Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2016 | Feb. 07, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | ANAVEX LIFE SCIENCES CORP. | |
Entity Central Index Key | 1,314,052 | |
Document Type | 10-Q | |
Trading Symbol | AVXL | |
Document Period End Date | Dec. 31, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --09-30 | |
Entity a Well-known Seasoned Issuer | No | |
Entity a Voluntary Filer | No | |
Entity's Reporting Status Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 41,073,353 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,017 |
INTERIM CONDENSED CONSOLIDATED
INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Dec. 31, 2016 | Sep. 30, 2016 |
Current | ||
Cash | $ 21,161,460 | $ 9,186,814 |
Sales Tax Recoverable | 49,130 | 79,347 |
Prepaid expenses | 110,996 | 180,124 |
Current assets | 21,321,586 | 9,446,285 |
Deposits | 52,396 | 52,396 |
Total assets | 21,373,982 | 9,498,681 |
Current | ||
Accounts payable and accrued liabilities | 2,163,465 | 3,119,993 |
Deferred grant income | 31,481 | 70,532 |
Current liabilities | 2,194,946 | 3,190,525 |
Commitments - Note 6 | ||
Capital stock Authorized: 100,000,000 common shares, par value $0.001 per share Issued and outstanding: 40,668,311 common shares (September 30, 2016 - 36,168,299) | 40,670 | 36,169 |
Additional paid-in capital | 100,303,178 | 84,290,140 |
Accumulated deficit | (81,164,812) | (78,018,153) |
Stockholders' equity | 19,179,036 | 6,308,156 |
Total liabilities and stockholder's equity | $ 21,373,982 | $ 9,498,681 |
INTERIM CONDENSED CONSOLIDATED3
INTERIM CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) - $ / shares | Dec. 31, 2016 | Sep. 30, 2016 |
Statement of Financial Position [Abstract] | ||
Common shares, authorized | 100,000,000 | 100,000,000 |
Common shares, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common shares, issued | 40,668,311 | 36,168,299 |
Common shares, outstanding | 40,668,311 | 36,168,299 |
INTERIM CONDENSED CONSOLIDATED4
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Operating expenses | ||
General and administrative | $ 1,126,184 | $ 3,368,756 |
Research and development | 2,042,490 | 1,163,678 |
Total operating expenses | (3,168,674) | (4,532,434) |
Other income (expenses) | ||
Grant income | 35,286 | 610,148 |
Interest income, net | 3,655 | 2,142 |
Financing related charges and adjustments | (1,095) | |
Foreign exchange (loss) gain | 14,082 | (15,655) |
Total other income, net | 53,023 | 595,540 |
Net loss before provision for income taxes | (3,115,651) | (3,936,894) |
Income tax expense - current | (31,008) | (17,615) |
Net loss and comprehensive loss | $ (3,146,659) | $ (3,954,509) |
Loss per share | ||
Basic (in dollars per share) | $ (0.08) | $ (0.12) |
Diluted (in dollars per share) | $ (0.08) | $ (0.12) |
Weighted average number of shares outstanding | ||
Basic (in shares) | 38,393,910 | 33,971,913 |
Diluted (in shares) | 38,393,910 | 33,971,913 |
INTERIM CONDENSED CONSOLIDATED5
INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Cash Flows used in Operating Activities | ||
Net loss | $ (3,146,659) | $ (3,954,509) |
Adjustments to reconcile net loss to net cash used in operations: | ||
Amortization and depreciation | 249 | |
Accretion of debt discount | 1,095 | |
Stock-based compensation | 889,267 | 826,020 |
Unrealized foreign exchange | (2,828) | |
Changes in non-cash working capital balances related to operations: | ||
Sales tax recoverable | (30,217) | (15,497) |
Prepaid expenses and deposits | 69,128 | 23,630 |
Accounts payable and accrued liabilities | (956,528) | (86,297) |
Deferred grant income | (39,051) | (39,055) |
Net cash used in operating activities | (3,153,626) | (3,247,192) |
Cash Flows provided by Financing Activities | ||
Issuance of common shares, net of share issue costs | 15,128,272 | 1,684,561 |
Shares subscribed | 125,060 | |
Net cash provided by financing activities | 15,128,272 | 1,809,621 |
Increase (decrease) in cash during the period | 11,974,646 | (1,437,571) |
Cash, beginning of period | 9,186,814 | 15,290,976 |
Cash, end of period | $ 21,161,460 | $ 13,853,405 |
INTERIM CONDENSED CONSOLIDATED6
INTERIM CONDENSED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY (Unaudited) - 3 months ended Dec. 31, 2016 - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total |
Balance Beginning at Sep. 30, 2016 | $ 36,169 | $ 84,290,140 | $ (78,018,153) | $ 6,308,156 |
Balance Beginning (in shares) at Sep. 30, 2016 | 36,168,299 | 36,168,299 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Shares issued under equity line - purchase shares | $ 4,473 | 15,123,799 | $ 15,128,272 | |
Shares issued under equity line - purchase shares (in shares) | 4,472,841 | |||
Shares issued under equity line - commitment shares | $ 27 | (27) | ||
Shares issued under equity line - commitment shares (in shares) | 27,171 | |||
Share Based Compensation | 889,267 | 889,267 | ||
Net loss for the period | (3,146,659) | (3,146,659) | ||
Balance Ending at Dec. 31, 2016 | $ 40,670 | $ 100,303,178 | $ (81,164,812) | $ 19,179,036 |
Balance Ending (in shares) at Dec. 31, 2016 | 40,668,311 | 40,668,311 |
Business Description and Basis
Business Description and Basis of Presentation | 3 Months Ended |
Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Business Description and Basis of Presentation | Note 1 Business Description and Basis of Presentation Business Anavex Life Sciences Corp. (the “Company”) is a clinical stage biopharmaceutical company engaged in the development of differentiated therapeutics for the treatment of neurodegenerative and neurodevelopmental diseases including drug candidates to treat Alzheimer’s disease, other central nervous system (CNS) diseases, pain and various types of cancer. The Company’s lead compound ANAVEX 2-73 is being developed to treat Alzheimer’s disease, Parkinson’s disease and potentially other CNS diseases, including rare diseases, such as Rett syndrome. Basis of Presentation These interim condensed consolidated financial statements have been prepared, without audit pursuant to the rules and regulations of the Securities and Exchange Commission. Accordingly, certain information and footnote disclosures normally included in the annual financial statements in accordance with generally accepted accounting principles have been condensed or omitted pursuant to such rules and regulations. In the opinion of management, the disclosures are adequate to make the information presented not misleading. These statements reflect all adjustments, consisting of normal recurring adjustments, which in the opinion of management are necessary for fair presentation of the information contained herein. These interim condensed financial statements should be read in conjunction with the audited financial statements included in its annual report on Form 10-K for the year ended September 30, 2016. The Company follows the same accounting policies in the preparation of interim reports. Operating results for the three months ended December 31, 2016 are not necessarily indicative of the results that may be expected for the year ending September 30, 2017. Basic and Diluted Loss per Share Basic loss per common share is computed by dividing net loss available to common stockholders by the weighted average number of common shares outstanding during the period. Diluted loss per common share is computed similar to basic loss per common share except that the denominator is increased to include the weighted average number of all potentially dilutive securities convertible into shares of common stock that were outstanding during the period. As of December 31, 2016, loss per share excludes 6,163,309 (September 30, 2016 – 6,008,309) potentially dilutive common shares related to outstanding options and warrants, as their effect was anti-dilutive. |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 3 Months Ended |
Dec. 31, 2016 | |
Recent Accounting Pronouncements | |
Recent Accounting Pronouncements | Note 2 Recent Accounting Pronouncements Recent Accounting Pronouncements Adopted During the Period In June 2014, the FASB issued ASU No. 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period ("ASU 2014-12"). ASU 2014-12 requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The Company adopted this standard on October 1, 2016. The adoption of this standard did not have any effect on its financial condition, results of operations and cash flows. In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 explicitly requires management to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosure in certain circumstances. The Company adopted this standard on October 1, 2016. The adoption of this standard did not have any effect on its financial condition, results of operations and cash flows. In April 2015, the Financial Accounting Standards Board (FASB), issued the Accounting Standards Update 2015-03, Interest - Imputation of Interest (Subtopic 835-30) - Simplifying the Presentation of Debt Issuance Costs, that requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. Upon adoption, an entity must apply the new guidance retrospectively to all prior periods presented in the financial statements. The Company adopted this standard on October 1, 2016. The adoption of this standard did not have any effect on its financial condition, results of operations and cash flows. Recent Accounting Pronouncements Not Yet Adopted In May, 2014, the FASB and the International Accounting Standards Board (IASB) issued a converged standard on revenue recognition from contracts with customers, ASU 2014-09 (Topic 606 and IFRS 15). This standard will supersede nearly all existing revenue recognition guidance. ASU 2014-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The Company is currently evaluating the impact this guidance will have on its financial condition, results of operations and cash flows. In November 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2015-17 “Income Taxes: Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”). ASU 2015-17 eliminates the requirement to bifurcate deferred taxes between current and non-current on the balance sheet and requires that deferred tax liabilities and assets be classified as noncurrent on the balance sheet. ASU 2015-17 is effective for public entities in fiscal years beginning after December 15, 2016, and for interim periods within those fiscal years. The amendments for ASU-2015-17 can be applied retrospectively or prospectively and early adoption is permitted. The adoption of this standard is not expected to have a material impact for any period presented. