Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2021 | Feb. 04, 2022 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Dec. 31, 2021 | |
Entity File Number | 333-88480 | |
Entity Registrant Name | NEUBASE THERAPEUTICS, INC. | |
Entity Incorporation, State Code | DE | |
Entity Tax Identification Number | 46-5622433 | |
Entity Address, Address Line One | 350 Technology Drive, | |
Entity Address, City or Town | Pittsburgh | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 15219 | |
City Area Code | 646 | |
Local Phone Number | 450-1790 | |
Title of 12(b) Security | Common Stock, $0.0001 par value per share | |
Trading Symbol | NBSE | |
Security Exchange Name | NASDAQ | |
Entity's Reporting Status Current | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 32,768,184 | |
Entity Central Index Key | 0001173281 | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Dec. 31, 2021 | Sep. 30, 2021 |
CURRENT ASSETS | ||
Cash and cash equivalents | $ 47,326,060 | $ 52,893,387 |
Prepaid insurance | 313,577 | 499,061 |
Other prepaid expenses and current assets | 844,404 | 1,536,186 |
Total current assets | 48,484,041 | 54,928,634 |
EQUIPMENT, net | 2,464,643 | 2,463,882 |
OTHER ASSETS | ||
Investment | 0 | 415,744 |
Right-of-use asset, operating lease asset | 5,841,696 | 5,945,295 |
Security deposit | 253,615 | 253,615 |
Other long-term assets | 0 | 160,423 |
Total other assets | 6,095,311 | 6,775,077 |
TOTAL ASSETS | 57,043,995 | 64,167,593 |
CURRENT LIABILITIES | ||
Accounts payable | 1,193,713 | 1,807,885 |
Accrued expenses and other current liabilities | 2,412,880 | 1,747,746 |
Insurance note payable | 0 | 148,385 |
Operating lease liabilities | 429,507 | 382,576 |
Finance lease liabilities | 111,513 | 107,632 |
Total current liabilities | 4,147,613 | 4,194,224 |
Long-term operating lease liability | 5,683,192 | 5,794,096 |
Long-term finance lease liability | 78,987 | 109,500 |
TOTAL LIABILITIES | 9,909,792 | 10,097,820 |
COMMITMENTS AND CONTINGENCIES | ||
STOCKHOLDERS' EQUITY | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued and outstanding as of December 31, 2021 and September 30, 2021 | 0 | 0 |
Common stock, $0.0001 par value; 250,000,000 shares authorized; 32,768,184 and 32,721,493 shares issued and outstanding as of December 31, 2021 and September 30, 2021, respectively | 3,276 | 3,272 |
Additional paid-in capital | 123,827,646 | 123,034,404 |
Accumulated deficit | (76,696,719) | (68,967,903) |
Total stockholders' equity | 47,134,203 | 54,069,773 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 57,043,995 | $ 64,167,593 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Sep. 30, 2021 |
Condensed Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, authorized | 10,000,000 | 10,000,000 |
Preferred stock, issued | 0 | 0 |
Preferred stock, outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, authorized | 250,000,000 | 250,000,000 |
Common stock, issued | 32,768,184 | 32,721,493 |
Common stock, outstanding | 32,768,184 | 32,721,493 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
OPERATING EXPENSES | ||
General and administrative | $ 2,935,710 | $ 2,641,470 |
Research and development | 4,369,257 | 2,019,924 |
TOTAL OPERATING EXPENSES | 7,304,967 | 4,661,394 |
LOSS FROM OPERATIONS | (7,304,967) | (4,661,394) |
OTHER INCOME (EXPENSE) | ||
Interest expense | (15,219) | (9,737) |
Interest income | 1,254 | 0 |
Change in fair value of warrant liabilities | 0 | 630,112 |
Equity in losses on equity method investment | (415,744) | (25,412) |
Other income, net | 5,860 | 0 |
Total other (expense) income, net | (423,849) | 594,963 |
NET LOSS | $ (7,728,816) | $ (4,066,431) |
BASIC LOSS PER SHARE (in dollars per share) | $ (0.24) | $ (0.18) |
DILUTED LOSS PER SHARE (in dollars per share) | $ (0.24) | $ (0.18) |
WEIGHTED AVERAGE SHARES OUTSTANDING: | ||
BASIC | 32,725,718 | 23,174,168 |
DILUTED | 32,725,718 | 23,174,168 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Balance, beginning at Sep. 30, 2020 | $ 2,315 | $ 74,850,935 | $ (43,558,602) | $ 31,294,648 |
Balance, beginning, shares at Sep. 30, 2020 | 23,154,084 | |||
Stock-based compensation expense | 1,176,585 | 1,176,585 | ||
Issuance of restricted stock for services (in shares) | 1,931 | |||
Exercise of stock options | $ 2 | 112,444 | 112,446 | |
Exercise of stock options (in shares) | 21,576 | |||
Net loss | (4,066,431) | (4,066,431) | ||
Balance, ending at Dec. 31, 2020 | $ 2,317 | 76,139,964 | (47,625,033) | 28,517,248 |
Balance, ending, shares at Dec. 31, 2020 | 23,177,591 | |||
Balance, beginning at Sep. 30, 2021 | $ 3,272 | 123,034,404 | (68,967,903) | 54,069,773 |
Balance, beginning, shares at Sep. 30, 2021 | 32,721,493 | |||
Stock-based compensation expense | 793,204 | 793,204 | ||
Issuance of restricted stock for services (in shares) | 4,441 | |||
Exercise of stock options | $ 4 | 38 | 42 | |
Exercise of stock options (in shares) | 42,250 | |||
Net loss | (7,728,816) | (7,728,816) | ||
Balance, ending at Dec. 31, 2021 | $ 3,276 | $ 123,827,646 | $ (76,696,719) | $ 47,134,203 |
Balance, ending, shares at Dec. 31, 2021 | 32,768,184 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash flows from operating activities | ||
Net loss | $ (7,728,816) | $ (4,066,431) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Stock-based compensation | 793,204 | 1,176,585 |
Change in fair value of warrant liabilities | 0 | (630,112) |
Depreciation and amortization | 181,490 | 68,117 |
Loss on marketable securities | 30 | 14,970 |
Loss on disposal of fixed asset | 7,595 | 0 |
Equity in losses on equity method investment | 415,744 | 25,412 |
Non-cash expense from right-of-use assets | 103,599 | 0 |
Changes in operating assets and liabilities | ||
Prepaid insurance, other prepaid expenses and current assets | 877,266 | (25,132) |
Long-term prepaid insurance | 0 | 48,417 |
Security deposit | 0 | (253,565) |
Other long-term assets | 160,423 | 0 |
Accounts payable | (680,142) | (327,087) |
Accrued expenses and other current liabilities | 665,134 | 187,965 |
Operating lease liability | (63,973) | 0 |
Net cash used in operating activities | (5,268,446) | (3,780,861) |
Cash flows from investing activities | ||
Purchase of laboratory and office equipment | (123,876) | (193,571) |
Purchase of marketable securities | (14,986,818) | (15,003,771) |
Sale of marketable securities | 14,986,788 | 14,988,801 |
Net cash used in investing activities | (123,906) | (208,541) |
Cash flows from financing activities | ||
Principal payment of financed insurance | (148,385) | (138,557) |
Principal payment of finance lease liability | (26,632) | 0 |
Proceeds from exercise of stock options | 42 | 112,446 |
Net cash used in financing activities | (174,975) | (26,111) |
Net decrease in cash and cash equivalents | (5,567,327) | (4,015,513) |
Cash and cash equivalents, beginning of period | 52,893,387 | 31,992,283 |
Cash and cash equivalents, end of period | 47,326,060 | 27,976,770 |
Supplemental disclosure of cash flow information: | ||
Cash paid for interest | 0 | 10,400 |
Cash paid for income taxes | 0 | 0 |
Non-cash investing and financing activities: | ||
Purchases of laboratory and office equipment in accounts payable | $ 65,970 | $ 0 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Dec. 31, 2021 | |
Organization and Description of Business | |
