Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2017 | Nov. 20, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | DanDrit Biotech USA, Inc. | |
Entity Central Index Key | 1,527,728 | |
Trading Symbol | DDRT | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q1 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock Shares Outstanding | 13,727,538 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Sep. 30, 2017 | Jun. 30, 2017 |
CURRENT ASSETS: | ||
Cash | $ 2,944,659 | $ 3,941,712 |
Other Receivables | 181,236 | 223,777 |
Prepaid Expenses | 35,560 | 33,391 |
Total Current Assets | 3,161,455 | 4,198,880 |
PROPERTY AND EQUIPMENT, Net accumulated Depreciation | ||
OTHER ASSETS | ||
Definite life intangible assets | 124,699 | 124,393 |
Deposits | 2,833 | 2,739 |
Loan Receivable | 422,340 | 196,140 |
Total Other Assets | 549,872 | 323,272 |
TOTAL ASSETS | 3,711,327 | 4,522,152 |
CURRENT LIABILITIES: | ||
Notes Payable - Related Party, current portion | 88,408 | 1,688,171 |
Accounts Payable-trade | 209,875 | 434,973 |
Accounts Payable - Related Party | 235,000 | 235,000 |
Convertible notes payable - related party, (net of discounts of $77,622 and $11,997 respectively) | 407,562 | 401,673 |
Accrued Expenses | 10,603 | 229,601 |
Total Current Liabilities | 951,448 | 2,989,418 |
Total Liabilities | 951,448 | 2,989,418 |
STOCKHOLDER'S EQUITY: | ||
Preferred stock, $0.0001 par value; 10,000,000 shares authorized; no shares issued and outstanding | ||
Common stock, par value $0.0001, 100,000,000 shares authorized, 13,727,538, and 12,433,290 issued and outstanding at September 30, 2017 and June 30, 2017, respectively | 1,373 | 1,243 |
Additional paid-in capital | 31,330,154 | 29,872,183 |
Accumulated Deficit | (28,669,299) | (28,693,524) |
Other comprehensive income, net | 97,651 | 352,832 |
Total Stockholder's Equity | 2,759,879 | 1,532,734 |
TOTAL LIABILITIES AND STOCKHOLDER'S EQUITY | $ 3,711,327 | $ 4,522,152 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Sep. 30, 2017 | Jun. 30, 2017 |
Balance Sheets [Abstract] | ||
Convertible notes payable-related party, net of discounts | $ 77,622 | $ 11,997 |
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 | 13,727,538 | 12,433,290 |
Common stock, shares outstanding | 13,727,538 | 12,433,290 |
Consolidated Statement of Opera
Consolidated Statement of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Operations [Abstract] | ||
Revenues | ||
Cost of Goods Sold | ||
Gross profit (Loss) | ||
Operating Expenses | ||
General and Administrative Expenses | 288,123 | 204,951 |
Non-cash compensation expenses | 112,837 | 626,487 |
Research and Development Expenses | 153,652 | 17,104 |
Depreciation and Amortization | 3,946 | 3,749 |
Consulting Expenses | 67,210 | |
Total Operating Expense | 625,768 | 852,291 |
(LOSS) FROM OPERATIONS | (625,768) | (852,291) |
Other Income (Expense) | ||
Interest (Expense) | (177) | (1,017) |
Interest (expense) - Related Party | (592) | (3,464) |
Gain (Loss) on Currency Transactions | 387,409 | 23,084 |
Interest and Other Income | 8,715 | |
Total Other Income (Expense) | 395,355 | 18,603 |
(Loss) Before Income Taxes | (230,413) | (833,688) |
Income Tax Expense (Benefit) | (4,638) | (40,507) |
NET (LOSS) | $ (225,775) | $ (793,181) |
BASIC AND DILUTED LOSS PER SHARE | $ (0.02) | $ (0.08) |
WEIGHTED AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND DILUTED | 12,685,832 | 9,533,290 |
Statements of Other Comprehensi
Statements of Other Comprehensive Loss (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Statements of Other Comprehensive Loss [Abstract] | ||
Net Loss | $ (225,775) | $ (793,181) |
Currency Translation, Net of Taxes | (255,181) | (25,588) |
Other Comprehensive Loss | $ (480,956) | $ (818,769) |
Consolidated Statement of Cash
Consolidated Statement of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Statement of Cash Flows [Abstract] | ||
NET (LOSS) | $ (225,775) | $ (793,181) |
ADJUSTMENT TO RECONCILE NET LOSS TO NET CASH USED IN OPERATING ACTIVITIES: | ||
Depreciation and Amortization | 3,946 | 3,749 |
Non-cash compensation | 112,837 | 626,487 |
Accrued Interest on Notes Payable - Related Party | 592 | 592 |
Accretion of discount on notes payable | 5,297 | 3,404 |
CHANGES IN ASSETS AND LIABILITIES: | ||
(Increase) Decrease in Other Receivables | 42,541 | (51,034) |
(Increase) Decrease in Prepaid Expenses/Deposits | (2,263) | 7,248 |
Increase (Decrease) in Accounts Payable | (225,098) | (133,728) |
Increase (Decrease) in Accounts Payable - Related Party | 361 | |
Increase (Decrease) in Accrued Expenses | (218,998) | 9,606 |
Total Adjustments | (281,146) | 466,685 |
NET CASH USED IN OPERATING ACTIVITIES | (506,921) | (326,496) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Net (Increase) Decrease in Note Receivables | (226,200) | |
NET CASH USED BY INVESTING ACTIVITIES | (226,200) | |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Payments on Notes Payable - Related Party | (1,559,763) | 138,070 |
Proceeds from Notes Payables | 222,830 | |
Proceeds from Stock Issuances | 1,595,264 | |
NET CASH PROVIDED BY (USED BY) FINANCING ACTIVITIES | (4,499) | 360,900 |
Gain (Loss) on Currency Translation | (259,433) | (26,097) |
NET INCREASE (DECREASE) IN CASH | (997,053) | 8,307 |
CASH, BEGINNING OF PERIOD | 3,941,712 | 23,368 |
CASH, END OF PERIOD | 2,944,659 | 31,675 |
Cash paid during the periods for: | ||
Interest | ||
Income Taxes | ||
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING ACTIVITIES | ||
Imputed interest on Non-interest bearing Convertible Notes Payable | 14,402 | |
Beneficial Conversion Feature of Convertible Notes Payable | 17,293 | |
Compensation for the issuance of stock options to the CEO and the Board | $ 112,837 | $ 626,487 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2017 | |