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases In March 2016, the FASB issued ASC 2016-09, “ Compensation – Stock Compensation (Topic 718) – Improvements to Employee Share-Based Payment Accounting In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). ASU 2016-15 reduces the existing diversity in practice in financial reporting across all industries by clarifying certain existing principles in ASC 230, Statement of Cash Flows, ("ASC 230") including providing additional guidance on how and what an entity should consider in determining the classification of certain cash flows. In addition, in November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230), Restricted Cash ("ASU 2016-18"). ASU 2016-18 clarifies certain existing principles in ASC 230, including providing additional guidance related to transfers between cash and restricted cash and how entities present, in their statement of cash flows, the cash receipts and cash payments that directly affect the restricted cash accounts. These amendments are effective for annual and interim reporting periods beginning on or after December 15, 2017. Early adoption is permitted. The adoption of ASU 2016-15 and ASU 2016-18 will modify the Company's current disclosures and reclassifications within the consolidated statement of cash flows but they are not expected to have a material effect on the Company’s consolidated financial statements. Other than noted above, the Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on its results of operations, financial position or cash flow. |
Deferred Grant Income
Deferred Grant Income | 3 Months Ended |
Dec. 31, 2016 | |
Deferred Revenue Disclosure [Abstract] | |
Deferred Grant Income | Note 3 Deferred Grant Income On June 19, 2015, the Company was awarded grant funding in the amount of $286,455, of which the Company has received $214,836 and the remainder will be received in instalments over the remainder of the commitment. The grant was received in exchange for a commitment to provide research and development for preclinical validation of Sigma-1 receptor agonism as potential treatment for Parkinson’s disease. The grant income has been deferred and is being amortized to other income over the related commitment period as the related research and development expenditures are incurred. During the three months ended December 31, 2016, the Company recognized $35,286 (2015: $39,055) of this grant on its statement of operations within grant income. During the three months ended December 31, 2015, the Company recognized other grant income of $571,093 in respect of a research and development incentive program offered by the Australian government. |
Lincoln Park Purchase Agreement
Lincoln Park Purchase Agreement | 3 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Lincoln Park Purchase Agreement | Note 4 Lincoln Park Purchase Agreement On October 21, 2015, the Company entered into a $50,000,000 purchase agreement (the “2015 Purchase Agreement”) with Lincoln Park Capital Fund, LLC (“Lincoln Park”), pursuant to which the Company may sell and issue to Lincoln Park, and Lincoln Park is obligated to purchase, up to $50,000,000 in value of its shares of common stock from time to time over a 36-month period. In connection with the Purchase Agreement, the Company also entered into a registration rights agreement with Lincoln Park whereby the Company agreed to file a registration statement with the Securities and Exchange Commission covering the shares of the Company’s common stock that may be issued to Lincoln Park under the Purchase Agreement. The Company may direct Lincoln Park, at its sole discretion, and subject to certain conditions, to purchase up to 50,000 shares of common stock on any business day, provided that at least one business day has passed since the most recent purchase. The amount of a purchase may be increased under certain circumstances provided, however that Lincoln Park’s committed obligation under any single purchase shall not exceed $2,000,000. The purchase price of shares of common stock related to the future funding will be based on the then prevailing market prices of such shares at the time of sales as described in the 2015 Purchase Agreement. In consideration for entering into the 2015 Purchase Agreement, the Company issued to Lincoln Park 179,598 shares of common stock as a commitment fee and agreed to issue up to 89,799 shares pro rata, when and if, Lincoln Park purchases at the Company’s discretion the $50,000,000 aggregate commitment. During the three months ended December 31, 2016, the Company issued to Lincoln Park an aggregate of 4,500,012 shares of common stock under the Purchase Agreement, including 4,472,841 shares of common stock for an aggregate purchase price of $15,128,272 and 27,171 commitment shares. At December 31, 2016, an amount of $33,513,928 in value of its shares remained available under the 2015 Purchase Agreement. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 5 Related Party Transactions As at December 31, 2016, included in accounts payable and accrued liabilities was $36,816 (September 30, 2016: $59,264) owing to directors and officers of the Company for director fees and reimbursable expenses, and a former director and officer of the Company for unpaid fees. |
Commitments
