Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Sep. 30, 2021 | Feb. 28, 2022 | Mar. 31, 2021 | |
Document Information Line Items | |||
Entity Registrant Name | Rasna Therapeutics Inc. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | --09-30 | ||
Entity Common Stock, Shares Outstanding | 68,908,003 | ||
Entity Public Float | $ 2,632,000 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001582249 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Sep. 30, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 333-191083 | ||
Entity Incorporation, State or Country Code | NV | ||
Entity Tax Identification Number | 39-2080103 | ||
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 | ||
City Area Code | (646) | ||
Local Phone Number | 396-4087 | ||
Title of 12(b) Security | None | ||
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Sep. 30, 2021 | Sep. 30, 2020 |
Current assets: | ||
Cash | $ 10,848 | $ 14,241 |
Prepayments and other receivables | 33,729 | 17,641 |
Related party receivable | 748 | |
Total current assets | 44,577 | 32,630 |
Property and equipment, net | 314 | |
Total assets | 44,577 | 32,944 |
Current liabilities: | ||
Accounts payable and accrued expenses | 1,516,001 | 1,635,788 |
Related party payables | 561,446 | 550,000 |
Loan payable - related party | 80,640 | 74,880 |
Derivative liabilities | 38,018 | |
Convertible notes payable - related party | 221,571 | 89,768 |
Convertible notes payable | 289,797 | 357,196 |
Total Current liabilities | 2,707,473 | 2,707,632 |
Commitments and contingencies (Note 12) | ||
Common stock, $0.001 par value, 200,000,000 shares authorized; 68,908,003 issued and outstanding at both 2021 and 2020 | 68,909 | 68,909 |
Additional paid-in capital | 20,711,758 | 19,914,884 |
Accumulated deficit | (23,443,563) | (22,658,481) |
Total shareholders’ deficit | (2,662,896) | (2,674,688) |
Total liabilities and shareholders’ deficit | $ 44,577 | $ 32,944 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Sep. 30, 2021 | Sep. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Common stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 68,908,003 | 68,908,003 |
Common stock, shares outstanding | 68,908,003 | 68,908,003 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||
Revenue | ||
Cost of revenue | ||
Gross profit | ||
Operating expenses: | ||
General and administrative | 247,814 | 556,504 |
Research and development | ||
Impairment of intangible assets | 2,149,369 | |
Impairment of goodwill | 2,722,985 | |
Total operating expenses | 247,814 | 5,428,858 |
Loss from operations | (247,814) | (5,428,858) |
Other income/(expense): | ||
Expenses in connection with modification and extinguishment of convertible promissory notes | (123,718) | |
Interest expense | (515,907) | (41,438) |
Gain on sale of asset | 120,000 | |
Gain on extinguishment of debt | 90,916 | |
Gain on troubled debt restructuring | 11,773 | |
Foreign currency transaction gain/(loss) | (332) | 590 |
Other (expense)/income, net | (537,268) | 79,152 |
Loss before provision for income taxes | (785,082) | (5,349,706) |
Income tax benefit | (3,034) | |
Net loss | $ (785,082) | $ (5,346,672) |
Basic and diluted loss per share attributable to common shareholders (in Dollars per share) | $ (0.01) | $ (0.08) |
Basic weighted average common shares outstanding (in Shares) | 68,908,003 | 68,908,003 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Shareholders' Equity/(Deficit) - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning Balance at Sep. 30, 2019 | $ 68,909 | $ 19,780,252 | $ (17,311,809) | $ 2,537,352 |
Beginning Balance (in Shares) at Sep. 30, 2019 | 68,908,003 | |||
Share based compensation | 134,632 | 134,632 | ||
Net loss | (5,346,672) | (5,346,672) | ||
Ending Balance at Sep. 30, 2020 | $ 68,909 | 19,914,884 | (22,658,481) | (2,674,688) |
Ending Balance (in Shares) at Sep. 30, 2020 | 68,908,003 | |||
Share based compensation | 42,673 | 42,673 | ||
Net loss | (785,082) | (785,082) | ||
Fees relating to debt issuance | 123,718 | 123,718 | ||
Beneficial conversion feature related to convertible notes | 630,483 | 630,483 | ||
Ending Balance at Sep. 30, 2021 | $ 68,909 | $ 20,711,758 | $ (23,443,563) | $ (2,662,896) |
Ending Balance (in Shares) at Sep. 30, 2021 | 68,908,003 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (785,082) | $ (5,346,672) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share-based compensation | 42,673 | 134,632 |
Fees related to convertible notes | 123,718 | |
Depreciation | 314 | 1,635 |
Deferred income tax benefit | (3,034) | |
Non-cash interest expense | 5,760 | 38,558 |
Write off of related party receivable | 2,880 | |
Impairment of goodwill | 2,722,985 | |
Impairment of intangible assets | 2,149,369 | |
Gain on troubled debt restructuring | (11,773) | |
Gain on debt extinguishment | (90,916) | |
Accretion of debt discount | 545,594 | |
Changes in operating assets and liabilities: | ||
Prepayments and other receivables | (16,088) | (10,463) |
Related party receivable | 748 | 12,975 |
Accounts payable and accrued expenses | (119,787) | 45,196 |
Related party payables | 11,446 | 612 |
Net cash used in operating activities | (293,393) | (251,327) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of convertible notes | 290,000 | 143,500 |
Proceeds from issuance of loan payable – related party | 72,000 | |
Net cash provided by financing activities | 290,000 | 215,500 |
Net (decrease) in cash | (3,393) | (35,827) |
Cash at beginning of year | 14,241 | 50,068 |
Cash at end of year | 10,848 | $ 14,241 |
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Derivative liabilities in connection with debt extinguishments | 38,018 | |
Costs in connection with extinguishments of promissory notes | 123,718 | |
Beneficial conversion feature related to issuance of convertible notes | $ 630,483 |
General Information
General Information | 12 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
GENERAL INFORMATION | 1. GENERAL INFORMATION Rasna Therapeutics, Inc. ( “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 consolidated financial statements are presented in United States dollars (“USD”) which is also the functional currency of the in which the Company operates. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. BASIS OF PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES The principal accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been applied consistently to all the periods presented unless otherwise stated. Basis of Presentation These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) including all pronouncements of the U.S. Securities and Exchange Commission applicable to annual financial statements. Principles of Consolidation The consolidated financial statements include the financial statements of the Company and its wholly owned subsidiary, Rasna Research Inc, and Rasna Rasna Research Inc’s subsidiary, Arna Therapeutics Limited. All significant intercompany accounts and transactions have been eliminated in the preparation of the accompanying consolidated financial statements. Use of Estimates The preparation of consolidated 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 carrying amount of intangible assets, the fair values of stock based awards, the modification and extinguishment of debt, derivatives and valuations associated with derivatives, 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. Fair Value of Financial Instruments Fair value is defined under FASB ASC Topic 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or the most advantageous market for an asset or liability in an orderly transaction between participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on the levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. The levels are as follows: ● Level 1 - Quoted prices in active markets for identical assets or liabilities ● Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or corroborated by observable market data for substantially the full term of the assets or liabilities ● Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the value of the assets or liabilities. The following is a listing of the Company’s liabilities required to be measured at fair value on a recurring basis and where they are classified within the fair value hierarchy as of September 30, 2021: Level 1 Level 2 Level 3 Total Derivative Liability $ — $ — $ 38,018 $ 38,018 Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less to be cash equivalents. Risks and Uncertainties The Company intends to operate in an industry that is subject to rapid change. The Company’s operations will be subject to significant risk and uncertainties including financial, operational, technological, regulatory, and other risks associated with an early stage company, including the potential risk of business failure. In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic, which continues to spread throughout the United States and the World. There is considerable uncertainty around the expected duration of this pandemic. The COVID-19 pandemic and the public health responses to contain it have resulted in global recessionary conditions. A continuation or worsening of the levels of market disruption and volatility seen in the recent past could have an adverse effect on the Company’s ability to access capital. 