Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Dec. 31, 2020 | Mar. 04, 2021 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Rasna Therapeutics Inc. | |
Entity Central Index Key | 0001582249 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Amendment Flag | false | |
Document Type | 10-Q | |
Current Fiscal Year End Date | --09-30 | |
Document Period End Date | Dec. 31, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Incorporation, State or Country Code | NV | |
Entity Emerging Growth Company | true | |
Entity Small Business | true | |
Entity Ex Transition Period | true | |
Entity Current Reporting Status | Yes | |
Entity File Number | 333-191083 | |
Entity Shell Company | false | |
Entity Address, Address Line One | 420 Lexington Ave, | |
Entity Address, Address Line Two | Suite 2525, | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10170 | |
Entity Tax Identification Number | 39-2080103 | |
City Area Code | (646) | |
Local Phone Number | 396-4087 | |
Entity Interactive Data Current | Yes | |
Entity Common Stock, Shares Outstanding | 68,908,003 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Dec. 31, 2020 | Sep. 30, 2020 |
Current assets: | ||
Cash | $ 3,351 | $ 14,241 |
Prepayments | 17,641 | |
Related party receivable | 748 | |
Total current assets | 3,351 | 32,630 |
Property and equipment, net | 314 | |
Total non-current assets | 314 | |
Total assets | 3,351 | 32,944 |
Current liabilities: | ||
Accounts payable and accrued expenses | 1,701,361 | 1,635,788 |
Related party payables | 550,932 | 550,000 |
Loan payable - related party | 76,320 | 74,880 |
Convertible notes payable - related party | 133,310 | 89,768 |
Convertible notes payable | 369,786 | 357,196 |
Total current liabilities | 2,831,709 | 2,707,632 |
Total liabilities | 2,831,709 | 2,707,632 |
Commitments and contingencies (Note 9) | ||
Shareholders' equity | ||
Common stock, $0.001 par value; 200,000,000 shares authorized; 68,908,003 shares issued and outstanding | 68,909 | 68,909 |
Additional paid-in capital | 19,933,076 | 19,914,884 |
Accumulated deficit | (22,830,343) | (22,658,481) |
Total shareholders' deficit | (2,828,358) | (2,674,688) |
Total liabilities and shareholders' deficit | $ 3,351 | $ 32,944 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - $ / shares | Dec. 31, 2020 | Sep. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 200,000,000 | 200,000,000 |
Common stock, shares issued (in shares) | 68,908,003 | 68,908,003 |
Common stock, shares outstanding (in shares) | 68,908,003 | 68,908,003 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue | ||
Cost of revenue | ||
Gross profit | ||
Operating expenses: | ||
General and administrative | 154,941 | 149,281 |
Research and development | ||
Consultancy fees | ||
Legal and professional fees | ||
Total operating expenses | 154,941 | 149,281 |
Loss from operations | (154,941) | (149,281) |
Other expense: | ||
Interest on convertible notes payable | (17,077) | (8,761) |
Impairment of goodwill | ||
Gain on sale of asset | ||
Foreign currency transaction loss | 156 | |
Total other expense | (16,921) | (8,761) |
Loss from operations before income taxes | (171,862) | (158,042) |
Income tax provision | ||
Net loss | $ (171,862) | $ (158,042) |
Basic and diluted net loss per share attributable to common shareholders | $ 0 | $ 0 |
Basic and diluted weighted average common shares outstanding | 68,908,003 | 68,908,003 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (UNAUDITED) - USD ($) | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit |
Balance at Sep. 30, 2019 | $ 2,537,352 | $ 68,909 | $ 19,780,252 | $ (17,311,809) |
Balance (in shares) at Sep. 30, 2019 | 68,908,003 | |||
Share based compensation | 47,173 | 47,173 | ||
Net loss | (158,042) | (158,042) | ||
Balance at Dec. 31, 2019 | 2,426,483 | $ 68,909 | 19,827,425 | (17,469,851) |
Balance (in shares) at Dec. 31, 2019 | 68,908,003 | |||
Balance at Sep. 30, 2020 | (2,674,688) | $ 68,909 | 19,914,884 | (22,658,481) |
Balance (in shares) at Sep. 30, 2020 | 68,908,003 | |||
Share based compensation | 18,192 | 18,192 | ||
Net loss | (171,862) | (171,862) | ||
Balance at Dec. 31, 2020 | $ (2,828,358) | $ 68,909 | $ 19,933,076 | $ (22,830,343) |
Balance (in shares) at Dec. 31, 2020 | 68,908,003 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 3 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (171,862) | $ (158,042) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share based compensation | 18,192 | 47,173 |
Depreciation | 314 | 409 |
Interest accrued | 1,440 | |
