Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2016 | Oct. 31, 2016 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2016 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | NVET | |
Entity Registrant Name | Nexvet Biopharma plc | |
Entity Central Index Key | 1,618,561 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 11,726,406 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) - USD ($) $ in Thousands | Sep. 30, 2016 | Jun. 30, 2016 |
Current assets | ||
Cash | $ 24,550 | $ 31,481 |
Other income receivable | 2,638 | 2,201 |
Prepaid expenses and other | 1,361 | 1,280 |
Total current assets | 28,549 | 34,962 |
Noncurrent assets | ||
Other income receivable | 342 | 251 |
Prepaid expenses and other | 119 | 129 |
Total noncurrent assets | 461 | 380 |
Property, plant and equipment, net | 5,341 | 4,908 |
Intangible assets, net | 81 | 74 |
Total assets | 34,432 | 40,324 |
Current liabilities | ||
Accounts payable | 1,466 | 1,729 |
Accrued expenses and other liabilities | 2,221 | 3,295 |
Deferred income | 23 | 23 |
Total current liabilities | 3,710 | 5,047 |
Noncurrent liabilities | ||
Accrued expenses and other liabilities | 91 | 104 |
Deferred income | 32 | 37 |
Total noncurrent liabilities | 123 | 141 |
Total liabilities | 3,833 | 5,188 |
Commitments and contingencies (Note 12) | ||
Shareholders’ equity | ||
Ordinary shares, $0.125 nominal value per share, 100,000,000 shares authorized as of September 30 and June 30, 2016—11,726,406 and 11,565,133 shares issued and outstanding as of September 30 and June 30, 2016, respectively | 1,466 | 1,446 |
Euro deferred shares, €100 nominal value per share, 400 shares authorized as of September 30 and June 30, 2016—400 shares issued and outstanding as of September 30 and June 30, 2016 | 13 | 13 |
Additional paid-in capital | 82,499 | 82,030 |
Accumulated comprehensive loss | (5,264) | (5,333) |
Accumulated deficit | (48,115) | (43,020) |
Total shareholders’ equity | 30,599 | 35,136 |
Total liabilities and shareholders’ equity | $ 34,432 | $ 40,324 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (unaudited) (Parenthetical) | Sep. 30, 2016$ / sharesshares | Sep. 30, 2016€ / sharesshares | Jun. 30, 2016$ / sharesshares | Jun. 30, 2016€ / sharesshares |
Statement Of Financial Position [Abstract] | ||||
Ordinary shares, nominal value per share | $ / shares | $ 0.125 | $ 0.125 | ||
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 | 100,000,000 |
Ordinary shares, shares issued | 11,726,406 | 11,726,406 | 11,565,133 | 11,565,133 |
Ordinary shares, shares outstanding | 11,726,406 | 11,726,406 | 11,565,133 | 11,565,133 |
Euro deferred shares, nominal value per share | € / shares | € 100 | € 100 | ||
Euro deferred shares, shares authorized | 400 | 400 | 400 | 400 |
Euro deferred shares, shares issued | 400 | 400 | 400 | 400 |
Euro deferred shares, shares outstanding | 400 | 400 | 400 | 400 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (unaudited) $ in Thousands, € in Millions | 3 Months Ended | |
Sep. 30, 2016USD ($)$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | |
Operating Expenses | ||
Research and development | $ 3,466 | $ 3,725 |
General and administrative | 2,233 | 1,870 |
Total operating expenses | 5,699 | 5,595 |
Loss from operations | (5,699) | (5,595) |
Other Income (Expense) | ||
Research and development income | 481 | 567 |
Government grant income | 175 | 4 |
Exchange (loss) gain | (81) | 1,027 |
Interest income | 29 | 37 |
Net loss | $ (5,095) | $ (3,960) |
Net loss per share attributable to ordinary shareholders, basic and diluted | $ / shares | $ (0.44) | $ (0.35) |
Weighted-average ordinary shares outstanding, basic and diluted | shares | 11,703,292 | 11,442,552 |
Comprehensive Loss | ||
Net loss | $ (5,095) | $ (3,960) |
Net gain (loss) in foreign currency translation adjustments | 69 | |
Total comprehensive loss | (5,026) | (5,401) |
Accumulated Other Comprehensive Income (Loss) | ||
Comprehensive Loss | ||
Net gain (loss) in foreign currency translation adjustments | $ 69 | $ (1,441) |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY (unaudited) - USD ($) $ in Thousands | Total | Common Stock | Euro Deferred Shares | Additional Paid-in CapitalShare Premium | Additional Paid-in CapitalOther | Accumulated Comprehensive Income (Loss) | Accumulated Deficit |
Balance at Jun. 30, 2015 | $ 53,578 | $ 1,426 | $ 13 | $ 78,210 | $ 2,065 | $ (4,481) | $ (23,655) |
Balance, shares at Jun. 30, 2015 | 11,406,916 | 400 | |||||
Issuance of ordinary shares-conversion of share-based compensation, amount | 20 | $ 20 | 1,182 | (1,182) | |||
Issuance of ordinary shares- conversion of share- based compensation, shares | 158,217 | ||||||
Share-based compensation expense | 1,755 | 1,755 | |||||
Exchange difference on translation of foreign operations | (852) | (852) | |||||
Net loss | (19,365) | (19,365) | |||||
Balance at Jun. 30, 2016 | 35,136 | $ 1,446 | $ 13 | 79,392 | 2,638 | (5,333) | (43,020) |
Balance, shares at Jun. 30, 2016 | 11,565,133 | 400 | |||||
Issuance of ordinary shares-conversion of share-based compensation, amount | 17 | $ 17 | 800 | (800) | |||
Issuance of ordinary shares- conversion of share- based compensation, shares | 141,273 | ||||||
Issuance of ordinary shares | 72 | $ 3 | 69 | ||||
Issuance of ordinary shares, shares | 20,000 | ||||||
Share-based compensation expense | 400 | 400 | |||||
Exchange difference on translation of foreign operations | 69 | 69 | |||||
Net loss | (5,095) | (5,095) | |||||
Balance at Sep. 30, 2016 | $ 30,599 | $ 1,466 | $ 13 | $ 80,261 | $ 2,238 | $ (5,264) | $ (48,115) |
Balance, shares at Sep. 30, 2016 | 11,726,406 | 400 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash Flows from Operating Activities | ||
Net loss | $ (5,095) | $ (3,960) |
Adjustments to reconcile net loss to cash used in operating activities: | ||
Share-based compensation expense | 469 | 460 |
Depreciation and amortization expense | 196 | 129 |
Changes in assets and liabilities: | ||
Other income receivable | (528) | 2,421 |
Prepaid expenses and other | (71) | (719) |
Accounts payable, accrued expenses, other liabilities and deferred income | (1,355) | 696 |
Net cash used in operating activities | (6,384) | (973) |
Cash Flows from Investing Activities | ||
Purchase of property, plant and equipment and intangible assets | (553) | (2,029) |
Net cash used in investing activities | (553) | (2,029) |
Cash Flows from Financing Activities | ||
Proceeds from issuance of ordinary shares | 20 | 6 |
Net cash provided by financing activities | 20 | 6 |
Effect of exchange rate changes on cash | (14) | (1,377) |
Net decrease in cash | (6,931) | (4,373) |
Cash at beginning of period | 31,481 | 52,033 |
Cash at end of period | $ 24,550 | $ 47,660 |
Organization and Description of
Organization and Description of Business | 3 Months Ended |
Sep. 30, 2016 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business Nexvet Biopharma public limited company and its subsidiaries (“Nexvet” or the “Company”) is a clinical-stage biopharmaceutical company focused on transforming the field of companion animal therapeutics by developing and commercializing novel, species-specific biologics. Biologics are therapeutic proteins derived from biological sources. As a class, biologics have transformed human medicine in recent decades and represent many of the top-selling therapies on the market today, due to advantages including a long duration of action, attractive side effect profiles and injectability. The Company believes these advantages will translate into significant advantages for companion animal therapeutics. The Company’s platform technology, which it refers to as “PETization,” is an algorithmic approach that enables the rapid creation of monoclonal antibodies (“mAbs”), a type of biologic, that are designed to be recognized as “self” or “native” by an animal’s immune system, a property the Company refers to as “100% species-specificity.” PETization is designed to build upon the safety and efficacy data from clinically tested human therapies to create new therapies for companion animals, thereby reducing clinical risk and development cost. mAbs are targeted antibodies produced by identical or clonal cells that are engineered to produce a specific mAb and they are a prominent class of therapeutic biologics in humans. Nexvet’s most advanced product candidates are mAbs that target and inhibit the function of nerve growth factor (“NGF”) for the control of pain associated with osteoarthritis in dogs and cats. NGF is a protein that directs nerve growth and is involved in nerve signaling, including pain signals, and NGF inhibitors (“anti-NGFs”) seek to interrupt those signals to reduce pain. The Company’s anti-NGF portfolio consists of ranevetmab (formerly “NV-01”) for dogs, frunevetmab (formerly “NV-02”) for cats, both in late-stage clinical development as monthly subcutaneous injectables, as well as NV-03 for horses which has completed initial proof-of-concept studies. Nexvet’s most clinically advanced product candidate is ranevetmab. The Company’s pivotal efficacy and field safety study of ranevetmab met its primary efficacy endpoint, demonstrating a statistically significant improvement over placebo in the assessed level of pain (p=0.041) as measured using changes in Client-Specific Outcome Measures (“CSOM”) score between enrollment and day 28. This study’s design was agreed under protocol concurrence with the Center for Veterinary Medicine (“CVM”) at the United States Food and Drug Administration (“FDA”). Ranevetmab was found to be safe and well tolerated with no significant adverse safety signals observed in the study. Clinically meaningful magnitudes of benefit and statistically significant differences over placebo were also achieved for the majority of the secondary endpoints measured in the study, which used a monthly subcutaneous injection for three months. Collectively, the results of this study constitute a substantial body of efficacy data that the Company has filed with the CVM and intends to use as the basis of its planned submissions for marketing authorizations in both the United States (“U.S.”) and Europe. The Company has a master collaboration, supply and distribution agreement, and a specific distribution agreement for ranevetmab, with Virbac S.A. (“Virbac”), one of the larger animal health companies in the world. Nexvet’s next most advanced product candidate is frunevetmab. The Company obtained positive and statistically significant results from a proof-of-concept efficacy study and a separate pilot safety study of frunevetmab. The Company also obtained positive results from a placebo-controlled, double-blinded, multi-site pilot field safety and efficacy study, which enrolled 126 cats with naturally occurring osteoarthritis. In terms of efficacy, a wide range of statistically significant improvements over placebo at multiple time points, using multiple assessment methods, were seen in this study, which used a monthly dose for two months. Frunevetmab was also found to be safe and well-tolerated in this study, with no significant adverse safety signals observed. Results from this study have informed preparations for a pivotal field efficacy and safety study anticipated to commence in the fourth quarter of 2016, as well as a pivotal target animal safety study which has now commenced. The Company has obtained protocol concurrence from the CVM for both pivotal studies of frunevetmab. The Company also conducts drug discovery in the areas of immuno-oncology, inflammation and allergy. In July 2015, In the U.S. the CVM and Center for Veterinary Biologics (“CVB”) at the United States Department of Agriculture (“USDA”) and Environmental Protection Agency (“EPA”), regulate new animal drug candidates. The USDA has confirmed its regulatory jurisdiction over anti-PD-1 mAbs, providing the opportunity for a conditional license. Conditional licensure allows a company to start selling a product on a comparatively rapid basis, under certain conditions, after a demonstration of purity and safety and if there is a reasonable expectation of efficacy for the product. While a conditional licensure is in place, the license holder must continue to generate efficacy data in order to apply for a full approval. The Company has commenced pharmacokinetic, immunogenicity and preliminary safety proof‑of‑concept studies for its anti-PD-1 program. The Company’s most advanced anti-inflammatory programs consist of mAb candidates targeting tumor necrosis factor (“anti-TNFs”). TNF is a protein that causes inflammation, and anti-TNFs suppress this inflammation. In humans, anti-TNFs include several marketed therapies such as infliximab (Remicade) and adalimumab (Humira) that have been among the top-selling drugs in the world, due to their therapeutic action in a variety of inflammatory conditions. Nexvet’s drug discovery team has used PETization to create fully canine and fully feline anti-TNF mAbs that demonstrate high potency in neutralizing canine and feline TNF. In September 2015, the Company secured a biopharmaceutical manufacturing facility in Tullamore, Ireland. The facility has been reconfigured to be a dedicated veterinary biopharmaceutical facility with the capability to meet anticipated future clinical and commercial production needs for therapeutic drug substance. The facility is operated by a wholly-owned subsidiary of Nexvet, BioNua Limited (“BioNua”). Since the Company’s initial public offering, it has focused on clinical development of its most advanced candidates and securing infrastructure to become a vertically integrated veterinary biopharmaceutical company. The Company is building a pipeline of development candidates derived from PETization in therapeutic areas where human mAbs have had significant impact. The Company has incurred losses since its inception and had an accumulated deficit of $48.1 million and $43.0 million as of September 30, 2016 and June 30, 2016, respectively. For the foreseeable future, the Company expects to continue to incur losses and negative cash flows, which will increase significantly from historical levels as the Company expands its development activities, seeks regulatory approvals for product candidates and begins to commercialize any approved products. To date, the Company has been funded primarily through sales of capital shares. Management believes the Company’s unrestricted cash of $24.6 million as of September 30, 2016 will be sufficient to fund operations for at least the next 12 months. The Company will require additional capital until such time as it can generate revenue in excess of operating expenses. The Company may seek such funding through public or private equity or debt financing or other sources, such as corporate collaborations and licensing arrangements. The Company may not be able to obtain financing on acceptable terms, or at all. The sale of additional equity would result in additional dilution to the Company’s shareholders, and the terms of any financing may adversely affect the rights of these shareholders. The incurrence of any debt financing could result in debt service obligations and the instruments governing such debt could provide for operating and financing covenants that would restrict operations. If the Company is unable to obtain funding, it could be forced to delay, reduce or eliminate research and development programs or commercialization efforts, which could adversely affect the Company’s business prospects. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The accompanying interim condensed consolidated financial statements of the Company include the operations of all its wholly‑owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). Such operations include the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company’s fiscal year ends on June 30, and references to any fiscal year are to the Company’s year ended June 30 in that year. Unaudited Interim Financial Information The accompanying interim condensed consolidated financial statements and related disclosures as of September 30, 2016 and for the three months ended September 30, 2016 and 2015 are unaudited and have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2016 and the results of its operations, comprehensive loss and cash flows for the three months ended September 30, 2016 and 2015. The financial data and other information disclosed in these notes related to the three months ended September 30, 2016 and 2015 are unaudited. The results for the three months ended September 30, 2016 and 2015 are not necessarily indicative of results to be expected for a full year, any other interim periods or any future year or period. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes as of, and for the year ended June 30, 2016 included in the Company’s annual report on Form 10‑K filed with the SEC on September 2, 2016. The condensed consolidated balance sheet data as of June 30, 2016 was derived from audited consolidated financial statements. Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the period. Significant items subject to such estimates and assumptions include research and development income, research and development accruals, government grant income, share-based payments, valuation of ordinary share options and restricted share units and deferred income taxes. Actual results could differ from those estimates. Net Loss Per Share Net loss per share information is determined using the two-class method, which includes the weighted-average number of ordinary shares outstanding during the period and other securities that participate in dividends (a participating security). The Company’s convertible preference shares are participating securities as defined by Accounting Standards Codification (“ASC”) Topic 260-10, Earnings Per Share Under the two-class method, basic net loss per share applicable to ordinary shareholders is computed by dividing the net loss applicable to ordinary shareholders by the weighted-average number of ordinary shares outstanding for the reporting period. Diluted net loss per share gives effect to all potentially dilutive securities, including convertible preference shares and shares issuable upon the exercise or conversion, as applicable, of outstanding warrants, ordinary share options and restricted share units, using the treasury shares method. The Company has excluded the effects of all potentially dilutive shares, which include warrants to purchase ordinary shares, ordinary share options and restricted share units from the weighted-average number of ordinary shares outstanding as their inclusion in the computation for all periods would be anti-dilutive due to net losses. Cash As of September 30, 2016 and June 30, 2016, the Company’s unrestricted cash consisted of cash deposited in a business operating account or in short-term deposit accounts of less than 90 days’ original duration. Concentration of Credit Risk and Other Risks and Uncertainties The Company receives research and development income and grants from two sources, the Australian government and the Irish government. The Company’s cash is deposited with several large commercial banks located in the U.S., Australia and Ireland, limiting the amount of credit exposure to any one financial institution. The deposits with the financial institutions are federally insured or guaranteed, however, the Company’s cash balances with these financial institutions often exceed the amount insured. The Company is subject to risks common to companies in the biotechnology industry. The Company’s research and development may not be successfully completed, adequate protection for the Company’s technology may not be obtained, any products developed may not obtain necessary government regulatory approval and any approved products may not be commercially viable. The Company operates in an environment of competition from other animal health companies, some of which have substantially more resources at their disposal. In addition, the Company is dependent upon the services of its employees and consultants, as well as third‑party contract research organizations and manufacturers. Fair Value Measurements The Company records certain assets and liabilities at fair value in accordance with the provisions of ASC Topic 820, Fair Value Measurements • Level 1—Unadjusted quoted prices in active, accessible markets for identical assets or liabilities. • Level 2—Other inputs that are directly or indirectly observable in the marketplace. • Level 3—Unobservable inputs that are supported by little or no market activity. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company’s material financial instruments comprise cash and short-term deposits. Other Income Receivable Other income receivable is recorded at the invoiced amount where available. Research and Development Income Australia Nexvet Australia is eligible under the AusIndustry research and development incentive program to obtain a cash amount from the Australian Taxation Office (“ATO”). The incentive is available to Nexvet Australia on the basis of specific criteria with which Nexvet Australia must comply. Specifically, Nexvet Australia must have revenue of less than A$20 million and cannot be controlled by income tax exempt entities. Ireland Nexvet Ireland and BioNua are both eligible under the Research and Development Tax Credit (“R&D Tax Credit”) Guidelines of Ireland to claim a tax credit, up to 25% of eligible research and development expenditure less expenditure already covered by the Industrial Development Agency (Ireland) (“IDA”) grant assistance. The tax credit is normally offset against corporation tax payable in Ireland. For companies at the same stage of development as Nexvet Ireland and BioNua, there is the ability to elect to receive the tax credit as a cash payment in three equal amounts, approximately 9, 21 and 33 months after the relevant fiscal year end, subject to meeting certain qualifying subject criteria. In this later situation, the relevant company will recognize the cash receivable as other income. Government Grant Income BioNua is eligible under an agreement with the IDA to receive cash as grant income based on a fixed percentage of eligible research and development expenditure in Ireland on a defined project, which includes the achievement of pre-agreed performance targets. Government grants are recognized at their fair value when there is reasonable assurance that the grant will be received and it is probable that all attaching conditions will be complied with. Property, Plant and Equipment Property, plant and equipment are recorded at acquisition cost, net of accumulated depreciation and impairment. Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. The estimated useful life of machinery and equipment is three to 10 years. Leasehold improvements are amortized on the straight-line method over the shorter of the remaining lease term or estimated useful life of the asset. Upon retirement or sale of an asset, its cost and related accumulated depreciation or accumulated amortization are removed from the property accounts and any gain or loss is included in the results of operations. Maintenance and repairs are expensed as incurred. Intangible Assets The Company accounts for intangible assets under ASC 350, Intangibles—Goodwill and Other Impairment of Long-Lived Assets The Company reviews its tangible and intangible assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the asset may not be fully recoverable. Recoverability of assets is measured by a comparison of the carrying amount of an asset to the estimated undiscounted cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge will be recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. There were no impairments of long-lived assets during the three months ended September 30, 2016 or 2015. Consumable Stores Consumable stores represent items that are used in the manufacturing process of clinical or commercial batches of our product candidates. As these items have alternative future uses in other development projects, consumables are recorded in prepaid and other assets and are subsequently expensed as consumed. Consumable stores are recorded at the lower of cost and net realizable value. Foreign Currency The Company’s functional currency is U.S. dollars, and the functional currency for most subsidiaries is their local currency. Foreign currency transactions are translated into the functional currency using the current exchange rate as of the date of the transaction. At period end, monetary items denominated in a foreign currency are translated into the functional currency of the relevant entity using the period-end spot rate. In preparing the Company’s consolidated financial statements, the financial statements of the subsidiaries are translated at period‑end exchange rates as to assets and liabilities and weighted-average rates as to revenue and expenses. The resulting translation adjustments are recognized in other comprehensive income (loss) (“OCI”). Income Taxes The Company has historically filed income tax returns in the U.S., Australia and Ireland. The Company applies ASC Topic 740, Income Taxes When the Company determines that it is more likely than not that some portion or all of the deferred tax assets will not be realized in the future, the deferred tax assets are reduced by a valuation allowance. The valuation allowance is sufficient to reduce the deferred tax assets to the amount that the Company determines is more likely than not to be realized. The income tax benefit from an uncertain tax position is only recognized if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on technical merits of the position. The Company evaluates and adjusts these accruals based on changing facts and circumstances. The Company’s policy is to record interest and penalties related to income taxes as part of its income tax provision. License and Collaboration Agreement Revenue Recognition Future revenue under a license and collaboration agreement is expected to consist of fees for services, royalties for product sales or payments when specific milestones are met and match underlying activities occurring during the term of the arrangement. In fiscal year 2013, the Company entered into a license and collaboration agreement with a third party for the research and development of animal health products in Japan. The terms of the agreement include non-refundable signing and license fees, development milestone payments, the potential for manufacturing and supply services and royalties on any product sales derived from the collaboration. The Company analyzed this arrangement to determine whether the deliverables, which included license and performance obligations such as research and steering committee services, can be separated or whether these must be accounted for as a single unit of accounting. The Company recognizes license payments as revenue upon delivery of the license only if the license has stand-alone value and there are no undelivered performance obligations related to the license. If the license is considered not to have stand-alone value, the arrangement would then be accounted for as a single unit of accounting and the license payments and payments for performance obligations would be recognized as revenue over the estimated period of when the performance obligations are performed. When the Company determines that an arrangement should be accounted for as a single unit of accounting, it determines the period over which the performance obligations will be performed and revenue will be recognized. Revenue will be recognized using either a proportional performance or straight-line method. The Company recognizes revenue using the proportional performance method when the level of effort required to complete its performance obligations under an arrangement can be reasonably estimated, and such performance obligations are provided on a best-efforts basis. Direct labor hours or full-time equivalents are typically used as the measurement of performance. If the Company cannot reasonably estimate the level of effort to complete its performance obligations under an arrangement, then revenue under the arrangement would be recognized on a straight-line basis over the period the Company is expected to complete its performance obligations. The Company’s license and collaboration agreement entitles it to additional payments upon the achievement of performance-based milestones. Milestones that involve substantial effort on the Company’s part are considered “substantive milestones.” A substantive milestone is included in the Company’s revenue model when the milestone is achieved. To date, no milestone payments have been received. Royalty revenue is recognized upon the sale of the related products, provided the Company has no remaining performance obligations under the arrangement. Research and Development Expense Research and development costs are expensed as incurred and consist primarily of (i) payroll and related expense for all employees engaged in scientific research and development functions, including wages, related benefits and share-based compensation, (ii) fees for regulatory, professional and other consultants and (iii) development costs, including costs of drug discovery, safety, proof‑of‑concept, pilot and pivotal safety and efficacy studies, development of biological materials and service providers. The Company uses its employee and infrastructure resources across multiple development programs. The Company allocates outsourced development costs by lead product candidates but does not allocate personnel or other internal costs related to development to specific product candidates. General and Administrative Expense General and administrative expense consists primarily of non-research and development-related payroll and related expense for employees, consultants and directors, including wages, related benefits and share-based compensation. General and administrative expense also includes professional and consulting fees for legal, accounting, tax services and other general business services, as well as other expenses such as travel, rent and facilities costs. Other Income (Expense) Research and Development Income Australia Nexvet Australia is eligible under the AusIndustry research and development incentive program to obtain a cash amount from the ATO. The incentive is available to Nexvet Australia on the basis of specific criteria with which Nexvet Australia must comply. Although the incentive is administered through the ATO, the Company has accounted for the incentive outside the scope of ASC Topic 740, Income Taxes Ireland Nexvet Ireland and BioNua are both eligible under the R&D Tax Credit Guidelines of Ireland to claim a tax credit, up to 25% of eligible research and development expenditure less expenditure already covered by the IDA grant assistance. The tax credit is normally offset against corporation tax payable in Ireland. For companies at the same stage of development as Nexvet Ireland and BioNua, there may be the ability to elect to receive the tax credit as a cash payment in three equal amounts, approximately 9, 21 and 33 months after the relevant fiscal year end, subject to meeting certain qualifying subject criteria. In this later situation the relevant company will recognize the cash receivable as other income. Government Grant Income