Commitments | 3 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | Note 6 Commitments a) Lease Commitment The Company is committed to lease payments as follows: Fiscal year ending September 30, 2017 $ 84,142 2018 112,189 2019 56,094 $ 252,425 b) Litigation The Company is subject to claims and legal proceedings that arise in the ordinary course of business. Such matters are inherently uncertain, and there can be no guarantee that the outcome of any such matter will be decided favorably to the Company or that the resolution of any such matter will not have a material adverse effect upon the Company's consolidated financial statements. The Company does not believe that any of such pending claims and legal proceedings will have a material adverse effect on its consolidated financial statements. c) Share Purchase Warrants At December 31, 2016 and September 30, 2016, the Company had 1,809,309 share purchase warrants outstanding with a weighted average exercise price of $2.70 as follows: Number Exercise Price Expiry Date 1,462,180 $ 3.00 July 5, 2018 30,000 $ 4.00 February 24, 2019 277,127 $ 1.20 March 13, 2019 1,252 $ 1.68 March 13, 2019 31,250 $ 1.24 May 31, 2019 7,500 $ 1.04 May 31, 2019 1,809,309 All of the warrants expiring on July 5, 2018 contain a contingent call provision whereby the Company may have the option to call for cancellation of all or any portion of the warrants for consideration equal to $0.001 per share, provided the quoted market price of the Company’s common stock exceeds $6.00 for a period of twenty consecutive trading days, subject to certain minimum volume restrictions and other restrictions as provided in the warrant agreements. Subsequent to December 31, 2016, 200,000 share purchase warrants were cashless exercised, resulting in the issuance of 52,562 shares of common stock. d) Stock-based Compensation Plan 2015 Stock Option Plan On September 18, 2015, the Company’s board of directors approved a 2015 Omnibus Incentive Plan (the “2015 Plan”), which provides for the grant of stock options and restricted stock awards to directors, officers, employees and consultants of the Company. The maximum number of our common shares reserved for issue under the plan is 6,050,553 shares subject to adjustment in the event of a change of the Company’s capitalization. As a result of the adoption of the 2015 Plan, no further option awards will be granted under any previously existing stock option plan. Stock option awards previously granted under previously existing stock option plans remain outstanding in accordance with their terms. The 2015 Plan is administered by the board of directors, except that it may, in its discretion, delegate such responsibility to a committee of such board. The exercise price will be determined by the board of directors at the time of grant shall be at least equal to the fair market value on such date. If the grantee is a 10% stockholder on the grant date, then the exercise price shall not be less than 110% of fair market value of the Company’s shares of common stock on the grant date. Stock options may be granted under the 2015 Plan for an exercise period of up to ten years from the date of grant of the option or such lesser periods as may be determined by the board, subject to earlier termination in accordance with the terms of the 2015 Plan. A summary of the status of Company’s outstanding stock purchase options for the three months ended December 31, 2016 and for the year ended September 30, 2016 is presented below: Number of Weighted Weighted Outstanding at October 1, 2015 1,822,500 $ 2.00 Granted 2,401,500 $ 5.22 $ 4.38 Expired (25,000 ) $ 14.68 Outstanding at September 30, 2016 4,199,000 $ 3.76 Granted 155,000 $ 3.70 $ 3.16 Outstanding at December 31, 2016 4,354,000 $ 3.76 Exercisable at December 31, 2016 2,449,638 $ 2.65 Exercisable at September 30, 2016 2,290,716 $ 2.41 At December 31, 2016, the following stock options were outstanding: Number of Shares Aggregate Remaining Number Exercise Intrinsic Contractual Total Vested Price Expiry Date Value Life (yrs) 500,000 500,000 $ 1.60 July 5, 2023 1,180,000 6.51 75,000 50,000 $ 1.20 May 7, 2024 207,000 7.35 125,000 62,500 $ 1.32 May 8, 2024 330,000 7.35 718,750 479,170 $ 0.92 April 2, 2025 2,185,000 8.25 50,000 25,001 $ 1.44 June 8, 2025 126,000 8.44 50,000 16,667 $ 1.76 June 15, 2025 110,000 8.45 278,750 139,375 $ 5.04 September 18, 2025 - 8.71 1,500 1,500 $ 5.64 September 30, 2025 - 8.75 31,250 13,020 $ 5.68 October 2, 2025 - 8.75 25,000 10,416 $ 8.98 October 16, 2025 - 8.79 1,500 1,500 $ 5.57 December 31, 2025 - 9.00 1,500 1,500 $ 4.90 March 31, 2026 - 9.25 1,500 1,500 $ 5.66 April 27, 2026 - 9.32 50,000 16,288 $ 4.09 May 18, 2026 - 9.38 1,500 1,500 $ 6.11 June 30, 2026 - 9.49 379,625 31,635 $ 6.26 July 5, 2026 - 9.51 861,429 71,785 $ 7.06 July 18, 2026 - 9.54 40,000 6,667 $ 3.06 September 7, 2026 36,000 9.68 1,006,696 1,006,696 $ 3.28 September 22, 2026 684,553 9.72 140,000 11,668 $ 3.63 October 3, 2026 46,200 9.75 15,000 1,250 $ 4.35 December 9, 2026 - 9.94 4,354,000 2,449,638 $ 4,904,753 The aggregate intrinsic value is calculated as the difference between the exercise price of the underlying awards and the quoted market price of the Company’s stock for the options that were in-the-money at December 31, 2016. The Company recognized stock based compensation expense of $889,267 during the three months ended December 31, 2016 (2015: $216,020) in connection with the issuance and vesting of stock options in exchange for services. These amounts have been included in general and administrative expenses and research and development expenses on the Company’s statement of operations as follows: December 31, 2016 2015 General and administrative $ 427,583 $ 141,829 Research and development 461,684 74,192 Total share based compensation $ 889,267 $ 216,020 An amount of approximately $7,341,855 in stock based compensation is expected to be recorded over the remaining term of such options through September 30, 2019. The fair value of each option award is estimated on the date of grant using the Black Scholes option pricing model based on the following weighted average assumptions: 2016 2015 Risk-free interest rate 1.52 % 1.66 % Expected life of options (years) 6.95 7.01 Annualized volatility 111.45 % 101.50 % Dividend rate 0.00 % 0.00 % |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 3 Months Ended |
Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | Note 7 Supplemental Cash Flow Information Investing and financing activities that do not have a direct impact on current cash flows are excluded from the statement of cash flows. During the three months ended December 31, 2015; the Company issued 1,162 shares of common stock upon conversion of $1,162 in principal amount of convertible debentures at a conversion price of $1.00 per share and 167,415 shares of common stock pursuant to the application of an incorrect conversion price for conversion notices received during the year ended September 30, 2015. This transaction has been excluded from the statement of cash flows. |
Comparative Figures
Comparative Figures | 3 Months Ended |
Dec. 31, 2016 | |
Comparative Figures | |
Comparative Figures | Note 8 Comparative Figures Certain comparative figures have been reclassified to conform to the current year’s presentation. |
Recent Accounting Pronounceme15
Recent Accounting Pronouncements (Policies) | 3 Months Ended |
Dec. 31, 2016 | |
Recent Accounting Pronouncements Policies | |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Adopted During the Period In June 2014, the FASB issued ASU No. 2014-12, Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period ("ASU 2014-12"). ASU 2014-12 requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. This update further clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the compensation cost attributable to the period(s) for which the requisite service has already been rendered. The Company adopted this standard on October 1, 2016. The adoption of this standard did not have any effect on its financial condition, results of operations and cash flows. In August 2014, the FASB issued ASU No. 2014-15, Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern (“ASU 2014-15”). ASU 2014-15 explicitly requires management to assess an entity’s ability to continue as a going concern, and to provide related footnote disclosure in certain circumstances. The Company adopted this standard on October 1, 2016. The adoption of this standard did not have any effect on its financial condition, results of operations and cash flows. In April 2015, the Financial Accounting Standards Board (FASB), issued the Accounting Standards Update 2015-03, Interest - Imputation of Interest (Subtopic 835-30) - Simplifying the Presentation of Debt Issuance Costs, that requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the debt liability rather than as an asset. Upon adoption, an entity must apply the new guidance retrospectively to all prior periods presented in the financial statements. The Company adopted this standard on October 1, 2016. The adoption of this standard did not have any effect on its financial condition, results of operations and cash flows. Recent Accounting Pronouncements Not Yet Adopted In May, 2014, the FASB and the International Accounting Standards Board (IASB) issued a converged standard on revenue recognition from contracts with customers, ASU 2014-09 (Topic 606 and IFRS 15). This standard will supersede nearly all existing revenue recognition guidance. ASU 2014-09 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. The Company is currently evaluating the impact this guidance will have on its financial condition, results of operations and cash flows. In November 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2015-17 “Income Taxes: Balance Sheet Classification of Deferred Taxes (“ASU 2015-17”). ASU 2015-17 eliminates the requirement to bifurcate deferred taxes between current and non-current on the balance sheet and requires that deferred tax liabilities and assets be classified as noncurrent on the balance sheet. ASU 2015-17 is effective for public entities in fiscal years beginning after December 15, 2016, and for interim periods within those fiscal years. The amendments for ASU-2015-17 can be applied retrospectively or prospectively and early adoption is permitted. The adoption of this standard is not expected to have a material impact for any period presented. In February 2016, the FASB issued Accounting Standards Update No. 2016-02, Leases In March 2016, the FASB issued ASC 2016-09, “ Compensation – Stock Compensation (Topic 718) – Improvements to Employee Share-Based Payment Accounting In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments ("ASU 2016-15"). ASU 2016-15 reduces the existing diversity in practice in financial reporting across all industries by clarifying certain existing principles in ASC 230, Statement of Cash Flows, ("ASC 230") including providing additional guidance on how and what an entity should consider in determining the classification of certain cash flows. In addition, in November 2016, the FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230), Restricted Cash ("ASU 2016-18"). ASU 2016-18 clarifies certain existing principles in ASC 230, including providing additional guidance related to transfers between cash and restricted cash and how entities present, in their statement of cash flows, the cash receipts and cash payments that directly affect the restricted cash accounts. These amendments are effective for annual and interim reporting periods beginning on or after December 15, 2017. Early adoption is permitted. The adoption of ASU 2016-15 and ASU 2016-18 will modify the Company's current disclosures and reclassifications within the consolidated statement of cash flows but they are not expected to have a material effect on the Company’s consolidated financial statements. Other than noted above, the Company does not expect the adoption of recently issued accounting pronouncements to have a significant impact on its results of operations, financial position or cash flow. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of lease payments | The Company is committed to lease payments as follows: Fiscal year ending September 30, 2017 $ 84,142 2018 112,189 2019 56,094 $ 252,425 |
Schedule of exercisable share purchase warrants outstanding | At December 31, 2016 and September 30, 2016, the Company had 1,809,309 share purchase warrants outstanding with a weighted average exercise price of $2.70 as follows: Number Exercise Price Expiry Date 1,462,180 $ 3.00 July 5, 2018 30,000 $ 4.00 February 24, 2019 277,127 $ 1.20 March 13, 2019 1,252 $ 1.68 March 13, 2019 31,250 $ 1.24 May 31, 2019 7,500 $ 1.04 May 31, 2019 1,809,309 |
Schedule of outstanding stock purchase options | A summary of the status of Company’s outstanding stock purchase options for the three months ended December 31, 2016 and for the year ended September 30, 2016 is presented below: Number of Weighted Weighted Outstanding at October 1, 2015 1,822,500 $ 2.00 Granted 2,401,500 $ 5.22 $ 4.38 Expired (25,000 ) $ 14.68 Outstanding at September 30, 2016 4,199,000 $ 3.76 Granted 155,000 $ 3.70 $ 3.16 Outstanding at December 31, 2016 4,354,000 $ 3.76 Exercisable at December 31, 2016 2,449,638 $ 2.65 Exercisable at September 30, 2016 2,290,716 $ 2.41 |
Schedule of stock options outstanding | At December 31, 2016, the following stock options were outstanding: Number of Shares Aggregate Remaining Number Exercise Intrinsic Contractual Total Vested Price Expiry Date Value Life (yrs) 500,000 500,000 $ 1.60 July 5, 2023 1,180,000 6.51 75,000 50,000 $ 1.20 May 7, 2024 207,000 7.35 125,000 62,500 $ 1.32 May 8, 2024 330,000 7.35 718,750 479,170 $ 0.92 April 2, 2025 2,185,000 8.25 50,000 25,001 $ 1.44 June 8, 2025 126,000 8.44 50,000 16,667 $ 1.76 June 15, 2025 110,000 8.45 278,750 139,375 $ 5.04 September 18, 2025 - 8.71 1,500 1,500 $ 5.64 September 30, 2025 - 8.75 31,250 13,020 $ 5.68 October 2, 2025 - 8.75 25,000 10,416 $ 8.98 October 16, 2025 - 8.79 1,500 1,500 $ 5.57 December 31, 2025 - 9.00 1,500 1,500 $ 4.90 March 31, 2026 - 9.25 1,500 1,500 $ 5.66 April 27, 2026 - 9.32 50,000 16,288 $ 4.09 May 18, 2026 - 9.38 1,500 1,500 $ 6.11 June 30, 2026 - 9.49 379,625 31,635 $ 6.26 July 5, 2026 - 9.51 861,429 71,785 $ 7.06 July 18, 2026 - 9.54 40,000 6,667 $ 3.06 September 7, 2026 36,000 9.68 1,006,696 1,006,696 $ 3.28 September 22, 2026 684,553 9.72 140,000 11,668 $ 3.63 October 3, 2026 46,200 9.75 15,000 1,250 $ 4.35 December 9, 2026 - 9.94 4,354,000 2,449,638 $ 4,904,753 |
Schedule of general and administrative expenses and research and development expenses | These amounts have been included in general and administrative expenses and research and development expenses on the Company’s statement of operations as follows: December 31, 2016 2015 General and administrative $ 427,583 $ 141,829 Research and development 461,684 74,192 Total share based compensation $ 889,267 $ 216,020 |
Schedule of weighted average assumptions for fair value of each option award | The fair value of each option award is estimated on the date of grant using the Black Scholes option pricing model based on the following weighted average assumptions: 2016 2015 Risk-free interest rate 1.52 % 1.66 % Expected life of options (years) 6.95 7.01 Annualized volatility 111.45 % 101.50 % Dividend rate 0.00 % 0.00 % |
Business Description and Basi17
Business Description and Basis of Presentation (Details Narrative) - shares | 3 Months Ended | 12 Months Ended |
Dec. 31, 2016 | Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Loss per share for potentially dilutive common shares | 6,163,309 | 6,008,309 |
Deferred Grant Income (Details
Deferred Grant Income (Details Narrative) - USD ($) | Jun. 19, 2015 | Dec. 31, 2016 | Dec. 31, 2015 |
Awarded grant funding amount | $ 286,455 | ||
Grant received | $ 214,836 | ||
Grant income | 35,286 | $ 610,148 | |
Deferred grant income | $ (39,051) | (39,055) | |
Research & Development Incentive Program (Australian Government) [Member] | |||
Grant income | $ 571,093 |
Lincoln Park Purchase Agreeme19
Lincoln Park Purchase Agreement (Details Narrative) - 2015 Purchase Agreement [Member] - Lincoln Park Capital Fund, LLC [Member] - USD ($) | Oct. 21, 2015 | Dec. 31, 2016 |
Total number of shares obligated to purchase | $ 50,000,000 | |
Agreement term | 36 months | |
Description of purchases price | The Company may direct Lincoln Park, at its sole discretion, and subject to certain conditions, to purchase up to 50,000 shares of common stock on any business day, provided that at least one business day has passed since the most recent purchase. The amount of a purchase may be increased under certain circumstances provided, however that Lincoln Park’s committed obligation under any single purchase shall not exceed $2,000,000. The purchase price of shares of common stock related to the future funding will be based on the then prevailing market prices of such shares at the time of sales as described in the 2015 Purchase Agreement. | |
