Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2015 | Nov. 12, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | DanDrit Biotech USA, Inc. | |
Entity Central Index Key | 1,527,728 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock Shares Outstanding | 9,533,290 |
Consolidated Balance Sheet
Consolidated Balance Sheet - USD ($) | Sep. 30, 2015 | Jun. 30, 2015 |
CURRENT ASSETS: | ||
Cash | $ 1,048,120 | $ 421,145 |
Cash held in escrow | 1,052,989 | |
Other Receivables | $ 460,259 | $ 432,125 |
Prepaid Expenses | 59,796 | |
Total Current Assets | $ 1,568,175 | $ 1,906,259 |
PROPERTY AND EQUIPMENT, Net accumulated Depreciation | ||
OTHER ASSETS | ||
Definite Life Intangible Assets | $ 160,294 | $ 164,046 |
Deposits | 2,576 | 2,572 |
Total Other Assets | 162,870 | 166,618 |
TOTAL ASSETS | 1,731,045 | 2,072,877 |
CURRENT LIABILITIES: | ||
Note payable - Related party | 101,229 | 100,614 |
Accounts Payable | 517,544 | 512,783 |
Accounts payable - Related party | 375,702 | 366,035 |
Accrued Expenses | 19,548 | 16,305 |
Total Current Liabilities | 1,014,023 | 995,737 |
Total Liabilities | $ 1,014,023 | $ 995,737 |
STOCKHOLDER'S EQUITY: | ||
Preferred stock, $.0001 par value; 10,000,000 shares authorized; none issued and outstanding | ||
Common stock, par value $0.0001, 100,000,000 shares authorized, 9,533,290, and 9,533,290 issued and outstanding at September 30, 2015 and June 30, 2015, respectively | $ 953 | $ 953 |
Additional paid-in capital | 25,098,050 | 25,098,050 |
Accumulated Deficit | (24,915,757) | (24,565,455) |
Other Comprehensive Income, net | 533,776 | 543,592 |
Total Stockholders' Equity | 717,022 | 1,077,140 |
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY | $ 1,731,045 | $ 2,072,877 |
Consolidated Balance Sheet (Par
Consolidated Balance Sheet (Parenthetical) - $ / shares | Sep. 30, 2015 | Jun. 30, 2015 |
Balance Sheet [Abstract] | ||
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 9,533,290 | 9,533,290 |
Common stock, shares outstanding | 9,533,290 | 9,533,290 |
Consolidated Statement of Opera
Consolidated Statement of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Statement of Operations [Abstract] | ||
Revenues | ||
Cost of Goods Sold | $ 143,495 | |
Gross (Loss) | (143,495) | |
Operating Expenses | ||
General and Administrative Expenses | $ 204,851 | $ 240,437 |
Research and development expenses | 101,759 | |
Depreciation and Amortization | 3,937 | $ 4,726 |
Consulting Expenses | 30,848 | 125,082 |
Total Operating Expense | 341,395 | 370,245 |
(LOSS) FROM OPERATIONS | $ (341,395) | (513,740) |
Other Income (Expense) | ||
Interest (expense) | (19,140) | |
Interest (expense) - related party | $ (592) | (592) |
(Loss) on Currency Transactions | (32,228) | 126 |
Interest and Other Income | 211 | |
Total Other Income (Expense) | (32,820) | (19,395) |
(Loss) Before Income Taxes | (374,215) | (533,135) |
Income Tax Expense (Benefit) | (23,913) | 2,108 |
NET (LOSS) | $ (350,302) | $ (535,243) |
BASIC AND DILUTED LOSS PER SHARE | $ (0.04) | $ (0.07) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED | 9,533,290 | 8,080,985 |
Statements of Other Comprehensi
Statements of Other Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Statements of Other Comprehensive Loss [Abstract] | ||
Net Loss | $ (350,302) | $ (535,243) |
Currency Translation, Net of Taxes | (9,816) | 215,620 |
Other Comprehensive Loss | $ (360,118) | $ (319,623) |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash Flows from Operating Activities: | ||
NET (LOSS) | $ (350,302) | $ (535,243) |
ADJUSTMENT TO RECONCILE NET LOSS TO NET CASH USED IN OPERATING ACTIVITIES: | ||
Depreciation and Amortization | 3,937 | 4,726 |
Accrued Interest on Notes Payable - Related Party | 592 | 592 |
CHANGES IN ASSETS AND LIABILITIES: | ||
(Increase) Decrease in Other Receivables | (28,134) | 50,101 |
(Increase) Decrease in Prepaid Expenses/Deposits | (59,800) | 6,124 |
Increase (Decrease) in Accounts Payable | 4,761 | $ (44,824) |
Increase (Decrease) in Accounts Payable - Related Party | 9,667 | |
Increase (Decrease) in Accrued Expenses | 3,243 | $ 41,505 |
Total Adjustments | (65,734) | 58,224 |
NET CASH USED IN OPERATING ACTIVITIES | (416,036) | (477,019) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Net (Increase) Decrease in Cash Held in Escrow | 1,052,989 | 131,911 |
NET CASH USED BY INVESTING ACTIVITIES | $ 1,052,989 | 131,911 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payments on Notes Payable - Related Party | (106,551) | |
Proceeds from Stock Offering | 636,140 | |
NET CASH PROVIDED BY (USED BY) FINANCING ACTIVITIES | 529,589 | |
Gain (Loss) on Currency Translation | $ (9,978) | 232,239 |
NET INCREASE (DECREASE) IN CASH | 626,975 | 416,720 |
CASH, BEGINNING OF PERIOD | 421,145 | 181,024 |
CASH, END OF PERIOD | $ 1,048,120 | 597,744 |
Cash paid during the periods for: | ||
Interest | $ 54,126 | |
Income Taxes | ||
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Cash received from offering held in escrow | $ 1,693,450 | |