Goodwill impairment | ||
Other non-cash items | 16,132 | 8,761 |
Changes in operating assets and liabilities: | ||
Accounts payable and accrued expenses | 65,573 | 2,643 |
Related party payable | 932 | 5,902 |
Prepayments and other receivables | 17,641 | (613) |
Related party receivable | 748 | 14,335 |
Net cash used in operating activities | (50,890) | (79,432) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of loan payable - related party | ||
Proceeds from issuance of convertible note payable | 40,000 | 57,500 |
Net cash provided by financing activities | 40,000 | 57,500 |
Effect of foreign exchange rate | ||
Net change in cash | (10,890) | (21,932) |
Cash, beginning of period | 14,241 | 50,068 |
Cash, end of period | $ 3,351 | $ 28,136 |
GENERAL INFORMATION
GENERAL INFORMATION | 3 Months Ended |
Dec. 31, 2020 | |
GENERAL INFORMATION [Abstract] | |
GENERAL INFORMATION | 1. GENERAL INFORMATION Rasna Therapeutics, Inc. (“Rasna DE", "Rasna Inc.” or the "Company"), is a biotechnology company incorporated in the State of Delaware on March 28, 2016. The Company is engaged in modulating the molecular targets NPM1 and LSD1, which are implicated in the disease progression of leukemia and lymphoma. These unaudited condensed consolidated financial statements are presented in United States dollars (“USD”) which is also the functional currency of the primary economic environment in which the Company operates. See Note 2, foreign currency policy. Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 pandemic and has concluded that while it is reasonably possible that the virus could have a negative effect on the Company’s financial position, results of its operations and/or ability to secure additional cash resources, the specific impact is not readily determinable as of the date of these financial statements. The financial statements do not include any adjustments that might result from the outcome of this uncertainty. |
ACCOUNTING POLICIES
ACCOUNTING POLICIES | 3 Months Ended |
Dec. 31, 2020 | |
ACCOUNTING POLICIES [Abstract] | |
ACCOUNTING POLICIES | 2. ACCOUNTING POLICIES The principal accounting policies applied in the preparation of these unaudited condensed consolidated financial statements are set out below. These policies have been applied consistently to all the periods presented unless otherwise stated. Basis of preparation These unaudited condensed consolidated financial statements have been prepared following the requirements of the Securities and Exchange Commission (the "SEC”) and United States generally accepted accounting principles (“US GAAP”) for interim reporting. The principles for condensed interim financial information do not require the inclusion of all the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the year ended September 30, 2020 and notes thereto included in the Company's Annual Report on Form 10-K filed with the SEC on January 15, 2021. The accompanying unaudited condensed consolidated financial statements have not been audited by an independent registered public accounting firm in accordance with the standards of the Public Company Accounting Oversight Board (United States), but in the opinion of management, such financial statements include all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s interim financial information. The results of the operations for the three months ended December 31, 2021 may not be indicative of the results that may be expected for the year ending September 30, 2021. Principles of Consolidation The consolidated financial statements include the financial statements of the Compnay and its wholly owned subsidiary, Rasna DE, and Rsasna DE's subsidiary, Arna Therapeutics Limited. All significant intercompany accounts and transactions have been eliminates in the preparation of the accompanying consolidated financial statements. Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The Company evaluates its estimates on an ongoing basis, including those related to the fair values of share based awards, income taxes and contingent liabilities, among others. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates and such differences could be material to the Company's consolidated financial position and results of operations. Net Loss per Share Basic net loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted loss per share includes potentially dilutive securities such as outstanding options, warrants and convertible loan notes, using various methods such as the treasury stock, modified treasury stock, and if converted methods in the determination of dilutive shares outstanding during each reporting period. The following table sets forth potential common shares issuable upon the exercise of outstanding options and the exercise of warrants and convertible loan notes, all of which have been excluded from the computation of diluted weighted average shares outstanding as they would be anti-dilutive: December 31, 2020 December 31, 2019 Stock options 3,648,675 3,973,675 Warrants 1,926,501 1,926,501 Convertible notes & associated fees 2,382,692 2,145,000 Total shares issuable upon exercise or conversion 7,957,868 8,045,176 The following is the computation of net loss per share for the following periods: Recent Accounting Pronouncements In December 2019, the FASB issued ASU - , Income Taxes - Simplifying the Accounting for Income Taxes (“ASU - ”). Among other items, the amendments in ASU - simplify the accounting treatment of tax law changes and year-to-date losses in interim periods. An entity generally recognizes the effects of a change in tax law in the period of enactment; however, there is an exception for tax laws with delayed effective dates. Under current guidance, an entity may not adjust its annual effective tax rate for a tax law change until the period in which the law is effective. This exception was removed under ASU - , thereby providing that all effects of a tax law change are recognized in the period of enactment, including adjustment of the estimated annual effective tax rate. Regarding year-to-date losses in interim periods, an entity is required to estimate its annual effective tax rate for the full fiscal year at the end of each interim period and use that rate to calculate its income taxes on a year-to-date basis. However, current guidance provides an exception that when a loss in an interim period exceeds the anticipated loss for the year, the income tax benefit is limited to the amount that would be recognized if the year-to-date loss were the anticipated loss for the full year. ASU - removes this exception and provides that, in this situation, an entity would compute its income tax benefit at each interim period based on its estimated annual effective tax rate. ASU - is effective for fiscal years beginning after December 15, 2020, including interim periods within those annual periods. Early adoption is permitted. The Company has not yet evaluated the effect that this update will have on its financial statements and related disclosures. The Company has determined that all other recently issued accounting pronouncements will not have a material impact on its consolidated financial position, results of operations and cash flows, or do not apply to its operations. |
LIQUIDITY AND GOING CONCERN
LIQUIDITY AND GOING CONCERN | 3 Months Ended |
Dec. 31, 2020 | |
LIQUIDITY AND GOING CONCERN [Abstract] | |
LIQUIDITY AND GOING CONCERN | 3 The Company has no present revenue and has experienced net losses and significant cash outflows from cash used in operating activities since inception. The Company expects to continue to incur net losses and have significant cash outflows for at least the next 12 In the event that the Company is unable to secure the additional cash resources needed, the Company may slow current development phases or halt new development phases in order to mitigate the effects of the costs of development. These conditions, among others, raise substantial doubt about the Company's ability to continue as a going concern for a period of o ne year from the date of this filing |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 3 Months Ended |
Dec. 31, 2020 | |
SHARE-BASED COMPENSATION [Abstract] | |
SHARE-BASED COMPENSATION | 4 SHARE-BASED COMPENSATION For the three months ended December 31, 2020 and December 31, 2019, and $47,143 r elated to share based compensation to directors and employees respectively, has been included within the general and administrative expense category in the accompanying unaudited condensed consolidated interim financial statements. No costs related to non-employees have been included within the consultancy fees expense category in the unaudited condensed consolidated interim financial statements in the three months ended December 31, 2020 and the three months ended December 31, 2019 As of December 31, 2020 24,482 d average period 0.64 |
CONVERTIBLE NOTES
CONVERTIBLE NOTES | 3 Months Ended |
Dec. 31, 2020 | |
CONVERTIBLE NOTES [Abstract] | |
