Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Dec. 31, 2018 | Feb. 04, 2019 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Dec. 31, 2018 | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | Stellar Biotechnologies, Inc. | |
Entity Central Index Key | 1,540,159 | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Non-accelerated Filer | |
Trading Symbol | SBOT | |
Entity Common Stock, Shares Outstanding | 5,330,715 | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Small Business | true |
Condensed Interim Consolidated
Condensed Interim Consolidated Balance Sheets - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 7,364,662 | $ 4,225,521 |
Accounts receivable | 71,685 | 41,246 |
Short-term investments | 1,599,067 | 6,078,031 |
Inventory | 212,079 | 224,267 |
Prepaid and other assets | 214,903 | 86,919 |
Total current assets | 9,462,396 | 10,655,984 |
Noncurrent assets: | ||
Equity investment in joint venture | 0 | 46,456 |
Property, plant and equipment, net | 1,022,212 | 1,062,195 |
Deposits | 15,340 | 15,340 |
Total noncurrent assets | 1,037,552 | 1,123,991 |
Total Assets | 10,499,948 | 11,779,975 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 512,023 | 493,385 |
Deferred revenue | 80,000 | 0 |
Total Current Liabilities | 592,023 | 493,385 |
Commitments (Note 7) | ||
Shareholders' equity: | ||
Common shares, unlimited common shares authorized, no par value, 5,330,715 issued and outstanding at December 31, 2018 and September 30, 2018 | 56,652,957 | 56,652,957 |
Accumulated share-based compensation | 5,091,664 | 5,064,625 |
Accumulated deficit | (51,836,696) | (50,430,992) |
Total Shareholders' Equity | 9,907,925 | 11,286,590 |
Total Liabilities and Shareholders' Equity | $ 10,499,948 | $ 11,779,975 |
Condensed Interim Consolidate_2
Condensed Interim Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2018 | Sep. 30, 2018 |
Common shares, par value | $ 0 | $ 0 |
Common shares, shares issued | 5,330,715 | 5,330,715 |
Common shares, shares outstanding | 5,330,715 | 5,330,715 |
Condensed Interim Consolidate_3
Condensed Interim Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues: | ||
Total Revenues | $ 53,033 | $ 20,487 |
Expenses: | ||
Cost of sales | 27,993 | 2,801 |
Costs of aquaculture | 78,280 | 98,050 |
Research and development | 470,283 | 631,034 |
General and administrative | 882,798 | 678,481 |
Total Expenses | 1,459,354 | 1,410,366 |
Loss from Operations | (1,406,321) | (1,389,879) |
Other Income (Loss) | ||
Foreign exchange gain (loss) | (27,139) | (17,929) |
Investment income | 28,556 | 7,862 |
Other Income (Loss), Total | 1,417 | (10,067) |
Loss Before Income Tax | (1,404,904) | (1,399,946) |
Income tax expense | 800 | 800 |
Net Loss | $ (1,405,704) | $ (1,400,746) |
Loss per common share: | ||
Basic and diluted | $ (0.26) | $ (0.93) |
Weighted average number of common shares outstanding: | ||
Basic and diluted | 5,330,715 | 1,502,870 |
Product [Member] | ||
Revenues: | ||
Revenue from Contract with Customer | $ 53,033 | $ 20,487 |
Condensed Interim Consolidate_4
Condensed Interim Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash Flows Used In Operating Activities: | ||
Net loss | $ (1,405,704) | $ (1,400,746) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 44,468 | 49,309 |
Share-based compensation | 27,039 | 20,706 |
Foreign exchange (gain) loss | 27,139 | 17,929 |
Transfer equipment to research and development | 0 | 10,835 |
Change in equity investment in joint venture | 46,456 | 0 |
Changes in working capital items: | ||
Accounts receivable | (30,469) | (9,712) |
Inventory | 12,188 | (50,426) |
Prepaid and other assets | (127,916) | (35,919) |
Accounts payable and accrued liabilities | 17,963 | 253,561 |
Deferred revenue | 80,000 | 0 |
Net cash used in operating activities | (1,308,836) | (1,144,463) |
Cash Flows From Investing Activities: | ||
Purchase of property, plant and equipment | (5,666) | (34,767) |
Purchase of short-term investments | (21,036) | (4,174) |
Proceeds on sales and maturities of short-term investments | 4,500,000 | 1,000,000 |
Net cash provided by investing activities | 4,473,298 | 961,059 |
Effect of exchange rate changes on cash and cash equivalents | (25,321) | (17,876) |
Net change in cash and cash equivalents | 3,139,141 | (201,280) |
Cash and cash equivalents - beginning of period | 4,225,521 | 4,570,951 |
Cash and cash equivalents - end of period | 7,364,662 | 4,369,671 |
Cash (demand deposits) | 6,941,818 | 4,090,861 |
Cash equivalents | 422,844 | 278,810 |
Cash and cash equivalents | 7,364,662 | 4,369,671 |
Supplemental cash flow information: | ||
Cash paid during the period for taxes | $ 0 | $ 800 |
Nature of Operations
Nature of Operations | 3 Months Ended |
Dec. 31, 2018 | |
Nature of Operations [Abstract] | |
