Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Sep. 30, 2021 | Nov. 10, 2021 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-39683 | |
Entity Registrant Name | Rezolute, Inc. | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 27-3440894 | |
Entity Address, Address Line One | 201 Redwood Shores Parkway | |
Entity Address, Address Line Two | Suite 315 | |
Entity Address, City or Town | Redwood City | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94065 | |
City Area Code | 650 | |
Local Phone Number | 206-4507 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | RZLT | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 15,440,250 | |
Current Fiscal Year End Date | --06-30 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001509261 | |
Amendment Flag | false |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 37,292 | $ 41,047 |
Prepaid expenses and other | 1,053 | 946 |
Total current assets | 38,345 | 41,993 |
Right-of-use assets, net | 317 | 396 |
Deferred offering costs and other | 72 | 191 |
Property and equipment, net | 26 | 29 |
Total assets | 38,760 | 42,609 |
Current liabilities: | ||
Accounts payable | 1,592 | 1,035 |
Accrued liabilities: | ||
Compensation and benefits | 77 | |
Insurance premiums | 121 | 242 |
Other | 679 | 349 |
Current portion of operating lease liabilities | 206 | 265 |
Total current liabilities | 2,598 | 1,968 |
Long term debt, net of discount | 14,071 | 13,968 |
Embedded derivative liabilities | 371 | 387 |
Operating lease liabilities, net of current portion | 161 | 187 |
Total liabilities | 17,201 | 16,510 |
Commitments and contingencies (Notes 4 and 8) | ||
Shareholders' equity: | ||
Preferred Stock, $0.001 par value; 400 shares shares authorized as of September 30, 2021 and June 30, 2021; no shares issued and outstanding | ||
Common Stock, $0.001 par value, 40,000 shares authorized as of September 30, 2021 and June 30, 2021; 8,640 and 8,352 shares issued and outstanding as of September 30, 2021 and June 30, 2021, respectively | 9 | 8 |
Additional paid-in capital | 197,524 | 194,229 |
Accumulated deficit | (175,974) | (168,138) |
Total shareholders' equity | 21,559 | 26,099 |
Total liabilities and shareholders' equity | $ 38,760 | $ 42,609 |
Unaudited Condensed Consolida_2
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
Unaudited Condensed Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 400 | 400 |
Preferred stock, shares, issued | 0 | 0 |
Preferred stock, shares, outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 40,000 | 40,000 |
Common stock, shares issued | 8,640 | 8,352 |
Common stock, shares outstanding | 8,640 | 8,352 |
Unaudited Condensed Consolida_3
Unaudited Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating expenses: | ||
Research and development | $ 5,774 | $ 2,344 |
General and administrative | 1,866 | 1,279 |
Total operating expenses | 7,640 | 3,623 |
Operating loss | (7,640) | (3,623) |
Non-operating income (expense): | ||
Employee retention credit | 231 | |
Gain on change in fair value of embedded derivative liability | 16 | |
Interest expense, net | (443) | 3 |
Total non-operating income (expense), net | (196) | 3 |
Net loss | $ (7,836) | $ (3,620) |
Net loss per common share - basic (in dollars per share) | $ (0.92) | $ (0.62) |
Net loss per common share - diluted (in dollars per share) | $ (0.92) | $ (0.62) |
Weighted average number of common shares outstanding - basic (in shares) | 8,513 | 5,867 |
Weighted average number of common shares outstanding - diluted (in shares) | 8,513 | 5,867 |
Unaudited Condensed Consolida_4
Unaudited Condensed Consolidated Statements of Shareholders' Equity - USD ($) shares in Thousands, $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total |
Balance at Jun. 30, 2020 | $ 6 | $ 154,595 | $ (147,236) | $ 7,365 |
Balance (in shares) at Jun. 30, 2020 | 5,867 | |||
Share-based compensation | 634 | 634 | ||
Fair value of warrants issued to consultants for services | 3 | 3 | ||
Net loss | (3,620) | (3,620) | ||
Balance at Sep. 30, 2020 | $ 6 | 155,232 | (150,856) | 4,382 |
Balance (in shares) at Sep. 30, 2020 | 5,867 | |||
Balance at Jun. 30, 2020 | $ 6 | 154,595 | (147,236) | 7,365 |
Balance (in shares) at Jun. 30, 2020 | 5,867 | |||
Net loss | 20,900 | |||
Balance at Jun. 30, 2021 | $ 8 | 194,229 | (168,138) | 26,099 |
Balance (in shares) at Jun. 30, 2021 | 8,352 | |||
Share-based compensation | 842 | 842 | ||
Issuance of common stock for cash | $ 1 | 2,689 | 2,690 | |
Issuance of common stock for cash (in shares) | 254 | |||
Advisory fees and other offering costs | (686) | (686) | ||
Issuance of commitment shares | 450 | 450 | ||
Issuance of commitment shares (in shares) | 34 | |||
Net loss | (7,836) | (7,836) | ||
Balance at Sep. 30, 2021 | $ 9 | $ 197,524 | $ (175,974) | $ 21,559 |
Balance (in shares) at Sep. 30, 2021 | 8,640 |
Unaudited Condensed Consolida_5
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (7,836) | $ (3,620) |
Share-based compensation expense | 842 | 634 |
Accretion of debt discount and issuance costs | 104 | 0 |
Non-cash lease expense | 78 | 59 |
Depreciation and amortization expense | 4 | 3 |
Fair value of warrants issued for services | 3 | |
Change in fair value of derivative liability | (16) | 0 |
Changes in operating assets and liabilities: | ||
(Increase) Decrease in prepaid expenses and other assets | (96) | 72 |
Increase (decrease) in accounts payable | 555 | (107) |
Increase (decrease) in other accrued liabilities | 24 | (195) |
Decrease in license fees payable to Xoma | (400) | |
Net Cash Used In Operating Activities | (6,341) | (3,551) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
CASH FLOWS FROM INVESTING ACTIVITIES | 0 | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from Issuance of Common Stock | 2,690 | 0 |
Cash payments for debt discount and issuance costs | (104) | 0 |
Net Cash Provided by Financing Activities | 2,586 | 0 |
Net decrease in cash, cash equivalents and restricted cash | (3,755) | (3,551) |
Cash, cash equivalents and restricted cash at beginning of period | 41,047 | 9,955 |
Cash, cash equivalents and restricted cash at end of period | 37,292 | 6,404 |
SUPPLEMENTARY CASH FLOW INFORMATION: | ||
Cash paid for interest | 340 | 0 |
Cash paid for income taxes | 0 | |
Cash paid for amounts included in the measurement of operating lease liabilities | 92 | 70 |
NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Issuance of commitment shares for deferred offering costs subsequently charged to equity | 450 | 0 |
Increase in payables for deferred offering costs | $ 24 | $ 0 |
NATURE OF OPERATIONS AND SUMMAR
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2021 | |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 — NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of Operations Rezolute, Inc. (the “Company”) is a clinical stage biopharmaceutical company developing transformative therapies for metabolic diseases related to chronic glucose imbalance. Change in Domicile In June 2021, the Company merged with and into its wholly owned subsidiary, Rezolute Nevada Merger Corporation, a Nevada corporation (“Merger Sub”), pursuant to an Agreement and Plan of Merger, dated as of June 18, 2021 (the “Reincorporation Merger Agreement”), between the Company and Merger Sub, with Merger Sub as the surviving corporation (the “Reincorporation Merger”). At the effective time of the Reincorporation Merger (the “Effective Time”), the Merger Sub was renamed “Rezolute, Inc.” and succeeded to the assets, continued its business and assumed its rights and obligations by operation of law. The Reincorporation Merger Agreement was approved by the Company’s shareholders at the 2021 annual meeting of its shareholders held on May 26, 2021. Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the SEC for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. The condensed consolidated balance sheet as of June 30, 2021, has been derived from the Company’s audited consolidated financial statements. The unaudited interim financial statements should be read in conjunction with the Company’s 2021 Form 10-K, which contains the Company’s audited financial statements and notes thereto, together with the Management’s Discussion and Analysis of Financial Condition and Results of Operations for the fiscal year ended June 30, 2021. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnote disclosures necessary for a comprehensive presentation of financial position, results of operations, and cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) that are necessary for a fair financial statement presentation have been made. The interim results for the three months ended September 30, 2021 are not necessarily indicative of the financial condition and results of operations that may be expected for any future interim period or for the fiscal year ending June 30, 2022. Consolidation The Company has two wholly owned subsidiaries consisting of Rezolute (Bio) Ireland Limited, and Rezolute Bio UK, Ltd. The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and the accompanying notes. The Company bases its estimates and assumptions on current facts, historical experience, and various other factors that it believes are reasonable under the circumstances, to determine the carrying values of assets and liabilities that are not readily apparent from other sources. The Company’s significant accounting estimates include, but are not necessarily limited to, fair value of the embedded derivatives, fair value of share-based payments, management’s assessment of going concern, and clinical trial accrued liabilities. Actual results could differ from those estimates. Risks and Uncertainties The Company's operations may be subject to significant risks and uncertainties including financial, operational, regulatory and other risks associated with a clinical stage company, including the potential risk of business failure as discussed further in Note 2, and the future impact of COVID-19 as discussed in Note 8. Significant Accounting Policies The Company’s significant accounting policies are described in Item 8 of the 2021 Form 10-K. For the three months ended September 30, 2021 , Recent Accounting Pronouncements Standards Required to be Adopted in Future Years. In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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) 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). Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not currently expected to have a material impact on the Company’s financial statements upon adoption. |
LIQUIDITY
LIQUIDITY | 3 Months Ended |
Sep. 30, 2021 | |
LIQUIDITY | |
LIQUIDITY | NOTE 2 — LIQUIDITY The Company is in the clinical stage and has not yet generated any revenues. For the three months ended September 30, 2021, the Company incurred a net loss of $7.8 million and net cash used in operating activities amounted to $6.3 million. For the fiscal year ended June 30, 2021, the Company incurred a net loss of $20.9 million and net cash used in operating activities amounted to $20.4 million. As of September 30, 2021, the Company had an accumulated deficit of $176.0 million, cash and cash equivalents of $37.3 million and total current liabilities of $2.6 million. As discussed in Note 13, in October 2021 the Company completed an underwritten public offering for net proceeds of $46.7 million and a registered direct offering for net proceeds of $5.0 million, resulting in total net proceeds of approximately $51.7 million. If additional capital resources are required in the future, the Company has the ability to raise (i) additional debt financing proceeds up to $15.0 million if certain conditions are satisfied as discussed in Note 5, and additional equity financing proceeds as discussed in Note 6 under the captions Equity Distribution Agreement LPC Purchase Agreement Management believes the Company’s existing cash and cash equivalents balance of $37.3 million, combined with the net offering proceeds of $51.7 million received in October 2021 will be adequate to carry out currently planned activities into November 2022. |
OPERATING LEASES
OPERATING LEASES | 3 Months Ended |
Sep. 30, 2021 | |
OPERATING LEASES | |
OPERATING LEASES | NOTE 3 — OPERATING LEASES The carrying value of right-of-use (“ROU”) assets and operating lease liabilities are as follows (in thousands): September 30, June 30, 2021 2021 Right-of-Use Assets, net $ 317 $ 396 Operating Lease Liabilities: Current $ 206 $ 265 Long-term 161 187 Total $ 367 $ 452 For the three months ended September 30, 2021 and 2020, operating lease expense was as follows (in thousands): Three Months Ended September 30, 2021 2020 Research and development $ 79 $ 49 General and administrative 23 24 Total $ 102 $ 73 As of September 30, 2021, the weighted average remaining lease term under operating leases was 1.8 years, and the weighted average discount rate for operating lease liabilities was 7.1%. For the three months ended September 30, 2021 and 2020, cash paid for amounts included in the measurement of operating lease liabilities was $0.1 million. These cash payments were included in the determination of net cash used in operating activities in the condensed consolidated statements of cash flows. Future payments under all operating lease agreements as of September 30, 2021 are as follows (in thousands): Fiscal year ending June 30, Remainder of fiscal year 2022 $ 192 2023 117 2024 79 Total lease payments 388 Less imputed interest (21) Present value of operating lease liabilities $ 367 |
LICENSE AGREEMENTS
LICENSE AGREEMENTS | 3 Months Ended |
Sep. 30, 2021 | |
LICENSE AGREEMENTS | |
LICENSE AGREEMENTS | NOTE 4 — LICENSE AGREEMENTS Xoma License Agreement In December 2017, the Company entered into a license agreement (“License Agreement”) with XOMA Corporation (“Xoma”), through its wholly-owned subsidiary, XOMA (US) LLC, pursuant to which Xoma granted an exclusive global license to the Company to develop and commercialize Xoma 358 (formerly X358, now RZ358) for all indications. In January 2019, the License Agreement was amended. with an updated payment schedule, as well as revising the amount the Company was required to expend on development of RZ358 and related licensed products, and revised provisions with respect to the Company’s diligence efforts in conducting clinical studies. Upon the achievement of certain clinical and regulatory events, the Company will be required to make up to $37.0 million in aggregate milestone payments to Xoma. ActiveSite License Agreement On August 4, 2017, the Company entered into a Development and License Agreement with ActiveSite Pharmaceuticals, Inc. (“ActiveSite”) pursuant to which the Company acquired the rights to ActiveSite’s Plasma Kallikrein Inhibitor program (“PKI Portfolio”). The Company is initially using the PKI Portfolio to develop an oral PKI therapeutic for diabetic macular edema (RZ402) and may use the PKI Portfolio to develop other therapeutics for different indications. The ActiveSite Development and License Agreement requires various milestone payments up to $46.5 million. The first milestone payment for $1.0 million was paid in December 2020 after clearance was received for an Initial Drug Application, or IND, filed with the U.S. Food and Drug Administration (“FDA”). The Company is also required to pay royalties equal to 2.0% of any sales of products that use the PKI Portfolio. There have been no events that would result in any royalty payments owed under the ActiveSite Development and License Agreement to date. |
LOAN AND SECURITY AGREEMENT
LOAN AND SECURITY AGREEMENT | 3 Months Ended |
Sep. 30, 2021 | |
LOAN AND SECURITY AGREEMENT | |
LOAN AND SECURITY AGREEMENT | NOTE 5 — LOAN AND SECRUITY AGREEMENT On April 14, 2021, the Company entered into a $30.0 million Loan and Security Agreement (the “Loan Agreement”) with SLR Investment Corp. and certain other lenders (the “Lenders”). The Lenders agreed to loan up to $30.0 million in three tranches consisting of (i) a $15.0 million term A loan that was funded on April 14, 2021, (ii) a $7.5 million term B loan to be funded upon request by the Company no later than January 25, 2022, and (iii) a $7.5 million term C loan to be funded upon request by the Company no later than September 25, 2022. Funding of the term B loan is subject to the Company’s ability to obtain at least $35.0 million of equity or subordinated debt financing by January 2022 and the achievement of certain clinical milestones related to RZ358 and RZ402. Funding of the term C loan is subject to the Company’s ability to (i) meet the conditions for funding the term B loan, and (ii) obtaining an additional $35.0 million of equity or subordinated debt financing, and the achievement of certain additional clinical milestones related to RZ358 and RZ402 by September 2022. Each term loan has a maturity date of April 1, 2026 (the “Maturity Date”). As discussed in Note 13, in October 2021 the Company completed an underwritten public offering for net proceeds of $46.7 million and a registered direct offering for net proceeds of $5.0 million, resulting in total net proceeds of approximately $51.7 million. As a result of the completion of these offerings, as well as equity issuances under the EDA and LPC Purchase Agreement during the three months ended September 30, 2021, we have met the financing threshold to qualify for the term B loan but will need to raise an additional $12.3 million to qualify for the term C loan. To date we have not achieved the clinical milestones to qualify for the term B and term C loans. In addition, the Company’s cash and cash equivalents became subject to a blocked account control agreement (“BACA”) in favor of the Lenders whereby a cash balance of at least $5.0 million must be maintained beginning on the earlier of (i) December 31, 2021, and (ii) the date the term B loan is funded. In the event of a default under the Loan Agreement, the BACA would enable the Lenders to