Previously paid stock offering cost offset against stock offering | $ 67,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 1 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The accompanying financial statements are unaudited. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at September 30, 2015 and 2014 and for the periods then ended have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. It is suggested that these condensed financial statements be read in conjunction with the financial statements and notes thereto included in the Company’s June 30, 2015 audited financial statements. The results of operations for the periods ended September 30, 2015 and 2014 are not necessarily indicative of the operating results for the full year. Business and Basis of Presentation — DanDrit BioTech A/S, a Danish Corporation was incorporated on April 1, 2001 (“DanDrit Denmark”) and is treated as a wholly owned subsidiary of the Company. On February 12, 2014, pursuant to the terms and conditions of a Share Exchange Agreement (the "Share Exchange Agreement"), DanDrit USA acquired approximately 100% of the issued and outstanding capital stock of DanDrit BioTech A/S, a Danish corporation (“DanDrit Denmark”) and as a result became the parent of DanDrit Denmark (the “Share Exchange”). Prior to the Share Exchange there were 5,000,000 shares of the common stock, par value $.0001 per share (the “Common Stock”) of DanDrit Denmark’s parent company (the “Parent”) outstanding. The Parent and a shareholder agreed to cancel 4,400,000 shares of its common stock and issued 1,440,000 shares of common stock for legal and consulting services related to the Share Exchange and a future financing. At the time of the Share Exchange, the outstanding shares of the common stock of DanDrit Denmark were exchanged for 1.498842 shares of Parent’s common stock, for a total of 6,000,000 shares of common stock (including 185,053 shares of common stock reserved for issuance in accordance with Section 70 of the Danish Companies Act and the Articles of Association of DanDrit Denmark to the Non-Consenting Shareholders, deemed issued and outstanding for accounting purposes). Following the closing of the Share Exchange, DanDrit Biotech USA, Inc., the wholly owned subsidiary of the Company, merged with and into the Company, thereby changing the Company’s name to “DanDrit Biotech USA, Inc.” DanDrit Denmark engages in the research and development, manufacturing and clinical trials of pharmaceutical and biological products for the human treatment of cancer using the dendritic cell technology. Fiscal Year End Reverse Acquisition including 185,053 shares of Common Stock reserved for issuance in accordance with Section 70 of the Danish Companies Act and the Articles of Association of DanDrit Denmark to the DanDrit Denmark shareholders who have not consented to the , and deemed issued and outstanding for accounting purposes Consolidation Functional Currency / Foreign currency translation Cash and Cash Equivalents Property and Equipment Intangible Assets Impairment of Long-Lived Assets Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and would no longer be depreciated. The depreciable basis of assets that are impaired and continue in use is their respective fair values. Revenue Recognition and Sales Value Added Tax — Research and Development Cost Income Taxes Loss Per Share Fair Value of Financial Instruments ● Level 1. Observable inputs such as quoted prices in active markets for identical assets or liabilities; ● Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and ● Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Unless otherwise disclosed, the fair value of the Company’s financial instruments including cash, accounts receivable, prepaid expenses, investments, accounts payable, accrued expenses, capital lease obligations and notes payable approximates their recorded values due to their short-term maturities. Accounting Estimates Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued a new standard to achieve a consistent application of revenue recognition within the U.S., resulting in a single revenue model to be applied by reporting companies under U.S. generally accepted accounting principles. Under the new model, recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the new standard requires that reporting companies disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. On July 9, 2015, the FASB agreed to delay the effective date by one year. In accordance with the agreed upon delay, the new standard is effective for us beginning in the first quarter of 2018 and we expect to adopt it at that time. The new standard is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. We have not yet selected a transition method nor have we determined the impact of the new standard on our consolidated condensed financial statements. Other recent accounting pronouncements issued by the FASB did not or are not believed by management to have a material impact on the Company's present or future financial statements. Reclassification — Alleviated going concern — |
Property and Equipment
Property and Equipment | 3 Months Ended |
Sep. 30, 2015 | |
Property and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 2 — PROPERTY AND EQUIPMENT Property and equipment consisted of the following at September 30, 2015 and June 30, 2015: Useful Life September 30, 2015 June 30, 2015 Lab equipment and instruments 4-6 $ 164,995 $ 164,778 Computer equipment 4-6 56,510 56,436 221,505 221,214 Less Accumulated Depreciation (221,505 ) (221,214 ) Net Property and Equipment $ - $ - Depreciation expense amounted to $0 and $0 for the three month period ended September 30, 2015 and 2014, respectively. |