Organization and Description of Business | 1. Organization and Description of Business NeuBase Therapeutics, Inc. and subsidiaries (the “Company” or “NeuBase”) is developing a modular peptide-nucleic acid (“PNA”) antisense oligo (“PATrOL™”) platform to address genetic diseases, with a single, cohesive approach. The PATrOL™-enabled anti-gene therapies are designed to improve upon current genetic medicine strategies by combining the advantages of synthetic approaches with the precision of antisense technologies. NeuBase plans to use its platform to address diseases which have a genetic source, with an initial focus on Myotonic Dystrophy Type 1 (“DM1”), Huntington’s Disease (“HD”) and oncology applications. NeuBase is a preclinical-stage biopharmaceutical company and continues to develop its clinical and regulatory strategy with its internal research and development team with a view toward prioritizing market introduction as quickly as possible. NeuBase’s programs are NT-0100 in HD, NT-0200 in DM1 and NT-0300 in KRAS-driven cancers: ● The NT-0100 program is a PATrOL™-enabled therapeutic program being developed to target the mutant expansion in the HD messenger ribonucleic acid (“mRNA”). The NT-0100 program includes proprietary PNAs which have the potential to be highly selective for the mutant transcript vs. the wild-type transcribed allele and the expectation to be applicable for all HD patients as it directly targets the expansion itself and has the potential to be delivered systemically. PATrOL™-enabled drugs also have the unique ability to open RNA secondary structures and bind to either the primary nucleotide sequences or the secondary and/or tertiary structures. ● The NT-0200 program is a PATrOL™-enabled therapeutic program being developed to target the mutant expansion in the DM1 disease mRNA. The NT-0200 program includes several proprietary PNAs which have the potential to be highly selective for the mutant transcript versus the wild-type transcribed allele and the expectation to be effective for nearly all DM1 patients as it directly targets the expansion itself. ● The NT-0300 program is a PATrOL™-enabled therapeutic program being developed to target the mutated KRAS gene. The program is comprised of candidate compounds that target two activating mutations in the KRAS gene: G12D and G12V. NeuBase believes these candidate compounds, and subsequent further optimized compounds, have the potential to inhibit transcription and/or translation of the oncogenic mutations and slow or stop tumor growth. NeuBase believes its three aforementioned programs address unmet needs for diseases that currently have no effective therapeutics that target the etiologies of these conditions. NeuBase further believes there is a large opportunity in the U.S. and European markets for drugs in these areas. Liquidity The Company has had no revenues from product sales and has incurred operating losses since inception. As of December 31, 2021, the Company had $47.3 million in cash and cash equivalents, and during the three months ended December 31, 2021, incurred a net loss of $7.7 million and used $5.3 million of cash in operating activities. The Company expects to continue to incur significant operating losses for the foreseeable future and may never become profitable. As a result, the Company will likely need to raise additional capital through one or more of the following: the issuance of additional debt or equity or the completion of a licensing transaction for one or more of the Company’s pipeline assets. Management believes it has sufficient working capital on hand to fund operations through at least the next twelve months from the date these consolidated financial statements were available to be issued. There can be no assurance that the Company will be successful in acquiring additional funding, that the Company’s projections of its future working capital needs will prove accurate, or that any additional funding would be sufficient to continue operations in future years. |
Significant Accounting Policies
Significant Accounting Policies | 3 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto as of and for the year ended September 30, 2021 included in the Company’s Annual Report on Form 10-K (the “Annual Report”) filed with the U.S. Securities and Exchange Commission (“SEC”) on December 23, 2021. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated during the consolidation process. The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The accompanying unaudited condensed consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. In the opinion of management, the accompanying unaudited condensed consolidated financial statements for the periods presented reflect all adjustments, consisting of only normal, recurring adjustments, necessary to fairly state the Company’s financial position, results of operations and cash flows. The unaudited condensed consolidated financial statements for the interim periods are not necessarily indicative of results for the full year. The preparation of these unaudited condensed consolidated financial statements requires the Company to make estimates and judgments that affect the amounts reported in the financial statements and the accompanying notes. The Company’s actual results may differ from these estimates under different assumptions or conditions. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The most significant estimates in the Company’s unaudited condensed consolidated financial statements relate to the valuation of stock-based compensation, the valuation of licenses, the fair value of warrant liabilities and the valuation allowance of deferred tax assets resulting from net operating losses. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. The Company assesses and updates estimates each period to reflect current information, such as the economic considerations related to the impact that the novel coronavirus disease (“COVID-19”) could have on its significant accounting estimates. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected. Fair Value Measurements Fair value measurements are based on the premise that fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the following three-tier fair value hierarchy has been used in determining the inputs used in measuring fair value: Level 1 – Quoted prices in active markets for identical assets or liabilities on the reporting date. Level 2 – Pricing inputs are based on quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Pricing inputs are generally unobservable and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require management’s judgment or estimation of assumptions that market participants would use in pricing the assets or liabilities. The fair values are therefore determined using factors that involve considerable judgment and interpretations, including but not limited to private and public comparables, third-party appraisals, discounted cash flow models, and fund manager estimates. Financial instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Management’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The use of different assumptions and/or estimation methodologies may have a material effect on estimated fair values. Accordingly, the fair value estimates disclosed, or initial amounts recorded may not be indicative of the amount that the Company or holders of the instruments could realize in a current market exchange. Marketable Securities Marketable securities are classified as trading and are carried at fair value. The Company’s marketable securities consist of corporate bonds and highly liquid mutual funds and exchange-traded and closed-end funds which are valued at quoted market prices. The Company had no marketable securities as of December 31, 2021 and September 30, 2021. Net Loss Per Share Basic net loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of shares of common stock outstanding during each period. Diluted net loss per share includes the dilutive effect, if any, from the potential exercise or conversion of securities, such as convertible debt, warrants and stock options that would result in the issuance of incremental shares of common stock. In computing the basic and diluted net loss per share applicable to common stockholders, the weighted average number of shares remains the same for both calculations due to the fact that when a net loss exists, dilutive shares are not included in the calculation as the impact is anti-dilutive. The following potentially dilutive securities outstanding as of December 31, 2021 and 2020 have been excluded from the computation of diluted weighted average shares outstanding, as they would be anti-dilutive: As of December 31, 2021 2020 Common stock purchase options 7,197,404 6,633,554 Restricted stock units 10,000 — Common stock purchase warrants 875,312 820,939 8,082,716 7,454,493 Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The adoption of this standard as of October 1, 2021, did not impact the Company's consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). This guidance introduces a new model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. ASU 2016-13 also provides updated guidance regarding the impairment of available-for-sale debt securities and includes additional disclosure requirements. The new guidance is effective for public business entities that meet the definition of a Smaller Reporting Company as defined by the SEC for interim and annual periods beginning after December 15, 2022. Early adoption is permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. In May 2021, the FASB issued ASU No. 2021-04, “Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40)” (“ASU 2021-04”). This guidance reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. ASU 2021-04 provides guidance for a modification or an exchange of a freestanding equity-classified written call option that is not within the scope of another Topic. It specifically addresses: (1) how an entity should treat a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; (2) how an entity should measure the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; and (3) how an entity should recognize the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange. ASU 2021-04 will be effective for all entities for fiscal years beginning after December 15, 2021. An entity should apply the amendments prospectively to modifications or exchanges occurring on or after the effective date of the amendments. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. |