prevent the release of funds from the Company’s cash accounts. Outstanding borrowings bear interest at a floating rate equal to (a) 8.75% per annum plus (b) the greater of (i) the rate per annum published by the Intercontinental Exchange Benchmark Administration Ltd. (“IEBA”) for a term of one month and (ii) 0.12% per annum. For the period from April 14, 2021 through September 30, 2021, the IEBA rate for a term of one month was approximately 0.12% per annum. Therefore, the contractual rate was 8.87% as of September 30, 2021 and June 30, 2021. The Company is permitted to make interest-only payments on each term loan through May 1, 2023. At the Company’s request, the interest-only period can be extended until May 1, 2024, if the Company obtains at least $70.0 million of equity or subordinated debt financing by September 2022 and no event of default shall have occurred. The Company will be required to make monthly payments of principal and interest commencing at the end of the interest-only period. The Company is obligated to pay the Lenders (i) a non-refundable facility fee in the amount of 1.00% of each term loan that is funded (the “Facility Fee”), and (ii) a final fee equal to 4.75% of the aggregate amount of the term loans funded (the “Final Fee”). As of September 30, 2021, the Company incurred debt discounts for an aggregate of $1.7 million that consisted of $0.5 million for financial advisory and legal fees, an aggregate of $0.8 million for the Facility Fee and the Final Fee, and an aggregate of $0.4 million as an exit fee as discussed below. The Final Fee is payable upon the earliest to occur of (i) the Maturity Date, (ii) the acceleration of the term loans, and (iii) the prepayment of the term loans. The total debt discount of $1.7 million related to the term A loan is being accreted to interest expense using the effective interest method which results in an overall current effective interest rate of 12.6% as of September 30, 2021 and June 30, 2021. Concurrently with the execution of the Loan Agreement, the Company entered into an exit fee agreement (the “Exit Fee Agreement”) that provides for a fee of 4.00% of the funded principal balance of each term loan in the event certain transactions (defined as “Exit Events”) occur prior to April 13, 2031. Exit Events include, but are not limited to, sales of substantially all assets, certain mergers, change of control transactions, and issuances of common stock that result in new investors owning more than 35% of the Company’s shares. As of April 14, 2021, the Company allocated a portion of the proceeds from the term A loan to recognize a liability for the fair value of this embedded derivative for approximately $354,000. Fair value was determined based on the Company’s strategic corporate development plans and management has performed a detailed evaluation of the different types of Exit Events that could occur and using a discounted rate equivalent to the effective rate for the term A loan. Fair value of this embedded derivative is assessed at the end of each reporting period with changes in fair value recognized as a nonoperating gain or loss. The Company has the option to prepay all, but not less than all, of the outstanding principal balance of the term loans. In the event of a voluntary or mandatory prepayment prior to the Maturity Date, the Company will incur a prepayment fee ranging from 1.00% to 3.00% of the outstanding principal balance. The Company’s obligations under the Loan Agreement are secured by a first-priority security interest in substantially all the Company’s assets, including its intellectual property. This security interest will not be released until all obligations are repaid, including the requirement to pay an Exit Fee of $0.6 million for certain fundamental transactions that may occur through April 13, 2031. The Loan Agreement contains customary representations, warranties and covenants and also includes customary events of default, including payment defaults, breaches of covenants, and a default upon the occurrence of a material adverse change affecting the Company. Upon the occurrence of an event of default, a default interest rate of an additional 5.00% per annum may be applied to the outstanding loan balance, and the Lenders may declare all outstanding obligations immediately due and payable and exercise all their rights and remedies as set forth in the Loan Agreement. As of September 30, 2021, the Company had outstanding contractual obligations under the Loan Agreement consisting of the principal balance of $15.0 million and the Final Fee of $0.7 million for a total of $15.7 million. After deducting the unaccreted discount of $1.6 million, the net carrying value was $14.1 million as of September 30, 2021. Future minimum principal payments and the net carrying value of the term A loan are as follows as of September 30, 2021 (in thousands): Fiscal year ending June 30, 2022 $ — 2023 833 2024 5,000 2025 5,000 2026 4,880 Total contractual payments 15,713 Less unaccreted debt discount (1,642) Net carrying value $ 14,071 |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 3 Months Ended |
Sep. 30, 2021 | |
SHAREHOLDERS' EQUITY | |
SHAREHOLDERS' EQUITY | NOTE 6 — SHAREHOLDERS’ EQUITY Equity Distribution Agreement On December 18, 2020, the Company and Oppenheimer & Co. Inc. (the “Agent”) entered into an Equity Distribution Agreement (the “EDA”) that provides for an “at the market offering” for the sale of up to $50.0 million in shares of the Company’s common stock (the “Placement Shares”) through the Agent. The Agent is acting as sales agent and is required to use commercially reasonable efforts to sell all of the Placement Shares requested to be sold by the Company, consistent with the Agent’s normal trading and sales practices, on mutually agreed terms between the Agent and the Company. The EDA will terminate when all of the Placement Shares have been sold, or earlier upon the election of either the Company or the Agent. The Company has no obligation to sell any of the Placement Shares under the EDA. The Company intends to use the net proceeds, if any, from amounts sold under the EDA for general corporate purposes, including working capital. Under the terms of the EDA, the Company agreed to pay the Agent a commission equal to 3.0% of the gross sales price of the Placement Shares plus certain expenses incurred by the Agent in connection with the offering. Through September 30, 2021, the Company sold 138,388 shares of its common stock pursuant to the EDA for net proceeds of approximately $1.5 million. Accordingly, the maximum amount remaining for sale under the EDA amounts to approximately $48.5 million as of September 30, 2021. LPC Purchase Agreement In August 2021, the Company entered into a purchase agreement (the “Purchase Agreement”) and a registration rights agreement (the “RRA”) with Lincoln Park Capital Fund, LLC (“LPC”), which provides that the Company may sell to LPC up to an aggregate of $20.0 million of shares (the “Purchase Shares”) of its common stock. The Company concurrently filed a prospectus supplement with the SEC to register the shares issuable under the Purchase Agreement. The aggregate number of shares that the Company can sell to LPC under the Purchase Agreement may not exceed 1,669,620 shares of common stock, subject to certain exceptions set forth in the Purchase Agreement. LPC’s initial purchase consisted of 95,708 Purchase Shares at a purchase price of approximately $10.45 per share for a total purchase price of $1.0 million. Concurrently, the Company issued 33,799 shares of common stock to LPC as an initial fee for its commitment to purchase shares of our common stock under the Purchase Agreement. Subject to the terms of the Purchase Agreement, the Company has the right, in its sole discretion, to present LPC with a purchase notice (a “Regular Purchase Notice”), directing LPC to purchase up to 25,000 Purchase Shares (a “Regular Purchase”), which amounts may be increased under certain circumstances. LPC’s committed obligation under any single Regular Purchase generally will not exceed $2.0 million. The Purchase Agreement provides for a purchase price per Purchase Shares for each Regular Purchase (the “Purchase Price”) equal to the lesser of (i) the lowest sale price of the common stock on the Nasdaq Capital Market (“NCM”) on the purchase date of such shares; and (ii) the average of the three lowest closing sale prices for the common stock traded on the NCM during the ten consecutive business days ending on the business day immediately preceding the purchase date of such shares. In addition, on any date on which the Company submits a Regular Purchase Notice for the maximum amount allowed for such a Regular Purchase to LPC, the Company also has the right, in its sole discretion, to present LPC with an accelerated purchase notice (an “Accelerated Purchase Notice”), directing LPC to purchase an amount of Purchase Shares (an “Accelerated Purchase”), which