Number of shares issued | 179,598 | 4,500,012 |
Pro rata basic number of shares obligated to purchase | 89,799 | |
Number of shares issued for aggregate purchase price | 4,472,841 | |
Number of shares issued for aggregate purchase price, value | $ 15,128,272 | |
Number of shares issued for commitment | 27,171 | |
Amount of shares remain available | $ 33,513,928 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) | Dec. 31, 2016 | Sep. 30, 2016 |
Directors and Officers [Member] | ||
Accounts payable and accrued liabilities | $ 36,816 | $ 59,264 |
Commitments (Details)
Commitments (Details) | Dec. 31, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 84,142 |
2,018 | 112,189 |
2,019 | 56,094 |
Operating leases, future minimum payments receivable | $ 252,425 |
Commitments (Details 1)
Commitments (Details 1) | 3 Months Ended |
Dec. 31, 2016$ / sharesshares | |
First Purchase Warrants [Member] | |
Number | 1,462,180 |
Exercise Price | $ / shares | $ 3 |
Expiry Date | Jul. 5, 2018 |
Second Purchase Warrants [Member] | |
Number | 30,000 |
Exercise Price | $ / shares | $ 4 |
Expiry Date | Feb. 24, 2019 |
Third Purchase Warrants [Member] | |
Number | 277,127 |
Exercise Price | $ / shares | $ 1.20 |
Expiry Date | Mar. 13, 2019 |
Four Purchase Warrants [Member] | |
Number | 1,252 |
Exercise Price | $ / shares | $ 1.68 |
Expiry Date | Mar. 13, 2019 |
Five Purchase Warrants [Member] | |
Number | 31,250 |
Exercise Price | $ / shares | $ 1.24 |
Expiry Date | May 31, 2019 |
Six Purchase Warrants [Member] | |
Number | 7,500 |
Exercise Price | $ / shares | $ 1.04 |
Expiry Date | May 31, 2019 |
Purchase Warrants [Member] | |
Number | 1,809,309 |
Commitments (Details 2)
Commitments (Details 2) - 2015 Omnibus Incentive Plan [Member] - $ / shares | 3 Months Ended | 12 Months Ended |
Dec. 31, 2016 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding at beginning | 4,199,000 | 1,822,500 |
Granted | 155,000 | 2,401,500 |
Expired | (25,000) | |
Outstanding at ending | 4,354,000 | 4,199,000 |
Exercisable at ending | 2,449,638 | 2,290,716 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||
Outstanding at beginning | $ 3.76 | $ 2 |
Granted | 3.70 | 5.22 |
Expired | 14.68 | |
Outstanding at ending | 3.76 | 3.76 |
Exercisable at ending | 2.65 | 2.41 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Roll Forward] | ||
Granted | $ 3.16 | $ 4.38 |
Commitments (Details 3)
Commitments (Details 3) - USD ($) | 3 Months Ended | ||
Dec. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
First Stock Option [Member] | |||
Total Number of Shares | 500,000 | ||
Number of Vested Shares | 500,000 | ||
Exercise Price | $ 1.6 | ||
Expiry Date | Jul. 5, 2023 | ||
Aggregate Intrinsic Value | $ 1,180,000 | ||
Remaining Contractual Life (in years) | 6 years 6 months 4 days | ||
Second Stock Option [Member] | |||
Total Number of Shares | 75,000 | ||
Number of Vested Shares | 50,000 | ||
Exercise Price | $ 1.20 | ||
Expiry Date | May 7, 2024 | ||
Aggregate Intrinsic Value | $ 207,000 | ||
Remaining Contractual Life (in years) | 7 years 4 months 6 days | ||
Third Stock Option [Member] | |||
Total Number of Shares | 125,000 | ||
Number of Vested Shares | 62,250 | ||
Exercise Price | $ 1.32 | ||
Expiry Date | May 8, 2024 | ||
Aggregate Intrinsic Value | $ 330,000 | ||
Remaining Contractual Life (in years) | 7 years 4 months 6 days | ||
Four Stock Option [Member] | |||
Total Number of Shares | 718,750 | ||
Number of Vested Shares | 479,170 | ||
Exercise Price | $ 0.92 | ||
Expiry Date | Apr. 2, 2025 | ||
Aggregate Intrinsic Value | $ 2,185,000 | ||
Remaining Contractual Life (in years) | 8 years 3 months | ||
Five Stock Option [Member] | |||
Total Number of Shares | 50,000 | ||
Number of Vested Shares | 25,001 | ||
Exercise Price | $ 1.44 | ||
Expiry Date | Jun. 8, 2025 | ||
Aggregate Intrinsic Value | $ 126,000 | ||
Remaining Contractual Life (in years) | 8 years 5 months 8 days | ||
Six Stock Option [Member] | |||
Total Number of Shares | 50,000 | ||
Number of Vested Shares | 16,667 | ||
Exercise Price | $ 1.76 | ||
Expiry Date | Jun. 15, 2025 | ||
Aggregate Intrinsic Value | $ 110,000 | ||
Remaining Contractual Life (in years) | 8 years 5 months 12 days | ||
Seven Stock Option [Member] | |||
Total Number of Shares | 278,750 | ||
Number of Vested Shares | 139,375 | ||
Exercise Price | $ 5.04 | ||
Expiry Date | Sep. 18, 2025 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 8 years 8 months 16 days | ||
Eight Stock Option [Member] | |||
Total Number of Shares | 1,500 | ||
Number of Vested Shares | 1,500 | ||
Exercise Price | $ 5.64 | ||
Expiry Date | Sep. 30, 2025 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 8 years 9 months | ||
Nine Stock Option [Member] | |||
Total Number of Shares | 31,250 | ||
Number of Vested Shares | 13,020 | ||
Exercise Price | $ 5.68 | ||
Expiry Date | Oct. 2, 2025 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 8 years 9 months | ||
Ten Stock Option [Member] | |||
Total Number of Shares | 25,000 | ||
Number of Vested Shares | 10,416 | ||
Exercise Price | $ 8.98 | ||
Expiry Date | Oct. 16, 2025 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 8 years 9 months 14 days | ||
Eleven Stock Option [Member] | |||
Total Number of Shares | 1,500 | ||
Number of Vested Shares | 1,500 | ||
