Citius Pharmaceuticals (CTXR) 10-Q 10 Feb 22 2022 Q1 Quarterly report Financial data

Document And Entity Information

Document And Entity Information - shares	3 Months Ended
	Dec. 31, 2021	Feb. 10, 2022
Document Information Line Items
Entity Registrant Name	Citius Pharmaceuticals, Inc.
Trading Symbol	CTXR
Document Type	10-Q
Current Fiscal Year End Date	--09-30
Entity Common Stock, Shares Outstanding		146,029,630
Amendment Flag	false
Entity Central Index Key	0001506251
Entity Current Reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Document Period End Date	Dec. 31, 2021
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Document Quarterly Report	true
Document Transition Report	false
Entity File Number	001-38174
Entity Incorporation, State or Country Code	NV
Entity Tax Identification Number	27-3425913
Entity Address, Address Line One	11 Commerce Drive
Entity Address, Address Line Two	First Floor
Entity Address, City or Town	Cranford
Entity Address, State or Province	NJ
Entity Address, Postal Zip Code	07016
City Area Code	(908)
Local Phone Number	967-6677
Title of 12(b) Security	Common stock, $0.001 par value
Security Exchange Name	NASDAQ
Entity Interactive Data Current	Yes

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($)	Dec. 31, 2021	Sep. 30, 2021
Current Assets:
Cash and cash equivalents	$ 65,421,424	$ 70,072,946
Prepaid expenses	2,523,552	2,741,404
Total Current Assets	67,944,976	72,814,350
Property and equipment, net	6,293	7,023
Operating lease right-of-use asset, net	779,949	822,828
Other Assets:
Deposits	38,062	38,062
In-process research and development	59,400,000	59,400,000
Goodwill	9,346,796	9,346,796
Total Other Assets	68,784,858	68,784,858
Total Assets	137,516,076	142,429,059
Current Liabilities:
Accounts payable	1,789,203	1,277,095
Accrued expenses	3,136,609	621,960
Accrued compensation	2,233,690	1,906,000
Operating lease liability	182,028	177,237
Total Current Liabilities	7,341,530	3,982,292
Deferred tax liability	4,985,800	4,985,800
Operating lease liability – non current	630,745	678,234
Total Liabilities	12,958,075	9,646,326
Commitments and Contingencies
Stockholders’ Equity:
Preferred stock – $0.001 par value; 10,000,000 shares authorized; no shares issued and outstanding
Common stock – $0.001 par value; 400,000,000 shares authorized; 146,029,630 and 145,979,429 shares issued and outstanding at December 31, 2021 and September 30, 2021, respectively	146,029	145,979
Additional paid-in capital	229,084,633	228,084,195
Accumulated deficit	(105,273,041)	(96,047,821)
Total Citius Pharmaceuticals, Inc. Stockholders’ Equity	123,957,621	132,182,353
Non-controlling interest	600,380	600,380
Total Equity	124,558,001	132,782,733
Total Liabilities and Equity	$ 137,516,076	$ 142,429,059

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parentheticals) - $ / shares	Dec. 31, 2021	Sep. 30, 2021
Statement of Financial Position [Abstract]
Preferred stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued
Preferred stock, shares outstanding
Common stock, par value (in Dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized	400,000,000	400,000,000
Common stock, shares issued	146,029,630	145,979,429
Common stock, shares outstanding	146,029,630	145,979,429

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Statement [Abstract]
Revenues
Operating Expenses
Research and development	5,457,849	6,191,179
General and administrative	2,896,749	1,688,664
Stock-based compensation – general and administrative	904,604	276,582
Total Operating Expenses	9,259,202	8,156,425
Operating Loss	(9,259,202)	(8,156,425)
Other Income (Expense)
Interest income	33,982	13,484
Interest expense		(3,968)
Total Other Income, Net	33,982	9,516
Net Loss	$ (9,225,220)	$ (8,146,909)
Net Loss Per Share Applicable to Common Stockholders - Basic and Diluted (in Dollars per share)	$ (0.06)	$ (0.15)
Weighted Average Common Shares Outstanding (in Shares)
Basic and diluted (in Shares)	146,012,169	55,576,996

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Stockholders’ Equity (Unaudited) - USD ($)	Preferred Stock	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Total Citius Pharmaceuticals, Inc. Shareholder’s Equity	Non-Controlling Interest	Total
Balance at Sep. 30, 2020		$ 55,577	$ 104,208,958	$ (70,593,867)	$ 33,670,668		$ 33,670,668
Balance (in Shares) at Sep. 30, 2020		55,576,996
Issuance of NoveCite common stock			1,799,640	(2,399,520)	(599,880)	600,380	500
Stock-based compensation expense			276,582		276,582		276,582
Net loss				(8,146,909)	(8,146,909)		(8,146,909)
Balance at Dec. 31, 2020		$ 55,577	106,285,180	(81,140,296)	25,200,461	600,380	25,800,841
Balance (in Shares) at Dec. 31, 2020		55,576,996
Balance at Sep. 30, 2021		$ 145,979	228,084,195	(96,047,821)	132,182,353	600,380	132,782,733
Balance (in Shares) at Sep. 30, 2021		145,979,429
Issuance of common stock for services		$ 50	95,834		95,884		95,884
Issuance of common stock for services (in Shares)		50,201
Stock-based compensation expense			904,604		904,604		904,604
Net loss				(9,225,220)	(9,225,220)		(9,225,220)
Balance at Dec. 31, 2021		$ 146,029	$ 229,084,633	$ (105,273,041)	$ 123,957,621	$ 600,380	$ 124,558,001
Balance (in Shares) at Dec. 31, 2021		146,029,630

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash Flows From Operating Activities:
Net loss	$ (9,225,220)	$ (8,146,909)
Adjustments to reconcile net loss to net cash used in operating activities:
Stock-based compensation expense	904,604	276,582
Issuance of common stock for services	95,884
Amortization of operating lease right-of-use asset	42,879	39,671
Depreciation	730	153
Changes in operating assets and liabilities:
Prepaid expenses	217,852	(1,161,066)
Deposits		19,031
Accounts payable	512,108	(872,060)
Accrued expenses	2,514,649	88,442
Accrued compensation	327,690	225,875
Accrued interest		3,968
Operating lease liability	(42,698)	(38,272)
Net Cash Used In Operating Activities	(4,651,522)	(9,564,585)
Cash Flows From Financing Activities:
Proceeds from sale of NoveCite, Inc. common stock		500
Net Cash Provided By Financing Activities		500
Net Change in Cash and Cash Equivalents	(4,651,522)	(9,564,085)
Cash and Cash Equivalents - Beginning of Period	70,072,946	13,859,748
Cash and Cash Equivalents - End of Period	$ 65,421,424	$ 4,295,663