BioNua is eligible, under an agreement with the IDA, to receive cash as grant income based on a fixed percentage of eligible research and development expenditure in Ireland on a defined project, which includes the achievement of pre-agreed performance targets. Any expenditure eligible under this agreement cannot be claimed under the R&D Tax Credit program. The maximum grant available to the Company is €2.4 million over the life of the agreement. The Company recognizes government grant income at fair value when there is reasonable assurance that the grant will be received and it is probable that all attaching conditions will be complied with. When the grant relates to an asset, the fair value is included in the balance sheet as deferred grant income, which is released to income over the expected useful life in a manner consistent with the depreciation method for the relevant asset and subject to meeting other relevant conditions, and it is recorded on the balance sheet as other income receivable until cash is received. When the grant relates to an expense item, it is recognized as income over the periods necessary to match the grant on a systematic basis to the costs that it is intended to compensate, and it is recorded on the balance sheet as other income receivable until cash is received. Exchange (Loss) Gain Exchange (loss) gain consists primarily of losses or gains due to foreign exchange translation, primarily reflecting changes in Australian and U.S. foreign exchange rates. Under U.S. GAAP, these (losses) gains relate to a translation of U.S. dollar-denominated bank accounts into Nexvet Australia’s Australian dollar functional currency and represent a non-cash item. Interest Income The Company earns interest on the cash balances held with financial institutions and recognizes interest when earned on an accrual basis over time. Comprehensive Loss Comprehensive loss represents the total change in shareholders’ equity during the period other than from transactions with shareholders, which for the Company includes net change in foreign currency translation adjustments. Share-Based Compensation The Company’s share-based compensation plan (see Note 10) provides for the grant of ordinary share options, restricted share units and other share-based awards. The fair value of share options is determined as of the date of grant using the binomial option-pricing model. This method incorporates the fair value of the Company’s ordinary shares on the date of each grant and various assumptions such as the risk-free interest rate, actual volatility or expected volatility based on the historic volatility of peer companies, expected dividend yield, and expected term of the share option. Restricted share units are valued at the fair value of the underlying ordinary shares as of the date of grant. The Company classifies share-based compensation expense in the statements of operations and comprehensive loss in the same manner in which the award recipient’s payroll costs are classified. The Company recognizes share-based compensation expense based on the grant date fair value of the entire award over the total period during which an employee is required to provide service in exchange for the award. In accordance with ASC 718, the amount of compensation expense recognized at each balance date is at least equal to the grant date fair value of the vested portion of the award on that date. Where performance conditions are attached to the awards, compensation expense is recognized in the period in which it becomes probable that the performance target will be achieved, net of estimated pre-vesting forfeitures over the requisite service period. The probability of vesting is reassessed at each reporting period for awards with performance conditions and compensation expense is adjusted based on this probability assessment. Equity instruments issued to non-employees, including consultants, are accounted for in accordance with Financial Accounting Standards Board (“FASB”) guidance. All transactions in which services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date of the fair value of the equity instrument issued is the earlier of the date on which the counterparty’s performance is complete or the date on which it is probable that performance will occur. For transactions where the fair value of the equity instrument issued to non-employees is the more reliable measurement and a measurement date has not been reached, the fair value is re-measured at each balance sheet date using the binomial option-pricing model. Compensation expense for these share-based awards is recognized over the term of the consulting agreement or until the award is approved and settled. Segment Data The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company is a clinical-stage biopharmaceutical company focusing on developing therapies for companion animals. Total assets, property and equipment, net and total property and equipment additions by geography, reconciled to the consolidated amounts, were as follows as of the dates indicated: September June 2016 2016 United States (in thousands) Total assets $ 24,305 $ 30,809 Property and equipment, net 7 8 Total property and equipment additions - 7 Australia Total assets $ 3,926 $ 3,404 Property and equipment, net 1,210 1,186 Total property and equipment additions 20 975 Ireland Total assets $ 6,201 $ 6,111 Property and equipment, net 4,124 3,714 Total property and equipment additions 523 3,945 Consolidated Total assets $ 34,432 $ 40,324 Property and equipment, net 5,341 4,908 Total property and equipment additions 543 4,927 Recently Issued Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606). • Contracts with customers —including revenue and impairments recognized, disaggregation of revenue and information about contract balances and performance obligations (including the transaction price allocated to the remaining performance obligations). • Significant judgments and changes in judgments —determining the timing of satisfaction of performance obligations (over time or at a point in time), and determining the transaction price and amounts allocated to performance obligations. • Certain assets —assets recognized from the costs to obtain or fulfill a contract. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606) Identifying Performance Obligations and Licensing This guidance will be effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. The Company does not expect the adoption of this guidance to have a material impact on the Company’s consolidated results of operations, financial position or cash flows. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements Going Concern (Subtopic 205-40) In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740) Balance Sheet Classification of Deferred Taxes In January 2016, the FASB issued ASU 2016-01, Financial Instruments Overall (Subtopic 825-10) Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU 2016-02 , Leases (Topic 842) In March 2016, the FASB issued ASU 2016-05, Liabilities—Derivative and Hedging (Topic 815) In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718) Improvements to Employee Share-Based Payment Accounting In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606) Identifying Performance Obligations and Licensing Revenue from Contracts with Customers (Topic 606 Narrow-Scope Improvements and Practical Expedients. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments. |
Other Income Receivable
Other Income Receivable | 3 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Other Income Receivable | 3. Other Income Receivable Other income receivable consisted of the following as of the dates indicated: September June 2016 2016 Current (in thousands) Research and development income $ 2,176 $ 1,809 Government grant receivable 356 374 Other 106 18 Other income receivable $ 2,638 $ 2,201 Noncurrent Research and development income $ 342 $ 251 Other income receivable $ 342 $ 251 |
Prepaid Expenses and Other
Prepaid Expenses and Other | 3 Months Ended |
Sep. 30, 2016 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other | 4. Prepaid Expenses and Other Prepaid expense and other consisted of the following as of the dated indicated: September 30, June 30, 2016 2016 Current (in thousands) Prepaid expenses $ 303 $ 398 Consumable stores 465 484 Other 593 398 Prepaid expenses and other $ 1,361 $ 1,280 Noncurrent Prepaid expenses $ 119 $ 129 Prepaid expenses and other $ 119 $ 129 At September 30, 2016 and June 30, 2016, restricted cash was $0.1 million and $0.1 million, respectively, and is included in prepaid expenses. The restricted cash balance is related to a collateral arrangement with a financial institution that requires the Company to maintain a minimum collateral balance of $50,000 in order to access credit card facilities. |
Property, Plant and Equipment
Property, Plant and Equipment | 3 Months Ended |
Sep. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | 5. Property, Plant and Equipment Property, plant and equipment, consisted of the following as of the dates indicated: Computer Equipment Research and Development Equipment Office Equipment Plant and Equipment Leasehold Improvements Total (in thousands) Opening balance July 1, 2015 $ 56 $ 334 $ 62 $ — $ 97 $ 549 Additions $ 127 $ 2,780 $ 54 $ 965 $ 1,001 $ 4,927 Disposals — (7 ) — — — (7 ) Depreciation (41 ) (289 ) (17 ) (77 ) (83 ) (507 ) Exchange rate adjustment (2 ) (9 ) (1 ) (31 ) (11 ) (54 ) Closing balance June 30, 2016 $ 140 $ 2,809 $ 98 $ 857 $ 1,004 $ 4,908 Additions $ 24 $ 458 $ — $ 4 $ 57 $ 543 Disposals — — — — — — Depreciation (15 ) (107 ) (6 ) (30 ) (33 ) (191 ) Exchange rate adjustment 3 51 2 11 14 81 Closing balance September 30, 2016 $ 152 $ 3,211 $ 94 $ 842 $ 1,042 $ 5,341 In September 2015, the Company acquired certain manufacturing assets in Ireland as set out below. This was not a business combination under Topic 805. Assets Acquired and Consideration (in thousands) Assets acquired Research & development equipment $ 380 Plant & equipment 934 Leasehold improvements 663 Total assets acquired $ 1,977 Consideration Cash paid $ 1,887 Retention amount initially withheld, now paid 90 Total consideration $ 1,977 |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 3 Months Ended |
Sep. 30, 2016 | |
Payables And Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | 6. Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following as of the dates indicated: September 30, June 2016 2016 Current (in thousands) Payroll and related expenses $ 928 $ 1,883 Professional fees 556 297 Research and development costs 737 1,115 Accrued expenses and other liabilities $ 2,221 $ 3,295 Noncurrent Payroll and related expenses $ 82 $ 97 Other 9 7 Accrued expenses and other liabilities $ 91 $ 104 |
Ordinary Shares
Ordinary Shares | 3 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Ordinary Shares | 7. Ordinary Shares As of September 30, 2016 and June 30, 2016, there were 11,726,406 and 11,565,133 ordinary shares outstanding, respectively. |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 8. Fair Value Measurement Assets and liabilities carried at fair value on a recurring basis as of September 30, 2016 and June 30, 2016, including financial instruments, which the Company accounts for under the fair value option, are summarized in the following tables. September 30, 2016 Level 1 Level 2 Level 3 Assets/ Liabilities at Fair Value (in thousands) Assets Cash $ 24,550 $ — $ — $ 24,550 June 30, 2016 Level 1 Level 2 Level 3 Assets/ Liabilities at Fair Value (in thousands) Assets Cash $ 31,481 $ — $ — $ 31,481 There were no transfers between the levels within the reporting periods. |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 9. Net Loss Per Share The calculation of net loss per participating securities (“EPS”) for the three months ended September 30, 2016 and 2015 is presented below. Three Months Ended September 30, 2016 2015 (in thousands, except share and per share amounts) Net loss $ (5,095 ) $ (3,960 ) Weighted-average ordinary shares issued and outstanding—basic and diluted 11,703,292 11,442,552 Net loss per ordinary share—basic and diluted $ (0.44 ) $ (0.35 ) The following ordinary share equivalents were excluded from the calculation of diluted net loss per share for the periods ended on the dates indicated because including them would have an anti-dilutive effect: Three Months Ended September 2016 2015 Share-based awards 1,447,733 1,150,632 Warrants 1,766,998 1,766,998 Total 3,214,731 2,917,630 |
Share Based Awards
Share Based Awards | 3 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Awards | 10. Share-Based Awards As permitted by Australian law, the Company’s board of directors has historically granted share options and restricted share units with an exercise or conversion price, as applicable, of zero to recipients in Australia. Contemporaneously with these awards and based upon information available at the time of grant, the Company’s board of directors, with the assistance of management, also determined the fair value of the shares underlying these share options for financial reporting purposes. To determine the best estimate of the fair value of the Company’s ordinary shares at each grant date, the Company’s board of directors considered numerous factors, including contemporaneous third-party valuations, current business conditions and projections, risks inherent to the development of the Company’s research and development programs, including the status of pivotal safety and efficacy studies for its lead product candidates, the Company’s financial condition, the Company’s need for future financing to fund its research and development efforts and the commercialization of its lead product candidates, and other relevant factors. Option Terms of Issue The Company previously issued to its employees, consultants and directors under the Company’s Employee Share Option Plan (the “2012 Plan”) ordinary shares subject to an interest-free, limited recourse loan payable to the Company for the purchase price of the ordinary shares. The 2012 Plan is no longer in use, and all of the limited recourse loans were either repaid in cash or satisfied by the repurchase by the Company of certain ordinary shares subject to such loan. The Company issued to each former holder of such repurchased ordinary shares an option to purchase a number of ordinary shares equal to the number of ordinary shares repurchased with an exercise price of $6.35 per ordinary share and subject to the Option Terms of Issue. The new options expire in February 2018, consistent with the original repayment date of the loan. 2013 Long Term Incentive Plan In September 2013, the Company’s board of directors approved a long-term incentive plan for its employees (including executive officers), directors and consultants pursuant to which in November 2013 the Company issued share options to purchase 215,799 ordinary shares and restricted share units to acquire 29,214 ordinary shares to employees, directors and consultants. The underlying ordinary shares had a fair value of $5.15 per share, but the awards had an exercise or conversion price, as applicable, of zero, as permitted under Australian law. Because Irish law requires the payment to an issuer of at least the nominal value of shares in order to acquire such shares from the issuer, any options or restricted share units with a zero exercise or conversion price became exercisable or convertible, as applicable, at the nominal value per ordinary share in August 2014. This nominal value became $0.10 per ordinary share in September 2014 and was revised to $0.125 per ordinary share in connection with the four-for-five share