Nature of Operations [Text Block] | 1. Nature of Operations Stellar Biotechnologies, Inc. (the Company) is organized under the laws of British Columbia, Canada. The Company’s business is the aquaculture, research and development, manufacture and commercialization of Keyhole Limpet Hemocyanin (KLH). The Company markets and distributes its KLH products to biotechnology and pharmaceutical companies, academic institutions, and clinical research organizations primarily in Europe, Asia, and the United States. The Company’s common shares have been listed for trading on The Nasdaq Capital Market in the United States under the symbol “SBOT” since November 5, 2015. In April 2010, the Company changed its name from CAG Capital, Inc. to Stellar Biotechnologies, Inc. and completed a reverse merger transaction with Stellar Biotechnologies, Inc., a California corporation, which was founded in September 1999, and remains the Company’s wholly-owned subsidiary and principal operating entity. In January 2017, the California subsidiary and the Company established a wholly-owned Mexican subsidiary under the name BioEstelar, S.A. de C.V. in Ensenada, Baja California to perform aquaculture research and development activities in Mexico. The Company’s executive offices are located at 332 E. Scott Street, Port Hueneme, California, 93041, USA, and its registered and records office is 1500 Royal Centre, 1055 West Georgia Street, Vancouver, BC, V6E 4N7, Canada. Liquidity Company operations have historically been funded by the issuance of common shares, exercise of warrants, grant revenues, contract services revenue and product sales. For the three months ended December 31, 2018 and 2017, the Company reported net losses of $1.41 million and $1.40 million, respectively. As of December 31, 2018, the Company had an accumulated deficit of $51.84 million and working capital of $8.87 million. The Company expects to incur additional losses as it continues to invest in its research and development programs, manufacturing platform and market development activities. The Company plans to finance company operations over the course of the next twelve months with cash and investments on hand and product sales. Management has flexibility to adjust planned expenditures based on a number of factors including the size and timing of capital expenditures, staffing levels, inventory levels, and the status of customer clinical trials. Management also seeks to expand the customer base for existing marketed products, and may seek additional financing through debt and/or equity financings, or strategic arrangements with companies that offer synergistic technologies or additional growth opportunities. The Company has historically relied upon the sale of common shares to help fund its operations and meet its obligations and presently expects to continue to do so in the future as and when it considers appropriate, subject to market conditions and the availability of favorable terms. |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Dec. 31, 2018 | |
Basis of Presentation [Abstract] | |
Basis of Accounting [Text Block] | 2. Basis of Presentation The accompanying unaudited condensed interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (U.S. GAAP) for interim financial information and with the instructions to Form 10-Q. They do not include all information and footnotes necessary for a fair presentation of financial position, results of operations and cash flows in conformity with U.S. GAAP for complete financial statements. These condensed interim consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes contained in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2018. The accompanying condensed interim consolidated financial statements include the accounts of the Company, its wholly-owned subsidiaries, Stellar Biotechnologies, Inc., a California corporation in the U.S. and BioEstelar, S.A. de C.V. a Baja California corporation in Mexico. All significant intercompany balances and transactions have been eliminated in consolidation. All adjustments (consisting of normal recurring adjustments and accruals) considered necessary for a fair presentation of the results of operations for the period presented have been included in the interim period. Operating results for the three months ended December 31, 2018 are not necessarily indicative of the results that may be expected for other interim periods or the fiscal year ending September 30, 2019. The condensed interim consolidated financial data at September 30, 2018 is derived from audited financial statements included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2018, as filed on November 30, 2018 with the SEC. The preparation of financial statements in conformity with U.S. GAAP for interim financial information requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual results could differ from these estimates. Functional Currency The condensed interim consolidated financial statements of the Company are presented in U.S. dollars, unless otherwise stated, which is the Company’s functional currency. Adoption of Recent Accounting Pronouncements On October 1, 2018, the Company adopted Accounting Standards Codification (ASC) 606 Revenue Recognition – Revenue from Contracts with Customers Revenues and accounts receivable are recognized when the promised goods or services are transferred to customers, in an amount that reflects the consideration to which the Company expects to be entitled to in exchange for those goods or services. The Company’s revenue consists of sales of its KLH products, which are recognized upon shipment when the customer obtains control of the product and the Company has no further performance obligations. Deferred revenue is recorded when a customer pays consideration before they obtain control of the product. The Company’s product sales by geographic area are presented in Note 9. |