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 ability to raise capital, 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. Research and development Expenditures for research and development are charged to operations in the year in which they are incurred with the exception of expenditures incurred in respect of the development of major new products where the outcome of those projects is assessed as being reasonably certain in regards to viability and technical feasibility. Such expenditures are capitalized and amortized straight line over the estimated period of sale for each product, commencing in the year that sales of the product are first made. To date, the Company has not capitalized any such expenditures other than certain IPR&D & intellectual property (“IP”) recorded in connection with certain acquisition or equity transactions. Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. Management considers many factors when assessing the likelihood of future realization of deferred tax assets, including recent earnings experience by jurisdiction, expectations of future taxable income, and the carryforward periods available for tax reporting purposes, as well as other relevant factors. A valuation allowance may be established to reduce deferred tax assets to the amount that management believes is more likely than not to be realized. Due to inherent complexities arising from the nature of the business, future changes in income tax law and variances between actual and anticipated operating results, management makes certain judgments and estimates. Therefore, actual income taxes could materially vary from these estimates. Changes in tax rates and tax laws are accounted for in the period of enactment. The Company recognizes in the financial statements the impact of a tax position, if that position is more likely than not to be sustained upon an examination, based on the technical merits of the position. The Company records a liability for the difference between the benefit recognized and measured and the tax position taken or expected to be taken on the Company’s tax return. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision. The Company incurred no liability and, therefore, did not need to record interest and penalties during the years ended September 30, 2021 and 2020. Reclassification Certain amounts in prior periods related to the classification of operating expenses have been reclassified to conform to current period presentation. Foreign Currency Items included in the financial statements are measured using their functional currency, which is the currency of the primary economic environment in which the company operates. The accompanying financial statements are presented in United States Dollar (“USD”), which is the Company’s functional and presentational currency. Foreign currency transactions are translated using the rate of exchange applicable at the date of the transaction. Foreign exchange gains and losses resulting from the settlement of such transactions and from the re-translation at the year-end of monetary assets and liabilities denominated in foreign currencies are recognized in the statements 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 the if-converted method 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, the exercise of warrants and the conversion of notes and associated fees, all of which have been excluded from the computation of diluted weighted average shares outstanding as they would be anti-dilutive: September 30, 2021 2020 Stock options 3,648,675 3,210,050 Warrants 1,926,501 1,926,501 Convertible notes & associated fees 82,487,678 1,562,319 Total shares issuable upon exercise or conversion 88,062,854 6,698,870 The following is the computation of net loss per share for the following periods: For the For the 2021 2020 Net loss $ (785,082 ) $ (5,346,672 ) Weighted average number of shares 68,908,003 68,908,003 Net loss per share (basic and diluted) $ (0.01 ) $ (0.08 ) Equity-Based Payments The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 718 “Compensation-Stock Compensation” requires companies to measure the cost of employee services received in exchange for the award of equity instruments based on the estimated fair value of the award at the date of grant. The expense is to be recognized over the period during which an employee is required to provide services in exchange for the award. The Company accounts for shares of common stock, stock options and warrants issued to employees based on the fair value of the stock, stock option or warrant, if that value is more reliably measurable than the fair value of the consideration or services received. The Company accounts for stock-based compensation awards issued to non-employees under ASC No. 718-10, Compensation – Stock Compensation – Overall, Convertible Notes Debt Discount The Company issued certain convertible notes that have certain embedded derivatives and/or required bifurcation. In connection with these features, the Company has recorded a discount to the debt that will be accreted to the face value of the note under the effective interest method over the term of the note. Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, which simplifies the guidance on the issuer’s accounting for convertible debt instruments by removing the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, entities will not separately present in equity an embedded conversion feature in such debt and will account for a convertible debt instrument wholly as debt, unless certain other conditions are met. The elimination of these models will reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument that is within the scope of ASU 2020-06. Also, ASU 2020-06 requires the application of the if-converted method for calculating diluted earnings per share and treasury stock method will be no longer available. ASU 2020-06 is applicable for fiscal years beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company does not intend to early adopt and continues to evaluate the impact of the provisions of ASU 2020-06 on its consolidated financial statements. In December 2019, the FASB issued ASU 2019 -12, Income Taxes - Simplifying the Accounting for Income Taxes (“ASU 2019-12”). Among other items, the amendments in ASU 2019-12 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 2019-12, 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 2019-12 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 2019-12 is effective for fiscal years beginning after December 15, 2020, including interim periods within those annual periods. Early adoption is permitted. The Company is currently evaluating 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 | 12 Months Ended |
Sep. 30, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
LIQUIDITY AND GOING CONCERN | 3 . The Company is subject to a number of risks similar to those of other pre-commercial stage companies, including its dependence on key individuals, uncertainty of product development and generation of revenues, dependence on outside sources of capital, risks associated with research, development, testing, and obtaining related regulatory approvals of its pipeline products, suppliers and collaborators, successful protection of intellectual property, competition with larger, better-capitalized companies, successful completion of the Company’s development programs and, ultimately, the attainment of profitable operations are dependent on future events, including obtaining adequate financing to fulfill its development activities and generating a level of revenues adequate to support the Company’s cost structure. The Company has experienced net losses and significant cash outflows from cash used in operating activities over the past two years, and as of September 30, 2021, had an accumulated deficit of $23,443,563, a net loss for the year ended September 30, 2021 of $785,082 and net cash used in operating activities of $293,393. The Company expects to continue to incur net losses and have significant cash outflows for at least the next 12 months and will require significant additional cash resources to launch new development phases of existing products in its pipeline. In the event that the Company is unable to secure the necessary 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 twelve months from the date these financial statements are issued. The accompanying consolidated financial statements have been prepared assuming that the Company will continue as a going concern. This basis of accounting contemplates the recovery of the Company’s assets and the satisfaction of liabilities in the normal course of business. A successful transition to attaining profitable operations is dependent upon achieving a level of positive cash flows adequate to support the Company’s cost structure. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 12 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
