Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Oct. 10, 2022 | Dec. 31, 2021 | |
Document And Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Jun. 30, 2022 | ||
Entity File Number | 001-35023 | ||
Entity Registrant Name | iBio, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 26-2797813 | ||
Entity Address, Address Line One | 8800 HSC Parkway | ||
Entity Address, City or Town | Bryan | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 77807-1107 | ||
City Area Code | 302 | ||
Local Phone Number | 355-0650 | ||
Title of 12(b) Security | Common Stock | ||
Trading Symbol | IBIO | ||
Security Exchange Name | NYSEAMER | ||
Entity Current Reporting Status | 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 Central Index Key | 0001420720 | ||
Current Fiscal Year End Date | --06-30 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding | 9,006,583 | ||
Entity Public Float | $ 119,731,492 | ||
Auditor Name | CohnReznick LLP | ||
Auditor Firm ID | 596 | ||
Auditor Location | Holmdel, New Jersey |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 22,676,000 | $ 77,404,000 |
Accounts receivable - trade | 1,000,000 | 426,000 |
Settlement receivable - current portion | 5,100,000 | 5,100,000 |
Investments in debt securities | 10,845,000 | 19,570,000 |
Inventory | 3,900,000 | 27,000 |
Prepaid expenses and other current assets | 1,549,000 | 2,070,000 |
Total Current Assets | 45,070,000 | 104,597,000 |
Restricted cash | 5,996,000 | 0 |
Convertible promissory note receivable and accrued interest | 1,631,000 | 1,556,000 |
Settlement receivable - noncurrent portion | 5,100,000 | |
Finance lease right-of-use assets, net of accumulated amortization | 74,000 | 26,111,000 |
Operating lease right-of-use asset | 5,020,000 | |
Fixed assets, net of accumulated depreciation | 36,661,000 | 8,628,000 |
Intangible assets, net of accumulated amortization | 4,851,000 | 952,000 |
Prepaid expenses - noncurrent | 74,000 | |
Security deposits | 29,000 | 24,000 |
Total Assets | 99,406,000 | 146,968,000 |
Current liabilities: | ||
Accounts payable | 4,264,000 | 2,254,000 |
Accrued expenses (related party of $0 and $701 as of June 30, 2022 and 2021, respectively) | 3,764,000 | 3,001,000 |
Finance lease obligations - current portion | 46,000 | 367,000 |
Operating lease obligation - current portion | 101,000 | |
Note payable - PPP loan - current portion | 600,000 | |
Term note payable - net of deferred financing costs | 22,161,000 | 600,000 |
Contract liabilities | 100,000 | 423,000 |
Total Current Liabilities | 30,436,000 | 6,645,000 |
Finance lease obligations - net of current portion | 30,000 | 31,755,000 |
Operating lease obligation - net of current portion | 5,455,000 | |
Total Liabilities | 35,921,000 | 38,400,000 |
iBio, Inc. Stockholders' Equity: | ||
Series 2022 Convertible Preferred Stock - $.001 par value; 1,000,000 shares authorized; 1,000 and 0 shares issued and outstanding as of June 30, 2022 and 2021, respectively | ||
Common stock - $0.001 par value; 275,000,000 shares authorized at June 30, 2022, and June 30, 2021; 8,727,158 and 8,714,924 shares issued and outstanding as of June 30, 2022 and 2021, respectively | 9,000 | 9,000 |
Additional paid-in capital | 287,619,000 | 282,266,000 |
Accumulated other comprehensive loss | (213,000) | (63,000) |
Accumulated deficit | (223,930,000) | (173,627,000) |
Total iBio, Inc. Stockholders' Equity | 63,485,000 | 108,585,000 |
Noncontrolling interest | (17,000) | |
Total Equity | 63,485,000 | 108,568,000 |
Total Liabilities and Equity | $ 99,406,000 | $ 146,968,000 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) $ in Thousands | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2021 USD ($) $ / shares shares |
Consolidated Balance Sheets | ||
Accrued expenses, related parties | $ | $ 0 | $ 701 |
Preferred Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | |
Preferred Stock, Shares Authorized | 1,000,000 | |
Preferred Stock, Shares Issued | 1,000 | 0 |
Preferred Stock, Shares Outstanding | 1,000 | 0 |
Common Stock, Par or Stated Value Per Share | $ / shares | $ 0.001 | $ 0.001 |
Common Stock, Shares Authorized | 275,000,000 | 275,000,000 |
Common Stock, Shares, Issued | 8,727,158 | 8,714,924 |
Common Stock, Shares, Outstanding | 8,727,158 | 8,714,924 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Consolidated Statements of Operations and Comprehensive Loss | ||
Revenues | $ 2,383 | $ 2,371 |
Cost of goods sold | 216 | 1,462 |
Gross profit | 2,167 | 909 |
Operating expenses: | ||
Research and development | 17,729 | 9,989 |
General and administrative (related party of $250 and $1,587) | 34,128 | 22,031 |
Total operating expenses | 51,857 | 32,020 |
Operating loss | (49,690) | (31,111) |
Other income (expense): | ||
Interest expense (related party of $810 and $2,446) | (1,412) | (2,454) |
Interest income | 178 | 140 |
Royalty income | 7 | 12 |
Settlement income | 10,200 | |
Forgiveness of note payable and accrued interest - SBA loan | 607 | |
Other | 6 | |
Total other income (expense) | (614) | 7,898 |
Consolidated net loss | (50,304) | (23,213) |
Net loss attributable to noncontrolling interest | 1 | 6 |
Net loss attributable to iBio, Inc. | (50,303) | (23,207) |
Preferred stock dividends | (88) | (260) |
Net loss attributable to iBio, Inc. stockholders | (50,391) | (23,467) |
Comprehensive loss: | ||
Consolidated net loss | (50,304) | (23,213) |
Other comprehensive loss - unrealized loss on debt securities | (150) | (29) |
Other comprehensive loss - foreign currency translation adjustments | (1) | |
Comprehensive loss | $ (50,454) | $ (23,243) |
Loss per common share attributable to iBio, Inc. stockholders - basic | $ (5.78) | $ (3) |
Loss per common share attributable to iBio, Inc. stockholders - diluted | $ (5.78) | $ (3) |
Weighted-average common shares outstanding - basic | 8,721 | 7,825 |
Weighted-average common shares outstanding - diluted | 8,721 | 7,825 |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 USD ($) | Jun. 30, 2021 USD ($) | |
Consolidated Statements of Operations and Comprehensive Loss | ||
Operating expenses general and administrative, related party | $ 250 | $ 1,587 |
Interest expense, related party | $ 810 | $ 2,446 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Loss [Member] | Accumulated Deficit [Member] | Noncontrolling Interest [Member] | Total |
Balance at Jun. 30, 2020 | $ 6 | $ 207,065 | $ (33) | $ (150,420) | $ (11) | $ 56,607 | |
Balance (in shares) at Jun. 30, 2020 | 6,000 | 5,603,000 | |||||
Capital raises | $ 2 | 78,274 | 78,276 | ||||
Capital raises (in shares) | 1,953,000 | ||||||
Costs to raise capital and warrant exchange | (4,713) | (4,713) | |||||
Exercise of stock options | 54 | $ 54 | |||||
Exercise of stock options (in shares) | 2,000 | 2,147 | |||||
Vesting of RSU's | 1 | $ 1 | |||||
Conversion of preferred stock to common stock | $ 1 | (1) | |||||
Conversion of preferred stock to common stock (in shares) | (6,000) | 1,157,000 | |||||
Share-based compensation | 1,586 | 1,586 | |||||
Foreign currency translation adjustment | (1) | (1) | |||||
Unrealized loss on available-for-sale debt securities | (29) | (29) | |||||
Net loss | (23,207) | (6) | (23,213) | ||||
Balance at Jun. 30, 2021 | $ 9 | 282,266 | (63) | (173,627) | (17) | 108,568 | |
Balance (in shares) at Jun. 30, 2021 | 8,715,000 | ||||||
Sale of preferred stock (in shares) | 1,000 | ||||||
Exercise of stock options | 77 | $ 77 | |||||
Exercise of stock options (in shares) | 3,000 | 3,380 | |||||
Vesting of RSU's (in shares) | 9,000 | ||||||
Warrant issued for Transaction | 967 | $ 967 | |||||
Acquisition of remaining portion of iBio CDMO | (68) | 18 | (50) | ||||
Share-based compensation | 4,377 | 4,377 | |||||
Unrealized loss on available-for-sale debt securities | (150) | (150) | |||||
Net loss | (50,303) | $ (1) | (50,304) | ||||
Balance at Jun. 30, 2022 | $ 9 | $ 287,619 | $ (213) | $ (223,930) | $ 63,485 | ||
Balance (in shares) at Jun. 30, 2022 | 1,000 | 8,727,000 |
Consolidated Statements of St_2
Consolidated Statements of Stockholders' Equity (Parenthetical) | Oct. 07, 2022 |
Consolidated Statements of Stockholders' Equity | |
Reverse stock split, shares received per share tendered | 0.04 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Cash flows from operating activities: | ||
Consolidated net loss | $ (50,304,000) | $ (23,213,000) |
Adjustments to reconcile consolidated net loss to net cash used in operating activities: | ||
Share-based compensation | 4,377,000 | 1,586,000 |
Amortization of intangible assets | 401,000 | 291,000 |
Amortization of finance lease right-of-use assets | 599,000 | 1,651,000 |
Amortization of operating lease right-of-use assets | 516,000 | |
Depreciation of fixed assets | 2,275,000 | 472,000 |
Accrued interest receivable on convertible promissory note receivable | (75,000) | (56,000) |
Amortization of premiums on debt securities | 312,000 | 216,000 |
Loss on abandonment of intangible assets | 143,000 | |
Amortization of deferred financing costs | 107,000 | |
Forgiveness of note payable and accrued interest - SBA loan | (607,000) | |
Settlement of revenue contract | (84,000) | |
Impairment of investment in equity security | 1,760,000 | |
Changes in operating assets and liabilities: | ||
Accounts receivable - trade | (886,000) | (426,000) |
Accounts receivable - other | (112,000) | |
Settlement receivable | 5,100,000 | (10,200,000) |
Inventory | (3,873,000) | 772,000 |
Prepaid expenses and other current assets | 307,000 | (1,746,000) |
Prepaid expenses - noncurrent | (74,000) | |
Security deposit | (5,000) | |
Accounts payable | 1,239,000 | 48,000 |
Accrued expenses | 1,443,000 | 1,897,000 |
Operating lease obligations | (15,000) | |
Contract liabilities | 7,000 | (1,387,000) |
Net cash used in operating activities | (37,480,000) | (30,064,000) |
Cash flows from investing activities: | ||
Purchases of debt securities | (5,355,000) | (23,816,000) |
Redemption of debt securities | 13,618,000 | 4,000,000 |
Purchase of equity security | (1,760,000) | |
Additions to intangible assets | (4,300,000) | (242,000) |
Purchases of fixed assets | (7,330,000) | (4,920,000) |
Issuance of note receivable | (1,500,000) | |
Net cash used in investing activities | (5,127,000) | (26,478,000) |
Cash flows from financing activities: | ||
Payment of finance lease obligation | (5,830,000) | (331,000) |
Proceeds from sales of preferred and common stock | 78,276,000 | |
Proceeds from subscription receivable | 5,549,000 | |
Proceeds from exercise of stock options | 77,000 | 54,000 |
Cost to attain term note | (322,000) | |
Acquisition of noncontrolling interest | (50,000) | |
Costs to raise capital | (4,713,000) | |
Net cash (used in) provided by financing activities | (6,125,000) | 78,835,000 |
Effect of exchange rate changes | (1,000) | |
Net (decrease) increase in cash, cash equivalents and restricted cash | (48,732,000) | 22,292,000 |
Cash, cash equivalents - beginning | 77,404,000 | 55,112,000 |
Cash, cash equivalents and restricted cash - end | 28,672,000 | 77,404,000 |
Schedule of non-cash activities: | ||
Increase in ROU operating assets and liabilities for new leases | 5,570,000 | 146,000 |
Conversion of preferred stock shares into common stock shares | 29,000 | |
Fixed assets included in accounts payable in prior period, paid in current period | 791,000 | |
Unrealized loss on available-for-sale debt securities | 150,000 | 29,000 |
Lease incentive for construction in progress | 82,000 | |
Unpaid fixed assets included in accounts payable | 1,769,000 | 791,000 |
Termination of finance ROU assets including issuance of warrant | 25,386,000 | |
Note payable to acquire Facility | 22,375,000 | |
Settlement of revenue contract | 580,000 | |
Issuance of warrant for final finance lease obligation payment | 217,000 | |
Acquisition of noncontrolling interest | 18,000 | |
Legal costs related to Fraunhofer litigation | (16,000,000) | |
Legal cost recovery - Fraunhofer litigation | 16,000,000 | |
Accounts receivable and accounts payable offset related to Fraunhofer settlement | 75,000 | |
Supplemental cash flow information: | ||
Cash paid during the period for interest | $ 1,045,000 | $ 2,446,000 |
Nature of Business
Nature of Business | 12 Months Ended |
Jun. 30, 2022 | |
Nature of Business [Abstract] | |
Nature of Business | 1. Nature of Business iBio, Inc. (“we”, “us”, “our”, “iBio”, “iBio, Inc” or the “Company”) is a developer of next-generation biopharmaceuticals using our proprietary Artificial Intelligence (“AI”)-Driven Discovery Platform and FastPharming ® FastPharming FastPharming FastPharming Glycaneering SM We operate in two segments: (i) Biopharmaceuticals; Bioprocessing On September 19, 2022 , : ● AI Drug Discovery Platform : A patented system that uses artificial intelligence (“AI”) to design 3D models of subdominant and conformational epitopes to facilitate the creation of antibody drug candidates against previously hard-to-target tumors. ● Previously Licensed Candidates : All rights, with no future milestone payments or royalty obligations, to IBIO-101, an IL-2 sparing anti-CD25 antibody for depletion of regulatory T cells, along with the jointly discovered monoclonal antibody (“Target 6”) that was identified in Q2 FY2022 using the Discovery Engine. ● New Therapeutic Candidates : Three immuno-oncology candidates, plus a partnership-ready PD-1 agonist for serious autoimmune diseases such as systemic lupus erythematosus and multiple sclerosis. We expect the addition of new therapeutic candidates and an AI-driven drug discovery platform for difficult to treat tumors to strengthen its Biopharmaceutical discovery and development capabilities. Meanwhile, IBIO-101 remains our lead immuno-oncology asset. For our Bioprocessing area, the FastPharming Nicotiana benthamiana ( In an effort to focus our resources on the promising new AI discovery platform and entering the clinic with our lead compounds, we have initiated a review of potential options to accelerate our transformation into a platform drug discovery and development company while extending our cash runway. These include a review of the pipeline, asset sales or licenses, partnerships, portfolio decisions, cost reductions, and efforts to raise additional capital, including non-dilutive additions of capital. |
Basis of Presentation
Basis of Presentation | 12 Months Ended |
Jun. 30, 2022 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | 2. Basis of Presentation The consolidated financial statements have been prepared in accordance with conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and include the accounts of iBio Inc. and its subsidiaries. All significant intercompany transactions and accounts have been eliminated in consolidation. Non-controlling interest in the consolidated financial statements represents the share of the loss in iBio CDMO for two affiliates of Eastern Capital Limited (the “Eastern Affiliates”). See Note 21 – Related Party Transactions for additional information. Going Concern The history of significant losses, the negative cash flow from operations, the limited cash resources on hand and the dependence by the Company on its ability – about which there was uncertainty – to obtain additional financing to fund its operations after the current cash resources are exhausted raises substantial doubt about the Company's ability to continue as a going concern. The Company is currently evaluating a number of potential options to expand its cash runway, the implementation of which will impact the Company’s liquidity. Potential options being considered to increase liquidity include lowering our expenses through a decreasing spending and focusing product development on a select number of product candidates, the sale or out-licensing of certain product candidates or parts of the business, raising money from capital markets, grant revenue or collaborations, or a combination thereof. The Company’s cash, cash equivalents and investments in debt securities of $39.5 million as of June 30, 2022, is not anticipated to be sufficient to support operations beyond Q3 of Fiscal 2023 unless the Company reduces its burn rate or increases its capital as described above. Regardless of whether the Company is able to reduce its burn rate or sell or out-license certain assets or parts of the business, the Company will need to raise additional capital in order to fully execute its longer-term business plan. It is the Company’s belief, in part based on input from expert advisors, that iBio will be able to implement one or more potential options that will allow the Company to have a cash runway for at least 12 months from the date of the filing of this Annual Report on Form 10-K and the goal is to implement one or more options that will allow the Company to have a cash runway longer than 12 months. There can be no assurance that the Company will be successful in implementing any of the options that we are evaluating. On October 11, 2022, we and Woodforest amended the Credit Agreement to: (i) include a payment of $5,500,000 of the outstanding principal balance owed under the Credit Agreement on the date of the amendment, (ii) include a payment of $5,100,000 of the outstanding principal balance owed under the Credit Agreement within two (2) business days upon our receipt of such amount owed to us by Fraunhofer as part of our legal settlement with them (see Item 3 – Legal Proceedings for more information), (iii) include principal payments of $250,000 per month in debt amortization for a 6 month period commencing the date of the amendment through March 2023, (iv) include an amendment fee of $22,375 and all costs and expenses, (v) require delivery of a report detailing cash flow expenditures every two (2) weeks for the period prior to the delivery of the last report and a monthly 12-month forecast (vi) reduce the liquidity covenant in the Guaranty (as defined in the Credit Agreement) from $10 million to $7.5 million with the ability to lower the liquidity covenant to $5.0 million upon the occurrence of a specific milestone in the Credit Agreement, and (vii) change the annual filing requirement solely for the fiscal year ending June 30, 2022, such that the filing is acceptable with or without a “going concern” designation. In addition, Woodforest cancelled the irrevocable letter of credit issued by JPMorgan Chase Bank upon closing of the amendment. If we fail to successfully extend our cash runway via strategic options or other alternatives as described we would be in violation of the liquidity covenant on December 31, 2022. The accompanying financial statements do not include any adjustments related to the recoverability and classification of assets or the amounts and classification of liabilities that may result from the possible inability of the Company to continue as a going concern. Reverse Stock Split On September 22, 2022, the Company's Board of Directors approved the implementation of a reverse stock split at a ratio of one-for-twenty five ( 1 one |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jun. 30, 2022 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 3. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. These estimates include liquidity assertions, the valuation of intellectual property including impairment considerations, legal and contractual contingencies and share-based compensation. Although management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, actual results could differ from these estimates. Accounts Receivable Accounts receivable are reported at their outstanding unpaid principal balances net of allowances for uncollectible accounts. The Company provides for allowances for uncollectible receivables based on management’s estimate of uncollectible amounts considering age, collection history, and any other factors considered appropriate. The Company writes off accounts receivable against the allowance for doubtful accounts when a balance is determined to be uncollectible. At June 30, 2022, and 2021, the Company determined that an allowance for doubtful accounts was not needed. Revenue Recognition The Company accounts for its revenue recognition under Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers The Company’s contract revenue consists primarily of amounts earned under contracts with third-party customers and reimbursed expenses under such contracts. The Company analyzes its agreements to determine whether the elements can be separated and accounted for individually or as a single unit of accounting. Allocation of revenue to individual elements that qualify for separate accounting is based on the separate selling prices determined for each component, and total contract consideration is then allocated pro rata across the components of the arrangement. If separate selling prices are not available, the Company will use its best estimate of such selling prices, consistent with the overall pricing strategy and after consideration of relevant market factors. In general, the Company applies the following steps when recognizing revenue from contracts with customers: (i) identify the contract, (ii) identify the performance obligations, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations and (v) recognize revenue when a performance obligation is satisfied. The nature of the Company’s contracts with customers generally falls within the three key elements of the Company’s business plan: CDMO Facility Activities; Product Candidate Pipeline, and Facility Design and Build-out / Technology Transfer services. Recognition of revenue is driven by satisfaction of the performance obligations using one of two methods: revenue is either recognized over time or at a point in time. Contracts containing multiple performance obligations classify those performance obligations into separate units of accounting either as standalone or combined units of accounting. For those performance obligations treated as a standalone unit of accounting, revenue is generally recognized based on the method appropriate for each standalone unit. For those performance obligations treated as a combined unit of accounting, revenue is generally recognized as the performance obligations are satisfied, which generally occurs when control of the goods or services have been transferred to the customer or client or once the client or customer is able to direct the use of those goods and / or services as well as obtaining substantially all of its benefits. As such, revenue for a combined unit of accounting is generally recognized based on the method appropriate for the last delivered item but due to the specific nature of certain project and contract items, management may determine an alternative revenue recognition method as appropriate, such as a contract whereby one deliverable in the arrangement clearly comprises the overwhelming majority of the value of the overall combined unit of accounting. Under this circumstance, management may determine revenue recognition for the combined unit of accounting based on the revenue recognition guidance otherwise applicable to the predominant deliverable. If a loss on a contract is anticipated, such loss is recognized in its entirety when the loss becomes evident. When the current estimates of the amount of consideration that is expected to be received in exchange for transferring promised goods or services to the customer indicates a loss will be incurred, a provision for the entire loss on the contract is made. At June 30, 2022, and 2021, the Company had no contract loss provisions. The Company generates (or may generate in the future) contract revenue under the following types of contracts: Fixed-Fee Under a fixed-fee contract, the Company charges a fixed agreed upon amount for a deliverable. Fixed-fee contracts have fixed deliverables upon completion of the project. Typically, the Company recognizes revenue for fixed-fee contracts after projects are completed, delivery is made and title transfers to the customer, and collection is reasonably assured. Revenue can be recognized either 1) over time or 2) at a point in time and is summarized below (in thousands). All revenue was recognized at a point in time for all periods presented. The following table summarizes revenue by type (in thousands): June 30, 2022 2021 License revenue $ 1,800 $ — CDMO services 583 2,371 Total revenue $ 2,383 $ 2,371 Time and Materials Under a time and materials contract, the Company charges customers an hourly rate plus reimbursement for other project specific costs. The Company recognizes revenue for time and material contracts based on the number of hours devoted to the project multiplied by the customer’s billing rate plus other project specific costs incurred. Contract Assets A contract asset is an entity's right to payment for goods and services already transferred to a customer if that right to payment is conditional on something other than the passage of time. Generally, an entity will recognize a contract asset when it has fulfilled a contract obligation but must perform other obligations before being entitled to payment. Contract assets consist primarily of the cost of project contract work performed by third parties whereby the Company expects to recognize any related revenue at a later date, upon satisfaction of the contract obligations. At both June 30, 2022 and 2021, contract assets were $0. Contract Liabilities A contract liability is an entity’s obligation to transfer goods or services to a customer at the earlier of (1) when the customer prepays consideration or (2) the time that the customer’s consideration is due for goods and services the entity will yet provide. Generally, an entity will recognize a contract liability when it receives a prepayment. Contract liabilities consist primarily of consideration received, usually in the form of payment, on project work to be performed whereby the Company expects to recognize any related revenue at a later date, upon satisfaction of the contract obligations. At June 30, 2022 and 2021, contract liabilities were $100,000 and $423,000, respectively. The Company recognized revenue of $178,000 in 2022 that was included in the contract liabilities balance as of June 30, 2021 and $1,087,000 in 2021 that was included in the contract liabilities balance as of June 30, 2020. Leases The Company accounts for leases under the guidance of ASC 842, . The standard established a right-of-use (“ROU”) model requiring a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months and classified as either an operating or finance lease. The adoption of ASC 842 had a significant effect on the Company’s balance sheet, resulting in an increase in non-current assets and both current and non-current liabilities. As the Company elected to adopt ASC 842 at the beginning of the period of adoption (July 1, 2019), the Company recorded the ROU and finance lease obligation as follows: 1. ROU measured at the carrying amount of the leased assets under Topic 840. 2. Finance lease liability measured at the carrying amount of the capital lease obligation under Topic 840 at the beginning of the period of adoption. The Company elected the package of practical expedients In accordance with ASC 842, at the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present and the classification of the lease including whether the contract involves the use of a distinct identified asset, whether the Company obtains the right to substantially all the economic benefit from the use of the asset, and whether the Company has the right to direct the use of the asset. Leases with a term greater than one year are recognized on the balance sheet as ROU assets, lease liabilities and, if applicable, long-term lease liabilities. The Company has elected not to recognize on the balance sheet leases with terms of one year or less under practical expedient in paragraph ASC 842-20-25-2. For contracts with lease and non-lease components, the Company has elected not to allocate the contract consideration and to account for the lease and non-lease components as a single lease component. The lease liability and the corresponding ROU assets are recorded based on the present value of lease payments over the expected remaining lease term. The implicit rate within the Company’s existing finance (capital) lease was determinable and, therefore, used at the adoption date of ASC 842 to determine the present value of lease payments under the finance lease. The implicit rate within the Company’s operating lease was not determinable and, therefore, the Company used the incremental borrowing rate at the lease commencement date to determine the present value of lease payments. The determination of the Company’s incremental borrowing rate requires judgement. The Company will determine the incremental borrowing rate for each new lease using its estimated borrowing rate. An option to extend the lease is considered in connection with determining the ROU asset and lease liability when it is reasonably certain we will exercise that option. An option to terminate is considered unless it is reasonably certain the Company will not exercise the option. Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents at June 30, 2022 and 2021 consisted of money market accounts. Restricted cash consists of collateral held for letters of credit obtained to the term note payable for the purchase of the 130,000 square foot cGMP manufacturing facility in Bryan, Texas located at 8800 HSC Parkway, Bryan, Texas 77807 (the “Facility”) (see Note 6 – Significant Transactions) and the San Diego operating lease (see Note 16 – Operating Lease Obligations) and a Company purchasing card. The Company’s bank requires an additional 5% collateral held above the actual letters of credit issued. Restricted cash value was $5,996,000 and $0 at June 30, 2022 and 2021, respectively. The following table summarizes the components of total cash, cash equivalents and restricted cash in the consolidated statement of cash flows (in thousands): June 30, June 30, 2022 2021 Cash and equivalents $ 22,676 $ 77,404 Collateral held for letter of credit - term note payable 5,743 — Collateral held for letter of credit - San Diego lease 198 Collateral held for Company purchasing card 55 — Total cash, cash equivalents and restricted cash $ 28,672 $ 77,404 Investments in Debt Securities Debt investments are classified as available-for-sale. Changes in fair value are recorded in other comprehensive income (loss). Fair value is calculated based on publicly available market information. Discounts and/or premiums paid when the debt securities are acquired are amortized to interest income over the terms of the debt securities. See Note 6 - Significant Transactions. Inventory Inventory is stated at the lower of cost or net realizable value on the first-in, first-out basis. The Company periodically evaluates inventory items and establishes reserves for obsolescence accordingly. Inventory consists of the following (table in thousands): June 30, June 30, 2022 2021 Raw materials $ 3,896 $ — Work in process 4 27 $ 3,900 $ 27 Research and Development The Company accounts for research and development costs in accordance with the Financial Accounting Standards Board (“FASB”) ASC 730-10, “ Research and Development incurred. Third-party research and development costs are expensed when the contracted work has been performed or as milestone results have been achieved. Right-of-Use Assets Assets held under the terms of finance (capital) leases are amortized on a straight-line basis over the terms of the leases or the economic lives of the assets. Obligations for future lease payments under finance (capital) leases are shown within liabilities and are analyzed between amounts falling due within and after one year. See Note 9 - Finance Lease ROU Assets and Note 15 - Finance Lease Obligations for additional information. Fixed Assets Fixed assets are stated at cost net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets ranging from three to fifteen years. Intangible Assets The Company accounts for intangible assets at either their historical cost or allocated purchase price at asset acquisition and records amortization utilizing the straight-line method based upon their estimated useful lives. Patents are amortized over a period of 10 years and other intellectual property is amortized over a period from 16 to 23 years unless they were determined to have indefinite lives. The Company reviews the carrying value of its intangible assets for impairment whenever events or changes in business circumstances indicate the carrying amount of such assets may not be fully recoverable. Evaluating for impairment requires judgment, and recoverability is assessed by comparing the projected undiscounted net cash flows of the assets over the remaining useful life to the carrying amount. Impairments, if any, are based on the excess of the carrying amount over the fair value of the assets. Share-based Compensation The Company recognizes the cost of all share-based payment transactions at fair value. Compensation cost, measured by the fair value of the equity instruments issued, adjusted for estimated forfeitures, is recognized in the financial statements as the respective awards are earned over the performance period. The Company uses historical data to estimate forfeiture rates. The impact that share-based payment awards will have on the Company’s results of operations is a function of the number of shares awarded, the trading price of the Company’s stock at the date of grant or modification, the vesting schedule and forfeitures. Furthermore, the application of the Black-Scholes option pricing model employs weighted-average assumptions for expected volatility of the Company’s stock, expected term until exercise of the options, the risk-free interest rate, and dividends, if any, to determine fair value. Expected volatility is based on historical volatility of the Company’s common stock (the “Common Stock”); the expected term until exercise represents the weighted-average period of time that options granted are expected to be outstanding giving consideration to vesting schedules and the Company’s historical exercise patterns; and the risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. The Company has not paid any dividends since its inception and does not anticipate paying any dividends for the foreseeable future, so the dividend yield is assumed to be zero. In addition, the Company estimates forfeitures at each reporting period rather than electing to record the impact of such forfeitures as they occur. See Note 19 – Share-Based Compensation for additional information. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be realized. The effect of a change in tax rates or laws on deferred tax assets and liabilities is recognized in operations in the period that includes the enactment date of the rate change. A valuation allowance is established to reduce the deferred tax assets to the amounts that are more likely than not to be realized from operations. Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able to sustain a position taken on an income tax return. The Company has no liability for uncertain tax positions as of June 30, 2022 and 2021. Interest and penalties, if any, related to unrecognized tax benefits would be recognized as income tax expense. The Company does not have any accrued interest or penalties associated with unrecognized tax benefits, nor was any significant interest expense recognized during 2022 and 2021. Concentrations of Credit Risk Cash The Company maintains principally all cash balances in one financial institution which, at times, may exceed the amount insured by the Federal Deposit Insurance Corporation. The exposure to the Company is solely dependent upon daily bank balances and the strength of the financial institution. The Company has not incurred any losses on these accounts. At June 30, 2022 and 2021, amounts in excess of insured limits were approximately $18,200,000 and $27,013,000, respectively. Revenue During the year ended June 30, 2022, the Company generated 100% of its revenue from 10 customers with one customer accounting for 76% of revenue related to a licensing agreement (see Note 20 – Fraunhofer Settlement). During the year ended June 30, 2021, the Company generated 99% of its revenue from four customers, each of whom individually accounted for more than 10% of revenue. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 12 Months Ended |
Jun. 30, 2022 | |
Recently Issued Accounting Pronouncements | |
Recently Issued Accounting Pronouncements | 4. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASU 2016-13, “ Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Financial Instruments - Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842): Effective Dates On July 1, 2021, the Company adopted ASU 2019-12, Simplifying the Accounting for Income Taxes Management does not believe that any other recently issued, but not yet effective, accounting standard if currently adopted would have a material effect on the accompanying consolidated financial statements. Most of the newer standards issued represent technical corrections to the accounting literature or application to specific industries which have no effect on the Company’s consolidated financial statements. |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurement | 12 Months Ended |
Jun. 30, 2022 | |
Financial Instruments and Fair Value Measurement [Abstract] | |
Financial Instruments and Fair Value Measurement | 5. Financial Instruments and Fair Value Measurement The carrying values of cash and cash equivalents, restricted cash, accounts receivable, accounts payable and accrued expenses in the Company’s consolidated balance sheets approximated their fair values as of June 30, 2022 and 2021 due to their short-term nature. The carrying value of the convertible promissory note receivable, term note payable and finance lease obligations approximated fair value as of June 30, 2022 and 2021 as the interest rates related to the financial instruments approximated market. The Company accounts for its investments in debt securities at fair value. The following provides a description of the three levels of inputs that may be used to measure fair value under the standard, the types of plan investments that fall under each category, and the valuation methodologies used to measure these investments at fair value: • • Level 2 – Inputs to the valuation include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in inactive markets, inputs other than quoted prices that are observable for the asset or liability, and inputs that are derived principally from or corroborated by observable market data by correlation or other means. If the asset or liability has a specified (contractual) term, the Level 2 input must be observable for substantially the full term of the asset or liability. All debt securities were valued using Level 2 inputs. • Level 3 – Inputs to the valuation methodology are unobservable and significant to the fair value measurement. |
Significant Transactions
Significant Transactions | 12 Months Ended |
Jun. 30, 2022 | |
Significant Transactions [Abstract] | |
Significant Transactions | 6. Significant Transactions Affiliates of Eastern Capital Limited On November 1, 2021, the Company and its subsidiary, iBio CDMO LLC (“iBio CDMO”, and collectively with the Company, the “Purchaser”) entered into a series of agreements (the “Transaction”) with College Station Investors LLC (“College Station”), and Bryan Capital Investors LLC (“Bryan Capital” and, collectively with College Station, “Seller”), each affiliates of Eastern Capital Limited (“Eastern,” a former significant stockholder of the Company) described in more detail below whereby in exchange for a certain cash payment and a warrant the Company: (iv) acquired both the Facility where iBio CDMO at that time and currently conducts business and also the rights as the tenant in the Facility’s ground lease; (v) acquired all of the equity owned by one of the affiliates of Eastern in the Company and iBio CDMO; and (vi) otherwise terminated all agreements between the Company and the affiliates of Eastern. The Facility is a life sciences building located on land owned by the Board of Regents of the Texas A&M University System (“Texas A&M”) and is designed and equipped for the manufacture of plant-made biopharmaceuticals. iBio CDMO had held a sublease for the Facility through 2050, subject to extension until 2060 (the “Sublease”). The Purchase and Sale Agreement On November 1, 2021, the Purchaser entered into a Purchase and Sale Agreement (the “Purchase and Sale Agreement”) with the Seller pursuant to which: (i) the Seller sold to Purchaser all of its rights, title and interest as the tenant in the Ground Lease Agreement (the “Ground Lease Agreement”) that it entered into with Texas A&M (the “Landlord’’) related to the property at which the Facility is located together with all improvements pertaining thereto (the “Property”), which previously had been the subject of the Sublease; (ii) the Seller sold to Purchaser all of its rights, title and interest to any tangible personal property owned by Seller and located on the Property including the Facility; (iii) the Seller sold to Purchaser all of its rights, title and interest to all licensed, permits and authorization for use of the Property; and (iv) College Station and iBio CDMO terminated the Sublease. The total purchase price for the Property, the termination of the Sublease and other agreements among the parties, and the equity described below is $28,750,000, which was paid $28,000,000 in cash and by the issuance to Seller of warrants (the “Warrant”) described below. As part of the transaction, iBio CDMO became the tenant under the Ground Lease Agreement for the Property until 2060 upon exercise of available extensions. The base rent payable under the Ground Lease Agreement, which was $151,450 for the prior year, is 6.5% of the Fair Market Value (as defined in the Ground Lease Agreement) of the Property. The Ground Lease Agreement includes various covenants, indemnities, defaults, termination rights, and other provisions customary for lease transactions of this nature. The Equity Purchase Agreement The Company also entered into an Equity Purchase Agreement with Bryan Capital on November 1, 2021 (the “Equity Purchase Agreement”) pursuant to which the Company acquired for $50,000 cash, plus the Warrant, the one (1) share of iBio CMO Preferred Tracking Stock and the 0.01% interest in iBio CDMO owned by Bryan Capital. iBio CDMO is now a wholly owned subsidiary of the Company. The Credit Agreement In connection with the Purchase and Sale Agreement, iBio CDMO entered into a Credit Agreement, dated November 1, 2021, with Woodforest pursuant to which Woodforest provided iBio CDMO a $22,375,000 secured term loan (the “Term Loan”) to purchase the Facility, which Term Loan is evidenced by a Term Note (the “Term Note”). The Term Loan was advanced in full on the closing date. The Term Loan bears interest at a rate of 3.25%, with higher interest rates upon an event of default, which interest is payable monthly beginning November 5, 2021. Principal on the Term Loan is payable on November 1, 2023, subject to early termination upon events of default. The Term Loan provides that it may be prepaid by iBio CDMO at any time and provides for mandatory prepayment upon certain circumstances. The Credit Agreement contains customary events of default (which are in some cases subject to certain exceptions, thresholds, notice requirements and grace periods), including, but not limited to, nonpayment of principal or interest, failure to perform or observe covenants, breaches of representations and warranties, cross-defaults with certain other indebtedness, certain bankruptcy-related events or proceedings, final monetary judgments or orders and certain change of control events. The covenants include a prohibition on the incurrence of Debt (as defined in the Credit Agreement) except permitted Debt (as defined in the Credit Agreement) and Liens (as defined in the Credit Agreement) and termination of the Ground Lease Agreement. In addition, the Company must maintain unrestricted cash of no less than $10,000,000. The Company opened an irrevocable letter of credit in the amount of approximately $5,469,000 in favor of Woodforest. The letter of credit expires on October 29, 2022, and renews annually as required. The proceeds of the Term Loan were used (a) to fund a portion of the purchase price under the Purchase Agreement, and (b) to pay closing costs in connection with the Credit Agreement. The term loan is secured by (a) a leasehold deed of trust on the Facility, (b) a letter of credit issued by JPMorgan Chase Bank, and (c) a first lien on all assets of iBio CDMO including the Facility. On October 11, 2022, we and Woodforest amended the Credit Agreement to: (i) include a payment of $5,500,000 of the outstanding principal balance owed under the Credit Agreement on the date of the amendment, (ii) include a payment of $5,100,000 of the outstanding principal balance owed under the Credit Agreement within two (2) business days upon our receipt of such amount owed to us by Fraunhofer as part of our legal settlement with them (see Item 3 – Legal Proceedings for more information), (iii) include principal payments of $250,000 per month in debt amortization for a 6 month period commencing the date of the amendment through March 2023, (iv) include an amendment fee of $22,375 and all costs and expenses, (v) require delivery of a report detailing cash flow expenditures every two (2) weeks for the period prior to the delivery of the last report and a monthly 12-month forecast (vi) reduce the liquidity covenant in the Guaranty (as defined in the Credit Agreement) from $10 million to $7.5 million with the ability to lower the liquidity covenant to $5.0 million upon the occurrence of a specific milestone in the Credit Agreement, and (vii) change the annual filing requirement solely for the fiscal year ending June 30, 2022, such that the filing is acceptable with or without a “going concern” designation. In addition, Woodforest cancelled the irrevocable letter of credit issued by JPMorgan Chase Bank upon closing of the amendment. If we fail to successfully extend our cash runway via strategic options or other alternatives as described we would be in violation of the liquidity covenant on December 31, 2022. As a result of the foregoing, at June 30, 2022, the Term Loan of $22,375,000 is presented net of the Company’s approximate $214,000 of costs incurred to attain the debt and has been classified as short term. Interest expense incurred under the Credit Agreement for the year ended June 30, 2022 amounted to $489,000. Amortization of deferred finance costs amounted to $107,000 in the year ended June 30, 2022 and is included in interest expense. Security and Pledge Agreements, Guaranties and Deed of Trust iBio CDMO also entered into a Security Agreement on November 1, 2021 with Woodforest (the “Security Agreement”) providing Woodforest a security interest in the following assets of iBio CDMO (subject to certain exclusions): all personal and fixture property of every kind and nature, including, without limitation, all goods (including, but not limited to, all equipment and any accessions thereto), all inventory, instruments (including promissory notes), documents, accounts, chattel paper (whether tangible or electronic), deposit accounts, securities accounts, letter-of-credit rights (whether or not the letter of credit is evidenced by a writing), money, commercial tort claims, securities and all other investment property, supporting obligations, contracts, contract rights, other rights to the payment of money, insurance claims and proceeds, software, fixtures, vehicles and rolling stock (whether or not subject to a certificate of title statute), leasehold improvements, general intangibles (including all payment intangibles), and all of iBio CDMO’s company and other business books, reports, memoranda, customer lists, credit files, data compilations, and computer software, in any form, including, without limitation, whether on tape, disk, card, strip, cartridge, or any other form, pertaining to any and all of the foregoing property, and all products and proceeds of the foregoing. The Company also entered into a Guaranty for the benefit of Woodforest (the “Guaranty”) pursuant to which it guaranteed all of the obligations of iBio CDMO to Woodforest. In addition, iBio CDMO entered into a Leasehold Deed of Trust, Assignment of Rents, Security Agreement and UCC Financing Statement for Fixture Filing (the “Deed of Trust”) with the trustee named therein and Woodforest as beneficiary, securing all of iBio CDMO’s obligations to Woodforest by a senior priority security interest in the Property. The Company and iBio CDMO also entered into an Environmental Indemnity Agreement in favor of Woodforest (the “Environmental Indemnity Agreement”). The Warrant As part of the consideration for the purchase and sale of the rights set forth above, the Company issued to Bryan Capital a Warrant to purchase 51,583 shares of the Common Stock at an exercise price of $33.25 per share. The Warrant expires on October 10, 2026, is exercisable immediately, provides for a cashless exercise at any time and automatic cashless exercise on the expiration date if on such date the exercise price of the Warrant exceeds its fair market value as determined in accordance with the terms of the Warrant and adjustments in the case of stock dividends and stock splits. Of the total shares that can be exercised under the Warrant, 11,583 of such shares were valued at $217,255 to reflect the final payment of rent due under the Sublease. The Warrant, as shown on the consolidated statements of equity, was recorded in additional paid-in capital with the corresponding activity included in the basis of the purchase price allocation of the Property acquired. See Note 17 – Stockholders’ Equity for additional information. RubrYc On August 23, 2021, the Company entered into a series of agreements with RubrYc Therapeutics, Inc. (“RubrYc”) described in more detail below: Collaboration and License Agreement The Company entered into a collaboration and licensing agreement (the “RTX-003 License Agreement”) with RubrYc to further develop RubrYc’s immune-oncology antibodies in its RTX-003 campaign. Under the terms of the agreement, the Company is solely responsible for worldwide research and development activities for development of the RTX-003 antibodies for use in pharmaceutical products in all fields . iBio Development Milestones are set forth below: · Successful 1 st · 1 st Under the terms of the RTX-003 License Agreement, RubrYc is eligible to receive from the Company up to an aggregate of $15 million in clinical development and regulatory milestone payments for RTX-003 upon achievement of the following four clinical milestones: · 5 th · 5 th · 4 th · First commercial sale (payable in cash or our stock, at our discretion). RubrYc will also be entitled to receive royalties in the mid-single digits on net sales of RTX-003 antibodies, subject to adjustment under certain circumstances. Royalties are payable on a country-by-country basis until the latest to occur of: (i) the last-to-expire of specified patent rights in such country; (ii) expiration of marketing or regulatory exclusivity in such country; or (iii) ten If either the Company or RubrYc materially breaches the RTX-003 License Agreement and does not cure such breach within 60 days (or 30 days in the event of non-payment), the non-breaching party may terminate the RTX-003 License Agreement in its entirety. Either party may also terminate the RTX-003 License Agreement, effective immediately upon written notice, if the other party files for bankruptcy, is dissolved or has a receiver appointed for substantially all of its property. RubrYc may terminate the RTX-003 License Agreement if the Company or its sublicensees challenges the validity or enforceability of any of RubrYc’s Licensed Patents subject to certain exceptions. The Company may terminate the RTX-003 License Agreement in its entirety for any or no reason upon ninety thirty Collaboration, Option and License Agreement The Company entered into an agreement with RubrYc to collaborate for up to five years to discover and develop novel antibody therapeutics using RubrYc’s artificial intelligence discovery platform. Antibody targets for the collaboration may be agreed upon pursuant to written collaboration plans approved by a joint steering committee comprised of two representatives of each party. In addition, RubrYc has granted the Company an exclusive option to obtain a worldwide sublicensable commercial license with respect to each of the lead product candidates resulting from such collaboration programs (the “Selected Compounds”). The Company has agreed to pay RubrYc for each Selected Compound as it achieves various milestones in addition to royalties if the Selected Compounds are commercialized. Under the terms and conditions of the Collaboration Agreement, in the event the option is exercised by the Company, it has various diligence obligations including that it will use commercially reasonable efforts to (i) develop Selected Compounds for use in pharmaceutical products (the “Collaboration Products”); and (ii) commercialize the Collaboration Products. The Company is also required to meet a series of development milestones for each Collaboration Product. Failure to achieve the milestones will result in a payment to RubrYc on the date the milestone is missed and on each anniversary of such date until the milestone is achieved, provided that the milestone was missed due to its failure to exercise commercially reasonable efforts. iBio Development Milestones are set forth below. · Successful 1 st · Initiate IND enabling studies for such Collaboration Product · 1 st Under the terms of the Collaboration Agreement, RubrYc is eligible to receive from us up to an aggregate of $15 million in clinical development and regulatory milestone payments for each Collaboration Product that achieves the following: ● 5 th patient dosed in a Phase I clinical study; ● 5 th patient dosed in a Phase II clinical study; ● 4 th patient dosed in a Phase III clinical study (payable in cash or our stock, at our discretion) and ● First commercial sale (payable in cash or our stock, at our discretion). RubrYc will also be entitled to receive tiered royalties ranging from low- to mid-single digits on net sales of Collaboration Products, subject to adjustment under certain circumstances. Royalties are payable on a country-by-country and collaboration product-by-collaboration product basis until the latest to occur of: (i) the last-to-expire of specified patent rights in such country; (ii) expiration of marketing or regulatory exclusivity in such country; or (iii) ten If either the Company or RubrYc materially breaches the Collaboration Agreement and does not cure such breach within 60 days (or 30 days in the event of non-payment), the non-breaching party may terminate the Agreement in its entirety. Either party may also terminate the Collaboration Agreement, effective immediately upon written notice, if the other party files for bankruptcy, is dissolved or has a receiver appointed for substantially all of its property. RubrYc may terminate the Collaboration Agreement if the Company, its affiliates or its sublicensees challenges the validity or enforceability of any of RubrYc’s patents covering any of the licensed compounds or products. The Company may terminate the Collaboration Agreement in its entirety, or with respect to a program, collaboration or Selected Compound for any or no reason upon ninety In addition, if RubrYc is unable to complete a financing with proceeds of a certain agreed upon amount by a set time defined in the Collaboration Agreement, the Company may terminate the Collaboration Agreement upon written notice to