Nature of Operations, Basis of

Nature of Operations, Basis of Presentation and Summary of Significant Accounting Policies	3 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	1. NATURE OF OPERATIONS, BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Business Citius Pharmaceuticals, Inc. (“Citius,” the “Company,” “we” or “us”) is a specialty pharmaceutical company dedicated to the development and commercialization of critical care products with a focus on anti-infective products in adjunct cancer care, unique prescription products and stem cell therapy. On March 30, 2016, Citius acquired Leonard-Meron Biosciences, Inc. (“LMB”) as a wholly-owned subsidiary by issuing shares of its common stock. On September 11, 2020, we formed NoveCite, Inc. (“NoveCite”), a Delaware corporation, of which we own 75% (7,500,000 shares) of the issued and outstanding capital stock (see Note 3). On August 23, 2021, we formed Citius Acquisition Corp., as a wholly-owned subsidiary in conjunction with the acquisition of I/ONTAK (formerly E7777), but no activity has occurred to date. In-process research and development (“IPR&D”) consists of (i) the $19,400,000 acquisition value of LMB’s leading drug candidate (Mino-Lok), which is an antibiotic solution used to treat catheter-related bloodstream infections and is expected to be amortized on a straight-line basis over a period of eight years commencing upon revenue generation, and (ii) the $40,000,000 acquisition value of the exclusive license for I/ONTAK (denileukin diftitox), a late-stage oncology immunotherapy for the treatment of cutaneous T-cell lymphoma (“CTCL”), a rare form of non-Hodgkin lymphoma and is expected to be amortized on a straight-line basis over a period of twelve years commencing upon revenue generation. Goodwill of $9,346,796 represents the value of LMB’s industry relationships and its assembled workforce. Goodwill will not be amortized but will be tested at least annually for impairment. Citius is subject to a number of risks common to companies in the pharmaceutical industry including, but not limited to, risks related to the development by Citius or its competitors of research and development stage product candidates, market acceptance of its product candidates that might be approved, competition from larger companies, dependence on key personnel, dependence on key suppliers and strategic partners, the Company’s ability to obtain additional financing and the Company’s compliance with governmental and other regulations. Basis of Presentation and Summary of Significant Accounting Policies Basis of Preparation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to fairly state the condensed consolidated financial position of the Company as of December 31, 2021, and the results of its operations and cash flows for the three months ended December 31, 2021 and 2020. The operating results for the three months ended December 31, 2021 are not necessarily indicative of the results that may be expected for the year ending September 30, 2022. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2021 filed with the Securities and Exchange Commission. Use of Estimates Basic and Diluted Net Loss per Common Share Recently Issued Accounting Standards In August 2020, the FASB issued ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Acquired Contract Assets and Contract Liabilities.

Liquidity and Management's Plan

Liquidity and Management's Plan	3 Months Ended
	Dec. 31, 2021
Liquidity and Managements Plan [Abstract]
LIQUIDITY AND MANAGEMENT'S PLAN	2. LIQUIDITY AND MANAGEMENT’S PLAN The accompanying consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The Company experienced negative cash flows from operations of $4,651,522 for the three months ended December 31, 2021. As a result of the Company’s common stock offerings and common stock warrant exercises during the year ended September 30, 2021, the Company had working capital of approximately $60,600,000 at December 31, 2021. The Company estimates that its available cash resources will be sufficient to fund its operations through March 2023. The Company has generated no operating revenue to date and has principally raised capital through the issuance of debt and equity instruments to finance its operations. The Company’s continued operations beyond March 2023, including its development plans for Mino-Lok, Mino-Wrap, Halo-Lido, NoveCite and I/ONTAK, will depend on its ability to obtain regulatory approval to market Mino-Lok and/or I/ONTAK and generate substantial revenue from the sale of Mino-Lok and/or I/ONTAK and on its ability to raise additional capital through various potential sources, such as equity and/or debt financings, strategic relationships, or out-licensing of its product candidates. However, the Company can provide no assurances on regulatory approval, commercialization or future sales of Mino-Lok or I/ONTAK or that financing or strategic relationships will be available on acceptable terms, or at all. If the Company is unable to raise sufficient capital, find strategic partners or generate substantial revenue from the sale of Mino-Lok or I/ONTAK, there would be a material adverse effect on its business. Further, the Company expects to incur additional expenses as it continues to develop its product candidates, including seeking regulatory approval, and protecting its intellectual property.