ACCOUNTS PAYABLE AND ACCRUED EXPENSES | 4. ACCOUNTS PAYABLE AND ACCRUED EXPENSES The following table summarizes the Company’s accounts payable and accrued expenses as of the following years : September 30, 2021 2020 Accounts payable $ 900,045 $ 952,151 Accrued expenses 615,956 683,637 $ 1,516,001 $ 1,635,788 Accounts payable is predominantly made up of unpaid invoices relating to research and development, accounting and professional fees. Included within the accrued expenses balance of $615,956 at September 30, 2021 is approximately $27,000 of accounting and professional fees, $208,000 of research and development fees, $309,000 for directors fees, and $72,000 for consultancy fees. Included within the accrued expenses balance of $683,637 at September 30, 2020 is approximately $110,000 of accrued legal, accounting and professional fees, $208,000 of research and development fees, $284,000 for directors fees, and $82,000 for consultancy fees. |
Warrants
Warrants | 12 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
WARRANTS | 5. WARRANTS The Company had issued warrants to placement agents in lieu of fees for consultancy services and placement agent fees. Based upon the Company’s analysis of the criteria contained in ASC Topic 815-40, “Derivatives and Hedging - Contracts in an Entity’s Own Equity”, the Company determined that all the warrants issued are classified as equity in additional paid in-capital. The following table summarizes warrant activity for the years ended September 30, 2021 and 2020: Number of Weighted Average Exercise Price Per Option Weighted Average remaining Contractual Life (years) Aggregate Outstanding balance at October 1, 2019 1,926,501 0.43 6.86 $ — Granted — — — — Forfeited — — — — Outstanding balance at September 30, 2020 1,926,501 0.43 5.86 $ — Warrants exercisable at September 30, 2020 1,926,501 0.43 5.86 $ — Granted — — — — Forfeited — — — — Outstanding balance at September 30, 2021 1,926,501 0.43 4.86 $ — Warrants exercisable at September 30, 2021 1,926,501 0.43 4.86 $ — |
Convertible Notes
Convertible Notes | 12 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
CONVERTIBLE NOTES | 6. CONVERTIBLE NOTES The table below summarizes outstanding convertible notes as of September 30, 2021 and 2020: Balance of non-related notes payable, net as of September 30, 2019 264,907 Issuance of debt 57,500 Accrued Interest 34,789 Balance of non-related notes payable, net as of September 30, 2020 357,196 Issuance of debt 100,000 Beneficial conversion feature related to convertible notes issued (370,413 ) Derivative liability (22,088 ) Gain on extinguishment of debt (82,200 ) Gain on troubled debt restructuring (11,773 ) Accretion of debt discount 319,075 Balance of non-related notes payable, net as of September 30, 2021 $ 289,797 Balance of related party notes payable, net as of September 30, 2019 - Issuance of debt 86,000 Accrued Interest 3,768 Balance of related party notes payable, net as of September 30, 2020 89,768 Issuance of debt 190,000 Beneficial conversion feature related to convertible notes issued (260,070 ) Derivative liability (15,930 ) Gain on extinguishment of debt (8,716 ) Gain on troubled debt restructuring - Accretion of debt discount 226,519 Balance of related party notes payable, net as of September 30, 2021 $ 221,571 On October 21 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. 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) $0.05 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. On February 3, 2021, all outstanding notes were modified with amended expiry and conversion terms. The amended terms are as follows: 1. Conversion The amended Notes provide the Holders 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) $0.01 per share or (ii) the price of the next equity financing, which raises at least US $1,000,000, subject to adjustments noted within the Agreement. 2. Expiry of the notes was amended to December 31, 2021. The Company determined that the modification of the debt instruments added a substantive conversion option at the date of the modification or exchange. Prior to the Note Amendments, the lowest conversion price of any of the Notes was $0.05 and ranged up to $0.65 (out of the money for all). At the date of the modification the conversion option price was repriced to $0.01, resulting in the conversion option for all notes being in the money on the day of the modification. On the day of the modification the fair value of the underlying stock was $0.05. As such, the modification added a substantive conversion option as of the conversion date and the amendment would be considered substantial. The notes were deemed to be extinguished and require extinguishment accounting. Under extinguishment accounting, the debt was remeasured and recorded at fair value. The difference between the carrying value of the debt, prior to the extinguishment, and the new fair value of the debt, was recorded as a gain on debt extinguishment. The Company noted short term nature of the note and the fact that the stock was thinly traded with any trading activity resulting in a disproportionate effect on the stock price. Therefore, a Black Scholes valuation was deemed to be inappropriate in this case. The fair value of the amended notes was calculated as the principal plus interest. The fair value of the Notes on the extinguishment date was $509,416, resulting in a gain on extinguishment of $90,916. On January 14, 2021, the Company entered into a 12% Convertible Promissory Note with Panetta Partners Ltd. (the “Holder”) pursuant to which the Company issued a Convertible Promissory Note to the Holder. The Holder provided the Company with $60,000 in cash. 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 December 31, 2021 (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) $0.01 per share or (ii) the price of the next equity financing, which raises at least US $1,000,000, 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. On February 10, 2021, the Company entered into another 12% Convertible Promissory Note with Panetta Partners Ltd. (the “Holder”) pursuant to which the Company issued a Convertible Promissory Note to the Holder. The Holder provided the Company with $90,000 in cash. All other terms were the same as the note before. On May 25, 2021, the Company entered into a 1% Convertible Promissory Note with Laura Fonda. (the “Holder”) pursuant to which the Company issued a Convertible Promissory Note to the Holder. The Holder provided the Company with $100,000 in cash. All other terms were the same as the note before. Embedded Derivative Liability Under the promissory note agreement, the interest rate will reset upon the event of a default and an additional penalty of 6% will be accrued. The Company analyzed the conversion features of the note agreement for derivative accounting consideration under ASC 815, Derivatives and Hedging, and determined the interest rate resets met the definition of a derivative. It also noted that the Contingent Interest Rate feature required bifurcation from the host note contract and was to be accounted for at fair value. In accordance with ASC 815-15, the Company bifurcated the Contingent Interest Rate feature of the note and recorded a derivative liability. The embedded derivatives for the notes are carried on the Company’s balance sheet at fair value. The Company noted due to the short-term nature of the note in addition to the relatively small incremental increase in the interest rate in the event of default (6%) the maximum overall impact would be approximately $38,018 (calculated as the increase in interest rate multiplied by the principal balance). In addition, the Company assessed all Events of Default