RubrYc within thirty In November 2021, the Company announced that for the first time it had commenced development of a new molecule that was designed using RubrYc’s artificial intelligence discovery platform. Stock Purchase Agreement In connection with the entry into the Collaboration Agreement and RTX-003 License Agreement, the Company also entered into a Stock Purchase Agreement (“Stock Purchase Agreement”) with RubrYc whereby the Company purchased 1,909,563 shares of RubrYc’s Series A-2 preferred stock “Series A-2 Preferred”) for $5,000,000 and agreed to acquire an additional 954,782 shares of RubrYc’s Series A-2 Preferred for $2,500,000 in the event certain conditions set forth in the Stock Purchase Agreement are satisfied as of December 1, 2021 and April 2, 2022. In connection with the Stock Purchase Agreement, the Company entered into the RubrYc Therapeutics, Inc. Second Amended and Restated Investors’ Rights Agreement (the “Investors’ Rights Agreement”), RubrYc Therapeutics, Inc. Second Amended and Restated Voting Agreement (the “Voting Agreement”) and the RubrYc Therapeutics, Inc. Second Amended and Restated Right of First Refusal and Co-Sale Agreement (the “Right of First Refusal and Co-Sale Agreement”). On March 16, 2022, pursuant to the Stock Purchase Agreement, and upon the satisfaction of the conditions set forth therein, the Company acquired an additional 954,782 shares of RubrYc’s Series A-2 preferred stock for $2.5 million. The rights, preferences and privileges of the RubrYc Series A-2 Preferred Stock (“Series A-2 Preferred”) are set forth in the Third Amended and Restated Certificate of Incorporation of RubrYc Therapeutics, Inc. (the “Amended RubrYc COI”), and include a preferential eight percent (8%) dividend, senior rights on liquidation, the right to elect a Series A-2 Preferred director for as long as the Company holds at least 1,500,000 shares of RubrYc stock, the right to vote on an as-converted basis, certain anti-dilution and other protective provisions, the right to convert the Series A-2 Preferred into shares of RubrYc common stock at the Company’s option, and mandatory conversion of the Series A-2 Preferred into shares of RubrYc common stock upon (a) the closing of a firm-commitment underwritten public offering to the public pursuant to an effective registration statement under the Securities Act of 1933, as amended, for shares of RubrYc common stock at a per share price of at least five (5) times the Series A-2 Original Issue Price (as defined in the Amended RubrYc COI) and resulting in at least $30,000,000 of gross proceeds to RubrYc or (b) such other date, time or event, specified by vote or written consent of the majority of the aggregate voting power, on an as-converted basis, of the RubrYc Series A preferred stock (“Series A Preferred” and together with the Series A-2 Preferred, the “Senior Preferred Stock”) and Series A-2 Preferred. The Right of First Refusal and Co-Sale Agreement gives RubrYc the right of first refusal on stock sales by key holders, generally defined as founders, and a second right of first refusal and a co-sale right to specified other investors, including certain holders of Senior Preferred Stock and the Company. The Investors’ Rights Agreement provides the holders of Senior Preferred Stock with, among things: (i) demand registration rights, under specified circumstances; (ii) piggyback registration rights in the event of a company registered offering; (iii) lock-up and market-standoff obligations following a registered underwritten public offering; (iv) preemptive rights on company offered securities; and (v) additional protective covenants that require the approval at least two of the three directors elected by the holders of the Senior Preferred Stock. Pursuant to the Voting Agreement, certain RubrYc stockholders are contractually obligated to, among other things, vote for and maintain the authorized number of directors at five members, one of which the Company has the contractual right to elect subject to the conditions set forth above. Mr. Thomas Isett ("Isett"), our Chief Executive Officer and Chairperson, was appointed to the board of directors of RubrYc for which he receives no additional compensation from RubrYc. The Company accounted for the agreements as an asset purchase and allocated the purchase price of $7,500,000 as follows: Preferred stock $ 1,760,000 Intangible assets 4,300,000 Prepaid expenses 1,440,000 $ 7,500,000 At September 30, 2021, the Company recorded a liability of $2,500,000 for the acquisition of the second tranche of Series A-2 Preferred shares. The liability was paid in March 2022. On September 16, 2022, the Company entered an Asset Purchase Agreement with RubrYc pursuant to which it acquired substantially all of RubrYc’s assets. See Note 25 – Subsequent Events for further details. Associated with RubrYc being in the process of ceasing operations, the Company recorded an impairment of the investment in the amount of $1,760,000 in 2022. The amount was recorded in the consolidated statement of operations and comprehensive loss under general and administrative expense. The Company also recorded an impairment of current and non-current prepaid expense of $288,000 and $864,000, respectively, in 2022. The amount was recorded in the consolidated statement of operations and comprehensive loss under research and development expense. |
Convertible Promissory Note Rec
Convertible Promissory Note Receivable | 12 Months Ended |
Jun. 30, 2022 | |
Convertible Promissory Note Receivable [Abstract] | |
Convertible Promissory Note Receivable | 7. Convertible Promissory Note Receivable On October 1, 2020, the Company entered into a master services agreement with Safi Biosolutions, Inc. (“Safi”). In addition, the Company invested $1.5 million in Safi in the form of a convertible promissory note (the "Note"). The Note bears interest at the rate of 5% per annum and is convertible into shares of Safi’s common stock (as defined). Principal and accrued interest mature on October 1, 2023. For the years ended June 30, 2022 and 2021, interest income amounted to $75,000 and $56,000, respectively. As of June 30, 2022 and 2021, the Note balance and accrued interest totaled $1,631,000 and $1,556,000, respectively. |
Investments in Debt Securities
Investments in Debt Securities | 12 Months Ended |
Jun. 30, 2022 | |
Investments in Debt Securities [Abstract] | |
Investments in Debt Securities | 8. Investments in Debt Securities Investments in debt securities consist of AA and A rated corporate bonds bearing interest at rates from 0.25% to 3.5% with maturities from August 2022 February 2024 June 30, June 30, 2022 2021 Adjusted cost $ 11,029 $ 19,603 Gross unrealized losses (184) (33) Fair value $ 10,845 $ 19,570 The fair value of available-for-sale debt securities, by contractual maturity was as follows (in thousands): June 30, June 30 Fiscal period ending: 2022 2021 2023 $ 8,054 $ 11,430 2024 2,791 8,140 $ 10,845 $ 19,570 Amortization of premiums paid on the debt securities amounted to $312,000 and $216,000 for the years ended June 30, 2022 and 2021, respectively. |
Finance Lease ROU Assets
Finance Lease ROU Assets | 12 Months Ended |
Jun. 30, 2022 | |
Finance Lease ROU [Abstract] | |
Finance Lease ROU Assets | 9. Finance Lease ROU Assets As discussed above, the Company adopted ASC 842 effective July 1, 2019, using the modified retrospective approach for all leases entered into before the effective date. From January 13, 2016, until November 1, 2021, iBio CDMO leased the Facility in Bryan, Texas as well as certain equipment from College Station under the Sublease. The Sublease was terminated on November 1, 2021, when iBio CDMO acquired the Facility and became the tenant under the ground lease for the Property upon which the Facility is located. The economic substance of the Sublease is that the Company is financing the acquisition of the facility and equipment. As the Sublease involves real estate and equipment, the Company separated the equipment component and accounted for the facility and equipment as if each was leased separately. In addition, the Company also leases a mobile office trailer. See Note 15 – Finance Lease Obligations for more details of the terms of the leases. The following table summarizes by category the gross carrying value and accumulated amortization of finance lease ROU (in thousands): June 30, June 30, 2022 2021 ROU - Facility $ — $ 25,907 ROU - Equipment 146 7,728 146 33,635 Accumulated amortization (72) (7,524) Net finance lease ROU $ 74 $ 26,111 Amortization expense of finance lease ROU assets was approximately $599,000 and $1,651,000 for the years ended June 30, 2022 and 2021, respectively. |
Operating Lease ROU Assets
Operating Lease ROU Assets | 12 Months Ended |
Jun. 30, 2022 | |
Operating Lease ROU Assets [Abstract] | |
Operating Lease ROU Assets | 10. Operating Lease ROU Assets On September 10, 2021, the Company entered into a lease for approximately 11,383 square feet of space in San Diego, California. Based on the terms of the lease payments, the Company recorded an operating lease right-of-use asset of $3,603,000. On November 1, 2021, as discussed above, iBio CDMO acquired the Facility and became the tenant under the ground lease for the Property upon which the Facility is located. Based on the terms of the lease payments, the Company recorded an operating lease right of use (“ROU”) asset of $1,967,000. See Note 16 - Operating Lease Obligations for additional information. The following table summarizes by category the net carrying values of operating lease ROU (in thousands): June 30, June 30, 2022 2021 ROU - San Diego lease $ 3,068 $ — ROU - Texas Facility ground lease 1,952 — Net operating lease ROU $ 5,020 $ — |
Fixed Assets
Fixed Assets | 12 Months Ended |
Jun. 30, 2022 | |
Fixed Assets [Abstract] | |
Fixed Assets | 11. Fixed Assets As discussed above, the Company adopted ASC 842. As such, assets formerly classified as “under capital lease” are now classified as finance lease ROU assets. See Note 8 – Finance Lease ROU’s above. The following table summarizes by category the gross carrying value and accumulated depreciation of fixed assets (in thousands): June 30, June 30, 2022 2021 Facility and improvements $ 21,589 $ 1,517 Machinery and equipment 12,161 4,255 Office equipment and software 2,752 714 Construction in progress 3,659 3,367 40,161 9,853 Accumulated depreciation (3,500) (1,225) Net fixed assets $ 36,661 $ 8,628 Depreciation expense was approximately $2,275,000 and $472,000 for the years ended June 30, 2022 and 2021, respectively. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Jun. 30, 2022 | |
Intangible Assets [Abstract] | |
Intangible Assets | 12. Intangible Assets The Company has two categories of intangible assets – intellectual property and patents. Intellectual property consists of all technology, know-how, data, and protocols for producing targeted proteins in plants and related to any products and product formulations for pharmaceutical uses and for other applications. Intellectual property includes, but is not limited to, certain technology for the development and manufacture of novel vaccines and therapeutics for humans and certain veterinary applications acquired in December 2003 from Fraunhofer USA Inc., acting through its Center for Molecular Biotechnology ("Fraunhofer"), pursuant to a Technology Transfer Agreement, as amended (the "TTA"). The Company designates such technology further developed and acquired from Fraunhofer as iBioLaunch LicKM FastPharming On August 23, 2021, the Company entered into a series of agreements with RubrYc described in more detail above (see Note 6 – Significant Transactions) whereby in exchange for a $7.5 million investment in RubrYc, the Company acquired a worldwide exclusive license to certain antibodies that RubrYc develops under what it calls its RTX-003 campaign, which are promising immuno-oncology antibodies that bind to the CD25 protein without interfering with the IL-2 signaling pathway thereby potentially depleting T regulatory (T reg) cells while enhancing T effector (T eff) cells and encouraging the immune system to attack cancer cells. The Company accounted for this license as an indefinite-lived intangible asset until the completion or abandonment of the associated research and development efforts. In addition, the Company also received preferred shares and an option for future collaboration licenses. In January 2014, the Company entered into a license agreement with the University of Pittsburgh The Company accounts for intangible assets at their historical cost and records amortization utilizing the straight-line method based upon their estimated useful lives. Patents are amortized over a period of 10 years and other intellectual property is amortized over a period from 16 to 23 years unless they were determined to have indefinite lives. The Company reviews the carrying value of its intangible assets for impairment whenever events or changes in business circumstances indicate the carrying amount of such assets may not be fully recoverable. Evaluating for impairment requires judgment, and recoverability is assessed by comparing the projected undiscounted net cash flows of the assets over the remaining useful life to the carrying amount. Impairments are based on the excess of the carrying amount over the fair value of the assets. No impairments were recorded in Fiscal Year 2022. The Company recorded an impairment of licensed technology in the amount of $143,000 in Fiscal Year 2021. This amount was recorded in the consolidated statement of operations and comprehensive loss under general and administrative expense. The following table summarizes by category the gross carrying value and accumulated amortization of intangible assets (in thousands): June 30, June 30, 2022 2021 Intellectual property – gross carrying value $ 3,100 $ 3,100 Patents and licenses – gross carrying value 2,846 2,720 5,946 5,820 Intellectual property – accumulated amortization (2,867) (2,711) Patents and licenses – accumulated amortization (2,403) (2,157) (5,270) (4,868) Total definite lived intangible assets, net of accumulated amortization 676 952 License - indefinite lived 4,175 — Total net intangible assets $ 4,851 $ 952 Amortization expense was approximately $401,000 and $291,000 for the years ended June 30, 2022 and 2021, respectively. The weighted-average remaining life for intellectual property and patents at June 30, 2022 was approximately 1.5 years and 5.6 years, respectively. The estimated annual amortization expense for the next five years and thereafter is as follows (in thousands): For the Year Ending June 30, 2023 $ 261 2024 165 2025 69 2026 57 2027 45 Thereafter 79 $ 676 |
Accrued Expenses
Accrued Expenses | 12 Months Ended |
Jun. 30, 2022 | |
Accrued Expenses | |
Accrued Expenses | 13. Accrued Expenses Accrued expenses consist of the following (in thousands): June 30, June 30, 2022 2021 Salaries and benefits $ 3,066 $ 1,667 Real estate taxes 284 — Professional fees 126 497 Interest 59 — Rent and real estate taxes – related party (see Note 15) — 295 Interest – related party (see Note 15) — 406 Other accrued expenses 229 136 Total accrued expenses $ 3,764 $ 3,001 |
Notes Payable - PPP Loan
Notes Payable - PPP Loan | 12 Months Ended |
Jun. 30, 2022 | |
Debt Disclosure [Abstract] | |
Notes Payable - PPP Loan | 14. Notes Payable – PPP Loan On April 16, 2020, the Company received $600,000 related to its filing under the Paycheck Protection Program and Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The Company elected to treat the Small Business Administration (“SBA”) Loan as debt under ASC 470, Debt . At June 30, 2021, the Company owned $600,000 . On July 21, 2021, iBio was granted forgiveness in repaying the loan. In accordance with ASC 405-20-40, Liabilities - Extinguishments of Liabilities – Derecognition |
Finance Lease Obligation
Finance Lease Obligation | 12 Months Ended |
Jun. 30, 2022 | |
Finance Lease Obligation [Abstract] | |
Finance Lease Obligation | 15. Finance Lease Obligation Sublease As discussed above, until November 1, 2021, iBio CDMO leased the Facility as well as certain equipment from College Station under the Sublease. The Sublease was terminated on November 1, 2021, when iBio CDMO acquired the Facility and became the tenant under the ground lease for the Property upon which the Facility is located. See Note 16 – Operating Lease Obligations for additional information related to the ground lease. Prior terms of the Sublease which determined the accounting through October 31, 2021, included: ● The 34-year term of the Sublease was to expire in 2050 but could have been extended by iBio CDMO for a 10-year period, so long as iBio CDMO was not in default under the Sublease. Under the Sublease, iBio CDMO was required to pay base rent at an annual rate of $2,100,000 , paid in equal quarterly installments on the first day of each February, May, August and November. The base rent was subject to increase annually in accordance with increases in the Consumer Price Index (“CPI”). The base rent under the Second Eastern Affiliate’s ground lease for the Property was subject to adjustment, based on an appraisal of the Property, in 2030 and upon any extension of the ground lease. The base rent under the Sublease would have increased by any increase in the base rent under the ground lease as a result of such adjustments. iBio CDMO was responsible for all costs and expenses in connection with the ownership, management, operation, replacement, maintenance and repair of the Property under the Sublease. The Company incurred rent expense of $64,000 and $189,000 for the years ended June 30, 2022 and 2021, respectively. ● In addition to the base rent, iBio CDMO was required to pay, for each calendar year during the term, a portion of the total gross sales for products manufactured or processed at the facility, equal to 7% of the first $5,000,000 of gross sales, 6% of gross sales between $5,000,001 and $25,000,000 , 5% of gross sales between $25,000,001 and $50,000,000 , 4% of gross sales between $50,000,001 and $100,000,000 , and 3% of gross sales between $100,000,001 and $500,000,000 . However, if for any calendar year period from January 1, 2018 through December 31, 2019, iBio CDMO’s applicable gross sales were less than $5,000,000 , or for any calendar year period from and after January 1, 2020, its applicable gross sales were less than $10,000,000 , then iBio CDMO was required to pay the amount that would have been payable if it had achieved such minimum gross sales and would pay no less than the applicable percentage for the minimum gross sales for each subsequent calendar year. As the Company accounts for leases under ASC 842, the minimum percentage rent was included in the finance lease obligation through the acquisition on November 1, 2021. Accrued expenses at June 30, 2022 and 2021 due College Station amounted to $0 and $701,000, respectively. General and administrative expenses related to College Station, including rent related to the increases in CPI and real estate taxes, were approximately $250,000 and $744,000 for the years ended June 30, 2022 and 2021, respectively. Interest expense related to College Station was approximately $810,000 and $2,446,000 for the years ended June 30, 2022 and 2021, respectively. Mobile Office Trailer Commencing April 1, 2021, the Company is leasing a mobile office trailer at a monthly rental of $3,819 through March 31, 2024. The following tables present the components of lease expense and supplemental balance sheet information related to the finance lease obligation (in thousands): Years ended June 30, 2022 2021 Finance lease cost: Amortization of ROU assets $ 599 $ 1,651 Interest on lease liabilities 816 2,447 CPI lease cost 64 200 Total lease cost $ 1,479 $ 4,298 Other information: Cash paid for amounts included in the measurement lease liabilities: Operating cash flows from finance lease - CPI rent $ 64 $ 200 Financing cash flows from finance lease obligation $ 5,830 $ 331 Years Ended June 30, 2022 2021 Finance lease ROU assets $ 74 $ 26,111 Finance lease obligation - current portion $ 46 $ 367 Finance lease obligation - non-current portion $ 30 $ 31,755 Weighted average remaining lease term - finance lease 1.76 years 28.58 years Weighted average discount rate - finance lease obligation 6.25 % 7.606 % Future minimum payments under the capitalized lease obligations are due as follows: Fiscal year ending on June 30: Principal Interest Total 2023 $ 46 $ 4 $ 50 2024 30 1 31 Total minimum lease payments 76 $ 5 $ 81 Less: current portion (46) Long-term portion of minimum lease obligations $ 30 |
Operating Lease Obligations
Operating Lease Obligations | 12 Months Ended |
Jun. 30, 2022 | |
Operating Lease, Liability [Abstract] | |
Operating Lease Obligations | 16. Operating Lease Obligations Texas Ground Lease As discussed above, as part of the Transaction, iBio CDMO became the tenant under the Ground Lease Agreement for the Property until 2060 upon exercise of available extensions. The base rent payable under the Ground Lease Agreement, which was $151,450 for the prior year, is 6.5% of the Fair Market Value (as defined in the Ground Lease Agreement) of the Property. The Ground Lease Agreement includes various covenants, indemnities, defaults, termination rights, and other provisions customary for lease transactions of this nature. San Diego On September 10, 2021, the Company entered into a lease for 11,383 square feet of space in San Diego, California. Terms of the lease include the following: ● The length of term of the lease is 88 months from the lease commencement date (as defined). ● The lease commencement date is September 16, 2022. ● The monthly rent for the first year of the lease is $51,223 and increases approximately 3% per year. ● The lease provides for a base rent abatement for months two through five in the first year of the lease. ● The landlord is providing a tenant improvement allowance of $81,860 to be used for improvements as specified in the lease. ● The Company is responsible for other expenses such as electric, janitorial, etc. ● The Company opened an irrevocable letter of credit in the amount of $188,844 in favor of the landlord. The letter of credit expires on October 8, 2022 and renews annually as required. As discussed above, the lease provides for scheduled increases in base rent and scheduled rent abatements. Rent expense is charged to operations using the straight-line method over the term of the lease which results in rent expense being charged to operations at inception of the lease in excess of required lease payments. This excess (formerly classified as deferred rent) is shown as a reduction of the operating lease right-of-use asset in the accompanying balance sheet. As the Company has already started making improvements to the facility, the rent expense will be recognized. The following tables present the components of lease expense and supplemental balance sheet information related to the operating lease obligation (in thousands): Year Ended June 30, 2022 Operating lease cost: $ 555 Total lease cost $ 555 Other information: Cash paid for amounts included in the measurement lease liability: Operating cash flows from operating lease $ 555 Operating cash flows from operating lease obligation $ 15 June 30, 2022 Operating lease ROU assets $ 5,020 Operating lease obligations - current portion $ 101 Operating lease obligations - noncurrent portion $ 5,455 Weighted average remaining lease term - operating leases 23.64 Weighted average discount rate - operating lease obligations 7.25 Future minimum payments under the operating lease obligation are due as follows (in thousands): Fiscal year ending on June 30: Principal Imputed Interest Total 2023 $ 101 $ 359 $ 460 2024 400 382 782 2025 448 352 800 2026 503 317 820 2027 560 279 839 Thereafter 3,544 3,217 6,761 Total minimum lease payments 5,556 $ 4,906 $ 10,462 Less: current portion (101) Long-term portion of minimum lease obligation $ 5,455 |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity [Member] | |