Definite-Life Intangible Assets
Definite-Life Intangible Assets | 3 Months Ended |
Sep. 30, 2015 | |
Definite Life Intangible Assets [Abstract] | |
DEFINITE-LIFE INTANGIBLE ASSETS | NOTE 3 — DEFINITE-LIFE INTANGIBLE ASSETS At September 30, 2015 and June 30, 2015, definite-life intangible assets, net of accumulated amortization, consist of patents on the Company’s products and processes of $160,294 and $164,046, respectively. The patents are recorded at cost and amortized over twenty years from the date of application. Amortization expense for the three months ended September 30, 2015 and 2014 was $3,937 and $4,726. Expected future amortization expense for the years ended are as follows: Year ending June 30, 2016 $ 12,015 2017 16,006 2018 16,006 2019 16,006 2020 16,050 Thereafter 84,211 $ 160,294 |
Notes Payable - Related Party
Notes Payable - Related Party | 3 Months Ended |
Sep. 30, 2015 | |
Notes Payable - Related Party [Abstract] | |
NOTES PAYABLE - RELATED PARTY | NOTE 4 — NOTES PAYABLE – RELATED PARTY Notes payable to related parties consists of the following as of September 30, 2015 and June 30, 2015: Sept. 30, 2015 June 30, 2015 Non-Interest Bearing Loan Payable Sunrise Financial Group Inc. $ 38,235 $ 38,235 Note Payable ML Group 17,523 17,500 6% Promissory Note payable to NLBDIT 2010 Enterprises, LLC 45,471 44,879 Total Notes Payable – Related Party 101,229 100,614 Less Current Maturities (101,229 ) (100,614 ) Note Payables – Related Party Long Term $ - $ - The following represents the future maturities of long-term debt as of September 30, 2015: Year ending June 30, 2016 101,229 2017 - 2018 - 2019 - 2020 - Thereafter - 101,229 As of September 30, 2015, the outstanding balance of $38,235 for professional fees paid by a related party and amounts advanced to the Parent are reported as loan payable - related party. The $38,235 loan payable was acquired in the reverse acquisition. The amount is unsecured, non-interest bearing and has no stipulated repayment terms. A 6% Promissory Note payable (the “Note”) to NLBDIT 2010 Enterprises, LLC, an entity controlled by a shareholder of the Company, was acquired by the Company in the reverse acquisition, payable on February 12, 2014 upon the completion date of the Share Exchange. As of September 30, 2015 and 2014, the outstanding balance on the Note, including accrued interest, was $45,471 and $42,753. During the three months ended September 30, 2015 and 2014 the Company recorded related party interest on the Note of $592, and $213. |
Leases
Leases | 3 Months Ended |
Sep. 30, 2015 | |
Leases [Abstract] | |
LEASES | NOTE 5 — LEASES Operating Leases On March 27, 2014, the Company entered into an operating lease agreement for office space from a related party. The Lease calls for monthly payments of DKK 20,000 (approximately $2,979). The lease was terminated on May 31, 2015. On March 25, 2015, the Company entered into an agreement for use of virtual office space at a rate of $375/month on a month-to-month basis, which can be terminated by either party on one month’s notice. Lease expense charged to operations was $3,940 and $25,752 for the three months ended September 30, 2015 and 2014, respectively. |
Income Taxes
Income Taxes | 3 Months Ended |
Sep. 30, 2015 | |
Income Taxes [Abstract] | |
INCOME TAXES | NOTE 6 — INCOME TAXES The Company accounts for income taxes in accordance with FASB ASC Topic 740, Accounting for Income Taxes; which requires the Company to provide a net deferred tax asset or liability equal to the expected future tax benefit or expense of temporary reporting differences between book and tax accounting and any available operating loss or tax credit carry forwards. The amount of and ultimate realization of the benefits from the deferred tax assets for income tax purposes is dependent, in part, upon the tax laws in effect, the Company’s future earnings, and other future events, the effects of which cannot be determined. As of September 30, 2015, the Company had net operating loss carry-forwards of approximately $10,311,877 at an estimated effective tax rate of 22% or $2,268,613 for Danish tax purposes which do not expire and net operating loss carry-forwards of approximately $425,753 at an estimated effective tax rate of 34% or $144,756 for U.S. Federal Tax purposes which expire through 2034, a portion of which shall be limited due to the change in control of the Parent. The Company files U.S. and Danish income tax returns, and they are generally no longer subject to tax examinations for years prior to 2011 and 2008, respectively. The temporary differences, tax credits and carry forwards gave rise to the following deferred tax asset (liabilities) at September 30, 2015 and June 30, 2015: Sept. 30, 2015 June 30, 2015 Excess of Tax over book depreciation Fixed assets $ 10,240 $ 10,240 Excess of Tax over book depreciation Patents 5,560 5,560 Net Operating Loss Carry forward 2,413,369 2,535,177 Valuation Allowance (2,429,169 ) (2,550,977 ) Total Deferred Tax Asset (Liabilities) $ - $ - In accordance with prevailing accounting guidance, the Company is required to recognize and disclose any income tax uncertainties. The guidance