Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Nov. 30, 2019 | Jan. 14, 2020 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | ARTELO BIOSCIENCES, INC. | |
Entity Central Index Key | 0001621221 | |
Trading Symbol | ARTL | |
Security Exchange Name | NASDAQ | |
Title of 12(b) Security | Common Stock, $0.001 par value | |
Current Fiscal Year End Date | --08-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Common Stock, Shares Outstanding | 3,427,399 | |
Document Type | 10-Q | |
Document Period End Date | Nov. 30, 2019 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Nov. 30, 2019 | Aug. 31, 2019 |
Current Assets | ||
Cash and cash equivalents | $ 3,374,683 | $ 4,423,965 |
Prepaid expenses | 86,133 | 8,336 |
Deposits | 1,500 | 1,500 |
Other receivable | 45,587 | 8,787 |
Total Current Assets | 3,507,903 | 4,442,588 |
Equipment, net of accumulated depreciation of $886 and $792, respectively | 598 | 721 |
Intangible asset | 2,039,417 | 2,039,417 |
TOTAL ASSETS | 5,547,918 | 6,482,726 |
Current Liabilities | ||
Accounts payable and accrued liabilities | 574,530 | 348,863 |
Due to related parties | 10,024 | 3,732 |
Derivative liability | 29,501 | |
Stock payable | 639,417 | |
Total Current Liabilities | 584,554 | 1,021,513 |
STOCKHOLDERS' EQUITY | ||
Preferred Stock, par value $0.001, 6,250,000 shares authorized, 0 and 0 shares issued and outstanding, respectively | ||
Common Stock, par value $0.001, 18,750,000 shares authorized, 3,426,276 and 3,353,616 shares issued and outstanding, respectively | 3,426 | 3,354 |
Additional paid-in capital | 11,070,517 | 10,278,421 |
Accumulated deficit | (6,117,117) | (4,810,756) |
Accumulated other comprehensive loss | 6,538 | (9,806) |
Total Stockholders' Equity | 4,963,364 | 5,461,213 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 5,547,918 | $ 6,482,726 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) | Nov. 30, 2019 | Aug. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Accumulated depreciation on equipment (in dollars) | $ 886 | $ 792 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 6,250,000 | 6,250,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 18,750,000 | 18,750,000 |
Common stock, shares issued | 3,426,276 | 3,353,616 |
Common stock, shares outstanding | 3,426,276 | 3,353,616 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | |
Nov. 30, 2019 | Nov. 30, 2018 | |
OPERATING EXPENSES | ||
General and administrative | $ 403,159 | $ 205,501 |
Professional fees | 266,227 | 167,293 |
Research and development | 666,938 | 184,039 |
Depreciation | 124 | 70 |
Total Operating Expenses | 1,336,448 | 556,903 |
Loss from Operations | (1,336,448) | (556,903) |
OTHER INCOME (EXPENSE) | ||
Other income | 586 | |
Change in fair value of derivative liabilities | 29,501 | |
Total other income | 30,087 | |
NET LOSS | (1,306,361) | (556,903) |
OTHER COMPREHENSIVE INCOME (LOSS) | ||
Foreign currency translation adjustments | 16,344 | 4,888 |
Total Other Comprehensive Income (Loss) | 16,344 | 4,888 |
TOTAL COMPREHENSIVE LOSS | $ (1,290,017) | $ (552,015) |
Basic Loss per Common Share (in dollars per share) | $ (0.39) | $ (0.32) |
Diluted Loss per Common Share (in dollars per share) | $ (0.40) | $ (0.32) |
Basic Weighted Average Common Shares Outstanding (in shares) | 3,361,601 | 1,754,494 |
Diluted Weighted Average Common Shares Outstanding (in shares) | 3,379,000 | 1,754,494 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity (Deficit) (Unaudited) - USD ($) | Common Stock | Additional paid-in capital | Accumulated Deficit | Accumulated Other Comprehensive Income (loss) | Total |
Balances at Aug. 31, 2018 | $ 1,750 | $ 2,514,136 | $ (12,280) | $ (2,638,580) | $ (134,974) |
Balances (in shares) at Aug. 31, 2018 | 1,750,268 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Common shares issued for cash | $ 29 | 170,745 | 170,774 | ||
Common shares issued for cash (in shares) | 29,300 | ||||
Common shares issued for services - officers | 13,000 | 13,000 | |||
Stock option granted for services | 28,051 | 28,051 | |||
Net loss for the period | (556,903) | (556,903) | |||
Foreign currency translation adjustments | 4,888 | 4,888 | |||