Patent and Technology License A

Patent and Technology License Agreements	3 Months Ended
	Dec. 31, 2021
Patent and Technology License Agreement [Abstract]
PATENT AND TECHNOLOGY LICENSE AGREEMENTS	3. PATENT AND TECHNOLOGY LICENSE AGREEMENTS Patent and Technology License Agreement – Mino-Lok LMB has a patent and technology license agreement with Novel Anti-Infective Therapeutics, Inc. (“NAT”) to develop and commercialize Mino-Lok® on an exclusive, worldwide sub licensable basis, as amended. LMB pays an annual maintenance fee each June until commercial sales of a product subject to the license commence. The Company recorded an annual maintenance fee of $90,000 in June 2021 and 2020. LMB will also pay annual royalties on net sales of licensed products, with royalties ranging from the mid-single digits to the low double digits. In limited circumstances in which the licensed product is not subject to a valid patent claim and a competitor is selling a competing product, the royalty rate is in the low- to mid-single digits. After a commercial sale is obtained, LMB must pay minimum aggregate annual royalties of $100,000 in the first commercial year which is prorated for a less than 12-month period, increasing $25,000 per year to a maximum of $150,000 annually. LMB must also pay NAT up to an aggregate of $1,100,000 upon achieving specified regulatory and sales milestones. Finally, LMB must pay NAT a specified percentage of payments received from any sub-licensees. Unless earlier terminated by NAT, based on the failure to achieve certain development and commercial milestones, the license agreement remains in effect until the date that all patents licensed under the agreement have expired and all patent applications within the licensed patent rights have been cancelled, withdrawn or expressly abandoned. Patent and Technology License Agreement – Mino-Wrap On January 2, 2019, we entered into a patent and technology license agreement with the Board of Regents of the University of Texas System on behalf of the University of Texas M. D. Anderson Cancer Center (“Licensor”), whereby we in-licensed exclusive worldwide rights to the patented technology for any and all uses relating to breast implants. We intend to develop a liquefying gel-based wrap containing minocycline and rifampin for the reduction of infections associated with breast implants following breast reconstructive surgeries (“Mino-Wrap”). We are required to use commercially reasonable efforts to commercialize Mino-Wrap under several regulatory scenarios and achieve milestones associated with these regulatory options leading to an approval from the U.S. Food and Drug Administration (“FDA”). Under the license agreement, the Company paid an annual maintenance fee of $45,000 in January 2021. The annual maintenance fee increases by $15,000 per year up to a maximum of $90,000. Annual maintenance fees cease on the first sale of product. We also must pay up to an aggregate of $2.1 million in milestone payments, contingent on the achievement of various regulatory and commercial milestones. Under the terms of the license agreement, we also must pay a royalty of mid- to upper-single digit percentages of net sales, depending on the amount of annual sales, and subject to downward adjustment to lower- to mid-single digit percentages in the event there is no valid patent for the product in the United States at the time of sale. After the first sale of product, we will owe an annual minimum royalty payment of $100,000 that will increase annually by $25,000 for the duration of the term. We will be responsible for all patent expenses incurred by Licensor for the term of the agreement although Licensor is responsible for filing, prosecution and maintenance of all patents. Unless earlier terminated by Licensor, based upon the failure by us to achieve certain development and commercial milestones or for various breaches by us, the agreement expires on the later of the expiration of the patents or January 2, 2034. License Agreement with Novellus On March 31, 2020, we entered into an option agreement with a subsidiary of Novellus, Inc. (“Novellus”) to in-license from Novellus on a worldwide basis, a novel cellular therapy for acute respiratory distress syndrome (“ARDS”). Our Board Chairman Leonard Mazur, who is also our largest stockholder, was at the time a significant shareholder of Novellus and subsequent to the option agreement and the license agreement discussed below, became a director of Novellus. As required by our Code of Ethics, the Audit Committee of our Board of Directors approved the entry into the option agreement with Novellus, as did the disinterested members of our Board of Directors. On October 6, 2020, our subsidiary, NoveCite, exercised the option and signed an exclusive license agreement with Novellus. Upon execution of the agreement, we paid $5,000,000 to Novellus, which was charged to research and development expense in the three-month period ended December 31, 2020, and issued Novellus shares of NoveCite’s common stock representing 25% of the outstanding equity. We own the other 75% of NoveCite’s outstanding equity. Pursuant to the terms of the stock subscription agreement between Novellus and NoveCite, if NoveCite issues additional equity, subject to certain exceptions, NoveCite had to maintain Novellus’s ownership at 25% by issuing additional shares to Novellus. Citius is responsible for the operational activities of NoveCite, and bears all costs necessary to operate NoveCite. Citius’s officers are also the officers of NoveCite and oversee the business strategy and operations of NoveCite. As such, NoveCite is accounted for as a consolidated subsidiary with a noncontrolling interest. Novellus has no contractual rights in the profits or obligations to share in the losses of NoveCite, and the Company has not allocated any losses to the noncontrolling interest. NoveCite is obligated to pay Novellus up to an aggregate of $51,000,000 upon the achievement of various regulatory and developmental milestones. NoveCite also must pay a royalty equal to low double-digit percentages of net sales, commencing upon the sale of a licensed product. This royalty is subject to downward adjustment to an upper-single digit percentage of net sales in any country in the event of the expiration of the last valid patent claim or if no valid patent claim exists in that country. The royalty will end on the earlier of (i) the date on which a biosimilar product is first marketed, sold, or distributed in the applicable country or (ii) the 10-year anniversary of the date of expiration of the last-to-expire valid patent claim in that country. In the case of a country where no licensed patent ever exists, the royalty will end on the later of (i) the date of expiry of such licensed product’s regulatory exclusivity and (ii) the 10-year anniversary of the date of the first commercial sale of the licensed product in the applicable country. In addition, NoveCite will pay to Novellus an amount equal to a mid-twenties percentage of any sublicensee fees it receives. Under the terms of the license agreement, in the event that Novellus receives any revenue involving the original cell line included in the licensed technology, then Novellus shall remit to NoveCite 50% of such revenue. The term of the license agreement will continue on a country-by-country and licensed product-by-licensed product basis until the expiration of the last-to-expire royalty term. Either party may terminate the license agreement upon written notice if the other party is in material default. NoveCite may terminate the license agreement at any time without cause upon 90 days prior written notice. Novellus will be responsible for preparing, filing, prosecuting and maintaining all patent applications and patents included in the licensed patents in the territory, provided however, that if Novellus decides that it is not interested in maintaining a particular licensed patent or in preparing, filing, or prosecuting a licensed patent, NoveCite will have the right, but not the obligation, to assume such responsibilities in the territory at NoveCite’s sole cost and expense. In July 2021, Novellus was acquired by Brooklyn ImmunoTherapeutics, Inc. (“Brooklyn”). In connection with that transaction, the stock subscription agreement between Novellus and NoveCite was amended to assign to Brooklyn all of Novellus’s right, title, and interest in the stock subscription agreement and delete the anti-dilution protection and replace it with a right of first refusal whereby Brooklyn will have the right to purchase all or a portion of the securities that NoveCite intends to sell or in the alternative, at the option of NoveCite, Brooklyn may purchase that amount of the securities proposed to be sold by NoveCite to allow Brooklyn to maintain its then percentage ownership. License Agreement with Eisai In September 2021, the Company entered into a definitive agreement with Dr. Reddy's Laboratories SA, a subsidiary of Dr. Reddy's Laboratories, Ltd. (collectively, "Dr. Reddy's"), to acquire its exclusive license of I/ONTAK (denileukin diftitox), a late-stage oncology immunotherapy for the treatment of CTCL, a rare form of non-Hodgkin lymphoma. Under the terms of this agreement, Citius acquired Dr. Reddy's exclusive license of I/ONTAK from Eisai Co., Ltd. ("Eisai") and other related assets owned by Dr. Reddy's. Citius's exclusive license include rights to develop and commercialize I/ONTAK in all markets except for Japan and certain parts of Asia. Additionally, Citius retained an option on the right to develop and market the product in India. Eisai retains exclusive development and marketing rights for the agent in Japan and Asia. Citius paid a $40 million upfront payment which represents the acquisition date fair value of the in-process research and development acquired from Dr. Reddy’s. Dr. Reddy’s is entitled to up to an aggregate of $40 million in development milestone payments related to CTCL approvals in the U.S. and other markets, up to an aggregate of $70 million in development milestones for additional indications, as well as commercial milestone payments and low double-digit tiered royalties on net product sales, and up to an aggregate of $300 million for commercial sales milestones. We also must pay on a fiscal quarter basis tiered royalties equal to low double-digit percentages of net product sales. The royalties will end on the earlier of (i) the 15-year anniversary of the first commercial sale of the latest indication that received regulatory approval in the applicable country and (ii) the date on which a biosimilar product results in the reduction of net sales in the applicable product by 50% in two consecutive quarters, as compared to the four quarters prior to the first commercial sale of the biosimilar product. We will also pay to Dr. Reddy’s an amount equal to a low-thirties percentage of any sublicense upfront consideration or milestone payments (or the like) received by us and the greater of (i) a low-thirties percentage of any sublicensee sales-based royalties or (ii) a mid-single digit percentage of such licensee’s net sales. Under the license agreement, Eisai is to receive a $6.0 million development milestone payment upon initial approval and additional commercial milestone payments related to the achievement of net product sales thresholds (which increases to $7 million in the event we have exercised our option to add India to the licensed territory prior to FDA approval) and up to an aggregate of $22 million related to the achievement of net product sales thresholds. We also are required to reimburse Eisai for up to $2.65 million of its costs to complete the ongoing Phase 3 pivotal clinical trial for I/ONTAK for the CTCL indication and reimburse Eisai for all reasonable costs associated with the preparation of a BLA for I/ONTAK. Eisai will be responsible for completing the current CTCL clinical trial, and chemistry, manufacturing and controls (CMC) activities through the filing of a BLA for I/ONTAK with the FDA. Citius will be responsible for development costs associated with potential additional indications. The term of the license agreement will continue until (i) if there has not been a commercial sale of a licensed product in the territory, until the 10-year anniversary of the original license effective date, March 30, 2016, or (ii) if there has been a first commercial sale of a licensed product in the territory within the 10-year anniversary of the original license effective date, the 10-year anniversary of the first commercial sale on a country-by-country basis. The term of the license may be extended for additional 10-year periods for all countries in the territory by notifying Eisai and paying an extension fee equal to $10 million. Either party may terminate the license agreement upon written notice if the other party is in material breach of the agreement, subject to cure within the designated time periods. Either party also may terminate the license agreement immediately upon written notice if the other party files for bankruptcy or takes related actions or is unable to pay its debts as they become due. Additionally, either party will have the right to terminate the agreement if the other party directly or indirectly challenges the patentability, enforceability or validity of any licensed patent. Also under the agreement with Dr. Reddy’s, we are required to (i) use commercially reasonable efforts to make commercially available products in the CTCL indication, peripheral T-cell lymphoma indication and immuno-oncology indication, (ii) initiate two investigator initiated immuno-oncology trials, (iii) use commercially reasonable efforts to achieve each of the approval milestones, and (iv) to complete each specified immuno-oncology investigator trial on or before the four-year anniversary of the effective date of the definitive agreement. Additionally, we are required to commercially launch a product in a territory within six months of receiving regulatory approval for such product in each such jurisdiction.