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, 2017 and 2016 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, 2017 audited financial statements. The results of operations for the periods ended September 30, 2017 and 2016 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 a 96.92% owned subsidiary of the Company. The Company engages in the research and development, manufacturing and clinical trials of pharmaceutical and biological products for the human treatment of cancer. Year End Share Exchange / Reverse Acquisition Consolidation 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 Expenses Our research and development expenses may fluctuate substantially from quarter to quarter depending on the clinical studies and the timing of samples supporting the clinical studies. 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. Stock Options and Warrants - Stock-Based Compensation - The Company follows ASC Topic 505 - 50, formerly EITF 96-18, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services,” for stock options and warrants issued to consultants and other non-employees. In accordance with ASC Topic 505-50, these stock options and warrants issued as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the option or warrant, whichever can be more clearly determined. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital over the period during which services are rendered. Accounting Estimates Recently Issued Accounting Standards: In February 2016, the FASB issued ASU No. 2016-02 - Leases (Topic 842), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either financing or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The standard is effective on January 1, 2019, however early adoption is permitted. The Company is in the process of evaluating the impact of this new guidance. 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. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Sep. 30, 2017 | |
Property and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 2 — PROPERTY AND EQUIPMENT Property and equipment consisted of the following at September 30, 2017 and June 30, 2017: Useful Life September 30, June 30, Lab equipment and instruments 4-6 $ 174,417 $ 168,627 Computer equipment 4-6 59,737 57,754 234,154 226,381 Less Accumulated Depreciation (234,154 ) (226,381 ) Net Property and Equipment $ - $ - Depreciation expense amounted to $0 and $0 for the three month period ended September 30, 2017 and 2016, respectively. |
Definite-Life Intangible Assets
Definite-Life Intangible Assets | 3 Months Ended |
Sep. 30, 2017 | |
Definite-Life Intangible Assets [Abstract] | |
DEFINITE-LIFE INTANGIBLE ASSETS | NOTE 3 — DEFINITE-LIFE INTANGIBLE ASSETS At September 30, 2017 and June 30, 2017, definite-life intangible assets, net of accumulated amortization, consisted of patents on the Company’s products and processes of $124,699 and $124,393, 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, 2017 and 2016 was $3,946 and $3,749, respectively. Expected future amortization expense for the years ended are as follows: Year ending June 30, 2018 15,784 2019 15,784 2020 15,784 2021 15,784 2022 15,784 Thereafter 45,779 $ 124,699 |
Note Receivable
Note Receivable | 3 Months Ended |
Sep. 30, 2017 | |
Note Receivable [Abstract] | |
NOTE RECEIVABLE | NOTE 4 — NOTE RECEIVABLE On July 14, 2017, the Company agreed to loan to a biopharmaceutical company up to $500,000 in exchange for a promissory note executed by the Company. The note matures on July 13, 2020, bears interest of 5% per annum and can be repaid early without penalty. The Company may accelerate payment under the note upon certain events of default provided therein, whereby all amounts owed will become immediately due and payable. The loan is a long-term debt obligation as defined in Item 303(a)(5)(ii)(A) of Regulation S-K that is material to the Company. As of September 30, 2017, the Company has loaned $422,340 under the note with up to an additional $77,660 available to be lent. The following represents the future maturities of long-term receivables as of September 30, 2017: Year ending September 30, 2018 - 2019 - 2020 422,340 2021 - 2022 - Thereafter - $ 422,340 |
Notes Payable - Related Party
Notes Payable - Related Party | 3 Months Ended |
Sep. 30, 2017 | |
Notes Payable - Related Party [Abstract] | |
NOTES PAYABLE - RELATED PARTY | NOTE 5 — NOTES PAYABLE – RELATED PARTY Notes payable to related parties consists of the following as of September 30, 2017 and June 30, 2017: September 30, June 30, Non-Interest Bearing Loan Payable Sunrise Financial Group Inc. $ 38,235 $ 38,235 Advances to purchase common shares in connection with a private placement - 1,600,355 6% Promissory Note payable to NLBDIT 2010 Enterprises, LLC 50,173 49,581 Total Notes Payable – Related Party 88,408 1,688,171 Less Current Maturities (88,408 ) (1,688,171 ) Note Payables – Related Party Long Term $ - $ - As of September 30, 2017, the outstanding balance of $38,235 for professional fees paid by a shareholder and amounts advanced to the Parent are reported as notes payable - related party. The $38,235 in notes payable were acquired in the reverse acquisition. The amounts are unsecured, non-interest bearing and have no stipulated repayment terms. A 6% promissory note payable 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 June 30, 2017, and 2016, the outstanding balance on such note, including accrued interest, was $50,173 and $47,233, respectively. During the three months ended June 30, 2017 and 2016 the Company recorded related party interest on the note of $592 and $592, respectively. |
Convertible Notes Payable - Rel
Convertible Notes Payable - Related Party | 3 Months Ended |
Sep. 30, 2017 | |
Convertible Notes Payable - Related Party [Abstract] | |