consolidation in November 2014. In September 2014, the Company also issued share options to purchase 16,800 ordinary shares and restricted share units to acquire 21,240 ordinary shares to employees, directors and consultants. The underlying ordinary shares had a fair value of $6.35 per ordinary share, but the awards had an exercise or conversion price of the nominal value of $0.10 per ordinary share, which nominal value became $0.125 per ordinary share in connection with the four-for-five share consolidation in November 2014. Except for share options and restricted share units held by directors (which vested either beginning in September 2014 and quarterly thereafter or in November 2014), share options and restricted share units held by employees and consultants vest in three equal tranches in November 2014, November 2015 and November 2016. The Company revised this plan in September 2014 and refers to this plan as its “2013 Plan.” In November 2014, the Company awarded employees share options to purchase 141,792 ordinary shares and restricted share units to acquire 16,427 ordinary shares. The underlying ordinary shares had a grant date fair value of $9.37. The share options and restricted share units have an exercise price or conversion price, as applicable, of $0.125 per ordinary share. The awards are subject to a specified performance condition and service period and they vest in tranches over one to three years. The 2013 Plan was terminated in connection with the Company’s initial public offering. The 2013 Plan will continue to govern outstanding awards granted thereunder. Appropriate adjustments will be made in the number of authorized ordinary shares and other numerical limits in the 2013 Plan and in outstanding awards to prevent dilution or enlargement of participants’ rights in the event of a share split or other change in the Company’s capital structure. Prior to its termination, the 2013 Plan was administered by the Company’s board of directors. Subject to the provisions of the 2013 Plan, the board of directors determined, in its discretion, the persons to whom, and the times at which, awards were granted, as well as the size, terms and conditions of each award, under the 2013 Plan. All awards are evidenced by a written agreement between the Company and the holder of the award. The compensation committee has the authority to construe and interpret the terms of the 2013 Plan and awards granted under the 2013 Plan. In the event of a change of control as described in the 2013 Plan, the acquiring or successor entity may assume or continue all or any awards outstanding under the 2013 Plan or substitute substantially equivalent awards. Any awards which are not assumed or continued in connection with a change of control or are not exercised or settled prior to the change of control will terminate effective as of the time of the change of control unless specified otherwise in an employment contract. The compensation committee may provide for the acceleration of vesting of any or all outstanding awards upon such terms and to such extent as it determines, except that the vesting of all awards held by members of the board of directors who are not employees will automatically be accelerated in full. The compensation committee, in its discretion and without the consent of any participant, may also cancel each or any outstanding award denominated in ordinary shares upon a change of control in exchange for a payment to the participant with respect to each share subject to the cancelled award of an amount equal to the excess of the consideration to be paid per ordinary share in the change of control transaction over the exercise price per ordinary share, if any, under the award. 2015 Equity Incentive Plan In September 2014, the Company’s board of directors adopted, and in November 2014 the Company’s shareholders approved, the 2015 Equity Incentive Plan (“2015 Plan”). The 2015 Plan was amended by the board of directors in January 2015, became effective on the date immediately prior to the date of the prospectus for initial public offering and was further amended by the compensation committee in September 2015. The 2015 Plan is intended to provide incentives that will assist the Company to attract, retain and motivate employees, including officers, consultants and directors. The Company may provide these incentives through the grant of share options, restricted share units, performance shares and units and other cash-based or share-based awards. A total of 1,280,000 of the Company’s ordinary shares were initially authorized and reserved for issuance under the 2015 Plan. This reserve has or will automatically increase on July 1 of each year through 2024 by an amount equal to the lesser of: • Four percent of the number of the Company’s ordinary shares issued and outstanding on the immediately preceding June 30; and • An amount determined by the Company’s board of directors. The ordinary shares available under the 2015 Plan will not be reduced by awards settled in cash, but will be reduced by ordinary shares withheld to satisfy tax withholding obligations with respect to ordinary share options (but not other types of awards). The gross number of ordinary shares issued upon the exercise of options exercised by means of a net exercise or by tender of previously-owned ordinary shares will be deducted from the ordinary shares available under the 2015 Plan. Notwithstanding the foregoing, and subject to adjustment as described below, the maximum aggregate number of ordinary shares that may be subject to issuance at any given time in connection with outstanding awards under the 2015 Plan may not exceed a number equal to ten percent of the Company’s total issued and outstanding ordinary shares (calculated on a non-diluted basis). Appropriate adjustments will be made in the number of authorized ordinary shares and other numerical limits in the 2015 Plan and in outstanding awards to prevent dilution or enlargement of participants’ rights in the event of a share split or other change in the Company’s capital structure. Ordinary shares subject to awards which expire or are cancelled or forfeited will again become available for issuance under the 2015 Plan. In May 2015, the Company awarded employees and directors share options to purchase 360,000 ordinary shares and restricted share units to acquire 20,280 ordinary shares with a grant date fair value of $5.93 and $6.99 per share, respectively. The share options and restricted share units have an exercise price of $15.00 and a conversion price of $0.125 per ordinary share, respectively. Except for restricted share units to acquire 2,280 ordinary shares held by directors (which vest immediately), the awards vest in tranches over one to five years. In June 2015, the Company awarded employees bonus share awards to purchase 42,691 ordinary shares subject to the payment of $0.125 per ordinary share. The underlying ordinary shares had a grant date fair value of $7.12 per ordinary share. In August 2015, the Company awarded employees share options to purchase 60,000 ordinary shares and restricted share units to acquire 8,500 ordinary shares with a grant date fair value of $2.71 and $4.97 per share, respectively. The share option and restricted share units have an exercise price of $5.10 and a conversion price of $0.125 per ordinary share, respectively. The awards vest in tranches over one to five years. In September 2015, the Company offered employees and directors restricted share units to acquire 298,834 ordinary shares, of which 296,059 were accepted, with grant date fair values of $4.26‑$4.27. The restricted share units have a conversion price of $0.125 per ordinary share. The restricted shares units granted to employees vest annually over four years commencing on July 1, 2016. The restricted share units granted to directors vested on July 1, 2016. In November 2015, the Company awarded a new employee restricted share units to acquire 2,000 ordinary shares with a grant date fair value of $4.76 . In September 2016, the Company awarded a director bonus share award to purchase 20,000 ordinary shares subject to the payment of $0.125 per ordinary share. The underlying ordinary share had a grant date fair value of $3.60 per ordinary share. In September 2016, the Company awarded employees and directors restricted share units to acquire 547,842 ordinary shares, with a grant date fair value of $3.48. The restricted share units have a conversion price of $0.125 per ordinary share. The restricted share units granted to employees vest annually over four years commencing on July 1, 2017 for Australian and U.S. based employees and September 1, 2017 for Irish based employees. The restricted share units granted to directors vest on July 1, 2017. |
Valuation of Share Awards
Valuation of Share Awards | 3 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Valuation of Share Awards | 11. Valuation of Share Awards Prior to February 2015 The fair value of each share option is estimated on the date of grant using the binomial option-pricing model. The Company was a private company until February 2015 and lacked company-specific historical and implied volatility information. Therefore, the Company estimated its expected share volatility based on the historical volatility of its publicly traded peer companies until such time as it had adequate historical data regarding the volatility of its own traded share price. The expected term of the Company’s share options was determined utilizing the “simplified” method as the Company had insufficient historical experience for share options overall, rendering existing historical experience irrelevant to expectations for current grants. The risk-free interest rate was determined by reference to the appropriate reserve bank yield in effect at the time of grant of the award for time periods approximately equal to the expected term of the award. Expected dividend yield was based on the fact that the Company had never paid cash dividends and did not expect to pay any cash dividends in the foreseeable future. The fair value of the underlying ordinary shares considered the price per share paid by investors in the Company’s private financings, including the Series B Preference Shares in May 2014. Post February 2015 Since completion of the Company’s initial public offering, the fair value of the ordinary shares underlying share-based awards has been based on the price per share quoted on the NASDAQ Global Market on the date of grant. Fair Value and Activity The fair value of the share options awards was estimated using the following assumptions: Three Months Ended September 30, 2016 Year Ended Risk free interest rate n/a 1.7% Expected term (in years) n/a 1 - 4 years Expected volatility n/a 75% Forfeiture rate n/a 7.5% Expected dividend yield n/a zero The following table summarizes share option activity for fiscal year 2016 and the three months ended September 30, 2016: Shares Issuable Under Options Weighted- Average Exercise Price Outstanding as of July 1, 2015 776,631 $ 8.18 Granted 60,000 5.10 Exercised (126,017 ) 0.125 Expired or forfeited — — Outstanding as of June 710,614 $ 9.35 Granted — $ - Exercised (1) (32,572 ) 0.125 Expired or forfeited — — Outstanding as of September 30, 2016 (1) 678,042 $ 9.79 Options vested and expected to vest, as of June 371,812 $ 10.08 Options vested and expected to vest, as of September 30, 2016 393,662 $ 10.24 (1) The average intrinsic value of options exercised during the period ended, and outstanding as of September 30, 2016 were $4.66 and $0 . In addition to the share options described above, the Company has granted restricted share units to its directors, employees and consultants. Restricted share units are valued at the fair value of the underlying ordinary shares as of the date of grant. The ordinary shares subject to the restricted share units are generally issued when they vest. The table below presents the Company’s restricted share unit activity for fiscal year 2016 and the three months ended September 30, 2016: Restricted Share Units Number of Restricted Share Units Weighted Average Grant Date Fair Value Outstanding as of July 1, 2015 57,672 $ 7.48 Granted 306,560 4.28 Converted (32,200 ) 7.72 Forfeited (1,482 ) — Outstanding as of June 330,550 $ 4.50 Granted 547,842 $ 3.48 Converted (1) (108,701 ) 4.82 Forfeited — — Outstanding as of September 30, 2016 (1) 769,691 $ 3.77 Converted and expected to convert, as of June — $ — Converted and expected to convert, as of September 30, 2016 — $ — (1) The average intrinsic value of restricted share units converted during the period ended, and outstanding as of September 30, 2016 were $4.67 and $4.03, respectively. Share-Based Compensation The Company recognizes share-based compensation expense for only the portion of awards that are expected to vest. In developing a forfeiture rate estimate, the Company has considered its historical experience to estimate pre-vesting forfeitures for service-based awards. The impact of a forfeiture rate adjustment will be recognized in full in the period of adjustment, and if the actual forfeiture rate is materially different from the Company’s estimate, the Company may be required to record adjustments to share-based compensation expense in future periods. The weighted-average remaining contract life on all outstanding share options and restricted share units as of September 30, 2016 was 4.56 years and 3.15 years, respectively. The Company recorded share-based compensation expense related to share options and restricted share units for the three months ended September 30, 2016 and 2015 as follows: Three Months Ended September 30, 2016 2015 (in thousands) Research and development $ 167 $ 209 General and administrative 302 251 Total $ 469 $ 460 The Company had an aggregate of $4.3 million and $2.9 million of unrecognized share-based compensation expense for share awards outstanding as of September 30, 2016 and June 30, 2016, respectively, which is expected to be recognized over an estimated period of 4.4 years and 4.0 years, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Indemnities and Guarantees The Company has made certain indemnities and guarantees, under which it may be required to make payments to a guaranteed or indemnified party, in relation to certain transactions. The Company indemnifies its directors and officers to the extent permitted under the Company’s Constitution and the Irish Companies Act 2014 and provides expense advancement for its directors and executive officers for certain expenses, including attorneys’ fees, judgements, fines, and settlements amounts incurred by a director or executive officer in any action or proceeding arising out of their services as one of the Company’s directors or executive officers. The duration of these indemnities and guarantees varies and, in certain cases, is indefinite. These indemnities and guarantees do not provide for any limitation of the maximum potential future payments the Company could be obligated to make. Historically, the Company has not been obligated to make any payments for these obligations and no liabilities have been recorded for these indemnities and guarantees in the accompanying balance sheets. Operating Leases and Purchase Obligations Commitments consisted of the following as of September 30, 2016: Total Less than 1 Year 1-3 Years 3-5 Years After 5 Years September 30, 2016 (in thousands) Operating leases $ 1,301 $ 198 $ 366 $ 247 $ 490 Purchase obligations 674 674 — — — Total $ 1,975 $ 872 $ 366 $ 247 $ 490 Operating Leases The Company entered into a lease for its office in Melbourne, Australia commencing December 2013 for a period of five years. As of September 30, 2016 and June 30, 2016 commitments totaled $0.2 million and $0.2 million, respectively. Rent expense was $49,000 and $0.2 million for the three months ended September 30, 2016 and fiscal year 2016, respectively. Included in rent expense is a build-out incentive of $6,000 and $26,000 for the three months ended September 30, 2016 and fiscal year 2016, respectively. A portion of the incentive paid by the landlord is to be repaid by the Company if the lease is terminated early, determined by the unexpired term of the lease over the original 60‑month lease term. The Company entered into a lease for a facility in Tullamore, Ireland commencing September 2015 for a period of 10 years, with an option to purchase the building. As of September 30, 2016, commitments on this lease totaled $1.1 million. The Company occupies research facilities in Australia and expects to enter a lease agreement in the near future. If this agreement were in place at September 30, 2016, the operating leases would increase by a total of $0.2 million, with $0.1 million less than 1 year and $0.1 million between 1 and 3 years. Purchase Obligations In connection with the development of biologics, the Company had open contracts with suppliers for goods and services of $0.7 million and $0.5 million as of September 30, 2016 and June 30, 2016, respectively. Other BioNua is eligible under an agreement with the IDA to receive cash as grant income. BioNua may not, without the prior written consent of the IDA, assign, dispose, mortgage or change any assets which have been funded by the IDA. The IDA may revoke or reduce the grant if there is a serious breach of the agreement or if the Company enters a form of administration, transfers any intellectual property developed under the grant outside Ireland or disposes of BioNua. The IDA may require the Company to repay grant income paid previously to the Company if the Company commits a serious breach of the agreement. |