Other Prepaid Expenses and Othe
Other Prepaid Expenses and Other Current Assets | 3 Months Ended |
Dec. 31, 2021 | |
Other Prepaid Expenses and Other Current Assets | |
Other Prepaid Expenses and Other Current Assets | 3. Other Prepaid Expenses and Other Current Assets The Company’s prepaid expenses and other current assets consisted of the following: As of December 31, As of September 30, 2021 2021 Prepaid research and development expense $ 453,706 $ 583,267 Prepaid rent — 172,518 Other prepaid expenses and other current assets 390,698 780,401 Total $ 844,404 $ 1,536,186 |
Equipment
Equipment | 3 Months Ended |
Dec. 31, 2021 | |
Equipment | |
Equipment | 4. Equipment The Company’s equipment consisted of the following: As of December 31, As of September 30, 2021 2021 Laboratory equipment $ 2,909,472 $ 2,737,390 Office equipment 259,978 259,978 Leasehold improvements 10,128 — Total 3,179,578 2,997,368 Accumulated depreciation (714,935) (533,486) Property, plant and equipment, net $ 2,464,643 $ 2,463,882 Depreciation expense for the three months ended December 31, 2021 and 2020 was approximately $0.2 million and $0.1 million, respectively. |
Investment
Investment | 3 Months Ended |
Dec. 31, 2021 | |
Investment | |
Investment | 5. Investment The Company owns common and preferred shares of DepYmed Inc. (“DepYmed”), which represents approximately 15 % ownership of DepYmed. The Company accounts for its investment in DepYmed common shares using the equity method of accounting and records its proportionate share of DepYmed’s net income and losses in the accompanying consolidated statements of operations. The Company accounts for its investment in preferred shares of DepYmed at cost, less any impairment, as the Company determined the preferred stock did not have a readily determinable fair value. The carrying value of the Company’s investment in DepYmed common shares was reduced to zero, therefore, during the three months ended December 31, 2021, the Company recorded its share of equity losses to the extent of its investment in preferred shares of DepYmed. The Company will continue to monitor the operating results of DepYmed and will record equity in earnings when the equity in earnings exceeds the Company’s previously unrecognized losses. Equity in losses for the three months ended December 31, 2021 and 2020 were approximately $0.4 million and $0.03 million, respectively. The carrying value of the Company’s total investment in DepYmed is as follows: As of December 31, As of September 30, 2021 2021 Carrying value of DepYmed common shares $ — $ — Fair value of DepYmed preferred shares assumed in connection with acquisition of Ohr Pharmaceutical, Inc., a Delaware corporation that completed a Merger with NeuBase Therapeutics (“Ohr”) — 99,020 DepYmed preferred shares received in sale of intellectual property — 316,724 Total Investment $ — $ 415,744 |
Accrued Expenses and Other Curr
Accrued Expenses and Other Current Liabilities | 3 Months Ended |
Dec. 31, 2021 | |
Accrued Expenses and Other Current Liabilities | |
Accrued Expenses and Other Current Liabilities | 6. Accrued Expenses and Other Current Liabilities The Company’s accrued expenses and other current liabilities consisted of the following: As of December 31, As of September 30, 2021 2021 Accrued compensation and benefits $ 1,095,617 $ 880,707 Accrued consulting settlement 300,000 200,000 Accrued professional fees 203,816 299,557 Accrued research and development 720,875 297,047 Accrued franchise tax 77,120 30,720 Other accrued expenses 15,452 39,715 Total $ 2,412,880 $ 1,747,746 |
Notes Payable
Notes Payable | 3 Months Ended |
Dec. 31, 2021 | |
Notes Payable | |
Notes Payable | 7. Notes Payable Insurance Note Payable As of December 31, 2021 and September 30, 2021, the Company had the following insurance note payable outstanding: Stated Balance at Balance at Maturity Interest Original December 31, September 30, Date Rate Principal 2021 2021 Insurance Note Payable 2021 Insurance Note January 2022 4.99 % $ 391,625 $ — $ 148,385 |
Leases
Leases | 3 Months Ended |
Dec. 31, 2021 | |
Leases | |
Leases | 8. Leases In October 2020, the Company entered into a ten-year operating lease agreement with annual escalating rental payments for approximately 14,189 square feet of office and laboratory space in Pittsburgh, Pennsylvania. The leased premises will serve as the Company’s headquarters. The first and second amendments to the lease agreement were executed in December 2020 and April 2021, respectively (collectively with the lease agreement, referred to herein as the “Lease”). In November 2020, the Company prepaid rent of $0.3 million and paid a security deposit of $0.3 million for the Lease. The Lease commenced on May 1, 2021, and the Company was obligated to begin making rental payments on this date. The Company applied the prepaid amount toward the rental payments through December 2021. The Company is also entitled to use half of the security deposit towards rental payments in May and June 2022. The Company measured and recognized an initial right-of-use (“ROU”) asset and operating lease liability upon lease commencement. The Company has the right to extend the term of the Lease for an additional five-year term; however, this extension has not been included in the calculation of the lease liability and ROU asset at the lease inception as the exercise of the option was not reasonably certain. The Company continued to operate under its operating lease in Pittsburgh until the Company moved into its new headquarters and laboratory space, which occurred in June 2021. The Company’s prior office and operating space was leased under operating leases with original terms of less than 12 months which expired at various dates through November 2021; therefore, the Company’s previous operating leases are not recognized as ROU assets on the consolidated balance sheet. The Company also maintained a short-term rental of office space in San Diego and New York, which expired in November 2021. . In October 2021, the Company commenced a one-year lease for the rental of office space in Boston, which extends through October 2022. In August 2021, the Company entered into a two-year finance lease for certain laboratory equipment. The Company measured and recognized an initial right-of-use (“ROU”) asset and finance lease liability upon lease commencement. At December 31, 2021 and September 30, 2021, ROU assets and lease liabilities were as follows: As of December 31, As of September 30, 2021 2021 Assets: Classification Operating lease right-of-use-asset Operating lease asset $ 5,841,696 $ 5,945,295 Financing lease right-of-use-asset Equipment, net 188,252 216,490 $ 6,029,948 $ 6,161,785 Liabilities: Current Classification Operating Operating lease liability $ 429,507 $ 382,576 Financing Financing lease liability 111,513 107,632 Long-term Operating Long-term portion of operating leases liability 5,683,192 5,794,096 Financing Long-term portion of financing leases liability 78,987 109,500 $ 6,303,199 $ 6,393,804 The following tables summarize quantitative information about the Company’s leases for the three months ended December 31, 2021 and 2020: Three Months Ended December 31, 2021 2020 Operating cash flows - operating lease 176,578 $ — Operating cash flows - financing leases 3,807 — Financing cash flows - financing leases 26,632 — Right-of-use asset obtained in exchange for operating lease liabilities — — Finance lease assets obtained in exchange for finance lease liabilities — — As of December 31, 2021 Weighted-average remaining lease term – operating lease (in years) 9.58 Weighted-average discount rate – operating lease 7.3 % Weighted-average remaining lease term - financing leases (in years) 1.7 Weighted-average discount rate - financing leases 7.3 % Three Months Ended December 31, 2021 2020 Operating leases Operating lease cost $ 216,204 $ — Variable lease costs — — Operating lease cost 216,204 — Short-term lease rent expense 13,716 28,026 Financing leases Amortization of leased assets 28,238 — Interest on lease liabilities 3,807 — Financing lease cost 32,045 — Net lease cost $ 261,965 $ 28,026 As of December 31, 2021, future minimum lease payments under the non-cancelable leases were as follows: Operating Financing Lease Leases Nine Months Ending September 30, 2022 646,083 121,752 Year Ending September 30, 2023 867,367 111,606 Year Ending September 30, 2024 874,320 — Year Ending September 30, 2025 881,391 — Year Ending September 30, 2026 888,627 — Thereafter 4,401,029 — Total 8,558,817 233,358 Less present value discount (2,446,118) (42,858) Operating lease liabilities $ 6,112,699 $ 190,500 |