Stockholders' Equity | 17. Stockholders’ Equity Preferred Stock The Company’s Board of Directors is authorized to issue, at any time, without further stockholder approval, up to 1 million shares of preferred stock. The Board of Directors has the authority to fix and determine the voting rights, rights of redemption and other rights and preferences of preferred stock. Series 2022 Convertible Preferred Stock (“Series 2022 Preferred”) On May 9, 2022, the Board of Directors of the Company created the Series 2022 Preferred, par value $0.001 per share, out of the Company’s 1 million authorized shares of preferred stock. Terms of the Series 2022 Preferred include the following: 1. Each share of Series 2022 Preferred is convertible into one pre-split share of common stock. 2. Holders are entitled to dividends on shares of Series 2022 Preferred equal (on an as-if-converted-to-common stock basis, without regards to conversion limitations) to and in the same form as dividends actually paid on shares of the common stock, when, as and if such dividends are paid on shares of common stock. The Company cannot pay any dividends on the common stock unless the Company simultaneously complies with this provision. 3. Holders have no voting rights except as defined in the certificate of designation to amplify the vote of the underlying shareholders for purposes of a vote on a reverse split proposal. 4. Upon any liquidation, dissolution or winding-up of the Company, whether voluntary or involuntary, the holders are entitled to receive the same amount that a holder of common stock would receive if the Series 2022 Preferred were fully converted (disregarding for such purposes any conversion limitations hereunder) into common stock at the conversion price in effect at such time. Such amounts were required be paid pari passu with all holders of common stock. The Company issued 1,000 shares of Series 2022 Preferred and received proceeds of $270. Pursuant to the terms of the preferred stock, the Company’s Board of Directors converted the Preferred Stock to pre-split Common Stock at a conversion ratio of 1:1 on July 19, 2022. iBio CMO Preferred Tracking Stock On February 23, 2017, the Company entered into an exchange agreement with Bryan Capital pursuant to which the Company acquired substantially all of the interest in iBio CDMO held by Bryan Capital and issued one share of a newly created Preferred Tracking Stock, in exchange for 29,990,000 units of limited liability company interests of iBio CDMO held by Bryan Capital at an original issue price of $13 million. After giving effect to the transaction, the Company owned 99.99% and Bryan Capital owned 0.01% of iBio CDMO. On February 23, 2017, the Board of Directors of the Company created the Preferred Tracking Stock out of the Company’s 1 million authorized shares of preferred stock. The Preferred Tracking Stock accrued dividends at the rate of 2% per annum on the original issue price. Accrued dividends were cumulative and were payable if and when declared by the Board of Directors, upon an exchange of the shares of Preferred Tracking Stock and upon a liquidation, winding up or deemed liquidation (such as a merger) of the Company. No dividends were declared through October 31, 2021. On November 1, 2021, iBio purchased the iBio CMO Preferred Tracking Stock held by Bryan Capital. No iBio CMO Preferred Tracking Stock remains outstanding. As a result, the iBio CDMO subsidiary and its intellectual property are now wholly owned by iBio. Accrued dividends totaled approximately $0 and $1,131,000 at June 30, 2022 and 2021, respectively. Series A Convertible Preferred Stock, par value $0.001 per share ("Series A Preferred"), Series B Convertible Preferred Stock, par value $0.001 per share (“Series B Preferred”) and Series C Convertible Preferred Stock, par value $0.001 per share (“Series C Preferred”) On June 20, 2018, the Board of Directors of the Company created the Series A Preferred and Series B Preferred Stock and designated 6,300 shares as Series A Preferred Stock and 5,785 shares as Series B Preferred Stock. On June 26, 2018, the Company issued 6,300 shares of Series A Preferred and 5,785 shares of Series B Preferred Stock as part of a public offering. All of the issued shares of Series A Preferred were converted into an aggregate of 334,320 shares of Common Stock before July 1, 2020. All of the issued Series B Preferred were converted into an aggregate of 1,157,400 shares of Common Stock in August 2020. On October 28, 2019, the Board of Directors of the Company created the Series C Preferred. On October 29, 2019, the Company issued 4,510 shares of Series C Preferred as part of a public offering. All of the shares of Series C Preferred were converted into an aggregate of 902,000 shares of the Common Stock before July 1, 2020. No shares of Series A Preferred, Series B Preferred or Series C Preferred remained outstanding as of June 30, 2022 and 2021. Common Stock The number of authorized shares of the Company’s common stock is 275 million. In addition, on December 9, 2020, the stockholders of the Company approved the Company’s 2020 Omnibus Incentive Plan (the “2020 Plan”) and as of the filing date of this Report, the Company had reserved 32,000,000 shares of Common Stock for issuance pursuant to the grant of new awards under the 2020 Plan. Reverse Stock Split On June 30, 2022, the Company held a special meeting of its stockholders at which the stockholders approved a proposal to effect an amendment to the Company's certificate of incorporation, as amended, to implement a reverse stock split at a ratio of one one one Issuances of Common Stock for the year ended June 20, 2022 were as follows: Vesting of Restricted Stock Units (“RSUs”) In the quarter ended December 31, 2021, RSUs for 4,120 shares of Common Stock were vested. In the quarter ended March 31, 2022, RSUs for 4,201 shares of Common Stock were vested. In the quarter ended June 30, 2022, RSUs for 533 shares of Common Stock were vested. Exercise of Stock Options In late September 2021, options for 3,380 shares of Common Stock were exercised. Cantor Fitzgerald Underwriting On November 25, 2020, the Company entered into a Controlled Equity Offering SM On December 8, 2020, the Company entered into the Underwriting Agreement with Cantor Fitzgerald, pursuant to which the Company (i) agreed to issue and sell in an underwritten public offering (the “Offering”) 1,186,441 shares of Common Stock to Cantor Fitzgerald and (ii) granted Cantor Fitzgerald an option for 30 days to purchase up to an additional 177,966 shares of Common Stock that may be sold upon the exercise of such option by Cantor Fitzgerald. On December 10, 2020, this offering closed and the Company issued 1,186,441 shares of Common Stock for gross proceeds totaling approximately $35.2 million. The Company incurred costs of approximately $2.9 million. On January 11, 2021, the Company issued an additional 169,633 shares of Common Stock to satisfy the underwriter’s option exercise. The Company received net proceeds of approximately $4.6 million. On February 24, 2021, Cantor Fitzgerald sold as sales agent pursuant to the Sales Agreement 4,528 shares of Common Stock. The Company received net proceeds of approximately $238,000. On May 7, 2021, Cantor Fitzgerald sold as sales agent pursuant to the Sales Agreement 68,672 shares of Common Stock. The Company received net proceeds of approximately $2.995 million. Between July 25, 2022, and August 17, 2022, Cantor Fitzgerald sold as sales agent pursuant to the Sales Agreement 175,973 shares of Common Stock. The Company received net proceeds of approximately $1.2 million. RubrYc Transaction On September 19, 2022, iBio issued 102,354 shares to RubrYc Therapeutics as part of the payment for purchasing the assets of RubrYc Therapeutics. Issuances of Common Stock for the year ended June 20, 2021 were as follows: Equity Distribution Agreement On June 17, 2020, as amended on July 29, 2020, the Company entered into an equity distribution agreement with UBS Securities LLC (“UBS”) as sales agent pursuant to which the Company could sell from time-to-time shares of its Common Stock through UBS, for the sale of up to $72,000,000 of shares of the Company's common stock. Sales of shares of Common Stock made pursuant to the agreement were made pursuant to the Company’s effective shelf registration statement on Form S-3 (File No. 333-236735) filed with the SEC in accordance with the provisions of the Securities Act of 1933, as amended, and declared effective on March 19, 2020, and the prospectus supplement thereto dated May 14, 2020. Sales of the shares were made by means of ordinary brokers’ transactions at prevailing market prices at the time of sale, or as otherwise agreed with UBS. UBS used its commercially reasonable efforts consistent with its normal trading and sales practices and applicable state and federal laws, rules and regulations to sell the Company’s Common Stock from time to time, based upon the Company’s instructions (including any price, time or size limits or other customary parameters or conditions the Company may impose). The Company paid a commission rate of up to 3.0% of the gross sales price per share sold and had agreed to reimburse UBS for the reasonable fees and disbursements of its counsel, in connection with entering into this agreement, in an amount not to exceed $50,000, in addition to certain ongoing fees and disbursements of its counsel. The agreement contained customary representations, warranties and agreements and other obligations of the parties and termination provisions. The Company had also agreed pursuant to the agreement to provide UBS with customary indemnification and contribution rights. For the period from July 1, 2020 to November 25, 2020, the termination date of the offering, 416,359 shares of Common Stock were issued for net proceeds totaling approximately $26.7 million. The Company is using the net proceeds of this offering for operating costs, including working capital and other general corporate purposes. Lincoln Park March 2020 Purchase Agreement On March 19, 2020, the Company entered into the Lincoln Park March 2020 Purchase Agreement with Lincoln Park pursuant to which the Company had the right to sell to Lincoln Park up to an aggregate of $50,000,000 in shares of the Company’s Common Stock over the 36-month The Lincoln Park March 2020 Purchase Agreement provided that, from time to time on any trading day the Company selects, the Company had the right, in its sole discretion, subject to the conditions and limitations in the Lincoln Park March 2020 Purchase Agreement, to direct Lincoln Park to purchase up to 40,000 shares of Common Stock (each such purchase, a “Regular Purchase”) over the 36-month For the period from July 1, 2020 to July 27, 2020, Lincoln Park was issued 106,921 shares of common stock for proceeds totaling $6.79 million. No further sales of shares of the Company’s common stock were made under the Lincoln Park March 2020 Purchase Agreement since the Company terminated the Lincoln Park March 2020 Purchase Agreement effective July 27, 2020. The Company terminated the Lincoln Park March 2020 Purchase Agreement on July 24, 2020, without fee, penalty or cost, effective July 27, 2020. Vesting of RSUs In the quarter ended March 31, 2021, RSUs for 379 shares of Common Stock were vested. Exercise of Stock Options For the year ended June 30, 2021, options for 2,147 shares of Common Stock were exercised. Warrants The Company issued 1,000,000 Series A Warrants and 1,000,000 Series B Warrants as part of its October 29, 2019, public offering. The Series A Warrants were exercisable at $5.50 per share, had a term of two years and were set to expire on October 29, 2021. The Series B Warrants were exercisable at $5.50 per share, had a term of seven years and were set to expire on October 29, 2026. On February 20, 2020, the Company entered into a warrant amendment and exchange agreement (the “Warrant Exchange Agreement”) with certain holders (the “Warrant Holders”) of the Company’s Series A Warrants (the “Original Series A Warrants”) and Series B Warrants (the “Original Series B Warrants”). From the date of the October 29, 2019 public offering through June 30, 2020, the Company issued 1,162,807 shares of Common Stock for the exercise of various Warrants and received proceeds of $6.4 million. In addition, the Company issued 237,193 shares of Common Stock for the cashless exercise of Warrants in which the “assumed proceeds” totaling $1.3 million were used to reduce the Company’s balances owed for the notes described above. Costs related to the exchange under the Warrant Exchange agreement totaled approximately $313,000 and were offset against additional paid-in capital. As of June 30, 2021 there were no Warrants outstanding. The Warrant As discussed above, the Company issued to Bryan Capital a Warrant to purchase 51,583 shares of the Common Stock of the Company at an exercise price of $33.25 per share. The Warrant expires October 10, 2026, is exercisable immediately, provides for a cashless exercise at any time and automatic cashless exercise on the expiration date if on such date the exercise price of the Warrant exceeds its fair market value as determined in accordance with the terms of the Warrant and adjustments in the case of stock dividends and stock splits. The Company estimated the fair value of the Warrant using the Black-Scholes model with the following assumptions: Weighted average risk-free interest rate 0.23 % Dividend yield 0 % Volatility 136.9 % Expected term (in years) 4.95 |
Earnings (Loss) Per Common Shar
Earnings (Loss) Per Common Share | 12 Months Ended |
Jun. 30, 2022 | |
Earnings (Loss) Per Common Share [Abstract] | |
Earnings (Loss) Per Common Share | 18. Earnings (Loss) Per Common Share Basic earnings (loss) per common share is computed by dividing the net income (loss) allocated to common stockholders by the weighted-average number of shares of common stock outstanding during the period. For purposes of calculating diluted earnings per common share, the denominator includes both the weighted-average number of shares of common stock outstanding during the period and the number of common stock equivalents if the inclusion of such common stock equivalents is dilutive. Dilutive common stock equivalents potentially include stock options and warrants using the treasury stock method. The following table summarizes the components of the earnings (loss) per common share calculation (in thousands, except per share amounts): Year Ended June 30, 2022 2021 Basic and diluted numerator: Net loss attributable to iBio, Inc. $ (50,303) $ (23,207) Preferred stock dividends – iBio CMO Preferred Tracking Stock (88) (260) Net loss available to iBio, Inc. stockholders $ (50,391) $ (23,467) Basic and diluted denominator: Weighted-average common shares outstanding 8,721 7,825 Per share amount $ (5.78) $ (3.00) In Fiscal Years 2022 and 2021, the Company incurred net losses which cannot be diluted; therefore, basic and diluted loss per common share is the same. As of June 30, 2022 and 2021, shares issuable which could potentially dilute future earnings included were as follows: June 30, 2022 2021 (in thousands) Stock options 622 342 Warrant issued under the Transaction 51 — Restricted stock units 21 27 Series 2022 Preferred * — Shares excluded from the calculation of diluted loss per share 694 369 * Less than 1,000 |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Compensation [Member] | |
Share-Based Compensation | 19. Share-Based Compensation The following table summarizes the components of share-based compensation expense in the Consolidated Statements of Operations (in thousands): Year Ended June 30, 2022 2021 Research and development $ 573 $ 185 General and administrative 3,804 1,401 Total $ 4,377 $ 1,586 Stock Options iBio, Inc. 2018 Omnibus Equity Incentive Plan (the "2018 Plan") On December 18, 2018, the Company’s stockholders, upon recommendation of the Board of Directors on November 9, 2018, approved the 2018 Plan. On March 5, 2020, at the Company's 2019 Annual Meeting of Stockholders, the Company's stockholders approved an amendment to the 2018 Plan to increase the number of shares of Common Stock authorized for issuance thereunder from 140,000 shares to 260,000 shares and to incorporate changes to include restricted stock units and performance-based awards as grant types issuable under the 2018 Plan. The total number of shares of Common Stock reserved under the 2018 Plan was 260,000. Stock options granted under the 2018 Plan could be either incentive stock options (as defined by Section 422 of the Internal Revenue Code of 1986, as amended), non-qualified stock options, or restricted stock and determined at the discretion of the Board of Directors. Vesting of service awards was determined by the Board of Directors and stated in the award agreements. In general, vesting occurred ratably on the anniversary of the grant date over the service period, generally three iBio, Inc. 2020 Omnibus Equity Incentive Plan (the “2020 Plan”) On December 9, 2020, the Company adopted the 2020 Plan for employees, officers, directors and external service providers. The total number of shares of Common Stock reserved under the 2020 Plan is 1,280,000 shares of Common Stock for issuance pursuant to the grant of new awards under the 2020 Plan. The 2020 Plan allows for the award of stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, cash-based awards, and dividend equivalent rights. The value of all awards awarded under the 2020 Plan and all other cash compensation paid by the Company to any non-employee director in any calendar year may not exceed $500,000; provided, however, that such amount shall be $750,000 for the calendar year in which the applicable non-employee director is initially elected or appointed to the Board of Directors and $1,500,000 for any non-executive chair of our Board of Directors should one be appointed. Notwithstanding the foregoing, the independent members of the Board of Directors may make exceptions to such limits in extraordinary circumstances. The term of the 2020 Plan will expire on the tenth anniversary of the date the Plan is approved by the stockholders. Vesting of service awards are determined by the Board of Directors and stated in the award agreements. In general, vesting occurs ratably on the anniversary of the grant date over the service period, generally three Issuances of stock options during the year ended June 30, 2022 were as follows: ● On July 12, 2021, the Company granted a stock option agreement to an employee to purchase 1,000 shares of Common Stock at an exercise price of $33.75 per share. The options vest over a period of three years and expire on the tenth anniversary of the grant date. ● On July 19, 2021, the Company granted a stock option agreement to an employee to purchase 1,000 shares of Common Stock at an exercise price of $33.25 per share. The options vest over a period of three years and expire on the tenth anniversary of the grant date. ● On August 23, 2021, the Company granted a stock option agreement to a new member of its Board of Directors to purchase 4,000 shares of Common Stock at an exercise price of $31.50 per share. The options vest over a period of three years and expire on the tenth anniversary of the grant date. ● On August 23, 2021, the Company granted stock option agreements to various employees to purchase an aggregate of 157,488 shares of Common Stock at an exercise price of $31.50 per share. The options vest over a period of three years and expire on the tenth anniversary of the grant date. ● On September 13, 2021, the Company granted a stock option agreement to an employee to purchase 2,000 shares of Common Stock at an exercise price of $29.00 per share. The options vest over a period of three years and expire on the tenth anniversary of the grant date. ● On September 23, 2021, the Board of Directors approved an option grant award to Mr. Isett to purchase 80,000 shares of Common Stock with an exercise price of $29.25 , which vest in equal monthly installments over a 36-month period following the grant date . ● On September 30, 2021, the Company granted a stock option agreement to an employee to purchase 4,000 shares of Common Stock at an exercise price of $26.50 per share. The options vest over a period of three years and expire on the tenth anniversary of the grant date. ● On November 29, 2021, the Company granted a stock option agreement to a consultant to purchase 4,000 shares of Common Stock at an exercise price of $21.25 per share. The options vest over a period of eight months commencing in April 2022 and expire on the tenth anniversary of the grant date. ● On December 9, 2021, the Company granted stock option agreements to various directors to purchase an aggregate of 34,880 shares of Common Stock at an exercise price of $17.25 per share. The options vest over a period of one year commencing in January 2022 and expire on the tenth anniversary of the grant date. ● On January 16, 2022, the Company granted stock option agreements to two consultants to purchase an aggregate of 1,200 shares of Common Stock at an exercise price of $13.00 per share. The options vest over a period of 12 months and expire on the ten th anniversary of the grant date. ● On February 21, 2022, the Company granted a stock option agreement to an employee to purchase 16,000 shares of Common Stock at an exercise price of $8.50 per share. The options vest over a period of three years and expire on the ten th anniversary of the grant date. ● On March 28, 2022, the Company granted stock option agreements to two employees to purchase an aggregate of 8,000 shares of Common Stock at an exercise price of $11.50 per share. The options vest over a period of three years and expire on the ten th anniversary of the grant date. Issuances of stock options during 2021 were as follows: ● On October 14, 2020, the Company granted three new members of its Board of Directors stock option agreements under the 2018 Plan whereby each director has the option to purchase up to 4,000 shares of the Company's common stock at an exercise price of $51.25 per share. The options vest over a period of three years and expire on the ten th anniversary of the grant date; ● Effective December 1, 2020, the Company granted an officer a stock option agreement under the 2018 Plan whereby the officer has the option to purchase 18,600 shares of the Company's common stock at an exercise price of $36.25 per share. The option expires on the ten th anniversary of the grant date and vests as follows: (1) 25% of the option granted will vest after one year of employment with the Company; and (2) after one year of employment with the Company, 6.25% of the option granted will vest for each additional three (3) months of employment; ● On January 15, 2021, the Company granted two consultants stock option agreements for each to purchase 600 shares of the Company's common stock at an exercise price of $36.75 per share. The options expire on the ten th anniversary of the grant date and vest over a one -year period; ● Effective January 18, 2021, the Company granted an officer and an employee stock option agreements whereby the officer and employee have the option to purchase an aggregate of 24,000 shares of the Company's common stock at an exercise price of $36.75 per share. The options expire on the ten th anniversary of the grant date and vest as follows: (1) 25% of the options granted will vest after one year of employment with the Company; and (2) after one year of employment with the Company, 6.25% of the options granted will vest for each additional three (3) months of employment; ● Effective March 4, 2021, the Company granted an officer a stock option agreement whereby the officer has the option to purchase 14,000 shares of the Company's common stock at an exercise price of $35.75 per share. The option expires on the ten th anniversary of the grant date and vest as follows: (1) 25% of the option granted will vest after one year of employment with the Company; and (2) after one year of employment with the Company, 6.25% of the option granted will vest for each additional three (3) months of employment ; ● On April 30, 2021, the Company granted an officer a stock option agreement whereby the officer has the option to purchase 120,000 shares of the Company's common stock at a price of $34.25 per share. The option expires on the ten th anniversary of the grant date and vest as follows: (1) 25% of the option granted will vest after one year of employment with the Company; and (2) after one year of employment with the Company, 6.25% of the option granted will vest for each additional three (3) months of employment ; ● In May 2021, the Company granted stock option agreements to various employees, to purchase an aggregate of 10,800 shares of the Company's common stock at exercise prices of $32.25 to $41.25 per share. The options expire on the ten th anniversary of the grant date and vest as follows: (1) 25% of the options granted will vest after one year of employment with the Company; and (2) after one year of employment with the Company, 6.25% of the options granted will vest for each additional three (3) months of employment; ● In June 2021, the Company granted stock option agreements to a new member of its Board of Directors and one employee, to purchase an aggregate of 9,000 shares of the Company's common stock at exercise prices of $35.25 to $39.25 per share. The options expire on the ten th anniversary of the grant date and vest as follows: (1) 25% of the options granted will vest after one year; and (2) after one year, 6.25% of the options granted will vest for each additional three (3) months. The following table summarizes all stock option activity during the years ended June 30, 2022 and 2021: Weighted- Weighted- average average Remaining Aggregate Stock Exercise Contractual Intrinsic Value Options Price Term (in years) (in thousands) Outstanding as of July 1, 2020 139,031 $ 29.50 8.2 $ 4,042 Granted 209,600 36.00 — — Exercised (2,147) 25.50 — — Forfeited/expired (4,798) 61.25 — — Outstanding as of June 30, 2021 341,686 $ 32.75 8.8 $ 1,995 As of June 30, 2020, vested and expected to vest 340,814 $ 32.75 8.3 $ 1,988 Exercisable as of June 30, 2021 77,338 $ 27.75 6.4 $ 890 Outstanding as of June 30, 2021 341,686 $ 32.75 8.8 $ 1,995 Granted 313,568 27.50 — — Exercised (3,380) 22.75 — — Forfeited/expired (30,068) 35.00 — — Outstanding as of June 30, 2022 621,806 $ 30.00 8.3 $ — As of June 30, 2021, vested and expected to vest 197,404 $ 30.00 8.3 $ — Exercisable as of June 30, 2022 620,810 $ 29.25 6.7 $ — The following table summarizes information about options outstanding and exercisable at June 30, 2022: Options Outstanding and Exercisable Weighted- Weighted- Average Average Number Remaining Life Exercise Number Outstanding In Years Price Exercisable Exercise prices: $8.50 - $13.00 25,200 9.7 $ 9.75 500 $17.25 - $26.00 112,662 6.4 21.00 85,152 $26.50 - $39.75 463,791 8.6 32.50 101,932 $41.25 - $62.00 20,000 8.3 47.25 9,667 $63.25 - $95.00 20 5.9 63.25 20 $182.50 - $273.75 133 0.4 182.50 133 621,806 8.3 $ 28.31 197,404 The total fair value of stock options that vested during 2022 and 2021 was approximately $3,334,000 and $911,000, respectively. The total cash received for stock options that were exercised during 2022 and 2021 was approximately $77,000 and $54,000, respectively. The total intrinsic value of stock options that were exercised during 2022 and 2021 was approximately $19,000 and $165,000, respectively. As of June 30, 2022, there was approximately $9,962,000 of total unrecognized compensation cost related to non-vested stock options that the Company expects to recognize over a weighted-average period of 2.7 years. The weighted-average grant date fair value of stock options granted during 2022 and 2021 was $23.25 and $31.25 per share, respectively. The Company estimated the fair value of options granted using the Black-Scholes option pricing model with the following assumptions: 2022 2021 Weighted average risk-free interest rate 0.80% - 2.52 % 0.39 - 1.02 % Dividend yield 0 % 0 % Volatility 119.16 - 120.34 % 119.46 - 126.55 % Expected term (in years) 6 6 The aggregate intrinsic value in the table above represents the total intrinsic value, based on the Company’s closing stock price of $6.50 as of June 30, 2022 and $37.75 as of June 30, 2021, which would have been received by the option holders had all option holders exercised their options as of that date. Restricted Stock Units (“RSUs”): Issuances of RSUs during the year ended June 30, 2022 were as follows: On August 23, 2021, the Company issued RSUs to acquire 4,229 shares of Common Stock to various employees at a market value of $31.50 per share. The RSUs vest over a four-year period. The grant-date fair value of the RSUs totaled approximately $133,000. Issuances of RSUs during the year ended June 30, 2021 were as follows: Effective December 1, 2020, the Company issued RSUs to acquire 12,360 shares of common stock to an officer at a market value of $36.25 per share. The RSUs vest in even increments on the first three Effective January 18, 2021, the Company issued RSUs to acquire 2,600 shares of common stock to an employee at a market value of $36.75 per share. The RSUs vest in even increments on the first three Effective March 4, 2021, the Company issued RSUs to acquire 9,280 shares of common stock to an officer at a market value of $35.75 per share. The RSUs vest in even increments on the first three On April 30, 2021, the Company entered into a new employment agreement with an officer. The new employment agreement provides that the Compensation Committee will establish certain performance criteria and thereafter the officer will receive a grant of 200,000 performance RSUs, which will also vest subject to achievement of pre-defined performance criteria to be established by the Compensation Committee. On May 4, 2021, the Company issued RSU’s to acquire 1,600 shares of common stock to an employee at a market value of $32.25 per share. The RSU’s vest over a four-year period. The grant-date fair value of the RSUs totaled approximately $52,000. As of June 30, 2022, there was approximately $561,000 of total unrecognized compensation cost related to non-vested RSUs that the Company expects to recognize over a weighted-average period of 1.6 years. |
Fraunhofer Settlement
Fraunhofer Settlement | 12 Months Ended |
Jun. 30, 2022 | |
Fraunhofer Settlement [Abstract] | |
