Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2019 | May 06, 2019 | |
Document And Entity Information | ||
Entity Registrant Name | Akoustis Technologies, Inc. | |
Entity Central Index Key | 0001584754 | |
Document Type | 10-Q | |
Trading Symbol | AKTS | |
Document Period End Date | Mar. 31, 2019 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Reporting Status Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 30,056,626 | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2019 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) | Mar. 31, 2019 | Jun. 30, 2018 |
Assets: | ||
Cash and cash equivalents | $ 34,633,363 | $ 14,816,717 |
Accounts receivable | 159,346 | 214,659 |
Inventory | 149,807 | 57,556 |
Prepaid expenses | 296,906 | 305,942 |
Other current assets | 590,203 | 484,173 |
Total current assets | 35,829,625 | 15,879,047 |
Property and equipment, net | 15,484,870 | 12,820,169 |
Intangibles, net | 351,747 | 264,295 |
Assets held for sale, net | 300,000 | 333,250 |
Other assets | 198,656 | 11,155 |
Total Assets | 52,164,898 | 29,307,916 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 2,800,321 | 2,593,432 |
Deferred revenue | 3,920 | 52,938 |
Total current liabilities | 2,804,241 | 2,646,370 |
Long-term Liabilities: | ||
Contingent real estate liability | 425,228 | 1,229,966 |
Convertible notes payable, net | 19,099,589 | 11,464,632 |
Other long-term liabilities | 135,836 | 117,086 |
Total long-term liabilities | 19,660,653 | 12,811,684 |
Total Liabilities | 22,464,894 | 15,458,054 |
Stockholders' Equity | ||
Preferred Stock, par value $0.001: 5,000,000 shares authorized; none issued and outstanding | ||
Common stock, $0.001 par value; 45,000,000 shares authorized; 30,008,412 and 22,203,437 shares issued and outstanding at March 31, 2019 and June 30, 2018, respectively | 30,008 | 22,203 |
Additional paid in capital | 91,383,199 | 52,074,343 |
Accumulated deficit | (61,713,203) | (38,246,684) |
Total Stockholders' Equity | 29,700,004 | 13,849,862 |
Total Liabilities and Stockholders' Equity | $ 52,164,898 | $ 29,307,916 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares | Mar. 31, 2019 | Jun. 30, 2018 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred Stock, authorized | 5,000,000 | 5,000,000 |
Preferred Stock, issued | 0 | 0 |
Preferred Stock, outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized | 45,000,000 | 45,000,000 |
Common stock, issued | 30,008,412 | 22,203,437 |
Common stock, outstanding | 30,008,412 | 22,203,437 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | |
Total revenue | $ 237,463 | $ 284,408 | $ 873,760 | $ 1,029,901 |
Cost of revenue | 299,433 | 308,288 | 813,223 | 831,353 |
Gross profit | (61,970) | (23,880) | 60,537 | 198,548 |
Operating expenses | ||||
Research and development | 5,547,341 | 3,044,957 | 14,475,770 | 9,522,353 |
General and administrative expenses | 2,460,328 | 2,441,992 | 6,705,626 | 6,464,518 |
Total operating expenses | 8,007,669 | 5,486,949 | 21,181,396 | 15,986,871 |
Loss from operations | (8,069,639) | (5,510,829) | (21,120,859) | (15,788,323) |
Other (expense) income | ||||
Interest (expense) income | (780,698) | 139 | (2,006,099) | 1,136 |
Rental income | 69,644 | 72,637 | 206,985 | 244,825 |
Other income | 352 | 352 | ||
Change in fair value of contingent real estate liability | 905,183 | 635,061 | 804,738 | 555,756 |
Change in fair value of derivative liabilities | (1,558,401) | (1,371,700) | ||
Total other (expense) income | (1,364,272) | 708,189 | (2,366,076) | 802,069 |
Net loss | $ (9,433,911) | $ (4,802,640) | $ (23,486,935) | $ (14,986,254) |
Net loss per common share - basic and diluted | $ (0.31) | $ (0.22) | $ (0.88) | $ (0.73) |
Weighted average common shares outstanding - basic and diluted | 29,959,908 | 22,284,528 | 26,659,999 | 20,499,917 |
Revenue With Customers [Member] | ||||
Total revenue | $ 237,463 | $ 284,408 | $ 764,288 | $ 882,669 |
Grant [Member] | ||||
Total revenue | $ 109,472 | $ 147,232 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Changes in Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid In Capital [Member] | Accumulated Deficit [Member] | Total |
Balance at beginning at Jun. 30, 2017 | $ 19,075 | $ 31,499,889 | $ (16,508,057) | $ 15,010,907 |
Balance at beginning (in shares) at Jun. 30, 2017 | 19,075,050 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued for cash, net of issuance costs | ||||
Common stock issued for cash, net of issuance costs (in shares) | ||||
Common stock issued for services | $ 100 | 536,895 | 536,995 | |
Common stock issued for services (in shares) | 100,000 | |||
Common stock issued for exercise of warrants | $ 10 | 47,655 | 47,665 | |
Common stock issued for exercise of warrants (in shares) | 9,533 | |||
Vesting of restricted shares | 117,045 | 117,045 | ||
Net loss | (4,643,198) | (4,643,198) | ||
Balance at ending at Sep. 30, 2017 | $ 19,185 | 32,201,484 | (21,151,255) | 11,069,414 |
Balance at ending (in shares) at Sep. 30, 2017 | 19,184,583 | |||
Balance at beginning at Jun. 30, 2017 | $ 19,075 | 31,499,889 | (16,508,057) | 15,010,907 |
Balance at beginning (in shares) at Jun. 30, 2017 | 19,075,050 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | (14,986,254) | |||
Balance at ending at Mar. 31, 2018 | $ 22,232 | 48,211,327 | (31,494,311) | 16,739,248 |
Balance at ending (in shares) at Mar. 31, 2018 | 22,232,200 | |||
Balance at beginning at Sep. 30, 2017 | $ 19,185 | 32,201,484 | (21,151,255) | 11,069,414 |
Balance at beginning (in shares) at Sep. 30, 2017 | 19,184,583 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued for cash, net of issuance costs | $ 3,183 | 13,254,880 | 13,258,063 | |
Common stock issued for cash, net of issuance costs (in shares) | 3,183,269 | |||
Warrants issued to underwriter | (645,757) | (645,757) | ||
Common stock issued for services | $ 11 | 2,043,816 | 2,043,827 | |
Common stock issued for services (in shares) | 11,000 | |||
Vesting of restricted shares | (254,824) | (254,824) | ||
Repurchase of common shares | $ (58) | 58 | ||
Repurchase of common shares (in shares) | (58,152) | |||
Net loss | (5,540,416) | (5,540,416) | ||
Balance at ending at Dec. 31, 2017 | $ 22,321 | $ 46,599,657 | (26,691,671) | $ 19,930,307 |
Balance at ending (in shares) at Dec. 31, 2017 | 22,320,700 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued for cash, net of issuance costs (in shares) | (58,133) | (58,133) | ||
Common stock issued for services | $ 20 | $ 1,693,246 | $ 1,693,266 | |
Common stock issued for services (in shares) | 20,000 | |||
Common stock issued for exercise of warrants | $ 2 | 2,998 | 3,000 | |
Common stock issued for exercise of warrants (in shares) | 2,000 | |||
Vesting of restricted shares | (26,552) | (26,552) | ||
Repurchase of common shares | $ (111) | 111 | ||
Repurchase of common shares (in shares) | (110,500) | |||
Net loss | (4,802,640) | (4,802,640) | ||
Balance at ending at Mar. 31, 2018 | $ 22,232 | 48,211,327 | (31,494,311) | 16,739,248 |
Balance at ending (in shares) at Mar. 31, 2018 | 22,232,200 | |||
Balance at beginning at Jun. 30, 2018 | $ 22,203 | 52,074,343 | (38,226,268) | $ 13,849,862 |
Balance at beginning (in shares) at Jun. 30, 2018 | 22,203,437 | 22,203,437 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued for cash, net of issuance costs | (80,944) | $ (80,944) | ||
Common stock issued for services | $ 112 | 1,946,916 | 1,947,028 | |
Common stock issued for services (in shares) | 111,875 | |||
Common stock issued for exercise of warrants | $ 19 | 70,501 | 70,520 | |
Common stock issued for exercise of warrants (in shares) | 19,086 | |||
Vesting of restricted shares | 351,035 | 351,035 | ||
Common stock issued in payment of note interest | $ 40 | 289,750 | 289,790 | |
Common stock issued in payment of note interest (in shares) | 40,024 | |||
Net loss | (7,307,699) | (7,307,699) | ||
Balance at ending at Sep. 30, 2018 | $ 22,374 | 54,651,601 | (45,533,967) | 9,140,008 |
Balance at ending (in shares) at Sep. 30, 2018 | 22,374,422 | |||
Balance at beginning at Jun. 30, 2018 | $ 22,203 | 52,074,343 | (38,226,268) | $ 13,849,862 |
Balance at beginning (in shares) at Jun. 30, 2018 | 22,203,437 | 22,203,437 | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Net loss | $ (23,486,935) | |||
Balance at ending at Mar. 31, 2019 | $ 30,008 | 91,383,199 | (61,713,203) | $ 29,700,004 |
Balance at ending (in shares) at Mar. 31, 2019 | 30,008,412 | 30,008,412 | ||
Balance at beginning at Sep. 30, 2018 | $ 22,374 | 54,651,601 | (45,533,967) | $ 9,140,008 |
Balance at beginning (in shares) at Sep. 30, 2018 | 22,374,422 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued for cash, net of issuance costs | $ 7,362 | 28,732,750 | 28,740,112 | |
Common stock issued for cash, net of issuance costs (in shares) | 7,362,365 | |||
Common stock issued for services | $ 121 | 1,044,195 | 1,044,316 | |
Common stock issued for services (in shares) | 120,744 | |||
Intrinsic value of beneficial conversion feature | 3,950,839 | 3,950,839 | ||
Vesting of restricted shares | 177,693 | 177,693 | ||
Common stock issued in payment of note interest | $ 53 | 243,697 | 243,750 | |
Common stock issued in payment of note interest (in shares) | 52,922 | |||
Net loss | (6,745,325) | (6,745,325) | ||
Balance at ending at Dec. 31, 2018 | $ 29,910 | 88,800,775 | (52,279,292) | 36,551,393 |
Balance at ending (in shares) at Dec. 31, 2018 | 29,910,453 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||
Common stock issued for cash, net of issuance costs | $ 1 | (1) | ||
Common stock issued for cash, net of issuance costs (in shares) | 1,227 | |||
Common stock issued for services | $ 46 | 2,125,610 | 2,125,656 | |
Common stock issued for services (in shares) | 46,000 | |||
Common stock issued for exercise of warrants | $ 16 | (28) | (12) | |
Common stock issued for exercise of warrants (in shares) | 15,697 | |||
Common stock issued for exercise of options | $ 19 | 133,481 | 133,500 | |
Common stock issued for exercise of options (in shares) | 18,750 | |||
Vesting of restricted shares | 79,633 | 79,633 | ||
Repurchase of common shares | $ (22) | 22 | ||
Repurchase of common shares (in shares) | (21,125) | |||
Common stock issued in payment of note interest | $ 38 | 243,707 | 243,745 | |
Common stock issued in payment of note interest (in shares) | 37,410 | |||
Net loss | (9,433,911) | (9,433,911) | ||