Exercise Price | $ 5.57 | ||
Expiry Date | Dec. 31, 2025 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 9 years | ||
Twelave Stock Option [Member] | |||
Total Number of Shares | 1,500 | ||
Number of Vested Shares | 1,500 | ||
Exercise Price | $ 4.9 | ||
Expiry Date | Mar. 31, 2026 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 9 years 3 months | ||
Thirteen Stock Option [Member] | |||
Total Number of Shares | 1,500 | ||
Number of Vested Shares | 1,500 | ||
Exercise Price | $ 5.66 | ||
Expiry Date | Apr. 27, 2026 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 9 years 3 months 25 days | ||
Fourteen Stock Option [Member] | |||
Total Number of Shares | 50,000 | ||
Number of Vested Shares | 16,288 | ||
Exercise Price | $ 4.09 | ||
Expiry Date | May 18, 2026 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 9 years 4 months 17 days | ||
Fifteen Stock Option [Member] | |||
Total Number of Shares | 1,500 | ||
Number of Vested Shares | 1,500 | ||
Exercise Price | $ 6.11 | ||
Expiry Date | Jun. 30, 2026 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 9 years 5 months 26 days | ||
Sixteen Stock Option [Member] | |||
Total Number of Shares | 379,625 | ||
Number of Vested Shares | 31,635 | ||
Exercise Price | $ 6.26 | ||
Expiry Date | Jul. 5, 2026 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 9 years 6 months 4 days | ||
Seventeen Stock Option [Member] | |||
Total Number of Shares | 861,429 | ||
Number of Vested Shares | 71,785 | ||
Exercise Price | $ 7.06 | ||
Expiry Date | Jul. 18, 2026 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 9 years 6 months 14 days | ||
Eighteen Stock Option [Member] | |||
Total Number of Shares | 40,000 | ||
Number of Vested Shares | 6,667 | ||
Exercise Price | $ 3.06 | ||
Expiry Date | Sep. 7, 2026 | ||
Aggregate Intrinsic Value | $ 36,000 | ||
Remaining Contractual Life (in years) | 9 years 8 months 16 days | ||
Nineteen Stock Option [Member] | |||
Total Number of Shares | 1,006,696 | ||
Number of Vested Shares | 1,006,696 | ||
Exercise Price | $ 3.28 | ||
Expiry Date | Sep. 22, 2026 | ||
Aggregate Intrinsic Value | $ 6,845,553 | ||
Remaining Contractual Life (in years) | 9 years 8 months 19 days | ||
Twenty Stock Option [Member] | |||
Total Number of Shares | 140,000 | ||
Number of Vested Shares | 11,668 | ||
Exercise Price | $ 3.63 | ||
Expiry Date | Oct. 3, 2026 | ||
Aggregate Intrinsic Value | $ 46,200 | ||
Remaining Contractual Life (in years) | 9 years 9 months | ||
Twenty One Stock Option [Member] | |||
Total Number of Shares | 15,000 | ||
Number of Vested Shares | 1,250 | ||
Exercise Price | $ 4.35 | ||
Expiry Date | Dec. 9, 2026 | ||
Aggregate Intrinsic Value | |||
Remaining Contractual Life (in years) | 9 years 11 months 8 days | ||
2015 Omnibus Incentive Plan [Member] | |||
Total Number of Shares | 4,354,000 | 4,199,000 | 1,822,500 |
Number of Vested Shares | 2,449,638 | ||
Exercise Price | $ 3.76 | $ 3.76 | $ 2 |
Aggregate Intrinsic Value | $ 4,904,753 |
Commitments (Details 4)
Commitments (Details 4) - USD ($) | 3 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Total share based compensation | $ 216,020 | |
General and administrative [Member] | ||
Total share based compensation | $ 427,583 | 141,829 |
Research and development [Member] | ||
Total share based compensation | $ 461,684 | $ 74,192 |
Commitments (Details 5)
Commitments (Details 5) | 3 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Risk-free interest rate | 1.52% | 1.66% |
Expected life of options (years) | 6 years 11 months 12 days | 7 years 4 days |
Annualized volatility | 111.45% | 101.50% |
Dividend rate | 0.00% | 0.00% |
Commitments (Details Narrative)
Commitments (Details Narrative) - USD ($) | 3 Months Ended | |
Dec. 31, 2016 | Jan. 01, 2017 | |
Remaining stock based compensation | $ 7,341,855 | |
2015 Omnibus Incentive Plan [Member] | ||
Maximum number of common shares reserved for future issuance | 6,050,553 | |
Description of grant option | The exercise price will be determined by the board of directors at the time of grant shall be at least equal to the fair market value on such date. If the grantee is a 10% stockholder on the grant date, then the exercise price shall not be less than 110% of fair market value of the Company’s shares of common stock on the grant date. | |
Expiration period | 10 years | |
Purchase Warrants [Member] | ||
Number of warrant exercisable | 1,809,309 | |
Weighted average exercise price | $ 2.70 | |
Expiration date | Jul. 5, 2018 | |
Description of cancellation policy | The Company may have the option to call for cancellation of all or any portion of the warrants for consideration equal to $0.001 per share, provided the quoted market price of the Companys common stock exceeds $6.00 for a period of twenty consecutive trading days, subject to certain minimum volume restrictions and other restrictions as provided in the warrant agreements. | |
Purchase Warrants [Member] | Subsequent Event [Member] | ||
Number of warrants exercised | 200,000 | |
Number of common shares called | 52,562 |
Supplemental Cash Flow Inform28
Supplemental Cash Flow Information (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended |
Dec. 31, 2015 | Sep. 30, 2015 | |
Supplemental Cash Flow Elements [Abstract] | ||
Number of shares issued | 1,162 | |
Additional number of equity instrument issued upon conversion | 167,415 | |
Debt beneficial conversion feature | $ 1,162 | |
Conversion price (in dollars per share) | $ 1 |