Balances at Nov. 30, 2018 | $ 1,779 | 2,725,932 | (7,392) | (3,195,483) | (475,164) |
Balances (in shares) at Nov. 30, 2018 | 1,779,568 | ||||
Balances at Aug. 31, 2018 | $ 1,750 | 2,514,136 | (12,280) | (2,638,580) | (134,974) |
Balances (in shares) at Aug. 31, 2018 | 1,750,268 | ||||
Balances at Aug. 31, 2019 | $ 3,354 | 10,278,421 | (9,806) | (4,810,756) | $ 5,461,213 |
Balances (in shares) at Aug. 31, 2019 | 3,353,616 | 3,353,616 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Common stock issuance costs | (15,151) | $ (15,151) | |||
Common shares issued for cash (in shares) | 72,660 | ||||
Common shares issued for services - officers | 13,000 | 13,000 | |||
Common shares issued for acquisition of license | $ 61 | 539,356 | 539,417 | ||
Common shares issued for acquisition of license (in shares) | 61,297 | ||||
Common shares issued for settlement of debt | $ 11 | 99,989 | 100,000 | ||
Common shares issued for settlement of debt (in shares) | 11,363 | ||||
Refund for fractional stock | (117) | (117) | |||
Stock option expense | 155,019 | 155,019 | |||
Net loss for the period | (1,306,361) | (1,306,361) | |||
Foreign currency translation adjustments | 16,344 | 16,344 | |||
Balances at Nov. 30, 2019 | $ 3,426 | $ 11,070,517 | $ 6,538 | $ (6,117,117) | $ 4,963,364 |
Balances (in shares) at Nov. 30, 2019 | 3,426,276 | 3,426,276 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Nov. 30, 2019 | Nov. 30, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net loss | $ (1,306,361) | $ (556,903) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock based compensation | 168,019 | 41,051 |
Depreciation | 124 | 70 |
Change in fair value of derivative liabilities | (29,501) | |
Changes in operating assets and liabilities: | ||
Prepaid expenses | (77,797) | (9,462) |
Other receivable | (36,800) | 18,665 |
Accounts payable and accrued liabilities | 230,667 | 105,427 |
Net cash used in operating activities | (1,051,649) | (401,152) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Issuance of common shares for cash | 170,774 | |
Common stock issuance costs | (15,151) | |
Refund for fractional stock | (117) | |
Advance from related parties | 4,334 | 3,686 |
Repayments to related parties | (3,040) | (558) |
Net cash provided by financing activities | (13,974) | 173,902 |
Effects on changes in foreign exchange rate | 16,341 | 4,900 |
Net decrease in cash and cash equivalents | (1,049,282) | (222,350) |
Cash and cash equivalents - beginning of period | 4,423,965 | 337,424 |
Cash and cash equivalents - end of period | 3,374,683 | 115,074 |
Supplemental Cash Flow | ||
Cash paid for interest | 0 | 0 |
Cash paid for income taxes | 0 | $ 0 |
Non-cash financing and investing activities: | ||
Common shares issued for acquisition of license offset against stock payable | 539,417 | |
Common shares issued for settlement of stock payable | $ 100,000 |
ORGANIZATION AND DESCRIPTION OF
ORGANIZATION AND DESCRIPTION OF BUSINESS | 3 Months Ended |
Nov. 30, 2019 | |
Organization And Description Of Business [Abstract] | |
ORGANIZATION AND DESCRIPTION OF BUSINESS | NOTE 1 - ORGANIZATION AND DESCRIPTION OF BUSINESS ARTELO BIOSCIENCES, INC. (“we”, “us”, “our”, the “Company”) is a Nevada corporation incorporated on May 2, 2011. It is based in San Diego County, California. The accounting and reporting policies of the Company conform to accounting principles generally accepted in the United States of America, and the Company’s fiscal year end is August 31. Effective on February 10, 2017, the Company changed its name from “KNIGHT KNOX DEVELOPMENT CORP.,” to “REACTIVE MEDICAL INC.” On April 14, 2017, the Company changed its name from “REACTIVE MEDICAL INC.” to “ARTELO BIOSCIENCES, INC.” The Company registered fully owned subsidiaries in Ireland, Trinity Reliant Ventures Limited, on November 11, 2016 and in the UK, Trinity Research & Development Limited, on June 2, 2017. Operations in the subsidiaries have been consolidated in the financial statements. The Company intends to license, develop and commercialize novel cannabinoid therapeutic treatments. To date, the Company’s activities have been limited to its formation and the raising of equity capital. Reverse stock split The Company filed a Certificate of Change with the Secretary of State of Nevada, pursuant to which, effective on June 20, 2019, the Company effected a one-for-eight reverse split of its authorized and issued and outstanding common stock (the “Reverse Stock Split”). The number of authorized shares of common stock was reduced from 150,000,000 to 18,750,000. The Company’s authorized Preferred Stock was reduced from 50,000,000 to 6,250,000. All share and per share information in these financial statements retroactively reflect this reverse stock split. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Nov. 30, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The Company prepares its financial statements in accordance with rules and regulations of the Securities and Exchange Commission (“SEC”) and GAAP in the United States of America. The accompanying interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the Company’s opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended November 30, 2019 are not necessarily indicative of the results for the full year. While management of the Company believes that the disclosures presented herein are adequate and not misleading, these interim financial statements should be read in conjunction with the audited financial statements and the footnotes thereto for the year ended August 31, 2019 contained in the Company’s Form 10-K filed on November 25, 2019. Basis of Consolidation The financial statements have been prepared on a consolidated basis, with the Company’s wholly-owned subsidiaries, Trinity Reliant Ventures Limited, and Trinity Research & Development Limited. Operating Leases The Company determines if an arrangement is a lease at inception in accordance with ASC 842 - Leases . Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in our balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our balance sheets. As all of the Company’s leases are month to month, no ROU nor operating lease liabilities have been recorded as of November 30, 2019. The new accounting standards related to ASC – 842 were effective for the Company on November 1, 2019. Adoption of the standard did not have any impact on the Company due to the month to month nature of the Company’s existing leases. Loss per share Loss per share is calculated based upon Net Loss of $1,306,361 and the weighted average number of common shares outstanding of 3,361,601. |
GOING CONCERN
GOING CONCERN | 3 Months Ended |
Nov. 30, 2019 | |
Going Concern [Abstract] | |
GOING CONCERN | NOTE 3 - GOING CONCERN The Company’s financial statements are prepared using accounting principles generally accepted in the United States of America applicable to a going concern which contemplates the realization of assets and liquidation of liabilities in the normal course of business. The Company has not established any revenue to cover its operating cost, and requires additional capital to continue its operating plan. The ability of the Company to continue as a going concern is dependent on the Company obtaining adequate capital to fund operating losses until it becomes profitable. If the Company is unable to obtain adequate capital, it could be forced to cease operations. These factors raise substantial doubt about its ability to continue as a going concern. In order to continue as a going concern, the Company will need, among other things, additional capital resources. Management’s plan to obtain such resources for the Company includes: sales of equity instruments; traditional financing, such as loans; and obtaining capital from management and significant stockholders sufficient to meet its minimal operating expenses. However, management cannot provide any assurance that the Company will be successful in accomplishing any of its plans. There is no assurance that the Company will be able to obtain sufficient additional funds when needed or that such funds, if available, will be obtainable on terms satisfactory to the Company. In addition, profitability will ultimately depend upon the level of revenues received from business operations. However, there is no