Fair Value
Fair Value | 3 Months Ended |
Dec. 31, 2021 | |
Fair Value | |
Fair Value | 9. Fair Value As of December 31, 2021 and September 30, 2021, the fair value of warrants measured at fair value was $0. The fair value of the warrant liabilities was determined using level 3 inputs and the Black-Scholes option pricing model. The following assumptions were used in determining the fair value of the warrant liabilities: As of December 31, As of September 30, 2021 2021 Remaining contractual term (years) 0.3 0.2 - 0.5 Common stock price volatility 62.5% 60.6% - 62.5% Risk-free interest rate 0.1% 0.04% Expected dividend yield — — The change in fair value of the warrant liabilities for the three months ended December 31, 2020 was $0.6 million. As of December 31, 2021 and September 30, 2021, the carrying value of cash and cash equivalents, accounts payable and the insurance note payable approximate fair value due to the short-term nature of these instruments. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity | |
Stockholders' Equity | 10. Stockholders’ Equity Warrants Below is a summary of the Company’s issued and outstanding warrants as of December 31, 2021: Warrants Expiration date Exercise Price Outstanding April 10, 2022 $ 20.00 695,312 July 6, 2023 8.73 105,000 September 20, 2024 6.50 75,000 875,312 Weighted Weighted Average Average Remaining Exercise Contractual Life Warrants Price (in years) Outstanding as of September 30, 2021 895,939 $ 18.35 Expired (20,627) 55.00 Outstanding as of December 31, 2021 875,312 17.49 0.6 Exercisable as of December 31, 2021 837,812 $ 17.98 0.5 |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Dec. 31, 2021 | |
Stock-Based Compensation | |
Stock-Based Compensation | 11. Stock-Based Compensation As of December 31, 2021, an aggregate of 6,018,136 shares of common stock were authorized under the Company’s 2019 Stock Incentive Plan (the “2019 Plan”), subject to an “evergreen” provision that will automatically increase the maximum number of shares of common stock that may be issued under the term of the 2019 Plan. As of December 31, 2021, 1,869,770 common shares were available for future grants under the 2019 Plan. As of December 31, 2021, 291,667 shares of common stock were authorized under the Company’s 2016 Consolidated Stock Incentive Plan (the “2016 Plan”) and 147,041 common shares were available for future grants under the 2016 Plan. The Company recorded stock-based compensation expense in the following expense categories of its unaudited condensed consolidated statements of operations for the three months ended December 31, 2021 and 2020: Three Months Ended December 31, 2021 2020 General and administrative $ 327,131 $ 842,279 Research and development 466,073 334,306 Total $ 793,204 $ 1,176,585 Stock Options Below is a table summarizing the options issued and outstanding as of and for the three months ended December 31, 2021: Weighted Weighted Average Total Average Remaining Aggregate Exercise Contractual Life Intrinsic Stock Options Price (in years) Value Outstanding at September 30, 2021 7,397,154 $ 3.13 Granted 105,000 3.59 Exercised (42,250) 0.00 Forfeited (262,500) 5.07 Outstanding at December 31, 2021 7,197,404 3.08 6.9 $ 9,185,031 Exercisable as of December 31, 2021 5,360,067 $ 2.33 6.2 $ 9,184,698 As of December 31, 2021, unrecognized compensation costs associated with the stock options of $3.5 million will be recognized over an estimated weighted-average amortization period of 1.4 years. The intrinsic value of options exercised during the three months ended December 31, 2021 and 2020 was $0.1 million and $0.1 million, respectively. The weighted average grant date fair value of options granted during the three months ended December 31, 2021 and 2020 was $2.33 and $5.20, respectively. Key assumptions used to estimate the fair value of the stock options granted during the three months ended December 31, 2021 and 2020 included: Three Months Ended December 31, 2021 2020 Expected term of options (years) 5.1 - 6.1 6.0 Expected common stock price volatility 73.8% - 74.5% 83.1% - 83.3% Risk-free interest rate 1.1% - 1.4% 0.6% - 0.7% Expected dividend yield — — During the fiscal year ended September 30, 2021, the Company granted a stock option to purchase 225,000 shares to a consultant, which was cancelled and reissued in June 2021 in recognition of future service to the Company as an employee. The exercisability and vesting of the stock option are subject to the consultant’s effective date of employment with the Company, which had not yet occurred as of December 31, 2021, and as a result, the grant-date of such option has not occurred under GAAP. Therefore, the number and fair value of the shares subject to this option are not reflected in the table summarizing the options issued and outstanding as of and for the three months ended December 31, 2021, and did not have impact on unrecognized compensation costs or the estimated weighted-average amortization period above as of December 31, 2021. Restricted Stock A summary of the changes in the unvested restricted stock during the three months ended December 31, 2021 is as follows: Weighted Average Grant Date Unvested Restricted Fair Value Stock Price Unvested as of September 30, 2021 — $ — Granted 4,441 3.94 Vested (4,441) 3.94 Unvested as of December 31, 2021 — — Total unrecognized expense remaining $ — Weighted-average years expected to be recognized over — Restricted Stock Units Below is a table summarizing the restricted stock units granted and outstanding as of and for the three months ended December 31, 2021: Weighted Average Grant Date Restricted Stock Fair Value Units Price Unvested as of September 30, 2021 10,000 $ 5.09 Granted — Unvested as of December 31, 2021 10,000 5.09 Total unrecognized expense remaining $ 35,580 Weighted-average years expected to be recognized over 1.7 |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | 12. Commitments and Contingencies Litigation The Company has become involved in certain legal proceedings and claims which arise in the normal course of business. The Company believes that an adverse outcome is unlikely, and it cannot reasonably estimate the potential loss at this point. 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. Costs associated with the Company’s involvement in legal proceedings are expensed as incurred. Securities Class Action Lawsuit On February 14, 2018, plaintiff Jeevesh Khanna, commenced an action in the Southern District of New York, against Ohr and several current and former officers and directors, alleging that they violated federal securities laws between June 24, 2014 and January 4, 2018. On August 7, 2018, the lead plaintiffs, now George Lehman and Insured Benefit Plans, Inc., filed an amended complaint, stating the class period to be April 8, 2014 through January 4, 2018. The plaintiffs did not quantify any alleged damages in their complaint, but, in addition to attorneys’ fees and costs, they seek to maintain the action as a class action and to recover damages on behalf of themselves and other persons who purchased or otherwise acquired Ohr common stock during the putative class period and purportedly suffered financial harm as a result. We and the individuals dispute these claims and intend to defend the matter vigorously. On September 17, 2018, Ohr filed a motion to dismiss the complaint. On September 20, 2019, the district court entered an order granting the defendants’ motion to dismiss. On October 23, 2019, the plaintiffs filed a notice of appeal of that order dismissing the action and other related orders by the district court. After full briefing and oral argument, on October 9, 2020, the U.S. Court of Appeals for the Second Circuit issued a summary order affirming the district court’s order granting the motion to dismiss and remanding the action to the district court