Investments
Investments | 3 Months Ended |
Dec. 31, 2018 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Debt and Marketable Equity Securities (and Certain Trading Assets) Disclosure [Text Block] | 3. Investments Short-term investments consisted of U.S. Treasury Bills at December 31, 2018 and September 30, 2018. U.S. Treasury Bills are carried at amortized cost which approximates fair value and are classified as held-to-maturity investments. |
Inventory
Inventory | 3 Months Ended |
Dec. 31, 2018 | |
Inventory [Abstract] | |
Inventory Disclosure [Text Block] | 4. Inventory Raw materials include inventory of manufacturing supplies. Work in process includes manufacturing supplies, direct and indirect labor, contracted manufacturing and testing, and allocated manufacturing overhead for inventory in process at the end of the period. Finished goods include products that are complete and available for sale. At December 31, 2018 and September 30, 2018, the Company recorded work in process and finished goods inventory only for those products with recent sales levels to evaluate net realizable value. Inventory consisted of the following: December 31, September 30, 2018 2018 Raw materials $ 53,280 $ 46,670 Work in process 78,063 83,297 Finished goods 80,736 94,300 $ 212,079 $ 224,267 |
Property, Plant and Equipment,
Property, Plant and Equipment, net | 3 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment, net [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | 5. Property, Plant and Equipment, net Property, plant and equipment, net consisted of the following: December 31, September 30, 2018 2018 Aquaculture system $ 126,257 $ 126,257 Laboratory facilities 62,033 62,033 Computer and office equipment 125,859 125,859 Manufacturing and laboratory equipment 1,060,921 1,042,993 Vehicles 77,994 77,994 Leasehold improvements 347,360 347,360 1,800,424 1,782,496 Less: accumulated depreciation (1,192,216 ) (1,146,566 ) Depreciable assets, net 608,208 635,930 Construction in progress 414,004 426,265 $ 1,022,212 $ 1,062,195 Depreciation and amortization expense amounted to approximately $44,000 and $49,000 for the three months ended December 31, 2018 and 2017, respectively. |
Commitments
Commitments | 3 Months Ended |
Dec. 31, 2018 | |
Commitments [Abstract] | |
Commitments and Contingencies Disclosure [Text Block] | 6. Commitments Operating leases The Company leases buildings and facilities used in its operations under two sublease agreements. In June 2015, the Company exercised its option to extend these sublease agreements for an additional five-year term beginning in October and November 2015. The Company negotiated an option to extend the leases for two additional five-year terms. The Company leases facilities used for executive offices and laboratories and pays a portion of the common area maintenance. In July 2018, the Company extended this lease for a two-year term, with options to renew for three successive two-year terms. The Company leases undeveloped land in Baja California, Mexico to assess the potential development of an additional aquaculture locale and expansion of production. The lease term was three years from June 2015 with options to extend the lease for 30 years. In February 2018, the lease term was extended for two years without further rent payments. The Company may terminate early with 30 days’ notice. The Company has made certain leasehold improvements including construction of structures and a power-generating facility, which are owned by the Company. Aggregate future minimum lease payments at December 31, 2018 are as follows: Year Ending September 30, 2019 139,000 Year Ending September 30, 2020 167,000 Year Ending September 30, 2021 6,000 $ 312,000 Rent expense on these lease agreements amounted to approximately $53,000 and $60,000 for the three months ended December 31, 2018 and 2017, respectively. Purchase obligations The Company has commitments totaling approximately $71,000 at December 31, 2018 under signed agreements for leasehold improvements and equipment. Supply agreements The Company has commitments under supply agreements with customers for fixed prices per gram of KLH in connection with clinical trials on a non-exclusive basis except within that customer’s field of use. The expiration dates of these supply agreements range from October 2019 to February 2022, and are generally renewable upon written request of the customer. Joint venture agreement In May 2016, the Company entered into a joint venture agreement with another party for the formation of a joint venture company to manufacture and sell conjugated therapeutic vaccines. The joint venture is organized as a French simplified corporation. The Company holds a % equity interest in the joint venture in exchange for an initial capital contribution of € . One-half of the initial contribution, approximately $ , was paid during the year ended with the Retirement savings plan 401(k) contributions The Company sponsors a 401(k) retirement savings plan that requires an annual non-elective safe harbor employer contribution of 3% of eligible employee wages. Contributions to the 401(k) plan were approximately $15,000 and $19,000 for each of the three months ended December 31, 2018 and 2017, respectively. Related party commitments On August 14, 2002, through its California subsidiary, the Company entered into a patent royalty agreement with a director and officer of the Company, whereby he would receive royalty payments in exchange for assignment of his patent rights to the Company. The royalty is 5% of gross receipts from products using this invention in excess of $500,000 annually. The Company’s current operations utilize this invention. There was no royalty expense incurred during the three months ended December 31, 2018 and 2017. |
