Cover Page
Cover Page - shares | 3 Months Ended | |
Sep. 30, 2023 | Nov. 08, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Entity Registrant Name | 5E ADVANCED MATERIALS, INC. | |
Entity Central Index Key | 0001888654 | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Current Fiscal Year End Date | --06-30 | |
Document Transition Report | false | |
Entity File Number | 001-41279 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 87-3426517 | |
Entity Address, Address Line One | 9329 Mariposa Road | |
Entity Address, Address Line Two | Suite 210 | |
Entity Address, City or Town | Hesperia | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92344 | |
City Area Code | 442 | |
Local Phone Number | 221-0225 | |
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | FEAM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | true | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 44,237,054 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 11,796 | $ 20,323 |
Prepaid expenses and other current assets | 1,273 | 1,808 |
Total current assets | 13,069 | 22,131 |
Mineral rights and properties, net | 7,632 | 7,637 |
Construction in progress | 71,497 | 67,553 |
Properties, plant and equipment, net | 3,061 | 3,056 |
Reclamation bond deposit | 308 | 309 |
Right of use asset | 167 | 207 |
Other assets | 6 | 6 |
Total assets | 95,740 | 100,899 |
Current liabilities: | ||
Accounts payable and accrued liabilities | 9,102 | 8,728 |
Lease liabilities, current | 122 | 136 |
Total current liabilities | 9,224 | 8,864 |
Long-term debt, net | 40,963 | 37,671 |
Lease liabilities | 48 | 74 |
Asset retirement obligation | 741 | 724 |
Total liabilities | 50,976 | 47,333 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity: | ||
Common stock, $0.01 par value; 180,000 shares authorized; 44,237 and 44,187 shares outstanding September 30, 2023 and June 30, 2023, respectively | 442 | 441 |
Additional paid-in capital | 191,680 | 191,113 |
Retained earnings (accumulated deficit) | (147,358) | (137,988) |
Total stockholders' equity | 44,764 | 53,566 |
Total liabilities and stockholders' equity | $ 95,740 | $ 100,899 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2023 | Jun. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Common stock, par or stated value per share | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 180,000,000 | 180,000,000 |
Common Stock, Shares, Outstanding | 44,237,000 | 44,187,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements Of Operations and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Operating expenses | ||
Project expenses | $ 1,583 | $ 3,595 |
General and administrative | 6,038 | 4,886 |
Research and Development | 39 | 39 |
Depreciation and amortization expense | 53 | 37 |
Total operating expenses | 7,713 | 8,557 |
Income (loss) from operations | (7,713) | (8,557) |
Non-operating income (expense): | ||
Interest income | 132 | 61 |
Other income | 3 | 14 |
Derivative gain (loss) | 0 | 13,909 |
Interest expense | (1,787) | (821) |
Other expense | (5) | 0 |
Total non-operating income (expense) | (1,657) | 13,163 |
Income (loss) before income taxes | (9,370) | 4,606 |
Income tax provision (benefit) | 0 | 0 |
Net income (loss) | $ (9,370) | $ 4,606 |
Net income (loss) per common share - basic | $ (0.21) | $ 0.11 |
Net income (loss) per common share - diluted | $ (0.21) | $ 0.11 |
Weighted average common shares outstanding - basic | 44,221 | 43,350 |
Weighted average common shares outstanding - diluted | 44,221 | 48,519 |
Comprehensive income (loss) | ||
Net income (loss) | $ (9,370) | $ 4,606 |
Comprehensive income (loss) | $ (9,370) | $ 4,606 |
Condensed Consolidated Statem_2
Condensed Consolidated Statement Of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | |
Cash Flows From Operating Activities: | |||
Net income (loss) | $ (9,370) | $ 4,606 | |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | |||
Depreciation and amortization | 53 | 37 | |
Share based compensation | 599 | 1,300 | |
Unrealized (gain) loss on convertible note derivative instrument | 0 | (13,909) | |
Accretion of asset retirement obligations | 17 | 3 | $ 37 |
Amortization of debt issuance costs and discount - convertible note | 1,452 | 550 | |
Amortization of right of use asset | 40 | 44 | |
Change in: | |||
Prepaid expenses and other current assets | 535 | (27) | |
Accounts payable and accrued liabilities | (212) | (416) | |
Net cash used in operating activities | (6,886) | (7,812) | |
Cash Flows From Investing Activities: | |||
Construction in progress | (1,580) | (5,115) | |
Properties, plant and equipment additions | (51) | (11) | |
Net cash used in investing activities | (1,631) | (5,126) | |
Cash Flows From Financing Activities: | |||