number of Purchase Shares will not exceed the lesser of (i) 300% of the number of shares purchased pursuant to such Regular Purchase Notice and (ii) 30% of the total volume of shares of the common stock traded on the NCM during the Accelerated Purchase period. The Purchase Price per Purchase Share for each such Accelerated Purchase will be equal to the lesser of 97% of (i) the volume-weighted average price of the common stock on the NCM during the applicable Accelerated Purchase period on the applicable Accelerated Purchase date; and (ii) the closing sale price of the common stock on the NCM on the applicable Accelerated Purchase date. On September 17, 2021, the Company submitted a regular purchase notice, resulting in the sale of 20,000 Purchase Shares to LPC for net proceeds of approximately $0.2 million. Accordingly, LPC is obligated to purchase up to a maximum of $18.8 million under the Purchase Agreement as of September 30, 2021. Pursuant to the RRA, the Company agreed to use its reasonable best efforts to maintain effectiveness of the registration statement and the related prospectus supplement within prescribed deadlines set forth in the RRA. In addition, the Company is required to use its reasonable best efforts to secure and maintain its listing of the Purchase Shares on the NCM. LPC has no obligation to purchase shares under the Purchase Agreement unless the Company complies with the terms of the RRA. |
SHARE-BASED COMPENSATION AND WA
SHARE-BASED COMPENSATION AND WARRANTS | 3 Months Ended |
Sep. 30, 2021 | |
SHARE-BASED COMPENSATION AND WARRANTS | |
SHARE-BASED COMPENSATION AND WARRANTS | NOTE 7 — SHARE-BASED COMPENSATION AND WARRANTS Stock Option Plans Presented below is a summary of the number of shares authorized, outstanding, and available for future grants under each of the Company’s stock option plans as of September 30, 2021 (in thousands): Termination Number of Shares Description Date Authorized Outstanding Available 2015 Plan February 2020 50 50 — 2016 Plan October 2021 313 313 — 2019 Plan July 2029 200 200 — 2021 Plan March 2030 1,200 766 434 Total 1,763 1,329 434 June 2021 Grants On June 14, 2021, the Board of Directors granted stock options for an aggregate of approximately 0.7 million shares of common stock to certain officers, employees and independent directors at an exercise price of $12.28 per share (the “June 2021 Grants”). Stock options for an aggregate of approximately 0.5 million shares were granted to the Company’s chief executive officer, independent directors and employees with less than one year of service that provide for vesting of 1/36th of the total award each month commencing on July 1, 2021, and stock options for approximately 0.2 million shares granted to employees with more than one year of service that provided for vesting of 25% of the award on grant date with the remainder of the award vesting for approximately 2.1% the total award each month until full vesting occurs. The aggregate fair value of the June 2021 Grants was $7.3 million, of which $0.6 million was recognized in June 2021, $0.6 million was recognized for the three months ended September 30, 2021, and the remaining $6.1 million will be recognized over the future vesting periods. Stock Options Outstanding The following table sets forth a summary of the stock option activity under all of the Company’s stock option plans for the three months ended September 30, 2021 (shares in thousands): Shares Price (1) Term (2) Outstanding, June 30, 2021 1,285 $ 16.35 8.7 Granted 75 8.96 Forfeited (31) 22.67 Outstanding, September 30, 2021 1,329 15.78 8.5 Vested, September 30, 2021 507 21.07 7.2 (1) Represents the weighted average exercise price. (2) Represents the weighted average remaining contractual term for the number of years until the stock options expire. For the three months ended September 30, 2021, the aggregate fair value of stock options granted for approximately 0.1 million shares of common stock that provide solely for time-based vesting, amounted to $0.5 million or approximately $6.73 per share as of the grant dates. There were no stock options granted in the three months ended September 30, 2020. Fair value was computed using the BSM option-pricing model and will result in the recognition of compensation cost ratably over the expected vesting period of the stock options. For the three months ended September 30, 2021, the fair value of stock options that provide for time-based vesting was estimated on the date of grant using the BSM option-pricing model, with the following weighted-average assumptions: Market price of common stock on grant date $ 8.96 Expected volatility 92 % Risk free interest rate 0.97 % Expected term (years) 6.0 Dividend yield 0 % Share-based compensation expense for the three months ended September 30, 2021 and 2020 is included under the following captions in the unaudited condensed consolidated statements of operations (in thousands): 2021 2020 Research and development $ 309 $ 321 General and administrative 533 313 Total $ 842 $ 634 Unrecognized share-based compensation expense is approximately $8.6 million as of September 30, 2021. This amount is expected to be recognized over a remaining weighted average period of 2.5 years. Warrants The Company has issued warrants in conjunction with various debt and equity financings and for services. The following table sets forth a summary of the warrant activity for the three months ended September 30, 2021 (shares in thousands): Shares Price (1) Term (2) Outstanding, June 30, 2021 1,252 $ 28.91 4.8 Warrants expired (28) 82.50 Outstanding, September 30, 2021 1,224 27.66 4.6 (1) Represents the weighted average exercise price. (2) Represents the weighted average remaining contractual term for the number of years until the warrants expire. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 30, 2021 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 8 — COMMITMENTS AND CONTINGENCIES Commitments Please refer to Note 4 for further discussion of commitments to make milestone payments and to pay royalties under license agreements with Xoma and ActiveSite. COVID-19 The current COVID-19 pandemic, which is impacting worldwide economic activity, poses risks that the Company or its employees, contractors, suppliers, and other partners may be prevented from conducting business activities for an indefinite period of time, including due to shutdowns that may be requested or mandated by governmental authorities. The extent to which COVID-19 impacts the Company’s business, including its clinical trials and financial condition, will depend on future developments, which are highly uncertain and cannot be predicted with confidence, such as the ultimate geographic spread of the disease, the duration of the pandemic, travel restrictions and social distancing in the United States and other countries, business closures or business disruptions and the effectiveness of actions taken in the United States and other countries to contain and treat the disease. As COVID-19 continues to spread around the globe, including the spread of more contagious and virulent variants, we could experience disruptions, including delays or difficulties in enrolling patients in our clinical trials, delays or difficulties in clinical site initiation, interruption of key clinical trial activities, delays in clinical sites receiving the supplies and materials needed to conduct our clinical trials and delays in necessary interactions with local regulatory authorities. COVID-19 may also impact the Company’s ability to raise additional capital on a timely basis or at all, which could negatively impact short-term and long-term liquidity. Registration Rights Agreement In connection with the Purchase Agreement further discussed in Note 6, the Company entered into a Registration Rights Agreement whereby it agreed to register all the shares issuable under the facility. The Company filed a prospectus supplement to meet this obligation in August 2021 and is required to maintain the effectiveness of the prospectus supplement on a reasonable best-efforts basis. Legal Matters From time to time, the Company may be involved in litigation relating to claims arising out of operations in the normal course of business. As of September 30, 2021, there were no pending or threatened lawsuits that could reasonably be expected to have a material effect on the Company’s results of operations. At each reporting period, the Company evaluates known claims to determine whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under ASC 450, Contingencies |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Sep. 30, 2021 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | NOTE 9 — RELATED PARTY TRANSACTIONS On September 15, 2020, the Company entered into an exclusive license agreement with Handok, Inc. (the “Handok License”) for the territory of the Republic of Korea. The Handok License relates to pharmaceutical products in final dosage form containing the pharmaceutical compounds developed or to be developed by the Company, including those related to RZ358 and RZ402. The Handok License is in effect for a period of 20 years after the first commercial sale of each product, and requires (i) milestone payments of $0.5 million upon approval of a New Drug Application (“NDA”) for each product in the territory, and (ii) the Company will sell products ordered by Handok at a transfer price equal to 70% of the net selling price of the products. To date, no milestone payments have been earned by the Company. |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Sep. 30, 2021 | |