assurance that the Company will attain profitability. The accompanying financial statements do not include any adjustments that might be necessary if the Company is unable to continue as a going concern. The accompanying financial statements have been prepared assuming that the Company will continue as a going concern, which contemplates the realization of assets and the liquidation of liabilities in the normal course of business. During the three months ended November 30, 2019, the Company had a net loss of $1,306,361. As of November 30, 2019, the Company had an accumulated deficit of $6,117,117 and has earned no revenues. The Company intends to fund operations through equity financing arrangements, which may be insufficient to fund its capital expenditures, working capital and other cash requirements for future periods. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Nov. 30, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 4 - RELATED PARTY TRANSACTIONS During the three months ended November 30, 2019, the president of the Company incurred $300 $4,032 and $3,732, respectively. During the three months ended November 30, 2019, the former President, and current Senior Vice President, European Operations, who is a major shareholder, paid for expenses on behalf of the Company for a total of $4,034. $3,040 was $992 and $0, respectively. During the three months ended November 30, 2019, a company owned by the Senior Vice President, European Operations, who is a major shareholder, provided consulting services for $19,000 |
INTANGIBLE ASSET
INTANGIBLE ASSET | 3 Months Ended |
Nov. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSET | NOTE 5 – INTANGIBLE ASSET During the year ended August 31, 2019, the Company made a $1,500,000 payment and recorded stock payable of 61,297 shares of common stock, valued at $539,417 for the exercise of an option for an exclusive worldwide license to develop and commercialize products comprising or containing the compound NEO1940. During the three months ended November 30, 2019, the Company issued 61,297 shares of common stock (Note 6). The Company has capitalized the costs associated with acquiring the worldwide license as an intangible asset at a value of $2,039,417 as of November 30, 2019 and August 31, 2019. During the quarter ended November 30, 2019, no subsequent costs incurred met the criteria for capitalization as an intangible asset. |
EQUITY
EQUITY | 3 Months Ended |
Nov. 30, 2019 | |
Equity [Abstract] | |
EQUITY | NOTE 6 - EQUITY Preferred shares The Company has authorized 6,250,000 shares of preferred stock with a par value of $0.001 per share. During the three months ended November 30, 2019, there were no issuances of preferred stock. Common Shares The Company has authorized 18,750,000 shares of common stock with a par value of $0.001 per share. Each share of common stock entitles the holder to one vote, in person or proxy, on any matter on which an action of the stockholders of the Company is sought. During the three months ended November 30, 2019, the Company issued 72,660 shares of common stock as follows: • 61,297 shares of common stock were issued for the exercise of an option for an exclusive worldwide license to develop and commercialize products comprising or containing the compound NEO1940 • 11,363 $100,000 During the three months ended November 30, 2019, the Company recorded $13,000 of stock compensation expense for five members of the Company’s Board of Directors. The unamortized value of the stock-based compensation as of November 30, 2019 is $82,833. Warrants A summary of activity during the three months ended November 30, 2019 follows: Weighted Weighted Number of Average Average shares Exercise Price Life (years) Outstanding, August 31, 2019 2,334,937 $ 8.15 4.14 Granted — — — Forfeited — — — Exercised — — — Outstanding, November 30, 2019 2,334,937 $ 8.15 3.89 The intrinsic value of the warrants as of November 30, 2019 is $0. All of the outstanding warrants are exercisable as of November 30, 2019. Stock Options During the three months ended November 30, 2019, $155,019 was expensed, and as of November 30, 2019, $482,847 remains unamortized. The