provides a two-step approach to recognize and disclose any income tax uncertainties. The guidance provides a two-step approach to recognizing and measuring tax benefits and liabilities when realization of the tax position is uncertain. The first step is to determine whether the tax position meet the more-likely-than-not condition for recognition and the second step is to determine the amount to be recognized based on the cumulative probability that exceeds 50%. The amount of and ultimate realization of the benefits from the deferred tax assets for income tax purposes is dependent, in part, upon the tax laws in effect, the Company’s future earnings, and other future events, the effects of which can be difficult to determine and can only be estimated. Management estimates that it is more likely than not that the Company will not generate adequate net profits to use the deferred tax assets; and consequently, a valuation allowance was recorded for all deferred tax assets. A reconciliation of income tax expense at the federal statutory rate to income tax expense at the Company’s effective rate is as follows at September 30, 2015 and 2014: September 30, 2015 September 30, 2014 Computed Tax at Expected Statutory Rate $ (127,233 ) $ (181,266 ) Non-US Income Taxed at Different Rates 41,760 74,699 Non-Deductable expenses - - Valuation allowance 61,560 108,675 Income Tax Expense $ (23,913 ) $ 2,108 The components of income tax expense (benefit) from continuing operations for the three months ended September 30, 2015 and 2014 consisted of the following 2015 2014 Current Tax Expense Danish Income Tax $ (23,913 ) $ 2,108 Total Current Tax Expense (23,913 ) 2,108 Deferred Income Tax Expense (Benefit) Excess of Tax over Book Depreciation Fixed Assets - - Excess of Tax over Book Depreciation Patents - - Net Operating Loss Carry forwards (52,647 ) (108,675 ) Change in the Valuation allowance 52,647 108,675 Total Deferred Tax Expense $ - $ - Deferred income tax expense / (benefit) results primarily from the reversal of temporary timing differences between tax and financial statement income. |
Loss Per Share
Loss Per Share | 3 Months Ended |
Sep. 30, 2015 | |
Loss Per Share [Abstract] | |
LOSS PER SHARE | NOTE 7 — LOSS PER SHARE The following data shows the amounts used in computing loss per share and the effect on income and the weighted average number of shares of potential dilutive common stock for the three month period ended September 30, 2015, and 2014: For the Three Months Ended September 30, 2015 2014 Net (Loss) (350,302 ) (535,243 ) Weighted average number of common shares used in basic earnings per share 9,533,290 8,080,985 Effect of dilutive securities, stock options and warrants - - Weighted average number of common shares and potential dilutive common shares outstanding used in dilutive earnings per share 9,533,290 8,080,985 For the three months ended September 30, 2015 and 2014, the Company had no common stock equivalents. |
Stockholder's Equity
Stockholder's Equity | 3 Months Ended |
Sep. 30, 2015 | |
Stockholders' Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 8 — STOCKHOLDERS’ EQUITY Common Stock Common Stock Issuances — December 31, 2014, $2,000,000 in connection with a private offering of 400,000 shares of common stock at an offering price of $5.00 per share. During the year ended December 31, 2014, pursuant to the Company’s offering up to $12,000,000 (2,400,000 shares) of common stock at an offering price of $5.00 per share in an initial public offering pursuant to a registration statement effective on August 12, 2014 (the “Offering”), the Company sold 1,093,290 shares of common stock for gross proceeds of $5,466,450 less offering costs of $156,360. Share Exchange Agreement Reverse Acquisition In connection with the Offering, during the quarter ended September 30, 2014, the Company sold and issued an aggregate of 145,100 shares of common stock for aggregate gross proceeds of $725,500. On October 10, 2014, in connection with a closing of the Offering, the Company sold and issued 300,200 shares of common stock for aggregate gross proceeds of $1,501,000. In connection with the Offering, on October 23, 2014, the Company sold and issued 589,490 shares of common stock for aggregate gross proceeds of $2,947,450. Voting — Dividends — Liquidation Rights — |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 9 — COMMITMENTS AND CONTINGENCIES Shares held for non-consenting shareholders – Clinical Trial Agreements On April 28, 2015 the Company entered into a service agreement with Fondazione Giscad per la Ricerca sui Tumori to support Dandrit in a clinical trial to be conducted in Italy Patient Name Use Program Agreements Denmark Denmark On April 23, 2015, the Company entered into a collaboration agreement with Riyadh Pharma in Saudi Arabia to promote cooperation in the manufacturing and marketing of DanDrit's dendritic cell cancer vaccine. Manufacturing Agreements - On August 8, 2014, the Company entered into an agreement with Cellin Technologies for the manufacture of the Melanoma Cell Lysate. Food and Drug Administration (FDA) - Product liability - Employment Agreements - Contingencies Consulting Agreement |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Sep. 30, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 