Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2019 | May 07, 2019 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Entity Registrant Name | Rezolute, Inc. | |
Entity Central Index Key | 0001509261 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Non-accelerated Filer | |
Trading Symbol | RZLT | |
Entity Common Stock, Shares Outstanding | 210,389,859 | |
Entity Emerging Growth Company | false | |
Entity Small Business | true |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Mar. 31, 2019 | Jun. 30, 2018 |
Current assets: | ||
Cash | $ 15,344,013 | $ 1,645,872 |
Other current assets | 13,992 | 361,915 |
Total current assets | 15,358,005 | 2,007,787 |
Non-current assets: | ||
Property and equipment, net | 40,105 | 368,374 |
Intangible assets, net | 31,561 | 37,030 |
Lease deposits and other | 34,700 | 89,691 |
Total assets | 15,464,371 | 2,502,882 |
Current liabilities: | ||
Accounts payable and accrued expenses | 954,277 | 1,706,154 |
Accrued payroll | 1,156,717 | 770,976 |
Current portion of license fees payable to Xoma | 4,500,000 | 0 |
Convertible notes payable, net | 10,000 | 3,434,611 |
Interest payable | 2,762 | 148,372 |
Embedded derivative liability | 0 | 73,904 |
Deferred lease liability | 0 | 113,997 |
Total current liabilities | 6,623,756 | 6,248,014 |
Non-current liabilities: | ||
License fees payable to Xoma, net of current portion | 4,000,000 | 0 |
Long-term portion of accrued payroll | 162,500 | |
Long-term portion of deferred lease liability and sublease deposits | 28,499 | 215,623 |
Total liabilities | 10,814,755 | 6,463,637 |
Commitments and contingencies (Note 10) | ||
Stockholders' equity (deficit): | ||
Preferred Stock, including $0.001 par value; 20,000,000 shares authorized: 5,000,000 shares designated as Series AA; 3,267,515 shares issued and outstanding as of March 31, 2019 (none in 2018) | 31,140,117 | 0 |
Common Stock, $0.001 par value, 500,000,000 shares authorized; 61,866,319 and 62,166,309 shares issued and outstanding as of March 31, 2019 and June 30, 2018, respectively | 61,866 | 62,168 |
Additional paid-in capital | 97,203,841 | 90,160,815 |
Accumulated deficit | (123,756,208) | (94,183,738) |
Total stockholders' equity (deficit) | 4,649,616 | (3,960,755) |
Total liabilities and stockholders' equity (deficit) | $ 15,464,371 | $ 2,502,882 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2019 | Jun. 30, 2018 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, issued | 3,267,515 | 0 |
Preferred stock, outstanding | 3,267,515 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 61,866,319 | 62,166,309 |
Common stock, shares outstanding | 61,866,319 | 62,166,309 |
Series A Preferred Stock [Member] | ||
Preferred stock, shares designated | 5,000,000 | 5,000,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | |
Research and development: | ||||
Compensation and benefits | $ 869,354 | $ 1,569,840 | $ 1,798,173 | $ 4,553,650 |
Consultants and outside costs | 134,609 | 157,759 | 307,771 | 521,918 |
Material manufacturing costs | 8,912 | 219,192 | 554,433 | 872,883 |
Facilities and other costs | 132,884 | 484,316 | 670,653 | 1,466,123 |
Total research and development | 15,121,759 | 2,496,197 | 17,360,761 | 10,219,923 |
General and administrative: | ||||
Compensation and benefits | 1,101,938 | 1,797,385 | 3,733,486 | 5,265,306 |
Professional fees | 199,117 | 181,258 | 406,658 | 618,251 |
Investor relations | 194,276 | 64,347 | 252,236 | 257,923 |
Other general and administrative | 419,562 | 414,297 | 1,006,489 | 1,060,168 |
Total general and administrative | 1,914,893 | 2,457,287 | 5,398,869 | 7,201,648 |
Operating loss | (17,036,652) | (4,953,484) | (22,759,630) | (17,421,571) |
Interest expense: | ||||
Beneficial conversion feature | (2,233,000) | 0 | (2,233,000) | 0 |
Accretion of debt discount | (472,071) | 0 | (2,053,234) | 0 |
At contractual rate | (42,840) | (53,363) | (660,190) | (53,510) |
Derivative gains | 0 | 7,487 | 73,904 | 7,985 |
Rent income | 0 | 31,406 | 153,071 | 95,082 |
Interest income | 11,758 | 116 | 11,821 | 977 |
Gain on lease termination | 0 | 0 | 167,788 | 0 |
Total non-operating income (expense) | (2,736,153) | (14,354) | (4,539,840) | 50,534 |
Net loss | (19,772,805) | (4,967,838) | (27,299,470) | (17,371,037) |
Net loss attributable to common stockholders | $ (22,045,805) | $ (4,967,838) | $ (29,572,470) | $ (17,371,037) |
Net loss per common share - basic and diluted | $ (0.36) | $ (0.09) | $ (0.48) | $ (0.32) |
Weighted average number of common shares outstanding - basic and diluted | 61,866,319 | 54,073,309 | 62,053,126 | 53,573,410 |
Clinical trial costs | ||||
Research and development: | ||||
Cost of Goods and Services Sold | $ 0 | $ 65,090 | $ 3,731 | $ 1,626,844 |
License costs | ||||
Research and development: | ||||
Cost of Goods and Services Sold | $ 13,976,000 | $ 0 | $ 14,026,000 | $ 1,178,505 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders' Equity (Deficit) - USD ($) | Total | Series AA Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | |
Balances at Jun. 30, 2017 | $ 8,527,967 | $ 49,230 | $ 72,800,699 | |||
Balance (in shares) at Jun. 30, 2017 | 49,228,640 | |||||
Stock-based compensation | 1,507,699 | $ 0 | 1,507,699 | |||
Issuance of Series AA Preferred Stock for: | ||||||
Net loss | (6,684,612) | 0 | 0 | |||
Balances at Sep. 30, 2017 | 7,805,901 | $ 53,730 | 78,758,745 | |||
Balance (in shares) at Sep. 30, 2017 | 53,728,640 | |||||
Balances at Jun. 30, 2017 | 8,527,967 | $ 49,230 | 72,800,699 | |||
Balance (in shares) at Jun. 30, 2017 | 49,228,640 | |||||
Issuance of Series AA Preferred Stock for: | ||||||
Net loss | (17,371,037) | |||||
Balances at Mar. 31, 2018 | 532,930 | $ 54,075 | 82,171,854 | |||
Balance (in shares) at Mar. 31, 2018 | 54,073,309 | |||||
Balances at Sep. 30, 2017 | 7,805,901 | $ 53,730 | 78,758,745 | |||
Balance (in shares) at Sep. 30, 2017 | 53,728,640 | |||||
Stock-based compensation | 1,194,029 | $ 0 | 1,194,029 | |||
Issuance of Series AA Preferred Stock for: | ||||||
Net loss | (5,718,587) | 0 | 0 | |||
Balances at Dec. 31, 2017 | 3,801,798 | $ 54,075 | 80,472,884 | |||
Balance (in shares) at Dec. 31, 2017 | 54,073,309 | |||||
Stock-based compensation | 1,473,765 | $ 0 | 1,473,765 | |||
Issuance of Series AA Preferred Stock for: | ||||||
Net loss | (4,967,838) | 0 | 0 | |||
Balances at Mar. 31, 2018 | 532,930 | $ 54,075 | 82,171,854 | |||
Balance (in shares) at Mar. 31, 2018 | 54,073,309 | |||||
Balances at Jun. 30, 2018 | (3,960,755) | $ 0 | $ 62,168 | 90,160,815 | $ (94,183,738) | |
Balance (in shares) at Jun. 30, 2018 | 0 | 62,166,309 | ||||
Stock-based compensation | 2,389,413 | $ 0 | $ 0 | 2,389,413 | 0 | |
Issued to consultants for services | 9,466 | 0 | 0 | 9,466 | 0 | |
Modification for debt discount to former member of Board of Directors | 137,845 | 0 | 0 | 137,845 | 0 | |
Shareholder surrender of shares for no consideration | 0 | $ 0 | $ (302) | 302 | 0 | |
Shareholder surrender of shares for no consideration (in shares) | 0 | (299,990) | ||||
Beneficial conversion feature related to Fiscal 2018 Notes | 2,233,000 | $ 0 | $ 0 | 2,233,000 | 0 | |
Beneficial conversion feature related to Series AA Preferred Stock | 0 | $ 0 | $ 0 | 2,273,000 | (2,273,000) | |
Issuance of Series AA Preferred Stock for: | ||||||
Cash, including Exclusivity Payment (in shares) | 2,500,000 | 0 | ||||
Cash, including Exclusivity Payment | 25,000,000 | $ 25,000,000 | $ 0 | 0 | 0 | |
Principal under Fiscal 2018 Notes (in shares) | 667,500 | 0 | ||||
Principal under Fiscal 2018 Notes | 5,340,000 | $ 5,340,000 | $ 0 | 0 | 0 | |
Accrued interest under Fiscal 2018 Notes | 800,117 | $ 800,117 | $ 0 | 0 | 0 | |
Accrued interest under Fiscal 2018 Notes (in shares) | 100,019 | 0 | ||||
Net loss | (27,299,470) | $ 0 | $ 0 | 0 | (27,299,470) | |
Balances at Mar. 31, 2019 | 4,649,616 | $ 31,140,117 | [1] | $ 61,866 | 97,203,841 | (123,756,208) |
Balance (in shares) at Mar. 31, 2019 | 3,267,519 | 61,866,319 | ||||
Balances at Dec. 31, 2018 | (9,787,697) | $ 0 | $ 61,866 | 91,860,840 | ||
Balance (in shares) at Dec. 31, 2018 | 0 | 61,866,319 | ||||
Stock-based compensation | 696,047 | $ 0 | $ 0 | 696,047 | ||
Issued to consultants for services | 3,109 | 0 | 0 | 3,109 | ||
Modification for debt discount to former member of Board of Directors | 137,845 | 0 | 0 | 137,845 | ||
Beneficial conversion feature related to Fiscal 2018 Notes | 2,233,000 | 0 | 0 | 2,233,000 | ||
Beneficial conversion feature related to Series AA Preferred Stock | 0 | $ 0 | $ 0 | 2,273,000 | ||
Issuance of Series AA Preferred Stock for: | ||||||
Cash, including Exclusivity Payment (in shares) | 2,500,000 | 0 | ||||
Cash, including Exclusivity Payment | 25,000,000 | $ 25,000,000 | $ 0 | 0 | ||
Net loss | (19,772,805) | 0 | 0 | 0 | ||
Balances at Mar. 31, 2019 | $ 4,649,616 | $ 31,140,117 | [1] | $ 61,866 | $ 97,203,841 | $ (123,756,208) |
Balance (in shares) at Mar. 31, 2019 | 3,267,519 | 61,866,319 | ||||
[1] | Consists of the aggregate par value of $3,268 and additional paid-in capital related to the Series AA Preferred Stock of $31,136,849. |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) (Parenthetical) - USD ($) | Mar. 31, 2019 | Jun. 30, 2018 |
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Series AA Preferred Stock [Member] | ||
Additional Paid in Capital, Preferred Stock | $ 31,136,849 | |
Preferred Stock, Par or Stated Value Per Share | $ 3,268 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) | 9 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (27,299,470) | $ (17,371,037) |
Stock-based compensation expense | 2,389,413 | 4,175,493 |
Beneficial conversion feature attributable to Fiscal 2018 Notes | 2,233,000 | 0 |
Accretion of debt discount and issuance costs | 2,053,234 | 31,697 |
Depreciation and amortization expense | 44,811 | 805,643 |
Loss on sale of fixed assets | 12,268 | 0 |
Impairment of long-lived assets | 33,039 | 0 |
Fair value of warrants issued for services | 9,466 | 543,507 |
Gain on lease termination | (167,788) | 0 |
Derivative gains | (73,904) | (7,985) |
Changes in operating assets and liabilities: | ||
Decrease in other assets | 292,054 | 91,831 |
Increase (decrease) in accounts payable and accrued liabilities | (220,163) | 1,480,496 |
Increase in license fees payable to Xoma | 8,500,000 | 0 |
Increase in interest payable | 654,562 | 20,252 |
Net Cash Used In Operating Activities | (11,539,478) | (10,230,103) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Proceeds from sale of equipment | 278,234 | 0 |
Refund of deposit | 0 | 187,500 |
Purchase of fixed assets | (40,615) | (5,816) |
Net Cash Provided By Investing Activities | 237,619 | 181,684 |
Proceeds from Series AA Financing: | ||
Exclusivity Payment | 1,500,000 | 0 |
Closing payment for issuance of Series AA Preferred Stock | 23,500,000 | 0 |
Proceeds from issuance of Common Stock | 0 | 4,500,000 |
Payment of offering costs | 0 | (60,000) |
Proceeds from convertible notes payable | 0 | 1,200,000 |
Net Cash Provided by Financing Activities | 25,000,000 | 5,640,000 |
Net increase (decrease) in cash | 13,698,141 | (4,408,419) |
Cash at beginning of period | 1,645,872 | 4,486,538 |
Cash at end of period | 15,344,013 | 78,119 |
Cash paid for | ||
Interest | 0 | 0 |
Income taxes | 0 | 0 |
Issuance of Series AA Preferred Stock for conversion of: | ||
Principal balance of Fiscal 2018 Notes | 5,340,000 | 0 |
Exclusivity Payment | 1,500,000 | 0 |
Accrued interest under Fiscal 2018 Notes | 800,117 | 0 |