Related Party Transaction
Related Party Transaction | 3 Months Ended |
Sep. 30, 2016 | |
Related Party Transactions [Abstract] | |
Related Party Transaction | 13. Related Party Transaction Ridge Biotechnology Consulting, LLC is owned and operated by Dr. Robert Gearing, the brother of David Gearing, a co-founder of the Company and its Chief Scientific Officer. In October 2010, the Company entered into a consulting agreement with Ridge Biotechnology Consulting, LLC for the provision of services to the Company. The agreement was superseded by agreements entered into in April 2011 and April 2012, and a new consulting agreement with Ridge Biotechnology Consulting, LLC was entered into in January 2014 and this agreement ended on March 21, 2016. The Company recorded expenses of $nil and $39,000 for the three months ended September 30, 2016 and 2015, respectively, related to these agreements. As of September 30, 2016 and June 30, 2016, there was $nil and $nil payable to Ridge Biotechnology Consulting, LLC, respectively. Dr. Andrew Gearing is a former director, a co-founder of the Company and a brother of David Gearing, a co-founder of the Company and its Chief Scientific Officer. Dr. Andrew Gearing serves on the board of directors of Biocomm Square Pty Ltd. In August 2010 and August 2013, the Company entered into consulting agreements with Biocomm Square Pty Ltd for research and development support services. These agreements were superseded by a new consulting agreement in December 2013, which was amended in April 2014 and in August 2015. In addition, the Company entered into an agreement with Biocomm Square Pty Ltd in November 2011 for assistance in obtaining partnering arrangements with Japanese entities. This agreement was amended and terminated in August 2015. The Company recorded expenses of $15,000 and $77,000 for the three months ended September 30, 2016 and 2015, respectively, related to these agreements. As of September 30, 2016 and June 30, 2016, there was $nil and $12,000 payable to Biocomm Square Pty Ltd, respectively. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 14. Subsequent Events In October 2016, the Company received $1.62 million in cash under the Australian Government’s AusIndustry research and development incentive program. Apart from the foregoing, there were no other material subsequent events occurring after September 30, 2016 requiring disclosure. |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying interim condensed consolidated financial statements of the Company include the operations of all its wholly‑owned subsidiaries and have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). Such operations include the Company and its subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. The Company’s fiscal year ends on June 30, and references to any fiscal year are to the Company’s year ended June 30 in that year. |
Unaudited Interim Financial Information | Unaudited Interim Financial Information The accompanying interim condensed consolidated financial statements and related disclosures as of September 30, 2016 and for the three months ended September 30, 2016 and 2015 are unaudited and have been prepared in accordance with the rules and regulations of the Securities and Exchange Commission (“SEC”). The unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and, in the opinion of management, reflect all adjustments, which include only normal recurring adjustments, necessary for the fair statement of the Company’s financial position as of September 30, 2016 and the results of its operations, comprehensive loss and cash flows for the three months ended September 30, 2016 and 2015. The financial data and other information disclosed in these notes related to the three months ended September 30, 2016 and 2015 are unaudited. The results for the three months ended September 30, 2016 and 2015 are not necessarily indicative of results to be expected for a full year, any other interim periods or any future year or period. These interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and accompanying notes as of, and for the year ended June 30, 2016 included in the Company’s annual report on Form 10‑K filed with the SEC on September 2, 2016. The condensed consolidated balance sheet data as of June 30, 2016 was derived from audited consolidated financial statements. |
Use of Estimates | Use of Estimates The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions relating to the reported amount of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the period. Significant items subject to such estimates and assumptions include research and development income, research and development accruals, government grant income, share-based payments, valuation of ordinary share options and restricted share units and deferred income taxes. Actual results could differ from those estimates. |
Net Loss Per Share | Net Loss Per Share Net loss per share information is determined using the two-class method, which includes the weighted-average number of ordinary shares outstanding during the period and other securities that participate in dividends (a participating security). The Company’s convertible preference shares are participating securities as defined by Accounting Standards Codification (“ASC”) Topic 260-10, Earnings Per Share Under the two-class method, basic net loss per share applicable to ordinary shareholders is computed by dividing the net loss applicable to ordinary shareholders by the weighted-average number of ordinary shares outstanding for the reporting period. Diluted net loss per share gives effect to all potentially dilutive securities, including convertible preference shares and shares issuable upon the exercise or conversion, as applicable, of outstanding warrants, ordinary share options and restricted share units, using the treasury shares method. The Company has excluded the effects of all potentially dilutive shares, which include warrants to purchase ordinary shares, ordinary share options and restricted share units from the weighted-average number of ordinary shares outstanding as their inclusion in the computation for all periods would be anti-dilutive due to net losses. |
Cash | Cash As of September 30, 2016 and June 30, 2016, the Company’s unrestricted cash consisted of cash deposited in a business operating account or in short-term deposit accounts of less than 90 days’ original duration. |
Concentration of Credit Risk and Other Risks and Uncertainties | Concentration of Credit Risk and Other Risks and Uncertainties The Company receives research and development income and grants from two sources, the Australian government and the Irish government. The Company’s cash is deposited with several large commercial banks located in the U.S., Australia and Ireland, limiting the amount of credit exposure to any one financial institution. The deposits with the financial institutions are federally insured or guaranteed, however, the Company’s cash balances with these financial institutions often exceed the amount insured. The Company is subject to risks common to companies in the biotechnology industry. The Company’s research and development may not be successfully completed, adequate protection for the Company’s technology may not be obtained, any products developed may not obtain necessary government regulatory approval and any approved products may not be commercially viable. The Company operates in an environment of competition from other animal health companies, some of which have substantially more resources at their disposal. In addition, the Company is dependent upon the services of its employees and consultants, as well as third‑party contract research organizations and manufacturers. |
Fair Value Measurements | Fair Value Measurements The Company records certain assets and liabilities at fair value in accordance with the provisions of ASC Topic 820, Fair Value Measurements • Level 1—Unadjusted quoted prices in active, accessible markets for identical assets or liabilities. • Level 2—Other inputs that are directly or indirectly observable in the marketplace. • Level 3—Unobservable inputs that are supported by little or no market activity. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company’s material financial instruments comprise cash and short-term deposits. |
Other Income Receivable | Other Income Receivable Other income receivable is recorded at the invoiced amount where available. Research and Development Income Australia Nexvet Australia is eligible under the AusIndustry research and development incentive program to obtain a cash amount from the Australian Taxation Office (“ATO”). The incentive is available to Nexvet Australia on the basis of specific criteria with which Nexvet Australia must comply. Specifically, Nexvet Australia must have revenue of less than A$20 million and cannot be controlled by income tax exempt entities. Ireland Nexvet Ireland and BioNua are both eligible under the Research and Development Tax Credit (“R&D Tax Credit”) Guidelines of Ireland to claim a tax credit, up to 25% of eligible research and development expenditure less expenditure already covered by the Industrial Development Agency (Ireland) (“IDA”) grant assistance. The tax credit is normally offset against corporation tax payable in Ireland. For companies at the same stage of development as Nexvet Ireland and BioNua, there is the ability to elect to receive the tax credit as a cash payment in three equal amounts, approximately 9, 21 and 33 months after the relevant fiscal year end, subject to meeting certain qualifying subject criteria. In this later situation, the relevant company will recognize the cash receivable as other income. Government Grant Income BioNua is eligible under an agreement with the IDA to receive cash as grant income based on a fixed percentage of eligible research and development expenditure in Ireland on a defined project, which includes the achievement of pre-agreed performance targets. Government grants are recognized at their fair value when there is reasonable assurance that the grant will be received and it is probable that all attaching conditions will be complied with. |
Property, Plant and Equipment | Property, Plant and Equipment Property, plant and equipment are recorded at acquisition cost, net of accumulated depreciation and impairment. Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. The estimated useful life of machinery and equipment is three to 10 years. Leasehold improvements are amortized on the straight-line method over the shorter of the remaining lease term or estimated useful life of the asset. Upon retirement or sale of an asset, its cost and related accumulated depreciation or accumulated amortization are removed from the property accounts and any gain or loss is included in the results of operations. Maintenance and repairs are expensed as incurred. |
Intangible Assets | Intangible Assets The Company accounts for intangible assets under ASC 350, Intangibles—Goodwill and Other |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews its tangible and intangible assets for impairment whenever events or changes in business circumstances indicate that the carrying amount of the asset may not be fully recoverable. Recoverability of assets is measured by a comparison of the carrying amount of an asset to the estimated undiscounted cash flows expected to be generated by the asset. If the carrying amount of the asset exceeds its estimated future cash flows, an impairment charge will be recognized in the amount by which the carrying amount of the asset exceeds the fair value of the asset. There were no impairments of long-lived assets during the three months ended September 30, 2016 or 2015. |
Consumable Stores | Consumable Stores Consumable stores represent items that are used in the manufacturing process of clinical or commercial batches of our product candidates. As these items have alternative future uses in other development projects, consumables are recorded in prepaid and other assets and are subsequently expensed as consumed. Consumable stores are recorded at the lower of cost and net realizable value. |
Foreign Currency | Foreign Currency The Company’s functional currency is U.S. dollars, and the functional currency for most subsidiaries is their local currency. Foreign currency transactions are translated into the functional currency using the current exchange rate as of the date of the transaction. At period end, monetary items denominated in a foreign currency are translated into the functional currency of the relevant entity using the period-end spot rate. In preparing the Company’s consolidated financial statements, the financial statements of the subsidiaries are translated at period‑end exchange rates as to assets and liabilities and weighted-average rates as to revenue and expenses. The resulting translation adjustments are recognized in other comprehensive income (loss) (“OCI”). |
Income Taxes | Income Taxes The Company has historically filed income tax returns in the U.S., Australia and Ireland. The Company applies ASC Topic 740, Income Taxes When the Company determines that it is more likely than not that some portion or all of the deferred tax assets will not be realized in the future, the deferred tax assets are reduced by a valuation allowance. The valuation allowance is sufficient to reduce the deferred tax assets to the amount that the Company determines is more likely than not to be realized. The income tax benefit from an uncertain tax position is only recognized if it is more likely than not that the tax position will be sustained on examination by taxing authorities, based on technical merits of the position. The Company evaluates and adjusts these accruals based on changing facts and circumstances. The Company’s policy is to record interest and penalties related to income taxes as part of its income tax provision. |