CONVERTIBLE NOTES | 5 . Convertible note issued on August 8, 2018 On August 8, 2018, the Company entered into a 12% Convertible Promissory Note with High Octane Bioresearch Ltd. (the “Holder”) pursuant to which the Company issued a Convertible Promissory Note to the Holder. The Holder provided the Company with $135,000 in cash, which was received by the Company during the year ended September 30, 2020. The Company promised to pay the principal amount, together with guaranteed interest at the annual rate of 12%, with principal and accrued interest on the Note due and payable on August 9, 2019 (unless converted under terms and provisions as set forth within the Agreement). The Note provides the Holder with the right to convert, at any time, all or any part of the outstanding principal and accrued but unpaid interest into shares of the Company’s common stock at a conversion price equal to the lower of (i) $0.65 per share or (ii) the price of the next financing during the 180 days after the date of the Agreement, subject to adjustments noted within the Agreement. The number of shares issuable upon a conversion shall be determined by the quotient obtained by dividing (x) the outstanding principal amount of the Note to be converted by (y) the Conversion Price. The Note requires the Company to reserve and keep available out of its authorized and unissued shares of common stock the amount of shares that would be issued upon conversion of the Note, which includes the outstanding principal amount of the Note and interest accrued and to be accrued through the date of maturity. In relation to the Convertible Promissory Note, the Company has also entered into an agreement with Garcer Bioventures , a broker who introduced the Holder to the Company. Under the terms of this agreement, should the Holder convert its principal amount into common stock of the Company, the Company will issue to Garcer Bioventures the number of shares equal to 10 In July 2019, the Company extended the maturity date of the Convertible Promissory Note from August 8, 2019 to August 8, 2020 All other terms of the Convertible Promissory Notes On August 8, 2020, the maturity date of the % Convertible Promissory Note with High Octane Bioresearch Ltd. entered into on August 8, 2018, was further extended until 8 September 2020. All other terms of the Convertible Promissory Notes remained the same. The Amended Convertible Promissory Notes were accounted for as a modification of the original Convertible Promissory Notes as the change in the fair value of the embedded conversion option featured in the Convertible Promissory Notes immediately before and after the amendment did not exceed 10 % of the carrying amount of the Convertible Promissory Notes . As at December 31, 2020, and through to the date of this filing, this note payable is past due a nd is classified as a current liability on the consolidated balance sheet as of December 31, 202 0 December 31, 2020. Convertible note issued on October 19, 2018 On October 19, 2018, the Company entered into a second 12 % Convertible Promissory Note with the Holder with a maturity date of October 19, 2019. 100,000 The Company has also entered into another agreement with Garcer Bioventures in lieu of fees, under the same terms as the earlier agreement. In July 2019, the Company extended the maturity date of the Convertible Promissory Note from October 19, 2019 to October 19, 2020, respectively. All other terms of the Convertible Promissory Notes Convertible Promissory Notes Convertible Promissory Notes Convertible Promissory Notes Convertible Promissory Notes As at the date of this filing, this note payable is past due . The note continues to accrue interest and all relevant penalties. The Company has issued an amended and restated Convertible Promissory Note (see Note 7). Convertible note issued on November 12, 2019 On November 12, 2019, the Company entered into a third 12 % Convertible Promissory Note with the Holder with a maturity date of November 12, 2020 . The Holder provided the Company with $ 57,500 in cash, which was received by the Company during the three months ended December 31, 2019 under the same terms as the Note above. As at the date of this filing, this note payable is past due . The note continues to accrue interest and all relevant penalties. The Company has issued an amended and restated Convertible note issued on February 7, 2020 In February 2020, the Company entered into a fourth per share or (ii) the price of the next equity financing, subject to adjustments noted within the Agreement. The number of shares issuable upon a conversion shall be determined by the quotient obtained by dividing (x) the outstanding principal