Notes Payable

Notes Payable	3 Months Ended
	Dec. 31, 2021
Debt Disclosure [Abstract]
NOTES PAYABLE	4. NOTES PAYABLE Notes Payable – Related Parties Prior to June 31, 2021, we had outstanding notes payable held by our Chairman, Leonard Mazur, in the amount of $160,470 and notes payable held by our Chief Executive Officer, Myron Holubiak, in the amount of $12,500. Notes with a principal balance of $104,000 accrued interest at the prime rate plus 1.0% per annum and notes with a principal balance of $68,970 accrued interest at 12% per annum. In June 2021, we repaid the $172,970 principal balance of these notes and paid accrued interest of $38,917. Accrued interest of $59,917 was forgiven and was recorded as other income in the year ended September 30, 2021. Interest expense on notes payable – related parties was $3,563 for the three months ended December 31, 2020. Paycheck Protection Program On April 12, 2020, the Company applied for a forgivable loan through the Small Business Association’s Paycheck Protection Program (the “PPP”). The loan accrued interest at a rate of 1% and was forgivable if it was used to pay qualifying costs such as payroll, rent and utilities. On April 15, 2020, the Company received $164,583 from the PPP. On July 28, 2021, the Small Business Administration gave full forgiveness of the PPP loan and the Company recorded a gain from debt extinguishment of $166,557 consisting of the principal balance and related accrued interest expense. Interest expense was $405 for the three months ended December 31, 2020.

Common Stock, Stock Options and

Common Stock, Stock Options and Warrants	3 Months Ended
	Dec. 31, 2021
Stockholders' Equity Note [Abstract]
COMMON STOCK, STOCK OPTIONS AND WARRANTS	5. COMMON STOCK, STOCK OPTIONS AND WARRANTS Authorized Common Stock On June 21, 2021, our stockholders approved an amendment to our Articles of Incorporation to increase the authorized number of shares of capital stock from 210,000,000 to 410,000,000 and the authorized number of common shares from 200,000,000 to 400,000,000. Common Stock Offerings On January 27, 2021, the Company closed a private placement for 15,455,960 common shares and warrants to purchase 7,727,980 common shares, at a purchase price of $1.294 per common share and accompanying warrant, for gross proceeds of $20,000,012. The 7,727,980 warrants are immediately exercisable at $1.231 per common share for a term of five and one-half years. The Company paid the placement agent a fee of 7% of the gross proceeds totaling $1,400,001 and issued the placement agent 1,081,917 immediately exercisable warrants at $1.6175 per common share for a term of five and one-half years. The Company also reimbursed the placement agent for $85,000 in expenses and incurred $64,601 in other expenses. Net proceeds from the offering were $18,450,410. The estimated fair value of the 7,727,980 warrants issued to the investors was approximately $7,582,000 and the estimated fair value of the 1,081,917 warrants issued to the placement agent was approximately $1,025,000. On February 19, 2021, the Company closed a registered direct offering for 50,830,566 common shares and warrants to purchase up to 25,415,283 common shares, at a purchase price of $1.505 per share of common stock and accompanying warrant, for gross proceeds of $76,500,002. The 25,415,283 warrants are immediately exercisable at $1.70 per common share for a term of five years. The Company paid the placement agent a fee of 7% of the gross proceeds totaling $5,355,000 and issued the placement agent 3,558,140 immediately exercisable warrants at $1.881 per common share for a term of five years. The Company also reimbursed the placement agent for $85,000 in expenses and incurred $80,160 in other expenses. Net proceeds from the offering were $70,979,842. The estimated fair value of the 25,415,283 warrants issued to the investors was approximately $42,322,000 and the estimated fair value of the 3,558,140 warrants issued to the placement agent was approximately $5,850,000. Common Stock Issued for Services On November 2, 2021, the Company issued 50,201 shares of common stock for investor relations services and expensed the $95,884 fair value of the common stock issued. Stock Option Plans Pursuant to our 2014 Stock Incentive Plan, we reserved 866,667 common shares for issuance to employees, directors and consultants. As of December 31, 2021, options to purchase 855,171 shares were outstanding and no shares remain available for future grants. On February 7, 2018, our stockholders approved the 2018 Omnibus Stock Incentive Plan and we reserved 2,000,000 common shares for issuance to employees, directors and consultants. As of December 31, 2021, options to purchase 1,820,000 shares were outstanding. On February 10, 2020, our stockholders approved the 2020 Stock Plan and we reserved 3,110,000 common shares for issuance thereunder. The 2020 Stock Plan provides incentives to employees, directors, and consultants through options, SARs, dividend equivalent rights, restricted stock, restricted stock units, or other rights. As of December 31, 2021, options to purchase 1,870,000 shares were outstanding and the remaining 1,240,000 shares were transferred to the 2021 Omnibus Stock Incentive Plan (“2021 Stock Plan”). On May 24, 2021, our stockholders approved the 2021 Stock Plan and we reserved 8,740,000 shares for issuance thereunder. The 2021 Stock Plan provides incentives to employees, directors, and consultants through options, SARs, dividend equivalent rights, restricted stock, restricted stock units, or other rights. As of December 31, 2021, options to purchase 4,475,000 shares were outstanding and there were 4,265,000 shares available for future grants. The fair value of each stock option award is estimated on the date of grant using the Black-Scholes option pricing model. The risk-free interest rate is based on the U.S. Treasury yield curve in effect at the time of grant commensurate with the expected term assumption. The expected term of stock options granted, all of which qualify as “plain vanilla,” is based on the average of the contractual term (generally 10 years) and the vesting period. For non-employee options, the expected term is the contractual term. A summary of option activity under our stock option plans (excluding the NoveCite Stock Plan) is presented below: Option Weighted- Weighted- Aggregate Outstanding at October 1, 2021 5,755,171 $ 2.13 8.02 years $ 3,589,392 Granted 3,265,000 2.03 Exercised — — Forfeited or expired — — Outstanding at December 31, 2021 9,020,171 $ 2.09 8.49 years $ 1,799,433 Exercisable at December 31, 2021 3,365,325 $ 2.55 6.87 years $ 1,163,643 On October 11, 2021, the Board of Directors granted options to purchase 2,515,000 shares to employees, 375,000 shares to directors and 175,000 shares to consultants at $2.04 per share. On November 1, 2021, the Board of Directors granted options to purchase 200,000 shares to an employee at $1.87 per share. The weighted average grant date fair value of the options granted during the three months ended December 31, 2021 was estimated at $1.72 per share. All of these options vest over terms of 12 to 36 months and have a term of 10 years. On October 6, 2020, the Board of Directors granted stock options to purchase a total of 800,000 shares to employees, 175,000 shares to directors and 125,000 shares to consultants with an exercise price of $1.01 per share. The weighted average grant date fair value of the options granted during the three months ended December 31, 2020 was estimated at $0.87 per share. All of these options vest over terms of 12 to 36 months and have a term of 10 years. Stock-based compensation expense for the three months ended December 31, 2021 and 2020 was $904,604 (including $33,333 for the NoveCite Stock Plan) and $276,582 (including $12,556 for the NoveCite Stock Plan), respectively. At December 31, 2021, unrecognized total compensation cost related to unvested awards under the Citius stock plans of $7,755,214 is expected to be recognized over a weighted average period of 2.4 years. On November 5, 2020, the stockholders of NoveCite, approved NoveCite’s Stock Plan and we reserved 2,000,000 common shares of NoveCite for issuance thereunder. The NoveCite Stock Plan provides incentives to employees, directors, and consultants through grants of options, SARs, dividend equivalent rights, restricted stock, restricted stock units, or other rights. As of December 31, 2021, there were options outstanding to purchase 2,000,000 common shares of NoveCite and no shares available for future grants. As of December 31, 2021, NoveCite has options outstanding to purchase 2,000,000 common shares at a weighted average exercise price of $0.24 per share, of which 376,665 are exercisable as of December 31, 2021. All of these options vest over 36 months and have a term of 10 years. The weighted average remaining contractual term of options outstanding under the NoveCite Stock Plan is 9.14 years. At December 31, 2021, unrecognized total compensation cost related to unvested awards under the NoveCite Stock Plan of $283,111 is expected to be recognized over a weighted average period of 2.17 years. Warrants As of December 31, 2021, we have reserved shares of common stock for the exercise of outstanding warrants as follows: Exercise Number Expiration Dates LMB Warrants $ 7.50 53,110 March 24 – April 29, 2022 2016 Offering Warrants 4.13 69,316 February 10 – 27, 2022 2017 Public Offering Investors 4.13 1,622,989 August 2, 2022 2017 Public Offering Underwriter 4.54 65,940 February 2, 2023 December 2017 Registered Direct/Private Placement Offering Investors 4.63 640,180 June 19, 2023 December 2017 Registered Direct/Private Placement Offering Placement Agent 5.87 89,625 December 19, 2022 March 2018 Registered Direct/Private Placement Offering Investors 2.86 218,972 October 2, 2023 March 2018 Registered Direct/Private Placement Offering Placement Agent 3.73 46,866 March 28, 2023 August 2018 Offering Investors 1.15 3,921,569 August 14, 2023 August 2018 Offering Agent 1.59 189,412 August 8, 2023 April 2019 Registered Direct/Private Placement Offering Investors 1.42 1,294,498 April 5, 2024 April 2019 Registered Direct/Private Placement Offering Placement Agent 1.93 240,130 April 5, 2024 September 2019 Offering Investors 0.77 2,793,297 September 27, 2024 September 2019 Offering Underwriter 1.12 194,358 September 27, 2024 February 2020 Exercise Agreement Placement Agent 1.28 138,886 August 19, 2025 May 2020 Registered Direct Offering Investors 1.00 1,670,588 November 18, 2025 May 2020 Registered Direct Offering Placement Agent 1.33 155,647 May 14, 2025 August 2020 Underwriter 1.31 201,967 August 10, 2025 January 2021 Private Placement Offering Investors 1.23 3,091,192 July 27, 2026 January 2021 Private Placement Offering Agent 1.62 351,623 July 27, 2026 February 2021 Registered Direct Offering Investors 1.70 20,580,283 February 19, 2026 February 2021 Registered Direct Offering Agent 1.88 2,506,396 February 19, 2026 40,136,844 At December 31, 2021, the weighted average remaining life of the outstanding warrants is 3.5 years, all warrants are exercisable, and the aggregate intrinsic value of the warrants outstanding was $5,890,469. Common Stock Reserved A summary of common stock reserved for future issuances as of December 31, 2021 is as follows: Stock plan options outstanding 9,020,171 Stock plan shares available for future grants 4,265,000 Warrants outstanding 40,136,844 Total 53,422,015

