746,869 | ||
Weighted Average Exercise Price | |||
Warrant exercise price | $ 3.64 | $ 2.78 | $ 2.80 |
Granted | 7.94 | 4.32 | |
Exercised | 3.03 | 4.41 | 2.78 |
Expired | 2.39 | 1.20 | 3.57 |
Warrant exercise price | $ 4.75 | $ 3.64 | 2.78 |
Exercisable, ended | $ 4.75 |
COMMON STOCK OPTIONS (Details N
COMMON STOCK OPTIONS (Details Narrative) - USD ($) | Mar. 10, 2015 | Mar. 03, 2015 | Mar. 01, 2015 | Feb. 13, 2015 | Jan. 06, 2015 | Sep. 05, 2014 | Jul. 24, 2014 | Feb. 03, 2014 | May. 17, 2013 | Apr. 30, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 24, 2015 | Feb. 11, 2015 | Feb. 06, 2015 | Oct. 29, 2014 | May. 30, 2014 | Oct. 02, 2013 |
Fair Value assumptions: | |||||||||||||||||||
Stock price | $ 9.78 | $ 6.75 | $ 7 | $ 7.19 | $ 8.52 | $ 7.96 | |||||||||||||
Options granted | 1,106,000 | 915,000 | 233,334 | ||||||||||||||||
Exercise price, grants | $ 9.04 | $ 9.29 | $ 4.71 | ||||||||||||||||
Unamortized option expense | $ 4,462,655 | $ 3,161,447 | $ 1,112,000 | ||||||||||||||||
Intrinsic value of awards | $ 595,000 | ||||||||||||||||||
Stock Option [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Dividend yield | 0.00% | ||||||||||||||||||
Options granted | 546,000 | 100,000 | 200,000 | 120,000 | 140,000 | ||||||||||||||
Exercise price, grants | $ 10.14 | $ 9.78 | $ 7.06 | $ 7.68 | $ 8.19 | ||||||||||||||
Fair value of options granted | $ 2,700,392 | $ 509,845 | $ 1,128,604 | $ 529,252 | |||||||||||||||
Number of options vested in period | 136,500 | 25,000 | 30,000 | 50,000 | 15,000 | ||||||||||||||
Number of options nonvested | 409,500 | 75,000 | 90,000 | 150,000 | 105,000 | ||||||||||||||
Percent of options vesting at each anniversary | 25.00% | 25.00% | 25.00% | 25.00% | 25.00% | ||||||||||||||
Stock based compensation expense | $ 18,902 | ||||||||||||||||||
Intrinsic value of awards | $ 120,000 | $ 250,000 | |||||||||||||||||
Stock Option [Member] | 02/03/14 [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Options granted | 500,000 | ||||||||||||||||||
Exercise price, grants | $ 10.11 | ||||||||||||||||||
Fair value of options granted | $ 1,954,384 | ||||||||||||||||||
Vesting terms | 125,000 vested upon issuance and the remaining 375,000 vest in 25 percent tranches on each anniversary of grant | ||||||||||||||||||
Number of options vested in period | 125,000 | 125,000 | 125,000 | 0 | |||||||||||||||
Number of options nonvested | 375,000 | ||||||||||||||||||
Percent of options vesting at each anniversary | 25.00% | ||||||||||||||||||
Stock based compensation expense | $ 488,596 | $ 814,327 | $ 0 | ||||||||||||||||
Stock Option [Member] | 07/24/14 [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Options granted | 355,000 | ||||||||||||||||||
Exercise price, grants | $ 8.39 | ||||||||||||||||||
Fair value of options granted | $ 1,661,682 | ||||||||||||||||||
Vesting terms | 88,750 vested upon issuance and the remaining 266,250 vest in 25 percent tranches on each anniversary of grant. | ||||||||||||||||||
Number of options vested in period | 88,750 | 78,750 | 88,750 | 0 | |||||||||||||||
Number of options nonvested | 266,250 | ||||||||||||||||||
Percent of options vesting at each anniversary | 25.00% | ||||||||||||||||||
Stock based compensation expense | $ 332,957 | $ 610,436 | $ 0 | ||||||||||||||||
Stock Option [Member] | 09/05/14 [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Options granted | 60,000 | ||||||||||||||||||