Fair value of warrant modification issued for debt discount | 137,845 | 217,000 |
Fair value of embedded derivative for debt discount | 0 | 100,000 |
Surrender of 299,990 shares of Common Stock for no consideration | $ 0 | $ 0 |
Nature of Operations and Consol
Nature of Operations and Consolidation | 9 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Nature of Operations and Consolidation | Note 1. Nature of Operations and Consolidation The Company is a clinical stage biopharmaceutical company. These financial statements represent the consolidated financial statements of Rezolute, Inc. (“Rezolute”), and its wholly owned operating subsidiary AntriaBio Delaware, Inc. (“Antria Delaware”). Rezolute and Antria Delaware are collectively referred to herein as the “Company”. All significant intercompany balances and transactions have been eliminated in consolidation. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 2. Summary of Significant Accounting Policies 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 (“U.S. GAAP”) and the rules and regulations of the United States Securities and Exchange Commission (“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, 2018, 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 Annual Report on Form 10-K filed with the SEC on October 15, 2018, 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 year ended June 30, 2018. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. 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) have been made which are necessary for a fair financial statement presentation. The interim results for the three and nine months ended March 31, 2019 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, 2019. Comprehensive Income (Loss) Comprehensive income (loss) is used to refer to net income (loss) plus other comprehensive income (loss). Other comprehensive income (loss) is comprised of revenues, expenses, gains, and losses that under U.S. GAAP are reported as separate components of stockholders’ equity (deficit) instead of net income (loss). There are no differences between comprehensive loss and net loss for the three and nine months ended March 31, 2019 and 2018. Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts in the 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, estimated useful lives and impairment of fixed assets, fair value of share-based payments and warrants, fair value of derivative instruments, management’s assessment of going concern, estimates of the probability and potential magnitude of contingent liabilities, and the valuation allowance for deferred tax assets due to continuing and expected future operating losses. Actual results could differ from those estimates. Risks and Uncertainties The Company's operations may be subject to significant risk and uncertainties including financial, operational, regulatory and other risks associated with a clinical stage company, including the potential risk of business failure. See Note 3 regarding matters related to the Company’s ability to continue as a going concern. Beneficial Conversion Features A beneficial conversion feature (“BCF”) is a non-detachable conversion feature that is “in the money” at the commitment date, which requires recognition of interest expense for underlying debt instruments and a deemed dividend for underlying equity instruments. A conversion option is in the money if the effective conversion price is lower than the commitment date fair value of a share into which it is convertible. A contingent BCF feature shall be measured using the commitment date price but shall not be recognized in earnings until the contingency is resolved. Research and Development Costs Research and development costs are expensed as incurred and include salaries, benefits and other staff-related costs; consultants and outside costs; material manufacturing costs, clinical trial costs; and facilities and other costs. These costs relate to research and development costs without an allocation of general and administrative expenses. Fair Value of Financial Instruments The carrying amounts of financial instruments including cash, accounts payable, and accrued liabilities approximated fair value as of March 31, 2019 and June 30, 2018 due to the relatively short maturity of the respective instruments. Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) No. 2016-09, Improvements to Employee Share-Based Payment In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities In May 2017, the FASB issued ASU 2017-9, Compensation – Stock Compensation (Topic 718) In February 2016, the FASB issued ASU 2016-02, Leases Targeted Improvements |
Going Concern
Going Concern | 9 Months Ended |
Mar. 31, 2019 | |
Going Concern [Abstract] | |
Going Concern | Note 3. Going Concern As reflected in the accompanying unaudited condensed consolidated financial statements, for the nine months ended March 31, 2019 the Company incurred a net loss of $27.3 million and net cash used in operating activities amounted to $11.5 million. As of March 31, 2019, the Company had an accumulated deficit of $123.8 million. In addition, the Company is in the clinical stage and has not yet generated any revenues. These factors raise substantial doubt about the Company’s ability to continue as a going concern. As discussed in Note 7, in January 2019 the Company closed an offering with two new investors (the “New Investors”) for an aggregate of 2.5 million shares of Series AA Preferred Stock that resulted in gross proceeds of $25.0 million (including application of a $1.5 million Exclusivity Payment received in December 2018). Closing occurred on January 30, 2019 and resulted in receipt of the remaining proceeds of $23.5 million. Due to the closing of the Series AA Financing, the Fiscal 2018 Notes discussed in Note 6 converted for an aggregate principal balance of $5,340,000 plus accrued interest of $800,117 to 767,519 shares of Series AA Preferred Stock. All of the shares of Series AA Preferred Stock automatically converted into an aggregate of 148,523,540 As a result of the $25.0 million capital infusion from the Series AA Financing, less a $5.9 million license payment to Xoma in February 2019, net proceeds of approximately $17.6 million were available primarily to advance the Company’s clinical programs. The Company also granted rights to the New Investors to purchase up to an aggregate of $20.0 million of shares of the Company’s Common Stock at a per share price equal to the greater of $0.29 or 75% of the volume weighted average closing price of the Company’s Common Stock over 30 consecutive trading days prior to the exercise of the option . As a result of the completion of the Series AA Financing, the Company has adequate capital resources to (i) meet its contractual licensing obligations to Xoma of $4.5 million over the next 12 months, (ii) increase spending on RZ 358 and other clinical programs, and (iii) make cash payments for working capital requirements. The Company currently expects to request additional funding from the New Investors during the second half of calendar year 2019. However, there are no assurances that the New Investors will elect to exercise their rights to invest up to an additional $20.0 million, or that the Company would be able to obtain additional financing through other sources, such as equity offerings and bank financings. Even if these other financing sources are available, they may not be on terms that are acceptable to management. These conditions raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying 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. These financial statements do not include any adjustments relating to the recovery of recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern. |
Property and Equipment
Property and Equipment | 9 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Note 4. Property and Equipment The following is a summary of property and equipment as of March 31, 2019 and June 30, 2018: Useful March 31, June 30, Life 2019 2018 Furniture and fixtures 5 7 $ 40,615 $ 118,450 Leasehold improvements 5 - 7 years - 29,296 Laboratory equipment 3 - 15 years - 738,415 Total property and equipment 40,615 886,161 Less accumulated depreciation and amortization (510 ) (517,787 ) Net property and equipment $ 40,105 $ 368,374 Depreciation and amortization expense related to property and equipment amounted to $510 and $266,781 for the three months ended March 31, 2019 and 2018, respectively. Depreciation and amortization expense related to property and equipment amounted to $39,342 and $800,174 for the nine months ended March 31, 2019 and 2018, respectively. For the nine months ended March 31, 2019, the Company completed sales of furniture, fixtures, and laboratory equipment for proceeds of $278,234. These sales resulted in the Company recording a loss on sale of property and equipment of $12,268 for the nine months ended March 31, 2019 and a gain of $10,559 for the three months ended March 31, 2019. Additionally, in December 2018 the Company vacated its leased office and laboratory space in Louisville, Colorado, resulting in an impairment charge of $33,039 related to leasehold improvements, laboratory equipment, furniture and fixtures that the Company did not expect to receive any further economic benefit from. As a result, the carrying value of the laboratory equipment was reduced to its estimated fair value of $72,537. In January 2019, the Company sold this equipment for net proceeds of $83,096 and a gain of $ 10,559 |
Xoma License Agreement
Xoma License Agreement | 9 Months Ended |
Mar. 31, 2019 | |
Intangibles [Abstract] | |
License Agreement [Text Block] | Note 5. Xoma License Agreement On December 6, 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. Xoma and the Company concurrently entered into a Common Stock purchase agreement (the “Purchase Agreement” and, together with the License Agreement, the “Transaction Documents”) pursuant to which the Company would issue equity securities to Xoma in connection with certain financing milestones. On March 30, 2018, Xoma and the Company amended the Transaction Documents to add terms specifying the financial responsibility for certain tasks related to the technology transfer and to adjust the number of shares issuable to Xoma under the Purchase Agreement. On January 7, 2019, the parties further amended the Transaction Documents. The License Agreement was amended to eliminate the requirement that equity securities be issued to Xoma upon the future closing of Qualified Financings (as defined in the License Agreement) and to replace it with a requirement for the Company to make five cash payments to Xoma totaling $8,500,000 on or before specified staggered future dates (the “Future Cash Payments”) upon the closing of a Qualified Financing. The Future Cash Payments are payable for $1.5 million by September 30, 2019, $1.0 million by December 31, 2019, $2.0 million by March 31, 2020, $2.0 million by June 30, 2020, and $2.0 million by September 30, 2020. As a result of this amendment to the License Agreement, during the three months ended March 31, 2019 the Company recognized a liability for the entire $8.5 million of future payments that are required. Of this amount, $4.5 million is classified as current liability and $4.0 million is classified as a long-term liability in the accompanying unaudited condensed consolidated balance sheets as of March 31, 2019. Until the Future Cash Payments are fully paid, the Company