CONVERTIBLE NOTES PAYABLE - RELATED PARTY | NOTE 6 — CONVERTIBLE NOTES PAYABLE – RELATED PARTY Convertible notes payable to related parties consisted of the following as of September 30, 2017 and June 30, 2017: September 30, June 30, Non-Interest Bearing Notes Payable to a Shareholder $ 120,300 $ 120,300 Non-Interest Bearing Notes Payable to a Former Director and Shareholder 240,600 240,600 Non-Interest Bearing Notes Payable to a Former Director and Shareholder 52,770 52,770 Less Discount (11,997 ) (11,997 ) Total Convertible Notes Payable – Related Party 401,673 $ 401,673 Less Current Maturities (401,673 ) (401,673 ) Net Convertible Note Payables – Related Party Long Term $ - - The following represents the future maturities of short-term debt as of September 30, 2017: September 30, 2017 2018 413,670 2019 - 2020 - 2021 - 2022 - Thereafter - 413,670 On July 1, 2016, the Company entered into a non-interest bearing convertible note for $60,150 with a shareholder of the Company (the “July 1 Note”). The July 1 Note matures on December 31, 2017 and was originally convertible into shares of Common Stock at $2.00 per share (see Note 11). As the Common Stock was trading at $2.50 on July 1, 2016, the Company bifurcated the intrinsic value of the beneficial conversion feature and recorded a discount of $15,038. As the July 1 Note is non-interest bearing, the Company imputed the interest at 3% and further recorded a discount of $2,639. The interest is being amortized to expense using the effective interest method through the December 31, 2017 maturity. For the three months ended September 30, 2017 and September 30, 2016, interest expense of $3,219 and $2,527, respectively, was recorded for the amortization of the discount. On July 19, 2016, the Company entered into a non-interest bearing convertible note for $60,150 with a shareholder of the Company (the “July 19 Note”). The July 19 Note matures on December 31, 2017 and was originally convertible into shares of Common Stock at $2.00 per share (see Note 11). As the July 19 Note is non-interest bearing, the Company imputed the interest at 3% and further recorded a discount of $2,555. The interest will be amortized to expense using the effective interest method through the December 31, 2017 maturity. For the three months ended September 30, 2017 and September 30, 2016, interest expense of $448 and $346, respectively, was recorded for the amortization of the discount. On August 24, 2016, the Company entered into a non-interest bearing convertible note for $90,225 . The was later acquired by an entity controlled by a then board member and shareholder of the Company. The had a maturity date of December 31, 2017 and was originally convertible into shares of Common Stock at $2.00 per share . As the Common Stock was trading at $2.05 on August 24, 2016, the Company bifurcated the intrinsic value of the beneficial conversion feature and recorded a discount of $2,256. As the was non-interest bearing, the Company imputed the interest at 3% and further recorded a discount of $3,577. Interest is amortized to expense using the effective interest method through maturity. For three months ended September 30, 2017 and September 30, 2016, interest expense of $1,102 and $425, respectively, was recorded for the amortization of the discount. On September 21, 2016 the Company entered into a non-interest bearing convertible note for $150,375 with a shareholder of the Company (the “September 21 Note”). The was later acquired by an entity controlled by a then board member and shareholder of the Company On March 9, 2017, the Company entered into a non-interest bearing convertible note for $52,770 with an entity controlled by shareholder and former board member of the Company . The note was originally convertible into shares of Common Stock at $2.00 per share (See Note 11), and had an original maturity date of June 30, 2017 . As the note is non-interest bearing the Company imputed the interest at 3% and further recorded a discount of $486. The interest will be amortized to expense using the effective interest method through the June 30, 2017 maturity. |
Leases
Leases | 3 Months Ended |
Sep. 30, 2017 | |
Leases [Abstract] | |
LEASES | NOTE 7 — LEASES Operating Leases The Company has an agreement for use of virtual office space at a rate of $450 per month on a month-to-month basis, which can be terminated by either party on one month’s notice. This lease terminates November 30, 2017. For the three months ended September 30, 2017 and September 30, 2016 the lease expense charged to operations was $1,450 and $1,395, respectively. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Sep. 30, 2017 | |
Stockholders' Equity [Abstract] | |
STOCKHOLDERS' EQUITY | NOTE 8 — STOCKHOLDERS’ EQUITY Common Stock Voting — Dividends — Liquidation Rights — Common Stock Issuances On June 9, 2017, the Company issued 200,000 common shares valued at $240,000 in connection with a consulting agreement at $1.20 per share. On July 12, 2017, the Company completed a private placement offering of 1,231,561 Units for total proceeds to the Company of $1,601,029. On August 30, 2017, the Company issued 62,687 shares to the CEO and recorded non-cash compensation expense of $112,837 with a cost basis of $1.80. Share Exchange Agreement Reverse Acquisition Stock Options — The Company recognizes compensation costs for stock option awards to employees based on their grant-date fair value. The value of each stock option is estimated on the date of grant using the Black-Scholes option-pricing model. The weighted-average assumptions used to estimate the fair values of the stock options granted during 2016 using the Black-Scholes option-pricing model are as follows: DanDrit Biotech USA, Inc. Expected term (in years) 3.29 Volatility 189.65 % Risk free interest rate 0.87 % Dividend yield 0 % The Company recognized stock based compensation expense related to the options of $0 and $626,487 for the three months ended September 30, 2017 and September 30, 2016, respectively. At September 30, 2017 and September 30, 2016, the Company had approximately $0 of unrecognized compensation cost related to non-vested options. A summary of the status of the options originally issued to an officer and two (now former) directors outstanding at September 30, 2017 is presented below: Options Outstanding Options Exercisable Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price $ 2.00 900,000 2.25 $ 2.00 900,000 $ 2.00 Total 900,000 2.25 $ 2.00 900,000 $ 2.00 A summary of the status of the options at September 30, 2017, and changes during the period are presented below: September 30, 2017 Shares Weighted Average Exercise Price Average Remaining Life Weighted Average Intrinsic Value Outstanding at beginning of period 900,000 $ 2.00 2.25 $ 675,000 Granted - - - - Exercised - - - - Forfeited - - - - Expired - - - - Outstanding at end of period 900,000 $ 2.00 2.25 $ 675,000 Vested and expected to vest 900,000 $ 2.00 2.25 $ 675,000 Exercisable end of period 900,000 $ 2.00 2.25 $ 675,000 At September 30, 2017, all options issued are exercisable. The total intrinsic value