Proceeds from issuance of convertible note | 0 | 60,000 | |
Debt issuance costs | 0 | (4,160) | |
Payments on note payable | (10) | (10) | |
Proceeds from exercise of stock options | 0 | 256 | |
Net cash provided by (used in) financing activities | (10) | 56,086 | |
Net increase (decrease) in cash and cash equivalents | (8,527) | 43,148 | |
Cash and cash equivalents at beginning of period | 20,323 | 31,057 | 31,057 |
Cash and cash equivalents at end of period | 11,796 | 74,205 | $ 20,323 |
Supplemental Disclosure of Cash Flow Information: | |||
Cash paid for interest | 18 | 2 | |
Noncash Investing and Financing Activities: | |||
Accounts payable and accrued liabilities change related to construction in progress | 2,364 | 2,554 | |
Interest paid through issuance of additional convertible notes | $ 1,851 | $ 0 |
Condensed Consolidated Statem_3
Condensed Consolidated Statement Of Changes In Stockholders' Equity - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] |
Beginning balance, shares at Jun. 30, 2022 | 43,305 | |||
Beginning balance at Jun. 30, 2022 | $ 62,662 | $ 433 | $ 169,593 | $ (107,364) |
Exercise of stock options,Shares | 50 | 50 | ||
Exercise of stock options | $ 256 | $ 1 | 255 | |
Share based compensation | 1,300 | 1,300 | ||
Net income (loss) | 4,606 | 4,606 | ||
Ending balance, shares at Sep. 30, 2022 | 43,355 | |||
Ending balance at Sep. 30, 2022 | 68,824 | $ 434 | 171,148 | (102,758) |
Beginning balance, shares at Jun. 30, 2023 | 44,187 | |||
Beginning balance at Jun. 30, 2023 | $ 53,566 | $ 441 | 191,113 | (137,988) |
Exercise of stock options,Shares | 0 | |||
Exercise of stock options | $ 0 | |||
Vesting of restricted share units, Shares | 50 | |||
Vesting of restricted share units | (31) | $ 1 | (32) | |
Share based compensation | 599 | 599 | ||
Net income (loss) | (9,370) | (9,370) | ||
Ending balance, shares at Sep. 30, 2023 | 44,237 | |||
Ending balance at Sep. 30, 2023 | $ 44,764 | $ 442 | $ 191,680 | $ (147,358) |
Basis of Financial Statement Pr
Basis of Financial Statement Presentation | 3 Months Ended |
Sep. 30, 2023 | |
Policy Text Block [Abstract] | |
Basis of Financial Statement Presentation | 1. Basis of Financial Statement Presentation These unaudited condensed consolidated financial statements (herein after referred to as “financial statements”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and should be read in the context of the consolidated financial statements and footnotes thereto for the year ended June 30, 2023 included in the Company's annual report filed with the Securities and Exchange Commission on Form 10-K, as amended. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of our financial position as of September 30, 2023, results of operations for the three months ended September 30, 2023 and 2022 and cash flows for the three months ended September 30, 2023 and 2022 have been included. Operating results for the three months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the full fiscal year ending June 30, 2024 . Basis of Consolidation The unaudited condensed consolidated financial statements comprise the financial statements of 5E Advanced Materials, Inc. and its wholly owned subsidiaries, American Pacific Borates Pty Ltd. and 5E Boron Americas, LLC (formerly Fort Cady (California) Corporation, "5EBA"), (collectively, “5E,” “we,” “our,” “us” or the “Company”). Going Concern Management evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Company's ability to continue as a going concern within one year after the date that these condensed consolidated financial statements are issued. When substantial doubt exists, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company's ability to continue as a going concern. The mitigating effect of management's plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that these condensed consolidated financial statements are issued. In performing this analysis, management excluded certain elements of its operating plan that cannot be considered probable. The future receipt of potential funding from equity or debt issuances cannot be considered probable at this time because these plans are not entirely within management's control as of the date of these condensed consolidated financial statements. During the quarter ended September 30, 2023, Bluescape Special Situations IV (the "Lender"), the holder of the Company's senior secured convertible note (the "Convertible Note"), communicated an immaterial alleged breach of the Convertible Note agreement regarding a nonfinancial covenant. However, the Lender elected not to pursue any remedies related thereto. The Company disagreed with the Lender's contention. As discussed in Note 7, the Convertible Note