intrinsic value of the 234,000 options as of November 30, 2019 is $81,312, and the weighted average value of the remaining life of the options is 9.53 years. The following is a summary of stock option activity during the three months ended November 30, 2019: Options Outstanding Number of Weighted Average Weighted Average Options Exercise Price Remaining life (years) Outstanding, August 31, 2019 234,000 $ 3.88 $ 9.78 Granted — — — Exercised — — — Forfeited/canceled — — — Outstanding, November 30, 2019 234,000 $ 3.88 $ 9.53 The following table summarizes information relating to exercisable stock options as of November 30, 2019: Options Outstanding Options Exercisable Number of Weighted Average Remaining Weighted Average Number of Weighted Average Options Contractual life (in years) Exercise Price Shares Exercise Price 50,000 8.72 $ 10.80 25,182 $ 10.80 2,500 9.64 $ 3.12 2,500 $ 3.12 181,500 9.75 $ 1.99 4,689 $ 1.99 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Nov. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 7 – COMMITMENTS AND CONTINGENCIES The Company has certain financial commitments in relation to Research and Development contracts as of November 30, 2019, as follows: • The Company is invoiced monthly and quarterly in relation to several Research and Development contracts. • The Company may be obligated to make additional payments related to Research and Development contracts entered into, dependent on the progress and milestones achieved through the programs. • Our principal executive office is currently located at 888 Prospect Street, Suite 210, La Jolla, CA, 92037, U.S. Additionally, we have an office located at 29 Fitzwilliam Street Upper, Dublin 2 Ireland which serves as administrative space for managing our European subsidiaries: Trinity Reliant Ventures, Ltd (Ireland) and Trinity Research & Development, Ltd. (U.K.). We do not currently own any properties, laboratories, or manufacturing facilities. The leases for our office space are month-to-month. |
DERIVATIVE LIABILITY AND FAIR V
DERIVATIVE LIABILITY AND FAIR VALUE MEASUREMENTS | 3 Months Ended |
Nov. 30, 2019 | |
Derivative Liability And Fair Value Measurements [Abstract] | |
DERIVATIVE LIABILITY AND FAIR VALUE MEASUREMENTS | NOTE 8 – DERIVATIVE LIABILITY AND FAIR VALUE MEASUREMENTS The Company recognized a derivative liability related to the purchase price protection clause associated with the Series E private offerings. Additional units would be issued to the unit holder if the Company should issue common stock or the equivalent at a share price less than $7.60. In accordance with ASC 815-10- Derivatives and Hedging we measured the derivative liability using a Monte Carlo pricing model. Accordingly, at the end of each quarterly reporting date, the derivative fair market value is re-measured and adjusted to current market value. Changes in the fair value of the warrant liability were as follows: Fair value – August 31, 2019 $ 29,501 Reclass of warrant derivative liability from equity — Change in fair value for the period of warrant derivative liability (29,501 ) Fair value –November 30, 2019 — As of November 30, 2019, there is no derivative liability associated with Series E shares as they no longer meet the criteria for price protection. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Nov. 30, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 9– SUBSEQUENT EVENTS The Company noted the following events that occurred subsequent to November 30, 2019: • 7,373 shares of common stock were issued for an additional issuance of Series D per the terms of the subscription agreements. • 6,250 shares of common stock previously issued to a director of the Company were cancelled upon resignation of the director from the company. • On December 6, 2019, the Company issued 10,000 stock options to a director of the Company. The exercise price per share is $2.65 and the stock options expire on December 6, 2020. The stock options vest 1/24th monthly over a period of two years after the grant date. • On December 6, 2019, the Company issued 40,000 stock options to a director of the Company. The exercise price per share is $2.65 and the stock options expire on December 6, 2020. The stock options vest 1/48th monthly over a period of four years after the grant date. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Nov. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The Company prepares its financial statements in accordance with rules and regulations of the Securities and Exchange Commission (“SEC”) and GAAP in the United States of America. The accompanying interim financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information in accordance with Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the Company’s opinion, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three months ended November 30, 2019 are not necessarily indicative of the results for the full year. While management of the Company believes that the disclosures presented herein are adequate and not misleading, these interim financial statements should be read in conjunction with the audited financial statements and the footnotes thereto for the year ended August 31, 2019 contained in the Company’s Form 10-K filed on November 25, 2019. |
Basis of Consolidation | Basis of Consolidation The financial statements have been prepared on a consolidated basis, with the Company’s wholly-owned subsidiaries, Trinity Reliant Ventures Limited, and Trinity Research & Development Limited. |
Operating Leases | Operating Leases The Company determines if an arrangement is a lease at inception in accordance with ASC 842 - Leases . Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in our balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our balance sheets. As all of the Company’s leases are month to month, no ROU nor operating lease liabilities have been recorded as of November 30, 2019. The new accounting standards related to ASC – 842 were effective for the Company on November 1, 2019. Adoption of the standard did not have any impact on the Company due to the month to month nature of the Company’s existing leases. |
Loss per share | Loss per share Loss per share is calculated based upon Net Loss of $1,306,361 and the weighted average number of common shares outstanding of 3,361,601. |
EQUITY (Tables)
EQUITY (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Equity [Abstract] | |
Summary of activity warrants outstanding | Weighted Weighted Number of Average Average shares Exercise Price Life (years) Outstanding, August 31, 2019 2,334,937 $ 8.15 4.14 Granted — — — Forfeited — — — Exercised — — — Outstanding, November 30, 2019 2,334,937 $ 8.15 3.89 |
Summary of stock option activity | Options Outstanding Number of Weighted Average Weighted Average Options Exercise Price Remaining life (years) Outstanding, August 31, 2019 234,000 $ 3.88 $ 9.78 Granted — — — Exercised — — — Forfeited/canceled — — — Outstanding, November 30, 2019 234,000 $ 3.88 $ 9.53 |
Summary of exercisable stock options outstanding | Options Outstanding Options Exercisable Number of Weighted Average Remaining Weighted Average Number of Weighted Average Options Contractual life (in years) Exercise Price Shares Exercise Price 50,000 8.72 $ 10.80 25,182 $ 10.80 2,500 9.64 $ 3.12 2,500 $ 3.12 181,500 9.75 $ 1.99 4,689 $ 1.99 |
DERIVATIVE LIABILITY AND FAIR_2
DERIVATIVE LIABILITY AND FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Nov. 30, 2019 | |
Derivative Liability And Fair Value Measurements [Abstract] | |
Summary of fair value of warrant liability | Fair value – August 31, 2019 $ 29,501 Reclass of warrant derivative liability from equity — Change in fair value for the period of warrant derivative liability (29,501 ) Fair value –November 30, 2019 — |
ORGANIZATION AND DESCRIPTION _2
ORGANIZATION AND DESCRIPTION OF BUSINESS (Detail Textuals) - shares | Nov. 30, 2019 | Aug. 31, 2019 | Aug. 31, 2018 |
Schedule Of Organization And Description Of Business [Line Items] | |||
Common stock, shares authorized | 18,750,000 | 18,750,000 | 150,000,000 |
Preferred stock, shares authorized | 6,250,000 | 6,250,000 | 50,000,000 |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Detail Textuals) - USD ($) | 3 Months Ended | |
Nov. 30, 2019 | Nov. 30, 2018 | |
Accounting Policies [Abstract] | ||
