Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Mar. 31, 2018 | May 14, 2018 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | Oncobiologics, Inc. | |
Entity Central Index Key | 1,649,989 | |
Trading Symbol | ons | |
Current Fiscal Year End Date | --09-30 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 32,332,568 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2018 | Sep. 30, 2017 |
Current assets: | ||
Cash | $ 5,936,115 | $ 3,185,519 |
Prepaid and other current assets | 981,590 | 719,087 |
Total current assets | 6,917,705 | 3,904,606 |
Property and equipment, net | 20,176,847 | 16,088,902 |
Other assets | 692,104 | 740,362 |
Total assets | 27,786,656 | 20,733,870 |
Current liabilities: | ||
Senior secured notes | 12,507,368 | |
Current portion of long-term debt | 102,907 | 52,600 |
Current portion of capital lease obligations | 855,233 | 341,120 |
Stockholder notes | 4,612,500 | 4,612,500 |
Accounts payable | 3,607,776 | 10,954,358 |
Accrued expenses | 5,038,283 | 7,337,469 |
Income taxes payable | 2,352,129 | 2,352,129 |
Deferred revenue | 2,676,103 | 3,087,561 |
Total current liabilities | 31,752,299 | 28,737,737 |
Senior secured notes | 13,231,700 | |
Long-term debt | 127,787 | 151,110 |
Capital lease obligations | 3,510,811 | 28,067 |
Warrant liability | 1,984,179 | 2,274,954 |
Deferred revenue | 3,334,543 | 4,466,865 |
Other liabilities | 2,347,344 | 2,569,971 |
Total liabilities | 43,056,963 | 51,460,404 |
Commitments (Note 8) | ||
Series A convertible preferred stock, par value $0.01 per share: 1,000,000 shares authorized, 261,045 and 32,628 shares issued and outstanding at March 31, 2018 and September 30, 2017, respectively | 18,294,782 | 2,924,441 |
Stockholders' equity (deficit): | ||
Preferred stock, value | ||
Common stock, par value $0.01 per share; 200,000,000 shares authorized; 25,740,458 and 24,933,944 shares issued and outstanding at March 31, 2018 and September 30, 2017, respectively | 257,405 | 249,339 |
Additional paid-in capital | 159,191,316 | 152,315,088 |
Accumulated deficit | (195,675,782) | (186,215,402) |
Total stockholders' equity (deficit) | (33,565,089) | (33,650,975) |
Total liabilities, convertible preferred stock and stockholders' equity (deficit) | 27,786,656 | $ 20,733,870 |
Series B Convertible Preferred Stock | ||
Stockholders' equity (deficit): | ||
Preferred stock, value | 2,661,972 | |
Total stockholders' equity (deficit) | $ 2,661,972 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) | Mar. 31, 2018 | Sep. 30, 2017 |
Series A convertible preferred stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Series A convertible preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Series A convertible preferred stock, shares issued | 261,045 | 32,628 |
Series A convertible preferred stock outstanding | 261,045 | 32,628 |
Preferred stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 7,500,000 | 7,500,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 25,740,458 | 24,933,944 |
Common stock, shares outstanding | 25,740,458 | 24,933,944 |
Series B Convertible Preferred Stock | ||
Preferred stock, par value per share (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 1,500,000 | 1,500,000 |
Preferred stock, shares issued | 1,500,000 | 0 |
Preferred stock shares outstanding | 1,500,000 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations (unaudited) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||||
Collaboration revenues | $ 771,890 | $ 303,140 | $ 1,543,780 | $ 606,281 |
Operating expenses: | ||||
Research and development | 5,156,386 | 4,116,856 | 5,558,788 | 17,347,243 |
General and administrative | 2,446,505 | 4,024,276 | 5,995,757 | 8,892,271 |
Total Operating expenses | 7,602,891 | 8,141,132 | 11,554,545 | 26,239,514 |
Loss from operations | (6,831,001) | (7,837,992) | (10,010,765) | (25,633,233) |
Interest expense, net | 920,870 | 1,243,892 | 1,638,753 | 1,733,037 |
Loss on extinguishment of debt | 1,252,353 | |||
Change in fair value of warrant liability | (211,992) | (1,035,902) | (290,775) | (225,819) |
Loss before income taxes | (7,539,879) | (8,045,982) | (12,611,096) | (27,140,451) |
Income tax (benefit) expense | (3,150,716) | 4,000 | ||
Net loss | (7,539,879) | (8,045,982) | (9,460,380) | (27,144,451) |
Recognition of beneficial conversion feature upon issuance of Series A convertible preferred stock | (381,664) | (15,736,683) | ||
Series A convertible preferred stock dividends and related settlement | (636,695) | (1,087,496) | ||
Net loss attributable to common stockholders | $ (8,558,238) | $ (8,045,982) | $ (26,284,559) | $ (27,144,451) |
Per share information: | ||||
Net loss per share of common stock, basic (in dollars per share) | $ (0.33) | $ (0.34) | $ (1.04) | $ (1.16) |
Net loss per share of common stock, diluted (in dollars per shares) | $ (0.34) | $ (0.38) | $ (1.05) | $ (1.16) |
Weighted average shares outstanding, basic (in shares) | 25,733,467 | 23,723,551 | 25,364,247 | 23,457,361 |
Weighted average shares outstanding, diluted (in shares) | 25,733,467 | 23,801,223 | 25,364,247 | 23,496,197 |
Consolidated Statements of Conv
Consolidated Statements of Convertible Preferred Stock and Stockholders' Equity (Deficit) (unaudited) - 6 months ended Mar. 31, 2018 - USD ($) | Convertible Preferred Stock Series A | Series B Convertible Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total |
Balance at Sep. 30, 2017 | $ 2,924,441 | $ 249,339 | $ 152,315,088 | $ (186,215,402) | $ (33,650,975) | |
Balance (in shares) at Sep. 30, 2017 | 32,628 | 24,933,944 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Issuance of vested restricted stock units | $ 8,066 | (8,066) | ||||
Issuance of vested restricted stock units (in shares) | 806,514 | |||||
Sale of Series A convertible preferred stock and common stock warrants, net of costs | $ 14,265,861 | 6,382,181 | 6,382,181 | |||
Sale of Series A convertible preferred stock and common stock warrants, net of costs (in shares) | 217,372 | |||||
Series A convertible preferred stock dividends and settlement | $ 1,104,480 | (1,087,496) | (1,087,496) | |||
Series A convertible preferred stock dividends and settlement (in shares) | 11,045 | |||||
Conversion of senior secured notes into Series B convertible preferred stock | $ 2,661,972 | 2,661,972 | ||||
Conversion of senior secured notes into Series B convertible preferred stock (in shares) | 1,500,000 | |||||
Stock-based compensation expense | 1,589,609 | 1,589,609 | ||||
Net loss | (9,460,380) | (9,460,380) | ||||
Balance at Mar. 31, 2018 | $ 18,294,782 | $ 2,661,972 | $ 257,405 | $ 159,191,316 | $ (195,675,782) | $ (33,565,089) |
Balance (in shares) at Mar. 31, 2018 | 261,045 | 1,500,000 | 25,740,458 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (unaudited) - USD ($) | 6 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
OPERATING ACTIVITIES | ||
Net loss | $ (9,460,380) | $ (27,144,451) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,407,888 | 1,349,930 |
Loss on extinguishment of debt | 1,252,353 | |
Non-cash interest expense | 970,287 | 977,693 |
Stock-based compensation | 1,589,609 | 4,791,443 |
Change in fair value of warrant liability | (290,775) | (225,819) |
Changes in operating assets and liabilities: | ||
Prepaid expenses and other current assets | (262,503) | 2,552,975 |
Other assets | (56,401) | 33,550 |
Accounts payable | (6,909,512) | 6,973,453 |
Accrued expenses | (2,584,186) | 1,193,392 |
Deferred revenue | (1,543,780) | (606,280) |
Other liabilities | (222,627) | 151,986 |
Net cash used in operating activities | (16,110,027) | (9,952,128) |
INVESTING ACTIVITIES | ||
Purchase of property and equipment | (1,350,329) | (191,877) |
Net cash used in investing activities | (1,350,329) | (191,877) |
FINANCING ACTIVITIES | ||
Proceeds from the sale of common stock, net of offering costs | 679,789 | |
Payment of debt issuance costs | (40,000) | |
Proceeds from issuance of Series A convertible preferred stock | 21,737,200 | |
Proceeds from the sale of senior secured notes and detachable warrants | 10,000,000 | |
Proceeds from exercise of common stock warrants | 123,001 | |
Change in restricted cash | 216,086 | |
Payments of capital leases obligations | (375,081) | (477,299) |
Repayment of debt | (62,009) | (2,628,410) |
Payment of financing costs | (1,089,158) | |
Net cash provided by financing activities | 20,210,952 | 7,873,167 |
Net increase (decrease) in cash | 2,750,596 | (2,270,838) |
Cash at beginning of period | 3,185,519 | 2,351,887 |
Cash at end of period | 5,936,115 | 81,049 |
Supplemental disclosure of cash flow information | ||
Cash paid for interest | 25,505 | 418,496 |
Supplemental schedule of noncash investing activities: | ||
Purchases of property and equipment in accounts payable and accrued expenses | 27,870 | 79,236 |
Supplemental schedule of noncash financing activities: | ||
Issuance of Series B convertible preferred stock upon conversion of senior secured notes, net of unamortized debt discount | 1,409,619 | |
Issuance of capital lease obligations in connection with purchase of property and equipment | 3,401,964 | 62,230 |
Series A convertible preferred stock dividends | 0 | 0 |
Settlement of Series A convertible preferred stock dividends upon issuance of Series A convertible preferred stock | $ 1,104,480 | |