Share Capital
Share Capital | 3 Months Ended |
Dec. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Stockholders' Equity Note Disclosure [Text Block] | 7. Share Capital Reverse Share Split On May 4, 2018, the Company effected a share consolidation (reverse split) of the Company's common shares at a ratio of 1-for-7. As a result of the reverse split, every seven shares of the issued and outstanding common shares, without par value, consolidated into one newly-issued outstanding common share, without par value, after fractional rounding. The number of warrants and options were proportionately adjusted by the split ratio and the exercise prices correspondingly increased by the same split ratio. Black-Scholes option valuation model The Company uses the Black-Scholes option valuation model to determine the fair value of share-based compensation for placement agent warrants and share options granted. Option valuation models require the input of highly subjective assumptions including the expected price volatility. The Company has used historical volatility to estimate the volatility of the share price. Changes in the subjective input assumptions can materially affect the fair value estimates, and therefore the existing models do not necessarily provide a reliable single measure of the fair value of the Company’s warrants and share options. Warrants A summary of the Company’s warrants activity is as follows: Number of Warrants Weighted Average Exercise Price Balance - September 30, 2017 180,805 $ 31.50 Granted 5,665,528 2.68 Granted pre-funded warrants 687,076 .01 Exercised (1,752,373 ) 2.65 Exercised pre-funded warrants (687,076 ) .01 Balance - September 30, 2018 4,093,960 $ 3.96 Expired (2,044,152 ) 2.65 Balance - December 31, 2018 2,049,808 $ 5.27 The weighted average contractual life remaining on the outstanding warrants at December 31, 2018 is 51 months. The following table summarizes information about the warrants outstanding at December 31, 2018: Exercise Price Number of Warrants Expiry Date $ 31.50 180,805 January 2022 2.65 1,645,175 May 2023 3.31 223,828 May 2023 2,049,808 Share Options The Company adopted an incentive compensation plan in 2017 (the Incentive Plan), which amended and restated the 2013 fixed share option plan and is administered by the Board of Directors. Options, restricted shares and restricted share units are eligible for grants under the Incentive Plan. The number of shares available for issuance under the Incentive Plan is 228,143, including shares available for the exercise of outstanding options under the 2013 fixed share option plan. No restricted shares or restricted share units have been granted as of December 31, 2018. The exercise price of an option is set at the closing price of the Company’s common shares on the date of grant. Share options granted to directors, officers, employees and certain individual consultants for past service are subject to the following vesting schedule: (a) one-third shall vest immediately, (b) one-third shall vest at 12 months from the date of grant and (c) one-third shall vest at 18 months from the date of grant. Share options granted to directors, officers, employees and certain individual consultants for future service are subject to the following vesting schedule: (x) one-third shall vest at 12 months from the date of grant, (y) one-third shall vest at 24 months from the date of grant and (z) one-third shall vest at 36 months from the date of grant. Share options granted to certain individual investor relations consultants are subject to the following vesting schedule: (aa) 25% shall vest at 3 months from the date of grant, (bb) 25% shall vest at 6 months from the date of grant, (cc) 25% shall vest at 12 months from the date of grant and (dd) 25% shall vest at 15 months from the date of grant. Options have been granted under the Incentive Plan allowing the holders to purchase common shares of the Company as follows: Number of Options Weighted Average Exercise Price Balance - September 30, 2017 58,711 $ 40.18 Granted 29,426 5.88 Expired (2,266 ) 84.87 Expired (15,373 ) 42.07 CDN $ Balance - September 30, 2018 70,498 $ 25.42 Expired (2,203 ) 11.44 Expired (1,786 ) 117.19 CDN $ Balance – December 31, 2018 66,509 $ 23.60 The weighted average contractual life remaining on the outstanding options is 47 months. The following table summarizes information about the options under the Incentive Plan outstanding and exercisable at December 31, 2018: Number of Options Exercisable at December 31, 2018 Range of exercise prices Expiry Dates 13,479 13,479 CDN$15.00 - 35.00 Apr 2019-Dec 2019 37,985 17,534 $5.00 - 20.00 Sep 2023-Mar 2025 7,214 7,214 CDN$40.00 - 70.00 May 2020-Jun 2022 1,972 1,972 $50.00 - 60.00 Dec 2022 1,644 1,644 CDN$105.00 - 140.00 Nov 2018-Nov 2021 4,215 4,215 $120.00 - 130.00 Nov 2020 66,509 46,058 As of December 31, 2018, the Company had approximately $44,000 of unrecognized share-based compensation expense, which is expected to be recognized over a period of 25 months. There were no options granted or exercised during the three months ended December 31, 2018 and 2017. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Disclosures [Text Block] | 8. Fair Value of Financial Instruments The Company uses the fair value measurement framework for valuing financial assets and liabilities measured on a recurring basis in situations where other accounting pronouncements either permit or require fair value measurements. Fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The carrying value of certain financial instruments such as accounts receivable, accounts payable, accrued liabilities, and deferred revenue approximates fair value due to the short-term nature of such instruments. Short-term investments in U.S. Treasury Bills are recorded at amortized cost, which approximates fair value. The Company follows the fair value hierarchy which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. There are three levels of inputs that may be used to measure fair value: Level 1: Quoted prices in active markets for identical or similar assets and liabilities. Level 2: Quoted prices for identical or similar assets and liabilities in markets that are not active or observable inputs other than quoted prices in active markets for identical or similar assets and liabilities. Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company reports its short-term investments in U.S. Treasury Bills at fair value using Level 1 inputs in the fair value hierarchy. The following table summarizes fair values for those assets and liabilities with fair value measured on a recurring basis. Fair Value Measurements Using Quoted Prices in Active Markets for Identical Instruments (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value December 31, 2018 Assets Short-term investments in U.S. Treasury Bills $ 1,599,067 $ - $ - $ 1,599,067 September 30, 2018 Assets Short-term investments in U.S. Treasury Bills $ 6,078,031 $ - $ - $ 6,078,031 |
Concentrations of Credit Risk
Concentrations of Credit Risk | 3 Months Ended |
Dec. 31, 2018 | |
Concentrations of Credit Risk [Abstract] | |
Concentration Risk Disclosure [Text Block] | 9. Concentrations of Credit Risk Credit risk is the risk of an unexpected loss if a customer or third party to a financial instrument fails to meet its contractual obligations. Financial instruments that potentially subject the Company to a concentration of credit risk consist primarily of cash and cash equivalents, U.S Treasury Bills, and accounts receivable. The Company estimates its maximum credit risk at the amount recorded on the balance sheet. Management’s assessment of the Company’s credit risk for cash and cash equivalents is low as they are held in major financial institutions believed to be credit worthy or U.S. Treasury Bills with maturities of 90 days or less. The Company limits its exposure to credit loss for short-term investments by holding U.S. Treasury Bills with maturities of 1 year or less. Based on credit monitoring and history, the Company considers the risk of credit losses due to customer non-performance on accounts receivable to be low. The Company had the following concentrations of revenues by customers, each of which accounted for more than 10% of revenues in the applicable period: Three Months Ended December 31, December 31, 2018 2017 Product sales 86% from 3 customers 98% from 3 customers The Company had the following concentrations of revenues by geographic areas: Three Months Ended December 31, December 31, 2018 2017 North America 81 % 27 % Europe 19 % 73 % The Company had the following concentrations of accounts receivable from its customers, each of which accounted for more than 10% in the applicable period: December 31, September 30, 2018 2018 Accounts receivable 82% from 2 customers 87% from 2 customers |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Inventory [Abstract] | |
Schedule of Inventory, Current [Table Text Block] | Inventory consisted of the following: December 31, September 30, 2018 2018 Raw materials $ 53,280 $ 46,670 Work in process 78,063 83,297 Finished goods 80,736 94,300 $ 212,079 $ 224,267 |
Property, Plant and Equipment_2
Property, Plant and Equipment, net (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Property, Plant and Equipment, net [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment, net consisted of the following: December 31, September 30, 2018 2018 Aquaculture system $ 126,257 $ 126,257 Laboratory facilities 62,033 62,033 Computer and office equipment 125,859 125,859 Manufacturing and laboratory equipment 1,060,921 1,042,993 Vehicles 77,994 77,994 Leasehold improvements 347,360 347,360 1,800,424 1,782,496 Less: accumulated depreciation (1,192,216 ) (1,146,566 ) Depreciable assets, net 608,208 635,930 Construction in progress 414,004 426,265 $ 1,022,212 $ 1,062,195 |
Commitments (Tables)
Commitments (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Commitments [Abstract] | |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Aggregate future minimum lease payments at December 31, 2018 are as follows: Year Ending September 30, 2019 139,000 Year Ending September 30, 2020 167,000 Year Ending September 30, 2021 6,000 $ 312,000 |