Exercise price, grants | $ 7.77 | ||||||||||||||||||
Fair value of options granted | $ 250,683 | ||||||||||||||||||
Vesting terms | 88,750 vested upon issuance and the remaining 266,250 vest in 25 percent tranches on each anniversary of grant. | ||||||||||||||||||
Number of options vested in period | 15,000 | 15,000 | 15,000 | 0 | |||||||||||||||
Number of options nonvested | 45,000 | ||||||||||||||||||
Percent of options vesting at each anniversary | 25.00% | ||||||||||||||||||
Stock based compensation expense | $ 62,671 | $ 86,957 | $ 0 | ||||||||||||||||
Stock Option [Member] | 01/06/15 [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Number of options vested in period | 35,000 | 0 | 0 | ||||||||||||||||
Stock based compensation expense | $ 275,563 | $ 0 | $ 0 | ||||||||||||||||
Stock Option [Member] | 02/13/15 [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Number of options vested in period | 50,000 | 0 | 0 | ||||||||||||||||
Stock based compensation expense | $ 167,360 | $ 0 | $ 0 | ||||||||||||||||
Stock Option [Member] | 03/01/15 [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Number of options vested in period | 50,000 | 0 | 0 | ||||||||||||||||
Stock based compensation expense | $ 456,420 | $ 0 | $ 0 | ||||||||||||||||
Stock Option [Member] | 03/03/15 [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Number of options vested in period | 0 | 0 | 25,000 | ||||||||||||||||
Stock based compensation expense | $ 0 | $ 0 | $ 350,519 | ||||||||||||||||
Stock Option [Member] | 03/10/15 [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Number of options vested in period | 136,000 | 0 | 0 | ||||||||||||||||
Stock based compensation expense | $ 1,068,905 | $ 0 | $ 0 | ||||||||||||||||
Stock Option [Member] | Lower Range [Member[ | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Stock price | $ 1.20 | ||||||||||||||||||
Exercise Price | $ 1.50 | ||||||||||||||||||
Risk free interest rate | 0.68% | ||||||||||||||||||
Volatility rate | 81.00% | ||||||||||||||||||
Stock Option [Member] | Upper Range [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Expected term | 5 years | ||||||||||||||||||
Risk free interest rate | 2.60% | ||||||||||||||||||
Volatility rate | 277.00% | ||||||||||||||||||
Employee Stock Option [Member] | Upper Range [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Stock price | $ 10.11 | ||||||||||||||||||
Exercise Price | $ 10.11 | ||||||||||||||||||
Stock Options 04/30/13 [Member] | Board Member [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Options granted | 116,667 | ||||||||||||||||||
Fair value of options granted, per share | $ 4.59 | ||||||||||||||||||
Vesting terms | 29,167 vested upon issuance and the remaining 87,500 vest in 33 percent tranches on the next three anniversary dates. | ||||||||||||||||||
Number of options vested in period | 29,167 | 29,167 | 58,333 | 29,167 | |||||||||||||||
Number of options nonvested | 87,500 | ||||||||||||||||||
Percent of options vesting at each anniversary | 33.00% | ||||||||||||||||||
Stock based compensation expense | $ 133,813 | $ 133,690 | $ 189,852 | ||||||||||||||||
Stock Options 05/17/13 [Member] | Board Member [Member] | |||||||||||||||||||
Fair Value assumptions: | |||||||||||||||||||
Options granted | 116,667 | ||||||||||||||||||
Fair value of options granted, per share | $ 4.50 | ||||||||||||||||||