Net loss | $ (1,306,361) | $ (556,903) |
Weighted average number of common shares outstanding, basic | 3,361,601 | 1,754,494 |
Change in fair value for the period of warrant derivative liability | $ 29,501 | |
Weighted average of common shares outstanding, diluted | 3,379,000 | 1,754,494 |
GOING CONCERN (Detail Textuals)
GOING CONCERN (Detail Textuals) - USD ($) | 3 Months Ended | ||
Nov. 30, 2019 | Nov. 30, 2018 | Aug. 31, 2019 | |
Going Concern [Abstract] | |||
Net loss | $ (1,306,361) | $ (556,903) | |
Accumulated deficit | $ (6,117,117) | $ (4,810,756) |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Detail Textuals) - USD ($) | 3 Months Ended | |
Nov. 30, 2019 | Aug. 31, 2019 | |
Related Party Transaction [Line Items] | ||
Due to related parties | $ 10,024 | $ 3,732 |
Former President, and current Senior Vice President, European Operations | ||
Related Party Transaction [Line Items] | ||
Expenses paid by related party | 4,034 | |
Due to related parties | 992 | 0 |
Repayments to related party | 3,040 | |
President | ||
Related Party Transaction [Line Items] | ||
Expenses paid by related party | 300 | |
Due to related parties | 4,032 | $ 3,732 |
Senior Vice President, European Operations | ||
Related Party Transaction [Line Items] | ||
Consulting services | 19,000 | |
Consulting services outstanding | $ 5,000 |
INTANGIBLE ASSET (Detail Textua
INTANGIBLE ASSET (Detail Textuals) - USD ($) | 12 Months Ended | |
Aug. 31, 2019 | Nov. 30, 2019 | |
Indefinite-lived Intangible Assets [Line Items] | ||
Intangible asset | $ 2,039,417 | $ 2,039,417 |
NEO1940 | ||
Indefinite-lived Intangible Assets [Line Items] | ||
Payments to acquire intangible assets | $ 1,500,000 | |
Number of common stock payable recorded | 61,297 | |
Amount of stock options exercise to develop product | $ 539,417 | |
Number of common stock issued | 61,297 |
EQUITY (Details)
EQUITY (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Nov. 30, 2019 | Aug. 31, 2019 | |
Number of shares | ||
Number of shares Outstanding | 2,334,937 | |
Number of warrant granted | 0 | |
Number of warrant forfeited | 0 | |
Number of warrant exercised | 0 | |
Number of shares Outstanding | 2,334,937 | 2,334,937 |
Weighted Average Exercise Price | ||
Weighted Average Exercise Price,Outstanding | $ 8.15 | |
Weighted Average Exercise Price Granted | 0 | |
Weighted Average Exercise Price Forfeited | 0 | |
Weighted Average Exercise Price Exercised | 0 | |
Weighted Average Exercise Price,Outstanding | $ 8.15 | $ 8.15 |
Weighted Average Life (years) | ||
Weighted Average Life (years), Outstanding | 3 years 10 months 20 days | 4 years 1 month 20 days |
EQUITY (Details 1)
EQUITY (Details 1) - $ / shares | 3 Months Ended | 12 Months Ended |
Nov. 30, 2019 | Aug. 31, 2019 | |
Number of Options Outstanding | ||
Number of Options Outstanding | 234,000 | |
Number of Options Granted | 0 | |
Number of Options Exercised | 0 | |
Number of Options Forfeited/canceled | 0 | |
Number of Options Outstanding | 234,000 | 234,000 |
Weighted Average Exercise Price Options Outstanding | ||
Weighted Average Exercise Price, Outstanding | $ 3.88 | |
Weighted Average Exercise Price, Granted | 0 | |
Weighted Average Exercise Price, Exercised | 0 | |
Weighted Average Exercise Price, Forfeited/canceled | 0 | |
Weighted Average Exercise Price, Outstanding | $ 3.88 | $ 3.88 |
Weighted Average Remaining life (years) | 9 years 6 months 10 days | 9 years 9 months 10 days |
EQUITY (Details 2)
EQUITY (Details 2) | 3 Months Ended |
Nov. 30, 2019$ / sharesshares | |
50,000 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options exercisable | shares | 50,000 |
Weighted Average Remaining Contractual life (in years) | 8 years 8 months 19 days |
Weighted Average Exercise Price | $ / shares | $ 10.80 |
Number of Shares Warrants Exercisable | shares | 25,182 |
Warrants Exercisable Weighted Average Exercise Price | $ / shares | $ 10.80 |
2,500 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options exercisable | shares | 2,500 |
Weighted Average Remaining Contractual life (in years) | 9 years 7 months 20 days |
Weighted Average Exercise Price | $ / shares | $ 3.12 |