Deferred offering costs and common stock issuance costs in accounts payable and accrued expenses | $ (288,725) |
Organization and Description of
Organization and Description of Business | 6 Months Ended |
Mar. 31, 2018 | |
Organization And Description Of Business [Abstract] | |
Organization and Description of Business | 1. Organization and Description of Business Oncobiologics, Inc. (“Oncobiologics” or the “Company”) was incorporated in New Jersey on January 5, 2010 and started operations in July 2011. Oncobiologics is a clinical-stage biopharmaceutical company focused on identifying, developing, manufacturing and commercializing complex monoclonal antibody (“mAb”) therapeutics. The Company has established fully integrated in-house development and manufacturing capabilities that addresses the numerous complex technical and regulatory challenges in developing and commercializing mAb therapeutics. Since inception, the Company has advanced two product candidates through Phase 1 clinical trials: ONS-3010, a biosimilar to adalimumab (Humira®) and ONS-1045, a biosimilar to bevacizumab (Avastin®). Additionally, the Company has a pipeline of preclinical product candidates in various stages of development. The Company is based in Cranbury, New Jersey. |
Liquidity
Liquidity | 6 Months Ended |
Mar. 31, 2018 | |
Liquidity [Abstract] | |
Liquidity | 2. Liquidity The Company has incurred substantial losses and negative cash flows from operations since its inception and has an accumulated deficit of $195.7 million as of March 31, 2018. The Company has substantial indebtedness that includes $13.5 million of senior secured notes due in December 2018 and $4.6 million in notes payable to stockholders that are payable on demand. There can be no assurance that the holders of the stockholder notes will not exercise their right to demand repayment. These factors raise substantial doubt about the Company’s ability to continue as a going concern. The accompanying unaudited interim consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the normal course of business. The unaudited interim consolidated financial statements do not include any adjustments related to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of this uncertainty. Management believes that the Company’s existing cash as of March 31, 2018 and the proceeds received and to be received from the May 2018 private placement of common stock and warrants, will be sufficient to fund its operations through December 2018, excluding repayment of debt. See Note 11. Substantial additional financing will be needed by the Company to fund its operations in the future and to commercially develop its product candidates. Management is currently evaluating different strategies to obtain the required funding for future operations. These strategies may include, but are not limited to: private placements of equity and/or debt, payments from potential strategic research and development, licensing and/or marketing arrangements with pharmaceutical companies, providing manufacturing services on a contract basis to other biopharmaceutical companies and public offerings of equity and/or debt securities. There can be no assurance that these future funding efforts will be successful. The Company’s future operations are highly dependent on a combination of factors, including (i) the timely and successful completion of additional financing discussed above; (ii) the Company’s ability to complete revenue-generating partnerships with pharmaceutical companies; (iii) the success of its research and development; (iv) the development of competitive therapies by other biotechnology and pharmaceutical companies, and, ultimately, (v) regulatory approval and market acceptance of the Company’s proposed future products. |
Basis of Presentation and Summa
Basis of Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Summary of Significant Accounting Policies | 3. Basis of Presentation and Summary of Significant Accounting Policies Basis of presentation The accompanying unaudited interim consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Any reference in these notes to applicable guidance is meant to refer to GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). In the opinion of management, the accompanying unaudited interim consolidated financial statements include all normal and recurring adjustments (which consist primarily of accruals, estimates and assumptions that impact the financial statements) considered necessary to present fairly the Company’s financial position as of March 31, 2018 and its results of operations for the three and six months ended March 31, 2018 and 2017 and cash flows for the six months ended March 31, 2018. Operating results for the three and six months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the full year ending September 30, 2018. The unaudited interim consolidated financial statements, presented herein, do not contain the required disclosures under GAAP for annual consolidated financial statements. The accompanying unaudited interim consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and related notes as of and for the year ended September 30, 2017 included in the Company’s Annual Report on Form 10-K, as amended to date, filed with the Securities and Exchange Commission (“SEC”), on December 29, 2017. Use of estimates The preparation of the unaudited interim consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Due to the uncertainty of factors surrounding the estimates or judgments used in the preparation of the unaudited interim consolidated financial statements, actual results may materially vary from these estimates. Estimates and assumptions are periodically reviewed and the effects of revisions are reflected in the unaudited interim consolidated financial statements in the period they are determined to be necessary. Income taxes In November 2017, the Company received approval from the New Jersey Economic Development Authority’s Technology Business Tax Certificate Transfer Program to sell a portion of its unused New Jersey net operating losses (“NOLs”), and research and development (“R&D”) tax credits. As a result, the Company received $3.15 million of cash from the sale of these NOLs and credits in December 2017, which it recognized as an income tax benefit for the six months ended March 31, 2018. The Company recorded income tax expense of $4,000 for the six months ended March 31, 2017, which is primarily attributable to state and foreign withholding taxes in connection with the Company’s collaboration and licensing agreements. Net loss per share Basic and diluted net loss per common share is determined by dividing net loss applicable to common stockholders by the weighted-average common shares outstanding during the period. For purposes of calculating diluted loss per common share, the denominator includes both the weighted average common shares outstanding and the number of common stock equivalents if the inclusion of such common stock equivalents would be dilutive. Dilutive common stock equivalents potentially include warrants, stock options and non-vested restricted stock unit (“RSU”) awards using the treasury stock method. The diluted loss per common share calculation is further affected by an add-back of change in fair value of warrant liability to the numerator under the assumption that the change in fair value of warrant liability would not have been incurred if the warrants had been converted into common stock. The following table sets forth the computation of basic earnings per share and diluted earnings per share: Three months ended March 31, Six months ended March 31, 2018 2017 2018 2017 Basic Earnings Per Share Net loss $ (8,558,238 ) $ (8,045,982 ) $ (26,284,559 ) $ (27,144,451 ) Common stock outstanding (weighted average) 25,733,467 23,723,551 25,364,247 23,457,361 Basic net loss per share $ (0.33 ) $ (0.34 ) $ (1.04 ) $ (1.16 ) Diluted Earnings Per Share Net loss (8,558,238 ) (8,045,982 ) (26,284,559 ) (27,144,451 ) Add change in fair value of warrant liability (211,992 ) (1,035,902 ) (290,775 ) (225,819 ) Diluted net loss (8,770,230 ) (9,081,884 ) (26,575,334 ) (27,370,270 ) Common stock outstanding (weighted average) 25,733,467 23,723,551 25,364,247 23,457,361 Add shares from dilutive warrants - 77,672 - 38,836 Common stock equivalents 25,733,467 23,801,223 25,364,247 23,496,197 Diluted net loss per share $ (0.34 ) $ (0.38 ) $ (1.05 ) $ (1.16 ) The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares outstanding as of March 31, 2018 and 2017, as they would be antidilutive: As of March 31, 2018 2017 Series A convertible preferred stock 39,465,772 - Series B convertible preferred stock 2,112,676 - Performance-based stock units 163,934 241,573 Restricted stock units 97,773 1,200,529 Common stock warrants 28,116,505 7,786,573 Correction of immaterial error related to prior periods During fiscal 2017, the Company identified an error related to its accounting and classification for the 82,000 square feet of office and laboratory space in Cranbury, New Jersey that was entered into during August 2015. Due to the Company’s involvement in the construction required to