Related Party Transactions

Related Party Transactions	3 Months Ended
	Dec. 31, 2021
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	6. RELATED PARTY TRANSACTIONS The Company had outstanding debt due to Leonard Mazur (Chairman of the Board) and Myron Holubiak (Chief Executive Officer) (see Note 4). Leonard Mazur was a director and significant shareholder of Novellus until July 2021. On October 6, 2020, the Company, through its subsidiary NoveCite, entered into an exclusive agreement with Novellus to develop cellular therapies (see Note 3). In April 2021, we extended the term by three years for 1,294,498 warrants held by our Chairman and our Chief Executive Officer (see Note 5).

Operating Lease

Operating Lease	3 Months Ended
	Dec. 31, 2021
Disclosure Text Block [Abstract]
OPERATING LEASE	7. OPERATING LEASE Effective July 1, 2019, Citius entered into a 76-month lease for office space in Cranford, NJ. Citius will pay its proportionate share of real estate taxes and operating expenses in excess of the base year expenses. These costs are considered to be variable lease payments and are not included in the determination of the lease’s right-of-use asset or lease liability. The Company identified and assessed the following significant assumptions in recognizing its right-of-use assets and corresponding lease liabilities: ● As the Company’s current Cranford lease does not provide an implicit rate, the Company estimated the incremental borrowing rate in calculating the present value of the lease payments. The Company estimated its incremental borrowing rate based on the remaining lease term as of the adoption date. ● Since the Company elected to account for each lease component and its associated non-lease components as a single combined component, all contract consideration was allocated to the combined lease component. ● The expected lease terms include noncancelable lease periods. The elements of lease expense are as follows: Lease cost Three Months Ended Three Months Ended Operating lease cost $ 59,705 $ 59,706 Variable lease cost — 194 Total lease cost 59,705 $ 59,900 Other information Weighted-average remaining lease term - operating leases 3.8 Years 4.8 Years Weighted-average discount rate - operating leases 8.0 % 8.0 % Maturities of lease liabilities due under the Company’s non-cancellable leases as of December 31, 2021 is as follows: Year Ending September 30, December 31, 2022 (excluding the 3 months ended December 31, 2021) $ 179,783 2023 244,165 2024 249,024 2025 253,883 2026 21,460 Total lease payments 948,315 Less: interest (135,542 ) Present value of lease liabilities $ 812,773 Leases Classification December 31, September 30, Assets Lease asset Operating $ 779,949 $ 822,828 Total lease assets $ 779,949 $ 822,828 Liabilities Current Operating $ 182,028 $ 177,237 Non-current Operating 630,745 678,234 Total lease liabilities $ 812,773 $ 855,471 Interest expense on the lease liability was $16,826 and $20,035 for the three months ended December 31, 2021 and 2020, respectively.

Accounting Policies, by Policy

Accounting Policies, by Policy (Policies)	3 Months Ended
	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of Preparation	Basis of Preparation The accompanying unaudited condensed consolidated financial statements of the Company have been prepared on the same basis as the annual consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary to fairly state the condensed consolidated financial position of the Company as of December 31, 2021, and the results of its operations and cash flows for the three months ended December 31, 2021 and 2020. The operating results for the three months ended December 31, 2021 are not necessarily indicative of the results that may be expected for the year ending September 30, 2022. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended September 30, 2021 filed with the Securities and Exchange Commission.
Use of Estimates	Use of Estimates
Basic and Diluted Net Loss per Common Share	Basic and Diluted Net Loss per Common Share
Recently Issued Accounting Standards	Recently Issued Accounting Standards In August 2020, the FASB issued ASU 2020-06, Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity In October 2021, the FASB issued ASU No. 2021-08, Business Combinations (Topic 805): Accounting for Acquired Contract Assets and Contract Liabilities.