INCOME TAXES | |
INCOME TAXES | NOTE 10 — INCOME TAXES Income tax expense during interim periods is based on applying an estimated annual effective income tax rate to year-to-date operating results, plus any significant unusual or infrequently occurring items which are recorded in the interim period. The computation of the annual estimated effective tax rate at each interim period requires certain estimates and significant judgment including, but not limited to, the expected operating results for the year, projections of the proportion of income earned and taxed in various jurisdictions, permanent and temporary differences, and the likelihood of recovering deferred tax assets generated in the current year. The accounting estimates used to compute the provision for income taxes may change as new events occur, more experience is obtained, additional information becomes known or as the tax environment changes. For the three months ended September 30, 2021 and 2020, the Company did not record any income tax benefit due to a full valuation allowance on its deferred tax assets. The Company did not have any material changes to its conclusions regarding valuation allowances for deferred income tax assets or uncertain tax positions for the three months ended September 30, 2021 and 2020. |
NET LOSS PER SHARE
NET LOSS PER SHARE | 3 Months Ended |
Sep. 30, 2021 | |
NET LOSS PER SHARE | |
NET LOSS PER SHARE | NOTE 11 — NET LOSS PER SHARE Basic net loss per share is computed by dividing net loss attributable to common shareholders by the weighted average number of common shares outstanding during the period. For the three months ended September 30, 2021 and 2020, basic and diluted net loss per share were the same since all common stock equivalents were anti-dilutive. As of September 30, 2021 and 2020, the following outstanding potential common stock equivalents were excluded from the computation of diluted net loss per share since the impact of inclusion was anti-dilutive (in thousands): 2021 2020 Stock options 1,329 944 Warrants 1,224 618 Total 2,553 1,562 |
FINANCIAL INSTRUMENTS AND SIGNI
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS | 3 Months Ended |
Sep. 30, 2021 | |
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS | |
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS | NOTE 12 — FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS Fair Value Measurements Fair value is defined as the price that would be received upon sale of an asset or paid to transfer a liability in an orderly transaction between market participants on the measurement date. When determining fair value, the Company considers the principal or most advantageous market in which it transacts and considers assumptions that market participants would use when pricing the asset or liability. The Company applies the following fair value hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1—Quoted prices in active markets for identical assets or liabilities accessible to the reporting entity at the measurement date. Level 2—Other than quoted prices included in Level 1 that are observable for the asset and liability, either directly or indirectly through market corroboration, for substantially the full term of the asset or liability. Level 3—Unobservable inputs for the asset or liability used to measure fair value to the extent that observable inputs are not available, thereby allowing for situations in which there is little, if any market activity for the asset or liability at the measurement date. The embedded derivative liabilities discussed in Note 5 were classified under Level 3 and were required to be measured and recorded at fair value on a recurring basis beginning on April 14, 2021. Fair value was determined based on management’s assessment of the probability and timing of occurrence for the events that give rise to embedded derivatives using a discounted rate equal to the effective interest rate for the term A loan. The following tables set forth a summary of changes in the fair value of the Company’s embedded derivative liability for which fair value was determined by Level 3 inputs (in thousands): Embedded Derivatives Balance, June 30, 2021 $ 387 Changes in fair value of embedded derivative liabilities (16) Balance, September 30, 2021 $ 371 Except for the embedded derivative liability, the Company did not have any other assets or liabilities measured at fair value on a recurring basis as of September 30, 2021 and June 30, 2021. Due to the relatively short maturity of the respective instruments, the fair value of cash and cash equivalents, accounts payable and accrued liabilities approximated their carrying values as of September 30, 2021 and June 30, 2021. The Company’s policy is to recognize asset or liability transfers among Level 1, Level 2 and Level 3 as of the actual date of the events or change in circumstances that caused the transfer. During the three months ended September 30, 2021 and 2010, the Company did not have any transfers of its assets or liabilities between levels of the fair value hierarchy. Significant Concentrations Financial instruments that subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents. The Company maintains its cash and cash equivalents at high-quality financial institutions. For the three months ended September 30, 2021, cash deposits have exceeded the amount of federal insurance provided on such deposits. As of September 30, 2021 and June 30, 2021, the Company had cash and cash equivalents with a single financial institution with an aggregate balance of $37.3 million and $41.0 million, respectively. The Company has never experienced any losses related to its investments in cash and cash equivalents. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Sep. 30, 2021 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 13 — SUBSEQUENT EVENTS Underwritten Public Offering On October 12, 2021, the Company entered into an underwriting agreement (the “Underwriting Agreement”) with Oppenheimer & Co., Inc., as representative of the underwriters listed therein (the “Underwriters”) for the planned issuance and sale of equity securities in an underwritten public offering (the “Underwritten Offering”). On October 15, 2021, closing occurred for the Underwritten Offering resulting in the issuance of (i) 6,030,847 shares of common stock at $6.50 per share for gross proceeds of $39.2 million, and (ii) 1,661,461 pre-funded warrants to purchase 1,661,461 shares of common stock at $6.49 per the Pre-Funded Warrants for gross proceeds of $10.8 million. The aggregate gross proceeds from the Underwritten Offering amounted to $50.0 million before deductions for underwriting discounts and commissions of 6.0% of the gross proceeds and other offering costs of approximately $0.3 million. After deducting total offering costs of $3.3 million, the net proceeds of the Underwritten Offering amounted to approximately $46.7 million. The Company granted the Underwriters a 30-day option to purchase up to an additional 1,153,845 shares of its common stock in the Underwritten Offering at a public offering price of $6.50 per share, less underwriting discounts and commissions (the “Underwriters’ Option”). In connection with the Underwritten Offering, certain of the Company’s officers and directors agreed not to sell or otherwise dispose of any common stock held by them through January 10, 2022 (the “Lock-Up Period”). In addition, the Company is prohibited from selling any shares of its common stock under the LPC Purchase Agreement or the EDA discussed in Note 6. The Pre-Funded Warrants have an exercise price of $0.01 per share, which is subject to adjustment in the event of certain stock dividends and distributions, stock splits, stock combinations, reclassifications or similar events affecting the common stock. Each Pre-Funded Warrant is exercisable at any time and from time to time after issuance. In the event of certain corporate transactions, the holders of the Pre-Funded Warrants will be entitled to receive, upon exercise of the Pre-Funded Warrants, the kind and amount of securities, cash or other property that the holders would have received had they exercised the Pre-Funded Warrants immediately prior to such transaction. The Pre-Funded Warrants do not entitle the holders thereof to any voting rights or any of the other rights or privileges to which holders of Common Stock are entitled. Registered Direct Offering Concurrently with the Underwritten Offering, a large shareholder (the “Purchaser”) entered into a subscription agreement for a registered direct offering, pursuant to which the Company agreed to sell to the Purchaser an aggregate of 769,231 shares of the Company’s common stock at a purchase price of $6.50 per share. The closing for the registered direct offering occurred on October 27, 2021 whereby the Company received gross proceeds of $5.0 million. |