Balance at ending at Mar. 31, 2019 | $ 30,008 | $ 91,383,199 | $ (61,713,203) | $ 29,700,004 |
Balance at ending (in shares) at Mar. 31, 2019 | 30,008,412 | 30,008,412 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (23,486,935) | $ (14,986,254) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,814,590 | 796,258 |
Share-based compensation | 5,521,980 | 3,628,331 |
Amortization of debt discount | 1,346,823 | |
Change in fair value of derivative liabilities | 1,371,700 | |
Loss on disposal of fixed assets | (38,358) | |
Non cash interest payments | 777,285 | |
Change in fair value of contingent real estate liability | (804,738) | (555,756) |
Changes in operating assets and liabilities: | ||
Accounts receivable | 55,313 | (518,920) |
Inventory | (92,251) | 118,971 |
Prepaid expenses | 9,036 | (71,556) |
Other current asset | (68,478) | (16,090) |
Other assets | (187,501) | (1,596) |
Accounts payable and accrued expenses | 410,271 | 407,961 |
Change in other long-term liabilities | 18,750 | |
Deferred revenue | (66,154) | 113,438 |
Net Cash Used In Operating Activities | (13,418,667) | (11,085,213) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Cash paid for machinery and equipment | (4,436,485) | (5,282,617) |
Cash received from sale of assets held for sale | 33,250 | |
Cash paid for intangibles | (91,900) | (42,123) |
Net Cash Used In Investing Activities | (4,495,135) | (5,324,740) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from the issuance of common stock | 28,659,168 | 13,199,930 |
Proceeds from exercise of warrants | 70,508 | 50,665 |
Proceeds from exercise of options | 133,500 | |
Proceeds received from convertible notes, net | 8,867,272 | |
Net Cash Provided By Financing Activities | 37,730,448 | 13,250,595 |
Net Increase (Decrease) in Cash | 19,816,646 | (3,159,358) |
Cash - Beginning of Period | 14,816,717 | 9,631,520 |
Cash - End of Period | 34,633,363 | 6,472,162 |
Cash Paid During the Period for: | ||
Income taxes | ||
Interest | 255,702 | 199 |
SUPPLEMENTARY DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Stock compensation payable | 203,381 | 163,746 |
ASC 606 transition adjustment | 20,416 | |
Warrants issued for stock issuance costs | 645,757 | |
Convertible Notes - Beneficial Conversion Feature | 3,950,839 | |
Reclassification of fixed assets to assets held for sale, net | $ 117,023 |
Organization
Organization | 9 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Note 1. Organization Akoustis Technologies, Inc. (“the Company”) was incorporated under the laws of the State of Nevada on April 10, 2013. Effective December 15, 2016, the Company changed its state of incorporation from the State of Nevada to the State of Delaware. Through its subsidiary, Akoustis, Inc. (a Delaware corporation), the Company, headquartered in Huntersville, North Carolina, is focused on developing, designing, and manufacturing innovative radio frequency (“RF”) filter products for the wireless industry, including for products such as smartphones and tablets, cellular infrastructure equipment, and WiFi Customer Premise Equipment (“CPE”), and, military and defense communication applications. Located between the device’s antenna and its digital backend, the RF front-end (“RFFE”) is the circuitry that performs the analog signal processing and contains components such as amplifiers, filters and switches. To construct the resonator devices that are the building blocks for its RF filters, the Company has developed a family of novel, high purity acoustic piezoelectric materials as well as a unique MEMS wafer process, collectively referred to as XBAW™ technology. The Company leverages its integrated device manufacturing (IDM) business model to develop and sell high performance RF filters using its XBAW TM |
Liquidity
Liquidity | 9 Months Ended |
Mar. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Liquidity | Note 2. Liquidity At March 31, 2019, the Company had cash and cash equivalents of $34.6 million and working capital of $33.0 million. The Company has historically incurred recurring operating losses, and has experienced net cash used in operating activities of $13.4 million for the nine months ended March 31, 2019, which raises substantial doubt about the Company’s ability to continue as a going concern within one year after the issuance date. However, as of May 6, 2019, the Company had $32.8 million of cash and cash equivalents, which funds are expected to be sufficient to fund our operations beyond the next twelve months from the date of filing of this Form 10-Q. These funds will be used to fund the Company’s operations, including capital expenditures, R&D, commercialization of our technology, development of our patent strategy and expansion of our patent portfolio, as well as to provide working capital and funds for other general corporate purposes. However, the Company has no commitments to obtain any additional funds, and there can be no assurance such funds will be available on acceptable terms or at all. If the Company is unable to obtain additional financing in a timely fashion and on acceptable terms, its financial condition and results of operations may be materially adversely affected and it may not be able to continue operations or execute its stated commercialization plan. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 9 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Note 3. Summary of Significant Accounting Policies Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered necessary for a fair presentation have been included. The Company has evaluated subsequent events through the filing of this Form 10-Q. Operating results for the quarter ended March 31, 2019 are not necessarily indicative of the results that may be expected for the year ending June 30, 2019 or any future interim period. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Form 10-K filed with the SEC on August 29, 2018 (the “2018 Annual Report”). Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Akoustis, Inc. On February 22, 2018, Akoustis Manufacturing New York, Inc. was merged into Akoustis, Inc., with Akoustis, Inc. as the surviving entity. All significant intercompany accounts and transactions have been eliminated in consolidation. Significant Accounting Policies and Estimates The Company’s significant accounting policies are disclosed in Note 3-Summary of Significant Accounting Policies in the 2018 Annual Report. Since the date of the 2018 Annual Report, other than adopting ASC 606 “ Revenue From Contracts With Customers” Shares Outstanding Shares outstanding include shares of restricted stock with respect to which restrictions have not lapsed. Restricted stock included in reportable shares outstanding was 311,328 shares and 862,821 shares as of March 31, 2019 and 2018, respectively. Shares of restricted stock are included in the calculation of weighted average shares outstanding. Recently Issued Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606)—Narrow-Scope Improvements and Practical Expedients In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “ Leases (Topic 842) Leases, Topic 842: Targeted Improvement, In July 2018, the FASB issued ASU 2018-11, “ Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception” In June 2018, the FASB issued ASU No. 2018-07, Compensation – Stock Compensation (Topic718): Improvements to Nonemployee Share-Based Payment Accounting Revenue from Contracts with Customers In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement”. This update is to improve the effectiveness of disclosures in the notes to the financial statements by facilitating clear communication of the information required by U.S. GAAP that is most important to users of each entity’s financial statements. The amendments in this update apply to all entities that are required, under existing U.S. GAAP, to make disclosures about recurring or nonrecurring fair value measurements. The amendments in this update are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Company is currently evaluating this guidance and the impact of this update on its consolidated financial statements. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying condensed consolidated financial statements. |
Revenue Recognition from Contra
Revenue Recognition from Contracts with Customers | 9 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition from Contracts with Customers | Note 4. Revenue Recognition from Contracts with Customers Effective as of July 1, 2018, the Company adopted Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). The core principle of ASC 606 requires that an entity recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. ASC 606 defines a five-step process to achieve this core principle and, in doing so, it is possible more judgment and estimates may be required within the revenue recognition process than required under existing U.S. GAAP including identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The Company adopted this guidance and related amendments as of the first quarter of fiscal 2019, applying the modified retrospective transition method. The Company has determined that there was a $20,416 adjustment needed to retained earnings due to the application of the standard on contracts not completed at the date of initial application. To achieve this core principle, the Company applies the following five steps: Step l - Identify the Contract with the Customer - A contract exists when (a) the parties to the contract have approved the contract and are committed to perform their respective obligations, (b) the entity can identify each party’s rights regarding the goods or services to be transferred, (c) the entity can identify the payment terms for the goods or services to be transferred, (d) the contract has commercial substance and (e) it is probable that the entity will collect substantially all of the consideration to which it will be entitled in exchange for the goods or services that will be transferred to the customer. Step 2 - Identify Performance Obligations in the Contract - Upon execution of a contract, the Company identifies as performance obligations each promise to transfer to the customer either (a) goods or services that are distinct or (b) a series of distinct goods or services that are substantially the same and have the same pattern of transfer to the customer. To the extent a contract includes multiple promised goods