Common Stock, Stock Options a_2

Common Stock, Stock Options and Warrants (Tables)	3 Months Ended
	Dec. 31, 2021
Stockholders' Equity Note [Abstract]
Schedule of option activity under the plans	Option Weighted- Weighted- Aggregate Outstanding at October 1, 2021 5,755,171 $ 2.13 8.02 years $ 3,589,392 Granted 3,265,000 2.03 Exercised — — Forfeited or expired — — Outstanding at December 31, 2021 9,020,171 $ 2.09 8.49 years $ 1,799,433 Exercisable at December 31, 2021 3,365,325 $ 2.55 6.87 years $ 1,163,643
Schedule of warrants outstanding	Exercise Number Expiration Dates LMB Warrants $ 7.50 53,110 March 24 – April 29, 2022 2016 Offering Warrants 4.13 69,316 February 10 – 27, 2022 2017 Public Offering Investors 4.13 1,622,989 August 2, 2022 2017 Public Offering Underwriter 4.54 65,940 February 2, 2023 December 2017 Registered Direct/Private Placement Offering Investors 4.63 640,180 June 19, 2023 December 2017 Registered Direct/Private Placement Offering Placement Agent 5.87 89,625 December 19, 2022 March 2018 Registered Direct/Private Placement Offering Investors 2.86 218,972 October 2, 2023 March 2018 Registered Direct/Private Placement Offering Placement Agent 3.73 46,866 March 28, 2023 August 2018 Offering Investors 1.15 3,921,569 August 14, 2023 August 2018 Offering Agent 1.59 189,412 August 8, 2023 April 2019 Registered Direct/Private Placement Offering Investors 1.42 1,294,498 April 5, 2024 April 2019 Registered Direct/Private Placement Offering Placement Agent 1.93 240,130 April 5, 2024 September 2019 Offering Investors 0.77 2,793,297 September 27, 2024 September 2019 Offering Underwriter 1.12 194,358 September 27, 2024 February 2020 Exercise Agreement Placement Agent 1.28 138,886 August 19, 2025 May 2020 Registered Direct Offering Investors 1.00 1,670,588 November 18, 2025 May 2020 Registered Direct Offering Placement Agent 1.33 155,647 May 14, 2025 August 2020 Underwriter 1.31 201,967 August 10, 2025 January 2021 Private Placement Offering Investors 1.23 3,091,192 July 27, 2026 January 2021 Private Placement Offering Agent 1.62 351,623 July 27, 2026 February 2021 Registered Direct Offering Investors 1.70 20,580,283 February 19, 2026 February 2021 Registered Direct Offering Agent 1.88 2,506,396 February 19, 2026 40,136,844
Schedule of common stock reserved for future issuances	Stock plan options outstanding 9,020,171 Stock plan shares available for future grants 4,265,000 Warrants outstanding 40,136,844 Total 53,422,015

Operating Lease (Tables)

Operating Lease (Tables)	3 Months Ended
	Dec. 31, 2021
Disclosure Text Block [Abstract]
Schedule operating lease expense	Lease cost Three Months Ended Three Months Ended Operating lease cost $ 59,705 $ 59,706 Variable lease cost — 194 Total lease cost 59,705 $ 59,900 Other information Weighted-average remaining lease term - operating leases 3.8 Years 4.8 Years Weighted-average discount rate - operating leases 8.0 % 8.0 %
Schedule of lease liabilities due under the company’s non-cancellable leases	Year Ending September 30, December 31, 2022 (excluding the 3 months ended December 31, 2021) $ 179,783 2023 244,165 2024 249,024 2025 253,883 2026 21,460 Total lease payments 948,315 Less: interest (135,542 ) Present value of lease liabilities $ 812,773
Schedule operating leases assets and liabilities	Leases Classification December 31, September 30, Assets Lease asset Operating $ 779,949 $ 822,828 Total lease assets $ 779,949 $ 822,828 Liabilities Current Operating $ 182,028 $ 177,237 Non-current Operating 630,745 678,234 Total lease liabilities $ 812,773 $ 855,471

Nature of Operations, Basis o_2

Nature of Operations, Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($)	3 Months Ended
	Dec. 31, 2021	Sep. 11, 2020
Nature of Operations, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items]
Shares owned (in Shares)		7,500,000
Research and development	$ 19,400,000
Revenue generation	40,000,000
Goodwill	$ 9,346,796
Delaware Corporation [Member]
Nature of Operations, Basis of Presentation and Summary of Significant Accounting Policies (Details) [Line Items]
Ownership, percentage		75.00%

Liquidity and Management's Pl_2

Liquidity and Management's Plan (Details)	3 Months Ended
	Dec. 31, 2021USD ($)
Liquidity And Managements Plan [Abstract]
Negative cash flow operations	$ (4,651,522)
Working capital	$ 60,600,000

Patent and Technology License_2

Patent and Technology License Agreements (Details) - USD ($)	Oct. 06, 2020	Jun. 30, 2021	Jan. 31, 2021	Jun. 30, 2020	Dec. 31, 2021
Patent and Technology License Agreements (Details) [Line Items]
Annual maintenance fee expense		$ 90,000		$ 90,000
Annual minimum royalty payment					$ 100,000
Increasing annual royalties					25,000
Maximum aggregate annual royalties					150,000
Payable amount to NAT					$ 1,100,000
Annual maintenance fee			$ 45,000
Agreement expiration date					Jan. 2, 2034
Research and development expense					$ 19,400,000
Developmental milestone, description					NoveCite is obligated to pay Novellus up to an aggregate of $51,000,000 upon the achievement of various regulatory and developmental milestones. NoveCite also must pay a royalty equal to low double-digit percentages of net sales, commencing upon the sale of a licensed product. This royalty is subject to downward adjustment to an upper-single digit percentage of net sales in any country in the event of the expiration of the last valid patent claim or if no valid patent claim exists in that country. The royalty will end on the earlier of (i) the date on which a biosimilar product is first marketed, sold, or distributed in the applicable country or (ii) the 10-year anniversary of the date of expiration of the last-to-expire valid patent claim in that country. In the case of a country where no licensed patent ever exists, the royalty will end on the later of (i) the date of expiry of such licensed product’s regulatory exclusivity and (ii) the 10-year anniversary of the date of the first commercial sale of the licensed product in the applicable country. In addition, NoveCite will pay to Novellus an amount equal to a mid-twenties percentage of any sublicensee fees it receives.
Revenue percentage					50.00%
Description of license agreement					The term of the license agreement will continue until (i) if there has not been a commercial sale of a licensed product in the territory, until the 10-year anniversary of the original license effective date, March 30, 2016, or (ii) if there has been a first commercial sale of a licensed product in the territory within the 10-year anniversary of the original license effective date, the 10-year anniversary of the first commercial sale on a country-by-country basis. The term of the license may be extended for additional 10-year periods for all countries in the territory by notifying Eisai and paying an extension fee equal to $10 million.
License agreement development, description					Under the license agreement, Eisai is to receive a $6.0 million development milestone payment upon initial approval and additional commercial milestone payments related to the achievement of net product sales thresholds (which increases to $7 million in the event we have exercised our option to add India to the licensed territory prior to FDA approval) and up to an aggregate of $22 million related to the achievement of net product sales thresholds. We also are required to reimburse Eisai for up to $2.65 million of its costs to complete the ongoing Phase 3 pivotal clinical trial for I/ONTAK for the CTCL indication and reimburse Eisai for all reasonable costs associated with the preparation of a BLA for I/ONTAK.
Patent and Technology [Member]
Patent and Technology License Agreements (Details) [Line Items]
Description of annual maintenance fee					The annual maintenance fee increases by $15,000 per year up to a maximum of $90,000. Annual maintenance fees cease on the first sale of product. We also must pay up to an aggregate of $2.1 million in milestone payments, contingent on the achievement of various regulatory and commercial milestones. Under the terms of the license agreement, we also must pay a royalty of mid- to upper-single digit percentages of net sales, depending on the amount of annual sales, and subject to downward adjustment to lower- to mid-single digit percentages in the event there is no valid patent for the product in the United States at the time of sale. After the first sale of product, we will owe an annual minimum royalty payment of $100,000 that will increase annually by $25,000 for the duration of the term.
NoveCite [Member]
Patent and Technology License Agreements (Details) [Line Items]
Research and development expense	$ 5,000,000
Outstanding equity					25.00%
Percentage of outstanding equity					75.00%
Percentage of ownership additional shares					25.00%
Eisai [Member]
Patent and Technology License Agreements (Details) [Line Items]
Description of license agreement					Citius paid a $40 million upfront payment which represents the acquisition date fair value of the in-process research and development acquired from Dr. Reddy’s. Dr. Reddy’s is entitled to up to an aggregate of $40 million in development milestone payments related to CTCL approvals in the U.S. and other markets, up to an aggregate of $70 million in development milestones for additional indications, as well as commercial milestone payments and low double-digit tiered royalties on net product sales, and up to an aggregate of $300 million for commercial sales milestones. We also must pay on a fiscal quarter basis tiered royalties equal to low double-digit percentages of net product sales. The royalties will end on the earlier of (i) the 15-year anniversary of the first commercial sale of the latest indication that received regulatory approval in the applicable country and (ii) the date on which a biosimilar product results in the reduction of net sales in the applicable product by 50% in two consecutive quarters, as compared to the four quarters prior to the first commercial sale of the biosimilar product.