NATURE OF OPERATIONS AND SUMM_2
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 2021 | |
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Nature of Operations | Nature of Operations Rezolute, Inc. (the “Company”) is a clinical stage biopharmaceutical company developing transformative therapies for metabolic diseases related to chronic glucose imbalance. |
Change in Domicile | Change in Domicile In June 2021, the Company merged with and into its wholly owned subsidiary, Rezolute Nevada Merger Corporation, a Nevada corporation (“Merger Sub”), pursuant to an Agreement and Plan of Merger, dated as of June 18, 2021 (the “Reincorporation Merger Agreement”), between the Company and Merger Sub, with Merger Sub as the surviving corporation (the “Reincorporation Merger”). At the effective time of the Reincorporation Merger (the “Effective Time”), the Merger Sub was renamed “Rezolute, Inc.” and succeeded to the assets, continued its business and assumed its rights and obligations by operation of law. The Reincorporation Merger Agreement was approved by the Company’s shareholders at the 2021 annual meeting of its shareholders held on May 26, 2021. |
Basis of Presentation | Basis of Presentation The accompanying unaudited interim financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and the rules and regulations of the SEC for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. The condensed consolidated balance sheet as of June 30, 2021, has been derived from the Company’s audited consolidated financial statements. The unaudited interim financial statements should be read in conjunction with the Company’s 2021 Form 10-K, which contains the Company’s audited financial statements and notes thereto, together with the Management’s Discussion and Analysis of Financial Condition and Results of Operations for the fiscal year ended June 30, 2021. Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted, pursuant to the rules and regulations of the SEC for interim financial reporting. Accordingly, they do not include all the information and footnote disclosures necessary for a comprehensive presentation of financial position, results of operations, and cash flows. It is management's opinion, however, that all material adjustments (consisting of normal recurring adjustments) that are necessary for a fair financial statement presentation have been made. The interim results for the three months ended September 30, 2021 are not necessarily indicative of the financial condition and results of operations that may be expected for any future interim period or for the fiscal year ending June 30, 2022. |
Consolidation | Consolidation The Company has two wholly owned subsidiaries consisting of Rezolute (Bio) Ireland Limited, and Rezolute Bio UK, Ltd. The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts in the condensed consolidated financial statements and the accompanying notes. The Company bases its estimates and assumptions on current facts, historical experience, and various other factors that it believes are reasonable under the circumstances, to determine the carrying values of assets and liabilities that are not readily apparent from other sources. The Company’s significant accounting estimates include, but are not necessarily limited to, fair value of the embedded derivatives, fair value of share-based payments, management’s assessment of going concern, and clinical trial accrued liabilities. Actual results could differ from those estimates. |
Risks and Uncertainties | Risks and Uncertainties The Company's operations may be subject to significant risks and uncertainties including financial, operational, regulatory and other risks associated with a clinical stage company, including the potential risk of business failure as discussed further in Note 2, and the future impact of COVID-19 as discussed in Note 8. |
Significant Accounting Policies | Significant Accounting Policies The Company’s significant accounting policies are described in Item 8 of the 2021 Form 10-K. For the three months ended September 30, 2021 , |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Standards Required to be Adopted in Future Years. In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“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) 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). Other accounting standards that have been issued or proposed by the FASB or other standards-setting bodies that do not require adoption until a future date are not currently expected to have a material impact on the Company’s financial statements upon adoption. |
OPERATING LEASES (Tables)
OPERATING LEASES (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
OPERATING LEASES | |
Schedule of carrying value of ROU assets and operating lease liabilities | The carrying value of right-of-use (“ROU”) assets and operating lease liabilities are as follows (in thousands): September 30, June 30, 2021 2021 Right-of-Use Assets, net $ 317 $ 396 Operating Lease Liabilities: Current $ 206 $ 265 Long-term 161 187 Total $ 367 $ 452 |
Schedule of operating lease expense | For the three months ended September 30, 2021 and 2020, operating lease expense was as follows (in thousands): Three Months Ended September 30, 2021 2020 Research and development $ 79 $ 49 General and administrative 23 24 Total $ 102 $ 73 |
Summary of future payments under operating lease agreements | Future payments under all operating lease agreements as of September 30, 2021 are as follows (in thousands): Fiscal year ending June 30, Remainder of fiscal year 2022 $ 192 2023 117 2024 79 Total lease payments 388 Less imputed interest (21) Present value of operating lease liabilities $ 367 |
LOAN AND SECURITY AGREEMENT (Ta
LOAN AND SECURITY AGREEMENT (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
LOAN AND SECURITY AGREEMENT | |
Schedule of Future minimum principal payments and the net carrying value of the term A Loan | Fiscal year ending June 30, 2022 $ — 2023 833 2024 5,000 2025 5,000 2026 4,880 Total contractual payments 15,713 Less unaccreted debt discount (1,642) Net carrying value $ 14,071 |
SHARE-BASED COMPENSATION AND _2
SHARE-BASED COMPENSATION AND WARRANTS (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
SHARE-BASED COMPENSATION AND WARRANTS | |
Schedule of the number of shares authorized, outstanding, and available for future grants under stock option | Presented below is a summary of the number of shares authorized, outstanding, and available for future grants under each of the Company’s stock option plans as of September 30, 2021 (in thousands): Termination Number of Shares Description Date Authorized Outstanding Available 2015 Plan February 2020 50 50 — 2016 Plan October 2021 313 313 — 2019 Plan July 2029 200 200 — 2021 Plan March 2030 1,200 766 434 Total 1,763 1,329 434 |
Summary of the stock option activity | The following table sets forth a summary of the stock option activity under all of the Company’s stock option plans for the three months ended September 30, 2021 (shares in thousands): Shares Price (1) Term (2) Outstanding, June 30, 2021 1,285 $ 16.35 8.7 Granted 75 8.96 Forfeited (31) 22.67 Outstanding, September 30, 2021 1,329 15.78 8.5 Vested, September 30, 2021 507 21.07 7.2 (1) Represents the weighted average exercise price. (2) Represents the weighted average remaining contractual term for the number of years until the stock options expire. |
Schedule of the fair value of stock options was estimated on the date of grant using the BSM option-pricing model using following weighted-average assumptions | Market price of common stock on grant date $ 8.96 Expected volatility 92 % Risk free interest rate 0.97 % Expected term (years) 6.0 Dividend yield 0 % |
Schedule of share-based compensation expense | Share-based compensation expense for the three months ended September 30, 2021 and 2020 is included under the following captions in the unaudited condensed consolidated statements of operations (in thousands): 2021 2020 Research and development $ 309 $ 321 General and administrative 533 313 Total $ 842 $ 634 |
Schedule of warrant activity | The Company has issued warrants in conjunction with various debt and equity financings and for services. The following table sets forth a summary of the warrant activity for the three months ended September 30, 2021 (shares in thousands): Shares Price (1) Term (2) Outstanding, June 30, 2021 1,252 $ 28.91 4.8 Warrants expired (28) 82.50 Outstanding, September 30, 2021 1,224 27.66 4.6 (1) Represents the weighted average exercise price. (2) Represents the weighted average remaining contractual term for the number of years until the warrants expire. |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