of options at September 30, 2017 was $675,000. Intrinsic value is measured using the fair market value at the date of exercise (for shares exercised) or at September 30, 2017 (for outstanding options), less the applicable exercise price. Common Stock Purchase Warrants A summary of the status of common shares which can be purchased underlying the warrants outstanding at September 30, 2017 is presented below: Equivalent Shares Underlying Warrants Outstanding Equivalent Shares Exercisable Exercise Prices Equivalent Shares Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price $ 1.30 5,500,000 4.6 $ 1.30 5,500,000 $ 1.30 $ 1.30 2,463,122 4.3 $ 1.30 2,463,122 $ 1.30 Total 7,963,122 4.5 $ 1.30 7,963,122 $ 1.30 At September 30, 2017, the Company had 0 non-vested warrants. On April 21, 2017, the Company recorded non-cash compensation expense of $115,754 related to the 100,000 warrants issued for consulting services. The warrants were valued using the Black-Scholes option pricing model using the following assumptions 5 year expected term, 188% volatility, 1.77% risk free interest rate and 0% dividend yield. The exercise price of certain warrants and the number of shares underlying the warrants are subject to adjustment for stock dividends, subdivisions of the outstanding shares of Common Stock and combinations of the outstanding shares of Common Stock. For so long as the warrants remain outstanding, we are required to keep reserved from our authorized and unissued shares of Common Stock a sufficient number of shares to provide for the issuance of the shares underlying the warrants. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2017 | |
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 RicercasuiTumori to support Dandrit in a clinical trial to be conducted in Italy. Patient Name Use Program Agreements 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 |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 10 — RELATED PARTY TRANSACTIONS At September 30, 2017, and September 30, 2016, the Company had a payable to a law firm at which the former Chairman of the Board of Directors was a partner in the amount of $0 and $97,718, respectively. On July 1, 2016, the Company entered into a financial services agreement with APE Invest AS (an entity owned by a former director of the Company) for consultancy services related to the Company raising additional equity financing in the US and Danish capital markets. The agreement called for a monthly payment of $20,000 with a $100,000 retainer payment due November 1, 2016. The agreement was terminated June 9, 2017. On September 15, 2016, the Company recorded $626,487 in non-cash compensation for the grant of 900,000 stock options to employees, officers, and directors of the Company, which shall be fully vested upon grant, to purchase shares of Common Stock at $2.00 per share, and expire December 31, 2019. The options contain certain anti-dilution provisions. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 11 — SUBSEQUENT EVENTS In accordance with ASC 855-10, Company management reviewed all material events through the date of this report. The following material subsequent events occurred: Between July 1, 2016 and March 9, 2017, the Company entered into the 2016/2017 Notes with shareholders of the Company, one of whom is a former director of the Company (see Note 6). On October 31, 2017, the Company executed amendments to the 2016/2017 Notes and issued replacement notes to the current holders of such notes. The 2016/2017 Notes, as amended, are convertible into shares of Common Stock at $1.60 per share and mature on December 31, 2017. The holder of the August 24 Note, as amended and the September 21 Note, as amended, provided the Company with a notice of conversion to convert such notes to 150,374 shares of Common Stock. On October 9, 2017, the Board of Directors of the Company accepted the amicable resignation of Torben Bjørn Christensen as a director of the Company and appointed Henrik Grønfeldt-Sørensen to replace Mr. Christensen as a director. On October 13, 2017, the Company and two former directors of the Company agreed that the right of each to purchase 300,000 shares of the Company’s common stock at a strike price of $2.00 per share pursuant to the September 16 Grants would be treated as warrants on terms materially identical to the September 2016 Grants. The Board subsequently approved such treatment and the issuance of warrants to evidence the September 16 Grants to such directors. On November 13, 2017, the Company entered into a Lease Agreement (the “Lease Agreement”) for a term of five years and two months (the “Term”) with Plaza Medical Office Building, LLC, a California Limited Liability Company (the “Landlord”), as landlord, pursuant to which the Company agreed to lease from the Landlord certain premises (the “Leased Premises”) located in Los Angeles, to be used as the Company’s head office. The Leased Premises consist of approximately 2,325 rentable square feet. The base rent for the Leased Premises increases by 3% each year over the Term, and ranges from approximately $8,718.75 per month for the first year to $10,107.42 per month for the two months of the sixth year. The Company is entitled to $70,800 in tenant improvement allowance in the form of free rent applied over 10 months in equal installments beginning in January of 2018. |
Summary of Significant Accoun18
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2017 | |
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 a 96.92% owned subsidiary of the Company. The Company engages in the research and development, manufacturing and clinical trials of pharmaceutical and biological products for the human treatment of cancer. |
Year End | Year End |
Share Exchange / Reverse Acquisition | Share Exchange / Reverse Acquisition |
Consolidation | 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 Expenses Our research and development expenses may fluctuate substantially from quarter to quarter depending on the clinical studies and the timing of samples supporting the clinical studies. |
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. |
Stock Options and Warrants | Stock Options and Warrants - |