Notes Payable (Details)

Notes Payable (Details) - USD ($)	Apr. 12, 2020	Jul. 28, 2021	Jun. 30, 2021	Dec. 31, 2020	Sep. 30, 2021
Notes Payable (Details) [Line Items]
Note payable			$ 160,470
Debt instrument, description	the Company applied for a forgivable loan through the Small Business Association’s Paycheck Protection Program (the “PPP”). The loan accrued interest at a rate of 1% and was forgivable if it was used to pay qualifying costs such as payroll, rent and utilities. On April 15, 2020, the Company received $164,583 from the PPP.		Notes with a principal balance of $104,000 accrued interest at the prime rate plus 1.0% per annum and notes with a principal balance of $68,970 accrued interest at 12% per annum.
Principal amount			$ 172,970
Paid accrued interest			38,917
Accrued interest					$ 59,917
Interest expense on notes payable - related parties				$ 3,563
Gain from debt extinguishment		$ 166,557
Interest expense				$ 405
Chief Executive Officer [Member]
Notes Payable (Details) [Line Items]
Principal balance			$ 12,500

Common Stock, Stock Options a_3

Common Stock, Stock Options and Warrants (Details) - USD ($)

Nov. 02, 2021

Nov. 01, 2021

Oct. 11, 2021

Oct. 06, 2020

Feb. 19, 2021

Jan. 27, 2021

Dec. 31, 2021

Dec. 31, 2020

Sep. 30, 2021

Jun. 21, 2021

May 24, 2021

Nov. 05, 2020

Sep. 30, 2020

Sep. 11, 2020

Feb. 10, 2020

Feb. 07, 2018

Common Stock, Stock Options and Warrants (Details) [Line Items]

Common shares authorized

400,000,000

400,000,000

Common stock offerings, description

the Company closed a private placement for 15,455,960 common shares and warrants to purchase 7,727,980 common shares, at a purchase price of $1.294 per common share and accompanying warrant, for gross proceeds of $20,000,012. The 7,727,980 warrants are immediately exercisable at $1.231 per common share for a term of five and one-half years. The Company paid the placement agent a fee of 7% of the gross proceeds totaling $1,400,001 and issued the placement agent 1,081,917 immediately exercisable warrants at $1.6175 per common share for a term of five and one-half years. The Company also reimbursed the placement agent for $85,000 in expenses and incurred $64,601 in other expenses. Net proceeds from the offering were $18,450,410. The estimated fair value of the 7,727,980 warrants issued to the investors was approximately $7,582,000 and the estimated fair value of the 1,081,917 warrants issued to the placement agent was approximately $1,025,000.

Common shares reserved

2,000,000

Remaining shares

7,500,000

Shares available for future grants

4,265,000

Issued shares of purchase

200,000

175,000

125,000

Share price (in Dollars per share)

$ 1.87

$ 2.04

$ 1.01

$ 1.72

Options vest over terms

10 years

10 years

Share issued price per share

0.87

Stock-based compensation expense description

Stock-based compensation expense for the three months ended December 31, 2021 and 2020 was $904,604 (including $33,333 for the NoveCite Stock Plan) and $276,582 (including $12,556 for the NoveCite Stock Plan), respectively.

Citius stock plans (in Dollars)

$ 7,755,214

Weighted average period term

2 years 4 months 24 days

Common shares outstanding

2,000,000

Stock option plan , description

NoveCite has options outstanding to purchase 2,000,000 common shares at a weighted average exercise price of $0.24 per share, of which 376,665 are exercisable as of December 31, 2021. All of these options vest over 36 months and have a term of 10 years. The weighted average remaining contractual term of options outstanding under the NoveCite Stock Plan is 9.14 years. At December 31, 2021, unrecognized total compensation cost related to unvested awards under the NoveCite Stock Plan of $283,111 is expected to be recognized over a weighted average period of 2.17 years.

Board of Directors [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Issued shares of purchase

2,515,000

800,000

Registered Direct Offering [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Common stock offerings, description

the Company closed a registered direct offering for 50,830,566 common shares and warrants to purchase up to 25,415,283 common shares, at a purchase price of $1.505 per share of common stock and accompanying warrant, for gross proceeds of $76,500,002. The 25,415,283 warrants are immediately exercisable at $1.70 per common share for a term of five years. The Company paid the placement agent a fee of 7% of the gross proceeds totaling $5,355,000 and issued the placement agent 3,558,140 immediately exercisable warrants at $1.881 per common share for a term of five years. The Company also reimbursed the placement agent for $85,000 in expenses and incurred $80,160 in other expenses. Net proceeds from the offering were $70,979,842. The estimated fair value of the 25,415,283 warrants issued to the investors was approximately $42,322,000 and the estimated fair value of the 3,558,140 warrants issued to the placement agent was approximately $5,850,000.