complete the leased facility, the Company concluded that the lease should have been accounted for as a direct financing arrangement, whereby the Company records, the fair value of the asset in property and equipment, net on the consolidated balance sheets. A corresponding liability is also recorded and amortized over the lease term through monthly rental payments using the effective interest method. For the three and six months ended March 31, 2017, rent expense was overstated by $0.1 million and $0.2 million, respectively, and interest expense was understated by $0.1 million and $0.2 million, respectively. This was primarily attributable to the reclassification of rental payments into interest expense payments in connection with a financing arrangement rather than an operating lease arrangement, as previously presented. The Company reviewed the impact of this error on the prior periods in accordance with SEC Staff Accounting Bulletin No. 99 “Materiality,” Recently issued and adopted accounting pronouncements In May 2017, the FASB, issued ASU, No. 2017-09 , Compensation — Stock Compensation (Topic 718): Scope of Modification Accounting Compensation — Stock Compensation In February 2016, the FASB issued ASU No. 2016-02, Leases In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers · Contracts with customers · Significant judgments and changes in judgments · Certain assets In July 2015, the FASB delayed the effective date of this guidance. As a result, 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 reporting periods within that reporting period. The Company is currently evaluating the impact that this guidance will have on its consolidated results of operations, financial position and cash flows. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 4. Fair Value Measurements Certain assets and liabilities are carried at fair value under GAAP. Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. Financial assets and liabilities carried at fair value are to be classified and disclosed in one of the following three levels of the fair value hierarchy, of which the first two are considered observable and the last is considered unobservable: ■ Level 1 - Quoted prices in active markets for identical assets or liabilities. ■ Level 2 - Observable inputs (other than Level 1 quoted prices), such as quoted prices in active markets for similar assets or liabilities, quoted prices in markets that are not active for identical or similar assets or liabilities, or other inputs that are observable or can be corroborated by observable market data. ■ Level 3 - Unobservable inputs that are supported by little or no market activity and that are significant to determining the fair value of the assets or liabilities, including pricing models, discounted cash flow methodologies and similar techniques. The asset’s or liability’s fair value measurement level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Valuation techniques used need to maximize the use of observable inputs and minimize the use of unobservable inputs. The following table presents the Company’s assets and liabilities that are measured at fair value on a recurring basis: March 31, 2018 (Level 1) (Level 2) (Level 3) Liabilities Warrant liability $ - $ - $ 1,984,179 September 30, 2017 (Level 1) (Level 2) (Level 3) Liabilities Warrant liability $ - $ - $ 2,274,954 The table presented below is a summary of changes in the fair value of the Company’s Level 3 valuation for the warrant liability for the six months ended March 31, 2018: Balance at October 1, 2017 $ 2,274,954 Change in fair value (290,775 ) Balance at March 31, 2018 $ 1,984,179 The warrants issued in connection with the senior secured notes are classified as liabilities on the accompanying consolidated balance sheet as such warrants include cash settlement features at the option of the holders under certain circumstances. The warrant liability is revalued each reporting period with the change in fair value recorded in the accompanying consolidated statements of operations until the warrants are exercised or expire. The fair value of the warrant liability is estimated using the Black- Scholes option pricing model using the following assumptions: March 31, 2018 Risk-free interest rate 2.48% Remaining contractual life of warrant 3.89 years Expected volatility 114% Annual dividend yield 0% Fair value of common stock $0.89 per share |
Property and Equipment, Net
Property and Equipment, Net | 6 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | 5. Property and Equipment, Net Property and equipment, net, consists of: March 31, September 30, 2018 2017 Laboratory equipment $ 13,846,649 $ 11,574,474 Leasehold improvements 10,032,640 10,032,640 Computer software and hardware 483,807 472,054 Land and building 3,000,000 - Construction in progress 2,866,581 2,654,675 30,229,677 24,733,843 Less: accumulated depreciation and amortization (10,052,830 ) (8,644,941 ) $ 20,176,847 $ 16,088,902 Depreciation and amortization expense was $706,264 and $680,149 for the three months ended March 31, 2018 and 2017 respectively, and $1,407,888 and $1,349,930 for the six months ended March 31, 2018 and 2017, respectively. At March 31, 2018, $6,965,545 represents laboratory equipment under capital leases and the Company’s corporate office that is classified as a capital lease. At September 30, 2017, $3,692,913 represents laboratory equipment under capital leases. The term of the equipment leases are between 22 and 36 months and qualify as capital leases. The Company’s corporate office lease matures in February 2028. The equipment leases bear interest between 5.0% and 19.4% and the effective interest rate on the corporate office lease is 43.9%. At March 31, 2018 and September 30, 2017, $1,259,136 and $1,061,901, respectively, of accumulated amortization related to capital leases. |
Accrued Expenses
Accrued Expenses | 6 Months Ended |
Mar. 31, 2018 | |
Accrued Expenses [Abstract] | |
Accrued Expenses | 6. Accrued Expenses Accrued expenses consists of: March 31, September 30, 2018 2017 Compensation $ 3,301,826 $ 3,688,592 Research and development 125,208 1,637,657 Interest payable 1,498,560 1,047,122 Professional fees 53,786 521,973 Director fees 58,903 376,695 Other accrued expenses - 65,430 $ 5,038,283 $ 7,337,469 |
Senior Secured Notes
Senior Secured Notes | 6 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Senior Secured Notes | 7. Senior Secured Notes March 31, 2018 Senior secured notes $ 13,500,000 Unamortized debt discount (992,632 ) $ 12,507,368 In September 2017, the Company entered into a purchase and exchange agreement (the “Exchange Agreement”) with two existing investors and holders of its senior secured notes (the “Noteholders”), pursuant to which the Noteholders exchanged $1.5 million aggregate principal amount of senior secured notes for 1,500,000 shares of Series B convertible preferred stock (“Series B Convertible”) and $41,507 of accrued interest on such exchanged senior secured notes in October 2017. The Company recognized a loss on extinguishment of $1,252,353 in connection with the exchange and represents the excess fair value of the Series B convertible preferred stock issued over the net carrying amount of the debt and accrued interest. Interest expense on the senior secured notes for the three months ended March 31, 2018 and 2017 was $484,746 and $958,037, respectively, and $989,331 and $1,047,929 for the six months ended March 31, 2018 and 2017, respectively. |
Commitments
Commitments | 6 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments | 8. Commitments During the three months ended March 31, 2018, the Company entered into an amendment to its lease for its corporate offices in Cranbury, New Jersey. Pursuant to the amended terms, the Company is occupying 100% of the corporate facility and has extended the lease term through February 2028 with two five year renewal options. As a result of this amendment, the lease is now classified as a capital lease. The Company initially recorded the lease obligation and corresponding building asset based on its estimated fair value of approximately $3,000,000. The building is being depreciated over the lease term. Future lease payments will be allocated to interest expense and a paydown of the lease obligation. Future minimum payments under the amended lease at March 31, 2018 are as follows: March 31, 2018 Within one year $ 1,491,022 Two years 1,395,842 Three years 1,411,752 Four years 1,486,125 Five years 1,512,586 Thereafter 8,071,794 Total rental payments $ 15,369,121 Less: amount representing interest (12,162,295 ) Present value of payments $ 3,206,826 |
Convertible Preferred Stock and
Convertible Preferred Stock and Stockholders' Equity (Deficit) | 6 Months Ended |