Stock-Based Compensation | Stock-Based Compensation - The Company follows ASC Topic 505 - 50, formerly EITF 96-18, “Accounting for Equity Instruments that are Issued to Other than Employees for Acquiring, or in Conjunction with Selling Goods and Services,” for stock options and warrants issued to consultants and other non-employees. In accordance with ASC Topic 505-50, these stock options and warrants issued as compensation for services provided to the Company are accounted for based upon the fair value of the services provided or the estimated fair market value of the option or warrant, whichever can be more clearly determined. The fair value of the equity instrument is charged directly to compensation expense and additional paid-in capital over the period during which services are rendered. |
Accounting Estimates | Accounting Estimates |
Recently Issued Accounting Standards | Recently Issued Accounting Standards: In February 2016, the FASB issued ASU No. 2016-02 - Leases (Topic 842), which sets out the principles for the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e. lessees and lessors). The new standard requires lessees to apply a dual approach, classifying leases as either financing or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term of greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for similar to existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The standard is effective on January 1, 2019, however early adoption is permitted. The Company is in the process of evaluating the impact of this new guidance. 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. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Property and Equipment [Abstract] | |
Summary of property and equipment | Useful Life September 30, June 30, Lab equipment and instruments 4-6 $ 174,417 $ 168,627 Computer equipment 4-6 59,737 57,754 234,154 226,381 Less Accumulated Depreciation (234,154 ) (226,381 ) Net Property and Equipment $ - $ - |
Definite-Life Intangible Asse20
Definite-Life Intangible Assets (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Definite-Life Intangible Assets [Abstract] | |
Schedule of expected future amortization expense | Year ending June 30, 2018 15,784 2019 15,784 2020 15,784 2021 15,784 2022 15,784 Thereafter 45,779 $ 124,699 |
Note Receivable (Tables)
Note Receivable (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Note Receivable [Abstract] | |
Schedule of future maturities of long-term receivables | Year ending September 30, 2018 - 2019 - 2020 422,340 2021 - 2022 - Thereafter - $ 422,340 |
Notes Payable - Related Party (
Notes Payable - Related Party (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Notes Payable - Related Party [Abstract] | |
Summary of notes payable to related parties | September 30, June 30, Non-Interest Bearing Loan Payable Sunrise Financial Group Inc. $ 38,235 $ 38,235 Advances to purchase common shares in connection with a private placement - 1,600,355 6% Promissory Note payable to NLBDIT 2010 Enterprises, LLC 50,173 49,581 Total Notes Payable – Related Party 88,408 1,688,171 Less Current Maturities (88,408 ) (1,688,171 ) Note Payables – Related Party Long Term $ - $ - |
Convertible Notes Payable - R23
Convertible Notes Payable - Related Party (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Convertible Notes Payable - Related Party [Abstract] | |
Schedule of convertible notes payable to related parties | September 30, June 30, Non-Interest Bearing Notes Payable to a Shareholder $ 120,300 $ 120,300 Non-Interest Bearing Notes Payable to a Former Director and Shareholder 240,600 240,600 Non-Interest Bearing Notes Payable to a Former Director and Shareholder 52,770 52,770 Less Discount (11,997 ) (11,997 ) Total Convertible Notes Payable – Related Party 401,673 $ 401,673 Less Current Maturities (401,673 ) (401,673 ) Net Convertible Note Payables – Related Party Long Term $ - - |
Schedule of future maturities of short-term debt | September 30, 2017 2018 413,670 2019 - 2020 - 2021 - 2022 - Thereafter - 413,670 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Sep. 30, 2017 | |
Stockholders' Equity [Abstract] | |
Summary of weighted-average assumptions used to estimate the fair values of the stock options granted using the Black-Scholes option-pricing model | DanDrit Biotech USA, Inc. Expected term (in years) 3.29 Volatility 189.65 % Risk free interest rate 0.87 % Dividend yield 0 % |
Summary of stock options outstanding | Options Outstanding Options Exercisable Exercise Prices Number Outstanding Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price $ 2.00 900,000 2.25 $ 2.00 900,000 $ 2.00 Total 900,000 2.25 $ 2.00 900,000 $ 2.00 |
Summary of stock option activity | September 30, 2017 Shares Weighted Average Exercise Price Average Remaining Life Weighted Average Intrinsic Value Outstanding at beginning of period 900,000 $ 2.00 2.25 $ 675,000 Granted - - - - Exercised - - - - Forfeited - - - - Expired - - - - Outstanding at end of period 900,000 $ 2.00 2.25 $ 675,000 Vested and expected to vest 900,000 $ 2.00 2.25 $ 675,000 Exercisable end of period 900,000 $ 2.00 2.25 $ 675,000 |
Summary of common stock shares purchased underlying the warrants outstanding | Equivalent Shares Underlying Warrants Outstanding Equivalent Shares Exercisable Exercise Prices Equivalent Shares Weighted Average Remaining Contractual Life (years) Weighted Average Exercise Price Number Exercisable Weighted Average Exercise Price $ 1.30 5,500,000 4.6 $ 1.30 5,500,000 $ 1.30 $ 1.30 2,463,122 4.3 $ 1.30 2,463,122 $ 1.30 Total 7,963,122 4.5 $ 1.30 7,963,122 $ 1.30 |
Summary of Significant Accoun25
Summary of Significant Accounting Policies (Details) - USD ($) | Feb. 12, 2014 | Sep. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Apr. 01, 2001 |
Summary of Significant Accounting Policies (Textual) | ||||||
Ownership percentage of subsidiary | 96.92% | |||||
Cash held in financial institutions | $ 2,444,659 | $ 0 | ||||
Common stock, par value | $ 0.0001 | $ 0.0001 | ||||
Property plant and equipment estimated useful lives, Description | Depreciation is computed for financial statement purposes on a straight-line basis over the estimated useful lives of the assets which range from four to nine 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 | $ 153,652 | 17,104 | ||||