2014 Stock Incentive Plan [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Common stock for issuance

866,667

Shares outstanding

855,171

2018 Omnibus Stock Incentive Plan [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Common stock for issuance

2,000,000

Number of shares outstanding

1,820,000

2020 Stock Plan [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Common shares reserved

3,110,000

2021 Omnibus Stock Incentive Plan [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Option to purchase share outstanding

1,870,000

Remaining shares

1,240,000

2021 Stock Plan [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Common shares reserved

8,740,000

Option to purchase share outstanding

4,475,000

Shares available for future grants

4,265,000

Stock Options [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Contractual term

10 years

Minimum [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Shares of capital stock authorized

210,000,000

Common shares authorized

200,000,000

Maximum [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Shares of capital stock authorized

410,000,000

Common shares authorized

400,000,000

Common Stock [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Issued shares

50,201

Fair value of common stock (in Dollars)

$ 95,884

Shares outstanding

146,029,630

55,576,996

145,979,429

55,576,996

Issued shares of purchase

375,000

175,000

Warrants [Member]

Common Stock, Stock Options and Warrants (Details) [Line Items]

Weighted average remaining life of the outstanding warrants

3 years 6 months

Aggregate intrinsic value for the warrants outstanding (in Dollars)

$ 5,890,469

Common Stock, Stock Options a_4

Common Stock, Stock Options and Warrants (Details) - Schedule of option activity under the plans	12 Months Ended
	Sep. 30, 2021USD ($)$ / sharesshares
Schedule of option activity under the plans [Abstract]
Option Shares at beginning | shares	5,755,171
Outstanding Weighted- Average Exercise Price at beginning | $ / shares	$ 2.13
Outstanding Weighted- Average Remaining Contractual Term at beginning	8 years 7 days
Outstanding Aggregate Intrinsic Value at beginning | $	$ 3,589,392
Granted Shares | shares	3,265,000
Granted Weighted- Average Exercise Price | $ / shares	$ 2.03
Option Shares , Exercised | shares
Exercised , Weighted- Average Exercise Price | $ / shares
Forfeited or expired Shares | shares
Forfeited or expired Weighted- Average Exercise Price | $ / shares
Option Shares at ending | shares	9,020,171
Outstanding Weighted- Average Exercise Price at ending | $ / shares	$ 2.09
Outstanding Weighted- Average Remaining Contractual Term at ending	8 years 5 months 26 days
Outstanding Aggregate Intrinsic Value at ending | $	$ 1,799,433
Exercisable Shares | shares	3,365,325
Exercisable Weighted- Average Exercise Price | $ / shares	$ 2.55
Exercisable Weighted- Average Remaining Contractual Term	6 years 10 months 13 days
Exercisable Aggregate Intrinsic Value | $	$ 1,163,643

Common Stock, Stock Options a_5

Common Stock, Stock Options and Warrants (Details) - Schedule of warrants outstanding	3 Months Ended
	Dec. 31, 2021$ / sharesshares
Class of Warrant or Right [Line Items]
Number	40,136,844
LMB Warrants [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 7.5
Number	53,110
Expiration Dates	March 24 – April 29, 2022
2016 Offering Warrants [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 4.13
Number	69,316
Expiration Dates	February 10 – 27, 2022
2017 Public Offering Investors [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 4.13
Number	1,622,989
Expiration Dates	August 2, 2022
2017 Public Offering Underwriter [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 4.54
Number	65,940
Expiration Dates	February 2, 2023
December 2017 Registered Direct/Private Placement Offering Investors [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 4.63
Number	640,180
Expiration Dates	June 19, 2023
December 2017 Registered Direct/Private Placement Offering Placement Agent [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 5.87
Number	89,625
Expiration Dates	December 19, 2022
March 2018 Registered Direct/Private Placement Offering Investors [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 2.86
Number	218,972
Expiration Dates	October 2, 2023
March 2018 Registered Direct/Private Placement Offering Placement Agent [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 3.73
Number	46,866
Expiration Dates	March 28, 2023
August 2018 Offering Investors [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.15
Number	3,921,569
Expiration Dates	August 14, 2023
August 2018 Offering Agent [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.59
Number	189,412
Expiration Dates	August 8, 2023
April 2019 Registered Direct/Private Placement Offering Investors [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.42
Number	1,294,498
Expiration Dates	April 5, 2024
April 2019 Registered Direct/Private Placement Offering Placement Agent [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.93
Number	240,130
Expiration Dates	April 5, 2024
September 2019 Offering Investors [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 0.77
Number	2,793,297
Expiration Dates	September 27, 2024
September 2019 Offering Underwriter [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.12
Number	194,358
Expiration Dates	September 27, 2024
February 2020 Exercise Agreement Placement Agent [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.28
Number	138,886
Expiration Dates	August 19, 2025
May 2020 Registered Direct Offering Investors [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1
Number	1,670,588
Expiration Dates	November 18, 2025
May 2020 Registered Direct Offering Placement Agent [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.33
Number	155,647
Expiration Dates	May 14, 2025
August 2020 Underwriter [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.31
Number	201,967
Expiration Dates	August 10, 2025
January 2021 Private Placement Offering Investors [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.23
Number	3,091,192
Expiration Dates	July 27, 2026
January 2021 Private Placement Offering Agent [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.62
Number	351,623
Expiration Dates	July 27, 2026
February 2021 Registered Direct Offering Investors [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.7
Number	20,580,283
Expiration Dates	February 19, 2026
February 2021 Registered Direct Offering Agent [Member]
Class of Warrant or Right [Line Items]
Exercise price (in Dollars per share) | $ / shares	$ 1.88
Number	2,506,396
Expiration Dates	February 19, 2026

Common Stock, Stock Options a_6

Common Stock, Stock Options and Warrants (Details) - Schedule of common stock reserved for future issuances	3 Months Ended
	Dec. 31, 2021shares
Schedule of common stock reserved for future issuances [Abstract]
Stock plan options outstanding	9,020,171
Stock plan shares available for future grants	4,265,000
Warrants outstanding	40,136,844
Total	53,422,015

Related Party Transactions (Det

Related Party Transactions (Details) - Chief Executive Officer [Member]	Apr. 30, 2021shares
Related Party Transactions (Details) [Line Items]
Warrants	1,294,498
Term of warrants	3 years

Operating Lease (Details)

Operating Lease (Details) - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Operating Lease [Abstract]
Lease liability interest expenses	$ 16,826	$ 20,035

Operating Lease (Details) - Sch

Operating Lease (Details) - Schedule operating lease expense - USD ($)	3 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Lease cost
Operating lease cost	$ 59,705	$ 59,706
Variable lease cost		194
Total lease cost	$ 59,705	$ 59,900
Other information
Weighted-average remaining lease term - operating leases	3 years 9 months 18 days	4 years 9 months 18 days
Weighted-average discount rate - operating leases	8.00%	8.00%

Operating Lease (Details) - S_2

Operating Lease (Details) - Schedule of lease liabilities due under the company’s non-cancellable leases	Dec. 31, 2021USD ($)
Schedule of lease liabilities due under the company’s non-cancellable leases [Abstract]
2022 (excluding the 3 months ended December 31, 2021)	$ 179,783
2023	244,165
2024	249,024
2025	253,883
2026	21,460
Total lease payments	948,315
Less: interest	(135,542)
Present value of lease liabilities	$ 812,773

Operating Lease (Details) - S_3

Operating Lease (Details) - Schedule operating leases assets and liabilities - USD ($)	Dec. 31, 2021	Sep. 30, 2021
Assets
Lease asset	$ 779,949	$ 822,828
Total lease assets	779,949	822,828
Liabilities
Current	182,028	177,237
Non-current	630,745	678,234
Total lease liabilities	$ 812,773	$ 855,471