Mar. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Convertible Preferred Stock and Stockholders' Equity (Deficit) | 9. Convertible Preferred Stock and Stockholders’ Equity (Deficit) Common stock During the six months ended March 31, 2018, the Company issued 806,514 shares of common stock upon the vesting of RSUs. Convertible preferred stock In September 2017, the Company entered into a purchase agreement (the “Purchase Agreement”) with GMS Tenshi Holdings Pte. Limited, a Singapore private limited company (“GMS Tenshi”), pursuant to which GMS Tenshi agreed to purchase, in a private placement (the “Private Placement”), $25.0 million of the Company’s newly-created voting Series A Convertible Preferred Stock (the “Series A Convertible”), and warrants (the “GMS Tenshi Warrants” and together with the Series A Convertible, the “Securities”) to acquire 16,750,000 shares of common stock. On September 11, 2017, the Company completed the initial sale of 32,628 shares of Series A Convertible to GMS Tenshi for $3,262,800 in cash. In October 2017, the Company completed the sale of the remaining 217,372 shares of Series A Convertible and the GMS Tenshi Warrants to GMS Tenshi in the Private Placement, for $21,737,200 in cash. The Series A Convertible is initially convertible into 37,795,948 shares of the Company’s common stock, representing an effective conversion rate of $0.66 per share, which represents a discount to the market value of the Company’s common stock as of September 7, 2017 and October 31, 2017 (on which dates, the closing price of the Company’s common stock was $0.90 and $1.26 per share, respectively). In connection with the second closing of the Series A Convertible in October 2017, the Company issued the GMS Tenshi Warrants, which have a term of 8-years and an initial exercise price of $0.90 per share. The proceeds from the second closing of the Series A Convertible were allocated among the Series A Convertible and the GMS Tenshi Warrants based on their relative fair values. As a result of the discount to the market value and the allocation of a portion of the proceeds to the GMS Tenshi Warrants, the Company recognized a beneficial conversion charge of $15,355,019, which represents the in-the-money value of the conversion rate as of the date of sale. The Series A Convertible accrue dividends at a rate of 10% per annum, compounded quarterly, payable quarterly at the Company’s option in cash or in kind in additional shares of Series A Convertible, although the initial dividends payable on the shares of Series A Convertible issued in September 2017, while accruing from issuance, was payable in December 2017. The Series A Convertible will also be entitled to dividends on an as-if-converted basis in the same form as any dividends actually paid on shares of common stock or other securities. The initial conversion rate is subject to appropriate adjustment in the event of a stock split, stock dividend, combination, reclassification or other recapitalization affecting the common stock. During the six months ended March 31, 2018, the Company issued an additional 11,045 shares of Series A Convertible to settle the related dividends that are due on a quarterly basis. The Company recognized a beneficial conversion charge of $381,664 during the three months ended March 31, 2018, which represents the in-the-money value of the conversion rate as of the date of issuance. Concurrent with completing the sale of Series A Convertible in October 2017, the Noteholders exchanged $1,500,000 in aggregate principal borrowings and $41,507 in accrued interest for 1,500,000 shares of Series B Convertible. The exchange was accounted for as an extinguishment of debt. See Note 7. The Series B Convertible are non-voting, do not accrue dividends nor do the shares of Series B Convertible have any specific rights or preferences, and have a stated value of $1.00 per share and are convertible into 2,112,676 shares of common stock. The Series B Convertible are not convertible into common stock if the holder thereof would beneficially own more than 9.99% of the common stock, or, if during the first six-month period following the closing of the exchange, 7.50%, but automatically converts into common stock in part from time to time if the holder beneficially owns below a certain beneficial ownership threshold of the common stock. Common stock warrants As of March 31, 2018, the Company had the following warrants outstanding to acquire shares of its common stock: Outstanding Exercise Expiration Series A warrants 3,333,333 $ 6.60 February 18, 2019 Series B warrants 3,333,333 $ 8.50 May 18, 2018 Common stock warrants issued with initial public offering 817,838 $ 0.01 November 11, 2019 Common stock warrants issued with senior secured notes 3,882,001 $ 3.00 December 22, 2021 Common stock warrants issued with Series A Convertible 16,750,000 $ 0.90 October 31, 2025 28,116,505 |
Stock-Based Compensation
Stock-Based Compensation | 6 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | 10. Stock-Based Compensation 2011 Equity Incentive Plan The Company’s 2011 Equity Compensation Plan (the “2011 Plan”) provided for the Company to sell or issue restricted common stock, RSUs, performance-based awards (“PSUs”), cash-based awards or to grant stock options for the purchase of common stock to officers, employees, consultants and directors of the Company. The 2011 Plan was administered by the board of directors or, at the discretion of the board of directors, by a committee of the board. The number of shares of common stock reserved for issuance under the 2011 Plan is 851,926. As of March 31, 2018, PSUs representing 163,934 shares of the Company’s common stock were outstanding under the 2011 Plan. In light of the December 2015 adoption of the 2015 Equity Incentive Plan, (the “2015 Plan”) no future awards under the 2011 Plan will be granted. 2015 Equity Incentive Plan In December 2015, the Company adopted the 2015 Plan. The 2015 Plan provides for the grant of stock options, stock appreciation rights, restricted stock awards, RSU awards, performance stock awards and other forms of equity compensation to Company employees, directors and consultants. The maximum number of shares of common stock that may be issued under the 2015 Plan is 2,638,101 shares. As of March 31, 2018, 1,697,339 shares remained available for grant under the 2015 Plan. The Company recorded stock-based compensation (income) expense in the following expense categories of its statements of operations for the three and six months ended March 31, 2018 and 2017: Three months ended March 31, Six months ended March 31, 2018 2017 2018 2017 Research and development $ (403,034 ) $ 431,706 $ (84,793 ) $ 817,815 General and administrative 102,823 1,895,685 1,674,402 3,973,628 $ (300,211 ) $ 2,327,391 $ 1,589,609 $ 4,791,443 Stock options During the six months ended March 31, 2018, the Company granted a total of 205,000 stock options to its board of directors and employees of which 20,000 options granted will vest 50% on the third anniversary of the commencement date and the remaining 50% on the fourth anniversary of the commencement date, 60,000 options granted will vest on the first anniversary of the grant date and 125,000 options granted will vest ratably over three years. As of March 31, 2018, options to purchase common stock of the Company outstanding under the 2015 Plan were as follows: Weighted Average Weighted Remaining Number of Average Contractual Shares Exercise Price Term (Years) Balance at October 1, 2017 - $ - Granted 205,000 1.23 Expired/forfeited/cancelled (15,000 ) 1.32 Balance at March 31, 2018 190,000 $ 1.22 9.7 Vested and exercisable - Vested and expected to vest at March 31, 2018 190,000 1.22 9.7 The weighted average grant date fair value of the options awarded to employees for the six months ended March 31, 2018 was $0.73 per share. The aggregate intrinsic value represents the total amount by which the fair value of the common stock subject to options exceeds the exercise price of the related options. As of March 31, 2018, the aggregate intrinsic value of the unvested options was $0. The fair value of the options was estimated on the date of grant using a Black-Scholes option pricing model with the following weighted-average assumptions: March 31, 2018 Risk-free interest rate 2.25% Expected life 5.93 years Expected volatility 64% Expected dividend yield - As of March 31, 2018, there was $112,015 of unrecognized compensation expense that is expected to be recognized over a weighted-average period of 2.42 years. Performance-based stock units The Company has issued PSUs, which generally have a ten year life from the date of grant and vest 50% after the third anniversary from issuance and the remaining 50% on the fourth anniversary. The PSUs are exercisable upon the earlier of (i) a change in control, (ii) consummation of an initial public offering, or (iii) a corporate valuation in excess of $400 million. Upon exercise, the PSU holder receives common stock or cash at the Company’s discretion. The following table summarizes the activity related to PSUs during the six months ended March 31, 2018: Weighted Number Average of Base Price PSUs Per Unit Balance at October 1, 2017 175,530 $ 6.30 Forfeitures (11,596 ) 6.21 Balance at March 31, 2018 163,934 $ 6.30 As of March 31, 2018, there was $46,066 of unamortized expense that will be recognized over a weighted-average period of 0.69 years. Restricted stock units The RSUs generally vest over a period of two to four years from the date of grant. The following table summarizes the activity related to RSUs during the six months ended March 31, 2018: Weighted Number Average of Grant Date RSUs Fair Value Balance at October 1, 2017 939,879 $ 18.78 Granted 20,000 1.16 Vested and settled (806,514 ) 17.51 Forfeitures (55,592 ) 16.62 Balance at March 31, 2018 97,773 $ 22.84 As of March 31, 2018, there was $880,559 of unamortized expense that will be recognized over a weighted-average period of 1.40 years. |