NET LOSS PER SHARE | |
Summary of potential common stock equivalents were excluded from the computation of diluted net loss per share | 2021 2020 Stock options 1,329 944 Warrants 1,224 618 Total 2,553 1,562 |
FINANCIAL INSTRUMENTS AND SIG_2
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS (Tables) | 3 Months Ended |
Sep. 30, 2021 | |
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS | |
Summary of changes in the fair value of the Company's derivative liabilities, fair value ,Level 3 inputs | The following tables set forth a summary of changes in the fair value of the Company’s embedded derivative liability for which fair value was determined by Level 3 inputs (in thousands): Embedded Derivatives Balance, June 30, 2021 $ 387 Changes in fair value of embedded derivative liabilities (16) Balance, September 30, 2021 $ 371 |
NATURE OF OPERATIONS AND SUMM_3
NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) | Feb. 12, 2021subsidiary |
Nature of operations and Significant accounting policies | |
Number of wholly owned subsidiaries | 2 |
LIQUIDITY (Details)
LIQUIDITY (Details) - USD ($) $ in Thousands | Oct. 15, 2021 | Oct. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 |
Net loss | $ (7,836) | $ (3,620) | $ 20,900 | ||
Net cash used in operating activities | (6,341) | $ (3,551) | 20,400 | ||
Accumulated deficit | (175,974) | (168,138) | |||
Cash and cash equivalents | 37,292 | 41,047 | |||
Additional debt that can be raised in future | 15,000 | ||||
Current liabilities | $ 2,598 | $ 1,968 | |||
Subsequent Event [Member] | |||||
Net proceeds from the offering | $ 51,700 | ||||
Subsequent Event [Member] | Underwritten Offering | |||||
Net proceeds from the offering | $ 46,700 | 46,700 | |||
Subsequent Event [Member] | Registered Direct Offering [Member] | |||||
Net proceeds from the offering | $ 5,000 |
OPERATING LEASES - Additional I
OPERATING LEASES - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
OPERATING LEASES | ||
Weighted average remaining lease term under operating leases | 1 year 9 months 18 days | |
Weighted average discount rate for operating lease liabilities | 7.10% | |
Cash paid for amounts included in measurement of operating lease liabilities | $ 92 | $ 70 |
OPERATING LEASES - Assets and o
OPERATING LEASES - Assets and operating lease liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
Carrying value of ROU assets and operating lease liabilities | ||
Right-of-Use Assets, net | $ 317 | $ 396 |
Operating Lease Liabilities: | ||
Current | 206 | 265 |
Long-term | 161 | 187 |
Total | $ 367 | $ 452 |
OPERATING LEASES - Operating le
OPERATING LEASES - Operating lease expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Lease Cost [Line Items] | ||
Total | $ 102 | $ 73 |
Research and development | ||
Lease Cost [Line Items] | ||
Total | 79 | 49 |
General and administrative | ||
Lease Cost [Line Items] | ||
Total | $ 23 | $ 24 |
OPERATING LEASES - Operating _2
OPERATING LEASES - Operating lease agreements (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
Future lease payments related to operating lease agreements | ||
Remainder of fiscal year 2022 | $ 192 | |
2023 | 117 | |
2024 | 79 | |
Total lease payments | 388 | |
Less imputed interest | (21) | |
Present value of operating lease liabilities | $ 367 | $ 452 |
LICENSE AGREEMENTS (Details)
LICENSE AGREEMENTS (Details) - USD ($) $ in Millions | Aug. 04, 2017 | Sep. 30, 2021 |
ActiveSite Pharmaceuticals, Inc. [Member] | ||
License Agreements | ||
Maximum Amount of Milestone Events | $ 46.5 | |
First milestone payment due after completion of the preclinical work | $ 1 | |
Royalties percentage | 2.00% | |
Xoma | ||
License Agreements | ||
Milestone Payments | $ 37 |
LOAN AND SECURITY AGREEMENT (De
LOAN AND SECURITY AGREEMENT (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
Debt Instrument [Line Items] | ||
Net carrying value | $ 14,071 | $ 13,968 |
Loan and security agreement | ||
Debt Instrument [Line Items] | ||
Less unaccreted debt discount | (1,700) | |
Loan and security agreement | Term A loan | ||
Debt Instrument [Line Items] | ||
2022 | 0 | |
2023 | 833 | |
2024 | 5,000 | |
2025 | 5,000 | |
2026 | 4,880 | |
Total contractual payments | 15,713 | |
Less unaccreted debt discount | (1,642) | |
Net carrying value | $ 14,071 |
LOAN AND SECURITY AGREEMENT - A
LOAN AND SECURITY AGREEMENT - Additional Information (Details) - USD ($) | Apr. 13, 2031 | Oct. 15, 2021 | Apr. 14, 2021 | Oct. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2021 | Jun. 30, 2021 |
Debt Instrument [Line Items] | |||||||
Net carrying value | $ 14,071,000 | $ 14,071,000 | $ 13,968,000 | ||||
Term C loan | |||||||
Debt Instrument [Line Items] | |||||||
Additional amount required to raise | $ 12,300,000 | ||||||
Loan and security agreement | |||||||
Debt Instrument [Line Items] | |||||||
Maximum borrowing capacity | $ 30,000,000 | ||||||
Funding based on ability to obtain equity or subordinated debt financing and the achievement of certain clinical milestones | $ 70,000,000 | ||||||
Stated interest rate | 8.75% | ||||||
Variable margin rate | 0.12% | 0.12% | |||||
Contractual rate | 8.87% | 8.87% | 8.87% | ||||
Non-refundable facility fee | 1.00% | ||||||
Final fee | 4.75% | ||||||
Debt discounts | $ 1,700,000 | $ 1,700,000 | |||||
Financial advisory and legal fees | 500,000 | 500,000 | |||||
Facility Fee and Final Fee | $ 800,000 | $ 800,000 | |||||
Exit fee on the funded principal balance | 4.00% | ||||||
Percentage of entity's shares held by investors | 35.00% | ||||||
Default interest rate | 5.00% | ||||||
Loan and security agreement | Term A loan | |||||||
Debt Instrument [Line Items] | |||||||
Gross proceeds from issuance of debt | $ 15,000,000 | ||||||
Stated interest rate | 12.60% | 12.60% | 12.60% | ||||
Total debt discount | $ 1,700,000 | $ 1,700,000 | |||||
Embedded derivative associated with the exit fee and prepayment fee related to the term A loan | 400,000 | ||||||
Debt discounts | 1,642,000 | $ 1,642,000 | |||||
Fair value of embedded derivatives | 354,000 | ||||||
Outstanding principal balance | 15,000,000 | 15,000,000 | |||||
Outstanding Final Fee | 700,000 | 700,000 | |||||
Total contractual payments | 15,713,000 | 15,713,000 | |||||
Net carrying value | $ 14,071,000 | $ 14,071,000 | |||||
Loan and security agreement | Term B loan | |||||||
Debt Instrument [Line Items] | |||||||
Remaining borrowing capacity | 7,500,000 | ||||||
Funding based on ability to obtain equity or subordinated debt financing and the achievement of certain clinical milestones | 35,000,000 | ||||||
Cash balance requirement | 5,000,000 | ||||||
Loan and security agreement | Term C loan | |||||||
Debt Instrument [Line Items] | |||||||
Remaining borrowing capacity | 7,500,000 | ||||||
Funding based on ability to obtain equity or subordinated debt financing and the achievement of certain clinical milestones | $ 35,000,000 | ||||||
Subsequent Event [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net proceeds from the offering | $ 51,700,000 | ||||||
Registered Direct Offering [Member] | Subsequent Event [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net proceeds from the offering | 5,000,000 | ||||||
Underwritten Offering | Subsequent Event [Member] | |||||||
Debt Instrument [Line Items] | |||||||
Net proceeds from the offering | $ 46,700,000 | $ 46,700,000 | |||||
Minimum [Member] | Loan and security agreement | |||||||
Debt Instrument [Line Items] | |||||||
Prepayment fee | 1.00% | ||||||
Maximum [Member] | Loan and security agreement | |||||||
Debt Instrument [Line Items] | |||||||
Prepayment fee | 3.00% | ||||||
Forecast | Loan and security agreement | |||||||
Debt Instrument [Line Items] | |||||||
Exit fee | $ 600,000 |
SHAREHOLDERS' EQUITY - Addition
SHAREHOLDERS' EQUITY - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 17, 2021 | Dec. 18, 2020 | Aug. 31, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2021 |
Class of Stock [Line Items] | ||||||
Deferred offering cost | $ 72 | $ 191 | ||||
Warrant price (per share) | $ 27.66 | $ 28.91 | ||||
Stock Issued During Period, Value, New Issues | $ 2,690 | |||||
Gross proceeds related to issuance | $ 2,690 | $ 0 | ||||
Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Number of shares issued | 254,000 | |||||
Stock Issued During Period, Value, New Issues | $ 1 | |||||
LPC Purchase Agreement | ||||||
Class of Stock [Line Items] | ||||||
Pre-funded warrants to purchase shares of common stock | 95,708 | |||||
Warrant price (per share) | $ 10.45 | |||||
Number of shares issued | 20,000 | |||||
Equity Method Investment, Ownership Percentage | 300.00% | |||||
Volume weighted average closing price of common stock | 30.00% | |||||
Gross proceeds related to issuance | $ 200 | |||||