to make a determination on the record related to plaintiffs’ request for leave to file an amended complaint. On remand, the district court denied plaintiffs’ subsequent request to amend and dismissed with prejudice plaintiffs’ claims. On December 16, 2020, plaintiffs filed a notice of appeal of that order denying plaintiffs leave to amend. On December 16, 2021, the Second Circuit affirmed the decision and order of the district court denying plaintiffs’ motion for leave to amend, thereby dismissing the appeal and action in its entirety. Plaintiffs have not sought reconsideration of the Second Circuit’s decision, and the current deadline for plaintiffs to file a writ of certiorari Derivative Lawsuit On May 3, 2018, plaintiff Adele J. Barke, derivatively on behalf of Ohr, commenced an action against certain former directors of Ohr, including Michael Ferguson, Orin Hirschman, Thomas M. Riedhammer, June Almenoff and Jason S. Slakter in the Supreme Court, State of New York, alleging that the action was brought in the right and for the benefit of Ohr seeking to remedy their “breach of fiduciary duties, corporate waste and unjust enrichment that occurred between June 24, 2014 and the present.” It does not quantify any alleged damages. We and the individuals dispute these claims and intend to defend the matter vigorously. Such litigation has been stayed pursuant to a stipulation by the parties, which has been so ordered by the court, pending the exhaustion of all appeals from the decision of the Southern District of New York dismissing the Khanna Joint Proxy Statement Lawsuit On March 20, 2019, a putative class action lawsuit was filed in the United States District Court for District of Delaware naming as defendants Ohr and its board of directors, Legacy NeuBase, and Ohr Acquisition Corp., captioned Wheby v. Ohr Pharmaceutical, Inc., et al |
Subsequent Events
Subsequent Events | 3 Months Ended |
Dec. 31, 2021 | |
Subsequent Events | |
Subsequent Events | Note 13. Subsequent Events Subsequent to December 31, 2021, the Company granted approximately 1.3 million stock options to officers and employees of the Company in accordance with the 2019 Plan. The grants have a weighted average exercise price of $2.07 per option and, a contractual term of 10 years. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 3 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto as of and for the year ended September 30, 2021 included in the Company’s Annual Report on Form 10-K (the “Annual Report”) filed with the U.S. Securities and Exchange Commission (“SEC”) on December 23, 2021. The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated during the consolidation process. The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The accompanying unaudited condensed consolidated financial statements have been prepared by the Company in accordance with accounting principles generally accepted in the United States (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 8 of Regulation S-X. Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted. In the opinion of management, the accompanying unaudited condensed consolidated financial statements for the periods presented reflect all adjustments, consisting of only normal, recurring adjustments, necessary to fairly state the Company’s financial position, results of operations and cash flows. The unaudited condensed consolidated financial statements for the interim periods are not necessarily indicative of results for the full year. The preparation of these unaudited condensed consolidated financial statements requires the Company to make estimates and judgments that affect the amounts reported in the financial statements and the accompanying notes. The Company’s actual results may differ from these estimates under different assumptions or conditions. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of expenses during the reporting period. The most significant estimates in the Company’s unaudited condensed consolidated financial statements relate to the valuation of stock-based compensation, the valuation of licenses, the fair value of warrant liabilities and the valuation allowance of deferred tax assets resulting from net operating losses. These estimates and assumptions are based on current facts, historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities and the recording of expenses that are not readily apparent from other sources. The Company assesses and updates estimates each period to reflect current information, such as the economic considerations related to the impact that the novel coronavirus disease (“COVID-19”) could have on its significant accounting estimates. Actual results may differ materially and adversely from these estimates. To the extent there are material differences between the estimates and actual results, the Company’s future results of operations will be affected. |
Fair Value Measurements | Fair Value Measurements Fair value measurements are based on the premise that fair value is an exit price representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, the following three-tier fair value hierarchy has been used in determining the inputs used in measuring fair value: Level 1 – Quoted prices in active markets for identical assets or liabilities on the reporting date. Level 2 – Pricing inputs are based on quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-based valuation techniques for which all significant assumptions are observable in the market or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Pricing inputs are generally unobservable and include situations where there is little, if any, market activity for the investment. The inputs into the determination of fair value require management’s judgment or estimation of assumptions that market participants would use in pricing the assets or liabilities. The fair values are therefore determined using factors that involve considerable judgment and interpretations, including but not limited to private and public comparables, third-party appraisals, discounted cash flow models, and fund manager estimates. Financial instruments measured at fair value are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Management’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the asset or liability. The use of different assumptions and/or estimation methodologies may have a material effect on estimated fair values. Accordingly, the fair value estimates disclosed, or initial amounts recorded may not be indicative of the amount that the Company or holders of the instruments could realize in a current market exchange. |
Marketable Securities | Marketable Securities Marketable securities are classified as trading and are carried at fair value. The Company’s marketable securities consist of corporate bonds and highly liquid mutual funds and exchange-traded and closed-end funds which are valued at quoted market prices. The Company had no marketable securities as of December 31, 2021 and September 30, 2021. |
Net Loss Per Share | Net Loss Per Share Basic net loss per share is computed by dividing net loss applicable to common stockholders by the weighted average number of shares of common stock outstanding during each period. Diluted net loss per share includes the dilutive effect, if any, from the potential exercise or conversion of securities, such as convertible debt, warrants and stock options that would result in the issuance of incremental shares of common stock. In computing the basic and diluted net loss per share applicable to common stockholders, the weighted average number of shares remains the same for both calculations due to the fact that when a net loss exists, dilutive shares are not included in the calculation as the impact is anti-dilutive. The following potentially dilutive securities outstanding as of December 31, 2021 and 2020 have been excluded from the computation of diluted weighted average shares outstanding, as they would be anti-dilutive: As of December 31, 2021 2020 Common stock purchase options 7,197,404 6,633,554 Restricted stock units 10,000 — Common stock purchase warrants 875,312 820,939 8,082,716 7,454,493 |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2019-12, “Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes” (“ASU 2019-12”), which is intended to simplify various aspects related to accounting for income taxes. ASU 2019-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. The adoption of this standard as of October 1, 2021, did not impact the Company's consolidated financial statements and related disclosures. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments- Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”). This guidance introduces a new model for recognizing credit losses on financial instruments based on an estimate of current expected credit losses. ASU 2016-13 also provides updated guidance regarding the impairment of available-for-sale debt securities and includes additional disclosure requirements. The new guidance is effective for public business entities that meet the definition of a Smaller Reporting Company as defined by the SEC for interim and annual periods beginning after December 15, 2022. Early adoption is permitted. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. In May 2021, the FASB issued ASU No. 2021-04, “Earnings Per Share (Topic 260), Debt-Modifications and Extinguishments (Subtopic 470-50), Compensation-Stock Compensation (Topic 718), and Derivatives and Hedging-Contracts in Entity’s Own Equity (Subtopic 815-40)” (“ASU 2021-04”). This guidance reduces diversity in an issuer’s accounting for modifications or exchanges of freestanding equity-classified written call options (for example, warrants) that remain equity classified after modification or exchange. ASU 2021-04 provides guidance for a modification or an exchange of a freestanding equity-classified written call option that is not within the scope of another Topic. It specifically addresses: (1) how an entity should treat a modification of the terms or conditions or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; (2) how an entity should measure the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange; and (3) how an entity should recognize the effect of a modification or an exchange of a freestanding equity-classified written call option that remains equity classified after modification or exchange. ASU 2021-04 will be effective for all entities for fiscal years beginning after December 15, 2021. An entity should apply the amendments prospectively to modifications or exchanges occurring on or after the effective date of the amendments. Early adoption is permitted, including adoption in an interim period. The Company is currently evaluating the impact of this standard on its consolidated financial statements and related disclosures. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
Schedule of anti dilutive securities excluded from the computation of diluted weighted average shares | As of December 31, 2021 2020 Common stock purchase options 7,197,404 6,633,554 Restricted stock units 10,000 — Common stock purchase warrants 875,312 820,939 8,082,716 7,454,493 |
Other Prepaid Expenses and Ot_2
Other Prepaid Expenses and Other Current Assets (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Other Prepaid Expenses and Other Current Assets | |
Summary of prepaid expenses and other current assets | As of December 31, As of September 30, 2021 2021 Prepaid research and development expense $ 453,706 $ 583,267 Prepaid rent — 172,518 Other prepaid expenses and other current assets 390,698 780,401 Total $ 844,404 $ 1,536,186 |
Equipment (Tables)
Equipment (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Equipment | |
Schedule of equipment | As of December 31, As of September 30, 2021 2021 Laboratory equipment $ 2,909,472 $ 2,737,390 Office equipment 259,978 259,978 Leasehold improvements 10,128 — Total 3,179,578 2,997,368 Accumulated depreciation (714,935) (533,486) Property, plant and equipment, net $ 2,464,643 $ 2,463,882 |
Investment (Tables)
Investment (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Investment | |
Schedule of carrying value of the Company's total investment in DepYmed | As of December 31, As of September 30, 2021 2021 Carrying value of DepYmed common shares $ — $ — Fair value of DepYmed preferred shares assumed in connection with acquisition of Ohr Pharmaceutical, Inc., a Delaware corporation that completed a Merger with NeuBase Therapeutics (“Ohr”) — 99,020 DepYmed preferred shares received in sale of intellectual property — 316,724 Total Investment $ — $ 415,744 |
Accrued Expenses and Other Cu_2
Accrued Expenses and Other Current Liabilities (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Accrued Expenses and Other Current Liabilities | |
Schedule of accrued expenses and other current liabilities | As of December 31, As of September 30, 2021 2021 Accrued compensation and benefits $ 1,095,617 $ 880,707 Accrued consulting settlement 300,000 200,000 Accrued professional fees 203,816 299,557 Accrued research and development 720,875 297,047 Accrued franchise tax 77,120 30,720 Other accrued expenses 15,452 39,715 Total $ 2,412,880 $ 1,747,746 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Notes Payable | |
Schedule of insurance notes payable outstanding | As of December 31, 2021 and September 30, 2021, the Company had the following insurance note payable outstanding: Stated Balance at Balance at Maturity Interest Original December 31, September 30, Date Rate Principal 2021 2021 Insurance Note Payable 2021 Insurance Note January 2022 4.99 % $ 391,625 $ — $ 148,385 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Leases | |
Summary of quantitative information about the leases | At December 31, 2021 and September 30, 2021, ROU assets and lease liabilities were as follows: As of December 31, As of September 30, 2021 2021 Assets: Classification Operating lease right-of-use-asset Operating lease asset $ 5,841,696 $ 5,945,295 Financing lease right-of-use-asset Equipment, net 188,252 216,490 $ 6,029,948 $ 6,161,785 Liabilities: Current Classification Operating Operating lease liability $ 429,507 $ 382,576 Financing Financing lease liability 111,513 107,632 Long-term Operating Long-term portion of operating leases liability 5,683,192 5,794,096 Financing Long-term portion of financing leases liability 78,987 109,500 $ 6,303,199 $ 6,393,804 The following tables summarize quantitative information about the Company’s leases for the three months ended December 31, 2021 and 2020: Three Months Ended December 31, 2021 2020 Operating cash flows - operating lease 176,578 $ — Operating cash flows - financing leases 3,807 — Financing cash flows - financing leases 26,632 — Right-of-use asset obtained in exchange for operating lease liabilities — — Finance lease assets obtained in exchange for finance lease liabilities — — As of December 31, 2021 Weighted-average remaining lease term – operating lease (in years) 9.58 Weighted-average discount rate – operating lease 7.3 % Weighted-average remaining lease term - financing leases (in years) 1.7 Weighted-average discount rate - financing leases 7.3 % Three Months Ended December 31, 2021 2020 Operating leases Operating lease cost $ 216,204 $ — Variable lease costs — — Operating lease cost 216,204 — Short-term lease rent expense 13,716 28,026 Financing leases Amortization of leased assets 28,238 — Interest on lease liabilities 3,807 — Financing lease cost 32,045 — Net lease cost $ 261,965 $ 28,026 |
Summary of future minimum lease payments under the non-cancelable operating lease | As of December 31, 2021, future minimum lease payments under the non-cancelable leases were as follows: Operating Financing Lease Leases Nine Months Ending September 30, 2022 646,083 121,752 Year Ending September 30, 2023 867,367 111,606 Year Ending September 30, 2024 874,320 — Year Ending September 30, 2025 881,391 — Year Ending September 30, 2026 888,627 — Thereafter 4,401,029 — Total 8,558,817 233,358 Less present value discount (2,446,118) (42,858) Operating lease liabilities $ 6,112,699 $ 190,500 |
Fair Value (Tables)
Fair Value (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Fair Value | |
Schedule of assumptions were used in determining the fair value of the warrant liabilities | As of December 31, As of September 30, 2021 2021 Remaining contractual term (years) 0.3 0.2 - 0.5 Common stock price volatility 62.5% 60.6% - 62.5% Risk-free interest rate 0.1% 0.04% Expected dividend yield — — |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Stockholders' Equity | |
Schedule of warrants issued and outstanding | Warrants Expiration date Exercise Price Outstanding April 10, 2022 $ 20.00 695,312 July 6, 2023 8.73 105,000 September 20, 2024 6.50 75,000 875,312 Weighted Weighted Average Average Remaining Exercise Contractual Life Warrants Price (in years) Outstanding as of September 30, 2021 895,939 $ 18.35 Expired (20,627) 55.00 Outstanding as of December 31, 2021 875,312 17.49 0.6 Exercisable as of December 31, 2021 837,812 $ 17.98 0.5 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended |
Dec. 31, 2021 | |