License and Collaboration Agreement Revenue Recognition | License and Collaboration Agreement Revenue Recognition Future revenue under a license and collaboration agreement is expected to consist of fees for services, royalties for product sales or payments when specific milestones are met and match underlying activities occurring during the term of the arrangement. In fiscal year 2013, the Company entered into a license and collaboration agreement with a third party for the research and development of animal health products in Japan. The terms of the agreement include non-refundable signing and license fees, development milestone payments, the potential for manufacturing and supply services and royalties on any product sales derived from the collaboration. The Company analyzed this arrangement to determine whether the deliverables, which included license and performance obligations such as research and steering committee services, can be separated or whether these must be accounted for as a single unit of accounting. The Company recognizes license payments as revenue upon delivery of the license only if the license has stand-alone value and there are no undelivered performance obligations related to the license. If the license is considered not to have stand-alone value, the arrangement would then be accounted for as a single unit of accounting and the license payments and payments for performance obligations would be recognized as revenue over the estimated period of when the performance obligations are performed. When the Company determines that an arrangement should be accounted for as a single unit of accounting, it determines the period over which the performance obligations will be performed and revenue will be recognized. Revenue will be recognized using either a proportional performance or straight-line method. The Company recognizes revenue using the proportional performance method when the level of effort required to complete its performance obligations under an arrangement can be reasonably estimated, and such performance obligations are provided on a best-efforts basis. Direct labor hours or full-time equivalents are typically used as the measurement of performance. If the Company cannot reasonably estimate the level of effort to complete its performance obligations under an arrangement, then revenue under the arrangement would be recognized on a straight-line basis over the period the Company is expected to complete its performance obligations. The Company’s license and collaboration agreement entitles it to additional payments upon the achievement of performance-based milestones. Milestones that involve substantial effort on the Company’s part are considered “substantive milestones.” A substantive milestone is included in the Company’s revenue model when the milestone is achieved. To date, no milestone payments have been received. Royalty revenue is recognized upon the sale of the related products, provided the Company has no remaining performance obligations under the arrangement. |
Research and Development Expense | Research and Development Expense Research and development costs are expensed as incurred and consist primarily of (i) payroll and related expense for all employees engaged in scientific research and development functions, including wages, related benefits and share-based compensation, (ii) fees for regulatory, professional and other consultants and (iii) development costs, including costs of drug discovery, safety, proof‑of‑concept, pilot and pivotal safety and efficacy studies, development of biological materials and service providers. The Company uses its employee and infrastructure resources across multiple development programs. The Company allocates outsourced development costs by lead product candidates but does not allocate personnel or other internal costs related to development to specific product candidates. |
General and Administrative Expense | General and Administrative Expense General and administrative expense consists primarily of non-research and development-related payroll and related expense for employees, consultants and directors, including wages, related benefits and share-based compensation. General and administrative expense also includes professional and consulting fees for legal, accounting, tax services and other general business services, as well as other expenses such as travel, rent and facilities costs. |
Other Income (Expense) | Other Income (Expense) Research and Development Income Australia Nexvet Australia is eligible under the AusIndustry research and development incentive program to obtain a cash amount from the ATO. The incentive is available to Nexvet Australia on the basis of specific criteria with which Nexvet Australia must comply. Although the incentive is administered through the ATO, the Company has accounted for the incentive outside the scope of ASC Topic 740, Income Taxes Ireland Nexvet Ireland and BioNua are both eligible under the R&D Tax Credit Guidelines of Ireland to claim a tax credit, up to 25% of eligible research and development expenditure less expenditure already covered by the IDA grant assistance. The tax credit is normally offset against corporation tax payable in Ireland. For companies at the same stage of development as Nexvet Ireland and BioNua, there may be the ability to elect to receive the tax credit as a cash payment in three equal amounts, approximately 9, 21 and 33 months after the relevant fiscal year end, subject to meeting certain qualifying subject criteria. In this later situation the relevant company will recognize the cash receivable as other income. Government Grant Income BioNua is eligible, under an agreement with the IDA, to receive cash as grant income based on a fixed percentage of eligible research and development expenditure in Ireland on a defined project, which includes the achievement of pre-agreed performance targets. Any expenditure eligible under this agreement cannot be claimed under the R&D Tax Credit program. The maximum grant available to the Company is €2.4 million over the life of the agreement. The Company recognizes government grant income at fair value when there is reasonable assurance that the grant will be received and it is probable that all attaching conditions will be complied with. When the grant relates to an asset, the fair value is included in the balance sheet as deferred grant income, which is released to income over the expected useful life in a manner consistent with the depreciation method for the relevant asset and subject to meeting other relevant conditions, and it is recorded on the balance sheet as other income receivable until cash is received. When the grant relates to an expense item, it is recognized as income over the periods necessary to match the grant on a systematic basis to the costs that it is intended to compensate, and it is recorded on the balance sheet as other income receivable until cash is received. Exchange (Loss) Gain Exchange (loss) gain consists primarily of losses or gains due to foreign exchange translation, primarily reflecting changes in Australian and U.S. foreign exchange rates. Under U.S. GAAP, these (losses) gains relate to a translation of U.S. dollar-denominated bank accounts into Nexvet Australia’s Australian dollar functional currency and represent a non-cash item. Interest Income The Company earns interest on the cash balances held with financial institutions and recognizes interest when earned on an accrual basis over time. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss represents the total change in shareholders’ equity during the period other than from transactions with shareholders, which for the Company includes net change in foreign currency translation adjustments. |
Share-Based Compensation | Share-Based Compensation The Company’s share-based compensation plan (see Note 10) provides for the grant of ordinary share options, restricted share units and other share-based awards. The fair value of share options is determined as of the date of grant using the binomial option-pricing model. This method incorporates the fair value of the Company’s ordinary shares on the date of each grant and various assumptions such as the risk-free interest rate, actual volatility or expected volatility based on the historic volatility of peer companies, expected dividend yield, and expected term of the share option. Restricted share units are valued at the fair value of the underlying ordinary shares as of the date of grant. The Company classifies share-based compensation expense in the statements of operations and comprehensive loss in the same manner in which the award recipient’s payroll costs are classified. The Company recognizes share-based compensation expense based on the grant date fair value of the entire award over the total period during which an employee is required to provide service in exchange for the award. In accordance with ASC 718, the amount of compensation expense recognized at each balance date is at least equal to the grant date fair value of the vested portion of the award on that date. Where performance conditions are attached to the awards, compensation expense is recognized in the period in which it becomes probable that the performance target will be achieved, net of estimated pre-vesting forfeitures over the requisite service period. The probability of vesting is reassessed at each reporting period for awards with performance conditions and compensation expense is adjusted based on this probability assessment. Equity instruments issued to non-employees, including consultants, are accounted for in accordance with Financial Accounting Standards Board (“FASB”) guidance. All transactions in which services are the consideration received for the issuance of equity instruments are accounted for based on the fair value of the consideration received or the fair value of the equity instrument issued, whichever is more reliably measurable. The measurement date of the fair value of the equity instrument issued is the earlier of the date on which the counterparty’s performance is complete or the date on which it is probable that performance will occur. For transactions where the fair value of the equity instrument issued to non-employees is the more reliable measurement and a measurement date has not been reached, the fair value is re-measured at each balance sheet date using the binomial option-pricing model. Compensation expense for these share-based awards is recognized over the term of the consulting agreement or until the award is approved and settled. |
Segment Data | Segment Data The Company manages its operations as a single segment for the purposes of assessing performance and making operating decisions. The Company is a clinical-stage biopharmaceutical company focusing on developing therapies for companion animals. Total assets, property and equipment, net and total property and equipment additions by geography, reconciled to the consolidated amounts, were as follows as of the dates indicated: September June 2016 2016 United States (in thousands) Total assets $ 24,305 $ 30,809 Property and equipment, net 7 8 Total property and equipment additions - 7 Australia Total assets $ 3,926 $ 3,404 Property and equipment, net 1,210 1,186 Total property and equipment additions 20 975 Ireland Total assets $ 6,201 $ 6,111 Property and equipment, net 4,124 3,714 Total property and equipment additions 523 3,945 Consolidated Total assets $ 34,432 $ 40,324 Property and equipment, net 5,341 4,908 Total property and equipment additions 543 4,927 |
Recently Adopted Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the FASB issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606). • Contracts with customers —including revenue and impairments recognized, disaggregation of revenue and information about contract balances and performance obligations (including the transaction price allocated to the remaining performance obligations). • Significant judgments and changes in judgments —determining the timing of satisfaction of performance obligations (over time or at a point in time), and determining the transaction price and amounts allocated to performance obligations. • Certain assets —assets recognized from the costs to obtain or fulfill a contract. In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606) Identifying Performance Obligations and Licensing This guidance will be effective for annual reporting periods beginning after December 15, 2017, including interim periods within that reporting period. Earlier application is permitted only as of annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. The Company does not expect the adoption of this guidance to have a material impact on the Company’s consolidated results of operations, financial position or cash flows. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements Going Concern (Subtopic 205-40) In November 2015, the FASB issued ASU 2015-17, Income Taxes (Topic 740) Balance Sheet Classification of Deferred Taxes In January 2016, the FASB issued ASU 2016-01, Financial Instruments Overall (Subtopic 825-10) Recognition and Measurement of Financial Assets and Financial Liabilities In February 2016, the FASB issued ASU 2016-02 , Leases (Topic 842) In March 2016, the FASB issued ASU 2016-05, Liabilities—Derivative and Hedging (Topic 815) In March 2016, the FASB issued ASU 2016-09, Compensation—Stock Compensation (Topic 718) Improvements to Employee Share-Based Payment Accounting In April 2016, the FASB issued ASU 2016-10, Revenue from Contracts with Customers (Topic 606) Identifying Performance Obligations and Licensing Revenue from Contracts with Customers (Topic 606 Narrow-Scope Improvements and Practical Expedients. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (Topic 326) In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230) Classification of Certain Cash Receipts and Cash Payments. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Reconciliation of Total Assets, Property and Equipment, Net and Total Property and Equipment Additions by Geography to Consolidated | Total assets, property and equipment, net and total property and equipment additions by geography, reconciled to the consolidated amounts, were as follows as of the dates indicated: September June 2016 2016 United States (in thousands) Total assets $ 24,305 $ 30,809 Property and equipment, net 7 8 Total property and equipment additions - 7 Australia Total assets $ 3,926 $ 3,404 Property and equipment, net 1,210 1,186 Total property and equipment additions 20 975 Ireland Total assets $ 6,201 $ 6,111 Property and equipment, net 4,124 3,714 Total property and equipment additions 523 3,945 Consolidated Total assets $ 34,432 $ 40,324 Property and equipment, net 5,341 4,908 Total property and equipment additions 543 4,927 |
Other Income Receivable (Tables
Other Income Receivable (Tables) | 3 Months Ended |
Sep. 30, 2016 | |
Receivables [Abstract] | |
Schedule of Other Income Receivable | Other income receivable consisted of the following as of the dates indicated: September June 2016 2016 Current (in thousands) Research and development income $ 2,176 $ 1,809 Government grant receivable 356 374 Other 106 18 Other income receivable $ 2,638 $ 2,201 Noncurrent Research and development income $ 342 $ 251 Other income receivable $ 342 $ 251 |
Prepaid Expenses and Other (Tab
Prepaid Expenses and Other (Tables) | 3 Months Ended |