Share Capital (Tables)
Share Capital (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Class of Warrant or Right [Line Items] | |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | A summary of the Company’s warrants activity is as follows: Number of Warrants Weighted Average Exercise Price Balance - September 30, 2017 180,805 $ 31.50 Granted 5,665,528 2.68 Granted pre-funded warrants 687,076 .01 Exercised (1,752,373 ) 2.65 Exercised pre-funded warrants (687,076 ) .01 Balance - September 30, 2018 4,093,960 $ 3.96 Expired (2,044,152 ) 2.65 Balance - December 31, 2018 2,049,808 $ 5.27 |
Schedule Of Warrants Outstanding [Table Text Block] | The following table summarizes information about the warrants outstanding at December 31, 2018: Exercise Price Number of Warrants Expiry Date $ 31.50 180,805 January 2022 2.65 1,645,175 May 2023 3.31 223,828 May 2023 2,049,808 |
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | Options have been granted under the Incentive Plan allowing the holders to purchase common shares of the Company as follows: Number of Options Weighted Average Exercise Price Balance - September 30, 2017 58,711 $ 40.18 Granted 29,426 5.88 Expired (2,266 ) 84.87 Expired (15,373 ) 42.07 CDN $ Balance - September 30, 2018 70,498 $ 25.42 Expired (2,203 ) 11.44 Expired (1,786 ) 117.19 CDN $ Balance – December 31, 2018 66,509 $ 23.60 |
Schedule of Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding [Table Text Block] | The following table summarizes information about the options under the Incentive Plan outstanding and exercisable at December 31, 2018: Number of Options Exercisable at December 31, 2018 Range of exercise prices Expiry Dates 13,479 13,479 CDN$15.00 - 35.00 Apr 2019-Dec 2019 37,985 17,534 $5.00 - 20.00 Sep 2023-Mar 2025 7,214 7,214 CDN$40.00 - 70.00 May 2020-Jun 2022 1,972 1,972 $50.00 - 60.00 Dec 2022 1,644 1,644 CDN$105.00 - 140.00 Nov 2018-Nov 2021 4,215 4,215 $120.00 - 130.00 Nov 2020 66,509 46,058 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | The following table summarizes fair values for those assets and liabilities with fair value measured on a recurring basis. Fair Value Measurements Using Quoted Prices in Active Markets for Identical Instruments (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Fair Value December 31, 2018 Assets Short-term investments in U.S. Treasury Bills $ 1,599,067 $ - $ - $ 1,599,067 September 30, 2018 Assets Short-term investments in U.S. Treasury Bills $ 6,078,031 $ - $ - $ 6,078,031 |
Concentrations of Credit Risk (
Concentrations of Credit Risk (Tables) | 3 Months Ended |
Dec. 31, 2018 | |
Concentrations of Credit Risk [Abstract] | |
Schedules of Concentration of Risk, by Risk Factor [Table Text Block] | The Company had the following concentrations of revenues by customers, each of which accounted for more than 10% of revenues in the applicable period: Three Months Ended December 31, December 31, 2018 2017 Product sales 86% from 3 customers 98% from 3 customers The Company had the following concentrations of revenues by geographic areas: Three Months Ended December 31, December 31, 2018 2017 North America 81 % 27 % Europe 19 % 73 % The Company had the following concentrations of accounts receivable from its customers, each of which accounted for more than 10% in the applicable period: December 31, September 30, 2018 2018 Accounts receivable 82% from 2 customers 87% from 2 customers |
Nature of Operations (Details T
Nature of Operations (Details Textual) - USD ($) | 3 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2018 | |
Nature of Operations [Line Items] | |||
Net loss | $ (1,405,704) | $ (1,400,746) | |
Accumulated deficit | (51,836,696) | $ (50,430,992) | |
Working capital | $ 8,870,000 |
Inventory (Details)
Inventory (Details) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Raw materials | $ 53,280 | $ 46,670 |
Work in process | 78,063 | 83,297 |
Finished goods | 80,736 | 94,300 |
Inventory | $ 212,079 | $ 224,267 |
Property, Plant and Equipment_3
Property, Plant and Equipment, net (Details) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | $ 1,800,424 | $ 1,782,496 |
Less: accumulated depreciation | (1,192,216) | (1,146,566) |
Depreciable assets, net | 608,208 | 635,930 |
Construction in progress | 414,004 | 426,265 |
Property, plant and equipment, net | 1,022,212 | 1,062,195 |
Aquaculture system [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 126,257 | 126,257 |
Laboratory facilities [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 62,033 | 62,033 |
Computer and office equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 125,859 | 125,859 |
Manufacturing and laboratory equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 1,060,921 | 1,042,993 |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | 77,994 | 77,994 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Depreciable assets, gross | $ 347,360 | $ 347,360 |
Property, Plant and Equipment_4
Property, Plant and Equipment, net (Details Textual) - USD ($) | 3 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | ||
Depreciation expense | $ 44,000 | $ 49,000 |
Commitments (Details)
Commitments (Details) | Dec. 31, 2018USD ($) |
For The Year Ending September 30, | |
Year Ending September 30, 2019 | $ 139,000 |
Year Ending September 30, 2020 | 167,000 |
Year Ending September 30, 2021 | 6,000 |