Stock-Based Compensation | |
Schedule of stock-based compensation expense | The Company recorded stock-based compensation expense in the following expense categories of its unaudited condensed consolidated statements of operations for the three months ended December 31, 2021 and 2020: Three Months Ended December 31, 2021 2020 General and administrative $ 327,131 $ 842,279 Research and development 466,073 334,306 Total $ 793,204 $ 1,176,585 |
Summary of stock options issued and outstanding | Below is a table summarizing the options issued and outstanding as of and for the three months ended December 31, 2021: Weighted Weighted Average Total Average Remaining Aggregate Exercise Contractual Life Intrinsic Stock Options Price (in years) Value Outstanding at September 30, 2021 7,397,154 $ 3.13 Granted 105,000 3.59 Exercised (42,250) 0.00 Forfeited (262,500) 5.07 Outstanding at December 31, 2021 7,197,404 3.08 6.9 $ 9,185,031 Exercisable as of December 31, 2021 5,360,067 $ 2.33 6.2 $ 9,184,698 |
Schedule of key assumptions used to estimate the fair value of the stock options granted | Key assumptions used to estimate the fair value of the stock options granted during the three months ended December 31, 2021 and 2020 included: Three Months Ended December 31, 2021 2020 Expected term of options (years) 5.1 - 6.1 6.0 Expected common stock price volatility 73.8% - 74.5% 83.1% - 83.3% Risk-free interest rate 1.1% - 1.4% 0.6% - 0.7% Expected dividend yield — — |
Summary of changes in the outstanding restricted stock | A summary of the changes in the unvested restricted stock during the three months ended December 31, 2021 is as follows: Weighted Average Grant Date Unvested Restricted Fair Value Stock Price Unvested as of September 30, 2021 — $ — Granted 4,441 3.94 Vested (4,441) 3.94 Unvested as of December 31, 2021 — — Total unrecognized expense remaining $ — Weighted-average years expected to be recognized over — |
Summary of restricted stock units granted and outstanding | Below is a table summarizing the restricted stock units granted and outstanding as of and for the three months ended December 31, 2021: Weighted Average Grant Date Restricted Stock Fair Value Units Price Unvested as of September 30, 2021 10,000 $ 5.09 Granted — Unvested as of December 31, 2021 10,000 5.09 Total unrecognized expense remaining $ 35,580 Weighted-average years expected to be recognized over 1.7 |
Organization and Description _2
Organization and Description of Business (Details) - USD ($) | 3 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | |
Cash and cash equivalents | $ 47,326,060 | $ 52,893,387 | |
Loss from operations | (7,304,967) | $ (4,661,394) | |
Private NeuBase | |||
Cash and cash equivalents | 47,300,000 | ||
Loss from operations | 7,700,000 | ||
Used cash in operating activities | $ 5,300,000 |
Significant Accounting Polici_4
Significant Accounting Policies - Marketable Securities (Details) - USD ($) | Dec. 31, 2021 | Sep. 30, 2021 |
Marketable Securities | ||
Marketable securities | $ 0 | $ 0 |
Significant Accounting Polici_5
Significant Accounting Policies - Potentially dilutive securities outstanding (Details) - shares | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 8,082,716 | 7,454,493 |
Common stock purchase options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 7,197,404 | 6,633,554 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 10,000 | |
Common stock purchase warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 875,312 | 820,939 |
Other Prepaid Expenses and Ot_3
Other Prepaid Expenses and Other Current Assets (Details) - USD ($) | Dec. 31, 2021 | Sep. 30, 2021 | Nov. 30, 2020 |
Other Prepaid Expenses and Other Current Assets | |||
Prepaid research and development expense | $ 453,706 | $ 583,267 | |
Prepaid rent | 172,518 | $ 300,000 | |
Other prepaid expenses and other current assets | 390,698 | 780,401 | |
Total | $ 844,404 | $ 1,536,186 |
Equipment (Details)
Equipment (Details) - USD ($) | Dec. 31, 2021 | Sep. 30, 2021 |
Property, Plant and Equipment, Gross | $ 3,179,578 | $ 2,997,368 |
Accumulated depreciation | (714,935) | (533,486) |
Property, plant and equipment, net | 2,464,643 | 2,463,882 |
Laboratory equipment | ||
Property, Plant and Equipment, Gross | 2,909,472 | 2,737,390 |
Office equipment | ||
Property, Plant and Equipment, Gross | 259,978 | $ 259,978 |
Leasehold improvements | ||
Property, Plant and Equipment, Gross | $ 10,128 |
Equipment - Additional Informat
Equipment - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Equipment | ||
Depreciation | $ 200 | $ 100 |
Investment (Details)
Investment (Details) - USD ($) | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2021 | |
Schedule of Equity Method Investments [Line Items] | |||
Fair value of DepYmed preferred shares assumed in connection with acquisition of Ohr | $ 99,020 | ||
DepYmed preferred shares received in sale of intellectual property | 316,724 | ||
Total Investment | 415,744 | ||
DepYmed | |||
Schedule of Equity Method Investments [Line Items] | |||
Percentage of ownership held | 15.00% | ||
Equity in losses on equity method investment | $ 400,000 | $ 30,000 |
Accrued Expenses and Other Cu_3
Accrued Expenses and Other Current Liabilities (Details) - USD ($) | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 |
Accrued Expenses and Other Current Liabilities | |||
Accrued compensation and benefits | $ 1,095,617 | $ 880,707 | |
Accrued consulting settlement | 300,000 | 200,000 | |
Accrued professional fees | 203,816 | 299,557 | |
Accrued research and development | 720,875 | 297,047 | |
Accrued franchise tax | 77,120 | 30,720 | |
Other accrued expenses | 15,452 | 39,715 | |
Total | $ 2,412,880 | $ 1,747,746 | $ 1,747,746 |
Notes Payable - Insurance notes
Notes Payable - Insurance notes payable outstanding (Details) - USD ($) | Dec. 31, 2021 | Sep. 30, 2021 |
Short-term Debt [Line Items] | ||
Outstanding balance | $ 0 | $ 148,385 |
2021 Insurance Note | ||
Short-term Debt [Line Items] | ||
Stated Interest Rate (as a percent) | 4.99% | |
Original Principal | $ 391,625 | |
Outstanding balance | $ 148,385 |
Leases - Additional Information
Leases - Additional Information (Detail) | 3 Months Ended | |||||
Dec. 31, 2021USD ($) | Oct. 31, 2021 | Sep. 30, 2021USD ($) | Aug. 31, 2021 | Nov. 30, 2020USD ($) | Oct. 31, 2020ft² | |
Leases | ||||||
Term of operating lease agreement | 10 years | |||||
Square feet of office and laboratory space | ft² | 14,189 | |||||
Prepaid rent | $ 172,518 | $ 300,000 | ||||
Security deposit | $ 300,000 | |||||
Right to extend the term | true | |||||
Extension term of lease | 12 months | |||||
ROU asset | $ 5,841,696 | $ 5,945,295 | ||||
Operating lease liabilities | $ 6,112,699 | |||||
Term for finance lease | 1 year | 2 years |
Leases - ROU assets and lease l
Leases - ROU assets and lease liabilities (Details) - USD ($) | Dec. 31, 2021 | Sep. 30, 2021 |
Assets: | ||
Right-of-use asset, operating lease asset | $ 5,841,696 | $ 5,945,295 |
Financing lease right-of-use-asset | 188,252 | 216,490 |
Assets total | 6,029,948 | 6,161,785 |
Current | ||
Operating | 429,507 | 382,576 |
Financing | 111,513 | 107,632 |
Long-term | ||
Operating | 5,683,192 | 5,794,096 |
Financing | 78,987 | 109,500 |
Liabilities total | $ 6,303,199 | $ 6,393,804 |
Leases - Quantitative Informati
Leases - Quantitative Information (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases | ||
Operating cash flows - operating lease | $ 176,578 | $ 0 |
Operating cash flows - financing leases | 3,807 | 0 |
Financing cash flows - financing leases | 26,632 | 0 |
Right-of-use asset obtained in exchange for operating lease liabilities | 0 | 0 |
Finance lease assets obtained in exchange for finance lease liabilities | $ 0 | $ 0 |
Weighted-average remaining lease term - operating lease (in years) | 9 years 6 months 29 days | |
Weighted-average discount rate - operating lease | 7.30% | |
Weighted-average remaining lease term - financing leases (in years) | 1 year 8 months 12 days | |
Weighted-average discount rate - financing leases | 7.30% |
Leases - Components of lease ex
Leases - Components of lease expense (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating leases | ||
Operating lease cost | $ 216,204 | $ 0 |
Variable lease costs | 0 | 0 |
Total operating lease cost | 216,204 | 0 |
Short-term lease rent expense | 13,716 | 28,026 |
Financing leases | ||
Amortization of leased assets | 28,238 | 0 |
Interest on lease liabilities | 3,807 | 0 |
Financing lease cost | 32,045 | 0 |
Net lease cost | $ 261,965 | $ 28,026 |
Leases - Future Minimum Lease P