Subsequent Events
Subsequent Events | 6 Months Ended |
Mar. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Events | 11. Subsequent Events On May 11, 2018, the Company entered into a purchase agreement (the “May 2018 Purchase Agreement”) with GMS Tenshi pursuant to which the Company agreed to sell to GMS Tenshi, and GMS Tenshi agreed to purchase, in a private placement, $15.0 million of the Company’s common stock and warrants to acquire that number of shares of common stock having an aggregate exercise price of approximately $20.0 million, to close in two tranches. On May 14, 2018, the Company closed the sale of the first tranche of the common stock and warrants for aggregate cash proceeds of $7.5 million, issuing to GMS Tenshi an aggregate of 6,377,383 shares of its common stock and warrants to acquire up to 10,256,410 additional shares of its common stock at an exercise price of $0.975 per share, which warrants have a term of eight years from their issuance date. Under the May 2018 Purchase Agreement, the Company and GMS Tenshi will close the sale of the remaining $7.5 million of common stock and warrants beginning on June 11, 2018 but no later than September 21, 2018, although, if necessary, GMS Tenshi agreed to acquire that portion of the second tranche of common stock and warrants no later than June 11, 2018 if necessary for the Company to achieve compliance with the minimum market value of listed securities requirement of the Nasdaq Capital Market. In connection with the May 2018 Purchase Agreement, the Company and GMS Tenshi amended the Investor Rights Agreement dated September 11, 2017, in order to provide GMS Tenshi certain registration and other rights with respect to the shares of common stock to be acquired pursuant to the May 2018 Purchase Agreement and the shares of common stock that may be issuable upon exercise of the warrants acquired pursuant to the May 2018 Purchase Agreement. |
Basis of Presentation and Sum18
Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation The accompanying unaudited interim consolidated financial statements have been prepared in conformity with U.S. generally accepted accounting principles (“GAAP”) for interim financial information. Any reference in these notes to applicable guidance is meant to refer to GAAP as found in the Accounting Standards Codification (“ASC”) and Accounting Standards Updates (“ASU”) of the Financial Accounting Standards Board (“FASB”). In the opinion of management, the accompanying unaudited interim consolidated financial statements include all normal and recurring adjustments (which consist primarily of accruals, estimates and assumptions that impact the financial statements) considered necessary to present fairly the Company’s financial position as of March 31, 2018 and its results of operations for the three and six months ended March 31, 2018 and 2017 and cash flows for the six months ended March 31, 2018. Operating results for the three and six months ended March 31, 2018 are not necessarily indicative of the results that may be expected for the full year ending September 30, 2018. The unaudited interim consolidated financial statements, presented herein, do not contain the required disclosures under GAAP for annual consolidated financial statements. The accompanying unaudited interim consolidated financial statements should be read in conjunction with the annual audited consolidated financial statements and related notes as of and for the year ended September 30, 2017 included in the Company’s Annual Report on Form 10-K, as amended to date, filed with the Securities and Exchange Commission (“SEC”), on December 29, 2017. |
Use of estimates | Use of estimates The preparation of the unaudited interim consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Due to the uncertainty of factors surrounding the estimates or judgments used in the preparation of the unaudited interim consolidated financial statements, actual results may materially vary from these estimates. Estimates and assumptions are periodically reviewed and the effects of revisions are reflected in the unaudited interim consolidated financial statements in the period they are determined to be necessary. |
Income taxes | Income taxes In November 2017, the Company received approval from the New Jersey Economic Development Authority’s Technology Business Tax Certificate Transfer Program to sell a portion of its unused New Jersey net operating losses (“NOLs”), and research and development (“R&D”) tax credits. As a result, the Company received $3.15 million of cash from the sale of these NOLs and credits in December 2017, which it recognized as an income tax benefit for the six months ended March 31, 2018. The Company recorded income tax expense of $4,000 for the six months ended March 31, 2017, which is primarily attributable to state and foreign withholding taxes in connection with the Company’s collaboration and licensing agreements. |
Net loss per share | Net loss per share Basic and diluted net loss per common share is determined by dividing net loss applicable to common stockholders by the weighted-average common shares outstanding during the period. For purposes of calculating diluted loss per common share, the denominator includes both the weighted average common shares outstanding and the number of common stock equivalents if the inclusion of such common stock equivalents would be dilutive. Dilutive common stock equivalents potentially include warrants, stock options and non-vested restricted stock unit (“RSU”) awards using the treasury stock method. The diluted loss per common share calculation is further affected by an add-back of change in fair value of warrant liability to the numerator under the assumption that the change in fair value of warrant liability would not have been incurred if the warrants had been converted into common stock. The following table sets forth the computation of basic earnings per share and diluted earnings per share: Three months ended March 31, Six months ended March 31, 2018 2017 2018 2017 Basic Earnings Per Share Net loss $ (8,558,238 ) $ (8,045,982 ) $ (26,284,559 ) $ (27,144,451 ) Common stock outstanding (weighted average) 25,733,467 23,723,551 25,364,247 23,457,361 Basic net loss per share $ (0.33 ) $ (0.34 ) $ (1.04 ) $ (1.16 ) Diluted Earnings Per Share Net loss (8,558,238 ) (8,045,982 ) (26,284,559 ) (27,144,451 ) Add change in fair value of warrant liability (211,992 ) (1,035,902 ) (290,775 ) (225,819 ) Diluted net loss (8,770,230 ) (9,081,884 ) (26,575,334 ) (27,370,270 ) Common stock outstanding (weighted average) 25,733,467 23,723,551 25,364,247 23,457,361 Add shares from dilutive warrants - 77,672 - 38,836 Common stock equivalents 25,733,467 23,801,223 25,364,247 23,496,197 Diluted net loss per share $ (0.34 ) $ (0.38 ) $ (1.05 ) $ (1.16 ) The following potentially dilutive securities have been excluded from the computation of diluted weighted-average shares outstanding as of March 31, 2018 and 2017, as they would be antidilutive: As of March 31, 2018 2017 Series A convertible preferred stock 39,465,772 - Series B convertible preferred stock 2,112,676 - Performance-based stock units 163,934 241,573 Restricted stock units 97,773 1,200,529 Common stock warrants 28,116,505 7,786,573 |
Correction of immaterial error related to prior periods | Correction of immaterial error related to prior periods During fiscal 2017, the Company identified an error related to its accounting and classification for the 82,000 square feet of office and laboratory space in Cranbury, New Jersey that was entered into during August 2015. Due to the Company’s involvement in the construction required to complete the leased facility, the Company concluded that the lease should have been accounted for as a direct financing arrangement, whereby the Company records, the fair value of the asset in property and equipment, net on the consolidated balance sheets. A corresponding liability is also recorded and amortized over the lease term through monthly rental payments using the effective interest method. For the three and six months ended March 31, 2017, rent expense was overstated by $0.1 million and $0.2 million, respectively, and interest expense was understated by $0.1 million and $0.2 million, respectively. This was primarily attributable to the reclassification of rental payments into interest expense payments in connection with a financing arrangement rather than an operating lease arrangement, as previously presented. The Company reviewed the impact of this error on the prior periods in accordance with SEC Staff Accounting Bulletin No. 99 “Materiality,” |