amount of the Note to be converted by (y) the Conversion Price. The Note requires the Company to reserve and keep available out of its authorized and unissued shares of common stock the amount of shares that would be issued upon conversion of the Note, which includes the outstanding principal amount of the Note and interest accrued and to be accrued through the date of maturity. As at the date of this filing, this note payable is past due . The note continues to accrue interest and all relevant penalties. The Company has issued an amended and restated Convertible Promissory Note (see Note 7). Convertible note issued on March 20, 2020 In March 2020, the Company entered into a fifth The Company has issued an amended and restated Convertible Promissory Note (see Note 7). Convertible note issued on September 22, 2020 In September 2020, the Company entered into a sixth 12 % Convertible Promissory Note with the Holder with a maturity date of September 22, 2021 . The Holder provided the Company with $ 35,000 in cash, which was received by the Company during the three months ended September 30, 2020, under the same terms as the fourth Note . The Company has issued an amended and restated Convertible note issued on October 21, 2020 In October 2020, the Company entered into a seventh 12 % Convertible Promissory Note with the Holder with a maturity date of October 21, 2021 . The Holder provided the Company with $40 ,000 in cash, which was received by the Company during the three months ended December 31, 2020. per share or (ii) the price of the next equity financing, subject to adjustments noted within the Agreement. The number of shares issuable upon a conversion shall be determined by the quotient obtained by dividing (x) the outstanding principal amount of the Note to be converted by (y) the Conversion Price. The Note requires the Company to reserve and keep available out of its authorized and unissued shares of common stock the amount of shares that would be issued upon conversion of the Note, which includes the outstanding principal amount of the Note and interest accrued and to be accrued through the date of maturity. The Company has issued an amended and restated At December 31, 2020, there were 2,346,538 s 36,154 shares were reserved in lieu of fees due to . Interest expense, including penalty interest, associated with the convertible notes was $16,132 for the three months ended December 31, 2020 and 2019 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Dec. 31, 2020 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
RELATED PARTY TRANSACTIONS | 6 . RELATED PARTY TRANSACTIONS The following is a summary of the related party transactions for the periods presented. Eurema Consulting Eurema Consulting S.r.l. is a significant shareholder of the Company. During the three months ended December 31, 2020 Gabriele Cerrone Gabriele Cerrone is the majority shareholder of Panetta Partners, one of the Company's principal shareholders As of December 31, 2020, and September 30, 2020, the balance due to Gabriele Cerrone was $ 175,000 for past consultancy services. In March 2020, the Company entered into a 12 20,000 March 20, 2021 December 31, 2020, The Company has issued an amended and restated Roberto and TES Roberto Pellicciari is the majority shareholder of TES Pharma Srl, one of the Company's three months ended December 31, 2020 Roberto Pellicciari At December 31, 2020 and September 30, 2020 75,000 Tiziana Life Sciences Plc ("Tiziana") The Company is party to a Shared Services Agreement with Tiziana, whereby the Company is charged for shared services and rent. Tiziana had previously agreed to waive all charges for shared services from October 2018 onwards, until further notice since the amounts due for such services are de minimis. Notice was given and recharges from October 1, 2020 were resumed . Keeren Shah the Company's Finance Director, is also Finance Director As of December 31, 2020 , $982 was due to Tiziana under services charged under the shared services agreement. This is recorded as a related party payable in the accompanying condensed consolidated balance sheets. the C ompany made payments on behalf of Tiziana of which are recorded as a related party receivable in the accompanying condensed consolidated balance sheets. On March 31, 2020, Tiziana extended a loan facility to Rasna of $65,000. The loan is repayable within 18 months and is incurring an interest charge of 8% per annum. In April 2020, the loan facility was extended by a further $7,000, so the loan facility totals $72,000. As of