Leases - Future Minimum Lease Payments (Details) | Dec. 31, 2021USD ($) |
Future minimum lease payments under the non-cancelable operating lease | |
Nine Months Ended September 30, 2022 | $ 646,083 |
Year Ended September 30, 2023 | 867,367 |
Year Ended September 30, 2024 | 874,320 |
Year Ended September 30, 2025 | 881,391 |
Year Ended September 30, 2026 | 888,627 |
Thereafter | 4,401,029 |
Total | 8,558,817 |
Less present value discount | (2,446,118) |
Operating lease liabilities | 6,112,699 |
Finance Lease, Liability, Payment, Due [Abstract] | |
Nine Months Ending September 30, 2022 | 121,752 |
Year Ended September 30, 2023 | 111,606 |
Year Ended September 30, 2024 | 0 |
Year Ended September 30, 2025 | 0 |
Year Ended September 30, 2026 | 0 |
Thereafter | 0 |
Total | 233,358 |
Less present value discount | (42,858) |
Finance Lease, Liability | $ 190,500 |
Fair Value - Fair Value Measure
Fair Value - Fair Value Measurements (Details) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2021USD ($) | Sep. 30, 2021USD ($) | Dec. 31, 2020USD ($) | |
Liabilities | |||
Warrants, Fair Value | $ 0 | $ 0 | |
Warrant liabilities | $ 600,000 | ||
Level 3 | Remaining contractual term (years) | Estimate of Fair Value Measurement [Member] | |||
Liabilities | |||
Warrants and Rights Outstanding, Measurement Input | 0.3 | ||
Level 3 | Remaining contractual term (years) | Minimum | Estimate of Fair Value Measurement [Member] | |||
Liabilities | |||
Warrants and Rights Outstanding, Measurement Input | 0.2 | ||
Level 3 | Remaining contractual term (years) | Maximum | Estimate of Fair Value Measurement [Member] | |||
Liabilities | |||
Warrants and Rights Outstanding, Measurement Input | 0.5 | ||
Level 3 | Common stock price volatility | Estimate of Fair Value Measurement [Member] | |||
Liabilities | |||
Warrants and Rights Outstanding, Measurement Input | 62.5 | ||
Level 3 | Common stock price volatility | Minimum | Estimate of Fair Value Measurement [Member] | |||
Liabilities | |||
Warrants and Rights Outstanding, Measurement Input | 60.6 | ||
Level 3 | Common stock price volatility | Maximum | Estimate of Fair Value Measurement [Member] | |||
Liabilities | |||
Warrants and Rights Outstanding, Measurement Input | 62.5 | ||
Level 3 | Risk-free interest rate | Estimate of Fair Value Measurement [Member] | |||
Liabilities | |||
Warrants and Rights Outstanding, Measurement Input | 0.1 | 0.04 |
Stockholders' Equity - Warrants
Stockholders' Equity - Warrants issued and outstanding (Details) | 3 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Warrants [Roll Forward] | |
Warrants, Outstanding at the beginning of the period | shares | 895,939 |
Warrants, Expired | shares | (20,627) |
Warrants, Outstanding at the end of the period | shares | 875,312 |
Warrants, Exercisable at the end of the period | shares | 837,812 |
Weighted average exercise price, Outstanding at the beginning of the period | $ / shares | $ 18.35 |
Weighted average exercise price, Expired | $ / shares | 55 |
Weighted average exercise price, Outstanding at the end of the period | $ / shares | 17.49 |
Weighted average exercise price, Exercisable at the end of the period | $ / shares | $ 17.98 |
Weighted average remaining contractual term, Outstanding at the end of the period | 7 months 6 days |
Weighted average remaining contractual term, Exercisable at the end of the period | 6 months |
April 10, 2022 | |
Warrants [Roll Forward] | |
Exercise price of warrants (in dollars per share) | $ / shares | $ 20 |
Warrants, Outstanding at the end of the period | shares | 695,312 |
July 6, 2023 | |
Warrants [Roll Forward] | |
Exercise price of warrants (in dollars per share) | $ / shares | $ 8.73 |
Warrants, Outstanding at the end of the period | shares | 105,000 |
September 20, 2024 | |
Warrants [Roll Forward] | |
Exercise price of warrants (in dollars per share) | $ / shares | $ 6.50 |
Warrants, Outstanding at the end of the period | shares | 75,000 |
Stock-Based Compensation - Stoc
Stock-Based Compensation - Stock-based compensation expense (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-Based Compensation expense | ||
Total stock based compensation for options granted | $ 793,204 | $ 1,176,585 |
General and administrative | ||
Stock-Based Compensation expense | ||
Total stock based compensation for options granted | 327,131 | 842,279 |
Research and development | ||
Stock-Based Compensation expense | ||
Total stock based compensation for options granted | $ 466,073 | $ 334,306 |
Stock-Based Compensation - St_2
Stock-Based Compensation - Stock options (Details) - Stock Options | 3 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
Stock Options | |
Outstanding, Beginning balance | shares | 7,397,154 |
Granted | shares | 105,000 |
Exercised | shares | (42,250) |
Forfeited | shares | (262,500) |
Outstanding, Ending balance | shares | 7,197,404 |
Exercisable | shares | 5,360,067 |
Weighted Average Exercise Price per Share | |
Outstanding, Beginning balance | $ / shares | $ 3.13 |
Granted | $ / shares | 3.59 |
Exercised | $ / shares | 0 |
Forfeited | $ / shares | 5.07 |
Outstanding, Ending balance | $ / shares | 3.08 |
Exercisable | $ / shares | $ 2.33 |
Weighted Average remaining contractual term (years) and Aggregate Intrinsic Value | |
Outstanding | 6 years 10 months 24 days |
Exercisable | 6 years 2 months 12 days |
Outstanding | $ | $ 9,185,031 |
Exercisable | $ | $ 9,184,698 |
Stock-Based Compensation - Key
Stock-Based Compensation - Key Assumptions Estimate Fair Value Of Stock Options (Details) | 3 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Key assumptions used to estimate the fair value of the stock options granted | ||
Expected term of options (years) | 6 years | |
Minimum | ||
Key assumptions used to estimate the fair value of the stock options granted | ||
Expected term of options (years) | 5 years 1 month 6 days | |
Expected common stock price volatility, minimum | 73.80% | 83.10% |
Risk-free interest rate, minimum | 1.10% | 0.60% |
Maximum | ||
Key assumptions used to estimate the fair value of the stock options granted | ||
Expected term of options (years) | 6 years 1 month 6 days | |
Expected common stock price volatility, maximum | 74.50% | 83.30% |
Risk-free interest rate, maximum | 1.40% | 0.70% |
Stock-Based Compensation - Rest
Stock-Based Compensation - Restricted Stock (Details) - USD ($) | 3 Months Ended | |
Dec. 31, 2021 | Sep. 30, 2021 | |
Stock-Based Compensation | ||
Weighted-average years expected to be recognized over | 1 year 4 months 24 days | |
Unvested restricted stock | ||
Stock-Based Compensation | ||
Unvested, Beginning balance | 0 | |
Granted | 4,441 | |
Vested | 4,441 | |
Unvested, Ending balance | 0 | |
Total unrecognized expense remaining | $ 0 | |
Weighted-average years expected to be recognized over | 0 years | |
Weighted Average Grant Date Fair Value Price | ||
Unvested, Beginning balance | $ 0 | $ 0 |
Granted | 3.94 | |
Vested | 3.94 | |
Unvested, Ending balance | $ 0 | 0 |
Restricted stock units | ||
Stock-Based Compensation | ||
Unvested, Beginning balance | 10,000 | |
Unvested, Ending balance | 10,000 | |
Total unrecognized expense remaining | $ 35,580 | |
Weighted-average years expected to be recognized over | 1 year 8 months 12 days | |
Weighted Average Grant Date Fair Value Price | ||
Unvested, Beginning balance | 5.09 | |
Vested | $ 5.09 | |
Unvested, Ending balance | $ 5.09 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional information (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | |
Stock-Based Compensation | |||
Unrecognized compensation costs | $ 3.5 | ||
Weighted-average amortization period | 1 year 4 months 24 days | ||
Intrinsic value of stock options exercised | $ 0.1 | $ 0.1 | |
Weighted average grant date fair value of options granted | $ 2.33 | $ 5.20 | |
Stock options granted to consultant for future services | 225,000 | ||
Unvested restricted stock | |||
Stock-Based Compensation | |||
Weighted-average amortization period | 0 years | ||
2016 Plan | |||
Stock-Based Compensation | |||
Number of common stock authorized | 291,667 | ||
Common shares were available for future grants | 147,041 | ||
2019 Plan | |||
Stock-Based Compensation | |||
Number of common stock authorized | 6,018,136 | ||
Common shares were available for future grants | 1,869,770 |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event - Offices And Employee shares in Millions | 1 Months Ended |
Jan. 31, 2022$ / sharesshares | |
Subsequent Event [Line Items] | |
Stock Option Granted | shares | 1.3 |
Weighted average exercise price | $ / shares | $ 2.07 |
Contractual Term | 10 years |