Fraunhofer Settlement | 20. Fraunhofer Settlement Fraunhofer Settlement On May 4, 2021, iBio, Inc. (the “Company”) and Fraunhofer USA, Inc. (“FhUSA”) entered into a Confidential Settlement Agreement and Mutual Release (the “Settlement Agreement”) to settle all claims and counterclaims in the litigation captioned iBio, Inc. v. Fraunhofer USA, Inc. (Case No. 10256-VCF) in Delaware Chancery Court (the “Lawsuit”). The Settlement Agreement, among other things, resolves the Company’s claims to ownership of certain plant-based technology developed by FhUSA from 2003 through 2014, and sets forth the terms of a license of intellectual property. The Lawsuit was commenced against FhUSA by the Company in March 2015 in the Court of Chancery of the State of Delaware and is described in more detail in the Company’s Quarterly Report on Form 10-Q for the quarter ended December 31, 2020. The Settlement Agreement is not an admission of liability or fault of the parties. The terms of the Settlement Agreement provide for cash payments to the Company of $28,000,000 as follows: (i) $16,000,000 to be paid no later than May 14, 2021 (which is expected to be paid 100% to cover legal fees and expenses); (ii) two two As of June 30, 2021, the Company held receivables related to the settlement in the amount of $10,200,000. This amount was recorded in the consolidated statement of operations and comprehensive loss as settlement income in Fiscal 2021. During the quarter ended March 31, 2022, the Company received the first payment of $5,100,000. The Company would recognize the $1.8 million of license revenue when it determined the collection of the license fees was reasonably assured in accordance with ASC 606. On February 9, 2022, the Company received the first $900,000 payment under the license agreement. As such, the Company determined that the collection of the license fees was reasonably assured, and the Company recognized license revenue related to the license fees and recorded a receivable for the second payment in the third quarter of 2022. As of June 30, 2022, the Company holds a settlement receivable balance of $5,100,000 related to the settlement and a trade receivable balance of $900,000 related to the license agreement. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Jun. 30, 2022 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 21. Related Party Transactions KBI Consulting On April 1, 2020, the Company entered into a consulting agreement with KBI Consulting for business support services provided by Mr. Isett's wife. Per the consulting agreement the business support services are billed at $5,800 per month. The Company terminated its agreement with KBI consulting effective March 31, 2021, at which time Mr. Isett’s wife became an employee of the Company. Consulting expenses totaled approximately $52,000 for the year ended June 30, 2021. |
Income Taxes
Income Taxes | 12 Months Ended |
Jun. 30, 2022 | |
Income Taxes [Abstract] | |
Income Taxes | 22. Income Taxes The components of net loss consist of the following (in thousands): For the Years Ended June 30, 2022 2021 United States $ (50,304) $ (23,200) Brazil — (13) Total $ (50,304) $ (23,213) The components of the provision (benefit) for income taxes consist of the following (in thousands): For the Years Ended June 30, 2022 2021 Current – Federal and state $ — $ — Deferred – Federal (9,051) (55) Deferred – State — — Total (9,051) (55) Change in valuation allowance 9,051 55 Income tax expense $ — $ — The Company has deferred income taxes due to income tax credits, net operating loss carryforwards, and the effect of temporary differences between the carrying values of certain assets and liabilities for financial reporting and income tax purposes. The components of the Company’s deferred tax assets and liabilities are as follows (in thousands): As of June 30, 2022 2021 Deferred tax assets (liabilities): Net operating loss $ 35,829 $ 24,693 Share-based compensation 1,248 353 Research and development tax credits 1,764 1,737 Investment in equity security 370 — Basis in iBio CDMO — 984 Property, plant and equipment (2,520) — Intangible assets (71) (91) Vacation accrual and other 145 38 Valuation allowance (36,765) (27,714) Total $ — $ — The Company has a valuation allowance against the full amount of its net deferred tax assets due to the uncertainty of realization of the deferred tax assets due to the operating loss history of the Company. The Company currently provides a valuation allowance against deferred taxes when it is more likely than not that some portion, or all of its deferred tax assets will not be realized. The valuation allowance could be reduced or eliminated based on future earnings and future estimates of taxable income. Federal net operating losses of approximately $5.5 million were used by the Former Parent prior to June 30, 2008 and are not available to the Company. The Former Parent allocated the use of the Federal net operating losses available for use on its consolidated Federal tax return on a pro rata basis based on all of the available net operating losses from all the entities included in its control group. U.S. federal net operating losses of approximately $170.5 million are available to the Company as of June 30, 2022, of which $63.9 million will expire at various dates through 2039 and $106.6 million with no expiration date. These carryforwards could be subject to certain limitations in the event there is a change in control of the Company pursuant to Internal Revenue Code Section 382, though the Company has not performed a study to determine if the loss carryforwards are subject to these Section 382 limitations. The Company has a research and development credit carryforward of approximately $1.76 million at June 30, 2022. A reconciliation of the statutory tax rate to the effective tax rate is as follows: Years Ended June 30, 2022 2021 Statutory federal income tax rate 21 % 21 % Change related to iBio CDMO (3) % — % Change in valuation allowance (18) % (21) % Effective income tax rate — % — % The Company has not been audited in connection with income taxes. iBio files U.S. Federal and state income tax returns subject to varying statutes of limitations. The 2018 through 2021 tax returns generally remain open to examination by U.S. Federal authorities and by state tax authorities. In addition, the 2015 through 2021 Brazilian federal tax returns remain open to examination by Brazil’s federal tax authorities. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jun. 30, 2022 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | 23. Commitments and Contingencies COVID-19 As a result of the pandemic, the Company has at times experienced reduced capacity to provide CDMO services as a result of instituting social distancing at work procedures in our Texas facility, restricting access to essential workers, as well as taking other precautions. In July 2022 after we experienced a rise in COVID-19 cases within our Texas facility, for approximately one week, we mandated only those involved in mission critical manufacturing activities were to be permitted within our Texas facility. The Company has ascertained that certain risks associated with further COVID-19 developments may adversely impact its operations and liquidity, and its business and share price may also be affected by the COVID-19 pandemic. However, the Company does not anticipate any significant threat to its operations at this point in time. Due to the general unknown nature surrounding the crisis, the Company cannot reasonably estimate the potential for any future impacts on its operations or liquidity. The outbreak and spread of COVID-19 and continued progress in various countries around the world, including the United States, has led authorities around the globe to take various extraordinary measures to stem the spread of the disease, such as emergency travel and transportation restrictions, school closures, quarantines and social distancing measures. The outbreak of COVID-19 has had an adverse effect on global markets and may continue to affect the economy in the United States and globally, especially if new strains of SARS-CoV2 emerge. War in Ukraine On February 24, 2022, Russia launched an invasion of Ukraine which has resulted in increased volatility in various financial markets and across various sectors. The United States and other countries, along with certain international organizations, have imposed economic sanctions on Russia and certain Russian individuals, banking entities and corporations as a response to the invasion. The extent and duration of the military action, resulting sanctions and future market disruptions in the region are impossible to predict. Moreover, the ongoing effects of the hostilities and sanctions may not be limited to Russia and Russian companies and may spill over to and negatively impact other regional and global economic markets of the world, including Europe and the United States. Presently, |
Employee 401(K) Plan
Employee 401(K) Plan | 12 Months Ended |
Jun. 30, 2022 | |
Employee 401(K) Plan [Abstract] | |
Employee 401(K) Plan | 24. Employee 401(K) Plan Commencing January 1, 2018, the Company established the iBio, Inc. 401(K) Plan (the “Plan”). Eligible employees of the Company may participate in the Plan, whereby they may elect to make elective deferral contributions pursuant to a salary deduction agreement and receive matching contributions upon meeting age and length-of-service requirements. The Company will make a 100% matching contribution that is not in excess of 5% of an eligible employee’s compensation. In addition, the Company may make qualified non-elective contributions at its discretion. Employer contributions made to the Plan totaled approximately $319,000 and $121,000 for the years ended June 30, 2022 and 2021, respectively. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Segment Reporting | 25. Segment Reporting In accordance with FASB ASC 280, “ Segment Reporting Biopharmaceuticals Bioprocessing Year Ended June 30, 2022 (in thousands) iBio, Inc. iBio CDMO Eliminations Total Revenues - external customers $ 1,884 $ 499 $ — $ 2,383 Revenues - intersegment 1,586 2,455 (4,041) — Cost of goods sold — 216 — 216 Gross profit 3,470 2,739 (4,041) 2,167 Research and development 11,819 8,260 (2,350) 17,729 General and administrative 20,844 14,975 (1,691) 34,128 Operating loss (29,194) (20,496) — (49,690) Interest expense — (1,412) — (1,412) Forgiveness of note payable and accrued interest — 607 — 607 Interest and other income 184 7 — 191 Consolidated net loss (29,010) (21,295) — (50,305) Total assets 156,893 43,092 (100,578) 99,407 Finance lease ROU assets — 74 — 74 Operating lease ROU assets 3,068 1,952 — 5,020 Fixed assets, net of accumulated depreciation 1,373 35,288 — 36,661 Intangible assets, net of accumulated amortization 4,851 — — 4,851 Amortization of ROU assets — 599 — 599 Depreciation expense — 2,275 — 2,275 Amortization of intangible assets 401 — — 401 Biopharmaceuticals Bioprocessing Year Ended June 30, 2021 (in thousands) iBio, Inc. iBio CDMO Eliminations Total Revenues - external customers $ 1,098 $ 1,274 $ — $ 2,371 Revenues - intersegment 1,017 1,307 (2,324) — Cost of goods sold 425 1,037 — 1,462 Gross profit 1,690 1,543 (2,324) 909 Research and development 2,960 8,370 (1,341) 9,989 General and administrative 13,429 9,585 (983) 22,031 Operating loss (14,699) (16,412) — (31,111) Interest expense — (2,454) — (2,454) Settlement income 10,200 — — 10,200 Interest and royalty income 151 1 — 152 Consolidated net loss (4,349) (18,864) — (23,213) Total assets 175,272 35,721 (64,025) 146,968 Finance lease ROU assets — 26,111 — 26,111 Fixed assets, net of accumulated depreciation — 8,628 — 8,628 Intangible assets, net of accumulated amortization 952 — — 952 Amortization of finance lease ROU assets — 1,651 — 1,651 Depreciation expense — 472 — 472 Amortization of intangible assets 291 — — 291 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Jun. 30, 2022 | |
Subsequent Events [Abstract] | |
Subsequent Events | 26. Subsequent Events Exploration of Opportunities and Restructuring On September 21, 2022, the Company announced that in an effort to focus its resources on the promising new discovery platform and entering the clinic with its lead compounds, iBio has initiated a review of opportunities to accelerate its transformation while extending its cash runway. These include asset sales or licenses, partnerships, portfolio decisions, cost reductions, and non-dilutive efforts to raise additional capital with the goal to extend its cash runway and to focus its resources on its immune-oncology pipeline and AI-driven discovery platform. No timetable has been established for the completion of these efforts, and the Company does not expect to disclose developments unless and until there is material information to share or the Board of Directors has concluded that disclosure is appropriate or required. On September 16, 2022, we entered into an asset purchase agreement with RubrYc Therapeutics, Inc. (“RubrYc”) described in more detail below: The Company entered into an Asset Purchase Agreement (the “Purchase Agreement”) with RubrYc pursuant to which it acquired substantially all of RubrYc’s assets in consideration of the issuance of 102,354 shares of the Company’s common stock valued at approximately $1,000,000 (the “Closing Shares”) and potential additional payments of up to $5,000,000 upon the achievement of specified developmental milestones on or before the fifth anniversary of the closing date, payable in cash or shares of the Company’s stock, at the Company’s option. The assets acquired include an AI drug discovery platform, all rights with no future milestone payments or royalty obligations, to IBIO-101, and three immuno-oncology candidates plus a partnership-ready PD-1 agonist. The Purchase Agreement contains representations, warranties and covenants of RubrYc Therapeutics and the Company. The acquisition closed on September 19, 2022 after receipt of approval of the NYSE American. On September 19, 2022, we entered into a termination agreement with RubrYc described in more detail below: In connection with the closing of the Purchase Agreement, on September 19, 2022, the Company and RubrYc agreed to terminate the Collaboration, Option and License Agreement, dated August 23, 2021, by and between the Company and RubrYc and the Collaboration and License Agreement, dated August 23, 2021, by and between the Company and RubrYc. Issuances of stock options during Fiscal 2023 were as follows: In Fiscal 2023, the Company granted stock option agreements to certain officers and employees to purchase an aggregate of 303,868 shares of Common Stock at exercise prices ranging between $6.75 and $9.50 per share. The options vest over a period of three years and expire on the ten Issuances of RSUs during Fiscal 2023 were as follows: In Fiscal 2023, the Company issued RSUs to acquire 6,954 shares of common stock to various employees at a market value of $7.00 per share. The RSU’s vest over a four-year period. The grant-date fair value of the RSUs totaled approximately $49,000. Vesting of RSUs during Fiscal 2023 were as follows: On August 23, 2022, RSUs for 1,057 shares of Common Stock were vested. At-the market Facility Use ● Between July 25, 2022, and August 17, 2022, Cantor Fitzgerald sold as sales agent pursuant to the Sales Agreement 175,973 shares of Common Stock. We received net proceeds of approximately $1.2 million (see Note 17 Stockholders’ Equity for more detail). Amendment to the Credit Agreement with Woodforest National Bank. On October 11, 2022, we and Woodforest amended the Credit Agreement to: (i) include a payment of $5,500,000 of the outstanding principal balance owed under the Credit Agreement on the date of the amendment, (ii) include a payment of $5,100,000 of the outstanding principal balance owed under the Credit Agreement within two (2) business days upon our receipt of such amount owed to us by Fraunhofer as part of our legal settlement with them (see Item 3 – Legal Proceedings for more information), (iii) include principal payments of $250,000 per month in debt amortization for a 6 month period commencing the date of the amendment through March 2023, (iv) include an amendment fee of $22,375 and all costs and expenses, (v) require delivery of a report detailing cash flow expenditures every two (2) weeks for the period prior to the delivery of the last report and a monthly 12-month forecast (vi) reduce the liquidity covenant in the Guaranty (as defined in the Credit Agreement) from $10 million to $7.5 million with the ability to lower the liquidity covenant to $5.0 million upon the occurrence of a specific milestone in the Credit Agreement, and (vii) change the annual filing requirement solely for the fiscal year ending June 30, 2022, such that the filing is acceptable with or without a “going concern” designation. In addition, Woodforest cancelled the irrevocable letter of credit issued by JPMorgan Chase Bank upon closing of the amendment. If we fail to successfully extend our cash runway via strategic options or other alternatives as described we would be in violation of the liquidity covenant on December 31, 2022. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jun. 30, 2022 | |
Summary of Significant Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect reported amounts of assets and liabilities, disclosures of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. These estimates include liquidity assertions, the valuation of intellectual property including impairment considerations, legal and contractual contingencies and share-based compensation. Although management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, actual results could differ from these estimates. |
Accounts Receivable | Accounts Receivable Accounts receivable are reported at their outstanding unpaid principal balances net of allowances for uncollectible accounts. The Company provides for allowances for uncollectible receivables based on management’s estimate of uncollectible amounts considering age, collection history, and any other factors considered appropriate. The Company writes off accounts receivable against the allowance for doubtful accounts when a balance is determined to be uncollectible. At June 30, 2022, and 2021, the Company determined that an allowance for doubtful accounts was not needed. |
Revenue Recognition | Revenue Recognition The Company accounts for its revenue recognition under Accounting Standards Codification (“ASC”) 606, Revenue from Contracts with Customers The Company’s contract revenue consists primarily of amounts earned under contracts with third-party customers and reimbursed expenses under such contracts. The Company analyzes its agreements to determine whether the elements can be separated and accounted for individually or as a single unit of accounting. Allocation of revenue to individual elements that qualify for separate accounting is based on the separate selling prices determined for each component, and total contract consideration is then allocated pro rata across the components of the arrangement. If separate selling prices are not available, the Company will use its best estimate of such selling prices, consistent with the overall pricing strategy and after consideration of relevant market factors. In general, the Company applies the following steps when recognizing revenue from contracts with customers: (i) identify the contract, (ii) identify the performance obligations, (iii) determine the transaction price, (iv) allocate the transaction price to the performance obligations and (v) recognize revenue when a performance obligation is satisfied. The nature of the Company’s contracts with customers generally falls within the three key elements of the Company’s business plan: CDMO Facility Activities; Product Candidate Pipeline, and Facility Design and Build-out / Technology Transfer services. Recognition of revenue is driven by satisfaction of the performance obligations using one of two methods: revenue is either recognized over time or at a point in time. Contracts containing multiple performance obligations classify those performance obligations into separate units of accounting either as standalone or combined units of accounting. For those performance obligations treated as a standalone unit of accounting, revenue is generally recognized based on the method appropriate for each standalone unit. For those performance obligations treated as a combined unit of accounting, revenue is generally recognized as the performance obligations are satisfied, which generally occurs when control of the goods or services have been transferred to the customer or client or once the client or customer is able to direct the use of those goods and / or services as well as obtaining substantially all of its benefits. As such, revenue for a combined unit of accounting is generally recognized based on the method appropriate for the last delivered item but due to the specific nature of certain project and contract items, management may determine an alternative revenue recognition method as appropriate, such as a contract whereby one deliverable in the arrangement clearly comprises the overwhelming majority of the value of the overall combined unit of accounting. Under this circumstance, management may determine revenue recognition for the combined unit of accounting based on the revenue recognition guidance otherwise applicable to the predominant deliverable. If a loss on a contract is anticipated, such loss is recognized in its entirety when the loss becomes evident. When the current estimates of the amount of consideration that is expected to be received in exchange for transferring promised goods or services to the customer indicates a loss will be incurred, a provision for the entire loss on the contract is made. At June 30, 2022, and 2021, the Company had no contract loss provisions. The Company generates (or may generate in the future) contract revenue under the following types of contracts: Fixed-Fee Under a fixed-fee contract, the Company charges a fixed agreed upon amount for a deliverable. Fixed-fee contracts have fixed deliverables upon completion of the project. Typically, the Company recognizes revenue for fixed-fee contracts after projects are completed, delivery is made and title transfers to the customer, and collection is reasonably assured. Revenue can be recognized either 1) over time or 2) at a point in time and is summarized below (in thousands). All revenue was recognized at a point in time for all periods presented. The following table summarizes revenue by type (in thousands): June 30, 2022 2021 License revenue $ 1,800 $ — CDMO services 583 2,371 Total revenue $ 2,383 $ 2,371 Time and Materials Under a time and materials contract, the Company charges customers an hourly rate plus reimbursement for other project specific costs. The Company recognizes revenue for time and material contracts based on the number of hours devoted to the project multiplied by the customer’s billing rate plus other project specific costs incurred. |
Contract Assets | Contract Assets A contract asset is an entity's right to payment for goods and services already transferred to a customer if that right to payment is conditional on something other than the passage of time. Generally, an entity will recognize a contract asset when it has fulfilled a contract obligation but must perform other obligations before being entitled to payment. Contract assets consist primarily of the cost of project contract work performed by third parties whereby the Company expects to recognize any related revenue at a later date, upon satisfaction of the contract obligations. At both June 30, 2022 and 2021, contract assets were $0. |
Contract Liabilities | Contract Liabilities A contract liability is an entity’s obligation to transfer goods or services to a customer at the earlier of (1) when the customer prepays consideration or (2) the time that the customer’s consideration is due for goods and services the entity will yet provide. Generally, an entity will recognize a contract liability when it receives a prepayment. Contract liabilities consist primarily of consideration received, usually in the form of payment, on project work to be performed whereby the Company expects to recognize any related revenue at a later date, upon satisfaction of the contract obligations. At June 30, 2022 and 2021, contract liabilities were $100,000 and $423,000, respectively. The Company recognized revenue of $178,000 in 2022 that was included in the contract liabilities balance as of June 30, 2021 and $1,087,000 in 2021 that was included in the contract liabilities balance as of June 30, 2020. |
Leases | Leases The Company accounts for leases under the guidance of ASC 842, . The standard established a right-of-use (“ROU”) model requiring a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months and classified as either an operating or finance lease. The adoption of ASC 842 had a significant effect on the Company’s balance sheet, resulting in an increase in non-current assets and both current and non-current liabilities. As the Company elected to adopt ASC 842 at the beginning of the period of adoption (July 1, 2019), the Company recorded the ROU and finance lease obligation as follows: 1. ROU measured at the carrying amount of the leased assets under Topic 840. 2. Finance lease liability measured at the carrying amount of the capital lease obligation under Topic 840 at the beginning of the period of adoption. The Company elected the package of practical expedients In accordance with ASC 842, at the inception of an arrangement, the Company determines whether the arrangement is or contains a lease based on the unique facts and circumstances present and the classification of the lease including whether the contract involves the use of a distinct identified asset, whether the Company obtains the right to substantially all the economic benefit from the use of the asset, and whether the Company has the right to direct the use of the asset. Leases with a term greater than one year are recognized on the balance sheet as ROU assets, lease liabilities and, if applicable, long-term lease liabilities. The Company has elected not to recognize on the balance sheet leases with terms of one year or less under practical expedient in paragraph ASC 842-20-25-2. For contracts with lease and non-lease components, the Company has elected not to allocate the contract consideration and to account for the lease and non-lease components as a single lease component. The lease liability and the corresponding ROU assets are recorded based on the present value of lease payments over the expected remaining lease term. The implicit rate within the Company’s existing finance (capital) lease was determinable and, therefore, used at the adoption date of ASC 842 to determine the present value of lease payments under the finance lease. The implicit rate within the Company’s operating lease was not determinable and, therefore, the Company used the incremental borrowing rate at the lease commencement date to determine the present value of lease payments. The determination of the Company’s incremental borrowing rate requires judgement. The Company will determine the incremental borrowing rate for each new lease using its estimated borrowing rate. An option to extend the lease is considered in connection with determining the ROU asset and lease liability when it is reasonably certain we will exercise that option. An option to terminate is considered unless it is reasonably certain the Company will not exercise the option. |
Cash, Cash Equivalents and Restricted Cash | Cash, Cash Equivalents and Restricted Cash The Company considers all highly liquid instruments purchased with an original maturity of three months or less to be cash equivalents. Cash equivalents at June 30, 2022 and 2021 consisted of money market accounts. Restricted cash consists of collateral held for letters of credit obtained to the term note payable for the purchase of the 130,000 square foot cGMP manufacturing facility in Bryan, Texas located at 8800 HSC Parkway, Bryan, Texas 77807 (the “Facility”) (see Note 6 – Significant Transactions) and the San Diego operating lease (see Note 16 – Operating Lease Obligations) and a Company purchasing card. The Company’s bank requires an additional 5% collateral held above the actual letters of credit issued. Restricted cash value was $5,996,000 and $0 at June 30, 2022 and 2021, respectively. The following table summarizes the components of total cash, cash equivalents and restricted cash in the consolidated statement of cash flows (in thousands): June 30, June 30, 2022 2021 Cash and equivalents $ 22,676 $ 77,404 Collateral held for letter of credit - term note payable 5,743 — Collateral held for letter of credit - San Diego lease 198 Collateral held for Company purchasing card 55 — Total cash, cash equivalents and restricted cash $ 28,672 $ 77,404 |
Investments in Debt Securities | Investments in Debt Securities Debt investments are classified as available-for-sale. Changes in fair value are recorded in other comprehensive income (loss). Fair value is calculated based on publicly available market information. Discounts and/or premiums paid when the debt securities are acquired are amortized to interest income over the terms of the debt securities. See Note 6 - Significant Transactions. |