is required to pay Xoma 15% of the net proceeds of each Future Financing (“Early Payments”) to be credited against the remaining unpaid Future Cash Payments in reverse order of their future payment date. Obligations to make the Future Cash Payments following a Qualified Financing and the obligations to make Early Payments shall end when the Future Cash Payments are fully paid for the total of $8.5 million. In addition to the Future Cash Payments, Xoma was paid $5,925,000 in cash upon the closing of the Series AA Financing discussed in Note 7, which consists of $5,476,000 of consideration for the license, $50,000 for a delay fee, and payment of accrued liabilities of approximately $399,000. The Company recognized an expense of $5,476,000 upon payment of the license fee for the fiscal quarter ending March 31, 2019. The Company satisfied the aggregate payment obligation of $5,925,000 on February 11, 2019 from a portion of the net proceeds from the Series AA Financing discussed in Note 7. The amendment to the License Agreement also revised the amount the Company is 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. Finally, the amendment to the License Agreement eliminated Xoma’s right to appoint a member to the Company’s board of directors. As of March 31, 2019, Xoma owns approximately 8.1 million shares of the Company’s Common Stock. The License Agreement provides Xoma with the right and option to require the Company to use its best efforts to facilitate orderly sales of the shares to a third party or purchase the shares (the “Put Option”). Under the amended License Agreement, the Put Option becomes effective if the Company fails to list its shares of Common Stock on the Nasdaq Stock Market or a similar national exchange prior to December 31, 2019. Xoma may exercise the Put option for up to a total of 2.5 million shares of Common Stock for the year ending December 31, 2020, and up to an additional 2.5 million shares thereafter. If the Put Option becomes exercisable, the Company may be required to pay a price per share equal to the average of the closing bid and asked prices of the Common Stock on the date the Put Option is exercised. |
Convertible Notes Payable
Convertible Notes Payable | 9 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Convertible Notes Payable | Note 6. Convertible Notes Payable May 2010 Note As of March 31, 2019, the Company had a convertible note outstanding with a balance of $12,762, including accrued interest of $2,762. This note payable bears interest at 8% per annum and the holder did not elect to convert to Common Stock at the time of an equity transaction in 2017. As of March 31, 2019, this outstanding convertible note is due on demand, but the holder has not requested payment. Fiscal 2018 Notes On February 26, 2018, the Company issued a convertible promissory note for gross proceeds of $500,000 to a member of the Company’s board of directors. The note provided for interest at 15% per annum and matured one year from issuance. This convertible promissory note contained an embedded derivative for the acceleration of the maturity date if the note was paid prior to maturity, whereby a $25,000 penalty plus all unpaid interest to be accrued through the maturity date was due. The initial measurement of this embedded derivative liability of $100,000 was reflected as a debt discount that was accreted to interest expense using the effective interest method. This embedded derivative was eliminated upon conversion of the convertible promissory note as discussed below. During the quarter ended March 31, 2018, the Company issued two additional convertible promissory notes for gross proceeds of $700,000, including an additional note for $500,000 to the same member of the board of directors. These additional notes provided for interest at a rate of 12% per annum and matured one year from issuance. These notes included a default interest rate provision, in which the stated interest rate increased to 15% during an event of default. Beginning on July 1, 2018, the interest rate increased to 15% since a default existed due to the failure to make quarterly interest payments. These notes were modified on April 3, 2018 whereby the notes and accrued interest automatically convert to the in an equity financing for at least $15 million (a “Qualified Financing On April 3, 2018 and April 11, 2018, the Company issued promissory notes and warrants for gross proceeds of $4.1 million, before deduction of cash issuance costs of approximately $239,000. The notes provided for interest at 12% per annum, with a 15% default interest rate provision, and a maturity date of January 31, 2019. The Series AA financing discussed in Note 7 all of the Fiscal 2018 Notes automatically converted for an aggregate principal balance of $5,340,000 plus accrued interest of $800,117 as of January 30, 2019, into an aggregate of 767,519 shares of Series AA Preferred Stock. Pursuant to the terms of the notes, the conversion price was $8.00 per share of Series AA Preferred Stock, which was a 20% discount to the terms set forth in the Series AA financing. The conversion of the Fiscal 2018 Notes at a 20% discount resulted in a BCF as discussed below. As of January 30, 2019, the aggregate principal and accrued interest of $6,140,117 converted to Series AA Preferred Stock, as follows: Interest Accrued Converted to Ending Issuance/ Amendment Date Rate Principal Interest Series AA Balance February 26, 2018 15 % (1) $ 500,000 $ 94,932 $ (594,932 ) $ - April 3, 2018 15 % (1) 4,040,000 589,064 (4,629,064 ) - April 3, 2018 15 % (1) 700,000 102,066 (802,066 ) - April 11, 2018 15 % (1) 100,000 14,055 (114,055 ) - Total $ 5,340,000 $ 800,117 $ (6,140,117 ) $ - (1) Beneficial Conversion Feature As discussed above, each of the Fiscal 2018 Notes discussed above contained a mandatory conversion feature that was triggered if the Company completed a whereby the notes would automatically convert into the securities issued in the financing at a 20% discount. This feature that enabled conversion at a 20% discount was a contingent BCF that was not calculated and recorded until the financing that triggered conversion was completed. Since the closing of the Series AA Financing resulted in the conversion of the Fiscal 2018 Notes, the contingent BCF was measured and recognized on January 30, 2019. The of the Company’s Common Stock on the date for the Fiscal 2018 Notes compared to the effective conversion price of $ 0.176 20 0.22 |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) | 9 Months Ended |
Mar. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity (Deficit) | Note 7. Stockholders’ Equity (Deficit) Series AA Preferred Stock Financing In December 2018, two New Investors expressed interest in investing in the Company and affirmed their intent to enter into exclusive diligence and negotiations regarding a potential equity financing (“Transaction”). In exchange for the receipt of a total of $1.5 million ("Exclusivity Payment"), the Company entered into an exclusivity agreement ("Exclusivity") with the New Investors. On January 7, 2019, the parties entered into a Purchase Agreement for Shares of Series AA Preferred Stock (the “Purchase Agreement”) whereby the New Investors agreed to purchase shares of newly designated Series AA Preferred Stock (the “Series AA Financing”) for aggregate gross proceeds to the Company of $25.0 million (inclusive of the $1.5 million Exclusivity Payment). On January 18, 2019, the board of directors authorized the designation of 5,000,000 shares of the Company’s Preferred Stock as Series AA Preferred Stock. On January 30, 2019, the parties closed the Series AA Financing and the Company issued an aggregate of 2,500,000 Series AA shares to the New Investors at a purchase price of $10.00 per share. A condition to closing the Series AA Financing was the resignation of a majority of the Company’s former directors and the appointment of the New Investors as directors whereby the New Investors collectively control the board of directors with two of the three members. As a result of the issuance of the Series AA shares, the New Investors collectively own 54% of the Company’s Common Stock on an as-converted basis which resulted in a change of control. In addition, the Company granted the Purchasers a board nomination right whereby so long as the New Investors and their affiliates collectively hold at least 40% of the aggregate Series AA shares, they shall have the right to nominate three members of the Company’s board of directors. The Series AA Shares have an effective conversion price of approximately $0.22 per share of Common Stock whereby the shares of Series AA Preferred Stock held by the New Investors are immediately convertible, at the option of the holders, into an aggregate of approximately 113.6 million shares of the Company’s Common Stock. The fair value of the Company’s common stock on the issuance date of the Series AA Shares was $0.24 per share which resulted in a BCF of $2,273,000. Since the Series AA Shares are classified as equity instruments, this BCF is treated as an adjustment in computing net loss attributable to common stockholders in Note 12. As discussed in Note 13, upon receipt of shareholder approval for an increase in the number of authorized shares of Common Stock to 500,000,000 shares on April 24, 2019, all 2,500,000 shares of Series AA Preferred Stock held by the New Investors converted into approximately 113.6 million shares of the Company’s Common Stock. The Company agreed to use commercially reasonable efforts to, (i) prepare and file with the SEC within sixty calendar days after the closing of the Series AA Financing a registration statement under the U.S. Securities Act of 1933, as amended (the “Registration Statement”), to permit the resale of all shares of Common Stock issued upon the conversion of the Series AA shares purchased in the Series AA Financing. The Company also agreed to use commercially reasonable efforts to cause the Registration Statement to be declared effective within ninety calendar days following the closing of the Series AA Financing. In the event that the Company needs additional financing prior to December 31, 2020, the Company granted call options whereby each New Investor may elect to purchase up to $10.0 million of Common Stock at a purchase price equal to the greater of (i) $0.29 per share or (ii) 75% of the volume weighted average closing price of the Company’s Common Stock during the thirty consecutive trading days prior to the date of the notice. Automatic Conversion of Promissory Notes Due to closing of the Series AA Financing for gross proceeds of $25.0 million, the Fiscal 2018 Notes converted for an aggregate of $6,140,117, which consisted of the aggregate principal balance of $5,340,000 plus accrued interest through January 30, 2019 of $800,117. As discussed in Note 6, the Fiscal 2018 Notes were convertible at a discount of 20% from the issuance price paid by the New Investors. Therefore, the total balance of the Fiscal 2018 Notes of $6,140,117 was exchanged for 767,519 Series A shares resulting in an effective issuance price of $8.00 per share to give effect to the 20% discount in the Fiscal 2018 Notes. This 20% discount is included in the calculation of the BCF discussed in Note 6 which resulted in an expense of $2,233,000 for the three and nine months ended March 31, 2019. As discussed in Note 13, upon receipt of shareholder approval for an