Future minimum lease payments, Total | $ 312,000 |
Commitments (Details Textual)
Commitments (Details Textual) | 3 Months Ended | |||||
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2016EUR (€) | Aug. 14, 2002USD ($) | |
Other Commitments [Line Items] | ||||||
Lessee, Operating Lease, Term of Contract | 5 years | |||||
Rent expense on lease agreements | $ 53,000 | $ 60,000 | ||||
Equity Method Investments | 0 | $ 46,456 | ||||
Impairment Loss | 30,000 | |||||
Joint venture agreement [Member] | ||||||
Other Commitments [Line Items] | ||||||
Equity Method Investments Committed Capital | € | € 120,000 | |||||
Equity Method Investment, Ownership Percentage | 30.00% | 30.00% | ||||
Equity Method Investments | $ 67,000 | |||||
Director and Officer [Member] | Royalty Agreements [Member] | ||||||
Other Commitments [Line Items] | ||||||
Royalty percentage of gross receipts over base amount | 5.00% | |||||
Gross receipt base amount for royalty calculation | $ 500,000 | |||||
Royalty expense | 0 | 0 | ||||
401(k) Retirement Savings Plan [Member] | ||||||
Other Commitments [Line Items] | ||||||
Employer contributions | $ 15,000 | $ 19,000 | ||||
Annual non-elective safe harbor employer contribution | 3.00% | |||||
Three buildings and facilities used in its operations [Member] | ||||||
Other Commitments [Line Items] | ||||||
Lessee, Operating Lease, Renewal Term | 5 years | |||||
Facilities used for executive offices and laboratories [Member] | ||||||
Other Commitments [Line Items] | ||||||
Lessee, Operating Lease, Renewal Term | 2 years | |||||
Undeveloped land in Baja, Mexico | ||||||
Other Commitments [Line Items] | ||||||
Lessee, Operating Lease, Renewal Term | 3 years | |||||
Leasehold Improvements [Member] | ||||||
Other Commitments [Line Items] | ||||||
Purchase obligations | $ 71,000 |
Share Capital (Details)
Share Capital (Details) - $ / shares | 3 Months Ended | 12 Months Ended |
Dec. 31, 2018 | Sep. 30, 2018 | |
Number of Warrants, Ending Balance | 2,049,808 | |
Warrant [Member] | ||
Number of Warrants, Beginning Balance | 4,093,960 | 180,805 |
Number of Warrants, Granted | 5,665,528 | |
Number of Warrants, Granted pre-funded warrants | 687,076 | |
Number of Warrants, Exercised | (1,752,373) | |
Number of Warrants, Exercised pre-funded warrants | (687,076) | |
Number of Warrants, Expired | (2,044,152) | |
Number of Warrants, Ending Balance | 2,049,808 | 4,093,960 |
Weighted Average Exercise Price, Beginning Balance | $ 3.96 | $ 31.50 |
Weighted Average Exercise Price, Granted | 2.68 | |
Weighted Average Exercise Price, Granted pre-funded warrants | 0.01 | |
Weighted Average Exercise Price, Exercised | 2.65 | |
Weighted Average Exercise Price, Exercised pre-funded warrants | 0.01 | |
Weighted Average Exercise Price, Expired | 2.65 | |
Weighted Average Exercise Price, Ending Balance | $ 5.27 | $ 3.96 |
Share Capital (Details 1)
Share Capital (Details 1) | 3 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Number of Warrants | 2,049,808 |
Warrant One [Member] | |
Exercise Price | $ / shares | $ 31.50 |
Number of Warrants | 180,805 |
Expiry Date | Jan. 31, 2022 |
Warrant Two [Member] | |
Exercise Price | $ / shares | $ 2.65 |
Number of Warrants | 1,645,175 |
Expiry Date | May 31, 2023 |
Warrant Three [Member] | |
Exercise Price | $ / shares | $ 3.31 |
Number of Warrants | 223,828 |
Expiry Date | May 31, 2023 |
Share Capital (Details 2)
Share Capital (Details 2) | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2018$ / sharesshares | Dec. 31, 2018$ / sharesshares | Sep. 30, 2018$ / sharesshares | Sep. 30, 2018$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options, Beginning Balance | shares | 70,498 | 70,498 | 58,711 | 58,711 |
Number of Options, Granted | shares | 29,426 | 29,426 | ||
Number of Options, Expired | shares | (2,203) | (2,203) | (2,266) | (2,266) |
Number of Options, Expired | shares | (1,786) | (1,786) | (15,373) | (15,373) |
Number of Options, Ending Balance | shares | 66,509 | 66,509 | 70,498 | 70,498 |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 25.42 | $ 40.18 | ||
Weighted Average Exercise Price, Granted | $ / shares | 5.88 | |||
Weighted Average Exercise Price, Expired | $ / shares | 11.44 | 84.87 | ||
Weighted Average Exercise Price, Expired | $ / shares | $ 117.19 | $ 42.07 | ||
Weighted Average Exercise Price, Ending Balance | $ / shares | $ 23.60 | $ 25.42 |
Share Capital (Details 3)
Share Capital (Details 3) | 3 Months Ended | |||
Dec. 31, 2018$ / sharesshares | Dec. 31, 2018$ / sharesshares | Sep. 30, 2018shares | Sep. 30, 2017shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 66,509 | 66,509 | 70,498 | 58,711 |
Exercisable at December 31, 2018 | 46,058 | 46,058 | ||
Stock Option One [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 13,479 | 13,479 | ||
Exercisable at December 31, 2018 | 13,479 | 13,479 | ||
Range of exercise prices, Lower Range Limit | $ / shares | $ 15 | |||
Range of exercise prices, Upper Range Limit | $ / shares | $ 35 | |||
Expiry Dates, Start | 2019-04 | 2019-04 | ||
Expiry Dates, End | 2019-12 | 2019-12 | ||
Stock Option Two [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 37,985 | 37,985 | ||
Exercisable at December 31, 2018 | 17,534 | 17,534 | ||
Range of exercise prices, Lower Range Limit | $ / shares | $ 5 | |||
Range of exercise prices, Upper Range Limit | $ / shares | $ 20 | |||