Inventory | Inventory Inventory is stated at the lower of cost or net realizable value on the first-in, first-out basis. The Company periodically evaluates inventory items and establishes reserves for obsolescence accordingly. Inventory consists of the following (table in thousands): June 30, June 30, 2022 2021 Raw materials $ 3,896 $ — Work in process 4 27 $ 3,900 $ 27 |
Research and Development | Research and Development The Company accounts for research and development costs in accordance with the Financial Accounting Standards Board (“FASB”) ASC 730-10, “ Research and Development incurred. Third-party research and development costs are expensed when the contracted work has been performed or as milestone results have been achieved. |
Right-of-Use Assets | Right-of-Use Assets Assets held under the terms of finance (capital) leases are amortized on a straight-line basis over the terms of the leases or the economic lives of the assets. Obligations for future lease payments under finance (capital) leases are shown within liabilities and are analyzed between amounts falling due within and after one year. See Note 9 - Finance Lease ROU Assets and Note 15 - Finance Lease Obligations for additional information. |
Fixed Assets | Fixed Assets Fixed assets are stated at cost net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets ranging from three to fifteen years. |
Intangible Assets | Intangible Assets The Company accounts for intangible assets at either their historical cost or allocated purchase price at asset acquisition and records amortization utilizing the straight-line method based upon their estimated useful lives. Patents are amortized over a period of 10 years and other intellectual property is amortized over a period from 16 to 23 years unless they were determined to have indefinite lives. The Company reviews the carrying value of its intangible assets for impairment whenever events or changes in business circumstances indicate the carrying amount of such assets may not be fully recoverable. Evaluating for impairment requires judgment, and recoverability is assessed by comparing the projected undiscounted net cash flows of the assets over the remaining useful life to the carrying amount. Impairments, if any, are based on the excess of the carrying amount over the fair value of the assets. |
Share-based Compensation | Share-based Compensation The Company recognizes the cost of all share-based payment transactions at fair value. Compensation cost, measured by the fair value of the equity instruments issued, adjusted for estimated forfeitures, is recognized in the financial statements as the respective awards are earned over the performance period. The Company uses historical data to estimate forfeiture rates. The impact that share-based payment awards will have on the Company’s results of operations is a function of the number of shares awarded, the trading price of the Company’s stock at the date of grant or modification, the vesting schedule and forfeitures. Furthermore, the application of the Black-Scholes option pricing model employs weighted-average assumptions for expected volatility of the Company’s stock, expected term until exercise of the options, the risk-free interest rate, and dividends, if any, to determine fair value. Expected volatility is based on historical volatility of the Company’s common stock (the “Common Stock”); the expected term until exercise represents the weighted-average period of time that options granted are expected to be outstanding giving consideration to vesting schedules and the Company’s historical exercise patterns; and the risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant for periods corresponding with the expected life of the option. The Company has not paid any dividends since its inception and does not anticipate paying any dividends for the foreseeable future, so the dividend yield is assumed to be zero. In addition, the Company estimates forfeitures at each reporting period rather than electing to record the impact of such forfeitures as they occur. See Note 19 – Share-Based Compensation for additional information. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be realized. The effect of a change in tax rates or laws on deferred tax assets and liabilities is recognized in operations in the period that includes the enactment date of the rate change. A valuation allowance is established to reduce the deferred tax assets to the amounts that are more likely than not to be realized from operations. Tax benefits of uncertain tax positions are recognized only if it is more likely than not that the Company will be able to sustain a position taken on an income tax return. The Company has no liability for uncertain tax positions as of June 30, 2022 and 2021. Interest and penalties, if any, related to unrecognized tax benefits would be recognized as income tax expense. The Company does not have any accrued interest or penalties associated with unrecognized tax benefits, nor was any significant interest expense recognized during 2022 and 2021. |
Concentrations of Credit Risk | Concentrations of Credit Risk Cash The Company maintains principally all cash balances in one financial institution which, at times, may exceed the amount insured by the Federal Deposit Insurance Corporation. The exposure to the Company is solely dependent upon daily bank balances and the strength of the financial institution. The Company has not incurred any losses on these accounts. At June 30, 2022 and 2021, amounts in excess of insured limits were approximately $18,200,000 and $27,013,000, respectively. Revenue During the year ended June 30, 2022, the Company generated 100% of its revenue from 10 customers with one customer accounting for 76% of revenue related to a licensing agreement (see Note 20 – Fraunhofer Settlement). During the year ended June 30, 2021, the Company generated 99% of its revenue from four customers, each of whom individually accounted for more than 10% of revenue. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Summary of Significant Accounting Policies [Abstract] | |
Schedule of Revenue recognition | The following table summarizes revenue by type (in thousands): June 30, 2022 2021 License revenue $ 1,800 $ — CDMO services 583 2,371 Total revenue $ 2,383 $ 2,371 |
Schedule of of total cash, cash equivalents and restricted cash | The following table summarizes the components of total cash, cash equivalents and restricted cash in the consolidated statement of cash flows (in thousands): June 30, June 30, 2022 2021 Cash and equivalents $ 22,676 $ 77,404 Collateral held for letter of credit - term note payable 5,743 — Collateral held for letter of credit - San Diego lease 198 Collateral held for Company purchasing card 55 — Total cash, cash equivalents and restricted cash $ 28,672 $ 77,404 |
Schedule of inventory | June 30, June 30, 2022 2021 Raw materials $ 3,896 $ — Work in process 4 27 $ 3,900 $ 27 |
Significant Transactions (Table
Significant Transactions (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Significant Transactions [Abstract] | |
Summary of Purchase Price Allocation of Asset Acquisition | Preferred stock $ 1,760,000 Intangible assets 4,300,000 Prepaid expenses 1,440,000 $ 7,500,000 |
Investments in Debt Securities
Investments in Debt Securities (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Investments in Debt Securities [Abstract] | |
Schedule of components of investments in debt securities | Investments in debt securities consist of AA and A rated corporate bonds bearing interest at rates from 0.25% to 3.5% with maturities from August 2022 February 2024 June 30, June 30, 2022 2021 Adjusted cost $ 11,029 $ 19,603 Gross unrealized losses (184) (33) Fair value $ 10,845 $ 19,570 |
Schedule of fair value of available-for-sale debt securities, by contractual maturity | The fair value of available-for-sale debt securities, by contractual maturity was as follows (in thousands): June 30, June 30 Fiscal period ending: 2022 2021 2023 $ 8,054 $ 11,430 2024 2,791 8,140 $ 10,845 $ 19,570 |
Finance Lease ROU Assets (Table
Finance Lease ROU Assets (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Finance Lease ROU [Abstract] | |
Summary of the gross carrying value and accumulated amortization of finance lease ROU | The following table summarizes by category the gross carrying value and accumulated amortization of finance lease ROU (in thousands): June 30, June 30, 2022 2021 ROU - Facility $ — $ 25,907 ROU - Equipment 146 7,728 146 33,635 Accumulated amortization (72) (7,524) Net finance lease ROU $ 74 $ 26,111 |
Operating Lease ROU Assets (Tab
Operating Lease ROU Assets (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Operating Lease ROU Assets [Abstract] | |
Schedule of category the net carrying values of operating lease ROU | The following table summarizes by category the net carrying values of operating lease ROU (in thousands): June 30, June 30, 2022 2021 ROU - San Diego lease $ 3,068 $ — ROU - Texas Facility ground lease 1,952 — Net operating lease ROU $ 5,020 $ — |
Fixed Assets (Tables)
Fixed Assets (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Fixed Assets [Abstract] | |
Schedule of gross carrying value and accumulated depreciation of fixed assets | The following table summarizes by category the gross carrying value and accumulated depreciation of fixed assets (in thousands): June 30, June 30, 2022 2021 Facility and improvements $ 21,589 $ 1,517 Machinery and equipment 12,161 4,255 Office equipment and software 2,752 714 Construction in progress 3,659 3,367 40,161 9,853 Accumulated depreciation (3,500) (1,225) Net fixed assets $ 36,661 $ 8,628 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Intangible Assets [Abstract] | |
Schedule of Category the gross carrying value and accumulated amortization of intangible assets | The following table summarizes by category the gross carrying value and accumulated amortization of intangible assets (in thousands): June 30, June 30, 2022 2021 Intellectual property – gross carrying value $ 3,100 $ 3,100 Patents and licenses – gross carrying value 2,846 2,720 5,946 5,820 Intellectual property – accumulated amortization (2,867) (2,711) Patents and licenses – accumulated amortization (2,403) (2,157) (5,270) (4,868) Total definite lived intangible assets, net of accumulated amortization 676 952 License - indefinite lived 4,175 — Total net intangible assets $ 4,851 $ 952 |
Schedule of Estimated annual amortization expenses for next five years and thereafter | For the Year Ending June 30, 2023 $ 261 2024 165 2025 69 2026 57 2027 45 Thereafter 79 $ 676 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Accrued Expenses | |
Schedule of Accrued Expenses | Accrued expenses consist of the following (in thousands): June 30, June 30, 2022 2021 Salaries and benefits $ 3,066 $ 1,667 Real estate taxes 284 — Professional fees 126 497 Interest 59 — Rent and real estate taxes – related party (see Note 15) — 295 Interest – related party (see Note 15) — 406 Other accrued expenses 229 136 Total accrued expenses $ 3,764 $ 3,001 |
Finance Lease Obligation (Table
Finance Lease Obligation (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Finance Lease Obligation [Abstract] | |
Schedule of components of lease expense and supplemental balance sheet information related to the finance lease obligation | The following tables present the components of lease expense and supplemental balance sheet information related to the finance lease obligation (in thousands): Years ended June 30, 2022 2021 Finance lease cost: Amortization of ROU assets $ 599 $ 1,651 Interest on lease liabilities 816 2,447 CPI lease cost 64 200 Total lease cost $ 1,479 $ 4,298 Other information: Cash paid for amounts included in the measurement lease liabilities: Operating cash flows from finance lease - CPI rent $ 64 $ 200 Financing cash flows from finance lease obligation $ 5,830 $ 331 Years Ended June 30, 2022 2021 Finance lease ROU assets $ 74 $ 26,111 Finance lease obligation - current portion $ 46 $ 367 Finance lease obligation - non-current portion $ 30 $ 31,755 Weighted average remaining lease term - finance lease 1.76 years 28.58 years Weighted average discount rate - finance lease obligation 6.25 % 7.606 % |
Future Minimum Payments Under the Finance Lease Obligation | Future minimum payments under the capitalized lease obligations are due as follows: Fiscal year ending on June 30: Principal Interest Total 2023 $ 46 $ 4 $ 50 2024 30 1 31 Total minimum lease payments 76 $ 5 $ 81 Less: current portion (46) Long-term portion of minimum lease obligations $ 30 |
Operating Lease Obligations (Ta
Operating Lease Obligations (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Operating Lease, Liability [Abstract] | |
Lease Expense and Supplemental Balance Sheet Information Related to the Operating Lease Obligation | The following tables present the components of lease expense and supplemental balance sheet information related to the operating lease obligation (in thousands): Year Ended June 30, 2022 Operating lease cost: $ 555 Total lease cost $ 555 Other information: Cash paid for amounts included in the measurement lease liability: Operating cash flows from operating lease $ 555 Operating cash flows from operating lease obligation $ 15 June 30, 2022 Operating lease ROU assets $ 5,020 Operating lease obligations - current portion $ 101 Operating lease obligations - noncurrent portion $ 5,455 Weighted average remaining lease term - operating leases 23.64 Weighted average discount rate - operating lease obligations 7.25 |
Future Minimum Payments under the Operating Lease Obligation | Future minimum payments under the operating lease obligation are due as follows (in thousands): Fiscal year ending on June 30: Principal Imputed Interest Total 2023 $ 101 $ 359 $ 460 2024 400 382 782 2025 448 352 800 2026 503 317 820 2027 560 279 839 Thereafter 3,544 3,217 6,761 Total minimum lease payments 5,556 $ 4,906 $ 10,462 Less: current portion (101) Long-term portion of minimum lease obligation $ 5,455 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Stockholders' Equity [Member] | |
Fair value of Warrant using the Black-Scholes model assumptions | The Company estimated the fair value of the Warrant using the Black-Scholes model with the following assumptions: Weighted average risk-free interest rate 0.23 % Dividend yield 0 % Volatility 136.9 % Expected term (in years) 4.95 |
Earnings (Loss) Per Common Sh_2
Earnings (Loss) Per Common Share (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Earnings (Loss) Per Common Share [Abstract] | |
Schedule of Earnings (loss) Per Share, Basic and Diluted | Year Ended June 30, 2022 2021 Basic and diluted numerator: Net loss attributable to iBio, Inc. $ (50,303) $ (23,207) Preferred stock dividends – iBio CMO Preferred Tracking Stock (88) (260) Net loss available to iBio, Inc. stockholders $ (50,391) $ (23,467) Basic and diluted denominator: Weighted-average common shares outstanding 8,721 7,825 Per share amount $ (5.78) $ (3.00) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | In Fiscal Years 2022 and 2021, the Company incurred net losses which cannot be diluted; therefore, basic and diluted loss per common share is the same. As of June 30, 2022 and 2021, shares issuable which could potentially dilute future earnings included were as follows: June 30, 2022 2021 (in thousands) Stock options 622 342 Warrant issued under the Transaction 51 — Restricted stock units 21 27 Series 2022 Preferred * — Shares excluded from the calculation of diluted loss per share 694 369 * Less than 1,000 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Share-Based Compensation [Member] | |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs | The following table summarizes the components of share-based compensation expense in the Consolidated Statements of Operations (in thousands): Year Ended June 30, 2022 2021 Research and development $ 573 $ 185 General and administrative 3,804 1,401 Total $ 4,377 $ 1,586 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table summarizes all stock option activity during the years ended June 30, 2022 and 2021: Weighted- Weighted- average average Remaining Aggregate Stock Exercise Contractual Intrinsic Value Options Price Term (in years) (in thousands) Outstanding as of July 1, 2020 139,031 $ 29.50 8.2 $ 4,042 Granted 209,600 36.00 — — Exercised (2,147) 25.50 — — Forfeited/expired (4,798) 61.25 — — Outstanding as of June 30, 2021 341,686 $ 32.75 8.8 $ 1,995 As of June 30, 2020, vested and expected to vest 340,814 $ 32.75 8.3 $ 1,988 Exercisable as of June 30, 2021 77,338 $ 27.75 6.4 $ 890 Outstanding as of June 30, 2021 341,686 $ 32.75 8.8 $ 1,995 Granted 313,568 27.50 — — Exercised (3,380) 22.75 — — Forfeited/expired (30,068) 35.00 — — Outstanding as of June 30, 2022 621,806 $ 30.00 8.3 $ — As of June 30, 2021, vested and expected to vest 197,404 $ 30.00 8.3 $ — Exercisable as of June 30, 2022 620,810 $ 29.25 6.7 $ — |
Schedule of Stock options outstanding and exercisable | The following table summarizes information about options outstanding and exercisable at June 30, 2022: Options Outstanding and Exercisable Weighted- Weighted- Average Average Number Remaining Life Exercise Number Outstanding In Years Price Exercisable Exercise prices: $8.50 - $13.00 25,200 9.7 $ 9.75 500 $17.25 - $26.00 112,662 6.4 21.00 85,152 $26.50 - $39.75 463,791 8.6 32.50 101,932 $41.25 - $62.00 20,000 8.3 47.25 9,667 $63.25 - $95.00 20 5.9 63.25 20 $182.50 - $273.75 133 0.4 182.50 133 621,806 8.3 $ 28.31 197,404 |
Schedule of Fair value of options granted using the Black-Scholes option pricing model | The weighted-average grant date fair value of stock options granted during 2022 and 2021 was $23.25 and $31.25 per share, respectively. The Company estimated the fair value of options granted using the Black-Scholes option pricing model with the following assumptions: 2022 2021 Weighted average risk-free interest rate 0.80% - 2.52 % 0.39 - 1.02 % Dividend yield 0 % 0 % Volatility 119.16 - 120.34 % 119.46 - 126.55 % Expected term (in years) 6 6 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Income Taxes [Abstract] | |
Schedule of Comprehensive Income (Loss) | The components of net loss consist of the following (in thousands): For the Years Ended June 30, 2022 2021 United States $ (50,304) $ (23,200) Brazil — (13) Total $ (50,304) $ (23,213) |
Schedule of Components of Income Tax Expense (Benefit) | The components of the provision (benefit) for income taxes consist of the following (in thousands): For the Years Ended June 30, 2022 2021 Current – Federal and state $ — $ — Deferred – Federal (9,051) (55) Deferred – State — — Total (9,051) (55) Change in valuation allowance 9,051 55 Income tax expense $ — $ — |
Schedule of Deferred Tax Assets and Liabilities | The components of the Company’s deferred tax assets and liabilities are as follows (in thousands): As of June 30, 2022 2021 Deferred tax assets (liabilities): Net operating loss $ 35,829 $ 24,693 Share-based compensation 1,248 353 Research and development tax credits 1,764 1,737 Investment in equity security 370 — Basis in iBio CDMO — 984 Property, plant and equipment (2,520) — Intangible assets (71) (91) Vacation accrual and other 145 38 Valuation allowance (36,765) (27,714) Total $ — $ — |
Schedule of Effective Income Tax Rate Reconciliation | A reconciliation of the statutory tax rate to the effective tax rate is as follows: Years Ended June 30, 2022 2021 Statutory federal income tax rate 21 % 21 % Change related to iBio CDMO (3) % — % Change in valuation allowance (18) % (21) % Effective income tax rate — % — % |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Jun. 30, 2022 | |
Segment Reporting [Abstract] | |
Schedule of Segment Reporting Information, by Segment | Biopharmaceuticals Bioprocessing Year Ended June 30, 2022 (in thousands) iBio, Inc. iBio CDMO Eliminations Total Revenues - external customers $ 1,884 $ 499 $ — $ 2,383 Revenues - intersegment 1,586 2,455 (4,041) — Cost of goods sold — 216 — 216 Gross profit 3,470 2,739 (4,041) 2,167 Research and development 11,819 8,260 (2,350) 17,729 General and administrative 20,844 14,975 (1,691) 34,128 Operating loss (29,194) (20,496) — (49,690) Interest expense — (1,412) — (1,412) Forgiveness of note payable and accrued interest — 607 — 607 Interest and other income 184 7 — 191 Consolidated net loss (29,010) (21,295) — (50,305) Total assets 156,893 43,092 (100,578) 99,407 Finance lease ROU assets — 74 — 74 Operating lease ROU assets 3,068 1,952 — 5,020 Fixed assets, net of accumulated depreciation 1,373 35,288 — 36,661 Intangible assets, net of accumulated amortization 4,851 — — 4,851 Amortization of ROU assets — 599 — 599 Depreciation expense — 2,275 — 2,275 Amortization of intangible assets 401 — — 401 Biopharmaceuticals Bioprocessing Year Ended June 30, 2021 (in thousands) iBio, Inc. iBio CDMO Eliminations Total Revenues - external customers $ 1,098 $ 1,274 $ — $ 2,371 Revenues - intersegment 1,017 1,307 (2,324) — Cost of goods sold 425 1,037 — 1,462 Gross profit 1,690 1,543 (2,324) 909 Research and development 2,960 8,370 (1,341) 9,989 General and administrative 13,429 9,585 (983) 22,031 Operating loss (14,699) (16,412) — (31,111) Interest expense — (2,454) — (2,454) Settlement income 10,200 — — 10,200 Interest and royalty income 151 1 — 152 Consolidated net loss (4,349) (18,864) — (23,213) Total assets 175,272 35,721 (64,025) 146,968 Finance lease ROU assets — 26,111 — 26,111 Fixed assets, net of accumulated depreciation — 8,628 — 8,628 Intangible assets, net of accumulated amortization 952 — — 952 Amortization of finance lease ROU assets — 1,651 — 1,651 Depreciation expense — 472 — 472 Amortization of intangible assets 291 — — 291 |
Nature of Business (Narrative)
Nature of Business (Narrative) (Details) | 12 Months Ended |
Jun. 30, 2022 segment | |
Nature of Business [Abstract] | |
Number of operating segments | 2 |
Basis of Presentation (Narrativ
Basis of Presentation (Narrative) (Details) | Oct. 11, 2022 USD ($) | Oct. 07, 2022 | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) entity |
Basis of Presentation [Line Items] | ||||
Number of affiliates with non-controlling interest | entity | 2 | |||
Cash and cash equivalents and marketable securities | $ 39,500,000 | |||
Reverse stock split, shares received per share tendered | 0.04 | |||
Woodforest [Member] | Amended Credit Agreement [Member] | ||||
Basis of Presentation [Line Items] | ||||
Debt amortization payment | $ 250,000 | |||
Amendment fee | 22,375 | |||
Liquidity covenant, amount | 7,500,000 | $ 10,000,000 | ||
Woodforest [Member] | Amended Credit Agreement [Member] | Date Of Amendment [Member] | ||||
Basis of Presentation [Line Items] | ||||
Principal payment | 5,500,000 | |||
Woodforest [Member] | Amended Credit Agreement [Member] | Within Two Business Days Of Frunhofer Legal Settlement [Member] | ||||
Basis of Presentation [Line Items] | ||||
Principal payment | 5,100,000 | |||
Woodforest [Member] | Amended Credit Agreement [Member] | Occurrence Of Specific Milestone [Member] | ||||
Basis of Presentation [Line Items] | ||||
Liquidity covenant, amount | $ 5,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Narrative) (Details) | 12 Months Ended | |
Jun. 30, 2022 USD ($) customer item $ / shares | Jun. 30, 2021 USD ($) customer $ / shares | |
Summary Of Significant Accounting Policies [Line Items] | ||
Number of lines of business | item | 3 | |
Reserve for loss on contract | $ 0 | $ 0 |
Contract assets | 0 | 0 |
Contract liabilities | 100,000 | 423,000 |
Revenue recognized included in contract liabilities | $ 178,000 | $ 1,087,000 |
Lease, Practical Expedients, Package [true false] | true | |
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 |
Dividend rate | 0% | 0% |
Amount in excess of insured limit | $ 18,200,000 | $ 27,013,000 |
Four Customers [Member] | Revenue [Member] | Customer Concentration Risk [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Number of major customers | customer | 4 | |
Concentration risk, percentage | 99% | |
Ten Customers [Member] | Revenue [Member] | Customer Concentration Risk [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Number of major customers | customer | 10 | |
Concentration risk, percentage | 100% | |
Customer One [Member] | Revenue [Member] | Customer Concentration Risk [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Number of major customers | customer | 1 | |
Concentration risk, percentage | 76% | |
Minimum [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Fixed assets, useful life | 3 years | |
Maximum [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Fixed assets, useful life | 15 years | |
Patents and Licenses [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Intangible asset, useful life | 10 years | |
Intellectual Property [Member] | Minimum [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Intangible asset, useful life | 16 years | |
Intellectual Property [Member] | Maximum [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Intangible asset, useful life | 23 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Revenues | $ 2,383 | $ 2,371 |
License [Member] | ||
Revenues | 1,800 | |
Bioprocessing (iBio CDMO) [Member] | ||
Revenues | $ 583 | $ 2,371 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Cash, Cash Equivalents and Restricted Cash) (Details) | Jun. 30, 2022 USD ($) ft² | Jun. 30, 2021 USD ($) |
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||
Additional percentage of collateral held required by bank | 5% | |
Restricted cash | $ 5,996,000 | $ 0 |
Cash and cash equivalents | 22,676,000 | 77,404,000 |
Total cash, cash equivalents and restricted cash | 28,672,000 | $ 77,404,000 |
Letter Of Credit - Term Loan [Member] | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||
Collateral held | 5,743,000 | |
Letter Of Credit - San Diego Lease [Member] | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||
Collateral held | 198,000 | |
Company Purchasing Card [Member] | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||
Collateral held | $ 55,000 | |
Facility [Member] | ||
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents [Abstract] | ||
Area of facility | ft² | 130,000 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Inventory) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Inventory, Net [Abstract] | ||
Raw materials | $ 3,896 | |
Work in process | 4 | $ 27 |
Inventory total | $ 3,900 | $ 27 |
Significant Transactions (Narra
Significant Transactions (Narrative) (Details) - USD ($) | 12 Months Ended | ||||
Mar. 16, 2022 | Nov. 01, 2021 | Aug. 23, 2021 | Jun. 30, 2022 | Sep. 30, 2021 | |
Amortization of deferred financing costs | $ 107,000 | ||||
Impairment of investment in equity security | 1,760,000 | ||||
College Station Investors LLC And Bryan Capital [Member] | |||||
Total purchase price | $ 28,750,000 | ||||
Cash payment | 28,000,000 | ||||
Fair market value of property | $ 151,450 | ||||
Percentage of base rent | 6.50% | ||||
Cash consideration for equity interest acquired | $ 50,000 | ||||
Number of warrants issued | 51,583 | ||||
Warrants, exercise price per share | $ 33.25 | ||||
Shares issued under the Warrant | 11,583 | ||||
Fair value of the warrant | $ 217,255 | ||||
College Station Investors LLC And Bryan Capital [Member] | Secured Term Loan | |||||
Secured term loan | $ 22,375,000 | ||||
Interest rate (as percent) | 3.25% | ||||
Unrestricted cash | $ 10,000,000 | ||||
Irrevocable letter of credit | 5,469,000 | ||||
Cost incurred to attain debt | $ 214,000 | ||||
Interest expense | 489,000 | ||||
Amortization of deferred financing costs | 107,000 | ||||
College Station Investors LLC And Bryan Capital [Member] | IBio CMO Preferred Tracking Stock | |||||
Warrants issuable | 1 | ||||
Percentage of equity interest | 0.01% | ||||