or services, the Company must apply judgement to determine whether the goods or services are capable of being distinct within the context of the contract. If these criteria are not met, the goods or services are accounted for as a combined performance obligation. The Company considers the performance obligation in a product sale to be title transfer of the specified product to the customer. The transfer of title occurs according to the purchase order (contract) specification. The Company considers performance obligations related to foundry fabrication services to be title transfer of the specified product or prototype to the customer. The transfer of title occurs according to the purchase order (contract) specification. In the absence of title transfer language, transfer occurs at the time of shipment. Step 3 - Determine the Transaction Price - The transaction price is determined based on the consideration to which the Company will be entitled in exchange for transferring products or services to the customer. Generally, all contracts include fixed consideration. If a contract did include variable consideration, the Company would determine the amount of variable consideration that should be included in the transaction price based on the expected value method. Variable consideration would be included in the transaction price, if in the Company’s judgement, it is probable that a significant future reversal of cumulative revenue under the contract would not occur. Step 4 - Allocate the Transaction Price - After the transaction price has been determined, the next step is to allocate the transaction price to each performance obligation in the contract. If the contract only has one performance obligation, the entire transaction price will be applied to that obligation. If the contract has multiple performance obligations, the transaction price is allocated to the performance obligations based on the relative standalone selling price (SSP) at contract inception. Step 5 - Satisfaction of the Performance Obligations (and Recognition of Revenue) - When an asset is transferred, and the customer obtains control of the asset (or the services are rendered), the Company recognizes revenue. At contract inception, the Company determines if each performance obligation is satisfied at a point in time or over time. The Company will recognize sales of its product in the period that title of the product is transferred to the customer. The Company will evaluate foundry fabrication services contracts on a case by case basis as they vary with regards to enforceable right and alternative use. If an unrestricted, enforceable right and no alternative use exists, the Company will recognize revenue over time utilizing the input method which the Company considers to be the best method of measuring progress toward complete satisfaction of the performance obligation. However, if either of these does not exist, the Company will recognize revenue at a point in time based on title transfer of the final prototype or specified product. Disaggregation of Revenue The Company’s primary revenue streams include foundry fabrication services and product sales. Foundry Fabrication Services Foundry fabrication services revenue includes microelectromechanical systems (“MEMS”) foundry services and Non-Recurring Engineering (“NRE”). Under these contracts, products are delivered to the customer at the completion of the service which represents satisfaction of the performance obligation. Depending on language with regards to enforceable right to payment for performance completed to date, related revenue will either be recognized over time or at a point in time. Product Sales Product sales revenue consists of sales of RF filters and amps which are sold with contract terms stating that title passes, and the customer takes control at the time of shipment. Revenue is then recognized when the devices are shipped, and the performance obligation has been satisfied. If devices are sold under contract terms that specify that the customer does not take ownership until the goods are received, revenue is recognized when the customer receives the goods. The following table summarizes the revenues of the Company’s reportable segments for the three months ended March 31, 2019: Foundry Services Product Sales Revenue Total Revenue Customers MEMS $ 30,490 — $ 30,490 NRE - RF Filters 128,628 — 128,628 Filters/Amps — 78,345 78,345 Total $ 159,118 $ 78,345 $ 237,463 The following table summarizes the revenues of the Company’s reportable segments for the nine months ended March 31, 2019: Foundry Services Product Sales Revenue Total Revenue Customers MEMS $ 174,899 — $ 174,899 NRE – RF Filters 392,071 — 392,071 Filters/Amps — 197,318 197,318 Total $ 566,970 $ 197,318 $ 764,288 Performance Obligations The Company has determined that contracts for product sales revenue and foundry fabrication services revenue involve one performance obligation, which is delivery of the final product. Contract Balances The Company records a receivable when the title for goods has transferred. Generally, all sales are contract sales (with either an underlying contract or purchase order), resulting in all receivables being contract receivables. When invoicing occurs prior to revenue recognition a contract liability is recorded (as deferred revenue on the Condensed Consolidated Balance Sheet). The following table summarizes the changes in revenue recognition for the nine months ended March 31, 2019: Deferred Revenue Balance, June 30, 2018 $ 52,938 Revenue recognized from prior year (52,938 ) Year to date invoicing in excess of revenue recognition 3,920 Balance, March 31, 2019 $ 3,920 Additionally, when revenue recognition occurs prior to invoicing, a contract asset is recognized. The following table summarizes the changes in contract assets, included in Other current assets on the Condensed Consolidated Balance Sheet, for the nine months ended March 31, 2019: Contract assets Balance, June 30, 2018 $ 6,612 YTD revenue recognition in excess of billings 57,459 Balance, March 31, 2019 $ 64,071 Backlog of Remaining Customer Performance Obligations Revenue expected to be recognized and recorded as sales during this fiscal year from the backlog of performance obligations that are unsatisfied (or partially unsatisfied) was $0.2 million at March 31, 2019. Grant Revenue From time to time the Company applies for grants from various government bodies (state & federal), such as the National Science Foundation (“NSF”), to support research and development. In addition, the Company is eligible for “matching awards” from state boards to provide additional funds to the Company to supplement the funds awarded under the federal grant program. The Company records grant revenue as a part of revenue from operations due to the fact that grant revenue is viewed as an ongoing function of its intended operations. The revenue from grants is not viewed as “incidental” or “peripheral” which would result in the presentation of grant revenue as “Other income”. The Company recognizes nonrefundable grant revenue when the performance obligations have been met, application has been submitted and approval is reasonably assured. |
Common Stock Equivalents
Common Stock Equivalents | 9 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Common Stock Equivalents | Note 5. Common Stock Equivalents The Company had the following common stock equivalents at March 31, 2019 and 2018. These are excluded from the loss per share calculation as they are considered anti-dilutive. March 31, March 31, 2018 Convertible Notes 4,960,800 — Options 2,177,314 1,263,859 Warrants 708,651 754,809 Total 7,846,765 2,018,668 |
Property and Equipment, net
Property and Equipment, net | 9 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and equipment, net | Note 6. Property and Equipment, net Property and equipment, net consisted of the following as of March 31, 2019 and June 30, 2018: Estimated Useful Life March 31, 2019 June 30, 2018 Land n/a $ 1,000,000 $ 1,000,000 Building 11 years 3,000,000 3,000,000 Equipment 2-10 years 13,360,745 9,126,755 Other * 1,260,349 1,057,854 18,621,094 14,184,609 Less: Accumulated depreciation (3,136,224 ) (1,364,440 ) Total $ 15,484,870 $ 12,820,169 (*) Useful lives vary from 3-10 years, as well as leasehold improvements which are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter. The Company recorded depreciation expense of $623,281 and $313,438 for the three months ended March 31, 2019 and 2018, respectively. The Company recorded depreciation expense of $1,810,142 and $783,857 for the nine months ended March 31, 2019 and 2018, respectively. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 9 Months Ended |
Mar. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Note 7. Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of the following at March 31, 2019 and June 30, 2018: March 31, 2019 June 30, 2018 Accounts payable $ 315,015 $ 139,152 Accrued salaries and benefits 545,921 505,463 Accrued bonuses 1,133,799 750,442 Accrued stock-based compensation 192,158 395,539 Accrued professional fees 203,302 293,024 Accrued utilities 105,293 103,277 Accrued interest 135,417 127,292 Accrued goods received not invoiced 95,423 160,199 Other accrued expenses 73,993 119,044 Totals $ 2,800,321 $ 2,593,432 |
Derivative Liabilities
Derivative Liabilities | 9 Months Ended |
Mar. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Liabilities | Note 8. Derivative Liabilities The Company’s 6.5% Convertible Senior Secured Notes due 2023 issued in May 2018 contain certain derivative features, as described in Note 9 - Convertible Notes. The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the nine months ended March 31, 2019: Fair Value Measurement Using Level 3 Inputs Total Balance, July 1, 2018 $ 1,104,701 Change in fair value of derivative liabilities 1,371,700 Balance, March 31, 2019 $ 2,476,401 The fair value of the derivative features of the convertible note at the balance sheet dates were calculated using the with-and-without method, a form of the income approach, valued with the following weighted average assumptions: March 31, 2019 June 30, 2018 Risk free interest rate 2.22 % 2.73 % Dividend yield 0.00 % 0.00 % Expected volatility 48.0 % 42.0 % Remaining term (years) 4.17 4.92 Risk-free interest rate: Dividend yield: Volatility: Remaining term: The Company’s 6.5% Convertible Senior Notes due 2023 issued in October 2018 contain certain derivative features, as described in Note 9 - Convertible Notes; however, as of March 31, 2019 the fair value of these components recorded as a debt discount was $0. |