increase in the number of authorized shares of Common Stock to 500,000,000 shares on April 24, 2019, all 767,519 34.9 Series AA Conversion Terms The original issue price and conversion terms for all Series AA Shares outstanding as of March 31, 2019, are as follows: Number Conversion Value Common Stock Conversion Holder of Shares Per Share Amount Price Shares New Investors 2,500,000 $ 10.00 $ 25,000,000 $ 0.22 113,636,350 Fiscal 2018 Note holders 767,519 10.00 7,675,190 0.22 34,887,190 Total 3,267,519 $ 32,675,190 148,523,540 As of March 31, 2019, the Company did not have an adequate number of authorized shares of Common Stock available to accommodate conversion of all of the Series AA shares and all outstanding stock options and warrants. As discussed in Note 13, the Company held its annual meeting of stockholders on April 24, 2019, which resulted in the approval of an increase in the authorized number of shares of Common Stock from 200 million shares to 500 million shares. Accordingly, all shares of Series AA Preferred Stock shown in the table above automatically converted on that date to 148,523,540 shares of Common Stock. As a result of the agreement by the New Investors to delay conversion and the subsequent approval by shareholders to increase the authorized shares, the Series AA Preferred Stock is classified within stockholders’ equity in the accompanying unaudited condensed consolidated balance sheet as of March 31, 2019. Changes in Stockholders’ Equity (Deficit) For changes in stockholders’ equity (deficit) for the nine months ended March 31, 2019, please refer to the unaudited condensed consolidated statement of stockholders’ equity (deficit) on page 3. The following table presents changes in stockholders’ equity (deficit) for the three months ended March 31, 2019: Series AA Additional Total Preferred Stock Common Stock Paid-in Accumulated Stockholders' Shares Amount Shares Amount Capital Deficit Equity (Deficit) Balances, December 31, 2018 - $ - 61,866,319 $ 61,866 $ 91,860,840 $ (101,710,403 ) $ (9,787,697 ) Stock-based compensation - - - - 696,047 - 696,047 Fair value of warrants: Issued to consultants for services - - - - 3,109 - 3,109 Modification for debt discount to former member of Board of Directors - - - - 137,845 - 137,845 Beneficial conversion feature related to: Fiscal 2018 Notes - - - - 2,233,000 - 2,233,000 Series AA Preferred Stock - - - - 2,273,000 (2,273,000 ) - Issuance of Series AA Preferred Stock: For cash 2,500,000 25,000,000 - - - - 25,000,000 For conversion of debt 767,519 6,140,117 - - - - 6,140,117 Net loss - - - - - (19,772,805 ) (19,772,805 ) Balances, March 31, 2019 3,267,519 $ 31,140,117 (1) 61,866,319 $ 61,866 $ 97,203,841 $ (123,756,208 ) $ 4,649,616 (1) Changes in stockholders’ equity for the nine months ended March 31, 2018, are as follows: Additional Total Common Stock Paid-in Accumulated Stockholders' Shares Amount Capital Deficit Equity Balances, June 30, 2017 49,228,640 $ 49,230 $ 72,800,699 $ (64,321,962 ) $ 8,527,967 Issuance of Common Stock, net of issuance costs of $60,000 4,500,000 4,500 4,435,500 4,440,000 Stock-based compensation - - 1,507,699 - 1,507,699 Fair value of warrants issued to consultants - - 14,847 - 14,847 Net loss - - - (6,684,612 ) (6,684,612 ) Balances, September 30, 2017 53,728,640 53,730 78,758,745 (71,006,574 ) 7,805,901 Stock-based compensation - - 1,194,029 - 1,194,029 Fair value of warrants issued to consultants - - 520,455 - 520,455 Commitment fee for issuance of Common Stock 344,669 345 (345 ) - - Net loss - - - (5,718,587 ) (5,718,587 ) Balances, December 31, 2017 54,073,309 54,075 80,472,884 (76,725,161 ) 3,801,798 Stock-based compensation - - 1,473,765 - 1,473,765 Fair value of warrants issued to consultants for services - - 225,205 - 225,205 Net loss - - - (4,967,838 ) (4,967,838 ) Balances, March 31, 2018 54,073,309 $ 54,075 $ 82,171,854 $ (81,692,999 ) $ 532,930 |
Stock-Based Compensation and Wa
Stock-Based Compensation and Warrants | 9 Months Ended |
Mar. 31, 2019 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation and Warrants | Note 8. Stock-Based Compensation and Warrants Stock Options As of March 31, 2019, the Company had outstanding stock options for 16.8 million shares under the Company’s stock options plans (the “Plans”), and approximately 9.2 13.0 The following table sets forth a summary of stock option activity under Plans for the nine months ended March 31, 2019 : Weighted Weighted Average Number of Average Remaining Options Exercise Price Contractual Life Outstanding, June 30, 2018 19,415,246 $ 1.55 7.8 Granted 1,125,000 0.52 Forfeited (3,672,100 ) 1.58 Outstanding, March 31, 2019 16,868,146 1.61 6.6 Exercisable, March 31, 2019 12,215,439 1.82 6.0 Effective July 1, 2018 , the Company adopted ASU 2016 - 09 to recognize forfeitures in the period that the forfeiture occurs rather than estimating the number of awards that are not expected to vest. The unrecognized stock-based compensation expense as of March 31, 2019 is $3,041,487 and this amount is expected to be recognized over a weighted average period of 1.1 years. Stock-based compensation expense is included in compensation and benefits under the following captions in the unaudited condensed consolidated statements of operations: Three Months Nine Months Ended March 31, Ended March 31, 2019 2018 2019 2018 Research and development $ 117,594 $ 289,645 $ 308,266 $ 870,464 General and administrative 578,453 1,184,070 2,081,147 3,305,029 Total $ 696,047 $ 1,473,715 $ 2,389,413 $ 4,175,493 The aggregate fair value of stock options granted for 1,125,000 shares of Common Stock for the nine months ended March 31, 2019 amounted to $445,189, or $0.40 per share as of the grant date. Fair value was computed using the Black-Scholes valuation model and will result in the recognition of compensation cost ratably over the vesting period of the stock options which approximates the requisite service period. For the nine months ended March 31, 2019, the fair value of each stock option grant was estimated on the date of grant using the Black-Scholes option-pricing model, with the following weighted-average assumptions: Expected volatility 84 % Risk free interest rate 2.83 % Expected term (years) 7 Dividend yield 0 % Warrants The Company has issued warrants in conjunction with various debt and equity financings and for services. For the nine months ended March 31, 2019, no warrants expired, and none were exercised. As discussed in Note 11, during the three months ended March 31, 2019, the Company modified one of the outstanding warrants held by a member of the Board of Directors which resulted in an increase in the number of shares subject to the warrant from 500,000 shares to 1,207,146 shares, and a decrease in the exercise price from $0.52 per share to $0.18 per share. Presented below is a summary of warrant activity for the nine months ended March 31, 2019: Weighted Weighted Average Number of Average Remaining Warrants Exercise Price Contractual Life Outstanding, June 30, 2018 45,635,217 $ 1.37 3.4 Warrants issued for consulting services 46,872 1.00 Issuance of warrant modification 1,207,146 0.18 Modified warrant replaced (500,000 ) 0.52 Outstanding, March 31, 2019 46,389,235 1.35 2.6 |
Income Taxes
Income Taxes | 9 Months Ended |
Mar. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 9. 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. In connection with the New Tax Cuts and Jobs Act, all gross deferred tax assets and liabilities have been remeasured at the 21% Federal statutory rate. There was no change to the net deferred tax asset recorded as the valuation allowance was also adjusted offsetting these changes during the year ended June 30, 2018. For the three and nine months ended March 31, 2019, 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 and nine months ended March 31, 2019 and 2018. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 10. Commitments and Contingencies Headquarters Lease On January 25, 2019, the Company entered into a lease for a new headquarters location in Redwood City, California. The leased space consists of approximately 3,500 square feet of office space and provides for monthly rent of $21,000 through the expiration date in March 2022. The Company provided a security deposit of $31,000 which is refundable upon expiration of the lease. Bend, Oregon Lease On February 7, 2019, the Company entered into a lease for ancillary office space in Bend, Oregon. The lease space consists of approximately 1,500 square feet of office space and provides for monthly rent of approximately $2,700 through the expiration date in February 2021. The Company provided a security deposit of $3,700 which is refundable upon expiration of the lease. Lease Commitments The table below summarizes the Company’s operating lease commitments under the leases discussed above as of March 31, 2019: 12-Months Ending March 31, 2020 $ 272,260 2021 277,648 2022 233,582 $ 783,490 Lease Terminations On December 14, 2018 the Company entered into surrender agreements with its landlord, sub-landlord and sub-lessees to terminate all remaining lease and sub-lease obligations at the Company’s former Colorado facilities. In connection with this transaction, the Company was relieved of its remaining obligations under the leases and relinquished its rights under the lease and sublease agreements whereby no cash was exchanged by the parties. Accordingly, the Company recognized a net gain of $167,788. This gain resulted from the elimination of net deferred rent obligations of $199,583 and the sublease security deposit of $25,046 for a total of $224,629; partially offset by forfeiture of the Company’s security deposit for $56,841 to arrive at the net gain of $167,788. Additionally, the Company recognized an impairment charge of $10,163 for the unamortized leasehold improvement costs. As of March 31, 2019, the Company has no remaining lease commitments for the former facilities in Colorado. 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 March 31, 2019, 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 whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under ASC 450, Contingencies . Legal fees are expensed as incurred. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Mar. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 11. Related Party Transactions On February 26, 2018, the Company issued a secured convertible promissory note and warrants for $500,000 that was payable to a member of the Board of Directors. On April 3, 2018, the Company issued a second convertible promissory note and warrants for $500,000 to this same member of the Board of Directors. This second promissory note replaced a note with similar terms that was issued on January 25, 2018. On January 30, 2019, this board member resigned in connection with the Series AA Financing discussed in Note 7. During the first quarter of 2018, the Company issued warrants in connection with the Fiscal 2018 Notes whereby the fair value of the warrants was accounted for as a debt discount as discussed in Note 6. During the three months ended March 31, 2019, the Company modified one of the outstanding warrants held by the same member of the Board of Directors discussed above. The modification resulted in an increase in the number of shares subject to the warrant from 500,000 shares to 1,207,146 shares, and a decrease in the exercise price from $0.52 per share to $0.18 per share. The Company measured the fair value of this warrant immediately before and immediately after the modification and recognized the change in fair value of $137,845 as an additional debt discount. Upon conversion of the related Fiscal 2018 Note on January 30, 2019, the debt discount was fully accreted to interest expense. |