and concluded that they are generally within the Company’s control and have a very low probability of occurrence. The notes carry an embedded derivative liability of $38,018 which will be amortized over the life of the note. Management will continue to assess the valuation of the embedded derivative at each reporting period and will record any changes in value through other income and expenses. Beneficial Conversion Feature The conversion features for all notes issued are in the money as of the issuance date and accordingly a beneficial conversion feature was recorded upon issuance. As the intrinsic value of the Beneficial Conversion Feature exceeds the face value, the recorded Beneficial Conversion Feature will be limited to the gross proceeds less any debt discounts. As at September 30, 2021 this amounted to $630,483. This Beneficial Conversion Feature will be amortized on a straight line basis over the term of the note. Troubled Debt Restructuring On September 30, 2021, the interest rate for a Note was reduced to 1%. The company evaluated the reduction under ASC 470 and concluded that there were indicators of financial difficulty at this date and a concession had been granted. Therefore the amendment should be accounted for under the troubled debt restructuring model. When a borrower has a troubled debt restructuring (“TDR”) in which the terms of its debt are modified, it should analyze the future undiscounted cash flows to determine the appropriate accounting treatment. The recognition and measurement guidance for a TDR depends on whether the future undiscounted cash flows specified by the new terms are greater or less than the carrying value of the debt. The Company determined that the future undiscounted cash flows under the new terms were less than the adjusted net carrying value of the original debt, therefore a gain of $11,773 was recorded for the difference on the statement of operations, |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | 7. STOCK-BASED COMPENSATION 2016 EQUITY INCENTIVE PLAN On July 19, 2016, the Company adopted its 2016 Equity Incentive Plan (the “Equity Incentive Plan”). The Equity Incentive Plan was established to attract, motivate, retain and reward selected employees and other eligible persons. For the Equity Incentive Plan, employees, officers, directors and consultants who provide services to the Company or one of the Company’s subsidiaries may be selected to receive awards. A total of 9,750,000 shares of the Company’s common stock was authorized for issuance with respect to awards granted under the Equity Incentive Plan. Stock-based compensation expense is the estimated fair value of options granted amortized on a straight-line basis over the requisite service period for the entire portion of the award less an estimate for anticipated forfeitures. The Company uses the “simplified” method to estimate the expected term of the options because the Company’s historical share option exercise experience does not provide a reasonable basis upon which to estimate expected term. No options were granted during the years ended September 30, 2021 and 2020. The Black-Scholes option pricing model was developed for use in estimating the fair value of traded options, which have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions including the expected stock price volatility. Because the Company’s stock options have characteristics significantly different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management’s opinion, the existing models do not necessarily provide a reliable single measure of the fair value of the Company’s stock options. The following table summarizes stock option activity for the years ended September 30, 2021 and September 30, 2020 Number of Weighted Average Exercise Price Per Option Weighted Average remaining Contractual Life (years) Aggregate Outstanding balance at October 1, 2019 4,073,675 0.59 6.37 $ Granted — — — — Exercised — — — — Forfeited and Expired (425,000 ) (0.61 ) — — Outstanding balance at September 30, 2020 3,648,675 0.59 5.28 $ — Options exercisable at September 30, 2020 3,210,050 0.54 5.11 — Granted — — — — Exercised — — — — Forfeited and Expired — — — — Outstanding balance at September 30, 2021 3,648,675 0.59 4.28 $ — Options exercisable at September 30, 2021 3,648,675 0.59 4.28 $ — There were no options exercised during the years ended September 30, 2021 and September 30, 2020. As of September 30, 2021, there was no unrecognized compensation cost related to stock options. The charges related to share-based compensation to directors, officers and employees are included within the general and administrative expense category in the statement of operations. For the years ended September 30, 2021 and September 30, 2020, the charges were $42,673 and $134,632 respectively. |
Income Taxes
Income Taxes | 12 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 8. INCOME TAXES The components of loss before income taxes consisted of the following: Year Ended Year Ended 2021 2020 US $ (785,082 ) $ (5,349,706 ) Foreign — — Total $ (785,082 ) $ (5,349,706 ) As of September 30, 2020, the Company is expected to have net operating loss carryforwards of approximately $7.7 million for federal tax purposes, which will expire in 2037. The utilization of these NOL’s may be subject to limitations based on past and future changes in ownership of the Company pursuant to Internal Revenue Code section 382. The Company has determined that ownership changes may have occurred for Internal Revenue Code section 382 purposes and therefore, the ability of the Company to utilize its NOLs may be limited. Income tax expenses attributable to income for continuing operations consists of: Year Ended Year Ended 2021 2020 Federal: Current — — Deferred $ (191,652 ) $ (169,925 ) Foreign: Current — — Deferred — — State and local: Current — — Deferred (69,580 ) (58,097 ) Change in valuation allowance 261,232 224,988 Income tax (benefit)/expense $ - $ (3,034 ) Deferred income taxes reflect the net tax effects of temporary differences between the carrying value of the asset and liabilities for financial reporting purposes and amounts used for income tax purposes. The temporary differences that gave rise to the deferred tax assets and liabilities are as follows: September 30, 2021 2020 Deferred tax assets: Accrued Compensation $ 89,385 $ 81,861 Stock Compensation 441,240 454,507 Net operating losses 2,427,553 2,215,640 R&D Credit carryforward 268,715 208,715 Fixed assets 136 523 Total gross deferred tax asset 3,227,029 2,961,246 Less: valuation allowance (3,271,021 ) (3,009,789 ) Net deferred tax asset (43,992 ) (48,543 ) Deferred tax liabilities: Intangible assets 43,992 48,543 Fixed assets — — Total Deferred tax liabilities 43,992 48,543 Net Deferred Income Tax $ — $ — At September 30, 2021 the Company had net operating loss carryforwards of approximately $8.4M for federal tax purposes. In assessing the realizability of the deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income, net operating loss carryback potential, and tax planning strategies in making these assessments. Based upon the above criteria, the Company believes that it is more likely than not that the full amount of the remaining net deferred tax assets will not be realized. Accordingly, the Company has recorded a full valuation allowance of approximately $3.0 million against the deferred tax asset that is not expected to be realized. The Company recognizes interest accrued to unrecognized tax benefits and penalties as income tax expense. The Company accrued no penalties or interest during the years ended September 30, 2021 and September 30, 2020. A reconciliation of the statutory Federal Income tax rate and effective tax rate of the provision for income taxes is as follows: Year ended Year ended 2021 2020 Federal statutory rate 21.00 % 21.00 % Permanent items (0.02 )% (18.21 )% State taxes 6.99 % 0.86 % Increase in valuation allowance (33.35 )% (4.21 )% Impact of the change to Federal Statutory Tax - 1.12 % R$D Credit 7.77 % - Other (2.39 )% (0.50 )% Effective income tax rate 0.00 % 0.06 % The Company files tax returns as prescribed by the tax laws of the jurisdictions in which they operate. In the normal course of business, the Company is subject to examination by federal and foreign jurisdictions where applicable based on the statute of limitations that apply in each jurisdiction. As of September 30, 2021, open years related to the federal jurisdiction are fiscal years ending 2020, 2019, 2018, 2017 and 2016. The Company has no open tax audits for the returns that were filed, with any tax authority as of September 30, 2021. Accordingly, there were no material uncertain tax positions in any of the jurisdictions that the Company operated in. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | 9. RELATED PARTY TRANSACTIONS During the normal course of its business, the Company enters into various transactions with entities that are both businesses and individuals. The following is a summary of the related party transactions during the years ended September 30, 2021 and 2020. Eurema Consulting Eurema Consulting S.r.l. is a significant shareholder of the Company. During the years ended September 30, 2021 and 2020, Eurema Consulting did not supply the Company with consulting services. As of September 30, 2021, and September 30, 2020, the balance due to Eurema Consulting S.r.l. was $200,000 for past consultancy services. Gabriele Cerrone Gabriele Cerrone is the majority shareholder of Panetta Partners, one of the Company’s principal shareholders. As of September 30, 2021, 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% Convertible Promissory Note with Gabriele Cerrone for $20,000 with an extended maturity date of December 31, 2021. In February 2021, Gabriele Cerrone assigned the Note to Panetta Partners Ltd. Roberto Pellicciari and TES Pharma Roberto Pellicciari is the majority shareholder of TES Pharma Srl, one of the Company’s principal shareholders. During the years ended September 30, 2021 and 2020, Roberto Pellicciari did not supply the Company with consulting services. As of September 30, 2021, and September 30, 2020, the balance due to Roberto Pellicciari was $175,000 for past consultancy services. At both September 30, 2021 and September 30, 2020, TES Pharma was owed $75,000. Tiziana Life Sciences (“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 of Tiziana, and the Company’s directors, Willy Simon and John Brancaccio are also non-executive directors of Tiziana. As of September 30, 2021, $11,446 was due to Tiziana under services charged under the shared services agreement. This is recorded as a related party payable in the accompanying consolidated balance sheets. As of September 30, 2020, the Company made payments on behalf of Tiziana of $748, which are recorded as a related party receivable in the accompanying consolidated balance sheets. In March, 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 September 30, 2021, the amounts due to Tiziana under this loan facility were $80,640. The amount due to Tiziana under this agreement as of September 30, 2020 was $74,880. 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. The Company has entered into numerous 12% Convertible Promissory Notes with Panetta Partners for a total of $256,000. The amount due for these notes as at September 30, 2021, with respect to the principal and accrued interest is $276,303. As at September 30, 2020 $68,501 was due with respect to notes issued. Apart from the Convertible Promissory Notes, there is no interest charged on the balances with related parties,. There are no defined repayment terms and such amounts can be called for payment at any time. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Sep. 30, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 10. COMMITMENTS AND CONTINGENCIES Consultancy Agreements On October 1, 2020 the Company entered into a consultancy agreement with Keeren Shah in which she agreed to serve as Finance Director for a fee of $15,000 per year. During the year to September 30, 2021, the Company incurred approximately $15,000 of consultancy expenses related to this agreement. Shared Services Agreement The Company has entered into a shared services agreement with Tiziana Life Sciences. Under the terms of this agreement, the Company will be charged for shared administrative services including payroll and rent for the London premises, on a monthly basis based on allocated costs incurred. This agreement is effective from January 1, 2017. As at September 30, 2021, $11,446 is due to Tiziana Life Sciences. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 11. SUBSEQUENT EVENTS The Company has evaluated subsequent events that occurred after the balance sheet date up to the date that the consolidated financial statements were issued. Other than as disclosed below, the Company did not identify any subsequent events that would have required adjustment or disclosure in the consolidated financial statements. During November 2021, Panetta Partners Ltd advanced $85,000 to the Company. This advance was converted into promissory notes, the terms of which are the same as those of all the outstanding promissory notes, The expiration of the notes is December 31, 2023. On December 31, 2021, the terms of all other outstanding promissory notes were extended to December 31, 2023. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation These consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“US GAAP”) including all pronouncements of the U.S. Securities and Exchange Commission applicable to annual financial statements. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the financial statements of the Company and its wholly owned subsidiary, Rasna Research Inc, and Rasna Rasna Research Inc’s subsidiary, Arna Therapeutics Limited. All significant intercompany accounts and transactions have been eliminated in the preparation of the accompanying consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of consolidated 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 carrying amount of intangible assets, the fair values of stock based awards, the modification and extinguishment of debt, derivatives and valuations associated with derivatives, 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. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Fair value is defined under FASB ASC Topic 820 as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or the most advantageous market for an asset or liability in an orderly transaction between participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on the levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value. The levels are as follows: ● Level 1 - Quoted prices in active markets for identical assets or liabilities ● Level 2 - Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or corroborated by observable market data for substantially the full term of the assets or liabilities ● Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to the value of the assets or liabilities. The following is a listing of the Company’s liabilities required to be measured at fair value on a recurring basis and where they are classified within the fair value hierarchy as of September 30, 2021: Level 1 Level 2 Level 3 Total Derivative Liability $ — $ — $ 38,018 $ 38,018 |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less to be cash equivalents. |
Risks and Uncertainties | Risks and Uncertainties The Company intends to operate in an industry that is subject to rapid change. The Company’s operations will be subject to significant risk and uncertainties including financial, operational, technological, regulatory, and other risks associated with an early stage company, including the potential risk of business failure. In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic, which continues to spread throughout the United States and the World. There is considerable uncertainty around the expected duration of this pandemic. The COVID-19 pandemic and the public health responses to contain it have resulted in global recessionary conditions. A continuation or worsening of the levels of market disruption and volatility seen in the recent past could have an adverse effect on the Company’s ability to access capital. 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 ability to raise capital, 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. |