Convertible Notes
Convertible Notes | 9 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Convertible Notes | Note 9. Convertible Notes Convertible Notes Issued October 2018 On October 23, 2018 the Company completed the offering of $10.0 million principal amount of the Company’s 6.5% Convertible Senior Notes due 2023. The notes are unsecured and rank pari passu with the Company’s outstanding unsubordinated liabilities, including its 6.5% Convertible Senior Secured Notes due 2023 issued in May 2018. The net proceeds of the offering after payment of offering costs were approximately $8.9 million. The notes will mature on November 30, 2023, unless earlier converted, redeemed or repurchased. Interest on the notes accrues at the rate of 6.5% per year and is payable in cash on each February 28, May 31, August 31 and November 30, beginning February 28, 2019. The notes are convertible into common stock at the option of the holder at any time prior to maturity at an initial conversion price of $5.10 per share, subject to adjustment under certain circumstances. The Company analyzed the components of the convertible notes for embedded derivatives and the application of the corresponding accounting treatment. This analysis determined that certain features of the notes represented derivatives that require bifurcation from the host contract. The fair value of these components of $0 was recorded as a debt discount and will be adjusted to fair value at the end of each future reporting period. As a result of the Company issuing new shares of Common Stock for a price to the public of $4.25 per share, the Company adjusted the conversion price of the convertible notes issued on May 14, 2018 from $6.55 per share to $5.00 per share pursuant to the terms of the Indenture. As a result of this adjustment, the associated beneficial conversion feature was increased by $3,950,839 and recorded as a debt discount with a corresponding credit to additional paid in capital. The following table summarizes convertible debt as of March 31, 2019: Maturity Date State Interest Rate Conversion Face Value Remaining Fair Value of Carrying Value Long Term convertible notes payable 6.5% convertible senior secured notes 5/31/2023 6.50 % $ 5.00 $ 15,000,000 $ (7,381,610 ) $ 2,476,401 $ 10,094,791 6.5% convertible senior notes 11/30/2023 6.50 % $ 5.10 $ 10,000,000 $ (995,202 ) $ — $ 9,004,798 Ending Balance as of March 31, 2019 $ 25,000,000 $ (8,376,812 ) $ 2,476,401 $ 19,099,589 |
Concentrations
Concentrations | 9 Months Ended |
Mar. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentrations | Note 10. Concentrations Vendors Vendor concentration as a percentage of purchases for three and nine months ended March 31, 2019 are as follows: Nine Months Nine Months Three Months Three Months 03/31/2019 03/31/2018 03/31/2019 03/31/2018 Vendor 1 — 12 % — — Vendor 2 — — 21 % — Customers Customer concentration as a percentage of revenue for three and nine months ended March 31, 2019 are as follows: Nine Months Nine Months Three Months Three Months Customer 1 12 % 44 % — — Customer 2 14 % — — — Customer 3 11 % — — — Customer 4 22 % — 28 % — Customer 5 — — 21 % — Customer 6 — — 23 % — Customer 7 — 23 % — 44 % Customer 8 — — — 15 % |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Note 11. Stockholders’ Equity Underwritten Public Offering of Common Stock During the quarter ended December 31, 2018, the Company sold a total of 7,250,000 shares of its common stock at a price to the public of $4.25 per share for aggregate gross proceeds of $30.8 million before deducting the underwriting discount and offering expenses payable by the Company of approximately $2.1 million. The Company expects to use the proceeds of the offering to fund the Company’s operations and growth of its business, including for capital expenditures, working capital, research and development, the commercialization of its technology and other general corporate purposes. During the nine months ended March 31, 2019, the Company also issued 113,592 shares of its common stock to investors in the Company’s private placement that closed in May 2017. These issuances were made pursuant to the price-protection provisions granted to such investors in their subscription agreements. Equity Incentive Plans During the nine months ended March 31, 2019, the Company granted employees and directors options to purchase an aggregate of 953,455 shares of common stock with a weighted average grant date fair value of $2.82. The fair values of the Company’s options were estimated at the dates of grant using a Black-Scholes option pricing model with the following weighted average assumptions: Nine Months Ended March 31, 2019 Exercise price $3.78 – $8.18 Expected term (years) 4.00 – 7.00 Risk-free interest rate 2.19 – 3.01% Volatility 66 – 69% Dividend yield 0% Weighted Average Grant Date Fair Value of Options granted during the period $2.82 Expected term: The Company’s expected term is based on the period the options are expected to remain outstanding. The Company estimated this amount utilizing the “Simplified Method” in that the Company does not have sufficient historical experience to provide a reasonable basis to estimate an expected term. Risk-free interest rate: The Company uses the risk-free interest rate of a U.S. Treasury Note with a similar term on the date of the grant. Volatility: The Company calculates the expected volatility of the stock price using the historical volatilities of the Company’s common stock traded on the Nasdaq Capital Market. Dividend yield: The Company uses a 0% expected dividend yield as the Company has not paid dividends to date and does not anticipate declaring dividends in the near future. During the nine months ended March 31, 2019 the Company awarded certain employees and contractors grants of an aggregate of 676,880 restricted stock units (“RSUs”) with a weighted average grant date fair value of $6.10. The RSUs will be expensed over the requisite service period. The terms of the RSUs include vesting provisions based solely on continued service. If the service criteria are satisfied, the RSUs will generally vest over 4 years. During the nine months ended March 31, 2019 the Company granted 119,500 performance-based restricted stock units (“PBRSU”) to employees with a weighted average grant date fair value per share of $8.30. The PBRSU awards contain performance and service conditions which must be satisfied for an employee to earn the award. Any portion of grants awarded to consultants and other service providers as to which the repurchase option for restricted stock awards has not lapsed or for which an option or restricted stock unit has not vested is accrued on the Condensed Consolidated Balance Sheet as a component of accounts payable and accrued expenses. As of March 31, 2019, and June 30, 2018, the accrued stock-based compensation was $192,158 and $395,539, respectively. Compensation expense related to our stock-based awards described above was as follows: Three Months Ended March 31, 2019 2018 Share based compensation expense $ 2,255,301 $ 1,551,500 Nine Months Ended March 31, 2019 2018 Share based compensation expense $ 5,521,980 $ 3,628,331 Unrecognized stock-based compensation expense and weighted-average years to be recognized are as follows: As of March 31, 2019 Unrecognized stock- based compensation Weighted- average years to be recognized Options $ 3,360,742 2.02 Restricted stock awards/units $ 5,070,230 1.94 Performance based units $ 423,914 0.43 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 12. Commitments and Contingencies Operating Leases The Company leased three office locations in Huntersville, NC pursuant to three- and five-year lease agreements, and one month-to-month lease. The three-year lease agreement expired in April 2018 in connection with a move in corporate office location, the month to month lease expired in January 2018, and the five-year lease agreement expires in November 2022. The operating leases provide for annual real estate tax and cost of living increases and contain predetermined increases in the rentals payable during the terms of the leases. The aggregate rent expense is recognized on a straight-line basis over the lease term. The total lease rental expense was $37,000 and $50,000 for the three months ended March 31, 2019 and 2018, respectively. The total lease rental expense was $111,000 and $101,000 for the nine months ended March 31, 2019 and 2018, respectively. The aggregate rent expense on various equipment for the Company’s Huntersville, NC location and the NY Facility is recognized on a straight-line basis over the lease term. The total lease rental expense was $14,000 and $1,000 for the three months ended March 31, 2019 and 2018, respectively. The total lease rental expense was $50,000 and $72,000 for the nine months ended March 31, 2019 and 2018, respectively. Ontario County Industrial Development Authority Agreement On February 27, 2018, the Company entered into a Lease and Project Agreement (the “Lease and Project Agreement”) and a Company Lease Agreement (the “Company Lease Agreement” and together with the Lease and Project Agreement, the “OCIDA Agreements”), each dated as of February 1, 2018, with the Ontario County Industrial Development Agency, a public benefit corporation of the State of New York (the “OCIDA”). Pursuant to the OCIDA Agreements, the Company will lease for $1.00 annually to the OCIDA an approximately 9.995-acre parcel of land in Canandaigua, New York, together with the improvements thereon (including the NY Facility), and transfer title to certain related equipment and personal property to the OCIDA. The OCIDA will lease such land and improvements back to the Company for annual rent payments specified in the Lease and Project Agreement for the Company’s primary use as research and development, manufacturing, warehouse and professional office space in its business, and to be subleased, in part, by the Company to various existing tenants. The Company expects substantial tax savings during the term of the OCIDA Agreements, which expire on December 31, 2028. In addition, subject to the terms of the