Recently issued and adopted accounting pronouncements | Recently issued and adopted accounting pronouncements In May 2017, the FASB, issued ASU, No. 2017-09 , Compensation — Stock Compensation (Topic 718): Scope of Modification Accounting Compensation — Stock Compensation In February 2016, the FASB issued ASU No. 2016-02, Leases In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers · Contracts with customers · Significant judgments and changes in judgments · Certain assets In July 2015, the FASB delayed the effective date of this guidance. As a result, 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 reporting periods within that reporting period. The Company is currently evaluating the impact that this guidance will have on its consolidated results of operations, financial position and cash flows. |
Basis of Presentation and Sum19
Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Mar. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of computation of basic earnings per share and diluted earnings per share | Three months ended March 31, Six months ended March 31, 2018 2017 2018 2017 Basic Earnings Per Share Net loss $ (8,558,238 ) $ (8,045,982 ) $ (26,284,559 ) $ (27,144,451 ) Common stock outstanding (weighted average) 25,733,467 23,723,551 25,364,247 23,457,361 Basic net loss per share $ (0.33 ) $ (0.34 ) $ (1.04 ) $ (1.16 ) Diluted Earnings Per Share Net loss (8,558,238 ) (8,045,982 ) (26,284,559 ) (27,144,451 ) Add change in fair value of warrant liability (211,992 ) (1,035,902 ) (290,775 ) (225,819 ) Diluted net loss (8,770,230 ) (9,081,884 ) (26,575,334 ) (27,370,270 ) Common stock outstanding (weighted average) 25,733,467 23,723,551 25,364,247 23,457,361 Add shares from dilutive warrants - 77,672 - 38,836 Common stock equivalents 25,733,467 23,801,223 25,364,247 23,496,197 Diluted net loss per share $ (0.34 ) $ (0.38 ) $ (1.05 ) $ (1.16 ) |
Schedule of dilutive securities excluded from the computation weighted-average shares | As of March 31, 2018 2017 Series A convertible preferred stock 39,465,772 - Series B convertible preferred stock 2,112,676 - Performance-based stock units 163,934 241,573 Restricted stock units 97,773 1,200,529 Common stock warrants 28,116,505 7,786,573 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Mar. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets and liabilities measured at fair value on a recurring basis | March 31, 2018 (Level 1) (Level 2) (Level 3) Liabilities Warrant liability $ - $ - $ 1,984,179 September 30, 2017 (Level 1) (Level 2) (Level 3) Liabilities Warrant liability $ - $ - $ 2,274,954 |
Schedule of changes in the fair value of Level 3 valuation for the warrant liability | Balance at October 1, 2017 $ 2,274,954 Change in fair value (290,775 ) Balance at March 31, 2018 $ 1,984,179 |
Schedule of fair value of the warrant liability | March 31, 2018 Risk-free interest rate 2.48% Remaining contractual life of warrant 3.89 years Expected volatility 114% Annual dividend yield 0% Fair value of common stock $0.89 per share |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 6 Months Ended |
Mar. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment | March 31, September 30, 2018 2017 Laboratory equipment $ 13,846,649 $ 11,574,474 Leasehold improvements 10,032,640 10,032,640 Computer software and hardware 483,807 472,054 Land and building 3,000,000 - Construction in progress 2,866,581 2,654,675 30,229,677 24,733,843 Less: accumulated depreciation and amortization (10,052,830 ) (8,644,941 ) $ 20,176,847 $ 16,088,902 |
Accrued Expenses (Tables)
Accrued Expenses (Tables) | 6 Months Ended |
Mar. 31, 2018 | |
Accrued Expenses [Abstract] | |
Schedule of accrued expenses | March 31, September 30, 2018 2017 Compensation $ 3,301,826 $ 3,688,592 Research and development 125,208 1,637,657 Interest payable 1,498,560 1,047,122 Professional fees 53,786 521,973 Director fees 58,903 376,695 Other accrued expenses - 65,430 $ 5,038,283 $ 7,337,469 |
Senior Secured Notes (Tables)
Senior Secured Notes (Tables) | 6 Months Ended |
Mar. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of senior secured note | March 31, 2018 Senior secured notes $ 13,500,000 Unamortized debt discount (992,632 ) $ 12,507,368 |
Commitments (Tables)
Commitments (Tables) | 6 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future minimum payments under the amended lease | March 31, 2018 Within one year $ 1,491,022 Two years 1,395,842 Three years 1,411,752 Four years 1,486,125 Five years 1,512,586 Thereafter 8,071,794 Total rental payments $ 15,369,121 Less: amount representing interest (12,162,295 ) Present value of payments $ 3,206,826 |
Convertible Preferred Stock a25
Convertible Preferred Stock and Stockholders' Equity (Deficit) (Tables) | 6 Months Ended |
Mar. 31, 2018 | |
Stockholders' Equity Note [Abstract] | |
Schedule of warrants outstanding | Outstanding Exercise Expiration Series A warrants 3,333,333 $ 6.60 February 18, 2019 Series B warrants 3,333,333 $ 8.50 May 18, 2018 Common stock warrants issued with initial public offering 817,838 $ 0.01 November 11, 2019 Common stock warrants issued with senior secured notes 3,882,001 $ 3.00 December 22, 2021 Common stock warrants issued with Series A Convertible 16,750,000 $ 0.90 October 31, 2025 28,116,505 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 6 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of stock-based compensation expense | Three months ended March 31, Six months ended March 31, 2018 2017 2018 2017 Research and development $ (403,034 ) $ 431,706 $ (84,793 ) $ 817,815 General and administrative 102,823 1,895,685 1,674,402 3,973,628 $ (300,211 ) $ 2,327,391 $ 1,589,609 $ 4,791,443 |
Schedule of options to purchase common stock of Company outstanding under 2015 Plan | Weighted Average Weighted Remaining Number of Average Contractual Shares Exercise Price Term (Years) Balance at October 1, 2017 - $ - Granted 205,000 1.23 Expired/forfeited/cancelled (15,000 ) 1.32 Balance at March 31, 2018 190,000 $ 1.22 9.7 Vested and exercisable - Vested and expected to vest at March 31, 2018 190,000 1.22 9.7 |
Schedule of assumptions under fair value of options estimated on the date of grant using a Black-Scholes option pricing model | March 31, 2018 Risk-free interest rate 2.25% Expected life 5.93 years Expected volatility 64% Expected dividend yield - |
Schedule of performance-based stock units activity | Weighted Number Average of Base Price PSUs Per Unit Balance at October 1, 2017 175,530 $ 6.30 Forfeitures (11,596 ) 6.21 Balance at March 31, 2018 163,934 $ 6.30 |
Schedule of restricted stock units activity | Weighted Number Average of Grant Date RSUs Fair Value Balance at October 1, 2017 939,879 $ 18.78 Granted 20,000 1.16 Vested and settled (806,514 ) 17.51 Forfeitures (55,592 ) 16.62 Balance at March 31, 2018 97,773 $ 22.84 |
Liquidity (Detail Textuals)
Liquidity (Detail Textuals) - USD ($) | Mar. 31, 2018 | Sep. 30, 2017 |
Liquidity [Abstract] | ||
Accumulated deficit | $ (195,675,782) | $ (186,215,402) |
Aggregate indebtedness | 13,500,000 | |
Notes payable to stockholders | $ 4,600,000 |
Basis of Presentation and Sum28
Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Basic Earnings Per Share | ||||
Net loss | $ (8,558,238) | $ (8,045,982) | $ (26,284,559) | $ (27,144,451) |
Common stock outstanding (weighted average) | 25,733,467 | 23,723,551 | 25,364,247 | 23,457,361 |
Basic net loss per share | $ (0.33) | $ (0.34) | $ (1.04) | $ (1.16) |
Diluted Earnings Per Share | ||||
Net loss | $ (8,558,238) | $ (8,045,982) | $ (26,284,559) | $ (27,144,451) |
Add change in fair value of warrant liability | (211,992) | (1,035,902) | (290,775) | (225,819) |
Diluted net loss | $ (8,770,230) | $ (9,081,884) | $ (26,575,334) | $ (27,370,270) |
Common stock outstanding (weighted average) | 25,733,467 | 23,723,551 | 25,364,247 | 23,457,361 |
Add shares from dilutive warrants | 0 | 77,672 | 0 | 38,836 |
Common stock equivalents | 25,733,467 | 23,801,223 | 25,364,247 | 23,496,197 |
Diluted net loss per share (in dollars per share) | $ (0.34) | $ (0.38) | $ (1.05) | $ (1.16) |
Basis of Presentation and Sum29
Basis of Presentation and Summary of Significant Accounting Policies (Details 1) - shares | 6 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Series A convertible preferred stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 39,465,772 | 0 |
Series B Convertible Preferred Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 2,112,676 | 0 |
Performance-based stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 163,934 | 241,573 |
Restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 97,773 | 1,200,529 |
Common stock warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share | 28,116,505 | 7,786,573 |
Basis of Presentation and Sum30
Basis of Presentation and Summary of Significant Accounting Policies (Detail Textuals) - USD ($) | 6 Months Ended | 12 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | Dec. 31, 2017 | |
Accounting Policies [Abstract] | |||
Income tax (benefit) expense | $ (3,150,716) | $ 4,000 | $ 3,150,000 |
Basis of Presentation and Sum31
Basis of Presentation and Summary of Significant Accounting Policies (Detail Textuals 1) | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Sep. 30, 2017ft² | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Net rentable area | ft² | 82,000 | ||||
Interest expense | $ 920,870 | $ 1,243,892 | $ 1,638,753 | $ 1,733,037 | |
Research and development expenses | 5,156,386 | 4,116,856 | 5,558,788 | 17,347,243 | |