Research and development | Research and development Expenditures for research and development are charged to operations in the year in which they are incurred with the exception of expenditures incurred in respect of the development of major new products where the outcome of those projects is assessed as being reasonably certain in regards to viability and technical feasibility. Such expenditures are capitalized and amortized straight line over the estimated period of sale for each product, commencing in the year that sales of the product are first made. To date, the Company has not capitalized any such expenditures other than certain IPR&D & intellectual property (“IP”) recorded in connection with certain acquisition or equity transactions. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method. Deferred tax assets and liabilities are recognized for future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which the temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. Management considers many factors when assessing the likelihood of future realization of deferred tax assets, including recent earnings experience by jurisdiction, expectations of future taxable income, and the carryforward periods available for tax reporting purposes, as well as other relevant factors. A valuation allowance may be established to reduce deferred tax assets to the amount that management believes is more likely than not to be realized. Due to inherent complexities arising from the nature of the business, future changes in income tax law and variances between actual and anticipated operating results, management makes certain judgments and estimates. Therefore, actual income taxes could materially vary from these estimates. Changes in tax rates and tax laws are accounted for in the period of enactment. The Company recognizes in the financial statements the impact of a tax position, if that position is more likely than not to be sustained upon an examination, based on the technical merits of the position. The Company records a liability for the difference between the benefit recognized and measured and the tax position taken or expected to be taken on the Company’s tax return. To the extent that the assessment of such tax positions changes, the change in estimate is recorded in the period in which the determination is made. To the extent interest and penalties are not assessed with respect to uncertain tax positions, amounts accrued will be reduced and reflected as a reduction of the overall income tax provision. The Company incurred no liability and, therefore, did not need to record interest and penalties during the years ended September 30, 2021 and 2020. |
Reclassification | Reclassification Certain amounts in prior periods related to the classification of operating expenses have been reclassified to conform to current period presentation. |
Foreign Currency | Foreign Currency Items included in the financial statements are measured using their functional currency, which is the currency of the primary economic environment in which the company operates. The accompanying financial statements are presented in United States Dollar (“USD”), which is the Company’s functional and presentational currency. Foreign currency transactions are translated using the rate of exchange applicable at the date of the transaction. Foreign exchange gains and losses resulting from the settlement of such transactions and from the re-translation at the year-end of monetary assets and liabilities denominated in foreign currencies are recognized in the statements 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 the if-converted method 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, the exercise of warrants and the conversion of notes and associated fees, all of which have been excluded from the computation of diluted weighted average shares outstanding as they would be anti-dilutive: September 30, 2021 2020 Stock options 3,648,675 3,210,050 Warrants 1,926,501 1,926,501 Convertible notes & associated fees 82,487,678 1,562,319 Total shares issuable upon exercise or conversion 88,062,854 6,698,870 The following is the computation of net loss per share for the following periods: For the For the 2021 2020 Net loss $ (785,082 ) $ (5,346,672 ) Weighted average number of shares 68,908,003 68,908,003 Net loss per share (basic and diluted) $ (0.01 ) $ (0.08 ) |
Equity-Based Payments | Equity-Based Payments The Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 718 “Compensation-Stock Compensation” requires companies to measure the cost of employee services received in exchange for the award of equity instruments based on the estimated fair value of the award at the date of grant. The expense is to be recognized over the period during which an employee is required to provide services in exchange for the award. The Company accounts for shares of common stock, stock options and warrants issued to employees based on the fair value of the stock, stock option or warrant, if that value is more reliably measurable than the fair value of the consideration or services received. The Company accounts for stock-based compensation awards issued to non-employees under ASC No. 718-10, Compensation – Stock Compensation – Overall, |
Convertible Notes Payable | Convertible Notes Debt Discount The Company issued certain convertible notes that have certain embedded derivatives and/or required bifurcation. In connection with these features, the Company has recorded a discount to the debt that will be accreted to the face value of the note under the effective interest method over the term of the note. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, which simplifies the guidance on the issuer’s accounting for convertible debt instruments by removing the separation models for (1) convertible debt with a cash conversion feature and (2) convertible instruments with a beneficial conversion feature. As a result, entities will not separately present in equity an embedded conversion feature in such debt and will account for a convertible debt instrument wholly as debt, unless certain other conditions are met. The elimination of these models will reduce reported interest expense and increase reported net income for entities that have issued a convertible instrument that is within the scope of ASU 2020-06. Also, ASU 2020-06 requires the application of the if-converted method for calculating diluted earnings per share and treasury stock method will be no longer available. ASU 2020-06 is applicable for fiscal years beginning after December 15, 2021, with early adoption permitted no earlier than fiscal years beginning after December 15, 2020. The Company does not intend to early adopt and continues to evaluate the impact of the provisions of ASU 2020-06 on its consolidated financial statements. In December 2019, the FASB issued ASU 2019 -12, Income Taxes - Simplifying the Accounting for Income Taxes (“ASU 2019-12”). Among other items, the amendments in ASU 2019-12 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 2019-12, 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 2019-12 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 2019-12 is effective for fiscal years beginning after December 15, 2020, including interim periods within those annual periods. Early adoption is permitted. The Company is currently evaluating 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. |
Basis of Presentation and Sum_2
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of company’s liabilities | Level 1 Level 2 Level 3 Total Derivative Liability $ — $ — $ 38,018 $ 38,018 |
Schedule of potential common shares issuable upon the exercise of outstanding options and the exercise of warrants | September 30, 2021 2020 Stock options 3,648,675 3,210,050 Warrants 1,926,501 1,926,501 Convertible notes & associated fees 82,487,678 1,562,319 Total shares issuable upon exercise or conversion 88,062,854 6,698,870 |
Schedule of net loss per share | For the For the 2021 2020 Net loss $ (785,082 ) $ (5,346,672 ) Weighted average number of shares 68,908,003 68,908,003 Net loss per share (basic and diluted) $ (0.01 ) $ (0.08 ) |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of accounts payable and accrued expenses | September 30, 2021 2020 Accounts payable $ 900,045 $ 952,151 Accrued expenses 615,956 683,637 $ 1,516,001 $ 1,635,788 |
Warrants (Tables)
Warrants (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of warrant activity | Number of Weighted Average Exercise Price Per Option Weighted Average remaining Contractual Life (years) Aggregate Outstanding balance at October 1, 2019 1,926,501 0.43 6.86 $ — Granted — — — — Forfeited — — — — Outstanding balance at September 30, 2020 1,926,501 0.43 5.86 $ — Warrants exercisable at September 30, 2020 1,926,501 0.43 5.86 $ — Granted — — — — Forfeited — — — — Outstanding balance at September 30, 2021 1,926,501 0.43 4.86 $ — Warrants exercisable at September 30, 2021 1,926,501 0.43 4.86 $ — |
Convertible Notes (Tables)