Net Loss Per Share
Net Loss Per Share | 9 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | Note 12. Net Loss Per Share Basic net loss per share is computed by dividing net loss attributable to common stockholders by the weighted average number of common shares outstanding during the period. The calculation of net loss attributable to common stockholders for the three and nine months ended March 31, 2019 and 2018 reflects the BCF related to the issuance of Series AA Preferred Stock to the New Investors discussed in Note 7, as follows: Three Months Nine Months Ended March 31, Ended March 31, 2019 2018 2019 2018 Net loss $ (19,772,805 ) $ (4,967,838 ) $ (27,299,470 ) $ (17,371,037 ) Beneficial conversion feature (2,273,000 ) - (2,273,000 ) - Net loss attributable to common stockholders $ (22,045,805 ) $ (4,967,838 ) $ (29,572,470 ) $ (17,371,037 ) For the three and nine months ended March 31, 2019 and 2018, basic and diluted net loss per share were the same since all common stock equivalents were anti-dilutive. As of March 31, 2019 and 2018 , the following 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): 2019 2018 Series AA Preferred Stock 148,523,540 - Stock options 16,868,146 20,809,584 Warrants 46,389,235 34,011,041 Total 211,780,921 54,820,625 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 13. Subsequent Events The Company held its annual meeting of stockholders on April 24, 2019, whereby the Company’s stockholders approved the following resolutions: An amendment to the Certificate of Incorporation resulted in a recission of the previous designation of 15,000,000 15,000,000 The Company’s 2016 Non-Qualified Stock Option Plan was amended to increase the number of shares of Common Stock available for issuance thereunder by 13,000,000 28,000,000 The authorized number of shares of Common Stock was increased from 200 500 148,523,540 The change in the authorized shares of Common Stock and recission of the previous designation of 15,000,000 shares of Series AA Preferred Stock are disclosed on the face of the accompanying unaudited condensed consolidated balance sheets. The conversion of Series AA Preferred Stock to Common Stock will be reflected during the fiscal quarter ending June 30, 2019. The following presents the impact of the conversion to common stock on an unaudited pro forma basis as if the Series AA Preferred Stock had converted to Common Stock as of March 31, 2019: Series AA Additional Preferred Stock Common Stock Paid-in Accumulated Shares Amount Shares Amount Capital Deficit Total Historical balances, March 31, 2019 3,267,519 $ 31,140,117 61,866,319 $ 61,866 $ 97,203,841 $ (123,756,208 ) $ 4,649,616 Pro forma adjustments for conversion (3,267,519 ) (31,140,117 ) 148,523,540 148,524 30,991,593 - - Pro forma balances, March 31, 2019 - $ - 210,389,859 $ 210,390 $ 128,195,434 $ (123,756,208 ) $ 4,649,616 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
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 (“U.S. GAAP”) and the rules and regulations of the United States Securities and Exchange Commission (“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, 2018, 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 Annual Report on Form 10-K filed with the SEC on October 15, 2018, 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 year ended June 30, 2018. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. 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) have been made which are necessary for a fair financial statement presentation. The interim results for the three and nine months ended March 31, 2019 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, 2019. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) is used to refer to net income (loss) plus other comprehensive income (loss). Other comprehensive income (loss) is comprised of revenues, expenses, gains, and losses that under U.S. GAAP are reported as separate components of stockholders’ equity (deficit) instead of net income (loss). There are no differences between comprehensive loss and net loss for the three and nine months ended March 31, 2019 and 2018. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts in the 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, estimated useful lives and impairment of fixed assets, fair value of share-based payments and warrants, fair value of derivative instruments, management’s assessment of going concern, estimates of the probability and potential magnitude of contingent liabilities, and the valuation allowance for deferred tax assets due to continuing and expected future operating losses. Actual results could differ from those estimates. |
Risks and Uncertainties | Risks and Uncertainties The Company's operations may be subject to significant risk and uncertainties including financial, operational, regulatory and other risks associated with a clinical stage company, including the potential risk of business failure. See Note 3 regarding matters related to the Company’s ability to continue as a going concern. |
Beneficial Conversion Features | Beneficial Conversion Features A beneficial conversion feature (“BCF”) is a non-detachable conversion feature that is “in the money” at the commitment date, which requires recognition of interest expense for underlying debt instruments and a deemed dividend for underlying equity instruments. A conversion option is in the money if the effective conversion price is lower than the commitment date fair value of a share into which it is convertible. A contingent BCF feature shall be measured using the commitment date price but shall not be recognized in earnings until the contingency is resolved. |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred and include salaries, benefits and other staff-related costs; consultants and outside costs; material manufacturing costs, clinical trial costs; and facilities and other costs. These costs relate to research and development costs without an allocation of general and administrative expenses. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The carrying amounts of financial instruments including cash, accounts payable, and accrued liabilities approximated fair value as of March 31, 2019 and June 30, 2018 due to the relatively short maturity of the respective instruments. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In March 2016, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (“ASU”) No. 2016-09, Improvements to Employee Share-Based Payment In January 2016, the FASB issued ASU 2016-01, Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities In May 2017, the FASB issued ASU 2017-9, Compensation – Stock Compensation (Topic 718) In February 2016, the FASB issued ASU 2016-02, Leases Targeted Improvements |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | The following is a summary of property and equipment as of March 31, 2019 and June 30, 2018: Useful March 31, June 30, Life 2019 2018 Furniture and fixtures 5 7 $ 40,615 $ 118,450 Leasehold improvements 5 - 7 years - 29,296 Laboratory equipment 3 - 15 years - 738,415 Total property and equipment 40,615 886,161 Less accumulated depreciation and amortization (510 ) (517,787 ) Net property and equipment $ 40,105 $ 368,374 |
Convertible Notes Payable (Tabl
Convertible Notes Payable (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Convertible Debt [Table Text Block] | As of January 30, 2019, the aggregate principal and accrued interest of $6,140,117 converted to Series AA Preferred Stock, as follows: Interest Accrued Converted to Ending Issuance/ Amendment Date Rate Principal Interest Series AA Balance February 26, 2018 15 % (1) $ 500,000 $ 94,932 $ (594,932 ) $ - April 3, 2018 15 % (1) 4,040,000 589,064 (4,629,064 ) - April 3, 2018 15 % (1) 700,000 102,066 (802,066 ) - April 11, 2018 15 % (1) 100,000 14,055 (114,055 ) - Total $ 5,340,000 $ 800,117 $ (6,140,117 ) $ - (1) |
Stockholders' Equity (Deficit)
Stockholders' Equity (Deficit) (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Stockholders' Equity Note [Abstract] | |
Summary of the Liquidation Preference and Conversion Terms Table Text Block [Text Block] | The original issue price and conversion terms for all Series AA Shares outstanding as of March 31, 2019, are as follows: Number Conversion Value Common Stock Conversion Holder of Shares Per Share Amount Price Shares New Investors 2,500,000 $ 10.00 $ 25,000,000 $ 0.22 113,636,350 Fiscal 2018 Note holders 767,519 10.00 7,675,190 0.22 34,887,190 Total 3,267,519 $ 32,675,190 148,523,540 |
Schedule of Stockholders Equity [Table Text Block] | The following table presents changes in stockholders’ equity (deficit) for the three months ended March 31, 2019: Series AA Additional Total Preferred Stock Common Stock Paid-in Accumulated Stockholders' Shares Amount Shares Amount Capital Deficit Equity (Deficit) Balances, December 31, 2018 - $ - 61,866,319 $ 61,866 $ 91,860,840 $ (101,710,403 ) $ (9,787,697 ) Stock-based compensation - - - - 696,047 - 696,047 Fair value of warrants: Issued to consultants for services - - - - 3,109 - 3,109 Modification for debt discount to former member of Board of Directors - - - - 137,845 - 137,845 Beneficial conversion feature related to: Fiscal 2018 Notes - - - - 2,233,000 - 2,233,000 Series AA Preferred Stock - - - - 2,273,000 (2,273,000 ) - Issuance of Series AA Preferred Stock: For cash 2,500,000 25,000,000 - - - - 25,000,000 For conversion of debt 767,519 6,140,117 - - - - 6,140,117 Net loss - - - - - (19,772,805 ) (19,772,805 ) Balances, March 31, 2019 3,267,519 $ 31,140,117 (1) 61,866,319 $ 61,866 $ 97,203,841 $ (123,756,208 ) $ 4,649,616 (1) Changes in stockholders’ equity for the nine months ended March 31, 2018, are as follows: Additional Total Common Stock Paid-in Accumulated Stockholders' Shares Amount Capital Deficit Equity Balances, June 30, 2017 49,228,640 $ 49,230 $ 72,800,699 $ (64,321,962 ) $ 8,527,967 Issuance of Common Stock, net of issuance costs of $60,000 4,500,000 4,500 4,435,500 4,440,000 Stock-based compensation - - 1,507,699 - 1,507,699 Fair value of warrants issued to consultants - - 14,847 - 14,847 Net loss - - - (6,684,612 ) (6,684,612 ) Balances, September 30, 2017 53,728,640 53,730 78,758,745 (71,006,574 ) 7,805,901 Stock-based compensation - - 1,194,029 - 1,194,029 Fair value of warrants issued to consultants - - 520,455 - 520,455 Commitment fee for issuance of Common Stock 344,669 345 (345 ) - - Net loss - - - (5,718,587 ) (5,718,587 ) Balances, December 31, 2017 54,073,309 54,075 80,472,884 (76,725,161 ) 3,801,798 Stock-based compensation - - 1,473,765 - 1,473,765 Fair value of warrants issued to consultants for services - - 225,205 - 225,205 Net loss - - - (4,967,838 ) (4,967,838 ) Balances, March 31, 2018 54,073,309 $ 54,075 $ 82,171,854 $ (81,692,999 ) $ 532,930 |
Stock-Based Compensation and _2
Stock-Based Compensation and Warrants (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Share-based Compensation [Abstract] | |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | The following table sets forth a summary of stock option activity under Plans for the nine months ended March 31, 2019 : Weighted Weighted Average Number of Average Remaining Options Exercise Price Contractual Life Outstanding, June 30, 2018 19,415,246 $ 1.55 7.8 Granted 1,125,000 0.52 Forfeited (3,672,100 ) 1.58 Outstanding, March 31, 2019 16,868,146 1.61 6.6 Exercisable, March 31, 2019 12,215,439 1.82 6.0 |
Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block] | Stock-based compensation expense is included in compensation and benefits under the following captions in the unaudited condensed consolidated statements of operations: Three Months Nine Months Ended March 31, Ended March 31, 2019 2018 2019 2018 Research and development $ 117,594 $ 289,645 $ 308,266 $ 870,464 General and administrative 578,453 1,184,070 2,081,147 3,305,029 Total $ 696,047 $ 1,473,715 $ 2,389,413 $ 4,175,493 |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Expected volatility 84 % Risk free interest rate 2.83 % Expected term (years) 7 Dividend yield 0 % |
Schedule Of Warrants Issued To Agents Activity [Table Text Block] | Weighted Weighted Average Number of Average Remaining Warrants Exercise Price Contractual Life Outstanding, June 30, 2018 45,635,217 $ 1.37 3.4 Warrants issued for consulting services 46,872 1.00 Issuance of warrant modification 1,207,146 0.18 Modified warrant replaced (500,000 ) 0.52 Outstanding, March 31, 2019 46,389,235 1.35 2.6 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | The table below summarizes the Company’s operating lease commitments under the leases discussed above as of March 31, 2019: 12-Months Ending March 31, 2020 $ 272,260 2021 277,648 2022 233,582 $ 783,490 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net loss per share [Table Text Block] | Three Months Nine Months Ended March 31, Ended March 31, 2019 2018 2019 2018 Net loss $ (19,772,805 ) $ (4,967,838 ) $ (27,299,470 ) $ (17,371,037 ) Beneficial conversion feature (2,273,000 ) - (2,273,000 ) - Net loss attributable to common stockholders $ (22,045,805 ) $ (4,967,838 ) $ (29,572,470 ) $ (17,371,037 ) |
Disclosure of diluted netloss impact of inclusion anti dilutive [Table Text Block] | As of March 31, 2019 and 2018 , the following 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): 2019 2018 Series AA Preferred Stock 148,523,540 - Stock options 16,868,146 20,809,584 Warrants 46,389,235 34,011,041 Total 211,780,921 54,820,625 |
Subsequent Events (Tables)
Subsequent Events (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
Summary of the Liquidation Preference and Conversion Terms Table Text Block [Text Block] | The following presents the impact of the conversion to common stock on an unaudited pro forma basis as if the Series AA Preferred Stock had converted to Common Stock as of March 31, 2019: Series AA Additional Preferred Stock Common Stock Paid-in Accumulated Shares Amount Shares Amount Capital Deficit Total Historical balances, March 31, 2019 3,267,519 $ 31,140,117 61,866,319 $ 61,866 $ 97,203,841 $ (123,756,208 ) $ 4,649,616 Pro forma adjustments for conversion (3,267,519 ) (31,140,117 ) 148,523,540 148,524 30,991,593 - - Pro forma balances, March 31, 2019 - $ - 210,389,859 $ 210,390 $ 128,195,434 $ (123,756,208 ) $ 4,649,616 |
Going Concern (Details Textual)
Going Concern (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | |||||||||
Feb. 28, 2019 | Jan. 31, 2019 | Jan. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Dec. 31, 2020 | Dec. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Apr. 24, 2019 | Jun. 30, 2018 | |
Going Concern [Line Items] | |||||||||||||
Net Loss | $ (19,772,805) | $ (4,967,838) | $ (5,718,587) | $ (6,684,612) | $ (27,299,470) | $ (17,371,037) | |||||||
Net Cash Used In Operating Activities | (11,539,478) | $ (10,230,103) | |||||||||||
Accumulated deficit | $ (123,756,208) | $ (123,756,208) | $ (94,183,738) | ||||||||||
Preferred Stock, Shares Issued | 3,267,515 | 3,267,515 | 0 | ||||||||||
Common Stock Shares Authorized Value | $ 20,000,000 | ||||||||||||
Description of Share Price Decision upon Conditions Given | at a per share price equal to the greater of $0.29 or 75% of the volume weighted average closing price of the Company's Common Stock over 30 consecutive trading days prior to the exercise of the option. | ||||||||||||
Common Stock, Call or Exercise Features | The Company currently expects to request additional funding from the New Investors during the second half of calendar year 2019. However, there are no assurances that the New Investors will elect to exercise their rights to invest up to an additional $20.0 million, | ||||||||||||
Exclusivity Payment | $ 1,500,000 | $ 1,500,000 | $ 1,500,000 | ||||||||||
Contractual Obligation | $ 4,500,000 | $ 4,500,000 | |||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 113,600,000 | 113,600,000 | |||||||||||
Accrued Interest | $ 800,117 | ||||||||||||
License [Member] | |||||||||||||
Going Concern [Line Items] | |||||||||||||
Legal Fees | $ 5,900,000 | ||||||||||||
Clinical Program [Member] | |||||||||||||
Going Concern [Line Items] | |||||||||||||
Net Proceeds Available from the Proceeds of Issuance of Preferred Stock | 17,600,000 | ||||||||||||
Convertible Preferred Stock [Member] | |||||||||||||
Going Concern [Line Items] | |||||||||||||
Debt Instrument, Face Amount | $ 5,340,000 | ||||||||||||
Component on Preferred stock Accrued Shares | 767,519 | ||||||||||||
Increase in number of Preference shares to Common Stock Authorized Minimum | 500,000,000 | ||||||||||||
Series AA Preferred Stock [Member] | |||||||||||||
Going Concern [Line Items] | |||||||||||||
Preferred Stock, Shares Issued | 2,500,000 | ||||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 25,000,000 | $ 25,000,000 | $ 25,000,000 | ||||||||||
Remaining Proceeds from Issuance of Preferred Stock | $ 23,500,000 | ||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 148,523,540 | 148,523,540 | 34,900,000 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | 9 Months Ended | |
Mar. 31, 2019 | Jun. 30, 2018 | |
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 40,615 | $ 886,161 |
Less accumulated depreciation and amortization | (510) | (517,787) |
Property, Plant and Equipment, Net | 40,105 | 368,374 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 40,615 | 118,450 |
Property, Plant and Equipment, Useful Life | 5 years | |
Furniture and fixtures [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 7 years | |
Lab equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 0 | 738,415 |
Lab equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 3 years | |
Lab equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 15 years | |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Gross | $ 0 | $ 29,296 |
Leasehold Improvements [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 5 years | |
Leasehold Improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property, Plant and Equipment, Useful Life | 7 years |
Property and Equipment (Detai_2
Property and Equipment (Details Textual) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | |
Property, Plant and Equipment [Line Items] | |||||
Depreciation And Amortization Expense | $ 510 | $ 266,781 | $ 44,811 | $ 805,643 | |
Proceeds from Sale of Property, Plant, and Equipment | 83,096 | 278,234 | 0 | ||
Gain (Loss) on Disposition of Property Plant Equipment | (12,268) | $ 0 | |||
Tangible Asset Impairment Charges | $ 33,039 | ||||
Assets Held-for-sale, Long Lived, Fair Value Disclosure | $ 72,537 | ||||
Furniture Fixture and Laboratory Equpiment [Member] | |||||
Property, Plant and Equipment [Line Items] | |||||
Proceeds from Sale of Property, Plant, and Equipment | 278,234 | ||||
Gain (Loss) on Disposition of Property Plant Equipment | $ 10,559 | $ 12,268 |
Xoma License Agreement (Details
Xoma License Agreement (Details Textual) - USD ($) | Jan. 07, 2019 | Mar. 31, 2019 | Mar. 31, 2019 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | Jun. 30, 2017 |
Payment of license | $ 8,500,000 | ||||||||||
Liabilities | $ 10,814,755 | $ 10,814,755 | $ 6,463,637 | ||||||||
Liabilities, Current | 6,623,756 | 6,623,756 | 6,248,014 | ||||||||
Cash | 15,344,013 | 15,344,013 | 1,645,872 | $ 78,119 | $ 4,486,538 | ||||||
Delay fee | 50,000 | 50,000 | |||||||||
Payment for Accrued Liabilities | 399,000 | ||||||||||
License Fees | 5,476,000 | 5,476,000 | |||||||||
Contractual Obligation | 4,500,000 | 4,500,000 | |||||||||
License Fees Payable Noncurrent | $ 4,000,000 | $ 4,000,000 | $ 0 | ||||||||
Common Stock, Shares, Outstanding | 61,866,319 | 61,866,319 | 62,166,309 | ||||||||
Xoma [Member] | |||||||||||
Common Stock, Shares, Outstanding | 8,100,000 | 8,100,000 | |||||||||
Xoma [Member] | Put Option [Member] | |||||||||||
Description Of Option Indexed To Issuers Equity Shares | Xoma may exercise the Put option for up to a total of 2.5 million shares of Common Stock for the year ending December 31, 2020, and up to an additional 2.5 million shares thereafter. | ||||||||||
License Agreement Terms [Member] | |||||||||||
Qualified Financing Future Cash Payments | $ 8,500,000 | $ 8,500,000 | |||||||||
License Agreement Terms [Member] | Subsequent Event [Member] | |||||||||||
Qualified Financing Future Cash Payments Due | $ 2,000,000 | $ 2,000,000 | $ 2,000,000 | $ 1,000,000 | $ 1,500,000 | ||||||
License [Member] | |||||||||||
Proceeds from License Fees Received | $ 5,476,000 |
Convertible Notes Payable (Deta
Convertible Notes Payable (Details) - USD ($) | 1 Months Ended | 9 Months Ended | ||
Jan. 30, 2019 | Mar. 31, 2019 | Apr. 03, 2018 | ||
Long-term Debt | $ 0 | |||
Debt Instrument, Interest Rate, Stated Percentage | 20.00% | |||
Debt Instrument, Periodic Payment, Principal | $ 5,340,000 | 5,340,000 | ||
Debt Instrument, Increase, Accrued Interest | 800,117 | |||
Debt Conversion, Converted Instrument, Amount | (6,140,117) | |||
Convertible Notes Due February 26, 2018 [Member] | ||||
Long-term Debt | $ 0 | |||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 15.00% | ||
Debt Instrument, Periodic Payment, Principal | $ 500,000 | |||
Debt Instrument, Increase, Accrued Interest | 94,932 | |||
Debt Conversion, Converted Instrument, Amount | (594,932) | |||
Convertible Notes Due April 3, 2018 [Member] | ||||
Long-term Debt | $ 0 | |||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 15.00% | ||
Debt Instrument, Periodic Payment, Principal | $ 4,040,000 | |||
Debt Instrument, Increase, Accrued Interest | 589,064 | |||
Debt Conversion, Converted Instrument, Amount | (4,629,064) | |||
Convertible Notes Due April 3, 2018 [Member] | ||||
Long-term Debt | $ 0 | |||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 15.00% | ||
Debt Instrument, Periodic Payment, Principal | $ 700,000 | |||
Debt Instrument, Increase, Accrued Interest | 102,066 | |||
Debt Conversion, Converted Instrument, Amount | (802,066) | |||
Convertible Notes Due April 11, 2018 [Member] | ||||
Long-term Debt | $ 0 | |||
Debt Instrument, Interest Rate, Stated Percentage | [1] | 15.00% | ||
Debt Instrument, Periodic Payment, Principal | $ 100,000 | |||
Debt Instrument, Increase, Accrued Interest | 14,055 | |||
Debt Conversion, Converted Instrument, Amount | $ (114,055) | |||
[1] | Represents the interest rate that was in effect for the nine months ended March 31, 2019. |
Convertible Notes Payable (De_2
Convertible Notes Payable (Details Textual) - USD ($) | Apr. 11, 2018 | Apr. 03, 2018 | Apr. 03, 2018 | Apr. 03, 2018 | Jan. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Feb. 26, 2018 |
Convertible Notes Payable [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 20.00% | 20.00% | 20.00% | ||||||||