Vesting terms | 29,167 vested upon issuance and the remaining 87,500 vest in 33 percent tranches on the next three anniversary dates. | ||||||||||||||||||
Number of options vested in period | 29,167 | 29,167 | 58,333 | 29,167 | |||||||||||||||
Number of options nonvested | 87,500 | ||||||||||||||||||
Percent of options vesting at each anniversary | 33.00% | ||||||||||||||||||
Stock based compensation expense | $ 131,285 | $ 131,165 | $ 180,156 |
COMMON STOCK OPTIONS (Details)
COMMON STOCK OPTIONS (Details) - $ / shares | Mar. 13, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Options Outstanding | ||||
Outstanding, beginning | 2,048,335 | 1,133,335 | 1,082,323 | |
Granted | 1,106,000 | 915,000 | 233,334 | |
Excercised | (128,698) | (182,322) | ||
Forfeited | (45,000) | |||
Expired | (348,334) | |||
Outstanding, ended | 2,761,001 | 2,048,335 | 1,133,335 | |
Exercisable, ended | 1,450,667 | |||
Weighted Average Exercise Price | ||||
Exercise price, beginning | $ 5.43 | $ 2.31 | $ 1.69 | |
Granted | 9.04 | 9.29 | 4.71 | |
Exercised | 1.69 | |||
Forfeited | 8.32 | |||
Expired | 1.79 | |||
Exercise price, ending | $ 7.27 | $ 5.43 | 2.31 | |
Exercisable, ended | $ 5.74 |
COMMITMENTS AND CONTINGENCIES46
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | May. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 |
Commitments and Contingencies Disclosure [Abstract] | ||||
Rental expenses | $ 305,638 | $ 83,556 | $ 0 | |
Shares of stock issued in acquisition | 1,194,862 | |||
Number of contingent shares issuable for acquisition | 1,493,577 | |||
Purchase Price | ||||
Cash at closing | $ 3,500,000 | $ 3,500,000 | ||
Stock Issued | $ 10,180,224 |
COMMITMENTS AND CONTINGENCIES47
COMMITMENTS AND CONTINGENCIES (Details) | Sep. 30, 2015USD ($) |
Year | |
2,016 | $ 45,550 |
[us-gaap:OperatingLeasesFutureMinimumPaymentsDue] | $ 45,550 |
QUARTERLY FINANCIAL DATA UNAU48
QUARTERLY FINANCIAL DATA UNAUDITED (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Mar. 31, 2014 | Dec. 31, 2013 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2013 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Operating loss | $ (3,458,839) | $ (3,334,840) | $ (6,806,088) | $ (4,205,513) | $ (3,076,632) | $ (2,056,416) | $ (1,968,383) | $ (2,021,493) | $ (17,805,280) | $ (9,122,924) | $ (4,620,916) |
Net loss | $ (3,910,363) | $ (3,345,997) | $ (3,400,548) | $ (4,540,957) | $ (3,088,399) | $ (2,052,089) | $ (1,968,251) | $ (2,021,925) | $ (15,197,865) | $ (9,130,664) | $ (5,652,488) |
Net loss per basic and diluted share | $ (0.13) | $ (0.11) | $ (0.12) | $ (0.18) | $ (0.12) | $ (0.09) | $ (0.10) | $ (0.10) | $ (0.54) | $ (0.41) | $ (0.30) |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) | Dec. 11, 2015USD ($)shares | Dec. 03, 2015shares | May. 30, 2014shares |
Number of shares to be issued to SKS | shares | 1,194,862 | ||
Subsequent Event [Member] | |||
Number of shares to be issued to SKS | shares | 497,859 | ||
Consulting Agreement [Member] | |||
Retainer for services - initial | $ 15,000 | ||
Retainer for services - first anniversary | 15,000 | ||
Monthly consulting fee | 5,000 | ||
Daily fee in excess of hourly maximum | $ 1,000 | ||
Number of weekly hours required | 5 | ||
Grant of restricted stock award | shares | 120,000 | ||
Start date of vesting period | Jul. 16, 2016 | ||
Vesting installments | 4 |