Sep. 30, 2016 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expense and Other | Prepaid expense and other consisted of the following as of the dated indicated: September 30, June 30, 2016 2016 Current (in thousands) Prepaid expenses $ 303 $ 398 Consumable stores 465 484 Other 593 398 Prepaid expenses and other $ 1,361 $ 1,280 Noncurrent Prepaid expenses $ 119 $ 129 Prepaid expenses and other $ 119 $ 129 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 3 Months Ended |
Sep. 30, 2016 | |
Property Plant And Equipment [Abstract] | |
Summary of Movement in Property, Plant and Equipment | Property, plant and equipment, consisted of the following as of the dates indicated: Computer Equipment Research and Development Equipment Office Equipment Plant and Equipment Leasehold Improvements Total (in thousands) Opening balance July 1, 2015 $ 56 $ 334 $ 62 $ — $ 97 $ 549 Additions $ 127 $ 2,780 $ 54 $ 965 $ 1,001 $ 4,927 Disposals — (7 ) — — — (7 ) Depreciation (41 ) (289 ) (17 ) (77 ) (83 ) (507 ) Exchange rate adjustment (2 ) (9 ) (1 ) (31 ) (11 ) (54 ) Closing balance June 30, 2016 $ 140 $ 2,809 $ 98 $ 857 $ 1,004 $ 4,908 Additions $ 24 $ 458 $ — $ 4 $ 57 $ 543 Disposals — — — — — — Depreciation (15 ) (107 ) (6 ) (30 ) (33 ) (191 ) Exchange rate adjustment 3 51 2 11 14 81 Closing balance September 30, 2016 $ 152 $ 3,211 $ 94 $ 842 $ 1,042 $ 5,341 |
Schedule of Acquired Certain Manufacturing Assets | In September 2015, the Company acquired certain manufacturing assets in Ireland as set out below. This was not a business combination under Topic 805. Assets Acquired and Consideration (in thousands) Assets acquired Research & development equipment $ 380 Plant & equipment 934 Leasehold improvements 663 Total assets acquired $ 1,977 Consideration Cash paid $ 1,887 Retention amount initially withheld, now paid 90 Total consideration $ 1,977 |
Accrued Expenses and Other Li26
Accrued Expenses and Other Liabilities (Tables) | 3 Months Ended |
Sep. 30, 2016 | |
Payables And Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Liabilities | Accrued expenses and other liabilities consisted of the following as of the dates indicated: September 30, June 2016 2016 Current (in thousands) Payroll and related expenses $ 928 $ 1,883 Professional fees 556 297 Research and development costs 737 1,115 Accrued expenses and other liabilities $ 2,221 $ 3,295 Noncurrent Payroll and related expenses $ 82 $ 97 Other 9 7 Accrued expenses and other liabilities $ 91 $ 104 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis | Assets and liabilities carried at fair value on a recurring basis as of September 30, 2016 and June 30, 2016, including financial instruments, which the Company accounts for under the fair value option, are summarized in the following tables. September 30, 2016 Level 1 Level 2 Level 3 Assets/ Liabilities at Fair Value (in thousands) Assets Cash $ 24,550 $ — $ — $ 24,550 June 30, 2016 Level 1 Level 2 Level 3 Assets/ Liabilities at Fair Value (in thousands) Assets Cash $ 31,481 $ — $ — $ 31,481 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Sep. 30, 2016 | |
Earnings Per Share [Abstract] | |
Calculation of Net Loss Per Participating Securities | The calculation of net loss per participating securities (“EPS”) for the three months ended September 30, 2016 and 2015 is presented below. Three Months Ended September 30, 2016 2015 (in thousands, except share and per share amounts) Net loss $ (5,095 ) $ (3,960 ) Weighted-average ordinary shares issued and outstanding—basic and diluted 11,703,292 11,442,552 Net loss per ordinary share—basic and diluted $ (0.44 ) $ (0.35 ) |
Ordinary Share Equivalents Excluded from Calculation of Diluted Net Loss Per Share | The following ordinary share equivalents were excluded from the calculation of diluted net loss per share for the periods ended on the dates indicated because including them would have an anti-dilutive effect: Three Months Ended September 2016 2015 Share-based awards 1,447,733 1,150,632 Warrants 1,766,998 1,766,998 Total 3,214,731 2,917,630 |
Valuation of Share Awards (Tabl
Valuation of Share Awards (Tables) | 3 Months Ended |
Sep. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Estimated Fair Value of Share Options Awards | The fair value of the share options awards was estimated using the following assumptions: Three Months Ended September 30, 2016 Year Ended Risk free interest rate n/a 1.7% Expected term (in years) n/a 1 - 4 years Expected volatility n/a 75% Forfeiture rate n/a 7.5% Expected dividend yield n/a zero |
Summary of Share Option Activities | The following table summarizes share option activity for fiscal year 2016 and the three months ended September 30, 2016: Shares Issuable Under Options Weighted- Average Exercise Price Outstanding as of July 1, 2015 776,631 $ 8.18 Granted 60,000 5.10 Exercised (126,017 ) 0.125 Expired or forfeited — — Outstanding as of June 710,614 $ 9.35 Granted — $ - Exercised (1) (32,572 ) 0.125 Expired or forfeited — — Outstanding as of September 30, 2016 (1) 678,042 $ 9.79 Options vested and expected to vest, as of June 371,812 $ 10.08 Options vested and expected to vest, as of September 30, 2016 393,662 $ 10.24 (1) The average intrinsic value of options exercised during the period ended, and outstanding as of September 30, 2016 were $4.66 and $0 . |
Summary of Restricted Share Unit Activity | The table below presents the Company’s restricted share unit activity for fiscal year 2016 and the three months ended September 30, 2016: Number of Restricted Share Units Weighted Average Grant Date Fair Value Outstanding as of July 1, 2015 57,672 $ 7.48 Granted 306,560 4.28 Converted (32,200 ) 7.72 Forfeited (1,482 ) — Outstanding as of June 330,550 $ 4.50 Granted 547,842 $ 3.48 Converted (1) (108,701 ) 4.82 Forfeited — — Outstanding as of September 30, 2016 (1) 769,691 $ 3.77 Converted and expected to convert, as of June — $ — Converted and expected to convert, as of September 30, 2016 — $ — (1) The average intrinsic value of restricted share units converted during the period ended, and outstanding as of September 30, 2016 were $4.67 and $4.03, respectively. |
Share Based Compensation Expense Related to Share Options and Restricted Share Units | The Company recorded share-based compensation expense related to share options and restricted share units for the three months ended September 30, 2016 and 2015 as follows: Three Months Ended September 30, 2016 2015 (in thousands) Research and development $ 167 $ 209 General and administrative 302 251 Total $ 469 $ 460 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Sep. 30, 2016 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Commitments for Operating Leases and Purchase Obligations | Operating Leases and Purchase Obligations Commitments consisted of the following as of September 30, 2016: Total Less than 1 Year 1-3 Years 3-5 Years After 5 Years September 30, 2016 (in thousands) Operating leases $ 1,301 $ 198 $ 366 $ 247 $ 490 Purchase obligations 674 674 — — — Total $ 1,975 $ 872 $ 366 $ 247 $ 490 |
Organization and Description 31
Organization and Description of Business - Additional Information (Details) $ in Thousands | Sep. 30, 2016USD ($)Cat | Jun. 30, 2016USD ($) |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | ||
Number of cats enrolled for new study | Cat | 126 | |
Accumulated deficit | $ (48,115) | $ (43,020) |
Unrestricted cash | $ 24,600 |
Summary of Significant Accoun32
Summary of Significant Accounting Policies - Additional Information (Details) € in Millions, AUD in Millions | 3 Months Ended | |||
Sep. 30, 2016USD ($) | Sep. 30, 2016AUD | Sep. 30, 2016EUR (€) | Sep. 30, 2015USD ($) | |
Accounting Policies [Line Items] | ||||
Revenues | AUD | AUD 20 | |||
Property plant and equipment depreciation methods | Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. | Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. | Depreciation on property and equipment is calculated using the straight-line method over the estimated useful lives of the assets. | |
Leasehold improvements amortization methods | Leasehold improvements are amortized on the straight-line method over the shorter of the remaining lease term or estimated useful life of the asset. | Leasehold improvements are amortized on the straight-line method over the shorter of the remaining lease term or estimated useful life of the asset. | Leasehold improvements are amortized on the straight-line method over the shorter of the remaining lease term or estimated useful life of the asset. | |
Intangible assets amortization method | straight-line basis | straight-line basis | straight-line basis | |
Impairment of long-lived assets | $ 0 | $ 0 | ||
Milestone method revenue recognized | 0 | |||
Government grant income | $ 175,000 | € 2.4 | $ 4,000 | |
Minimum | ||||
Accounting Policies [Line Items] | ||||
Intangible asset useful life | 1 year | 1 year | 1 year | |
Minimum | Machinery and Equipment | ||||
Accounting Policies [Line Items] | ||||
Estimated useful life | 3 years | 3 years | 3 years | |
Maximum | ||||
Accounting Policies [Line Items] | ||||
Intangible asset useful life | 3 years | 3 years | 3 years | |
Maximum | Machinery and Equipment | ||||
Accounting Policies [Line Items] | ||||
Estimated useful life | 10 years | 10 years | 10 years | |
IRELAND | ||||
Accounting Policies [Line Items] | ||||
Research and development tax credit percentage | 25.00% | 25.00% | 25.00% |
Summary of Significant Accoun33
Summary of Significant Accounting Policies - Reconciliation of Total Assets, Property and Equipment, Net and Total Property and Equipment Additions by Geography to Consolidated (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | |
Segment Reporting Asset Reconciling Item [Line Items] | ||||
Total assets | $ 34,432 | $ 40,324 | ||
Property, plant and equipment, net | 5,341 | 4,908 | $ 549 | |
Total property and equipment additions | $ 1,977 | 543 | 4,927 | |
United States | ||||
Segment Reporting Asset Reconciling Item [Line Items] | ||||
Total assets | 24,305 | 30,809 | ||
Property, plant and equipment, net | 7 | 8 | ||
Total property and equipment additions | 7 | |||
Australia | ||||
Segment Reporting Asset Reconciling Item [Line Items] | ||||
Total assets | 3,926 | 3,404 | ||
Property, plant and equipment, net | 1,210 | 1,186 | ||
Total property and equipment additions | 20 | 975 | ||
IRELAND | ||||
Segment Reporting Asset Reconciling Item [Line Items] | ||||
Total assets | 6,201 | 6,111 | ||
Property, plant and equipment, net | 4,124 | 3,714 | ||
Total property and equipment additions | $ 523 | $ 3,945 |
Other Income Receivable - Sched
Other Income Receivable - Schedule of Other Income Receivable (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Jun. 30, 2016 |
Current | ||
Research and development income | $ 2,176 | $ 1,809 |
Government grant receivable | 356 | 374 |
Other | 106 | 18 |
Other income receivable | 2,638 | 2,201 |
Noncurrent | ||
Research and development income | 342 | 251 |
Other income receivable | $ 342 | $ 251 |
Prepaid Expenses and Other - Sc
Prepaid Expenses and Other - Schedule of Prepaid Expense and Other (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Jun. 30, 2016 |
Current | ||
Prepaid expenses | $ 303 | $ 398 |
Consumable stores | 465 | 484 |
Other | 593 | 398 |
Prepaid expenses and other | 1,361 | 1,280 |
Noncurrent | ||
Prepaid expenses | 119 | 129 |
Prepaid expenses and other | $ 119 | $ 129 |
Prepaid Expenses and Other - Ad
Prepaid Expenses and Other - Additional Information (Details) - USD ($) | Sep. 30, 2016 | Jun. 30, 2016 |
Prepaid Expenses And Other [Line Items] | ||
Restricted cash | $ 100,000 | $ 100,000 |
Minimum | ||
Prepaid Expenses And Other [Line Items] | ||
Restricted cash collateral balance | $ 50,000 |
Property Plant and Equipment -
Property Plant and Equipment - Summary of Movement in Property, Plant and Equipment (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Sep. 30, 2016 | Jun. 30, 2016 | |
Property Plant And Equipment [Line Items] | |||
Opening balance | $ 4,908 | $ 549 | |
Additions | $ 1,977 | 543 | 4,927 |
Disposals | (7) | ||
Depreciation | (191) | (507) | |
Exchange rate adjustment | 81 | (54) | |
Closing balance | 5,341 | 4,908 | |
Computer Equipment | |||
Property Plant And Equipment [Line Items] | |||
Opening balance | 140 | 56 | |
Additions | 24 | 127 | |
Depreciation | (15) | (41) | |
Exchange rate adjustment | 3 | (2) | |
Closing balance | 152 | 140 | |
Research and Development Equipment | |||
Property Plant And Equipment [Line Items] | |||
Opening balance | 2,809 | 334 | |
Additions | 380 | 458 | 2,780 |
Disposals | (7) | ||
Depreciation | (107) | (289) | |
Exchange rate adjustment | 51 | (9) | |
Closing balance | 3,211 | 2,809 | |
Office Equipment | |||
Property Plant And Equipment [Line Items] | |||
Opening balance | 98 | 62 | |
Additions | 54 | ||
Depreciation | (6) | (17) | |
Exchange rate adjustment | 2 | (1) | |
Closing balance | 94 | 98 | |
Plant and Equipment | |||
Property Plant And Equipment [Line Items] | |||
Opening balance | 857 | ||
Additions | 934 | 4 | 965 |
Depreciation | (30) | (77) | |
Exchange rate adjustment | 11 | (31) | |
Closing balance | 842 | 857 | |
Leasehold Improvements | |||
Property Plant And Equipment [Line Items] | |||
Opening balance | 1,004 | 97 | |
Additions | $ 663 | 57 | 1,001 |
Depreciation | (33) | (83) | |
Exchange rate adjustment | 14 | (11) | |
Closing balance | $ 1,042 | $ 1,004 |
Property Plant and Equipment 38
Property Plant and Equipment - Schedule of Acquired Certain Manufacturing Assets (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Sep. 30, 2016 | Jun. 30, 2016 | |
Assets acquired | |||
Total assets acquired | $ 1,977 | $ 543 | $ 4,927 |
Consideration | |||
Cash paid | 1,887 | ||
Retention amount initially withheld, now paid | 90 | ||
Total consideration | 1,977 | ||
Research & Development Equipment | |||
Assets acquired | |||
Total assets acquired | 380 | 458 | 2,780 |
Plant & Equipment | |||
Assets acquired | |||
Total assets acquired | 934 | 4 | 965 |
Leasehold Improvements | |||
Assets acquired | |||
Total assets acquired | $ 663 | $ 57 | $ 1,001 |
Accrued Expenses and Other Li39
Accrued Expenses and Other Liabilities - Schedule of Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Jun. 30, 2016 |
Current | ||
Payroll and related expenses | $ 928 | $ 1,883 |
Professional fees | 556 | 297 |
Research and development costs | 737 | 1,115 |
Accrued expenses and other liabilities | 2,221 | 3,295 |
Noncurrent | ||
Payroll and related expenses | 82 | 97 |
Other | 9 | 7 |
Accrued expenses and other liabilities | $ 91 | $ 104 |
Ordinary Shares - Additional In
Ordinary Shares - Additional Information (Details) - shares | Sep. 30, 2016 | Jun. 30, 2016 |
Equity [Abstract] | ||
Ordinary shares, shares outstanding | 11,726,406 | 11,565,133 |
Fair Value Measurement - Summar
Fair Value Measurement - Summary of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Sep. 30, 2016 | Jun. 30, 2016 |
Assets | ||
Cash | $ 24,550 | $ 31,481 |
Level 1 | ||
Assets | ||
Cash | $ 24,550 | $ 31,481 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Details) | 3 Months Ended |
Sep. 30, 2016USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Abstract] | |
Fair value, asset transfers Level 1 to Level 2 | $ 0 |
Fair value, asset transfers Level 2 to Level 1 | 0 |
Fair value, asset transfers into Level 3 | 0 |
Fair value, asset transfers out of Level 3 | $ 0 |
Net Loss Per Share - Calculatio
Net Loss Per Share - Calculation of Net Loss Per Participating Securities (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2016 | |
Earnings Per Share Basic And Diluted [Abstract] | |||
Net loss | $ (5,095) | $ (3,960) | $ (19,365) |
Weighted-average ordinary shares issued and outstanding—basic and diluted | 11,703,292 | 11,442,552 | |