Lease and Project Agreement, certain purchases and leases of eligible items will be exempt from the imposition of sales and use taxes. Subject to the terms of the Lease and Project Agreement, the OCIDA has also granted to the Company an exemption from certain mortgage recording taxes for one or more mortgages securing an aggregate principal amount not to exceed $12.0 million, or such greater amount as approved by the OCIDA in its sole and absolute discretion. The benefits provided to the Company pursuant to the terms of the Lease and Project Agreement are subject to claw back over the life of the OCIDA Agreements upon certain recapture events, including certain events of default. Purchase Order On January 14, 2019, the Company executed a price quotation (the “Purchase Order”) pursuant to which it purchased a semiconductor lithography system (the “System”), which will be used to pattern wafers for use in the production of the Company’s RF filter products, from ASML US, LLC (“ASML”). Upon execution of the purchase order the Company remitted 50% of the Purchase Price and, pursuant to the terms and conditions of the Purchase Order, the remainder of the Purchase Price will be due upon shipment and acceptance of the System. Real Estate Contingent Liability In connection with the acquisition of the NY Facility and related assets, including STC-MEMS, a semiconductor wafer-manufacturing and MEMS operation with associated wafer-manufacturing tools, the Company agreed to pay to Fuller Road Management Corporation, an affiliate of The Research Foundation for the State University of New York, a penalty, as set forth below, if the Company sells the property subject to the related Definitive Real Property Purchase Agreement within three (3) years after the date of such agreement for an amount in excess of $1,750,000, subject to certain enumerated exceptions. The penalty imposed shall be equivalent to the amount that the sales price of the property exceeds $1,750,000 up to the maximum penalty (“Maximum Penalty”) defined below: Maximum Penalty Year 3, ending March 23, 2020 $ 425,228 The fair value of the contingent liability was calculated by an independent third-party appraisal firm, utilizing a present value calculation based on the probability the Company sells the property triggering the contingent penalty and a discount rate of 16.8%. The discount rate was derived from a weighted average cost of capital, modified to include the effects of the bargain purchase price, and assumes a percentage chance of real estate sale of 25% in year three. As of March 31, 2019, and June 30, 2018, the fair value of the contingent liability was $425,228 and $1,229,966 respectively. During the three months ended March 31, 2019 and 2018, the Company marked the contingent liability to fair value and recorded a gain of $905,183 and $635,061, respectively, relating to the change in fair value. During the nine months ended March 31, 2019 and 2018, the Company marked the contingent liability to fair value and recorded a gain of $804,738 and $555,756, respectively, relating to the change in fair value. Litigation, Claims and Assessment From time to time, the Company may become involved in lawsuits, investigations and claims that arise in the ordinary course of business, including the matter described below. The Company believes it has meritorious defenses against all pending claims and intends to vigorously pursue them. While it is not possible to predict or determine the outcomes of any pending actions, the Company believes the amount of liability, if any, with respect to such actions, would not materially affect its financial position, results of operations or cash flows. On November 5, 2018 the Company filed a Form 8-K reporting the end of employment of its principal financial officer, John T. Kurtzweil (the “Former CFO”). Mr. Kurtzweil’s employment was terminated for cause unanimously by the Company’s Board of Directors pursuant to the terms of his employment agreement, and not due to any disagreement concerning the Company’s financial statements, accounting policies or accounting practices. The Former CFO disputes the termination for cause and has since filed for an arbitration hearing pursuant to the terms of his employment agreement, and has filed a complaint under the whistleblower provisions of the Sarbanes Oxley Act of 2002 with the Occupational Safety and Health Administration of the U.S. Department of Labor. The Company has not recorded a loss contingency associated with the Former CFO’s termination. In accordance with the Former CFO’s employment agreement, if it is determined that grounds for termination were for cause then the expense to the Company would be $0. If it is determined that grounds were without cause then it would result in the cash expenditure of approximately $206,000 representing 1 years’ salary, COBRA and cost of living expense, and prorated bonus up to the date of termination. Additionally, the Company would record a non-cash expense of approximately $883,000 representing the immediate full vesting of restricted stock units and stock options on the date of termination. Tax Credit Contingency The Company accrues a liability for indirect tax contingencies when it believes that it is both probable that a liability has been incurred and that it can reasonably estimate the amount of the loss. The Company reviews these accruals and adjusts them to reflect ongoing negotiations, settlements, rulings, advice of legal counsel and other relevant information. To the extent new information is obtained and the Company’s views on the probable outcomes of claims, suits, assessments, investigations or legal proceedings change, changes in the Company’s accrued liabilities would be recorded in the period in which such determination is made. The Company’s gross unrecognized indirect tax credits totaled $0.1 million and $0.1 million as of March 31, 2019 and June 30, 2018, respectively, and is recorded on the Condensed Consolidated Balance Sheet as a long-term liability. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Mar. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 13. Related Party Transactions AEG Consulting, a firm owned by one of the Co-Chairmen of the Company’s Board of Directors, received $0 and $10,245 cash compensation for consulting fees for the nine months ended March 31, 2019 and 2018, respectively. On November 2, 2018, the Company granted the Co-Chairman 5,000 RSUs with a fair value on the grant date of $18,900 and stock options to purchase 10,000 shares of the Company’s common stock with a fair value on the grant date of $25,278 for consulting services provided by AEG Consulting. Both awards vest in four equal installments on each of the first four anniversaries of the grant date. The options carry an exercise price of $3.78 and have a term of 7 years. Total share-based compensation expense related to stock-based awards granted for the Co-Chairman’s consulting services was $31,854 and $8,539 for the nine months ended March 31, 2019 and 2018, respectively. |
Segment Information
Segment Information | 9 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Note 14. Segment Information Operating segments are defined as components of an enterprise about which separate financial information is available and evaluated regularly by the chief operating decision maker, or decision–making group, in deciding how to allocate resources and in assessing performance. The Company’s chief operating decision maker is its Chief Executive Officer. The Company operates in two segments, Foundry Fabrication Services which consists of engineering review services and STC-MEMS foundry services, and RF Product which consists of amplifier and filter product sales, and grant revenue. The Company records all general and administrative costs in the RF Product segment. The Company evaluates performance of its operating segments based on revenue and operating profit (loss). Segment information for the three and nine months ended March 31, 2019 and 2018 are as follows: Foundry/ RF Product Total Three months ended March 31, 2019 Revenue $ 159,118 $ 78,345 $ 237,463 Grant revenue — — — Total Revenue 159,118 78,345 237,463 Cost of revenue 176,527 122,906 299,433 Gross margin (17,409 ) (44,561 ) (61,970 ) Research and development — 5,547,341 5,547,341 General and administrative — 2,460,328 2,460,328 Income (Loss) from Operations $ (17,409 ) $ (8,052,230 ) $ (8,069,639 ) Three months ended March 31, 2018 Revenue $ 255,160 $ 29,248 $ 284,408 Grant revenue — — — Total Revenue 255,160 29,248 284,408 Cost of revenue 304,528 3,760 308,288 Gross margin (49,368 ) 25,488 (23,880 ) Research and development — 3,044,957 3,044,957 General and administrative — 2,441,992 2,441,992 Income (Loss) from Operations $ (49,368 ) $ (5,461,461 ) $ (5,510,829 ) Nine months ended March 31, 2019 Revenue $ 566,970 $ 197,318 $ 764,288 Grant revenue — 109,472 109,472 Total Revenue 566,970 306,790 873,760 Cost of revenue 665,908 147,315 813,223 Gross margin (98,938 ) 159,475 60,537 Research and development — 14,475,770 14,475,770 General and administrative — 6,705,626 6,705,626 Income (Loss) from Operations $ (98,938 ) $ (21,021,921 ) $ (21,120,859 ) Nine months ended March 31, 2018 Revenue $ 844,893 $ 37,776 $ 882,669 Grant revenue — 147,232 147,232 Total Revenue 844,893 185,008 1,029,901 Cost of revenue 827,113 4,240 831,353 Gross margin 17,780 180,768 198,548 Research and development — 9,522,353 9,522,353 General and administrative — 6,464,518 6,464,518 Income (Loss) from Operations $ 17,780 $ (15,806,103 ) $ (15,788,323 ) As of March 31, 2019 Accounts receivable $ 80,995 $ 78,351 $ 159,346 Property and equipment, net 295,511 15,189,359 15,484,870 As of June 30, 2018 Accounts receivable $ 191,846 $ 22,813 $ 214,659 Property and equipment, net 465,360 12,354,809 12,820,169 |
Subsequent Events
Subsequent Events | 9 Months Ended |
Mar. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Note 15. Subsequent Events The Company is not aware of events and/or transactions occurring after the balance sheet date and before the issue date of the financials statements that require adjustment to or disclosure in the financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 9 Months Ended |