December 31, 2020, the amounts due to Tiziana under this loan facility were $76,320. Panetta Partners Panetta Partners Limited, a shareholder of Rasna, is a company in which Gabriele Cerrone is a major shareholder and also serves as a director. In February 2020 , the Company entered into a 12 % Convertible Promissory Note with Panetta Partners for $31,000 with a maturity date of February 07, 2021. The amount due for this note at December 31, 2020, The Company has issued an amended and restated Convertible Promissory Note (see Note 7 In February 2020, September 2020 and October 2020 the Company entered into 12 31,000, 35,000 and $40,000 February 07, 2021 , at December 31, 2020 36,155 The Company has issued an amended and restated |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Dec. 31, 2020 | |
SUBSEQUENT EVENTS [Abstract] | |
SUBSEQUENT EVENTS | 7 SUBSEQUENT EVENTS On February 5, 2021, the Company issued amended and restated Convertible Promissory Notes to all Note holders with an extended maturity date of December 31, 2021 and conversion terms amended to the lower of (i) $0.01 or (ii) the price of the next equity financing, which raises at least US$ 1,000,000 On January 14, 2021 the Company issued a 12% convertible promissory note (the “Note”) in the principal amount of $60,000. The Note has a maturity date of December 31, 2021 and is convertible by the holder at any time into shares of the Company’s common stock at a conversion price equal to the lower of (i) $0.01 per share or (ii) the price of the next equity financing, which raises at least US$1,000,000 On February 10, 2021 the Company issued a 12% convertible promissory note (the “Note”) in the principal amount of $90,000. The Note has a maturity date of December 31, 2021 and is convertible by the holder at any time into shares of the Company’s common stock at a conversion price equal to the lower of (i) $0.01 per share or (ii) the price of the next equity financing, which raises at least US$1,000,000 . If the holder has not converted the Note into common stock by the maturity date, the Company must repay the outstanding principal amount plus accrued interest. The Holder provided us with $90,000 in cash, which we received in February 2021. The Note contains an anti-dilution provision which adjusts the conversion price in the event of an issuance by the Company of common stock below the then effective conversion price. |
ACCOUNTING POLICIES (Policies)
ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Dec. 31, 2020 | |
ACCOUNTING POLICIES [Abstract] | |
Basis of preparation | Basis of preparation These unaudited condensed consolidated financial statements have been prepared following the requirements of the Securities and Exchange Commission (the "SEC”) and United States generally accepted accounting principles (“US GAAP”) for interim reporting. The principles for condensed interim financial information do not require the inclusion of all the information and footnotes required by generally accepted accounting principles for complete financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements as of and for the year ended September 30, 2020 and notes thereto included in the Company's Annual Report on Form 10-K filed with the SEC on January 15, 2021. The accompanying unaudited condensed consolidated financial statements have not been audited by an independent registered public accounting firm in accordance with the standards of the Public Company Accounting Oversight Board (United States), but in the opinion of management, such financial statements include all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s interim financial information. The results of the operations for the three months ended December 31, 2021 may not be indicative of the results that may be expected for the year ending September 30, 2021. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the financial statements of the Compnay and its wholly owned subsidiary, Rasna DE, and Rsasna DE's subsidiary, Arna Therapeutics Limited. All significant intercompany accounts and transactions have been eliminates in the preparation of the accompanying consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. The Company evaluates its estimates on an ongoing basis, including those related to the fair values of share based awards, income taxes and contingent liabilities, among others. The Company bases its estimates on historical experience and on various other assumptions that the Company believes to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Actual results could differ from those estimates and such differences could be material to the Company's consolidated financial position and results of operations. |