10 — RELATED PARTY TRANSACTIONS On July 10, 2015 the Company received a capital increase commitment on $1,000,000 from a shareholder of the Company. The commitment expires on July 10, 2016. At September 30, 2015 and 2014, the Company has various notes payable with shareholders of the Company (See Note 4). On March 27, 2014 the Company entered into an operating lease agreement for office space from a shareholder of the Company (See Note 5). During the three months ended September 30, 2015 and 2014, the Company paid the related party $0 and $8,938, respectively. During the three months ended September 30, 2015 and 2014, the Company paid $22,345 and $25,467, respectively, for medical consultancy services to JARO Holding ApS an entity owned by a director of the Company. In July, 2015 the Company paid DKK50.000 ($7,448) to Paseco ApS, an entity owned by a shareholder of the Company, for consultancy services provided in June 2015. During the three months ended September 30, 2015 and 2014, a law firm partially owned by the Company’s Chairman of the Board of Directors provided legal services of $8,193 and $58,839, respectively, to the Company. At September 30, 2015 the Company had a payable to the firm in the amount of $375,702. |
Subsequent Event
Subsequent Event | 3 Months Ended |
Sep. 30, 2015 | |
Subsequent Event [Abstract] | |
SUBSEQUENT EVENT | NOTE 11 — SUBSEQUENT EVENTS The Company’s management reviewed material events through November 12, 2015. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2015 | |
Summary of Significant Accounting Policies [Abstract] | |
Business and Basis of Presentation | Business and Basis of Presentation — DanDrit BioTech A/S, a Danish Corporation was incorporated on April 1, 2001 (“DanDrit Denmark”) and is treated as a wholly owned subsidiary of the Company. On February 12, 2014, pursuant to the terms and conditions of a Share Exchange Agreement (the "Share Exchange Agreement"), DanDrit USA acquired approximately 100% of the issued and outstanding capital stock of DanDrit BioTech A/S, a Danish corporation (“DanDrit Denmark”) and as a result became the parent of DanDrit Denmark (the “Share Exchange”). Prior to the Share Exchange there were 5,000,000 shares of the common stock, par value $.0001 per share (the “Common Stock”) of DanDrit Denmark’s parent company (the “Parent”) outstanding. The Parent and a shareholder agreed to cancel 4,400,000 shares of its common stock and issued 1,440,000 shares of common stock for legal and consulting services related to the Share Exchange and a future financing. At the time of the Share Exchange, the outstanding shares of the common stock of DanDrit Denmark were exchanged for 1.498842 shares of Parent’s common stock, for a total of 6,000,000 shares of common stock (including 185,053 shares of common stock reserved for issuance in accordance with Section 70 of the Danish Companies Act and the Articles of Association of DanDrit Denmark to the Non-Consenting Shareholders, deemed issued and outstanding for accounting purposes). Following the closing of the Share Exchange, DanDrit Biotech USA, Inc., the wholly owned subsidiary of the Company, merged with and into the Company, thereby changing the Company’s name to “DanDrit Biotech USA, Inc.” DanDrit Denmark engages in the research and development, manufacturing and clinical trials of pharmaceutical and biological products for the human treatment of cancer using the dendritic cell technology. |
Fiscal Year End | Fiscal Year End |
Reverse Acquisition | Reverse Acquisition including 185,053 shares of Common Stock reserved for issuance in accordance with Section 70 of the Danish Companies Act and the Articles of Association of DanDrit Denmark to the DanDrit Denmark shareholders who have not consented to the , and deemed issued and outstanding for accounting purposes |
Consolidation | Consolidation |
Functional Currency / Foreign currency translation | Functional Currency / Foreign currency translation |
Cash and Cash Equivalents | Cash and Cash Equivalents |
Property and Equipment | Property and Equipment |
Intangible Assets | Intangible Assets |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset to estimated undiscounted future cash flows expected to be generated by the asset. If the carrying amount of an asset exceeds its estimated undiscounted future cash flows, an impairment charge is recognized by the amount by which the carrying amount of the asset exceeds the fair value of the asset. Assets to be disposed of would be separately presented in the balance sheet and reported at the lower of the carrying amount or fair value less costs to sell, and would no longer be depreciated. The depreciable basis of assets that are impaired and continue in use is their respective fair values. |
Revenue Recognition and Sales | Revenue Recognition and Sales |
Value Added Tax | Value Added Tax — |
Research and Development Expenses | Research and Development Cost |
Income Taxes | Income Taxes |
Loss Per Share | Loss Per Share |