Mar. 31, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and the rules and regulations of the Securities and Exchange Commission (“SEC”) for interim financial information and the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP. In the opinion of management, all adjustments (consisting of normal accruals) considered necessary for a fair presentation have been included. The Company has evaluated subsequent events through the filing of this Form 10-Q. Operating results for the quarter ended March 31, 2019 are not necessarily indicative of the results that may be expected for the year ending June 30, 2019 or any future interim period. The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and notes thereto included in the Company’s Form 10-K filed with the SEC on August 29, 2018 (the “2018 Annual Report”). |
Principles of Consolidation | Principles of Consolidation The accompanying unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiary, Akoustis, Inc. On February 22, 2018, Akoustis Manufacturing New York, Inc. was merged into Akoustis, Inc., with Akoustis, Inc. as the surviving entity. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Significant Accounting Policies and Estimates | Significant Accounting Policies and Estimates The Company’s significant accounting policies are disclosed in Note 3-Summary of Significant Accounting Policies in the 2018 Annual Report. Since the date of the 2018 Annual Report, other than adopting ASC 606 “ Revenue From Contracts With Customers” |
Shares Outstanding | Shares Outstanding Shares outstanding include shares of restricted stock with respect to which restrictions have not lapsed. Restricted stock included in reportable shares outstanding was 311,328 shares and 862,821 shares as of March 31, 2019 and 2018, respectively. Shares of restricted stock are included in the calculation of weighted average shares outstanding. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606)—Narrow-Scope Improvements and Practical Expedients In February 2016, the Financial Accounting Standards Board (“FASB”) issued ASU No. 2016-02, “ Leases (Topic 842) Leases, Topic 842: Targeted Improvement, In July 2018, the FASB issued ASU 2018-11, “ Earnings Per Share (Topic 260), Distinguishing Liabilities from Equity (Topic 480) and Derivatives and Hedging (Topic 815): I. Accounting for Certain Financial Instruments with Down Round Features; II. Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception” In June 2018, the FASB issued ASU No. 2018-07, Compensation – Stock Compensation (Topic718): Improvements to Nonemployee Share-Based Payment Accounting Revenue from Contracts with Customers In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement”. This update is to improve the effectiveness of disclosures in the notes to the financial statements by facilitating clear communication of the information required by U.S. GAAP that is most important to users of each entity’s financial statements. The amendments in this update apply to all entities that are required, under existing U.S. GAAP, to make disclosures about recurring or nonrecurring fair value measurements. The amendments in this update are effective for all entities for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Company is currently evaluating this guidance and the impact of this update on its consolidated financial statements. Management does not believe that any other recently issued, but not yet effective accounting pronouncements, when adopted, will have a material effect on the accompanying condensed consolidated financial statements. |
Revenue Recognition from Cont_2
Revenue Recognition from Contracts with Customers (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of revenues of reportable segments | The following table summarizes the revenues of the Company’s reportable segments for the three months ended March 31, 2019: Foundry Services Product Sales Revenue Total Revenue Customers MEMS $ 30,490 — $ 30,490 NRE - RF Filters 128,628 — 128,628 Filters/Amps — 78,345 78,345 Total $ 159,118 $ 78,345 $ 237,463 The following table summarizes the revenues of the Company’s reportable segments for the nine months ended March 31, 2019: Foundry Services Product Sales Revenue Total Revenue Customers MEMS $ 174,899 — $ 174,899 NRE – RF Filters 392,071 — 392,071 Filters/Amps — 197,318 197,318 Total $ 566,970 $ 197,318 $ 764,288 |
Schedule of changes in revenue recognition | The following table summarizes the changes in revenue recognition for the nine months ended March 31, 2019: Deferred Revenue Balance, June 30, 2018 $ 52,938 Revenue recognized from prior year (52,938 ) Year to date invoicing in excess of revenue recognition 3,920 Balance, March 31, 2019 $ 3,920 |
Schedule of changes in contract assets | The following table summarizes the changes in contract assets, included in Other current assets on the Condensed Consolidated Balance Sheet, for the nine months ended March 31, 2019: Contract assets Balance, June 30, 2018 $ 6,612 YTD revenue recognition in excess of billings 57,459 Balance, March 31, 2019 $ 64,071 |
Common Stock Equivalents (Table
Common Stock Equivalents (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Schedule of common stock equivalents | The Company had the following common stock equivalents at March 31, 2019 and 2018. These are excluded from the loss per share calculation as they are considered anti-dilutive. March 31, March 31, 2018 Convertible Notes 4,960,800 — Options 2,177,314 1,263,859 Warrants 708,651 754,809 Total 7,846,765 2,018,668 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | Property and equipment, net consisted of the following as of March 31, 2019 and June 30, 2018: Estimated Useful Life March 31, 2019 June 30, 2 018 Land n/a $ 1,000,000 $ 1,000,000 Building 11 years 3,000,000 3,000,000 Equipment 2-10 years 13,360,745 9,126,755 Other * 1,260,349 1,057,854 18,621,094 14,184,609 Less: Accumulated depreciation (3,136,224 ) (1,364,440 ) Total $ 15,484,870 $ 12,820,169 (*) Useful lives vary from 3-10 years, as well as leasehold improvements which are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter. |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Expenses (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of accounts payable and accrued expenses | Accounts payable and accrued expenses consisted of the following at March 31, 2019 and June 30, 2018: March 31, 2019 June 30, 2018 Accounts payable $ 315,015 $ 139,152 Accrued salaries and benefits 545,921 505,463 Accrued bonuses 1,133,799 750,442 Accrued stock-based compensation 192,158 395,539 Accrued professional fees 203,302 293,024 Accrued utilities 105,293 103,277 Accrued interest 135,417 127,292 Accrued goods received not invoiced 95,423 160,199 Other accrued expenses 73,993 119,044 Totals $ 2,800,321 $ 2,593,432 |
Derivative Liabilities (Tables)
Derivative Liabilities (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of fair value on a recurring basis using significant unobservable inputs | The table below provides a summary of the changes in fair value, including net transfers in and/or out, of all financial assets and liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) during the nine months ended March 31, 2019: Fair Value Measurement Using Level 3 Inputs Total Balance, July 1, 2018 $ 1,104,701 Change in fair value of derivative liabilities 1,371,700 Balance, March 31, 2019 $ 2,476,401 |
Schedule of weighted average assumptions | The fair value of the derivative features of the convertible note at the balance sheet dates were calculated using the with-and-without method, a form of the income approach, valued with the following weighted average assumptions: March 31, 2019 June 30, 2018 Risk free interest rate 2.22 % 2.73 % Dividend yield 0.00 % 0.00 % Expected volatility 48.0 % 42.0 % Remaining term (years) 4.17 4.92 |
Convertible Notes (Tables)
Convertible Notes (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The following table summarizes convertible debt as of March 31, 2019: Maturity Date State Interest Rate Conversion Face Value Remaining Fair Value of Carrying Value Long Term convertible notes payable 6.5% convertible senior secured notes 5/31/2023 6.50 % $ 5.00 $ 15,000,000 $ (7,381,610 ) $ 2,476,401 $ 10,094,791 6.5% convertible senior notes 11/30/2023 6.50 % $ 5.10 $ 10,000,000 $ (995,202 ) $ — $ 9,004,798 Ending Balance as of March 31, 2019 $ 25,000,000 $ (8,376,812 ) $ 2,476,401 $ 19,099,589 |
Concentrations (Tables)
Concentrations (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Schedule of concentration risk | Vendor concentration as a percentage of purchases for three and nine months ended March 31, 2019 are as follows: Nine Months Nine Months Three Months Three Months 03/31/2019 03/31/2018 03/31/2019 03/31/2018 Vendor 1 — 12 % — — Vendor 2 — — 21 % — Customer concentration as a percentage of revenue for three and nine months ended March 31, 2019 are as follows: Nine Months Nine Months Three Months Three Months Customer 1 12 % 44 % — — Customer 2 14 % — — — Customer 3 11 % — — — Customer 4 22 % — 28 % — Customer 5 — — 21 % — Customer 6 — — 23 % — Customer 7 — 23 % — 44 % Customer 8 — — — 15 % |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Equity [Abstract] | |
Schedule of Black-Scholes option pricing model with weighted average assumptions | The fair values of the Company’s options were estimated at the dates of grant using a Black-Scholes option pricing model with the following weighted average assumptions: Nine Months Ended March 31, 2019 Exercise price $3.78 – $8.18 Expected term (years) 4.00 – 7.00 Risk-free interest rate 2.19 – 3.01% Volatility 66 – 69% Dividend yield 0% Weighted Average Grant Date Fair Value of Options granted during the period $2.82 |
Schedule of stock-based compensation expense | Compensation expense related to our stock-based awards described above was as follows: Three Months Ended March 31, 2019 2018 Share based compensation expense $ 2,255,301 $ 1,551,500 Nine Months Ended March 31, 2019 2018 Share based compensation expense $ 5,521,980 $ 3,628,331 |