General and administrative expenses | 2,446,505 | 4,024,276 | 5,995,757 | 8,892,271 | |
Error for accounting and classification | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Net rentable area | ft² | 82,000 | ||||
Error for accounting and classification | Previously reported | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Rent expense | 100,000 | 200,000 | |||
Interest expense | $ (100,000) | $ (200,000) | |||
Error for accounting and classification | Restatement adjustment | |||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||
Interest expense | 100,000 | 200,000 | |||
Research and development expenses | 82,000 | (200,000) | |||
General and administrative expenses | $ 21,000 | $ (42,000) |
Fair Value Measurements (Detail
Fair Value Measurements (Details) - USD ($) | Mar. 31, 2018 | Sep. 30, 2017 |
Liabilities | ||
Warrant liability | $ 1,984,179 | $ 2,274,954 |
Fair value measurements recurring basis | Level 1 | ||
Liabilities | ||
Warrant liability | 0 | 0 |
Fair value measurements recurring basis | Level 2 | ||
Liabilities | ||
Warrant liability | 0 | 0 |
Fair value measurements recurring basis | Level 3 | ||
Liabilities | ||
Warrant liability | $ 1,984,179 | $ 2,274,954 |
Fair Value Measurements (Deta33
Fair Value Measurements (Details 1) - Warrant | 6 Months Ended |
Mar. 31, 2018USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance at October 1, 2017 | $ 2,274,954 |
Change in fair value | (290,775) |
Balance at March 31, 2018 | $ 1,984,179 |
Fair Value Measurements (Deta34
Fair Value Measurements (Details 2) - Warrant | 6 Months Ended |
Mar. 31, 2018$ / shares | |
Fair Value Measurements, Recurring and Nonrecurring, Valuation Techniques [Line Items] | |
Risk-free interest rate | 2.48% |
Remaining contractual life of warrant | 3 years 10 months 21 days |
Expected volatility | 114.00% |
Annual dividend yield | 0.00% |
Fair value of common stock | $ 0.89 |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) | Mar. 31, 2018 | Sep. 30, 2017 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 30,229,677 | $ 24,733,843 |
Less: accumulated depreciation and amortization | (10,052,830) | (8,644,941) |
Property and equipment, net | 20,176,847 | 16,088,902 |
Laboratory equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 13,846,649 | 11,574,474 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 10,032,640 | 10,032,640 |
Computer software and hardware | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 483,807 | 472,054 |
Land and building | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 3,000,000 | 0 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 2,866,581 | $ 2,654,675 |
Property and Equipment, Net (36
Property and Equipment, Net (Detail Textuals) - USD ($) | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Sep. 30, 2017 | |
Property, Plant and Equipment [Line Items] | |||||
Depreciation and amortization expense | $ 706,264 | $ 680,149 | $ 1,407,888 | $ 1,349,930 | |
Corporate office, interest rate | 43.90% | ||||
Accumulated depreciation related to leased equipment | 1,259,136 | $ 1,259,136 | $ 1,061,901 | ||
Laboratory Equipment | |||||
Property, Plant and Equipment [Line Items] | |||||
Laboratory equipment under capital leases | $ 6,965,545 | $ 6,965,545 | $ 3,692,913 | ||
Laboratory Equipment | Minimum | |||||
Property, Plant and Equipment [Line Items] | |||||
Term of capital leases | 22 months | ||||
Capital leases interest rate | 5.00% | ||||
Laboratory Equipment | Maximum | |||||
Property, Plant and Equipment [Line Items] | |||||
Term of capital leases | 36 months | ||||
Capital leases interest rate | 19.40% |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) | Mar. 31, 2018 | Sep. 30, 2017 |
Accrued Liabilities, Current [Abstract] | ||
Compensation | $ 3,301,826 | $ 3,688,592 |
Research and development | 125,208 | 1,637,657 |
Interest payable | 1,498,560 | 1,047,122 |
Professional fees | 53,786 | 521,973 |
Director fees | 58,903 | 376,695 |
Other accrued expenses | 0 | 65,430 |
Accrued expenses, total | $ 5,038,283 | $ 7,337,469 |
Senior Secured Notes (Details)
Senior Secured Notes (Details) | Mar. 31, 2018USD ($) |
Debt Instrument [Line Items] | |
Senior secured notes | $ 12,507,368 |
Senior secured notes | |
Debt Instrument [Line Items] | |
Senior secured notes | 13,500,000 |
Unamortized debt discount | (992,632) |
Senior secured notes | $ 12,507,368 |
Senior Secured Notes (Detail Te
Senior Secured Notes (Detail Textuals) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Oct. 31, 2017USD ($)Investorshares | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | |
Debt Instrument [Line Items] | |||||
Loss on extinguishment of debt | $ (1,252,353) | ||||
Interest expense on the notes | $ 484,746 | $ 958,037 | $ 989,331 | $ 1,047,929 | |
Purchase and exchange agreement | Series B convertible preferred stock | |||||
Debt Instrument [Line Items] | |||||
Number of preferred shares issued upon conversion of debt | shares | 1,500,000 | ||||
Purchase and exchange agreement | Senior secured notes | |||||
Debt Instrument [Line Items] | |||||
Number of existing investors and holders | Investor | 2 | ||||
Aggregate principal amount of senior secured notes | $ 1,500,000 | ||||
Accrued interest on debt conversion | 41,507 | ||||
Loss on extinguishment of debt | $ 1,252,353 |
Commitments (Details)
Commitments (Details) | Mar. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
Within one year | $ 1,491,022 |
Two years | 1,395,842 |
Three years | 1,411,752 |
Four years | 1,486,125 |
Five years | 1,512,586 |
Thereafter | 8,071,794 |
Total rental payments | 15,369,121 |
Less: amount representing interest | (12,162,295) |
Present value of payments | $ 3,206,826 |
Commitments (Detail Textuals)
Commitments (Detail Textuals) - USD ($) | 6 Months Ended | |
Mar. 31, 2018 | Sep. 30, 2017 | |
Other Commitments [Line Items] | ||
Estimated fair value of approximately | $ 30,229,677 | $ 24,733,843 |
Percentage of corporate facility | 100.00% | |
Minimum | ||
Other Commitments [Line Items] | ||
Operating lease, renewal term | 2 years | |
Maximum | ||
Other Commitments [Line Items] | ||
Operating lease, renewal term | 5 years | |
Land and building | ||
Other Commitments [Line Items] | ||
Estimated fair value of approximately | $ 3,000,000 | $ 0 |
Convertible Preferred Stock a42
Convertible Preferred Stock and Stockholders' Equity (Deficit) (Details) | 6 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Class of Warrant or Right [Line Items] | |
Outstanding | 28,116,505 |
Series A warrants | |
Class of Warrant or Right [Line Items] | |
Outstanding | 3,333,333 |
Exercise price per share | $ / shares | $ 6.60 |
Expiration date | Feb. 18, 2019 |
Series B warrants | |
Class of Warrant or Right [Line Items] | |
Outstanding | 3,333,333 |
Exercise price per share | $ / shares | $ 8.50 |
Expiration date | May 18, 2018 |
Common stock warrants issued with IPO | |
Class of Warrant or Right [Line Items] | |
Outstanding | 817,838 |
Exercise price per share | $ / shares | $ 0.01 |
Expiration date | Nov. 11, 2019 |
Common stock warrants issued with senior secured notes | |
Class of Warrant or Right [Line Items] | |
Outstanding | 3,882,001 |
Exercise price per share | $ / shares | $ 3 |
Expiration date | Dec. 22, 2021 |
Common stock warrants issued with Series A Convertible | |
Class of Warrant or Right [Line Items] | |
Outstanding | 16,750,000 |
Exercise price per share | $ / shares | $ 0.90 |
Expiration date | Oct. 31, 2025 |
Convertible Preferred Stock a43
Convertible Preferred Stock and Stockholders' Equity (Deficit) (Detail Textuals) - USD ($) | Sep. 11, 2017 | Oct. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2018 | Sep. 30, 2017 | Sep. 07, 2017 |
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Value of shares issued in cash | $ 6,382,181 | |||||
Preferred stock, stated value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||
Series A convertible preferred stock | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Value of shares issued in cash | $ 14,265,861 | |||||
Number of share issued | 217,372 | |||||
Dividend rate | 10.00% | |||||
Series A convertible preferred stock dividends and settlement (in shares) | 11,045 | |||||
Series B Convertible Preferred Stock | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Preferred stock, stated value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||
Preferred stock not convertible to common stock description | The Series B Convertible are non-voting, do not accrue dividends nor do the shares of Series B Convertible have any specific rights or preferences, and have a stated value of $1.00 per share and are convertible into 2,112,676 shares of common stock. The Series B Convertible are not convertible into common stock if the holder thereof would beneficially own more than 9.99% of the common stock, or, if during the first six-month period following the closing of the exchange, 7.50%, but automatically converts into common stock in part from time to time if the holder beneficially owns below a certain beneficial ownership threshold of the common stock. | |||||
Common Stock | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Number of shares issued upon vesting of restricted stock units (in shares) | 806,514 | |||||