Proceeds from Convertible Debt | $ 6,140,117 | $ 700,000 | $ 0 | $ 1,200,000 | |||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 12.00% | ||||||||||
Debt Instrument, Increase, Accrued Interest | 800,117 | ||||||||||
Related Party Transaction, Due from (to) Related Party | $ 500,000 | 500,000 | |||||||||
Debt Instrument, Periodic Payment, Principal | $ 5,340,000 | $ 5,340,000 | |||||||||
Discount Rate On Per Share Price | 20.00% | ||||||||||
Debt Instrument, Convertible, Conversion Price | $ 8 | $ 0.176 | $ 0.176 | ||||||||
Weighted average price of commonstock | 0.24% | ||||||||||
Debt Instrument Convertible Conversion Price after Discount | 0.22% | ||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 2,233,000 | $ 2,233,000 | $ 2,233,000 | ||||||||
Embedded Derivative Financial Instruments [Member] | |||||||||||
Convertible Notes Payable [Line Items] | |||||||||||
Debt Instrument, Face Amount | $ 25,000 | ||||||||||
Embedded Derivative, Fair Value of Embedded Derivative, Net | $ 100,000 | ||||||||||
Minimum [Member] | |||||||||||
Convertible Notes Payable [Line Items] | |||||||||||
Proceeds from Convertible Debt | $ 15,000,000 | ||||||||||
Convertible Notes Payable [Member] | |||||||||||
Convertible Notes Payable [Line Items] | |||||||||||
Debt Instrument, Face Amount | $ 12,762 | $ 12,762 | |||||||||
Secured Convertible Promissory Note [Member] | |||||||||||
Convertible Notes Payable [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 15.00% | ||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 500,000 | ||||||||||
Two Secured Convertible Promissory Notes [Member] | |||||||||||
Convertible Notes Payable [Line Items] | |||||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 15.00% | ||||||||||
Convertible Debt [Member] | |||||||||||
Convertible Notes Payable [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 8.00% | 8.00% | |||||||||
Debt Instrument, Increase, Accrued Interest | $ 2,762 | ||||||||||
Debt Instrument, Periodic Payment, Principal | $ 5,340,000 | ||||||||||
Accrued Interest Amount On Debt instrument Convertible to Preferred Stock | $ 800,117 | ||||||||||
Interest on Preferred stock Accrued Shares | 767,519 | ||||||||||
Convertible Debt [Member] | Series A Preferred Stock [Member] | |||||||||||
Convertible Notes Payable [Line Items] | |||||||||||
Discount Rate On Per Share Price | 20.00% | 20.00% | 20.00% | ||||||||
Senior Secured Promissory Notes [Member] | |||||||||||
Convertible Notes Payable [Line Items] | |||||||||||
Debt instrument, interest rate, stated percentage | 12.00% | 12.00% | 12.00% | ||||||||
Proceeds from Convertible Debt | $ 4,100,000 | $ 4,100,000 | |||||||||
Debt Instrument, Interest Rate, Increase (Decrease) | 15.00% | ||||||||||
Payments of Debt Issuance Costs | $ 239,000 |
Stockholders' Equity (Deficit_2
Stockholders' Equity (Deficit) (Details) - USD ($) | Apr. 24, 2019 | Mar. 31, 2019 | Jun. 30, 2018 |
Number of Shares | 3,267,515 | 0 | |
Total Issue Price | $ 32,675,190 | ||
Shares of Common Stock | 113,600,000 | ||
Series A Preferred Stock Shares Converted | 148,523,540 | ||
Fiscal 2018 Notes [Member] | |||
Number of Shares | 2,500,000 | ||
Total Issue Price | $ 25,000,000 | ||
Conversion Price | $ 0.22 | ||
Shares of Common Stock | 10 | ||
Series A Preferred Stock Shares Converted | 113,636,350 | ||
Series AA Preferred Stock [Member] | |||
Number of Shares | 2,500,000 | ||
Shares of Common Stock | 34,900,000 | 148,523,540 | |
Series AA Preferred Stock [Member] | Convertible Notes Payable [Member] | |||
Number of Shares | 767,519 | ||
Total Issue Price | $ 7,675,190 | ||
Conversion Price | $ 0.22 | ||
Shares of Common Stock | 10 | ||
Series A Preferred Stock Shares Converted | 34,887,190 |
Stockholders' Equity (Deficit_3
Stockholders' Equity (Deficit) (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | |||
Balances | $ (9,787,697) | $ 3,801,798 | $ 7,805,901 | $ 8,527,967 | $ (3,960,755) | $ 8,527,967 | $ 3,801,798 | ||
Stock-based compensation | 696,047 | 1,473,765 | 1,194,029 | 1,507,699 | 2,389,413 | ||||
Fair value of warrants issued to consultants | 225,205 | 520,455 | 14,847 | ||||||
Commitment fee for issuance of common stock | 0 | ||||||||
Issuance of common stock, net of issuance costs of $60,000 | 25,000,000 | 4,440,000 | |||||||
Issuance of common stock, net of issuance costs of $60,000 (in shares) | 767,519 | ||||||||
Issued to consultants for services | 3,109 | 9,466 | |||||||
Modification for debt discount to former member of Board of Directors | 137,845 | 137,845 | |||||||
Beneficial conversion feature related to Fiscal 2018 Notes | 2,233,000 | 2,233,000 | |||||||
Beneficial conversion feature related to Series AA Preferred Stock | 0 | 0 | |||||||
Issuance of Series AA Preferred Stock for: | |||||||||
For cash | 25,000,000 | 25,000,000 | |||||||
For conversion of debt | 6,140,117 | ||||||||
Net Loss | (19,772,805) | (4,967,838) | (5,718,587) | (6,684,612) | (27,299,470) | (17,371,037) | |||
Balances | 4,649,616 | 532,930 | 3,801,798 | 7,805,901 | 4,649,616 | 532,930 | $ (9,787,697) | ||
Series AA Preferred Stock | |||||||||
Balances | $ 0 | $ 0 | |||||||
Balance (in shares) | 0 | 0 | |||||||
Stock-based compensation | $ 0 | $ 0 | |||||||
Issued to consultants for services | 0 | 0 | |||||||
Modification for debt discount to former member of Board of Directors | 0 | 0 | |||||||
Beneficial conversion feature related to Fiscal 2018 Notes | 0 | 0 | |||||||
Beneficial conversion feature related to Series AA Preferred Stock | 0 | 0 | |||||||
Issuance of Series AA Preferred Stock for: | |||||||||
For cash | $ 25,000,000 | $ 25,000,000 | |||||||
For cash (in shares) | 2,500,000 | 2,500,000 | |||||||
For conversion of debt | $ 6,140,117 | ||||||||
For conversion of debt (in shares) | 767,519 | ||||||||
Net Loss | $ 0 | $ 0 | |||||||
Balances | $ 31,140,117 | [1] | $ 31,140,117 | [1] | $ 0 | ||||
Balance (in shares) | 3,267,519 | 3,267,519 | 0 | ||||||
Common Stock [Member] | |||||||||
Balances | $ 61,866 | $ 54,075 | $ 53,730 | $ 49,230 | $ 62,168 | $ 49,230 | $ 54,075 | ||
Balance (in shares) | 61,866,319 | 54,073,309 | 53,728,640 | 49,228,640 | 62,166,309 | 49,228,640 | 54,073,309 | ||
Stock-based compensation | $ 0 | $ 0 | $ 0 | $ 0 | $ 0 | ||||
Fair value of warrants issued to consultants | 0 | 0 | 0 | ||||||
Commitment fee for issuance of common stock | $ 345 | ||||||||
Commitment fee for issuance of common stock (in Shares) | 344,669 | ||||||||
Issuance of common stock, net of issuance costs of $60,000 | $ 4,500 | ||||||||
Issuance of common stock, net of issuance costs of $60,000 (in shares) | 4,500,000 | ||||||||
Issued to consultants for services | 0 | 0 | |||||||
Modification for debt discount to former member of Board of Directors | 0 | 0 | |||||||
Beneficial conversion feature related to Fiscal 2018 Notes | 0 | 0 | |||||||
Beneficial conversion feature related to Series AA Preferred Stock | 0 | 0 | |||||||
Issuance of Series AA Preferred Stock for: | |||||||||
For cash | $ 0 | $ 0 | |||||||
For cash (in shares) | 0 | 0 | |||||||
For conversion of debt | $ 0 | ||||||||
For conversion of debt (in shares) | 0 | ||||||||
Net Loss | $ 0 | 0 | $ 0 | $ 0 | $ 0 | ||||
Balances | $ 61,866 | $ 54,075 | $ 54,075 | $ 53,730 | $ 61,866 | $ 54,075 | $ 61,866 | ||
Balance (in shares) | 61,866,319 | 54,073,309 | 54,073,309 | 53,728,640 | 61,866,319 | 54,073,309 | 61,866,319 | ||
Additional Paid-in Capital [Member] | |||||||||
Balances | $ 91,860,840 | $ 80,472,884 | $ 78,758,745 | $ 72,800,699 | $ 90,160,815 | $ 72,800,699 | $ 80,472,884 | ||
Stock-based compensation | 696,047 | 1,473,765 | 1,194,029 | 1,507,699 | 2,389,413 | ||||
Fair value of warrants issued to consultants | 225,205 | 520,455 | 14,847 | ||||||
Commitment fee for issuance of common stock | (345) | ||||||||
Issuance of common stock, net of issuance costs of $60,000 | 4,435,500 | ||||||||
Issued to consultants for services | 3,109 | 9,466 | |||||||
Modification for debt discount to former member of Board of Directors | 137,845 | 137,845 | |||||||
Beneficial conversion feature related to Fiscal 2018 Notes | 2,233,000 | 2,233,000 | |||||||
Beneficial conversion feature related to Series AA Preferred Stock | 2,273,000 | 2,273,000 | |||||||
Issuance of Series AA Preferred Stock for: | |||||||||
For cash | 0 | 0 | |||||||
For conversion of debt | 0 | ||||||||
Net Loss | 0 | 0 | 0 | 0 | 0 | ||||
Balances | 97,203,841 | 82,171,854 | 80,472,884 | 78,758,745 | 97,203,841 | 82,171,854 | 91,860,840 | ||
Accumulated Deficit [Member] | |||||||||
Balances | (101,710,403) | (76,725,161) | (71,006,574) | (64,321,962) | (64,321,962) | (76,725,161) | |||
Stock-based compensation | 0 | 0 | 0 | 0 | |||||
Fair value of warrants issued to consultants | 0 | 0 | 0 | ||||||
Commitment fee for issuance of common stock | 0 | ||||||||
Issued to consultants for services | 0 | ||||||||
Modification for debt discount to former member of Board of Directors | 0 | ||||||||
Beneficial conversion feature related to Fiscal 2018 Notes | 0 | ||||||||
Beneficial conversion feature related to Series AA Preferred Stock | (2,273,000) | ||||||||
Issuance of Series AA Preferred Stock for: | |||||||||
For cash | 0 | ||||||||
For conversion of debt | 0 | ||||||||
Net Loss | (19,772,805) | (4,967,838) | (5,718,587) | (6,684,612) | |||||
Balances | $ (123,756,208) | $ (81,692,999) | $ (76,725,161) | $ (71,006,574) | $ (123,756,208) | $ (81,692,999) | $ (101,710,403) | ||
[1] | Consists of the aggregate par value of $3,268 and additional paid-in capital related to the Series AA Preferred Stock of $31,136,849. |
Stockholders' Equity (Deficit_4
Stockholders' Equity (Deficit) (Details 1) (Parenthetical) - USD ($) | Mar. 31, 2019 | Jun. 30, 2018 |
Preferred Stock, Par or Stated Value Per Share | $ 0.001 | $ 0.001 |
Series AA Preferred Stock [Member] | ||
Additional Paid in Capital, Preferred Stock | $ 31,136,849 | |
Preferred Stock, Par or Stated Value Per Share | $ 3,268 |
Stockholders' Equity (Deficit_5
Stockholders' Equity (Deficit) (Details Textual) - USD ($) | Apr. 03, 2018 | Feb. 28, 2019 | Jan. 31, 2019 | Jan. 30, 2019 | Mar. 31, 2019 | Mar. 31, 2018 | Sep. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 | Apr. 24, 2019 | Jan. 18, 2019 | Jun. 30, 2018 |
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Shares, New Issues | 767,519 | ||||||||||||
Common Stock, Shares Authorized | 500,000,000 | 500,000,000 | 500,000,000 | 500,000,000 | |||||||||
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 | 20,000,000 | ||||||||||
Shares Issued, Price Per Share | $ 8 | ||||||||||||
Exclusivity Payment | $ 1,500,000 | $ 1,500,000 | $ 1,500,000 | ||||||||||
Stock Issued During Period, Value, New Issues | 25,000,000 | $ 4,440,000 | |||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 2,233,000 | $ 2,233,000 | $ 2,233,000 | ||||||||||
Preferred Stock, Shares Outstanding | 3,267,515 | 3,267,515 | 0 | ||||||||||
Proceeds from Convertible Debt | $ 6,140,117 | $ 700,000 | $ 0 | $ 1,200,000 | |||||||||
Debt Instrument, Periodic Payment, Principal | 5,340,000 | $ 5,340,000 | |||||||||||
Debt Instrument, Periodic Payment, Interest | $ 800,117 | ||||||||||||
Notes Payable | $ 6,140,117 | ||||||||||||
Discount Rate On Per Share Price | 20.00% | ||||||||||||
Debt Instrument Discount Percentage | 20.00% | ||||||||||||
Common stock converted | 148,523,540 | 148,523,540 | |||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 113,600,000 | 113,600,000 | |||||||||||