Fair Value of Financial Instruments | Fair Value of Financial Instruments ● Level 1. Observable inputs such as quoted prices in active markets for identical assets or liabilities; ● Level 2. Inputs, other than the quoted prices in active markets, that are observable either directly or indirectly; and ● Level 3. Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. Unless otherwise disclosed, the fair value of the Company’s financial instruments including cash, accounts receivable, prepaid expenses, investments, accounts payable, accrued expenses, capital lease obligations and notes payable approximates their recorded values due to their short-term maturities. |
Accounting Estimates | Accounting Estimates |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (FASB) issued a new standard to achieve a consistent application of revenue recognition within the U.S., resulting in a single revenue model to be applied by reporting companies under U.S. generally accepted accounting principles. Under the new model, recognition of revenue occurs when a customer obtains control of promised goods or services in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In addition, the new standard requires that reporting companies disclose the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers. On July 9, 2015, the FASB agreed to delay the effective date by one year. In accordance with the agreed upon delay, the new standard is effective for us beginning in the first quarter of 2018 and we expect to adopt it at that time. The new standard is required to be applied retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying it recognized at the date of initial application. We have not yet selected a transition method nor have we determined the impact of the new standard on our consolidated condensed financial statements. Other recent accounting pronouncements issued by the FASB did not or are not believed by management to have a material impact on the Company's present or future financial statements. |
Reclassification | Reclassification — |
Alleviated going concern | Alleviated going concern — |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Property and Equipment [Abstract] | |
Summary of property and equipment | Useful Life September 30, 2015 June 30, 2015 Lab equipment and instruments 4-6 $ 164,995 $ 164,778 Computer equipment 4-6 56,510 56,436 221,505 221,214 Less Accumulated Depreciation (221,505 ) (221,214 ) Net Property and Equipment $ - $ - |
Definite-Life Intangible Asse20
Definite-Life Intangible Assets (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Definite Life Intangible Assets [Abstract] | |
Schedule of finite-lived intangible assets, future amortization expense | Year ending June 30, 2016 $ 12,015 2017 16,006 2018 16,006 2019 16,006 2020 16,050 Thereafter 84,211 $ 160,294 |
Notes Payable - Related Party (
Notes Payable - Related Party (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Notes Payable - Related Party [Abstract] | |
Summary of notes payable to related parties | Sept. 30, 2015 June 30, 2015 Non-Interest Bearing Loan Payable Sunrise Financial Group Inc. $ 38,235 $ 38,235 Note Payable ML Group 17,523 17,500 6% Promissory Note payable to NLBDIT 2010 Enterprises, LLC 45,471 44,879 Total Notes Payable – Related Party 101,229 100,614 Less Current Maturities (101,229 ) (100,614 ) Note Payables – Related Party Long Term $ - $ - |
Schedule of future maturities of long-term debt | Year ending June 30, 2016 101,229 2017 - 2018 - 2019 - 2020 - Thereafter - 101,229 |
Income Taxes (Tables)
Income Taxes (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Income Taxes [Abstract] | |
Summary of deferred tax asset (liabilities) | Sept. 30, 2015 June 30, 2015 Excess of Tax over book depreciation Fixed assets $ 10,240 $ 10,240 Excess of Tax over book depreciation Patents 5,560 5,560 Net Operating Loss Carry forward 2,413,369 2,535,177 Valuation Allowance (2,429,169 ) (2,550,977 ) Total Deferred Tax Asset (Liabilities) $ - $ - |
Reconciliation of income tax expense at the federal statutory rate | September 30, 2015 September 30, 2014 Computed Tax at Expected Statutory Rate $ (127,233 ) $ (181,266 ) Non-US Income Taxed at Different Rates 41,760 74,699 Non-Deductable expenses - - Valuation allowance 61,560 108,675 Income Tax Expense $ (23,913 ) $ 2,108 |
Components of income tax expense (benefit) from continuing operations | 2015 2014 Current Tax Expense Danish Income Tax $ (23,913 ) $ 2,108 Total Current Tax Expense (23,913 ) 2,108 Deferred Income Tax Expense (Benefit) Excess of Tax over Book Depreciation Fixed Assets - - Excess of Tax over Book Depreciation Patents - - Net Operating Loss Carry forwards (52,647 ) (108,675 ) Change in the Valuation allowance 52,647 108,675 Total Deferred Tax Expense $ - $ - |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Loss Per Share [Abstract] | |
Schedule of weighted average number of shares of potential dilutive common stock | For the Three Months Ended September 30, 2015 2014 Net (Loss) (350,302 ) (535,243 ) Weighted average number of common shares used in basic earnings per share 9,533,290 8,080,985 Effect of dilutive securities, stock options and warrants - - Weighted average number of common shares and potential dilutive common shares outstanding used in dilutive earnings per share 9,533,290 8,080,985 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Details) - USD ($) | Jul. 10, 2015 | Jul. 10, 2015 | Feb. 12, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | Jun. 30, 2014 |
Summary of Significant Accounting Policies (Textual) | |||||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||||