Number of Shares Warrants Exercisable | shares | 2,500 |
Warrants Exercisable Weighted Average Exercise Price | $ / shares | $ 3.12 |
181,500 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options exercisable | shares | 181,500 |
Weighted Average Remaining Contractual life (in years) | 9 years 9 months |
Weighted Average Exercise Price | $ / shares | $ 1.99 |
Number of Shares Warrants Exercisable | shares | 4,689 |
Warrants Exercisable Weighted Average Exercise Price | $ / shares | $ 1.99 |
EQUITY (Detail Textuals)
EQUITY (Detail Textuals) - USD ($) | 3 Months Ended | |||
Nov. 30, 2019 | Nov. 30, 2018 | Aug. 31, 2019 | Aug. 31, 2018 | |
Related Party Transaction [Line Items] | ||||
Preferred stock, shares authorized | 6,250,000 | 6,250,000 | 50,000,000 | |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||
Preferred stock, shares issued | 0 | 0 | ||
Common stock, shares authorized | 18,750,000 | 18,750,000 | 150,000,000 | |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | ||
Common stock holder voting rights | Each share of common stock entitles the holder to one vote, in person or proxy | |||
Derivative liability | $ 29,501 | |||
Common shares issued for settlement of debt | $ 100,000 | |||
Common Stock | ||||
Related Party Transaction [Line Items] | ||||
Number of shares issued during period | 72,660 | 29,300 | ||
Common shares issued for acquisition of license (in shares) | 61,297 | |||
Common shares issued for settlement of debt | $ 11 | |||
Common shares issued for settlement of debt (in shares) | 11,363 |
EQUITY (Detail Textuals 1)
EQUITY (Detail Textuals 1) | 3 Months Ended |
Nov. 30, 2019USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock based compensation | $ 13,000 |
Unamortized value of stock based compensation | $ 82,833 |
Number of shares granted during period | shares | 0 |
Warrant intrinsic value | $ 0 |
Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock based compensation | 155,019 |
Unamortized value of stock based compensation | $ 482,847 |
Number of shares granted during period | shares | 234,000 |
Intrinsic value | $ 81,312 |
Value of the remaining life of the options | 9 years 6 months 10 days |
DERIVATIVE LIABILITY AND FAIR_3
DERIVATIVE LIABILITY AND FAIR VALUE MEASUREMENTS (Details) | 3 Months Ended |
Nov. 30, 2019USD ($) | |
Fair Value Of Warrant Liability Roll Forward | |
Fair value - August 31, 2019 | $ 29,501 |
Change in fair value for the period of warrant derivative liability | 29,501 |
Warrant liability | |
Fair Value Of Warrant Liability Roll Forward | |
Fair value - August 31, 2019 | 29,501 |
Reclass of warrant derivative liability from equity | 0 |
Change in fair value for the period of warrant derivative liability | (29,501) |
Fair value - November 30, 2019 | $ 0 |
DERIVATIVE LIABILITY AND FAIR_4
DERIVATIVE LIABILITY AND FAIR VALUE MEASUREMENTS (Detail Textuals) | Nov. 30, 2019$ / shares |
Series E offering | |
Derivative Liability And Fair Value Measurements [Line Items] | |
Share price | $ 7.60 |
SUBSEQUENT EVENTS (Detail Textu
SUBSEQUENT EVENTS (Detail Textuals) - $ / shares | Jan. 08, 2020 | Dec. 06, 2019 | Nov. 30, 2019 |
Subsequent Event [Line Items] | |||
Number of stock options granted | 0 | ||
Stock options | |||
Subsequent Event [Line Items] | |||
Number of stock options granted | 234,000 | ||
Subsequent event | Director | |||
Subsequent Event [Line Items] | |||
Number of shares cancelled | 6,250 | ||
Subsequent event | Director | Vesting period of 2 years | Stock options | |||
Subsequent Event [Line Items] | |||
Number of stock options granted | 10,000 | ||
Stock options exercise price per share | $ 2.65 | ||
Expiration period of stock option | Dec. 6, 2020 | ||
Vesting period of stock option | 2 years | ||
Subsequent event | Director | Vesting period of 4 years | Stock options | |||
Subsequent Event [Line Items] | |||
Number of stock options granted | 40,000 | ||
Stock options exercise price per share | $ 2.65 | ||
Expiration period of stock option | Dec. 6, 2020 | ||
Vesting period of stock option | 4 years | ||
Subsequent event | Series D | |||
Subsequent Event [Line Items] | |||
Number of shares issued during period | 7,373 |