Net Loss per Share | Net Loss per Share Basic net loss per share is computed by dividing net loss available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted loss per share includes potentially dilutive securities such as outstanding options, warrants and convertible loan notes, using various methods such as the treasury stock, modified treasury stock, and if converted methods in the determination of dilutive shares outstanding during each reporting period. The following table sets forth potential common shares issuable upon the exercise of outstanding options and the exercise of warrants and convertible loan notes, all of which have been excluded from the computation of diluted weighted average shares outstanding as they would be anti-dilutive: December 31, 2020 December 31, 2019 Stock options 3,648,675 3,973,675 Warrants 1,926,501 1,926,501 Convertible notes & associated fees 2,382,692 2,145,000 Total shares issuable upon exercise or conversion 7,957,868 8,045,176 The following is the computation of net loss per share for the following periods: |
Accounting Changes | Recent Accounting Pronouncements In December 2019, the FASB issued ASU - , Income Taxes - Simplifying the Accounting for Income Taxes (“ASU - ”). Among other items, the amendments in ASU - simplify the accounting treatment of tax law changes and year-to-date losses in interim periods. An entity generally recognizes the effects of a change in tax law in the period of enactment; however, there is an exception for tax laws with delayed effective dates. Under current guidance, an entity may not adjust its annual effective tax rate for a tax law change until the period in which the law is effective. This exception was removed under ASU - , thereby providing that all effects of a tax law change are recognized in the period of enactment, including adjustment of the estimated annual effective tax rate. Regarding year-to-date losses in interim periods, an entity is required to estimate its annual effective tax rate for the full fiscal year at the end of each interim period and use that rate to calculate its income taxes on a year-to-date basis. However, current guidance provides an exception that when a loss in an interim period exceeds the anticipated loss for the year, the income tax benefit is limited to the amount that would be recognized if the year-to-date loss were the anticipated loss for the full year. ASU - removes this exception and provides that, in this situation, an entity would compute its income tax benefit at each interim period based on its estimated annual effective tax rate. ASU - is effective for fiscal years beginning after December 15, 2020, including interim periods within those annual periods. Early adoption is permitted. The Company has not yet evaluated the effect that this update will have on its financial statements and related disclosures. The Company has determined that all other recently issued accounting pronouncements will not have a material impact on its consolidated financial position, results of operations and cash flows, or do not apply to its operations. |
ACCOUNTING POLICIES (Tables)
ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Dec. 31, 2020 | |
ACCOUNTING POLICIES [Abstract] | |
Schedule of potential common shares issuable upon the exercise of outstanding options and the exercise of warrants | December 31, 2020 December 31, 2019 Stock options 3,648,675 3,973,675 Warrants 1,926,501 1,926,501 Convertible notes & associated fees 2,382,692 2,145,000 Total shares issuable upon exercise or conversion 7,957,868 8,045,176 |
ACCOUNTING POLICIES - Antidilu
ACCOUNTING POLICIES - Antidilutive Shares (Details) - shares | 3 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Accounting Policies [Line Items] | ||
Total shares issuable upon exercise or conversion | 7,957,868 | 8,045,176 |
Warrants | ||
Accounting Policies [Line Items] | ||
Total shares issuable upon exercise or conversion | 1,926,501 | 1,926,501 |
Stock options | ||
Accounting Policies [Line Items] | ||
Total shares issuable upon exercise or conversion | 3,648,675 | 3,973,675 |
Convertible notes & associated fees | ||
Accounting Policies [Line Items] | ||
Total shares issuable upon exercise or conversion | 2,382,692 | 2,145,000 |
ACCOUNTING POLICIES - Net Loss
ACCOUNTING POLICIES - Net Loss per Share (Details 1) - USD ($) | 3 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