Net loss per ordinary share—basic and diluted | $ (0.44) | $ (0.35) |
Net Loss Per Share - Ordinary S
Net Loss Per Share - Ordinary Share Equivalents Excluded from Calculation of Diluted Net Loss Per Share (Details) - shares | 3 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted earnings per share | 3,214,731 | 2,917,630 |
Share-Based Awards | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted earnings per share | 1,447,733 | 1,150,632 |
Warrants | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of diluted earnings per share | 1,766,998 | 1,766,998 |
Share Based Awards - Option Ter
Share Based Awards - Option Terms of Issue - Additional Information (Details) - $ / shares | 3 Months Ended | ||
Sep. 30, 2016 | Jun. 30, 2016 | Jun. 30, 2015 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Ordinary shares repurchased exercise price per share | $ 9.79 | $ 9.35 | $ 8.18 |
2012 Employee Share Option Plan | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Ordinary shares repurchased exercise price per share | $ 6.35 | ||
Options expire date | Feb. 28, 2018 |
Share Based Awards - 2013 Long
Share Based Awards - 2013 Long Term Incentive Plan - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Sep. 30, 2016$ / sharesshares | Jun. 30, 2015$ / sharesshares | Nov. 30, 2014$ / sharesshares | Sep. 30, 2014$ / sharesshares | Nov. 30, 2013$ / sharesshares | Sep. 30, 2016Tranche$ / sharesshares | Jun. 30, 2016$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share options to purchase ordinary shares | shares | 60,000 | ||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 3.60 | $ 7.12 | |||||
Ordinary shares, nominal value per share | $ 0.125 | $ 0.125 | $ 0.125 | $ 0.125 | |||
Share consolidation, ratio | 0.8 | ||||||
Previously Reported Value | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Ordinary shares, nominal value per share | $ 0.10 | ||||||
Employee Stock Option | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Share options to purchase ordinary shares | shares | 141,792 | 16,800 | 215,799 | ||||
Incentive awards, fair value per share of underlying ordinary shares | $ 9.37 | $ 6.35 | $ 5.15 | ||||
Restricted Stock | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Restricted share units to acquire ordinary shares | shares | 769,691 | 57,672 | 16,427 | 21,240 | 29,214 | 769,691 | 330,550 |
2013 Long Term Incentive Plan | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Ordinary share exercise price | $ 0.125 | $ 0.10 | $ 0 | ||||
Share options and restricted share units vesting description | Except for share options and restricted share units held by directors (which vested either beginning in September 2014 and quarterly thereafter or in November 2014), share options and restricted share units held by employees and consultants vest in three equal tranches in November 2014, November 2015 and November 2016. | ||||||
Vesting period of share options and restricted share units held by employees and consultants | 3 years | ||||||
Number of tranches | Tranche | 3 | ||||||
2013 Long Term Incentive Plan | Minimum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting period of share options and restricted share units held by employees and consultants | 1 year | ||||||
2013 Long Term Incentive Plan | Maximum | |||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||
Vesting period of share options and restricted share units held by employees and consultants | 3 years |
Share Based Awards - 2015 Long
Share Based Awards - 2015 Long Term Incentive Plan - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
Sep. 30, 2016$ / sharesshares | Nov. 30, 2015Employee$ / sharesshares | Sep. 30, 2015$ / sharesshares | Aug. 31, 2015$ / sharesshares | Jun. 30, 2015$ / sharesshares | May 31, 2015$ / sharesshares | Nov. 30, 2014$ / sharesshares | Sep. 30, 2014$ / sharesshares | Nov. 30, 2013$ / sharesshares | Sep. 30, 2016$ / sharesshares | Jun. 30, 2016$ / sharesshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 3.60 | $ 7.12 | |||||||||
Share options to purchase ordinary shares | shares | 60,000 | ||||||||||
Bonus Awards | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Ordinary shares issued | shares | 42,691 | ||||||||||
Ordinary shares issued per share | $ 0.125 | ||||||||||
Directors | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Vesting period of shares | shares | 2,280 | ||||||||||
Directors | Bonus Awards | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Ordinary shares issued | shares | 20,000 | ||||||||||
New Employee | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Restricted share units to acquire ordinary shares | shares | 2,000 | ||||||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 4.76 | ||||||||||
Ordinary share exercise price | $ 0.125 | ||||||||||
Vesting date of granted shares | Sep. 21, 2016 | ||||||||||
Number of new employees awarded with other than options | Employee | 1 | ||||||||||
Employee Stock Option | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 9.37 | $ 6.35 | $ 5.15 | ||||||||
Share options to purchase ordinary shares | shares | 141,792 | 16,800 | 215,799 | ||||||||
Employee Stock Option | Employees | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Share options to purchase ordinary shares | shares | 360,000 | ||||||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 2.71 | $ 5.93 | |||||||||
Ordinary share exercise price | $ 5.10 | ||||||||||
Share options to purchase ordinary shares | shares | 60,000 | ||||||||||
Restricted Stock | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Restricted share units to acquire ordinary shares | shares | 769,691 | 57,672 | 16,427 | 21,240 | 29,214 | 769,691 | 330,550 | ||||
Incentive awards, fair value per share of underlying ordinary shares | $ 3.48 | $ 4.28 | |||||||||
Restricted Stock | Employees | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Restricted share units to acquire ordinary shares | shares | 8,500 | ||||||||||
Ordinary share exercise price | $ 0.125 | ||||||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 4.97 | ||||||||||
Restricted Stock | Directors | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Restricted share units to acquire ordinary shares | shares | 20,280 | ||||||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 6.99 | ||||||||||
Restricted Stock | Employees And Directors | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Restricted share units to acquire ordinary shares | shares | 547,842 | 298,834 | 547,842 | ||||||||
Ordinary share exercise price | $ 0.125 | $ 0.125 | |||||||||
Vesting period of shares | shares | 296,059 | ||||||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 3.48 | ||||||||||
Minimum | Restricted Stock | Employees And Directors | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 4.26 | ||||||||||
Maximum | Restricted Stock | Employees And Directors | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Incentive awards, fair value per share of underlying ordinary shares | $ 4.27 | ||||||||||
2015 Equity Incentive Plan | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Common Stock, Capital Shares Reserved for Future Issuance | shares | 1,280,000 | ||||||||||
Percentage of shares issued under equity incentive plan | 4.00% | 4.00% | |||||||||
2015 Equity Incentive Plan | Employees | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Ordinary share exercise price | 15 | ||||||||||
2015 Equity Incentive Plan | Directors | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Ordinary share exercise price | $ 0.125 | ||||||||||
2015 Equity Incentive Plan | Restricted Stock | Employees | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Vesting period of share options and restricted share units held by employees and consultants | 4 years | 4 years | |||||||||
2015 Equity Incentive Plan | Restricted Stock | Directors | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Vesting date of granted shares | Jul. 1, 2017 | Jul. 1, 2016 | |||||||||
2015 Equity Incentive Plan | Restricted Stock | Australian and U.S. based Employees | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Vesting date of granted shares | Jul. 1, 2017 | ||||||||||
2015 Equity Incentive Plan | Restricted Stock | Irish based Employees | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Vesting date of granted shares | Sep. 1, 2017 | ||||||||||
2015 Equity Incentive Plan | Minimum | Employees | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Vesting period of share options and restricted share units held by employees and consultants | 1 year | ||||||||||
2015 Equity Incentive Plan | Minimum | Directors | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Vesting period of share options and restricted share units held by employees and consultants | 1 year | ||||||||||
2015 Equity Incentive Plan | Maximum | Employees | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Vesting period of share options and restricted share units held by employees and consultants | 5 years | ||||||||||
2015 Equity Incentive Plan | Maximum | Directors | |||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||
Vesting period of share options and restricted share units held by employees and consultants | 5 years |
Valuation of Share Awards - Est
Valuation of Share Awards - Estimated Fair Value of Share Options Awards (Details) | 12 Months Ended |
Jun. 30, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Risk free interest rate | 1.70% |
Expected volatility | 75.00% |
Forfeiture rate | 7.50% |
Expected dividend yield | 0.00% |
Minimum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 1 year |
Maximum | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Expected term (in years) | 4 years |
Valuation of Share Awards - Sum
Valuation of Share Awards - Summary of Share Option Activities (Details) - $ / shares | 3 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Shares Issuable Under Options, Outstanding | 710,614 | 776,631 |
Shares Issuable Under Options, Granted | 60,000 | |
Shares Issuable Under Options, Exercised | (32,572) | (126,017) |
Shares Issuable Under Options, Outstanding | 678,042 | 710,614 |
Shares Issuable Under Options, vested and expected to vest | 393,662 | 371,812 |
Weighted-Average Exercise Price, Outstanding | $ 9.35 | $ 8.18 |
Weighted-Average Exercise Price, Granted | 5.10 | |
Weighted-Average Exercise Price, Exercised | 0.125 | 0.125 |
Weighted-Average Exercise Price, Outstanding | 9.79 | 9.35 |
Weighted-Average Exercise Price, Options vested and expected to vest | $ 10.24 | $ 10.08 |
Valuation of Share Awards - S50
Valuation of Share Awards - Summary of Share Option Activities (Parenthetical) (Details) | 3 Months Ended |
Sep. 30, 2016$ / shares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Average intrinsic value of options exercised | $ 4.66 |
Average intrinsic value of options outstanding | $ 0.67 |
Valuation of Share Awards - S51
Valuation of Share Awards - Summary of Restricted Share Unit Activity (Details) - Restricted Stock - $ / shares | 3 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Jun. 30, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Number of Restricted Share Units, Outstanding | 330,550 | 57,672 |
Number of Restricted Share Units, Granted | 547,842 | 306,560 |
Number of Restricted Share Units, Converted | (108,701) | (32,200) |
Number of Restricted Share Units, Forfeited | (1,482) | |
Number of Restricted Share Units, Outstanding | 769,691 | 330,550 |
Weighted Average Grant Date Fair Value, Outstanding | $ 4.50 | $ 7.48 |
Weighted Average Grant Date Fair Value, Granted | 3.48 | 4.28 |
Weighted Average Grant Date Fair Value, Converted | 4.82 | 7.72 |
Weighted Average Grant Date Fair Value, Outstanding | $ 3.77 | $ 4.50 |
Valuation of Share Awards - S52
Valuation of Share Awards - Summary of Restricted Share Unit Activity (Parenthetical) (Details) - Restricted Stock | 3 Months Ended |
Sep. 30, 2016$ / shares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Average intrinsic value of other than options exercised | $ 4.67 |
Average intrinsic value of other than options outstanding | $ 4.03 |
Valuation of Share Awards - Add
Valuation of Share Awards - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Jun. 30, 2016 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Weighted average remaining contract life of outstanding share options | 4 years 6 months 22 days | |
Weighted average remaining contract life of outstanding restricted share units | 3 years 1 month 24 days | |
Unrecognized share-based compensation expenses share awards | $ 4.3 | $ 2.9 |
Unrecognized compensation expense weighted average period | 4 years 4 months 24 days | 4 years |
Valuation of Share Awards - Sha
Valuation of Share Awards - Share Based Compensation Expense Related to Share Options and Restricted Share Units (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Recognized share-based compensation expense | $ 469 | $ 460 |
Research and Development | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Recognized share-based compensation expense | 167 | 209 |
General and Administrative | ||
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items] | ||
Recognized share-based compensation expense | $ 302 | $ 251 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Commitments for Operating Leases and Purchase Obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Jun. 30, 2016 |
Commitments And Contingencies Disclosure [Abstract] | ||
Operating leases | $ 1,301 | |
Operating leases Less than1 Year | 198 | |
Operating leases 1-3Years | 366 | |
Operating leases 3-5Years | 247 | |
Operating leases After 5Years | 490 | |
Purchase obligations | 674 | $ 500 |
Purchase obligations Less than 1 Year | 674 | |
Total contractual | 1,975 | |
Total contractual, Less than 1 Year | 872 | |
Total contractual, 1-3 years | 366 | |
Total contractual, 3-5 years | 247 | |
Total contractual, After 5 years | $ 490 |
Commitments and Contingencies56
Commitments and Contingencies - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Jun. 30, 2016 | |
Commitments and Contingencies [Line Items] | ||
Operating lease expiration period | 5 years | |
Operating lease commitments | $ 200,000 | $ 200,000 |
Rent expense | 49,000 | 200,000 |
Build-out incentive | $ 6,000 | 26,000 |
Unexpired term of lease | 60 months | |
Contracts with suppliers for goods and services | $ 674,000 | $ 500,000 |
Tullamore, Ireland | ||
Commitments and Contingencies [Line Items] | ||
Operating lease expiration period | 10 years | |
Operating lease commitments | $ 1,100,000 | |
Australia | ||
Commitments and Contingencies [Line Items] | ||
Increase in operating leases | 200,000 | |
Increase in operating leases less than1 year | 100,000 | |
Increase in operating leases 1-3 year | $ 100,000 |
Related Party Transaction - Add
Related Party Transaction - Additional Information (Details) - USD ($) | 3 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2016 | |
Related Party Transaction [Line Items] | |||
General and administrative | $ 2,233,000 | $ 1,870,000 | |
Research and development | 3,466,000 | 3,725,000 | |
Ridge Biotechnology Consulting L L C | |||
Related Party Transaction [Line Items] | |||
General and administrative | 0 | 39,000 | |
Payable to related party | 0 | $ 0 | |
Biocomm Squared Pty Ltd | |||
Related Party Transaction [Line Items] | |||
Payable to related party | 0 | $ 12,000 | |
Research and development | $ 15,000 | $ 77,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) $ in Thousands | 1 Months Ended |
Oct. 31, 2016USD ($) | |
Australian Taxation Office (“ATO”) [Member] | Subsequent Event [Member] | |
Subsequent Event [Line Items] | |
Research and development income | $ 1,620 |