Shares prior to share exchange agreement | 123,464 | |||||
Share exchange agreement, acquisition percentage | 3.08% | |||||
Share exchange outstanding share of common stock | 185,053 | |||||
Share exchange agreement, shares issued to parent company | 123,464 | |||||
Non-cash compensation | 112,837 | 626,487 | ||||
Recognized tax benefit | $ (4,638) | $ (40,507) | ||||
Amortized the patents on a straight line basis over the estimated useful life | 20 years | |||||
Employees and consultants [Member] | ||||||
Summary of Significant Accounting Policies (Textual) | ||||||
Non-cash compensation | $ 0 | $ 626,487 | ||||
Recognized tax benefit | $ 0 | $ 0 | ||||
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 outstanding share of common stock | 1.498842 | |||||
Share exchange agreement, shares issued to parent company | 6,000,000 | |||||
Share exchange agreement, number of shares cancelled | 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, 2017 | Jun. 30, 2017 | |
Summary of property and equipment | ||
Gross Property and Equipment | $ 234,154 | $ 226,381 |
Less Accumulated Depreciation | (234,154) | (226,381) |
Net Property and Equipment | ||
Lab equipment and instruments [Member] | ||
Summary of property and equipment | ||
Gross Property and Equipment | $ 174,417 | 168,627 |
Lab equipment and instruments [Member] | Minimum [Member] | ||
Summary of property and equipment | ||
Useful Life | 4 years | |
Lab equipment and instruments [Member] | Maximum [Member] | ||
Summary of property and equipment | ||
Useful Life | 6 years | |
Computer equipment [Member] | ||
Summary of property and equipment | ||
Gross Property and Equipment | $ 59,737 | $ 57,754 |
Computer equipment [Member] | Minimum [Member] | ||
Summary of property and equipment | ||
Useful Life | 4 years | |
Computer equipment [Member] | Maximum [Member] | ||
Summary of property and equipment | ||
Useful Life | 6 years |
Property and Equipment (Detai27
Property and Equipment (Details Textual) - USD ($) | 3 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Property and Equipment (Textual) | ||
Depreciation expense | $ 0 | $ 0 |
Definite-Life Intangible Asse28
Definite-Life Intangible Assets (Details) - USD ($) | Sep. 30, 2017 | Jun. 30, 2017 |
Schedule of expected future amortization expense | ||
2,018 | $ 15,784 | |
2,019 | 15,784 | |
2,020 | 15,784 | |
2,021 | 15,784 | |
2,022 | 15,784 | |
Thereafter | 45,779 | |
Definite-life intangible assets, net | $ 124,699 | $ 124,393 |
Definite-Life Intangible Asse29
Definite-Life Intangible Assets (Details Textual) - USD ($) | 3 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2017 | |
Definite-Life Intangible Assets (Textual) | |||
Definite-life intangible assets | $ 124,699 | $ 124,393 | |
Amortization expense | $ 3,946 | $ 3,749 | |
Patents are recorded at cost and amortized | 20 years |
Note Receivable (Details)
Note Receivable (Details) | Sep. 30, 2017USD ($) |
Schedule of future maturities of long-term receivables | |
2,018 | |
2,019 | |
2,020 | 422,340 |
2,021 | |
2,022 | |
Thereafter | |
Total | $ 422,340 |
Note Receivable (Details Textua
Note Receivable (Details Textual) - USD ($) | 1 Months Ended | ||
Jul. 14, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | |
Note Receivable (Textual) | |||
Loan receivable | $ 422,340 | $ 196,140 | |
Loan receivable additional | $ 77,660 | ||
Biopharmaceutical [Member] | |||
Note Receivable (Textual) | |||
Related party exchange for a promissory note executed | $ 500,000 | ||
Maturity date | Jul. 13, 2020 | ||
Bears interest | 5.00% |
Notes Payable - Related Party32
Notes Payable - Related Party (Details) - USD ($) | Sep. 30, 2017 | Jun. 30, 2017 |
Summary of notes payable to related parties | ||
Total Notes Payable - Related Party | $ 88,408 | $ 1,688,171 |
Less Current Maturities | (88,408) | (1,688,171) |
Note Payables - Related Party Long Term | ||
Non-Interest Bearing Loan Payable Sunrise Financial Group Inc. [Member] | ||
Summary of notes payable to related parties | ||
Total Notes Payable - Related Party | 38,235 | 38,235 |
Advances to purchase common shares in connection with a private placement [Member] | ||
Summary of notes payable to related parties | ||
Total Notes Payable - Related Party | 1,600,355 | |
6% Promissory Note payable to NLBDIT 2010 Enterprises, LLC [Member] | ||
Summary of notes payable to related parties | ||
Total Notes Payable - Related Party | $ 50,173 | $ 49,581 |
Notes Payable - Related Party33
Notes Payable - Related Party (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Notes Payable - Related Party (Textual) | ||||
Notes payable acquired in reverse acquisition | $ 38,235 | |||
Outstanding balance for professional fees paid by a shareholder and amounts advanced to parent | 38,235 | |||
Related party interest | $ 592 | $ 592 | ||
6% promissory note payable to NLBDIT 2010 Enterprises, LLC [Member] | ||||
Notes Payable - Related Party (Textual) | ||||
Outstanding balance on note including accrued interest | $ 50,173 | $ 47,233 |
Convertible Notes Payable - R34
Convertible Notes Payable - Related Party (Details) - USD ($) | Sep. 30, 2017 | Jun. 30, 2017 |
Schedule of convertible notes payable to related parties | ||
Non-Interest Bearing Notes Payable to a Shareholder | $ 120,300 | $ 120,300 |
Non-Interest Bearing Notes Payable to a Former Director and Shareholder | 240,600 | 240,600 |
Non-Interest Bearing Notes Payable to a Former Director and Shareholder | 52,770 | 52,770 |
Less Discount | (77,622) | (11,997) |
Total Convertible Notes Payable - Related Party | 401,673 | 401,673 |
Less Current Maturities | (401,673) | (401,673) |
Net Convertible Note Payables - Related Party Long Term |
Convertible Notes Payable - R35
Convertible Notes Payable - Related Party (Details 1) | Sep. 30, 2017USD ($) |
Schedule of future maturities of short-term debt | |
2,018 | $ 413,670 |
2,019 | |
2,020 | |
2,021 | |
2,022 | |
Thereafter | |
Total | $ 413,670 |
Convertible Notes Payable - R36
Convertible Notes Payable - Related Party (Details Textual) - USD ($) | Mar. 09, 2017 | Jul. 19, 2016 | Jul. 03, 2016 | Sep. 21, 2016 | Aug. 24, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Aug. 30, 2017 | Jul. 02, 2016 |