Immune-Oncology Antibodies (RTX-003) [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Collaboration and license agreement, notice duration to terminate contract | 30 days | ||||
Collaboration and License Agreement [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Collaboration and license agreement, royalty payment term | 10 years | ||||
Collaboration and license agreement, period to cure breach of contract | 60 days | ||||
Collaboration and license agreement, notice duration to terminate contract | 90 days | ||||
Collaboration and License Agreement [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | Event of Non-Payment [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Collaboration and license agreement, period to cure breach of contract | 30 days | ||||
Collaboration and License Agreement [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | Clinical Development and Regulatory Milestone Payments [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Milestone payments | $ 15,000,000 | ||||
Collaboration, Option and License Agreement [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Collaboration and license agreement, period to cure breach of contract | 60 days | ||||
Collaboration and license agreement, notice duration to terminate contract | 90 days | ||||
Collaboration and license agreement, agreement term | 5 years | ||||
Collaboration, Option and License Agreement [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | Event of Non-Payment [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Collaboration and license agreement, period to cure breach of contract | 30 days | ||||
Collaboration, Option and License Agreement [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | Financing Requirement not Met [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Collaboration and license agreement, notice duration to terminate contract | 30 days | ||||
Collaboration, Option and License Agreement [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | Clinical Development and Regulatory Milestone Payments [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Milestone payments | $ 15,000,000 | ||||
Collaboration, Option and License Agreement [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | No Biosimilar Product has been Approved [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Collaboration and license agreement, royalty payment term | 10 years | ||||
Series A-2 Preferred Stock [Member] | Stock Purchase Agreement [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | RubrYc Theraputics, Inc. [Member] | |||||
Stock purchase agreement, number of shares purchased | 954,782 | 1,909,563 | |||
Stock purchase agreement, value of shares purchased | $ 2,500,000 | $ 5,000,000 | |||
Stock purchase agreement, number of shares to be purchased | 954,782 | ||||
Stock purchase agreement, value of shares to be purchased | $ 2,500,000 | ||||
Preferential dividend rate percentage | 8% | ||||
Minimum required shares to be eligible for preferential dividend rate | 1,500,000 | ||||
Proceeds from conversion of preferred stock to common stock | $ 30,000,000 | ||||
Liability for the assumed acquisition | $ 2,500,000 | ||||
Impairment of investment in equity security | 1,760,000 | ||||
Impairment of current prepaid expense | 288,000 | ||||
Impairment of non-current prepaid expense | $ 864,000 |
Significant Transactions (Summa
Significant Transactions (Summary of Asset Acquisition) (Details) | Aug. 23, 2021 USD ($) |
Purchase price allocated | $ 7,500,000 |
Series A-2 Preferred Stock [Member] | |
Purchase price allocated | 1,760,000 |
Asset Acquisition Intangible Assets [Member] | |
Purchase price allocated | 4,300,000 |
Asset Acquisition Prepaid Expenses [Member] | |
Purchase price allocated | $ 1,440,000 |
Significant Transactions - Amen
Significant Transactions - Amended Credit Agreement (Details) - USD ($) | Oct. 11, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Jun. 30, 2021 |
Term note payable - net of deferred financing costs | $ 22,161,000 | $ 600,000 | ||
Woodforest [Member] | Amended Credit Agreement [Member] | ||||
Debt amortization payment | $ 250,000 | |||
Amendment fee | 22,375 | |||
Liquidity covenant, amount | 7,500,000 | $ 10,000,000 | ||
Woodforest [Member] | Amended Credit Agreement [Member] | Date Of Amendment [Member] | ||||
Principal payment | 5,500,000 | |||
Woodforest [Member] | Amended Credit Agreement [Member] | Within Two Business Days Of Frunhofer Legal Settlement [Member] | ||||
Principal payment | 5,100,000 | |||
Woodforest [Member] | Amended Credit Agreement [Member] | Occurrence Of Specific Milestone [Member] | ||||
Liquidity covenant, amount | $ 5,000,000 |
Convertible Promissory Note R_2
Convertible Promissory Note Receivable (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Oct. 01, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | |
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Interest income | $ 178,000 | $ 140,000 | |
Convertible Promissory Note Receivable [Member] | |||
Accounts, Notes, Loans and Financing Receivable [Line Items] | |||
Amount invested | $ 1,500,000 | ||
Interest rate | 5% | ||
Interest income | 75,000 | 56,000 | |
Note balance and accrued interest | $ 1,631,000 | $ 1,556,000 |
Investments in Debt Securitie_2
Investments in Debt Securities (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Amortization of premiums on debt securities | $ 312,000 | $ 216,000 |
Minimum [Member] | ||
Debt securities, interest rate | 0.25% | |
Debt securities, maturity date | Aug. 31, 2022 | |
Maximum [Member] | ||
Debt securities, interest rate | 3.50% | |
Debt securities, maturity date | Feb. 28, 2024 |
Investments in Debt Securitie_3
Investments in Debt Securities (Components of Investments in Debt Securities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Investments in Debt Securities [Abstract] | ||
Adjusted cost | $ 11,029 | $ 19,603 |
Gross unrealized losses | (184) | (33) |
Fair value | $ 10,845 | $ 19,570 |
Investments in Debt Securitie_4
Investments in Debt Securities (Debt Securities, Contractual Maturity) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Debt Securities, Available-for-sale, Maturity, Allocated and Single Maturity Date, Rolling Maturity, Fair Value [Abstract] | ||
2023 | $ 8,054 | $ 11,430 |
2024 | 2,791 | 8,140 |
Fair value | $ 10,845 | $ 19,570 |
Finance Lease ROU Assets (Narra
Finance Lease ROU Assets (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Finance Lease ROU [Abstract] | ||
Amortization of finance lease ROU assets | $ 599,000 | $ 1,651,000 |
Finance Lease ROU Assets (Summa
Finance Lease ROU Assets (Summary of Finance Lease ROU) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Finance Lease, Right Of Use Asset, Disclosure [Line Items] | ||
ROU, gross | $ 146 | $ 33,635 |
Accumulated amortization | (72) | (7,524) |
Net finance lease ROU | 74 | 26,111 |
Facility [Member] | ||
Finance Lease, Right Of Use Asset, Disclosure [Line Items] | ||
ROU, gross | 25,907 | |
Equipment [Member] | ||
Finance Lease, Right Of Use Asset, Disclosure [Line Items] | ||
ROU, gross | $ 146 | $ 7,728 |
Operating Lease ROU Assets (Nar
Operating Lease ROU Assets (Narrative) (Details) | Jun. 30, 2022 USD ($) | Nov. 01, 2021 USD ($) | Sep. 10, 2021 USD ($) ft² |
Operating Lease ROU Assets [Abstract] | |||
Area of lab and office | ft² | 11,383 | ||
Operating lease right-of-use asset | $ | $ 5,020,000 | $ 1,967,000 | $ 3,603,000 |
Operating Lease ROU Assets (Cat
Operating Lease ROU Assets (Category the net carrying values of operating lease ROU) (Details) - USD ($) | Jun. 30, 2022 | Nov. 01, 2021 | Sep. 10, 2021 |
Operating lease ROU assets | $ 5,020,000 | $ 1,967,000 | $ 3,603,000 |
San Diego [Member] | |||
Operating lease ROU assets | 3,068,000 | ||
TEXAS | |||
Operating lease ROU assets | $ 1,952,000 |
Fixed Assets (Narrative) (Detai
Fixed Assets (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Fixed Assets [Abstract] | ||
Depreciation expense | $ 2,275,000 | $ 472,000 |
Fixed Assets (Carrying Value an
Fixed Assets (Carrying Value and Accumulated Depreciation) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Gross fixed assets | $ 40,161 | $ 9,853 |
Accumulated depreciation | (3,500) | (1,225) |
Net fixed assets | 36,661 | 8,628 |
Facility improvements [Member] | ||
Gross fixed assets | 21,589 | 1,517 |
Medical equipment [Member] | ||
Gross fixed assets | 12,161 | 4,255 |
Office equipment and software [Member] | ||
Gross fixed assets | 2,752 | 714 |
Construction in progress [Member] | ||
Gross fixed assets | $ 3,659 | $ 3,367 |
Intangible Assets (Narrative) (
Intangible Assets (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Jun. 30, 2021 | Aug. 23, 2021 | |
Finite-Lived Intangible Assets [Line Items] | |||
Amortization of Intangible Assets | $ 401,000 | $ 291,000 | |
Patents and Licenses [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible asset, useful life | 10 years | ||
Weighted average remaining life | 5 years 7 months 6 days | ||
Intellectual Property [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Weighted average remaining life | 1 year 6 months | ||
License [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Impairment of intangible assets | $ 0 | $ 143,000 | |
Maximum [Member] | Intellectual Property [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible asset, useful life | 23 years | ||
Minimum [Member] | Intellectual Property [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible asset, useful life | 16 years | ||
RubrYc Theraputics, Inc. [Member] | Immune-Oncology Antibodies (RTX-003) [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Investment | $ 7,500,000 |
Intangible Assets (Carrying Val
Intangible Assets (Carrying Value and Accumulated Amortization) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, gross carrying value | $ 5,946 | $ 5,820 |
Finite-Lived Intangible Assets, accumulated amortization | (5,270) | (4,868) |
Total definite lived intangible assets, net of accumulated amortization | 676 | 952 |
License - indefinite lived | 4,175 | |
Total net intangible assets | 4,851 | 952 |
Intellectual Property [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, gross carrying value | 3,100 | 3,100 |
Finite-Lived Intangible Assets, accumulated amortization | (2,867) | (2,711) |
Patents and Licenses [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, gross carrying value | 2,846 | 2,720 |
Finite-Lived Intangible Assets, accumulated amortization | $ (2,403) | $ (2,157) |
Intangible Assets (Estimated An
Intangible Assets (Estimated Annual Amortization Expense) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Intangible Assets [Abstract] | ||
2023 | $ 261 | |
2024 | 165 | |
2025 | 69 | |
2026 | 57 | |
2027 | 45 | |
Thereafter | 79 | |
Total | $ 676 | $ 952 |
Accrued Expenses (Summary of Ac
Accrued Expenses (Summary of Accrued Expenses) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Accrued Expenses | ||
Salaries and benefits | $ 3,066 | $ 1,667 |
Real estate taxes | 284 | |
Professional fees | 126 | 497 |
Interest | 59 | |
Rent and real estate taxes - related party (see Note 15) | 295 | |
Interest - related party (see Note 15) | 406 | |
Other accrued expenses | 229 | 136 |
Total accrued expenses | $ 3,764 | $ 3,001 |
Notes Payable - PPP Loan (Narra
Notes Payable - PPP Loan (Narrative) (Details) - USD ($) | Jun. 30, 2022 | Jun. 30, 2021 | Apr. 16, 2020 |
Note payable PPP loan | $ 22,161,000 | $ 600,000 | |
PPP Loan Cares Act [Member] | |||
Term note payable - net of deferred financing costs | $ 600,000 |
Finance Lease Obligation (Narra
Finance Lease Obligation (Narrative) (Details) - USD ($) | 12 Months Ended | 24 Months Ended | ||||
Oct. 31, 2021 | Apr. 01, 2021 | Jan. 01, 2020 | Jun. 30, 2022 | Jun. 30, 2021 | Dec. 31, 2019 | |
Mobile office trailer monthly rent | $ 3,819 | |||||
Bioprocessing (iBio CDMO) [Member] | ||||||
Sub lease expiration term | 34 years | |||||
Renewal term | 10 years | |||||
Annual base rent | $ 2,100,000 | |||||
Percentage rent expense | $ 64,000 | $ 189,000 | ||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | First $5,000,000 of Gross Sales [Member] | ||||||
Payment in addition to base rent, percentage of gross sales | 7% | |||||
Payment in addition to base rent, gross sales threshold amount | $ 5,000,000 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Gross Sales Between $5,000,001 and $25,000,000 [Member] | ||||||
Payment in addition to base rent, percentage of gross sales | 6% | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Gross Sales Between $25,000,001 and $50,000,000 [Member] | ||||||
Payment in addition to base rent, percentage of gross sales | 5% | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Gross sales Between $50,000,001 and $100,000,000 [Member] | ||||||
Payment in addition to base rent, percentage of gross sales | 4% | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Gross Sales Between $100,000,001 and $500,000,000 [Member] | ||||||
Payment in addition to base rent, percentage of gross sales | 3% | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Gross Sales Less than $5,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | $ 5,000,000 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Gross Sales Less than $10,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | $ 10,000,000 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Maximum [Member] | Gross Sales Between $5,000,001 and $25,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | $ 25,000,000 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Maximum [Member] | Gross Sales Between $25,000,001 and $50,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | 50,000,000 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Maximum [Member] | Gross sales Between $50,000,001 and $100,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | 100,000,000 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Maximum [Member] | Gross Sales Between $100,000,001 and $500,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | 500,000,000 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Minimum [Member] | Gross Sales Between $5,000,001 and $25,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | 5,000,001 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Minimum [Member] | Gross Sales Between $25,000,001 and $50,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | 25,000,001 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Minimum [Member] | Gross sales Between $50,000,001 and $100,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | 50,000,001 | |||||
Second Eastern Affiliate [Member] | Bioprocessing (iBio CDMO) [Member] | Minimum [Member] | Gross Sales Between $100,000,001 and $500,000,000 [Member] | ||||||
Payment in addition to base rent, gross sales threshold amount | $ 100,000,001 |
Finance Lease Obligation (Due T
Finance Lease Obligation (Due To Second Eastern Affiliate) (Narrative) (Details) - Second Eastern Affiliate [Member] - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Related Party Transaction [Line Items] | ||
Accrued expenses | $ 0 | $ 701,000 |
General and administrative expenses | 250,000 | 744,000 |
Interest expense | $ 810,000 | $ 2,446,000 |
Finance Lease Obligation (Finan
Finance Lease Obligation (Finance Lease Cost and Other Information) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Finance lease cost: | ||
Amortization of ROU assets | $ 599,000 | $ 1,651,000 |
Interest on lease liabilities | 816,000 | 2,447,000 |
CPI lease cost | 64,000 | 200,000 |
Total lease cost | 1,479,000 | 4,298,000 |
Cash paid for amounts included in the measurement lease liabilities: | ||
Operating cash flows from finance lease - CPI rent | 64,000 | 200,000 |
Financing cash flows from finance lease obligation | 5,830,000 | 331,000 |
Finance lease ROU assets | 74,000 | 26,111,000 |
Finance lease obligations - current portion | 46,000 | 367,000 |
Finance lease obligation - non-current portion | $ 30,000 | $ 31,755,000 |
Weighted average remaining lease term - finance lease | 1 year 9 months 3 days | 28 years 6 months 29 days |
Weighted average discount rate - Finance lease obligation | 6.25% | 7.606% |
Finance Lease Obligation (Futur
Finance Lease Obligation (Future Minimum Payments Under the Capitalized Lease Obligations) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
2023 | $ 50 | |
2024 | 31 | |
Total minimum lease payments | 81 | |
Less: current portion | (46) | $ (367) |
Finance lease obligation - net of current portion | 30 | $ 31,755 |
Principal [Member] | ||
2023 | 46 | |
2024 | 30 | |
Total minimum lease payments | 76 | |
Less: current portion | (46) | |
Finance lease obligation - net of current portion | 30 | |
Interest [Member] | ||
2023 | 4 | |
2024 | 1 | |
Total minimum lease payments | $ 5 |
Operating Lease Obligations (Na
Operating Lease Obligations (Narrative) (Details) | Nov. 01, 2021 USD ($) | Sep. 10, 2021 USD ($) ft² |
Area of lab and office | ft² | 11,383 | |
Term of lease | 88 months | |
Operating lease monthly rent payable | $ 51,223 | |
Annual percentage increase in base rent | 3% | |
Tenant improvement allowance | $ 81,860 | |
Letter of Credit | ||
Irrevocable letter of credit | $ 188,844 | |
Minimum [Member] | ||
Base rent abatement period in the first year | 2 months | |
Maximum [Member] | ||
Base rent abatement period in the first year | 5 months | |
College Station Investors LLC And Bryan Capital [Member] | ||
Fair market value of property | $ 151,450 | |
Percentage of base rent | 6.50% | |
Operating lease monthly rent payable | $ 151,450 |
Operating Lease Obligations (Le
Operating Lease Obligations (Lease Expense and Supplemental Balance Sheet Information Related to the Operating Lease Obligation) (Details) - USD ($) | 12 Months Ended | ||
Jun. 30, 2022 | Nov. 01, 2021 | Sep. 10, 2021 | |
Operating lease cost: | |||
Operating Lease, Cost | $ 555,000 | ||
Total lease cost | 555,000 | ||
Cash paid for amounts included in the measurement lease liability: | |||
Operating cash flows from operating lease | 555,000 | ||
Operating cash flows from operating lease obligation | 15,000 | ||
Operating lease right-of-use asset | 5,020,000 | $ 1,967,000 | $ 3,603,000 |
Operating lease obligation - current portion | 101,000 | ||
Operating lease obligation - net of current portion | $ 5,455,000 | ||
Weighted average remaining lease term - operating leases | 23 years 7 months 20 days | ||
Weighted average discount rate - operating lease obligations | 7.25% |
Operating Lease Obligations (Fu
Operating Lease Obligations (Future Minimum Payments under the Operating Lease Obligation) (Details) $ in Thousands | Jun. 30, 2022 USD ($) |
Operating Lease Obligation, Principal | |
2023 | $ 101 |
2024 | 400 |
2025 | 448 |
2026 | 503 |
2027 | 560 |
Thereafter | 3,544 |
Total minimum lease payments | 5,556 |
Less: current portion | (101) |
Long-term portion of minimum lease obligation | 5,455 |
Operating Lease Obligation, Imputed Interest | |
2023 | 359 |
2024 | 382 |
2025 | 352 |
2026 | 317 |
2027 | 279 |
Thereafter | 3,217 |
Imputed Interest, Total | 4,906 |
Operating Lease Obligation, Total | |
2023 | 460 |
2024 | 782 |
2025 | 800 |
2026 | 820 |
2027 | 839 |
Thereafter | 6,761 |
Principal and imputed interest, Total | $ 10,462 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) | 1 Months Ended | 3 Months Ended | 4 Months Ended | 5 Months Ended | 9 Months Ended | 12 Months Ended | |||||||||||||||||
Oct. 07, 2022 | Jul. 19, 2022 shares | May 09, 2022 USD ($) $ / shares shares | Oct. 31, 2021 $ / shares | Jun. 17, 2020 USD ($) | Mar. 19, 2020 USD ($) $ / shares shares | Oct. 29, 2019 $ / shares shares | Oct. 28, 2019 shares | Jun. 26, 2018 shares | Feb. 23, 2017 USD ($) shares | Sep. 30, 2021 shares | Jul. 27, 2020 USD ($) shares | Jun. 30, 2022 USD ($) $ / shares shares | Mar. 31, 2022 shares | Dec. 31, 2021 shares | Mar. 31, 2021 shares | Oct. 25, 2020 USD ($) | Nov. 25, 2020 shares | Jun. 30, 2020 USD ($) shares | Jun. 30, 2022 USD ($) $ / shares shares | Jun. 30, 2021 USD ($) shares | Nov. 01, 2021 $ / shares shares | Jun. 20, 2018 shares | |
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Preferred Stock, shares authorized | 1,000,000 | 1,000,000 | |||||||||||||||||||||
Preferred stock, shares outstanding (in shares) | 1,000 | 1,000 | 0 | ||||||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||||||||||||||||
Common stock, shares authorized (in shares) | 275,000,000 | 275,000,000 | 275,000,000 | ||||||||||||||||||||
Exercise of stock options (in shares) | 3,380 | 3,380 | 2,147 | ||||||||||||||||||||
Exercise of warrants (in shares) | 1,162,807 | ||||||||||||||||||||||
Proceeds from exercise of warrants | $ | $ 6,400,000 | ||||||||||||||||||||||
Shares of common stock issued for the cashless exercise of Warrants | 237,193 | ||||||||||||||||||||||
Cashless exercise of warrants reducing balance owed for notes payable - warrant exchange | $ | $ 1,300,000 | ||||||||||||||||||||||
Costs related to the warrant exchange offset against additional paid-in capital | $ | $ 313,000 | ||||||||||||||||||||||
Warrants outstanding | 0 | ||||||||||||||||||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.04 | ||||||||||||||||||||||
Weighted average risk-free interest rate | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Fair value of the Warrant assumptions | 0.23 | 0.23 | |||||||||||||||||||||
Dividend yield | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Fair value of the Warrant assumptions | 0 | 0 | |||||||||||||||||||||
Volatility | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Fair value of the Warrant assumptions | 136.9 | 136.9 | |||||||||||||||||||||
Expected term (in years) | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Fair value of the Warrant assumptions | 4.95 | 4.95 | |||||||||||||||||||||
College Station Investors LLC And Bryan Capital [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Warrants, exercise price per share | $ / shares | $ 33.25 | ||||||||||||||||||||||
Warrants to purchase shares of Common Stock | 51,583 | ||||||||||||||||||||||
Series A Common Stock Purchase Warrants [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Number of shares issued | 1,000,000 | ||||||||||||||||||||||
Warrants, exercise price per share | $ / shares | $ 5.50 | ||||||||||||||||||||||
Term of the warrants | 2 years | ||||||||||||||||||||||
Series B Common Stock Purchase Warrants [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Number of shares issued | 1,000,000 | ||||||||||||||||||||||
Warrants, exercise price per share | $ / shares | $ 5.50 | ||||||||||||||||||||||
Term of the warrants | 7 years | ||||||||||||||||||||||
Series A Preferred Stock [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | ||||||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||||||||||||||||
Number of shares designated | 6,300 | ||||||||||||||||||||||
Number of common stock issued upon conversion | 334,320 | ||||||||||||||||||||||
Series B Preferred Stock [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | ||||||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||||||||||||||||
Number of shares designated | 5,785 | ||||||||||||||||||||||
Number of common stock issued upon conversion | 1,157,400 | ||||||||||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | 0 | ||||||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||||||||||||||||||||
Number of common stock issued upon conversion | 902,000 | ||||||||||||||||||||||
iBio CMO Preferred Tracking Stock [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Preferred Stock, Dividend Rate, Percentage | 2% | ||||||||||||||||||||||
Preferred Stock, Dividends Per Share, Declared | $ / shares | $ 0 | ||||||||||||||||||||||
Preferred stock, shares outstanding (in shares) | 0 | ||||||||||||||||||||||
Dividends Payable | $ | $ 0 | $ 0 | $ 1,131,000 | ||||||||||||||||||||
Series 2022 Convertible Preferred Stock [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Proceeds from sale of shares, net of issuance cost | $ | $ 270 | ||||||||||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||||||||||||||||||||||
Number of shares issued | 1,000 | ||||||||||||||||||||||
Number of common stock issued upon conversion | 1 | 1 | |||||||||||||||||||||
Restricted Stock Units [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Shares vested | 533 | 4,201 | 4,120 | 379 | |||||||||||||||||||
Omnibus Incentive (the 2020) Plan [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Shares available for grant under the plan | 32,000,000 | 32,000,000 | |||||||||||||||||||||
Underwritten Public Offering [Member] | Series A Preferred Stock [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Number of shares issued | 6,300 | ||||||||||||||||||||||
Underwritten Public Offering [Member] | Series B Preferred Stock [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Number of shares issued | 5,785 | ||||||||||||||||||||||
Underwritten Public Offering [Member] | Series C Preferred Stock [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Number of shares issued | 4,510 | ||||||||||||||||||||||
Exchange Agreement [Member] | iBio CMO Preferred Tracking Stock [Member] | Bioprocessing (iBio CDMO) [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Stock Issued During Period, Shares, Acquisitions | 1 | ||||||||||||||||||||||
Number of LLC interest units exchanged for each share of preferred tracking stock | 29,990,000 | ||||||||||||||||||||||
Proceeds from sale of shares, net of issuance cost | $ | $ 13,000,000 | ||||||||||||||||||||||
Exchange Agreement [Member] | iBio CMO Preferred Tracking Stock [Member] | After Preferred Tracking Stock Exchanged for Units of Limited Liability Company Interests [Member] | Bioprocessing (iBio CDMO) [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Parent | 99.99% | ||||||||||||||||||||||
Exchange Agreement [Member] | Eastern Affiliate [Member] | iBio CMO Preferred Tracking Stock [Member] | After Preferred Tracking Stock Exchanged for Units of Limited Liability Company Interests [Member] | Bioprocessing (iBio CDMO) [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 0.01% | ||||||||||||||||||||||
Equity Distribution Agreement [Member] | UBS Securities, LLC ("UBS") [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Proceeds from sale of shares, net of issuance cost | $ | $ 72,000,000 | $ 26,700,000 | |||||||||||||||||||||
Number of shares issued | 416,359 | ||||||||||||||||||||||
Commission Rate | 3% | ||||||||||||||||||||||
Underwriting Discounts, Commissions and Other Offering Expenses | $ | $ 50,000 | ||||||||||||||||||||||
Lincoln Park Purchase Agreement [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Proceeds from sale of shares, net of issuance cost | $ | $ 5,000,000 | $ 6,790,000 | |||||||||||||||||||||
Number of shares issued | 106,921 | ||||||||||||||||||||||
Common stock, shares authorized (in shares) | 40,000 | ||||||||||||||||||||||
Term of purchase agreement | 36 months | ||||||||||||||||||||||
Lincoln Park Purchase Agreement [Member] | Lincoln Park Capital Fund, LLC [Member] | |||||||||||||||||||||||
Stockholders' Equity [Line Items] | |||||||||||||||||||||||
Proceeds from sale of shares, net of issuance cost | $ | $ 50,000,000 | ||||||||||||||||||||||
Term of purchase agreement | 36 months | ||||||||||||||||||||||
Closing price floor per share | $ / shares | $ 0.20 |
Stockholders' Equity (Cantor Fi
Stockholders' Equity (Cantor Fitzgerald Underwriting) (Narrative) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||
Sep. 19, 2022 | May 07, 2021 | Feb. 24, 2021 | Jan. 11, 2021 | Dec. 10, 2020 | Dec. 08, 2020 | Aug. 17, 2022 | Jun. 30, 2021 | Nov. 25, 2020 | |
Cost related to issuance of shares | $ 4,713,000 | ||||||||
RubrYc Theraputics, Inc. [Member] | |||||||||
Number of shares issued | 102,354 | ||||||||
Sales Agreement | Cantor Fitzgerald [Member] | |||||||||
Number of shares issued | 68,672 | 4,528 | 175,973 | ||||||
Proceeds from sale of shares, net of issuance cost | $ 2,995,000 | $ 238,000 | $ 1,200,000 | ||||||
Underwritten Public Offering [Member] | Cantor Fitzgerald [Member] | |||||||||