Schedule of unrecognized stock-based compensation expense and weighted-average years | Unrecognized stock-based compensation expense and weighted-average years to be recognized are as follows: As of March 31, 2019 Unrecognized stock- based compensation Weighted- average years to be recognized Options $ 3,360,742 2.02 Restricted stock awards/units $ 5,070,230 1.94 Performance based units $ 423,914 0.43 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future maximum penalty under the equivalent | The penalty imposed shall be equivalent to the amount that the sales price of the property exceeds $1,750,000 up to the maximum penalty (“Maximum Penalty”) defined below: Maximum Penalty Year 3, ending March 23, 2020 $ 425,228 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Mar. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of revenue and operating profit (loss) | The Company evaluates performance of its operating segments based on revenue and operating profit (loss). Segment information for the three and nine months ended March 31, 2019 and 2018 are as follows: Foundry/ RF Product Total Three months ended March 31, 2019 Revenue $ 159,118 $ 78,345 $ 237,463 Grant revenue — — — Total Revenue 159,118 78,345 237,463 Cost of revenue 176,527 122,906 299,433 Gross margin (17,409 ) (44,561 ) (61,970 ) Research and development — 5,547,341 5,547,341 General and administrative — 2,460,328 2,460,328 Income (Loss) from Operations $ (17,409 ) $ (8,052,230 ) $ (8,069,639 ) Three months ended March 31, 2018 Revenue $ 255,160 $ 29,248 $ 284,408 Grant revenue — — — Total Revenue 255,160 29,248 284,408 Cost of revenue 304,528 3,760 308,288 Gross margin (49,368 ) 25,488 (23,880 ) Research and development — 3,044,957 3,044,957 General and administrative — 2,441,992 2,441,992 Income (Loss) from Operations $ (49,368 ) $ (5,461,461 ) $ (5,510,829 ) Nine months ended March 31, 2019 Revenue $ 566,970 $ 197,318 $ 764,288 Grant revenue — 109,472 109,472 Total Revenue 566,970 306,790 873,760 Cost of revenue 665,908 147,315 813,223 Gross margin (98,938 ) 159,475 60,537 Research and development — 14,475,770 14,475,770 General and administrative — 6,705,626 6,705,626 Income (Loss) from Operations $ (98,938 ) $ (21,021,921 ) $ (21,120,859 ) Nine months ended March 31, 2018 Revenue $ 844,893 $ 37,776 $ 882,669 Grant revenue — 147,232 147,232 Total Revenue 844,893 185,008 1,029,901 Cost of revenue 827,113 4,240 831,353 Gross margin 17,780 180,768 198,548 Research and development — 9,522,353 9,522,353 General and administrative — 6,464,518 6,464,518 Income (Loss) from Operations $ 17,780 $ (15,806,103 ) $ (15,788,323 ) As of March 31, 2019 Accounts receivable $ 80,995 $ 78,351 $ 159,346 Property and equipment, net 295,511 15,189,359 15,484,870 As of June 30, 2018 Accounts receivable $ 191,846 $ 22,813 $ 214,659 Property and equipment, net 465,360 12,354,809 12,820,169 |
Liquidity (Details Narrative)
Liquidity (Details Narrative) - USD ($) | 9 Months Ended | ||||
Mar. 31, 2019 | Mar. 31, 2018 | May 06, 2019 | Jun. 30, 2018 | Jun. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||
Cash and cash equivalents | $ 34,633,363 | $ 6,472,162 | $ 32,800,000 | $ 14,816,717 | $ 9,631,520 |
Working capital | 33,000,000 | ||||
Net Cash Used In Operating Activities | $ (13,418,667) | $ (11,085,213) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details Narrative) - USD ($) | Mar. 31, 2019 | May 14, 2018 | Mar. 31, 2018 |
Principal amount | $ 25,000,000 | ||
Restricted Stock Units [Member] | |||
Share outstanding | 311,328 | 862,821 | |
6.5% Convertible Senior Notes [Member] | |||
Principal amount | $ 15,000,000 |
Revenue Recognition from Cont_3
Revenue Recognition from Contracts with Customers (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | |
Microelectromechanical systems revenue | $ 30,490 | $ 174,899 | ||
Non recurring engineering revenue | 128,628 | 392,071 | ||
Filters/Amps revenue | 78,345 | 197,318 | ||
Total | 237,463 | $ 284,408 | 764,288 | $ 882,669 |
Foundry Fabrication Services Revenue [Member] | ||||
Microelectromechanical systems revenue | 30,490 | 174,899 | ||
Non recurring engineering revenue | 128,628 | 392,071 | ||
Filters/Amps revenue | ||||
Total | 159,118 | $ 255,160 | 566,970 | $ 844,893 |
Product Sales Revenue [Member] | ||||
Microelectromechanical systems revenue | ||||
Non recurring engineering revenue | ||||
Filters/Amps revenue | 78,345 | 197,318 | ||
Total | $ 78,345 | $ 197,318 |
Revenue Recognition from Cont_4
Revenue Recognition from Contracts with Customers (Details 1) | 9 Months Ended |
Mar. 31, 2019USD ($) | |
Deferred revenue [Roll Forward] | |
Balance at the beginning | $ 52,938 |
Revenue recognized from prior year | (52,938) |
Year to date invoicing in excess of revenue recognition | 3,920 |
Balance at the ending | $ 3,920 |
Revenue Recognition from Cont_5
Revenue Recognition from Contracts with Customers (Details 2) | 9 Months Ended |
Mar. 31, 2019USD ($) | |
Contract assets [Abstract] | |
Balance at the beginning | $ 6,612 |
YTD revenue recognition in excess of billings | 57,459 |
Balance at the ending | $ 64,071 |
Revenue Recognition from Cont_6
Revenue Recognition from Contracts with Customers (Details Narrative) | 9 Months Ended |
Mar. 31, 2019USD ($) | |
Revenue from Contract with Customer [Abstract] | |
Revenue expected to be recognized | $ 200,000 |
Retained Earnings Adjustments | $ 20,416 |
Common Stock Equivalents (Detai
Common Stock Equivalents (Details) - shares | 9 Months Ended | |
Mar. 31, 2019 | Mar. 31, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents | 7,846,765 | 2,018,668 |
Convertible Notes [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents | 4,960,800 | |
Options [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents | 2,177,314 | 1,263,859 |
Warrants [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Common stock equivalents | 708,651 | 754,809 |
Property and Equipment, net (De
Property and Equipment, net (Details) - USD ($) | 9 Months Ended | |||
Mar. 31, 2019 | Jun. 30, 2018 | Mar. 31, 2018 | ||
Property, Plant and Equipment [Line Items] | ||||
Gross | $ 18,621,094 | $ 14,184,609 | ||
Less: Accumulated depreciation | (3,136,224) | (1,364,440) | ||
Total | 15,484,870 | 12,820,169 | ||
Land [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross | $ 1,000,000 | 1,000,000 | ||
Building [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated Useful Life | P11Y | |||
Gross | $ 3,000,000 | 3,000,000 | ||
Equipment [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross | $ 13,360,745 | 9,126,755 | ||
Equipment [Member] | Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated Useful Life | P2Y | |||
Equipment [Member] | Maximum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated Useful Life | P10Y | |||
Other [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Gross | $ 1,057,854 | $ 1,260,349 | ||
Other [Member] | Minimum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated Useful Life | [1] | P3Y | ||
Other [Member] | Maximum [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Estimated Useful Life | [1] | P10Y | ||
[1] | Useful lives vary from 3-10 years, as well as leasehold improvements which are amortized on a straight-line basis over the term of the lease or the estimated useful lives, whichever is shorter. |
Property and Equipment, net (_2
Property and Equipment, net (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | ||||
Depreciation expense | $ 623,281 | $ 313,438 | $ 1,810,142 | $ 783,857 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Expenses (Details) - USD ($) | Mar. 31, 2019 | Jun. 30, 2018 |
Payables and Accruals [Abstract] | ||
Accounts payable | $ 315,015 | $ 139,152 |
Accrued salaries and benefits | 545,921 | 505,463 |
Accrued bonuses | 1,133,799 | 750,442 |
Accrued stock-based compensation | 192,158 | 395,539 |
Accrued professional fees | 203,302 | 293,024 |
Accrued utilities | 105,293 | 103,277 |
Accrued interest | 135,417 | 127,292 |
Accrued goods received not invoiced | 95,423 | 160,199 |
Other accrued expenses | 73,993 | 119,044 |
Totals | $ 2,800,321 | $ 2,593,432 |
Derivative Liabilities (Details
Derivative Liabilities (Details) - Level 3 [Member] | 9 Months Ended |
Mar. 31, 2019USD ($) | |
Fair Value, Net Derivative Asset (Liability) Measured on Recurring Basis, Unobservable Input Reconciliation [Roll Forward] | |
Balance at beginning | $ 1,104,701 |
Change in fair value of derivative liabilities | 1,371,700 |
Balance at ending | $ 2,476,401 |
Derivative Liabilities (Detai_2
Derivative Liabilities (Details 1) - Warrants [Member] | 9 Months Ended | 12 Months Ended |
Mar. 31, 2019 | Jun. 30, 2018 | |
Class of Warrant or Right [Line Items] | ||
Remaining term (years) | 4 years 2 months 1 day | 4 years 11 months 12 days |
Risk free interest rate [Member] | ||
Class of Warrant or Right [Line Items] | ||
Measurement Input | 0.0222 | 0.0273 |
Dividend yield [Member] | ||
Class of Warrant or Right [Line Items] | ||
Measurement Input | 0 | 0 |
Expected Price Volatility [Member] | ||
Class of Warrant or Right [Line Items] | ||
Measurement Input | 0.48 | 0.42 |
Derivative Liabilities (Detai_3
Derivative Liabilities (Details Narrative) - USD ($) | Oct. 23, 2018 | Mar. 31, 2019 | Mar. 31, 2018 |
Debt discount | $ 1,346,823 | ||
Convertible Senior Secured Notes [Member] | |||
Interest rate | 6.50% | ||
Maturity date | May 31, 2023 | ||
Debt discount | $ 0 |
Convertible Notes (Details)
Convertible Notes (Details) - USD ($) | Oct. 23, 2018 | May 14, 2018 | Mar. 31, 2019 |
Debt Instrument [Line Items] | |||
Face Value | $ 25,000,000 | ||
Debt Discount | (8,376,812) | ||
Fair Value of Embedded Conversion Option | 2,476,401 | ||
Carrying Value | $ 19,099,589 | ||
6.5% Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Maturity date | Nov. 30, 2023 | ||
State Interest Rate | 6.50% | ||
Conversion price | $ 5.10 | ||
Face Value | $ 10,000,000 | ||
Debt Discount | (995,202) | ||
Fair Value of Embedded Conversion Option | |||
Carrying Value | $ 9,004,798 | ||
6.5% Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Maturity date | May 31, 2023 | ||
State Interest Rate | 6.50% | ||
Conversion price | $ 5 | ||
Face Value | $ 15,000,000 | ||
Debt Discount | (7,381,610) | ||
Fair Value of Embedded Conversion Option | 2,476,401 | ||
Carrying Value | $ 10,094,791 |
Convertible Notes (Details Narr
Convertible Notes (Details Narrative) - USD ($) | Oct. 23, 2018 | May 14, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Dec. 31, 2018 |
Debt Instrument [Line Items] | |||||
Principal amount | $ 25,000,000 | ||||
Net proceeds from offering | 8,867,272 | ||||
Debt Discount | $ 1,346,823 | ||||
Number of shares issued (in dollars per share) | $ 4.25 | ||||
6.5% Convertible Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 15,000,000 | ||||
Maturity date | May 31, 2023 | ||||
Conversion price | $ 5 | ||||