Convertible Notes (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of convertible notes | Balance of non-related notes payable, net as of September 30, 2019 264,907 Issuance of debt 57,500 Accrued Interest 34,789 Balance of non-related notes payable, net as of September 30, 2020 357,196 Issuance of debt 100,000 Beneficial conversion feature related to convertible notes issued (370,413 ) Derivative liability (22,088 ) Gain on extinguishment of debt (82,200 ) Gain on troubled debt restructuring (11,773 ) Accretion of debt discount 319,075 Balance of non-related notes payable, net as of September 30, 2021 $ 289,797 Balance of related party notes payable, net as of September 30, 2019 - Issuance of debt 86,000 Accrued Interest 3,768 Balance of related party notes payable, net as of September 30, 2020 89,768 Issuance of debt 190,000 Beneficial conversion feature related to convertible notes issued (260,070 ) Derivative liability (15,930 ) Gain on extinguishment of debt (8,716 ) Gain on troubled debt restructuring - Accretion of debt discount 226,519 Balance of related party notes payable, net as of September 30, 2021 $ 221,571 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of stock option activity | Number of Weighted Average Exercise Price Per Option Weighted Average remaining Contractual Life (years) Aggregate Outstanding balance at October 1, 2019 4,073,675 0.59 6.37 $ Granted — — — — Exercised — — — — Forfeited and Expired (425,000 ) (0.61 ) — — Outstanding balance at September 30, 2020 3,648,675 0.59 5.28 $ — Options exercisable at September 30, 2020 3,210,050 0.54 5.11 — Granted — — — — Exercised — — — — Forfeited and Expired — — — — Outstanding balance at September 30, 2021 3,648,675 0.59 4.28 $ — Options exercisable at September 30, 2021 3,648,675 0.59 4.28 $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of loss before income taxes | Year Ended Year Ended 2021 2020 US $ (785,082 ) $ (5,349,706 ) Foreign — — Total $ (785,082 ) $ (5,349,706 ) |
Schedule of income tax expenses | Year Ended Year Ended 2021 2020 Federal: Current — — Deferred $ (191,652 ) $ (169,925 ) Foreign: Current — — Deferred — — State and local: Current — — Deferred (69,580 ) (58,097 ) Change in valuation allowance 261,232 224,988 Income tax (benefit)/expense $ - $ (3,034 ) |
Schedule of deferred income taxes | September 30, 2021 2020 Deferred tax assets: Accrued Compensation $ 89,385 $ 81,861 Stock Compensation 441,240 454,507 Net operating losses 2,427,553 2,215,640 R&D Credit carryforward 268,715 208,715 Fixed assets 136 523 Total gross deferred tax asset 3,227,029 2,961,246 Less: valuation allowance (3,271,021 ) (3,009,789 ) Net deferred tax asset (43,992 ) (48,543 ) Deferred tax liabilities: Intangible assets 43,992 48,543 Fixed assets — — Total Deferred tax liabilities 43,992 48,543 Net Deferred Income Tax $ — $ — |
Schedule of federal Income tax rate and effective tax rate | Year ended Year ended 2021 2020 Federal statutory rate 21.00 % 21.00 % Permanent items (0.02 )% (18.21 )% State taxes 6.99 % 0.86 % Increase in valuation allowance (33.35 )% (4.21 )% Impact of the change to Federal Statutory Tax - 1.12 % R$D Credit 7.77 % - Other (2.39 )% (0.50 )% Effective income tax rate 0.00 % 0.06 % |
Basis of Presentation and Sum_3
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of company’s liabilities - USD ($) | Sep. 30, 2021 | Sep. 30, 2020 |
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of company’s liabilities [Line Items] | ||
Derivative Liability | $ 38,018 | |
Level 1 [Member] | ||
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of company’s liabilities [Line Items] | ||
Derivative Liability | ||
Level 2 [Member] | ||
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of company’s liabilities [Line Items] | ||
Derivative Liability | ||
Level 3 [Member] | ||
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of company’s liabilities [Line Items] | ||
Derivative Liability | $ 38,018 |
Basis of Presentation and Sum_4
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of potential common shares issuable upon the exercise of outstanding options and the exercise of warrants - shares | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares issuable upon exercise or conversion | 88,062,854 | 6,698,870 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares issuable upon exercise or conversion | 1,926,501 | 1,926,501 |
Stock options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares issuable upon exercise or conversion | 3,648,675 | 3,210,050 |
Convertible notes & associated fees [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Total shares issuable upon exercise or conversion | 82,487,678 | 1,562,319 |
Basis of Presentation and Sum_5
Basis of Presentation and Summary of Significant Accounting Policies (Details) - Schedule of net loss per share - USD ($) | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule of net loss per share [Abstract] | ||
Net loss | $ (785,082) | $ (5,346,672) |
Weighted average number of shares | 68,908,003 | 68,908,003 |
Net loss per share (basic and diluted) | $ (0.01) | $ (0.08) |
Liquidity and Going Concern (De
Liquidity and Going Concern (Details) - Liquidity and Going Concern [Member] | 12 Months Ended |
Sep. 30, 2021USD ($) | |
Liquidity and Going Concern (Details) [Line Items] | |
Accumulated deficit | $ 23,443,563 |
Net loss | (785,082) |
Net cash used in operating activities | $ (293,393) |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Payables and Accruals [Abstract] | ||
Accrued expenses | $ 615,956 | $ 683,637 |
Accounting and professional fees | 27,000 | |
Research and development fees | 208,000 | 284,000 |
Directors fees | 309,000 | |
Consultancy fees | $ 72,000 | 82,000 |
Accrued legal | 110,000 | |
Accrued Professional Fees | $ 208,000 |
Accounts Payable and Accrued _4
Accounts Payable and Accrued Expenses (Details) - Schedule of accounts payable and accrued expenses - USD ($) | Sep. 30, 2021 | Sep. 30, 2020 |
Schedule of accounts payable and accrued expenses [Abstract] | ||
Accounts payable | $ 900,045 | $ 952,151 |
Accrued expenses | 615,956 | 683,637 |
Total accounts payable and accrued expenses | $ 1,516,001 | $ 1,635,788 |
Warrants (Details) - Schedule o
Warrants (Details) - Schedule of warrant activity - USD ($) | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule of warrant activity [Abstract] | ||
Number of Warrants, Outstanding opening balance (in Shares) | 1,926,501 | 1,926,501 |
Weighted Average Exercise Price Per Option, Outstanding opening balance | $ 0.43 | $ 0.43 |
Weighted Average remaining Contractual Life (years), Outstanding opening balance | 6 years 10 months 9 days | |
Aggregate Intrinsic Value, Outstanding opening balance (in Dollars) | ||
Number of Warrants, Granted (in Shares) | ||
Weighted Average Exercise Price Per Option, Granted | ||
Number of Warrants, Forfeited (in Shares) | ||
Weighted Average Exercise Price Per Option, Forfeited | ||
Number of Warrants, Outstanding ending balance (in Shares) | 1,926,501 | 1,926,501 |
Weighted Average Exercise Price Per Option, Outstanding ending balance | $ 0.43 | $ 0.43 |
Weighted Average remaining Contractual Life (years), Outstanding ending balance | 4 years 10 months 9 days | 5 years 10 months 9 days |
Aggregate Intrinsic Value, Outstanding ending balance (in Dollars) | ||
Number of Warrants, Warrants exercisable ending balance (in Dollars) | $ 1,926,501 | $ 1,926,501 |
Weighted Average Exercise Price Per Option, Warrants exercisable ending balance | $ 0.43 | $ 0.43 |
Weighted Average remaining Contractual Life (years), Warrants exercisable ending balance | 4 years 10 months 9 days | |
Number of Warrants, Warrants exercisable opening balance (in Dollars) | $ 1,926,501 | |
Weighted Average Exercise Price Per Option, Warrants exercisable opening balance | $ 0.43 | |
Weighted Average remaining Contractual Life (years), Warrants exercisable opening balance | 5 years 10 months 9 days |
Convertible Notes (Details)
Convertible Notes (Details) - USD ($) | Feb. 10, 2021 | Jan. 14, 2021 | Oct. 21, 2020 | Dec. 31, 2020 | Sep. 30, 2021 | May 25, 2021 | Sep. 30, 2020 |
Convertible Notes (Details) [Line Items] | |||||||
Convertible promissory note in percentage | 12.00% | ||||||
Cash | $ 40,000 | ||||||
Convertible note Per share (in Dollars per share) | $ 0.05 | ||||||
Conversion, description | The amended Notes provide the Holders 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) $0.01 per share or (ii) the price of the next equity financing, which raises at least US $1,000,000, subject to adjustments noted within the Agreement. | ||||||
Convertible notes description | The Company determined that the modification of the debt instruments added a substantive conversion option at the date of the modification or exchange. Prior to the Note Amendments, the lowest conversion price of any of the Notes was $0.05 and ranged up to $0.65 (out of the money for all). At the date of the modification the conversion option price was repriced to $0.01, resulting in the conversion option for all notes being in the money on the day of the modification. On the day of the modification the fair value of the underlying stock was $0.05. As such, the modification added a substantive conversion option as of the conversion date and the amendment would be considered substantial. The notes were deemed to be extinguished and require extinguishment accounting. Under extinguishment accounting, the debt was remeasured and recorded at fair value. The difference between the carrying value of the debt, prior to the extinguishment, and the new fair value of the debt, was recorded as a gain on debt extinguishment. | ||||||