Expiry Dates, Start | 2023-09 | 2023-09 | ||
Expiry Dates, End | 2025-03 | 2025-03 | ||
Stock Option Three [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 7,214 | 7,214 | ||
Exercisable at December 31, 2018 | 7,214 | 7,214 | ||
Range of exercise prices, Lower Range Limit | $ / shares | $ 40 | |||
Range of exercise prices, Upper Range Limit | $ / shares | $ 70 | |||
Expiry Dates, Start | 2020-05 | 2020-05 | ||
Expiry Dates, End | 2022-06 | 2022-06 | ||
Stock Option Four [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 1,972 | 1,972 | ||
Exercisable at December 31, 2018 | 1,972 | 1,972 | ||
Range of exercise prices, Lower Range Limit | $ / shares | $ 50 | |||
Range of exercise prices, Upper Range Limit | $ / shares | $ 60 | |||
Expiry Dates | 2022-12 | 2022-12 | ||
Stock Option Five [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 1,644 | 1,644 | ||
Exercisable at December 31, 2018 | 1,644 | 1,644 | ||
Range of exercise prices, Lower Range Limit | $ / shares | $ 105 | |||
Range of exercise prices, Upper Range Limit | $ / shares | $ 140 | |||
Expiry Dates, Start | 2018-11 | 2018-11 | ||
Expiry Dates, End | 2021-11 | 2021-11 | ||
Stock Option Six [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Options | 4,215 | 4,215 | ||
Exercisable at December 31, 2018 | 4,215 | 4,215 | ||
Range of exercise prices, Lower Range Limit | $ / shares | $ 120 | |||
Range of exercise prices, Upper Range Limit | $ / shares | $ 130 | |||
Expiry Dates | 2020-11 | 2020-11 |
Share Capital (Details Textual)
Share Capital (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended |
May 04, 2018 | Dec. 31, 2018 | |
Share Capital [Line Items] | ||
Weighted average contractual life remaining on the outstanding warrants | 51 months | |
Weighted average contractual life remaining on the outstanding options | 47 months | |
Unrecognized share-based compensation expense | $ 44,000 | |
Unrecognized share-based compensation expense, recognition period | 25 months | |
Stockholders' Equity Note, Stock Split | As a result of the reverse split, every seven shares of the issued and outstanding common shares, without par value, consolidated into one newly-issued outstanding common share, without par value, after fractional rounding. The number of warrants and options were proportionately adjusted by the split ratio and the exercise prices correspondingly increased by the same split ratio. | |
Employee Share Option [Member] | ||
Share Capital [Line Items] | ||
Share based compensation, shares reserved for issuance | 228,143 | |
Share based compensation, share option vesting schedule | The exercise price of an option is set at the closing price of the Company’s common shares on the date of grant. Share options granted to directors, officers, employees and certain individual consultants for past service are subject to the following vesting schedule: (a) one-third shall vest immediately, (b) one-third shall vest at 12 months from the date of grant and (c) one-third shall vest at 18 months from the date of grant. | |
Employee Stock Option One [Member] | ||
Share Capital [Line Items] | ||
Share based compensation, share option vesting schedule | Share options granted to directors, officers, employees and certain individual consultants for future service are subject to the following vesting schedule: (x) one-third shall vest at 12 months from the date of grant, (y) one-third shall vest at 24 months from the date of grant and (z) one-third shall vest at 36 months from the date of grant. | |
Employee Stock Option Two [Member] | ||
Share Capital [Line Items] | ||
Share based compensation, share option vesting schedule | Share options granted to certain individual investor relations consultants are subject to the following vesting schedule: (aa) 25% shall vest at 3 months from the date of grant, (bb) 25% shall vest at 6 months from the date of grant, (cc) 25% shall vest at 12 months from the date of grant and (dd) 25% shall vest at 15 months from the date of grant. |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments (Details) - USD ($) | Dec. 31, 2018 | Sep. 30, 2018 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments in U.S. Treasury Bills | $ 1,599,067 | $ 6,078,031 |
Fair Value, Inputs, Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments in U.S. Treasury Bills | 1,599,067 | 6,078,031 |
Fair Value, Inputs, Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments in U.S. Treasury Bills | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Short-term investments in U.S. Treasury Bills | $ 0 | $ 0 |
Concentrations of Credit Risk_2
Concentrations of Credit Risk (Details) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2018 | |
Customer Concentration Risk [Member] | Product sales [Member] | Three Customers [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 86.00% | 98.00% | |
Customer Concentration Risk [Member] | Accounts receivable [Member] | Two Customers [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 82.00% | 87.00% | |
Geographic Concentration Risk [Member] | Revenue [Member] | Europe [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 19.00% | 73.00% | |
Geographic Concentration Risk [Member] | Revenue [Member] | North America [Member] | |||
Concentration Risk [Line Items] | |||
Concentration risk percentage | 81.00% | 27.00% |