Cash | $ 1,048,120 | $ 597,744 | $ 421,145 | $ 181,024 | |||
Property, plant and equipment, depreciation methods | Straight-line | ||||||
Useful Life | 6 years | ||||||
Common stock reserved for issuance | 185,053 | ||||||
Value added tax, percentage | 25.00% | ||||||
Value added tax paid to Danish and EU vendors | 25.00% | ||||||
Research and development expense | $ 101,759 | ||||||
Subsequent Event [Member] | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Capital increase commitment received expiration date | Jul. 10, 2016 | ||||||
Stockholders [Member] | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Capital increase commitment received | $ 1,000,000 | $ 1,000,000 | |||||
Capital increase commitment received expiration date | Jul. 10, 2016 | ||||||
Individual [Member] | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Capital increase commitment received | $ 1,000,000 | $ 1,000,000 | |||||
Common Stock [Member] | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Common stock, par value | $ 0.0001 | ||||||
Shares of parent common stock outstanding | 8,040,000 | ||||||
Common stock reserved for issuance | 185,053 | ||||||
Shares prior to share exchange agreement | 5,000,000 | ||||||
Share exchange agreement, acquisition percentage | 100.00% | ||||||
Share exchange agreement, shares held by consenting shareholders of company | 1.498842 | ||||||
Share exchange agreement, shares issued to parent company | 6,000,000 | ||||||
Share exchange agreement, number of shares cancellled | 4,400,000 | ||||||
Common shares issued for legal and consulting services | 1,440,000 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Jun. 30, 2015 | |
Property, Plant and Equipment [Line Items] | ||
Useful Life | 6 years | |
Gross Property and Equipment | $ 221,505 | $ 221,214 |
Less Accumulated Depreciation | $ (221,505) | $ (221,214) |
Net Property and Equipment | ||
Lab equipment and instruments [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross Property and Equipment | $ 164,995 | $ 164,778 |
Lab equipment and instruments [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life | 4 years | |
Lab equipment and instruments [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life | 6 years | |
Computer equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Gross Property and Equipment | $ 56,510 | $ 56,436 |
Computer equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life | 4 years | |
Computer equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life | 6 years |
Property and Equipment (Detai26
Property and Equipment (Details Textual) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Property and Equipment (Textual) | ||
Depreciation expense | $ 0 | $ 0 |
Definite-Life Intangible Asse27
Definite-Life Intangible Assets (Details) - USD ($) | Sep. 30, 2015 | Jun. 30, 2015 |
Definite Life Intangible Assets [Abstract] | ||
2,016 | $ 12,015 | |
2,017 | 16,006 | |
2,018 | 16,006 | |
2,019 | 16,006 | |
2,020 | 16,050 | |
Thereafter | 84,211 | |
Finite-Lived Intangible Assets, Net | $ 160,294 | $ 164,046 |
Definite-Life Intangible Asse28
Definite-Life Intangible Assets (Details Textual) - USD ($) | 3 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | |
Definite Life Intangible Assets (Textual) | |||
Definite Life Intangible Assets | $ 160,294 | $ 164,046 | |
Amortization expense | $ 3,937 | $ 4,726 |
Notes Payable - Related Party29
Notes Payable - Related Party (Details) - USD ($) | Sep. 30, 2015 | Jun. 30, 2015 |
Related Party Transaction [Line Items] | ||
Total Notes Payable - Related Party | $ 101,229 | $ 100,614 |
Less Current Maturities | $ (101,229) | $ (100,614) |
Note Payables - Related Party Long Term | ||
Non Interest Bearing Loan Payable Sunrise Financial Group Inc [Member] | ||
Related Party Transaction [Line Items] | ||
Total Notes Payable - Related Party | $ 38,235 | $ 38,235 |
Note Payable ML Group [Member] | ||
Related Party Transaction [Line Items] | ||
Total Notes Payable - Related Party | 17,523 | 17,500 |
6% Promissory Note payable to NLBDIT 2010 Enterprises, LLC [Member] | ||
Related Party Transaction [Line Items] | ||
Total Notes Payable - Related Party | $ 45,471 | $ 44,879 |
Notes Payable - Related Party30
Notes Payable - Related Party (Details 1) - USD ($) | Sep. 30, 2015 | Jun. 30, 2015 |
Notes Payable - Related Party [Abstract] | ||
2,016 | $ 101,229 | |
2,017 | ||
2,018 | ||
2,019 | ||
2,020 | ||
Thereafter | ||
Total | $ 101,229 | $ 100,614 |
Notes Payable - Related Party31
Notes Payable - Related Party (Details Textual) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Notes Payable - Related Party [Textual] | ||
Loans payable | $ 38,235 | |
Unsecured loan, outstanding | 45,471 | $ 42,753 |
Interest expense, borrowing loans | $ 592 | $ 213 |
Leases (Details)
Leases (Details) | 1 Months Ended | 3 Months Ended | ||||
Mar. 25, 2015USD ($) | Mar. 27, 2014USD ($) | Mar. 27, 2014DKK | Sep. 30, 2015USD ($) | Sep. 30, 2015DKK | Sep. 30, 2014USD ($) | |
Leases (Textual) | ||||||
Rental payments for Operating Leases | $ 3,940 | $ 25,752 | ||||
Lab space [Member] | ||||||
Leases (Textual) | ||||||
Rental payments for Operating Leases | $ 938 | DKK 6,300 | ||||
Office space [Member] | ||||||
Leases (Textual) | ||||||