Common Stock | Series B Convertible Preferred Stock | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Convertible preferred stock, shares issued upon conversion | 2,112,676 | 2,112,676 | ||||
GMS Tenshi Holdings Pte. Limited | Series B Convertible Preferred Stock | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Preferred stock, stated value (in dollars per share) | $ 1 | $ 1 | ||||
Purchase Agreement | GMS Tenshi Holdings Pte. Limited | GMS Tenshi Warrants | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Terms of warrant | 8 years | |||||
Warrants exercise price per share | $ 0.90 | |||||
Recognition of beneficial conversion feature upon issuance of Series A convertible preferred stock | $ 15,355,019 | |||||
Purchase Agreement | GMS Tenshi Holdings Pte. Limited | IPO | Series A convertible preferred stock | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Number of share issued | 32,628 | |||||
Proceeds from issuance of Series A convertible preferred stock | $ 3,262,800 | |||||
Purchase Agreement | GMS Tenshi Holdings Pte. Limited | Private Placement | Series A convertible preferred stock | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Recognition of beneficial conversion feature upon issuance of Series A convertible preferred stock | $ 381,664 | |||||
Purchase Agreement | GMS Tenshi Holdings Pte. Limited | Private Placement | Series A Convertible and GMS Tenshi Warrants | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Value of shares issued in cash | $ 25,000,000 | |||||
Sale of remaining shares of Series A Convertible and GMS Tenshi Warrants | 217,372 | |||||
Cash received upon sale of Series A Convertible and GMS Tenshi Warrants | $ 21,737,200 | |||||
Purchase Agreement | GMS Tenshi Holdings Pte. Limited | Private Placement | Common Stock | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Stock and warrant issued to acquire shares of common stock | 16,750,000 | |||||
Convertible preferred stock, shares issued upon conversion | 37,795,948 | 37,795,948 | ||||
Conversion rate per share | $ 1.26 | $ 0.66 | $ 0.66 | $ 0.90 | ||
Purchase and exchange agreement | Senior note | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Aggregate principal amount of notes | $ 1,500,000 | |||||
Accrued interest on debt conversion | $ 41,507 | |||||
Purchase and exchange agreement | Series B Convertible Preferred Stock | ||||||
Convertible Preferred Stock And Stockholders' Equity (Deficit) [Line Items] | ||||||
Number of preferred shares issued upon conversion of debt | 1,500,000 |
Stock Based Compensation (Detai
Stock Based Compensation (Details) - 2015 Equity Incentive Plan - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ (300,211) | $ 2,327,391 | $ 1,589,609 | $ 4,791,443 |
Research and development | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | (403,034) | 431,706 | (84,793) | 817,815 |
General and administrative | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock-based compensation expense | $ 102,823 | $ 1,895,685 | $ 1,674,402 | $ 3,973,628 |
Stock Based Compensation (Det45
Stock Based Compensation (Details 1) | 6 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of Shares | |
Balance at October 1, 2017 | 0 |
Granted | 205,000 |
Expired/forfeited/cancelled | (15,000) |
Balance at March 31, 2018 | 190,000 |
Vested and exercisable | 0 |
Vested and expected to vest at March 31, 2018 | 190,000 |
Weighted Average Exercise Price | |
Balance at October 1, 2017 | $ / shares | $ 0 |
Granted | $ / shares | 1.23 |
Expired/forfeited/cancelled | $ / shares | 1.32 |
Balance at March 31, 2018 | $ / shares | 1.22 |
Vested and expected to vest at March 31, 2018 | $ / shares | $ 1.22 |
Weighted Average Remaining Contractual Term (Years) | |
Balance at March 31, 2018 | 9 years 8 months 12 days |
Vested and expected to vest at March 31, 2018 | 9 years 8 months 12 days |
Stock Based Compensation (Det46
Stock Based Compensation (Details 2) | 6 Months Ended |
Mar. 31, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Risk-free interest rate | 2.25% |
Expected life | 5 years 11 months 5 days |
Expected volatility | 64.00% |
Expected dividend yield | 0.00% |
Stock Based Compensation (Det47
Stock Based Compensation (Details 3) - Performance-based stock units | 6 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of PSUs | |
Balance at October 1, 2017 | shares | 175,530 |
Forfeitures | shares | (11,596) |
Balance at March 31, 2018 | shares | 163,934 |
Weighted Average Base Price Per Unit | |
Balance at October 1, 2017 | $ / shares | $ 6.30 |
Forfeitures | $ / shares | 6.21 |
Balance at March 31, 2018 | $ / shares | $ 6.30 |
Stock Based Compensation (Det48
Stock Based Compensation (Details 4) - Restricted stock units | 6 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of RSUs | |
Balance at October 1, 2017 | shares | 939,879 |
Granted | shares | 20,000 |
Vested and settled | shares | (806,514) |
Forfeitures | shares | (55,592) |
Balance at March 31, 2018 | shares | 97,773 |
Weighted Average Grant Date Fair Value | |
Balance at October 1, 2017 | $ / shares | $ 18.78 |
Granted | $ / shares | 1.16 |
Vested and settled | $ / shares | 17.51 |
Forfeitures | $ / shares | 16.62 |
Balance at March 31, 2018 | $ / shares | $ 22.84 |
Stock Based Compensation (Det49
Stock Based Compensation (Detail Textuals) | Mar. 31, 2018shares |
2015 Equity Incentive Plan | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares authorized under 2015 Plan | 2,638,101 |
Number of shares available for grant | 1,697,339 |
2011 Equity Compensation Plan (the "2011 Plan") | Officers, Employees, Consultants and Directors | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of shares of common stock reserved for issuance | 851,926 |
Number of shares available for grant | 163,934 |
Stock Based Compensation (Det50
Stock Based Compensation (Detail Textuals 1) | 6 Months Ended |
Mar. 31, 2018USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted | 205,000 |
Weighted average grant date fair value of the options awarded to employees | $ / shares | $ 0.73 |
Aggregate intrinsic value of the unvested options | $ | $ 0 |
Unrecognized compensation expense of stock options expected to be recognized | $ | $ 112,015 |
Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average period of unrecognized compensation expense that is expected to be recognized | 2 years 5 months 1 day |
Vest 50% on third anniversary and remaining 50% on fourth anniversary of commencement date | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted | 20,000 |
Third anniversary of the commencement date | Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 50.00% |
Fourth anniversary of commencement date | Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 50.00% |
Vest on first anniversary of the grant date | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted | 60,000 |
Vest ratably over three years | Stock options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Granted | 125,000 |
Vesting period | 3 years |
Stock Based Compensation (Det51
Stock Based Compensation (Detail Textuals 2) | 6 Months Ended |
Mar. 31, 2018USD ($) | |
Performance-based stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Term of PSUs | 10 years |
Minimum corporate valuation for early exercise of stock based performance units | $ 400,000,000 |
Unamortized expense to be recognized of stock awards other than options | $ 46,066 |
Weighted-average period for recognition of unamortized expense | 8 months 9 days |
Performance-based stock units | Third anniversary from issuance | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 50.00% |
Performance-based stock units | Fourth anniversary | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting percentage | 50.00% |
Restricted stock units | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Unamortized expense to be recognized of stock awards other than options | $ 880,559 |
Weighted-average period for recognition of unamortized expense | 1 year 4 months 24 days |
Restricted stock units | Minimum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period from the date of grant | 2 years |
Restricted stock units | Maximum | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Vesting period from the date of grant | 4 years |
Subsequent Events (Detail Textu
Subsequent Events (Detail Textuals) | May 15, 2018USD ($) | May 14, 2018USD ($)$ / sharesshares | May 11, 2018USD ($)Tranche | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) |
Subsequent Event [Line Items] | |||||
Value of shares issued in cash | $ 6,382,181 | ||||
Proceeds from the sale of common stock | $ 679,789 | ||||
Subsequent Event | Purchase Agreement | GMS Tenshi Holdings Pte. Limited | Private Placement | |||||
Subsequent Event [Line Items] | |||||
Value of shares issued in cash | $ 15,000,000 | ||||
Common stock aggregate exercise price | $ 20,000,000 | ||||
Number of tranche | Tranche | 2 | ||||
Proceeds from the sale of common stock | $ 7,500,000 | $ 7,500,000 | |||
Aggregate shares of common stock and warrants issue | shares | 6,377,383 | ||||
Acquire additional shares of common stock | shares | 10,256,410 | ||||
Warrants exercise price per share | $ / shares | $ 0.975 | ||||
Term of warrant | 8 years |