Preferred Stock, Voting Rights | 54 | ||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 8 | $ 0.176 | $ 0.176 | ||||||||||
Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Equity Method Investment, Ownership Percentage | 54.00% | 54.00% | |||||||||||
Increase common stock authorised | 500,000,000 | ||||||||||||
Minimum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Equity Method Investment, Ownership Percentage | 40.00% | 40.00% | |||||||||||
Proceeds from Convertible Debt | $ 15,000,000 | ||||||||||||
Increase common stock authorised | 200,000,000 | ||||||||||||
Common Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Shares, New Issues | 4,500,000 | ||||||||||||
Common Stock, Shares Authorized | 500,000,000 | ||||||||||||
Stock Issued During Period, Value, New Issues | $ 4,500 | ||||||||||||
Series A Preferred Stock [Member] | Common Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Discount Rate On Per Share Price | 20.00% | 20.00% | |||||||||||
Series AA Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Stock Issued During Period, Shares, New Issues | 2,500,000 | ||||||||||||
Preferred Stock, Shares Authorized | 5,000,000 | ||||||||||||
Shares Issued, Price Per Share | $ 10 | $ 0.24 | $ 0.24 | ||||||||||
Proceeds from Issuance of Preferred Stock and Preference Stock | $ 25,000,000 | $ 25,000,000 | $ 25,000,000 | ||||||||||
Stock Issued During Period, Value, New Issues | 113,600,000 | ||||||||||||
Debt Instrument, Convertible, Beneficial Conversion Feature | $ 2,273,000 | ||||||||||||
Preferred Stock, Shares Outstanding | 2,500,000 | ||||||||||||
Preferred Stock, Contract Terms | In the event that the Company needs additional financing prior to December 31, 2020, the Company granted call options whereby each New Investor may elect to purchase up to $10.0 million of Common Stock at a purchase price equal to the greater of (i) $0.29 per share or (ii) 75% of the volume weighted average closing price of the Company’s Common Stock during the thirty consecutive trading days prior to the date of the notice. | ||||||||||||
Convertible Preferred Stock, Shares Issued upon Conversion | 148,523,540 | 148,523,540 | 34,900,000 | ||||||||||
Conversion of Stock, Shares Converted | 767,519 | ||||||||||||
Debt Instrument, Convertible, Conversion Price | $ 0.22 | $ 0.22 |
Stock-Based Compensation and _3
Stock-Based Compensation and Warrants (Details) - $ / shares | 9 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Jun. 30, 2018 | |
Number of Options | ||
Outstanding | 19,415,246 | |
Granted | 1,125,000 | |
Forfeited | (3,672,100) | |
Outstanding | 16,868,146 | 19,415,246 |
Exercisable | 12,215,439 | |
Weighted Average Exercise Price | ||
Outstanding | $ 1.55 | |
Granted | 0.52 | |
Forfeited | 1.58 | |
Outstanding | 1.61 | $ 1.55 |
Exercisable | $ 1.82 | |
Weighted Average Remaining Contractual Life | ||
Outstanding | 6 years 7 months 6 days | 7 years 9 months 18 days |
Exercisable | 6 years |
Stock-Based Compensation and _4
Stock-Based Compensation and Warrants (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | |
Allocated Share-based Compensation Expense | $ 696,047 | $ 1,473,715 | $ 2,389,413 | $ 4,175,493 |
Research and Development Expense [Member] | ||||
Allocated Share-based Compensation Expense | 117,594 | 289,645 | 308,266 | 870,464 |
General and Administrative Expense [Member] | ||||
Allocated Share-based Compensation Expense | $ 578,453 | $ 1,184,070 | $ 2,081,147 | $ 3,305,029 |
Stock-Based Compensation and _5
Stock-Based Compensation and Warrants (Details 2) - Stock Option | 9 Months Ended |
Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 84.00% |
Expected term (years) | 7 years |
Dividend yield | 0.00% |
Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Risk free interest rate | 2.83% |
Stock-Based Compensation and _6
Stock-Based Compensation and Warrants (Details 3) - $ / shares | 9 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Jun. 30, 2018 | |
Share-based Compensation [Abstract] | ||
Number of Warrants - Outstanding | 45,635,217 | |
Number of Warrants - Warrants issued for consulting services | 46,872 | |
Number of Warrants - Modified warrant replaced | 1,207,146 | |
Number of Warrants - Warrants expired | (500,000) | |
Number of Warrants - Outstanding | 46,389,235 | 45,635,217 |
Weighted Average Exercise Price - Outstanding | $ 1.37 | |
Weighted Average Exercise Price - Warrants issued for consulting services | 1 | |
Weighted Average Exercise Price - Issuance of warrant modification | 0.18 | |
Weighted Aveage Exercise Price - Modified warrant replaced | 0.52 | |
Weighted Average Exercise Price - Outstanding | $ 1.35 | $ 1.37 |
Weighted Average Remaining Contractual Life - Outstanding | 2 years 7 months 6 days | 3 years 4 months 24 days |
Stock-Based Compensation and _7
Stock-Based Compensation and Warrants (Details Textual) - USD ($) | 1 Months Ended | 9 Months Ended | |
Apr. 24, 2019 | Mar. 31, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Employee service share-based compensation, nonvested awards, total compensation cost not yet recognized, stock options | $ 3,041,487 | ||
Share-based compensation arrangement by share-based payment award, number of shares authorized | 9,200,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | 1,125,000 | ||
Proceeds from Stock Options Exercised | $ 445,189 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Weighted Average Grant Date Fair Value | $ 0.40 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Number | 16,868,146 | 19,415,246 | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant | 39,000,000 | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 13,000,000 | ||
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 1 year 1 month 6 days | ||
Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.18 | ||
Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.52 | ||
Warrant | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 500,000 | ||
Warrant | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 1,207,146 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) | 6 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
Commitments and Contingencies_2
Commitments and Contingencies (Details) | Mar. 31, 2019USD ($) |
Operating Leased Assets [Line Items] | |
2020 | $ 272,260 |
2021 | 277,648 |
2022 | 233,582 |
Total | $ 783,490 |
Commitments and Contingencies_3
Commitments and Contingencies (Details Textual) | Dec. 14, 2018USD ($) | Feb. 07, 2019USD ($)ft² | Jan. 25, 2019USD ($)ft² |
Commitments And Contingencies [Line Items] | |||
Area of Land | ft² | 1,500 | 3,500 | |
Security Deposit | $ 3,700 | $ 31,000 | |
Gain (Loss) on Termination of Lease | $ 167,788 | ||
Deferred Rent Obligations | 199,583 | $ 21,000 | $ 2,700 |
Deferred Rent Obligations Gross | 224,629 | ||
Operating Lease, Impairment Loss | 10,163 | ||
May 2014 Lease [Member] | |||
Commitments And Contingencies [Line Items] | |||
Security Deposit Liability | 56,841 | ||
Lease Deposit Liability | 25,046 | ||
Gain (Loss) on Termination of Lease | $ 167,788 |
Related Party Transactions (Det
Related Party Transactions (Details Textual) - USD ($) | Apr. 03, 2018 | Apr. 03, 2018 | Jan. 30, 2019 | Feb. 26, 2018 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2018 |
Related Party Transaction [Line Items] | ||||||||
Proceeds from Convertible Debt | $ 6,140,117 | $ 700,000 | $ 0 | $ 1,200,000 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 46,389,235 | 45,635,217 | ||||||
Fair Value Adjustment of Warrants | $ 9,466 | $ 543,507 | ||||||
Director [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Proceeds from Convertible Debt | $ 500,000 | $ 500,000 | ||||||
Maximum [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.52 | |||||||
Maximum [Member] | Warrant [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 1,207,146 | |||||||
Minimum [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Proceeds from Convertible Debt | $ 15,000,000 | |||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 0.18 | |||||||
Minimum [Member] | Warrant [Member] | ||||||||
Related Party Transaction [Line Items] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number | 500,000 |
Net Loss Per Share (Details)
Net Loss Per Share (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Mar. 31, 2019 | Mar. 31, 2018 | |
Earnings Per Share [Abstract] | ||||||
Net Loss | $ (19,772,805) | $ (4,967,838) | $ (5,718,587) | $ (6,684,612) | $ (27,299,470) | $ (17,371,037) |
Beneficial conversion feature | (2,233,000) | 0 | (2,233,000) | 0 | ||
Net loss attributable to common stock | $ (22,045,805) | $ (4,967,838) | $ (29,572,470) | $ (17,371,037) |
Net Loss Per Share (Details 1)
Net Loss Per Share (Details 1) - shares | 9 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 211,780,921 | 54,820,625 |
Employee Stock Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 16,868,146 | 20,809,584 |
Warrant | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 46,389,235 | 34,011,041 |
Series AA Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 148,523,540 | 0 |
Subsequent Events (Details)
Subsequent Events (Details) | 9 Months Ended |
Mar. 31, 2019USD ($)shares | |
Historical balances, March 31, 2019 | $ 4,649,616 |
Pro forma adjustments for conversion | 0 |
Pro forma balances, March 31, 2019 | 4,649,616 |
Series AA Preferred Stock [Member] | |
Historical balances, March 31, 2019 | $ 31,140,117 |
Historical balances, March 31, 2019 (in shares) | shares | 3,267,519 |
Pro forma adjustments for conversion | $ (31,140,117) |
Pro forma adjustments for conversion (in shares) | shares | (3,267,519) |
Pro forma balances, March 31, 2019 | $ 0 |
Pro forma balances, March 31, 2019 (in shares) | shares | 0 |
Common Stock [Member] | |
Historical balances, March 31, 2019 | $ 61,866 |
Historical balances, March 31, 2019 (in shares) | shares | 61,866,319 |
Pro forma adjustments for conversion | $ 148,524 |
Pro forma adjustments for conversion (in shares) | shares | 148,523,540 |
Pro forma balances, March 31, 2019 | $ 210,390 |
Pro forma balances, March 31, 2019 (in shares) | shares | 210,389,859 |
Additional Paid-in Capital [Member] | |
Historical balances, March 31, 2019 | $ 97,203,841 |
Pro forma adjustments for conversion | 30,991,593 |
Pro forma balances, March 31, 2019 | 128,195,434 |
AOCI Attributable to Parent [Member] | |
Historical balances, March 31, 2019 | (123,756,208) |
Pro forma adjustments for conversion | 0 |
Pro forma balances, March 31, 2019 | $ (123,756,208) |
Subsequent Events (Details Text
Subsequent Events (Details Textual) - shares | 1 Months Ended | |
Apr. 24, 2019 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 13,000,000 | |
Common Stock, Capital Shares Reserved for Future Issuance | 200,000,000 | |
Convertible Preferred Stock, Shares Issued upon Conversion | 113,600,000 | |
Subsequent Event [Member] | ||
Common Stock, Capital Shares Reserved for Future Issuance | 500,000,000 | |
Subsequent Event [Member] | Two Thousand Sixteen Stock Option Plan [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized | 13,000,000 | |
Common Stock, Capital Shares Reserved for Future Issuance | 28,000,000 | |
Series A Preferred Stock [Member] | Subsequent Event [Member] | ||
Preferred Stock Shares Designated | 15,000,000 | |
Series AA Preferred Stock [Member] | ||
Convertible Preferred Stock, Shares Issued upon Conversion | 34,900,000 | 148,523,540 |
Series AA Preferred Stock [Member] | Subsequent Event [Member] | ||
Convertible Preferred Stock, Shares Issued upon Conversion | 148,523,540 |