Change in conversion price | $ 6.55 | ||||
Increase in conversion value | $ 3,950,839 | ||||
6.5% Convertible Senior Notes [Member] | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 10,000,000 | ||||
Maturity date | Nov. 30, 2023 | ||||
Net proceeds from offering | $ 8,900,000 | ||||
Description of interest payment date | Interest on the notes accrues at the rate of 6.5% per year and is payable in cash on each February 28, May 31, August 31 and November 30, beginning February 28, 2019. | ||||
Conversion price | $ 5.10 | ||||
Description of debt conversion | The notes are convertible into common stock at the option of the holder at any time prior to maturity at an initial conversion price of $5.10 per share, subject to adjustment under certain circumstances. | ||||
Debt Discount | $ 0 | ||||
Number of shares issued (in dollars per share) | $ 4.25 |
Concentrations (Details)
Concentrations (Details) - Number | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | |
Cost of Goods Total [Member] | ||||
Number of vendor | 2 | 1 | ||
Cost of Goods Total [Member] | One Vendor [Member] | ||||
Concentration risk, percentage | 12.00% | |||
Cost of Goods Total [Member] | Two Vendor [Member] | ||||
Concentration risk, percentage | 21.00% | |||
Sales Revenue, Net [Member] | Customer 1 [Member] | ||||
Concentration risk, percentage | 12.00% | 44.00% | ||
Sales Revenue, Net [Member] | Customer 2 [Member] | ||||
Concentration risk, percentage | 14.00% | |||
Sales Revenue, Net [Member] | Customer 3 [Member] | ||||
Concentration risk, percentage | 11.00% | |||
Sales Revenue, Net [Member] | Customer 4 [Member] | ||||
Concentration risk, percentage | 28.00% | 22.00% | ||
Sales Revenue, Net [Member] | Customer 5 [Member] | ||||
Concentration risk, percentage | 21.00% | |||
Sales Revenue, Net [Member] | Customer 6 [Member] | ||||
Concentration risk, percentage | 23.00% | |||
Sales Revenue, Net [Member] | Customer 7 [Member] | ||||
Concentration risk, percentage | 44.00% | 23.00% | ||
Sales Revenue, Net [Member] | Customer 8 [Member] | ||||
Concentration risk, percentage | 15.00% |
Stockholders' Equity (Details)
Stockholders' Equity (Details) | 9 Months Ended |
Mar. 31, 2019$ / shares | |
Dividend yield | 0.00% |
Weighted Average Grant Date Fair Value of Options granted during the period (in dollars per share) | $ 2.82 |
Minimum [Member] | |
Exercise price (in dollars per share) | $ 3.78 |
Expected term (in years) | 4 years |
Risk-free interest rate | 2.19% |
Volatility | 66.00% |
Maximum [Member] | |
Exercise price (in dollars per share) | $ 8.18 |
Expected term (in years) | 7 years |
Risk-free interest rate | 3.01% |
Volatility | 69.00% |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | |
Equity [Abstract] | ||||
Share based compensation expense | $ 2,255,301 | $ 1,551,500 | $ 5,521,980 | $ 3,628,331 |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) | Mar. 31, 2019USD ($)$ / shares |
Options [Member] | |
Unrecognized stock-based compensation | $ | $ 3,360,742 |
Weighted average years to be recognized | $ / shares | $ 2.02 |
Restricted Stock Units [Member] | |
Unrecognized stock-based compensation | $ | $ 5,070,230 |
Weighted average years to be recognized | $ / shares | $ 1.94 |
Performance Based Units [Member] | |
Unrecognized stock-based compensation | $ | $ 423,914 |
Weighted average years to be recognized | $ / shares | $ 0.43 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | |
Dec. 31, 2018 | Mar. 31, 2019 | Jun. 30, 2018 | |
Weighted average grant fair value (in dollars per share) | $ 2.82 | ||
Accrued stock compensation expenses | $ 192,158 | $ 395,539 | |
Number of shares issued (in shares) | 7,250,000 | ||
Number of shares issued (in dollars per share) | $ 4.25 | ||
Gross proceeds from issuance of shares | $ 30,800,000 | ||
Commissions on issuance of shares | $ 2,100,000 | ||
Dividend yield | 0.00% | ||
Investor [Member] | Private Placement [Member] | |||
Number of shares issued (in shares) | 113,592 | ||
Closing date | 2017-05 | ||
Restricted Stock Units [Member] | |||
Number of shares granted | 676,880 | ||
Weighted average grant fair value (in dollars per share) | $ 6.10 | ||
Vesting period | 4 years | ||
Performance-Based Restricted Stock Units [Member] | |||
Number of shares granted | 119,500 | ||
Weighted average grant fair value (in dollars per share) | $ 8.30 | ||
Employees And Directors [Member] | |||
Number of shares granted | 953,455 | ||
Weighted average grant fair value (in dollars per share) | $ 2.82 |
Commitments and Contingencies_2
Commitments and Contingencies (Details) | 9 Months Ended |
Mar. 31, 2019USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Year 3, ending March 23, 2020 | $ 425,228 |
Commitments and Contingencies_3
Commitments and Contingencies (Details Narrative) - USD ($) | Nov. 05, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2018 |
Discount rate | 16.80% | |||||
Gain on contingent liability | $ 905,183 | $ 635,061 | $ 804,738 | $ 555,756 | ||
Contingent real estate liability | 425,228 | $ 425,228 | $ 1,229,966 | |||
Percentage change of real estate sale | 25.00% | |||||
Percentage change of real estate sale term | 3 years | |||||
24 - Month Lease Agreement [Member] | Building [Member] | Huntersville, North Carolina [Member] | ||||||
Annual rent | 37,000 | $ 50,000 | $ 111,000 | 101,000 | ||
Lease term | 3 years | |||||
24 - Month Lease Agreement [Member] | Equipment [Member] | Canandaigua, New York [Member] | ||||||
Annual rent | $ 14,000 | $ 1,000 | $ 50,000 | $ 72,000 | ||
Asset Purchase Agreement [Member] | Research Foundation for the State University of New York (RF-SUNY) [Member] | Fuller Road Management Corporation (FRMC) [Member] | ||||||
Description of agreement | If the Company sells the property subject to the related Definitive Real Property Purchase Agreement within three (3) years after the date of such agreement for an amount in excess of $1,750,000, subject to certain enumerated exceptions. | |||||
Description of penalty | The penalty imposed shall be equivalent to the amount that the sales price of the property exceeds $1,750,000 up to the maximum penalty | |||||
Employment Agreement [Member] | Former Chief Financial Officer [Member] | ||||||
Description of damages sought | If it is determined that grounds for termination were for cause then the expense to the Company would be $0. If it is determined that grounds were without cause then it would result in the cash expenditure of approximately $206,000 representing 1 years salary, COBRA and cost of living expense, and prorated bonus up to the date of termination. | |||||
Damages sought, value | $ 206,000 | |||||
Employment Agreement [Member] | Former Chief Financial Officer [Member] | Restricted Stock Units [Member] | ||||||
Non-cash expense on litigation | $ 883,000 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) | Nov. 02, 2018USD ($)shares | Mar. 31, 2019USD ($)$ / shares | Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Mar. 31, 2019USD ($)Number$ / sharesshares | Mar. 31, 2018USD ($) |
Stock issued for consulting services | $ 2,125,656 | $ 1,044,316 | $ 1,947,028 | $ 1,693,266 | $ 2,043,827 | $ 536,995 | |||
Share based compensation expense | $ 2,255,301 | $ 1,551,500 | $ 5,521,980 | $ 3,628,331 | |||||
Restricted Stock Units [Member] | |||||||||
Number of options granted | shares | 676,880 | ||||||||
AEG Consulting LLC (firm owned by a Co-Chairman) [Member] | |||||||||
Payments for consulting fees | $ 0 | 10,245 | |||||||
Number of anniversaries of the grant date | Number | 4 | ||||||||
Options carry an exercise price (in dollars per share) | $ / shares | $ 3.78 | $ 3.78 | |||||||
Maturity term | 7 years | ||||||||
AEG Consulting LLC (firm owned by a Co-Chairman) [Member] | Restricted Stock Units [Member] | |||||||||
Number of options granted | shares | 5,000 | ||||||||
Fair value of stock options granted | $ 18,900 | ||||||||
AEG Consulting LLC (firm owned by a Co-Chairman) [Member] | Stock Options [Member] | |||||||||
Number of stock issued for consulting services | shares | 10,000 | ||||||||
Stock issued for consulting services | $ 25,278 | ||||||||
Co-Chairman [Member] | |||||||||
Share based compensation expense | $ 31,854 | $ 8,539 |
Segment Information (Details)
Segment Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2019 | Mar. 31, 2018 | Mar. 31, 2019 | Mar. 31, 2018 | Jun. 30, 2018 | |
Revenue | $ 237,463 | $ 284,408 | $ 764,288 | $ 882,669 | |
Grant revenue | 109,472 | 147,232 | |||
Total Revenue | 237,463 | 284,408 | 873,760 | 1,029,901 | |
Cost of revenue | 299,433 | 308,288 | 813,223 | 831,353 | |
Gross margin | (61,970) | (23,880) | 60,537 | 198,548 | |
Research and development | 5,547,341 | 3,044,957 | 14,475,770 | 9,522,353 | |
General and administrative | 2,460,328 | 2,441,992 | 6,705,626 | 6,464,518 | |
Income (Loss) from Operations | (8,069,639) | (5,510,829) | (21,120,859) | (15,788,323) | |
Accounts receivable | 159,346 | 159,346 | $ 214,659 | ||
Property and equipment, net | 15,484,870 | 15,484,870 | 12,820,169 | ||
Foundry Fabrication Services Revenue [Member] | |||||
Revenue | 159,118 | 255,160 | 566,970 | 844,893 | |
Grant revenue | |||||
Total Revenue | 159,118 | 255,160 | 566,970 | 844,893 | |
Cost of revenue | 176,527 | 304,528 | 665,908 | 827,113 | |
Gross margin | (17,409) | (49,368) | (98,938) | 17,780 | |
Research and development | |||||
General and administrative | |||||
Income (Loss) from Operations | (17,409) | (49,368) | (98,938) | 17,780 | |
Accounts receivable | 80,995 | 80,995 | 191,846 | ||
Property and equipment, net | 295,511 | 295,511 | 465,360 | ||
RF Product [Member] | |||||
Revenue | 78,345 | 29,248 | 197,318 | 37,776 | |
Grant revenue | 109,472 | 147,232 | |||
Total Revenue | 78,345 | 29,248 | 306,790 | 185,008 | |
Cost of revenue | 122,906 | 3,760 | 147,315 | 4,240 | |
Gross margin | (44,561) | 25,488 | 159,475 | 180,768 | |
Research and development | 5,547,341 | 3,044,957 | 14,475,770 | 9,522,353 | |
General and administrative | 2,460,328 | 2,441,992 | 6,705,626 | 6,464,518 | |
Income (Loss) from Operations | (8,052,230) | $ (5,461,461) | (21,021,921) | $ (15,806,103) | |
Accounts receivable | 78,351 | 78,351 | 22,813 | ||
Property and equipment, net | $ 15,189,359 | $ 15,189,359 | $ 12,354,809 |
Segment Information (Details Na
Segment Information (Details Narrative) | 9 Months Ended |
Mar. 31, 2019Number | |
Segment Reporting [Abstract] | |
Number of segments | 2 |