Rental payments for Operating Leases | $ 2,979 | DKK 20,000 | ||||
Operating lease agreement, Description | The lease was terminated on May 31, 2015 | The lease was terminated on May 31, 2015 | ||||
Virtual office [Member] | ||||||
Leases (Textual) | ||||||
Rental payments for Operating Leases | $ 375 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | Sep. 30, 2015 | Jun. 30, 2015 |
Income Taxes [Abstract] | ||
Excess of Tax over book depreciation Fixed assets | $ 10,240 | $ 10,240 |
Excess of Tax over book depreciation Patents | 5,560 | 5,560 |
Net Operating Loss Carry forward | 2,413,369 | 2,535,177 |
Valuation Allowance | $ (2,429,169) | $ (2,550,977) |
Total Deferred Tax Asset (Liabilities) |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Income Taxes [Abstract] | ||
Computed Tax at Expected Statutory Rate | $ (127,233) | $ (181,266) |
Non-US Income Taxed at Different Rates | $ 41,760 | $ 74,699 |
Non-Deductable expenses | ||
Valuation allowance | $ 61,560 | $ 108,675 |
Income Tax Expense (Benefit) | $ (23,913) | $ 2,108 |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Current Tax Expense | ||
Danish Income Tax | $ (23,913) | $ 2,108 |
Total Current Tax Expense | $ (23,913) | $ 2,108 |
Deferred Income Tax Expense (Benefit) | ||
Excess of Tax over Book Depreciation Fixed Assets | ||
Excess of Tax over Book Depreciation Patents | ||
Net Operating Loss Carry forwards | $ (52,647) | $ (108,675) |
Change in the Valuation allowance | $ 52,647 | $ 108,675 |
Total Deferred Tax Expense |
Income Taxes (Details Textual)
Income Taxes (Details Textual) | 3 Months Ended |
Sep. 30, 2015USD ($) | |
Danish Tax [Member] | |
Income Taxes (Textual) | |
Net operating loss carry-forwards | $ 10,311,877 |
Estimated effective tax rate, Danish tax purpose | 22.00% |
Estimated effective tax rate in amount | $ 2,268,613 |
U.S. Federal Tax | |
Income Taxes (Textual) | |
Net operating loss carry-forwards | $ 425,753 |
Estimated effective tax rate, Federal tax purpose | 34.00% |
Estimated effective tax rate in amount | $ 144,756 |
Net operating loss carry-forwards expiration period | Jun. 30, 2034 |
Loss Per Share (Details)
Loss Per Share (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
LOSS PER SHARE | ||
NET (LOSS) | $ (350,302) | $ (535,243) |
Weighted average number of common shares used in basic earnings per share | 9,533,290 | 8,080,985 |
Effect of dilutive securities, stock options and warrants | ||
Weighted average number of common shares and potential dilutive common shares outstanding used in dilutive earnings per share | 9,533,290 | 8,080,985 |
Stockholder's Equity (Details)
Stockholder's Equity (Details) - USD ($) | Oct. 10, 2014 | Aug. 12, 2014 | Feb. 12, 2014 | Oct. 23, 2014 | Sep. 30, 2014 | Dec. 31, 2014 | Sep. 30, 2015 | Jun. 30, 2015 |
Class of Stock [Line Items] | ||||||||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||||||
Common stock, shares issued | 9,533,290 | 9,533,290 | ||||||
Common stock, shares outstanding | 9,533,290 | 9,533,290 | ||||||
Offering of common stock, shares | 300,200 | 589,490 | 145,100 | 889,690 | ||||
Proceeds from stock offering, net | $ 1,501,000 | $ 2,947,450 | $ 725,500 | |||||
Common stock reserved for issuance | 185,053 | |||||||
Initial public offering [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Offering of common stock, value | $ 156,360 | $ 12,000,000 | ||||||
Offering of common stock, shares | 2,400,000 | |||||||
Offering of common stock price per share | $ 5 | |||||||
Sale of stock common shares | 1,093,290 | |||||||
Proceeds from stock offering, net | $ 5,466,450 | |||||||
Private offering [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Offering of common stock, shares | 400,000 | |||||||
Offering of common stock price per share | $ 5 | |||||||
Gross proceeds from share issuance | $ 2,000,000 | |||||||
Common Stock [Member] | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock, par value | $ 0.0001 | |||||||
Common stock reserved for issuance | 185,053 | |||||||
Share exchange agreement, acquisition percentage | 100.00% | |||||||
Share exchange agreement number of share cancellation | 4,400,000 | |||||||
Exchanged shares of parent's common stock | 1.498842 | |||||||
Share exchange agreement, shares issued to parent company | 6,000,000 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - shares | Dec. 16, 2013 | Sep. 30, 2015 |
Commitments and Contingencies (Textual) | ||
Common stock reserved for issuance | 185,053 | |
Termination of agreement | 180 days | |
Payments for royalties period | 20 years |
Related Party Transactions (Det
Related Party Transactions (Details) | Jul. 10, 2015USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Jun. 30, 2015USD ($) | Jun. 30, 2015DKK |
Related Party Transactions (Textual) | |||||
Related party transactions amount | $ 0 | $ 8,938 | |||
Medical consultancy expense | 22,345 | 25,467 | |||
Legal expense | 8,193 | $ 58,839 | |||
Accounts payable - Related party | $ 375,702 | $ 366,035 | |||
Stockholders [Member] | |||||
Related Party Transactions (Textual) | |||||
Capital increase commitment received | $ 1,000,000 | ||||
Capital increase commitment received expiration date | Jul. 10, 2016 | ||||
Paseco Aps [Member] | |||||
Related Party Transactions (Textual) | |||||
Medical consultancy expense | $ 7,448 | DKK 50,000 |