Extinguishment gain | $ 509,416 | ||||||
Gain on extinguishment | $ 90,916 | ||||||
Interest rate | 1.00% | ||||||
Cash | $ 100,000 | ||||||
Interest rate | 6.00% | ||||||
Interest rate in percentage | 6.00% | ||||||
Short-term Debt | $ 38,018 | ||||||
Derivative liability | 38,018 | ||||||
Gross proceeds debt discount | 630,483 | ||||||
Net carrying value | $ 11,773 | ||||||
Convertible Promissory Note [Member] | |||||||
Convertible Notes (Details) [Line Items] | |||||||
Interest rate | 12.00% | 12.00% | 1.00% | ||||
Cash received from the Holder | $ 60,000 | ||||||
Convertible Promissory Note [Member] | |||||||
Convertible Notes (Details) [Line Items] | |||||||
Cash received from the Holder | $ 90,000 | ||||||
Price of equity financing | $ 1,000,000 | ||||||
Note Due On December 21, 2021 [Member] | Convertible Promissory Note [Member] | |||||||
Convertible Notes (Details) [Line Items] | |||||||
Interest rate | 12.00% | ||||||
Debt discount (in Dollars per share) | $ 0.01 |
Convertible Notes (Details) - S
Convertible Notes (Details) - Schedule of convertible notes - USD ($) | 12 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2019 | |
Non-Related Party Notes Payable [Member] | |||
Convertible Notes (Details) - Schedule of convertible notes [Line Items] | |||
Balance | $ 264,907 | ||
Issuance of debt | $ 100,000 | $ 57,500 | |
Accrued Interest | 34,789 | ||
Balance | 289,797 | 357,196 | |
Beneficial conversion feature related to convertible notes issued | (370,413) | ||
Derivative liability | (22,088) | ||
Gain on extinguishment of debt | (82,200) | ||
Gain on troubled debt restructuring | (11,773) | ||
Accretion of debt discount | 319,075 | ||
Related Party Notes Payable [Member] | |||
Convertible Notes (Details) - Schedule of convertible notes [Line Items] | |||
Balance | |||
Issuance of debt | 190,000 | 86,000 | |
Accrued Interest | 3,768 | ||
Balance | 221,571 | $ 89,768 | |
Beneficial conversion feature related to convertible notes issued | (260,070) | ||
Derivative liability | (15,930) | ||
Gain on extinguishment of debt | (8,716) | ||
Gain on troubled debt restructuring | |||
Accretion of debt discount | $ 226,519 |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Stock-Based Compensation (Details) [Line Items] | ||
Common stock, shares authorized (in Shares) | 200,000,000 | 200,000,000 |
General and administrative expense | $ 42,673 | $ 134,632 |
Common Stock [Member] | ||
Stock-Based Compensation (Details) [Line Items] | ||
Common stock, shares authorized (in Shares) | 9,750,000 |
Stock-Based Compensation (Det_2
Stock-Based Compensation (Details) - Schedule of stock option activity - USD ($) | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule of stock option activity [Abstract] | ||
Number of Options, Beginning balance | 3,648,675 | 4,073,675 |
Weighted Average Exercise Price Per Option, Beginning balance | $ 0.59 | $ 0.59 |
Weighted Average remaining Contractual Life (years), Beginning balance | 6 years 4 months 13 days | |
Number of Options, Granted | ||
Weighted Average Exercise Price Per Option, Granted | ||
Aggregate Intrinsic Value, Granted | ||
Number of Options, Exercised | ||
Weighted Average Exercise Price Per Option, Exercised | ||
Aggregate Intrinsic Value, Exercised | ||
Number of Options, Forfeited and Expired | (425,000) | |
Weighted Average Exercise Price Per Option, Forfeited and Expired | $ (0.61) | |
Aggregate Intrinsic Value, Forfeited and Expired | ||
Number of Options, Ending balance | 3,648,675 | 3,648,675 |
Weighted Average Exercise Price Per Option, Ending balance | $ 0.59 | $ 0.59 |
Weighted Average remaining Contractual Life (years), Ending balance | 4 years 3 months 10 days | 5 years 3 months 10 days |
Aggregate Intrinsic Value, Ending balance | ||
Number of Options, Options exercisable | 3,648,675 | 3,210,050 |
Weighted Average Exercise Price Per Option, Options exercisable | $ 0.59 | $ 0.54 |
Weighted Average remaining Contractual Life (years), Options exercisable | 4 years 3 months 10 days | 5 years 1 month 9 days |
Aggregate Intrinsic Value, Options exercisable |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | Sep. 30, 2021 | Sep. 30, 2020 |
Income Tax Disclosure [Abstract] | ||
Federal tax purposes | $ 8.4 | $ 7.7 |
Valuation allowance | $ 3 |
Income Taxes (Details) - Schedu
Income Taxes (Details) - Schedule of components of loss before income taxes - USD ($) | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule of components of loss before income taxes [Abstract] | ||
US | $ (785,082) | $ (5,349,706) |
Foreign | ||
Total | $ (785,082) | $ (5,349,706) |
Income Taxes (Details) - Sche_2
Income Taxes (Details) - Schedule of income tax expenses - USD ($) | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Federal: | ||
Current | ||
Deferred | (191,652) | (169,925) |
Foreign: | ||
Current | ||
Deferred | ||
State and local: | ||
Current | ||
Deferred | (69,580) | (58,097) |
Change in valuation allowance | 261,232 | 224,988 |
Income tax (benefit)/expense | $ (3,034) |
Income Taxes (Details) - Sche_3
Income Taxes (Details) - Schedule of deferred income taxes - USD ($) | Sep. 30, 2021 | Sep. 30, 2020 |
Deferred tax assets: | ||
Accrued Compensation | $ 89,385 | $ 81,861 |
Stock Compensation | 441,240 | 454,507 |
Net operating losses | 2,427,553 | 2,215,640 |
R&D Credit carryforward | 268,715 | 208,715 |
Fixed assets | 136 | 523 |
Total gross deferred tax asset | 3,227,029 | 2,961,246 |
Less: valuation allowance | (3,271,021) | (3,009,789) |
Net deferred tax asset | (43,992) | (48,543) |
Fixed assets | ||
Intangible assets | 43,992 | 48,543 |
Total Deferred tax liabilities | 43,992 | 48,543 |
Net Deferred Income Tax |
Income Taxes (Details) - Sche_4
Income Taxes (Details) - Schedule of federal Income tax rate and effective tax rate | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Schedule of federal Income tax rate and effective tax rate [Abstract] | ||
Federal statutory rate | 21.00% | 21.00% |
Permanent items | (0.02%) | (18.21%) |
State taxes | 6.99% | 0.86% |
Increase in valuation allowance | (33.35%) | (4.21%) |
Impact of the change to Federal Statutory Tax | 1.12% | |
R$D Credit | 7.77% | |
Other | (2.39%) | (0.50%) |
Effective income tax rate | 0.00% | 0.06% |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 12 Months Ended | |||
Sep. 30, 2021 | Sep. 30, 2020 | Apr. 30, 2020 | Mar. 31, 2020 | |
Related Party Transactions (Details) [Line Items] | ||||
Balance due to Eurema consulting services | $ 200,000 | $ 200,000 | ||
Balance due to related party | 561,446 | 550,000 | $ 7,000 | |
Related party receivable | 748 | |||
Loan facility amount | $ 72,000 | |||
Accrued interest | 80,640 | 74,880 | ||
Gabriele Cerrone [Member] | ||||
Related Party Transactions (Details) [Line Items] | ||||
Balance due to related party | $ 175,000 | 175,000 | ||
Maturity date | Dec. 31, 2021 | |||
Interest charge, percentage | 12.00% | |||
Related party receivable | $ 20,000 | |||
Roberto Pellicciari and TES Pharma [Member] | ||||
Related Party Transactions (Details) [Line Items] | ||||
Balance due to related party | $ 175,000 | 175,000 | ||
Company owed | 75,000 | 75,000 | ||
Tiziana Life Sciences PLC [Member] | ||||
Related Party Transactions (Details) [Line Items] | ||||
Interest charge, percentage | 8.00% | |||
Service charges | $ 11,446 | |||
Related party receivable | 748 | |||
Principal and accrued interest amount | $ 65,000 | |||
Panetta Partners [Member] | ||||
Related Party Transactions (Details) [Line Items] | ||||
Interest charge, percentage | 12.00% | |||
Principal and accrued interest amount | $ 276,303 | |||
Total interest charge | $ 256,000 | |||
Notes issued | $ 68,501 |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | Oct. 01, 2020 | Sep. 30, 2021 |
Commitments and Contingencies Disclosure [Abstract] | ||
Finance director fee | $ 15,000 | |
Consultancy expenses | $ 15,000 | |
Shared services agreement | $ 11,446 |
Subsequent Events (Details)
Subsequent Events (Details) | Nov. 29, 2021 |
Subsequent Event [Member] | |
Subsequent Events (Details) [Line Items] | |
Promissory note description | During November 2021, Panetta Partners Ltd advanced $85,000 to the Company. |