Convertible Notes Payable - Related Party (Textual) | |||||||||
Common stock at per share | $ 1.80 | ||||||||
Convertible Notes Payable - Related Party [Member] | |||||||||
Convertible Notes Payable - Related Party (Textual) | |||||||||
Convertible notes payable | $ 52,770 | $ 60,150 | $ 150,375 | $ 90,225 | $ 60,150 | ||||
Interest rate | 3.00% | 3.00% | 3.00% | 3.00% | 3.00% | ||||
Common stock at per share | $ 2 | $ 2 | $ 2 | $ 2 | $ 2 | ||||
Maturity date | Jun. 30, 2017 | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2017 | Dec. 31, 2017 | ||||
Trading price | $ 2.05 | $ 2.50 | |||||||
Discount rate | $ 486 | $ 2,555 | $ 5,630 | $ 3,577 | $ 2,639 | ||||
Beneficial conversion feature discount | $ 2,256 | $ 15,038 | |||||||
Convertible Notes [Member] | |||||||||
Convertible Notes Payable - Related Party (Textual) | |||||||||
Amortization of discount | $ 3,219 | $ 2,527 | |||||||
Convertible Notes One [Member] | |||||||||
Convertible Notes Payable - Related Party (Textual) | |||||||||
Amortization of discount | 448 | 346 | |||||||
Convertible Notes Two [Member] | |||||||||
Convertible Notes Payable - Related Party (Textual) | |||||||||
Amortization of discount | $ 1,102 | 425 | |||||||
Convertible Notes Three [Member] | |||||||||
Convertible Notes Payable - Related Party (Textual) | |||||||||
Amortization of discount | $ 107 |
Leases (Details)
Leases (Details) | 3 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2017DKK | Sep. 30, 2016USD ($) | |
Leases (Textual) | |||
Rental payments for operating leases | $ 1,450 | $ 1,395 | |
Laboratory and production space [Member] | |||
Leases (Textual) | |||
Rental payments for operating leases | $ 1,000 | DKK 6,300 | |
Virtual office [Member] | |||
Leases (Textual) | |||
Lease premises, description | The Company has an agreement for use of virtual office space at a rate of $450 per month on a month-to-month basis, which can be terminated by either party on one month's notice. This lease terminates November 30, 2017. | The Company has an agreement for use of virtual office space at a rate of $450 per month on a month-to-month basis, which can be terminated by either party on one month's notice. This lease terminates November 30, 2017. |
Stockholders' Equity (Details)
Stockholders' Equity (Details) | 3 Months Ended |
Sep. 30, 2017 | |
Summary of weighted-average assumptions used to estimate the fair values of the stock options granted using the Black-Scholes option-pricing model | |
Expected term (in years) | 3 years 3 months 15 days |
Volatility | 189.65% |
Risk free interest rate | 0.87% |
Dividend yield | 0.00% |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) - Stock options [Member] - $ / shares | 3 Months Ended | |
Sep. 30, 2017 | Jun. 30, 2017 | |
Summary of stock options outstanding | ||
Options Outstanding, Number Outstanding | 900,000 | 900,000 |
Options Outstanding, Weighted Average Remaining Contractual Life (years) | 2 years 2 months 30 days | |
Options Outstanding, Weighted Average Exercise Price | $ 2 | $ 2 |
Options Exercisable, Number Exercisable | 900,000 | |
Options Exercisable, Weighted Average Exercise Price | $ 2 | |
Exercise price range [Member] | ||
Summary of stock options outstanding | ||
Exercise Prices | $ 2 | |
Options Outstanding, Number Outstanding | 900,000 | |
Options Outstanding, Weighted Average Remaining Contractual Life (years) | 2 years 2 months 30 days | |
Options Outstanding, Weighted Average Exercise Price | $ 2 | |
Options Exercisable, Number Exercisable | 900,000 | |
Options Exercisable, Weighted Average Exercise Price | $ 2 |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - USD ($) | Feb. 12, 2014 | Sep. 15, 2016 | Sep. 30, 2017 |
Summary of stock option activity | |||
Granted | 185,053 | 900,000 | |
Stock options [Member] | |||
Summary of stock option activity | |||
Options Outstanding, Number Outstanding | 900,000 | ||
Granted | |||
Exercised | |||
Forfeited | |||
Expired | |||
Outstanding at end of period | 900,000 | ||
Vested and expected to vest | 900,000 | ||
Options Exercisable, Number Exercisable | 900,000 | ||
Weighted Average Exercise Price, Outstanding at beginning of period | $ 2 | ||
Weighted Average Exercise Price, Granted | |||
Weighted Average Exercise Price, Exercised | |||
Weighted Average Exercise Price, Forfeited | |||
Weighted Average Exercise Price, Expired | |||
Options Outstanding, Weighted Average Exercise Price | 2 | ||
Weighted Average Exercise Price, Vested and expected to vest | 2 | ||
Options Exercisable, Weighted Average Exercise Price | $ 2 | ||
Average Remaining Life, Outstanding, Beginning | 2 years 2 months 30 days | ||
Average Remaining Life, Granted | 0 years | ||
Average Remaining Life, Outstanding, Ending | 2 years 2 months 30 days | ||
Average Remaining Life, Vested and expected to vest | 2 years 2 months 30 days | ||
Average Remaining Life, Exercisable end of period | 2 years 2 months 30 days | ||
Weighted Average Intrinsic Value, Outstanding at beginning of period | $ 675,000 | ||
Weighted Average Intrinsic Value, Granted | |||
Weighted Average Intrinsic Value, Exercised | |||
Weighted Average Intrinsic Value, Forfeited | |||
Weighted Average Intrinsic Value, Expired | |||
Weighted Average Intrinsic Value, Outstanding at end of period | 675,000 | ||
Weighted Average Intrinsic Value, Vested and expected to vest | 675,000 | ||
Weighted Average Intrinsic Value, Exercisable end of period | $ 675,000 |
Stockholders' Equity (Details 3
Stockholders' Equity (Details 3) - Warrants [Member] | 3 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Summary of common stock purchase underlying the warrants outstanding | |
Equivalent Shares Underlying Warrants Outstanding, Equivalent Shares | shares | 7,963,122 |
Equivalent Shares Underlying Warrants Outstanding, Weighted Average Remaining Contractual Life (years) | 4 years 6 months |
Equivalent Shares Underlying Warrants Outstanding, Weighted Average Exercise Price | $ 1.30 |
Equivalent Shares Exercisable, Number Exercisable | shares | 7,963,122 |
Equivalent Shares Exercisable, Weighted Average Exercise Price | $ 1.30 |
Exercise price range [Member] | |
Summary of common stock purchase underlying the warrants outstanding | |
Exercise Prices | $ 1.30 |