ACCOUNTING POLICIES [Abstract] | ||
Net profit/ (loss) for the period | $ (171,862) | $ (158,042) |
Weighted average number of shares (in shares) | 68,908,003 | 68,908,003 |
Net loss per share (basic and diluted) (in dollars per share) | $ 0 | $ 0 |
LIQUIDITY AND GOING CONCERN (De
LIQUIDITY AND GOING CONCERN (Details) - USD ($) | 3 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2020 | |
LIQUIDITY AND GOING CONCERN [Abstract] | |||
Accumulated deficit | $ (22,830,343) | $ (22,658,481) | |
Net loss | (171,862) | $ (158,042) | |
Net cash used in operating activities | $ 50,890 | $ 79,432 |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS - Narrative (Details) - USD ($) | Dec. 31, 2020 | Sep. 30, 2020 |
Indefinite-lived Intangible Assets [Line Items] | ||
Notes payable | $ 133,310 | $ 89,768 |
SHARE-BASED COMPENSATION - Nar
SHARE-BASED COMPENSATION - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options granted (in shares) | |||
Total unrecognized compensation cost related to stock options | $ 24,482 | ||
Weighted average period to costs are expected to be recognized over | 7 months 20 days | ||
General and Administrative Expense | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Share based compensation | $ 18,192 | $ 47,143 |
SHARE-BASED COMPENSATION - Sto
SHARE-BASED COMPENSATION - Stock Options (Details) | 3 Months Ended |
Dec. 31, 2019shares | |
Number of Options | |
Number of Options, Granted (in shares) |
CONVERTIBLE NOTES - Narrative (
CONVERTIBLE NOTES - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||
Oct. 19, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2020 | Aug. 08, 2020 | Aug. 08, 2018 | |
Debt Instrument [Line Items] | ||||||
Interest rate | 10.00% | 12.00% | ||||
Cash received from the Holder | $ 135,000 | |||||
Conversion price | $ 0.65 | |||||
Shares reserved for the conversion of the Notes | 2,346,538 | |||||
Interest expense associated with the note | $ 16,132 | $ 8,761 | ||||
Convertible Promissory Note | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 12.00% | 12.00% | ||||
Cash received from the Holder | $ 100,000 | |||||
Due Date | Oct. 19, 2019 | Aug. 9, 2019 | ||||
Period after the date of the Agreement used to calculate the conversion price | 180 days | |||||
Shares reserved for the conversion of the Notes | 36,154 |
RELATED PARTY TRANSACTIONS - N
RELATED PARTY TRANSACTIONS - Narrative (Details) - USD ($) | 3 Months Ended | ||||||
Dec. 31, 2020 | Oct. 31, 2020 | Sep. 30, 2020 | Apr. 30, 2020 | Mar. 31, 2020 | Feb. 29, 2020 | Feb. 07, 2020 | |
Related Party Transaction [Line Items] | |||||||
Due from related party | $ 72,000 | ||||||
Balance due to related party | 550,932 | $ 550,000 | $ 7,000 | ||||
Related party receivable | 748 | ||||||
Eurema Consulting S.r.l. | |||||||
Related Party Transaction [Line Items] | |||||||
Balance due to related party | 200,000 | 200,000 | |||||
Gabriele Cerrone | |||||||
Related Party Transaction [Line Items] | |||||||
Balance due to related party | 175,000 | 175,000 | |||||
Principal amount | $ 21,873 | ||||||
Interest charge | 12.00% | ||||||
Related party receivable | $ 20,000 | ||||||
Roberto Pellicciari | |||||||
Related Party Transaction [Line Items] | |||||||
Balance due to related party | 175,000 | 175,000 | |||||
Tiziana Life Sciences PLC | |||||||
Related Party Transaction [Line Items] | |||||||
Due from related party | 76,320 | ||||||
Principal amount | $ 65,000 | ||||||
Interest charge | 8.00% | ||||||
Service charges | 982 | ||||||
Panetta Partners | |||||||
Related Party Transaction [Line Items] | |||||||
Principal amount | 34,348 | $ 40,933 | 36,155 | $ 34,438 | $ 31,000 | ||
Interest charge | 12.00% | 12.00% | |||||
Related party receivable | $ 40,000 | 35,000 | $ 31,000 | ||||
Alessandro Padova | |||||||
Related Party Transaction [Line Items] | |||||||
Due from related party | $ 75,000 | $ 75,000 |
SUBSEQUENT EVENTS - Narrative (
SUBSEQUENT EVENTS - Narrative (Details) - Subsequent Event - USD ($) | Feb. 10, 2021 | Feb. 05, 2021 | Jan. 14, 2021 |
Convertible Promissory Note | |||
SUBSEQUENT EVENTS | |||
Shares issued (in dollars per share) | $ 0.01 | ||
Amount of Equity Financing | $ 1,000,000 | ||
Convertible Promissory Note 1 [Member[ | |||
SUBSEQUENT EVENTS | |||
Principal amount | $ 90,000 | $ 60,000 | |
Shares issued (in dollars per share) | $ 0.01 | $ 0.01 | |
Amount of Equity Financing | $ 1,000,000 | $ 1,000,000 | |
Interest rate | 12.00% | 12.00% |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) | 3 Months Ended |
Dec. 31, 2019shares | |
Options granted (in shares) |