Amount obligated by related party for purchase of common stock | $ 18,800 | |||||
Purchase of Common Stock | $ 1,000 | |||||
Percentage of ownership held in company | 97.00% | |||||
EDA | ||||||
Class of Stock [Line Items] | ||||||
Agents Commission (In percent) | 3.00% | |||||
Deferred offering cost | $ 48,500 | |||||
Stock Issued During Period, Value, New Issues | $ 50,000 | |||||
Net proceeds from private placement | $ 1,500 | |||||
EDA | Common Stock | ||||||
Class of Stock [Line Items] | ||||||
Sale of units | 138,388 | |||||
Common Stock | LPC Purchase Agreement | ||||||
Class of Stock [Line Items] | ||||||
Pre-funded warrants to purchase shares of common stock | 1,669,620 | 25,000 | ||||
Number of shares issued | 33,799 | |||||
Stock Issued During Period, Value, New Issues | $ 20,000 | |||||
Purchase of Common Stock | $ 2,000 |
SHARE-BASED COMPENSATION AND _3
SHARE-BASED COMPENSATION AND WARRANTS - Stock option plans (Details) - shares shares in Thousands | Sep. 30, 2021 | Jun. 30, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 1,763 | |
Number of shares outstanding | 1,329 | 1,285 |
Number of shares available | 434 | |
2015 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 50 | |
Number of shares outstanding | 50 | |
2016 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 313 | |
Number of shares outstanding | 313 | |
2019 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 200 | |
Number of shares outstanding | 200 | |
2021 Plan | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized | 1,200 | |
Number of shares outstanding | 766 | |
Number of shares available | 434 |
SHARE-BASED COMPENSATION AND _4
SHARE-BASED COMPENSATION AND WARRANTS - Stock options outstanding (Details) - $ / shares shares in Thousands | 3 Months Ended | 12 Months Ended |
Sep. 30, 2021 | Jun. 30, 2020 | |
Number of Options | ||
Outstanding | 1,285 | |
Granted | 75 | |
Forfeited | (31) | |
Outstanding | 1,329 | |
Vested | 507 | |
Weighted Average Exercise Price | ||
Outstanding | $ 16.35 | |
Granted | 8.96 | |
Forfeited | 22.67 | |
Outstanding | 15.78 | |
Vested | $ 21.07 | |
Weighted Average Remaining Contractual Life | ||
Weighted Average Remaining Contractual Lives | 8 years 6 months | 8 years 8 months 12 days |
Vested | 7 years 2 months 12 days |
SHARE-BASED COMPENSATION AND _5
SHARE-BASED COMPENSATION AND WARRANTS - Weighted average assumptions (Details) - Time-Based | 3 Months Ended |
Sep. 30, 2021$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Market price of common stock on grant date | $ 8.96 |
Expected volatility | 92.00% |
Risk free interest rate | 0.97% |
Expected term (years) | 6 years |
Dividend yield | 0.00% |
SHARE-BASED COMPENSATION AND _6
SHARE-BASED COMPENSATION AND WARRANTS - Share based compensation expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated Share-based Compensation Expense | $ 842 | $ 634 |
Research and development | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated Share-based Compensation Expense | 309 | 321 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Allocated Share-based Compensation Expense | $ 533 | $ 313 |
SHARE-BASED COMPENSATION AND _7
SHARE-BASED COMPENSATION AND WARRANTS - Warrants (Details) - $ / shares shares in Thousands | 3 Months Ended | |
Sep. 30, 2021 | Jun. 30, 2021 | |
SHARE-BASED COMPENSATION AND WARRANTS | ||
Warrants outstanding-Beginning (In shares) | 1,252 | |
Weighted average exercise price( Per share) | $ 28.91 | |
Weighted average remaining contractual term | 4 years 7 months 6 days | 4 years 9 months 18 days |
Granted | $ 8.96 | |
Warrants expired | (28) | |
Warrants expired (in dollars per share) | $ 82.50 | |
Warrants outstanding-Ending (In shares) | 1,224 | |
Weighted average exercise price (Per share) | $ 27.66 |
SHARE-BASED COMPENSATION AND _8
SHARE-BASED COMPENSATION AND WARRANTS (Details) - USD ($) $ / shares in Units, $ in Thousands | Jun. 14, 2021 | Jul. 31, 2021 | Jun. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 75,000 | ||||
Compensation cost | $ 842 | $ 634 | |||
Hybrid Options | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | $ 8,600 | ||||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 2 years 6 months | ||||
Time-based vesting [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 100,000 | 0 | |||
Estimated fair value of stock options | $ 500 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 6.73 | ||||
Maximum [Member] | Chief executive officer, independent directors and employees | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Service period | 1 year | ||||
2021 plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 700,000 | ||||
2021 plan | Share-based Payment Arrangement, Employee [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 12.28 | ||||
June 2021 Grants | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation cost | $ 600 | $ 600 | |||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Not yet Recognized, Stock Options | 6,100 | ||||
Aggregate fair value | $ 7,300 | ||||
June 2021 Grants | Chief executive officer, independent directors and employees | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 500,000 | 200,000 | |||
Service period | 1 year | ||||
June 2021 Grants | Share-based Payment Arrangement, Employee [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Monthly vesting percentage | 2.10% | ||||
June 2021 Grants | Share-based Payment Arrangement, Employee [Member] | Time-based vesting [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Vesting percentage | 25.00% |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - Handok License[Member] | Sep. 15, 2020USD ($) |
Related Party Transaction [Line Items] | |
Pharmaceutical License Agreement, Term | 20 years |
Pharmaceutical License Agreement, Milestone Payment | $ 500,000 |
Pharmaceutical License Agreement, Transfer Price | 70.00% |
Milestone payments earned | $ 0 |
NET LOSS PER SHARE - Anti-dilut
NET LOSS PER SHARE - Anti-dilutive (Details) - shares shares in Thousands | 3 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 2,553 | 1,562 |
Stock options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 1,329 | 944 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total | 1,224 | 618 |
FINANCIAL INSTRUMENTS AND SIG_3
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS (Details) - USD ($) $ in Thousands | Sep. 30, 2021 | Jun. 30, 2021 | Sep. 30, 2020 | Jun. 30, 2020 |
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS | ||||
Cash, cash equivalents, and restricted cash | $ 37,292 | $ 41,047 | $ 6,404 | $ 9,955 |
FINANCIAL INSTRUMENTS AND SIG_4
FINANCIAL INSTRUMENTS AND SIGNIFICANT CONCENTRATIONS - Summary of changes in the fair value (Details) - Embedded derivative liability $ in Thousands | 3 Months Ended |
Sep. 30, 2021USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance at the beginning | $ 387 |
Changes in fair value of embedded derivative liabilities | (16) |
Balance at the end | $ 371 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ / shares in Units, $ in Thousands | Oct. 27, 2021USD ($) | Oct. 15, 2021USD ($)$ / sharesshares | Oct. 12, 2021$ / sharesshares | Oct. 31, 2021USD ($) | Sep. 30, 2021USD ($)$ / shares | Sep. 30, 2020USD ($) | Jun. 30, 2021$ / shares |
Subsequent Event [Line Items] | |||||||
Proceeds from issuance of common stock | $ 2,690 | $ 0 | |||||
Warrant price (per share) | $ / shares | $ 27.66 | $ 28.91 | |||||
Subsequent Event [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Net proceeds from the offering | $ 51,700 | ||||||
Subsequent Event [Member] | Underwritten Offering | |||||||
Subsequent Event [Line Items] | |||||||
Issuance of common stock for cash (in shares) | shares | 6,030,847 | ||||||
Price per share | $ / shares | $ 6.50 | ||||||
Proceeds from issuance of common stock | $ 39,200 | ||||||
Pre-funded warrants to purchase shares of common stock | shares | 1,661,461 | ||||||
Gross proceeds from issuance | $ 50,000 | ||||||
Underwriting discounts and commissions (as a percent) | 6 | ||||||
Other offering costs | $ 300 | ||||||
Offering costs | 3,300 | ||||||
Net proceeds from the offering | $ 46,700 | 46,700 | |||||
Underwriters option period | 30 days | ||||||
Option to purchase maximum number of shares | shares | 1,153,845 | ||||||
Warrants offering price | $ / shares | $ 6.50 | ||||||
Subsequent Event [Member] | Pre-Funded Warrants [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Sale of units | shares | 1,661,461 | ||||||
Issue price of warrant | $ / shares | $ 6.49 | ||||||
Gross proceeds from issuance of pre-funded warrants | $ 10,800 | ||||||
Warrant price (per share) | $ / shares | $ 0.01 | ||||||
Subsequent Event [Member] | Registered Direct Offering [Member] | |||||||
Subsequent Event [Line Items] | |||||||
Issuance of common stock for cash (in shares) | shares | 769,231 | ||||||
Price per share | $ / shares | $ 6.50 | ||||||
Proceeds from issuance of common stock | $ 5,000 | ||||||
Net proceeds from the offering | $ 5,000 |