Equivalent Shares Underlying Warrants Outstanding, Equivalent Shares | shares | 5,500,000 |
Equivalent Shares Underlying Warrants Outstanding, Weighted Average Remaining Contractual Life (years) | 4 years 7 months 6 days |
Equivalent Shares Underlying Warrants Outstanding, Weighted Average Exercise Price | $ 1.30 |
Equivalent Shares Exercisable, Number Exercisable | shares | 5,500,000 |
Equivalent Shares Exercisable, Weighted Average Exercise Price | $ 1.30 |
Exercise price range one [Member] | |
Summary of common stock purchase underlying the warrants outstanding | |
Exercise Prices | $ 1.30 |
Equivalent Shares Underlying Warrants Outstanding, Equivalent Shares | shares | 2,463,122 |
Equivalent Shares Underlying Warrants Outstanding, Weighted Average Remaining Contractual Life (years) | 4 years 3 months 19 days |
Equivalent Shares Underlying Warrants Outstanding, Weighted Average Exercise Price | $ 1.30 |
Equivalent Shares Exercisable, Number Exercisable | shares | 2,463,122 |
Equivalent Shares Exercisable, Weighted Average Exercise Price | $ 1.30 |
Stockholders' Equity (Details T
Stockholders' Equity (Details Textual) - USD ($) | Jul. 12, 2017 | Jun. 09, 2017 | May 15, 2017 | Feb. 12, 2014 | Aug. 30, 2017 | Apr. 21, 2017 | Sep. 15, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2017 |
Stockholders' Equity (Textual) | ||||||||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | ||||||||
Common stock, shares issued | 13,727,538 | 12,433,290 | ||||||||
Common stock, shares outstanding | 13,727,538 | 12,433,290 | ||||||||
Common stock price per share | $ 1.80 | $ 1.30 | $ 2 | |||||||
Proceeds of common stock | $ 1,595,264 | |||||||||
Common stock reserved for issuance | 185,053 | |||||||||
Share exchange agreement, acquisition percentage | 3.08% | |||||||||
Share exchange agreement, shares issued to parent company | 123,464 | |||||||||
Options granted and outstanding | 185,053 | 900,000 | ||||||||
Stock based compensation expense | $ 0 | $ 626,487 | ||||||||
Strike price | $ 1.80 | |||||||||
Unrecognized compensation cost related to non-vested options | 0 | 0 | ||||||||
Noncash compensation expenses | $ 112,837 | $ 112,837 | $ 626,487 | |||||||
Warrants issued for consulting services | 100,000 | |||||||||
Non vested warrants shares | 0 | |||||||||
Expected term (in years) | 3 years 3 months 15 days | |||||||||
Volatility | 189.65% | |||||||||
Risk free interest rate | 0.87% | |||||||||
Dividend yield | 0.00% | |||||||||
Shares issued for compensation to CEO | 62,687 | |||||||||
Stock options [Member] | ||||||||||
Stockholders' Equity (Textual) | ||||||||||
Offering of common stock, shares | 300,000 | |||||||||
Options granted and outstanding | ||||||||||
Intrinsic value of stock option | $ 675,000 | $ 675,000 | ||||||||
Maturity date | Dec. 31, 2019 | |||||||||
Strike price | $ 2 | |||||||||
Private offering [Member] | ||||||||||
Stockholders' Equity (Textual) | ||||||||||
Offering of common stock, shares | 1,231,561 | |||||||||
Common stock price per share | $ 1.30 | |||||||||
Sale of common stock | 2,700,000 | |||||||||
Proceeds of common stock | $ 3,510,000 | |||||||||
Warrants issued to purchase shares of common stock | 5,400,000 | |||||||||
Strike price | $ 1.30 | |||||||||
Proceeds from stock offering, net | $ 1,601,029 | |||||||||
Consulting Agreement [Member] | ||||||||||
Stockholders' Equity (Textual) | ||||||||||
Offering of common stock, value | $ 240,000 | |||||||||
Offering of common stock, shares | 200,000 | |||||||||
Common stock price per share | $ 1.20 | |||||||||
Common stock [Member] | ||||||||||
Stockholders' Equity (Textual) | ||||||||||
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 | |||||||||
Warrants [Member] | ||||||||||
Stockholders' Equity (Textual) | ||||||||||
Noncash compensation expenses | $ 115,754 | |||||||||
Expected term (in years) | 5 years | |||||||||
Volatility | 188.00% | |||||||||
Risk free interest rate | 1.77% | |||||||||
Dividend yield | 0.00% |
Commitments and Contingencies (
Commitments and Contingencies (Details) - shares | Dec. 16, 2013 | Sep. 30, 2017 |
Commitments and contingencies (Textual) | ||
Common stock reserved for issuance | 185,053 | |
Terminate of agreement | 180 days | |
Payments for royalty period | 20 years |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Feb. 12, 2014 | Sep. 15, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Aug. 30, 2017 | Apr. 21, 2017 |
Related Party Transactions (Textual) | ||||||
Shares price, per share | $ 2 | $ 1.80 | $ 1.30 | |||
Stock option grants | 185,053 | 900,000 | ||||
Non-cash compensation | $ 112,837 | $ 626,487 | ||||
Officers and directors [Member] | Employee stock option [Member] | ||||||
Related Party Transactions (Textual) | ||||||
Stock option grants | 900,000 | |||||
APE Invest [Member] | ||||||
Related Party Transactions (Textual) | ||||||
Financial service agreement, description | The agreement calls for monthly payment of $20,000 with a $100,000 retainer payment due November 1, 2016. | |||||
Board of Directors Chairman [Member] | ||||||
Related Party Transactions (Textual) | ||||||
Accounts payable - related party | $ 0 | $ 97,718 | ||||
Shares price, per share | $ 2 | |||||
Non-cash compensation | $ 626,487 | |||||
Lease expiration date | Dec. 31, 2019 |
Subsequent Events (Details)
Subsequent Events (Details) - $ / shares | Nov. 13, 2017 | Oct. 13, 2017 | Oct. 31, 2017 | Aug. 30, 2017 |
Subsequent Events (Textual) | ||||
Common stock strike price | $ 1.80 | |||
Subsequent Events [Member] | ||||
Subsequent Events (Textual) | ||||
Common stock conversion price, per share | $ 1.60 | |||
Maturity date | Dec. 31, 2017 | |||
Conversion of notes into stock | 150,374 | |||
Warrants purchase of common stock | 300,000 | |||
Common stock strike price | $ 2 | |||
Lease premises, description | The Leased Premises consist of approximately 2,325 rentable square feet. The base rent for the Leased Premises increases by 3% each year over the Term, and ranges from approximately $8,718.75 per month for the first year to $10,107.42 per month for the two months of the sixth year. The Company is entitled to $70,800 in tenant improvement allowance in the form of free rent applied over 10 months in equal installments beginning in January of 2018. |