Number of shares agreed to be issued, maximum | 1,186,441 | ||||||||
Number of shares issued | 1,186,441 | ||||||||
Gross proceeds from issuance of common stock | $ 35,200,000 | ||||||||
Cost related to issuance of shares | $ 2,900,000 | ||||||||
Over-Allotment Option [Member] | Cantor Fitzgerald [Member] | |||||||||
Number of shares agreed to be issued, maximum | 177,966 | ||||||||
Number of shares issued | 169,633 | ||||||||
Proceeds from sale of shares, net of issuance cost | $ 4,600,000 | ||||||||
Sales Agreement | Cantor Fitzgerald [Member] | |||||||||
Aggregate offering price | $ 100,000,000 |
Earnings (Loss) Per Common Sh_3
Earnings (Loss) Per Common Share (Components of the Earnings (Loss) per Common Share ) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Basic and diluted numerator: | ||
Net loss attributable to iBio, Inc. | $ (50,303) | $ (23,207) |
Preferred stock dividends - iBio CMO Preferred Tracking Stock | (88) | (260) |
Net loss available to iBio, Inc. stockholders | $ (50,391) | $ (23,467) |
Basic and diluted denominator: | ||
Weighted-average common shares outstanding - basic | 8,721 | 7,825 |
Weighted-average common shares outstanding - diluted | 8,721 | 7,825 |
Per share amount basic | $ (5.78) | $ (3) |
Per share amount diluted | $ (5.78) | $ (3) |
Earnings (Loss) Per Common Sh_4
Earnings (Loss) Per Common Share (Antidilutive Securities Excluded from Computation of Earnings Per Share) (Details) shares in Thousands | 12 Months Ended | ||
Oct. 07, 2022 | Jun. 30, 2022 shares | Jun. 30, 2021 shares | |
Earnings Loss Per Common Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 694 | 369 | |
Stockholders' Equity Note, Stock Split, Conversion Ratio | 0.04 | ||
Stock Options [Member] | |||
Earnings Loss Per Common Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 622 | 342 | |
Restricted Stock Units [Member] | |||
Earnings Loss Per Common Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 21 | 27 | |
Warrant | |||
Earnings Loss Per Common Share [Line Items] | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 51 |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||||||||||||||||||||||
Mar. 28, 2022 | Feb. 21, 2022 | Jan. 16, 2022 | Dec. 09, 2021 | Nov. 29, 2021 | Sep. 30, 2021 | Sep. 23, 2021 | Sep. 13, 2021 | Aug. 23, 2021 | Jul. 19, 2021 | Jul. 12, 2021 | May 04, 2021 | Apr. 30, 2021 | Mar. 04, 2021 | Jan. 18, 2021 | Jan. 15, 2021 | Dec. 09, 2020 | Dec. 01, 2020 | Oct. 14, 2020 | Jun. 30, 2021 | May 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Mar. 05, 2020 | Mar. 04, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Number of options granted | 313,568 | 209,600 | |||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 27.50 | $ 36 | |||||||||||||||||||||||
Award vested in period, fair value | $ 3,334,000 | $ 911,000 | |||||||||||||||||||||||
Proceeds from exercise of stock options | 77,000 | 54,000 | |||||||||||||||||||||||
Share based payment award, stock options, intrinsic value | 19,000 | $ 165,000 | |||||||||||||||||||||||
Compensation cost, not recognized | $ 9,962,000 | ||||||||||||||||||||||||
Compensation cost recognition period | 2 years 8 months 12 days | ||||||||||||||||||||||||
Weighted-average grant date fair value of stock options granted | $ 23.25 | $ 31.25 | |||||||||||||||||||||||
Share Price | $ 37.75 | $ 6.50 | $ 37.75 | ||||||||||||||||||||||
Restricted Stock Units [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Compensation cost, not recognized | $ 561,000 | ||||||||||||||||||||||||
Compensation cost recognition period | 1 year 7 months 6 days | ||||||||||||||||||||||||
2018 Omnibus Equity Incentive Plan [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, number of shares authorized (in Shares) | 260,000 | 260,000 | 140,000 | ||||||||||||||||||||||
2020 Omnibus Equity Incentive Plan [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Total number of shares of common stock reserved | 1,280,000 | ||||||||||||||||||||||||
Maximum value of all awards awarded under the Plan | $ 500,000 | ||||||||||||||||||||||||
Minimum [Member] | 2018 Omnibus Equity Incentive Plan [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 3 years | ||||||||||||||||||||||||
Minimum [Member] | 2020 Omnibus Equity Incentive Plan [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 3 years | ||||||||||||||||||||||||
Maximum [Member] | 2018 Omnibus Equity Incentive Plan [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 5 years | ||||||||||||||||||||||||
Maximum [Member] | 2020 Omnibus Equity Incentive Plan [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 5 years | ||||||||||||||||||||||||
Consultants [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 1 year | ||||||||||||||||||||||||
Number of options granted | 600 | ||||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 36.75 | ||||||||||||||||||||||||
Share based payment plan term | 10 years | ||||||||||||||||||||||||
Consultants [Member] | 2020 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 12 months | 8 months | |||||||||||||||||||||||
Number of options granted | 1,200 | 4,000 | |||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 13 | $ 21.25 | |||||||||||||||||||||||
Share based payment plan term | 10 years | 10 years | |||||||||||||||||||||||
Employees [Member] | Restricted Stock Units [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 4 years | 4 years | 3 years | ||||||||||||||||||||||
Share-based award, Number of awards issued | 4,229 | 1,600 | 2,600 | ||||||||||||||||||||||
Share-based award, market value per share | $ 31.50 | $ 32.25 | $ 36.75 | ||||||||||||||||||||||
Share based payment award, Grant-date fair value | $ 133,000 | $ 52,000 | $ 96,000 | ||||||||||||||||||||||
Employees [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Number of options granted | 10,800 | ||||||||||||||||||||||||
Share based payment plan term | 10 years | ||||||||||||||||||||||||
Employees [Member] | 2020 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 3 years | 3 years | 3 years | 3 years | 3 years | 3 years | 3 years | ||||||||||||||||||
Number of options granted | 8,000 | 16,000 | 4,000 | 2,000 | 157,488 | 1,000 | 1,000 | ||||||||||||||||||
Weighted-average exercise price per share, granted | $ 11.50 | $ 8.50 | $ 26.50 | $ 29 | $ 31.50 | $ 33.25 | $ 33.75 | ||||||||||||||||||
Share based payment plan term | 10 years | 10 years | 10 years | 10 years | 10 years | 10 years | 10 years | ||||||||||||||||||
Employees [Member] | Minimum [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 32.25 | ||||||||||||||||||||||||
Employees [Member] | Maximum [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 41.25 | ||||||||||||||||||||||||
Directors [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 3 years | ||||||||||||||||||||||||
Number of options granted | 4,000 | ||||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 51.25 | ||||||||||||||||||||||||
Share based payment plan term | 10 years | ||||||||||||||||||||||||
Directors [Member] | 2020 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 1 year | 3 years | |||||||||||||||||||||||
Number of options granted | 34,880 | 4,000 | |||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 17.25 | $ 31.50 | |||||||||||||||||||||||
Share based payment plan term | 10 years | 10 years | |||||||||||||||||||||||
Chief Executive Officer [Member] | 2020 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 36 months | ||||||||||||||||||||||||
Number of options granted | 80,000 | ||||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 29.25 | ||||||||||||||||||||||||
Officer [Member] | Restricted Stock Units [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Share based award, vesting period | 3 years | 3 years | |||||||||||||||||||||||
Share-based award, Number of awards issued | 200,000 | 9,280 | 12,360 | ||||||||||||||||||||||
Share-based award, market value per share | $ 35.75 | $ 36.25 | |||||||||||||||||||||||
Share based payment award, Grant-date fair value | $ 332,000 | $ 448,000 | |||||||||||||||||||||||
Officer [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Number of options granted | 120,000 | 14,000 | 24,000 | 18,600 | |||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 34.25 | $ 35.75 | $ 36.75 | $ 36.25 | |||||||||||||||||||||
Share based payment plan term | 10 years | 10 years | 10 years | 10 years | |||||||||||||||||||||
Board Of Directors and Employees [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Number of options granted | 9,000 | ||||||||||||||||||||||||
Share based payment plan term | 10 years | ||||||||||||||||||||||||
Stock options vesting percentage | 25% | ||||||||||||||||||||||||
Board Of Directors and Employees [Member] | Minimum [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 35.25 | ||||||||||||||||||||||||
Board Of Directors and Employees [Member] | Maximum [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Weighted-average exercise price per share, granted | $ 39.25 | ||||||||||||||||||||||||
Scenario One [Member] | 2020 Omnibus Equity Incentive Plan [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Maximum value of all awards awarded under the Plan | $ 750,000 | ||||||||||||||||||||||||
Scenario Two [Member] | 2020 Omnibus Equity Incentive Plan [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Maximum value of all awards awarded under the Plan | $ 1,500,000 | ||||||||||||||||||||||||
One Year of Employment [Member] | Employees [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock options vesting percentage | 25% | ||||||||||||||||||||||||
One Year of Employment [Member] | Officer [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock options vesting percentage | 25% | 25% | 25% | 25% | |||||||||||||||||||||
Each Additional Three Months of Employment [Member] | Employees [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock options vesting percentage | 6.25% | ||||||||||||||||||||||||
Each Additional Three Months of Employment [Member] | Officer [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock options vesting percentage | 6.25% | 6.25% | 6.25% | 6.25% | |||||||||||||||||||||
Each Additional Three Months of Employment [Member] | Board Of Directors and Employees [Member] | 2018 Omnibus Equity Incentive Plan [Member] | Stock Options [Member] | |||||||||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||||||||||||||
Stock options vesting percentage | 6.25% |
Share-Based Compensation (Share
Share-Based Compensation (Share Based Compensation Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ||
Allocated Share-based Compensation Expense | $ 4,377 | $ 1,586 |
Research and development Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ||
Allocated Share-based Compensation Expense | 573 | 185 |
General and administrative Expense [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs | ||
Allocated Share-based Compensation Expense | $ 3,804 | $ 1,401 |
Share-Based Compensation (Stock
Share-Based Compensation (Stock Option Activity) (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Sep. 30, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share-Based Compensation [Member] | ||||
Stock Options, Outstanding at beginning of the period | 341,686 | 139,031 | ||
Stock Options, Granted | 313,568 | 209,600 | ||
Stock Options, Exercised | (3,380) | (3,380) | (2,147) | |
Stock Options, Forfeited/expired | (30,068) | (4,798) | ||
Stock Options, Outstanding at end of the period | 621,806 | 341,686 | 139,031 | |
Stock Options, Vested and expected to vest | 197,404 | 340,814 | ||
Stock Options, Exercisable | 620,810 | 77,338 | ||
Weighted-average Exercise Price, Outstanding at beginning of the period | $ 32.75 | $ 29.50 | ||
Weighted-average exercise price per share, granted | 27.50 | 36 | ||
Weighted-average Exercise Price, Exercised | 22.75 | 25.50 | ||
Weighted-average Exercise Price, Forfeited/expired | 35 | 61.25 | ||
Weighted-average Exercise Price, Outstanding at end of the period | 30 | 32.75 | $ 29.50 | |
Weighted-average Exercise Price, Vested and expected to vest | 30 | 32.75 | ||
Weighted-average Exercise Price, Exercisable | $ 29.25 | $ 27.75 | ||
Weighted-average Remaining Contractual Term (in years), Outstanding | 8 years 3 months 18 days | 8 years 9 months 18 days | 8 years 2 months 12 days | |
Weighted-average Remaining Contractual Term (in years), Vested and expected to vest | 8 years 3 months 18 days | 8 years 3 months 18 days | ||
Weighted-average Remaining Contractual Term (in years), Exercisable | 6 years 8 months 12 days | 6 years 4 months 24 days | ||
Aggregate Intrinsic Value ,Outstanding | $ 1,995 | $ 4,042 | ||
Aggregate Intrinsic Value, Vested and expected to vest | 1,988 | |||
Aggregate Intrinsic Value, Exercisable | $ 890 |
Share-Based Compensation (Sto_2
Share-Based Compensation (Stock Option Outstanding and Exercisable) (Details) | 12 Months Ended |
Jun. 30, 2022 $ / shares shares | |
Number Outstanding | shares | 621,806 |
Weighted-Average Remaining Life In Years | 8 years 3 months 18 days |
Weighted-Average Exercise Price | $ 28.31 |
Number Exercisable | shares | 197,404 |
$8.50 - $13.00 [Member] | |
Exercise price, lower limit | $ 8.50 |
Exercise price, upper limit | $ 13 |
Number Outstanding | shares | 25,200 |
Weighted-Average Remaining Life In Years | 9 years 8 months 12 days |
Weighted-Average Exercise Price | $ 9.75 |
Number Exercisable | shares | 500 |
$17.25 - $26.00 [Member] | |
Exercise price, lower limit | $ 17.25 |
Exercise price, upper limit | $ 26 |
Number Outstanding | shares | 112,662 |
Weighted-Average Remaining Life In Years | 6 years 4 months 24 days |
Weighted-Average Exercise Price | $ 21 |
Number Exercisable | shares | 85,152 |
$26.50 - $39.75 [Member] | |
Exercise price, lower limit | $ 26.50 |
Exercise price, upper limit | $ 39.75 |
Number Outstanding | shares | 463,791 |
Weighted-Average Remaining Life In Years | 8 years 7 months 6 days |
Weighted-Average Exercise Price | $ 32.50 |
Number Exercisable | shares | 101,932 |
$41.25 - $62.00 [Member] | |
Exercise price, lower limit | $ 41.25 |
Exercise price, upper limit | $ 62 |
Number Outstanding | shares | 20,000 |
Weighted-Average Remaining Life In Years | 8 years 3 months 18 days |
Weighted-Average Exercise Price | $ 47.25 |
Number Exercisable | shares | 9,667 |
$63.25 - $95.00 [Member] | |
Exercise price, lower limit | $ 63.25 |
Exercise price, upper limit | $ 95 |
Number Outstanding | shares | 20 |
Weighted-Average Remaining Life In Years | 5 years 10 months 24 days |
Weighted-Average Exercise Price | $ 63.25 |
Number Exercisable | shares | 20 |
$182.50 - $273.75 [Member] | |
Exercise price, lower limit | $ 182.50 |
Exercise price, upper limit | $ 273.75 |
Number Outstanding | shares | 133 |
Weighted-Average Remaining Life In Years | 4 months 24 days |
Weighted-Average Exercise Price | $ 182.50 |
Number Exercisable | shares | 133 |
Share-Based Compensation (Fair
Share-Based Compensation (Fair Value of Options Granted) (Details) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Share-Based Compensation [Member] | ||
Risk free interest rate, Minimum | 0.80% | 0.39% |
Risk free interest rate, Maximum | 2.52% | 1.02% |
Dividend yield | 0% | 0% |
Volatility, Minimum | 119.16% | 119.46% |
Volatility, Maximum | 120.34% | 126.55% |
Expected term (in years) | 6 years | 6 years |
Fraunhofer Settlement (Narrativ
Fraunhofer Settlement (Narrative) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||||
Feb. 09, 2022 | May 04, 2021 | Mar. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Mar. 31, 2023 | Mar. 01, 2023 | Mar. 01, 2022 | |
Settlement receivable - current portion | $ 5,100,000 | $ 5,100,000 | ||||||
Settlement receivable - noncurrent portion | 5,100,000 | |||||||
Settlement income | 10,200,000 | |||||||
Revenues | 2,383,000 | 2,371,000 | ||||||
iBio, Inc. v. Fraunhofer USA, Inc. [Member] | Settled Litigation [Member] | ||||||||
Cash payments receivables related to litigation settlement | 5,100,000 | $ 10,200,000 | ||||||
Percentage of legal fees expected to be received | 100% | |||||||
Estimated net cash recovery | $ 10,200,000 | |||||||
Settlement payment received | $ 5,100,000 | |||||||
iBio, Inc. v. Fraunhofer USA, Inc. [Member] | Settled Litigation [Member] | License and Maintenance [Member] | ||||||||
Cash payments receivables related to litigation settlement | $ 900,000 | |||||||
Settlement income | $ 1,800,000 | |||||||
Settlement payment received | $ 900,000 | |||||||
iBio, Inc. v. Fraunhofer USA, Inc. [Member] | Settled Litigation [Member] | Scenario, Plan [Member] | ||||||||
Cash payments receivables related to litigation settlement | 28,000,000 | |||||||
iBio, Inc. v. Fraunhofer USA, Inc. [Member] | Settled Litigation [Member] | Scenario Plan Expected Legal Fees [Member] | ||||||||
Cash payments receivables related to litigation settlement | $ 16,000,000 | |||||||
iBio, Inc. v. Fraunhofer USA, Inc. [Member] | Settled Litigation [Member] | Scenario Plan Expected Payment One [Member] | ||||||||
Cash payments receivables related to litigation settlement | $ 900,000 | |||||||
iBio, Inc. v. Fraunhofer USA, Inc. [Member] | Settled Litigation [Member] | Scenario Plan Expected Payment One [Member] | License and Maintenance [Member] | ||||||||
Settlement receivable - current portion | $ 5,100,000 | |||||||
iBio, Inc. v. Fraunhofer USA, Inc. [Member] | Settled Litigation [Member] | Scenario Plan Expected Payment Two [Member] | ||||||||
Cash payments receivables related to litigation settlement | $ 900,000 | |||||||
iBio, Inc. v. Fraunhofer USA, Inc. [Member] | Settled Litigation [Member] | Scenario Plan Expected Payment Two [Member] | License and Maintenance [Member] | ||||||||
Settlement receivable - current portion | $ 5,100,000 |
Related Party Transactions (Nar
Related Party Transactions (Narrative) (Details) - KBI Consulting Service [Member] - USD ($) | 12 Months Ended | |
Apr. 01, 2020 | Jun. 30, 2021 | |
Related Party Transaction [Line Items] | ||
Business support services amount per month | $ 5,800 | |
Professional Fees | $ 52,000 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2008 |
Income Taxes [Line Items] | ||
Operating loss carryforwards, net | $ 170,500 | $ 5,500 |
Operating loss carryforwards, not subject to expiration | 106,600 | |
Operating loss carryforwards, subject to expiration | 63,900 | |
Research and Development Tax Credit Carryforward [Member] | ||
Income Taxes [Line Items] | ||
Tax credit carryforward | $ 1,760 |
Income Taxes (components of Net
Income Taxes (components of Net Loss) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Consolidated net loss | $ (50,304) | $ (23,213) |
United States [Member] | ||
Consolidated net loss | $ (50,304) | (23,200) |
BRAZIL (Member] | ||
Consolidated net loss | $ (13) |
Income Taxes (Components of Inc
Income Taxes (Components of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Taxes [Abstract] | ||
Current - Federal, state and foreign | $ 0 | $ 0 |
Deferred - Federal | (9,051) | (55) |
Deferred - Foreign | 0 | 0 |
Total | (9,051) | (55) |
Change in valuation allowance | 9,051 | 55 |
Income Tax Expense (Benefit), Total | $ 0 | $ 0 |
Income Taxes (Deferred Tax Asse
Income Taxes (Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Jun. 30, 2022 | Jun. 30, 2021 |
Components of Deferred Tax Assets and Liabilities [Abstract] | ||
Net operating loss | $ 35,829 | $ 24,693 |
Share-based compensation | 1,248 | 353 |
Research and development tax credits | 1,764 | 1,737 |
Investment in equity security | 370 | 0 |
Basis in iBio CDMO | 0 | 984 |
Property, plant and equipment | (2,520) | 0 |
Intangible assets | (71) | (91) |
Vacation accrual and other | 145 | 38 |
Valuation allowance | (36,765) | (27,714) |
Total | $ 0 | $ 0 |
Income Taxes (Effective Income
Income Taxes (Effective Income Tax Rate Reconciliation) (Details) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Income Taxes [Abstract] | ||
Statutory federal income tax rate | 21% | 21% |
Research and development tax credit | (3.00%) | 0% |
Change in valuation allowance | (18.00%) | (21.00%) |
Effective Income Tax Rate Reconciliation, Percent, Total | 0% | 0% |
Employee 401(K) Plan (Narrative
Employee 401(K) Plan (Narrative) (Details) - USD ($) | 12 Months Ended | |
Jun. 30, 2022 | Jun. 30, 2021 | |
Employee 401(K) Plan [Abstract] | ||
Defined Contribution Plan, Employer Matching Contribution, Percent of Match | 100% | |
Defined Contribution Plan, Employer Matching Contribution, Percent of Employees' Gross Pay | 5% | |
Defined Benefit Plan, Plan Assets, Contributions by Employer | $ 319,000 | $ 121,000 |
Segment Reporting (Narrative) (
Segment Reporting (Narrative) (Details) | 12 Months Ended |
Jun. 30, 2022 segment | |
Segment Reporting [Abstract] | |
Number of Operating Segments | 2 |
Segment Reporting (Segments Rep
Segment Reporting (Segments Reporting) (Details) - USD ($) | 12 Months Ended | |||
Jun. 30, 2022 | Jun. 30, 2021 | Nov. 01, 2021 | Sep. 10, 2021 | |
Segment Reporting Information [Line Items] | ||||
Revenues - external customers | $ 2,383,000 | $ 2,371,000 | ||
Cost of goods sold | 216,000 | 1,462,000 | ||
Gross profit | 2,167,000 | 909,000 | ||
Research and development | 17,729,000 | 9,989,000 | ||
General and administrative | 34,128,000 | 22,031,000 | ||
Operating loss | (49,690,000) | (31,111,000) | ||
Interest expense | (1,412,000) | (2,454,000) | ||
Settlement income | 10,200,000 | |||
Forgiveness of note payable and accrued interest | 607,000 | |||
Interest and other income | 191,000 | 152,000 | ||
Consolidated net loss | (50,304,000) | (23,213,000) | ||
Total assets | 99,406,000 | 146,968,000 | ||
Finance lease ROU assets | 74,000 | 26,111,000 | ||
Operating lease ROU assets | 5,020,000 | $ 1,967,000 | $ 3,603,000 | |
Fixed assets, net | 36,661,000 | 8,628,000 | ||
Intangible assets, net | 4,851,000 | 952,000 | ||
Amortization of finance lease ROU assets | 599,000 | 1,651,000 | ||
Depreciation of fixed assets | 2,275,000 | 472,000 | ||
Amortization of intangible assets | 401,000 | 291,000 | ||
Operating Segments [Member] | Biopharmaceuticals (iBio, Inc.) [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues - external customers | 1,884,000 | 1,098,000 | ||
Revenues - intersegment | 1,586,000 | 1,017,000 | ||
Cost of goods sold | 425,000 | |||
Gross profit | 3,470,000 | 1,690,000 | ||
Research and development | 11,819,000 | 2,960,000 | ||
General and administrative | 20,844,000 | 13,429,000 | ||
Operating loss | (29,194,000) | (14,699,000) | ||
Settlement income | 10,200,000 | |||
Interest and other income | 184,000 | 151,000 | ||
Consolidated net loss | (29,010,000) | (4,349,000) | ||
Total assets | 156,893,000 | 175,272,000 | ||
Operating lease ROU assets | 3,068,000 | |||
Fixed assets, net | 1,373,000 | |||
Intangible assets, net | 4,851,000 | 952,000 | ||
Amortization of intangible assets | 401,000 | 291,000 | ||
Operating Segments [Member] | Bioprocessing (iBio CDMO) [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues - external customers | 499,000 | 1,274,000 | ||
Revenues - intersegment | 2,455,000 | 1,307,000 | ||
Cost of goods sold | 216,000 | 1,037,000 | ||
Gross profit | 2,739,000 | 1,543,000 | ||
Research and development | 8,260,000 | 8,370,000 | ||
General and administrative | 14,975,000 | 9,585,000 | ||
Operating loss | (20,496,000) | (16,412,000) | ||
Interest expense | (1,412,000) | (2,454,000) | ||
Forgiveness of note payable and accrued interest | 607,000 | |||
Interest and other income | 7,000 | 1,000 | ||
Consolidated net loss | (21,295,000) | (18,864,000) | ||
Total assets | 43,092,000 | 35,721,000 | ||
Finance lease ROU assets | 74,000 | 26,111,000 | ||
Operating lease ROU assets | 1,952,000 | |||
Fixed assets, net | 35,288,000 | 8,628,000 | ||
Amortization of finance lease ROU assets | 599,000 | 1,651,000 | ||
Depreciation of fixed assets | 2,275,000 | 472,000 | ||
Eliminations [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Revenues - intersegment | (4,041,000) | (2,324,000) | ||
Gross profit | (4,041,000) | (2,324,000) | ||
Research and development | (2,350,000) | (1,341,000) | ||
General and administrative | (1,691,000) | (983,000) | ||
Total assets | $ (100,578,000) | $ (64,025,000) |
Subsequent Events (Narrative) (
Subsequent Events (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||
Sep. 19, 2022 | Sep. 16, 2022 | Aug. 23, 2022 | Aug. 23, 2021 | May 04, 2021 | Jan. 18, 2021 | Aug. 17, 2022 | Sep. 27, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Jun. 30, 2021 | |
Subsequent Event [Line Items] | ||||||||||||||
Value of common stock issued | $ 9,000 | $ 9,000 | $ 9,000 | |||||||||||
Number of options granted | 313,568 | 209,600 | ||||||||||||
Weighted-average exercise price per share, granted | $ 27.50 | $ 36 | ||||||||||||
Restricted Stock Units [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Shares vested | 533 | 4,201 | 4,120 | 379 | ||||||||||
Employees [Member] | Restricted Stock Units [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Share based award, vesting period | 4 years | 4 years | 3 years | |||||||||||
Share-based award, Number of awards issued | 4,229 | 1,600 | 2,600 | |||||||||||
Share-based award, market value per share | $ 31.50 | $ 32.25 | $ 36.75 | |||||||||||
Share based payment award, Grant-date fair value | $ 133,000 | $ 52,000 | $ 96,000 | |||||||||||
RubrYc Theraputics, Inc. [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Number of shares issued | 102,354 | |||||||||||||
Subsequent Event [Member] | Restricted Stock Units [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Shares vested | 1,057 | |||||||||||||
Subsequent Event [Member] | Employees [Member] | Stock Options [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Number of options granted | 303,868 | |||||||||||||
Share based award, vesting period | 3 years | |||||||||||||
Share based payment plan term | 10 years | |||||||||||||
Subsequent Event [Member] | Employees [Member] | Stock Options [Member] | Minimum [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Weighted-average exercise price per share, granted | $ 6.75 | |||||||||||||
Subsequent Event [Member] | Employees [Member] | Stock Options [Member] | Maximum [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Weighted-average exercise price per share, granted | $ 9.50 | |||||||||||||
Subsequent Event [Member] | Employees [Member] | Restricted Stock Units [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Share based award, vesting period | 4 years | |||||||||||||
Share-based award, Number of awards issued | 6,954 | |||||||||||||
Share-based award, market value per share | $ 7 | |||||||||||||
Share based payment award, Grant-date fair value | $ 49,000 | |||||||||||||
Subsequent Event [Member] | Cantor Fitzgerald [Member] | Sales Agreement | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Number of shares issued | 175,973 | |||||||||||||
Proceeds from sale of shares, net of issuance cost | $ 1,200,000 | |||||||||||||
Subsequent Event [Member] | RubrYc Theraputics, Inc. [Member] | ||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||
Number of shares issued | 102,354 | |||||||||||||
Value of common stock issued | $ 1,000,000 | |||||||||||||
Milestone payments | $ 5,000,000 |
Subsequent Events - Amended Cre
Subsequent Events - Amended Credit Agreement (Details) - USD ($) | Oct. 11, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Jun. 30, 2021 |
Term note payable - net of deferred financing costs | $ 22,161,000 | $ 600,000 | ||
Woodforest [Member] | Amended Credit Agreement [Member] | ||||
Debt amortization payment | $ 250,000 | |||
Amendment fee | 22,375 | |||
Liquidity covenant, amount | 7,500,000 | $ 10,000,000 | ||
Woodforest [Member] | Amended Credit Agreement [Member] | Date Of Amendment [Member] | ||||
Principal payment | 5,500,000 | |||
Woodforest [Member] | Amended Credit Agreement [Member] | Within Two Business Days Of Frunhofer Legal Settlement [Member] | ||||
Principal payment | 5,100,000 | |||
Woodforest [Member] | Amended Credit Agreement [Member] | Occurrence Of Specific Milestone [Member] | ||||
Liquidity covenant, amount | $ 5,000,000 |