agreement contains a financial covenant requiring the Company to maintain a cash balance of at least $10 million. On November 9, 2023, the Company entered into a standstill agreement (the "Agreement") with the Lender. The Agreement enables the Company, the Lender and other strategic investors to advance discussions towards a resolution for a recapitalization plan for the Company. Under the Agreement, the parties have agreed to a period of standstill, which pauses rights, remedies, powers, privileges and defenses, temporarily allowing the Company to go below its current cash covenant of $ 10 million until December 1, 2023. If the Company is not able to obtain additional financing and agree to a successful recapitalization plan, its cash balance is expected to fall below $10 million during the fourth calendar quarter of 2023, and an event of default under the Convertible Note agreement would occur. However, it is expected that any recapitalization plan will waive any defaults under the Convertible Note agreement. Management's plans include reduced spending and a pursuit of additional capital through a recapitalization plan. Given that raising additional capital and the achievement of a successful recapitalization plan are not entirely within management's control combined with the expectation of incurring significant operating and development costs in the foreseeable future, there exists substantial doubt regarding the Company's ability to continue as a going concern for a period of one year after the date that these financial statements are issued. If the anticipated recapitalization plan is successfully consummated in the fourth quarter 2023, available liquidity may still not be sufficient to eliminate the aforementioned substantial doubt regarding the Company's ability to continue as a going concern. These financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business and do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described above. Financial Instruments The Company's financial instruments consist of cash and cash equivalents, a convertible note, vehicle notes, and accounts payable and accrued liabilities. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from these financial instruments. The fair values of these instruments, with the exception of the convertible note and vehicle notes, approximate their carrying value. See Note 7 for fair value information related to the convertible notes. Concentration of Risk The Company maintains cash deposits at several major banks, which at times may exceed amounts covered by insurance provided by the United States Federal Deposit Insurance Corporation (“FDIC”). Management monitors the financial health of the banks and believes the Company is not exposed to any significant credit risk, and the Company has not experienced any such losses. Risks and Uncertainties The Company is subject to a number of risks that management believes are similar to those of other companies of similar size in our industry, including but not limited to, the success of our exploration activities, need for significant additional capital (or financing) to fund operating losses, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, and dependence on key individuals. The Company currently generates no revenues from operations and will need to rely on raising additional capital or financing to sustain operations in the long-term. There can be no assurance that management will be successful in its efforts to raise additional capital on terms favorable to the Company, or at all, or in management's ability to adequately reduce expenses, if necessary, to maintain sufficient liquidity or capital resources. Management expects the Company's available liquidity will fall below $10 million within the next 12 months. If we are not able to secure additional financing and our cash balance falls below $10 million, an event of default under the Convertible Note indenture would occur. An event of default would cause our Convertible Note balance outstanding to become immediately due and payable, for which the Company would not have the resources to repay without additional financing. Reclassifications Certain reclassifications have been made to prior years’ reported amounts in order to conform to the current year presentation. These reclassifications did not impact our previously reported net income (loss), stockholders’ equity or cash flows. Recently Issued and Adopted Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) that are adopted by the Company as of the specified effective date. Unless otherwise discussed, management believes that the impact of recently issued standards did not or will not have a material impact on the Company’s consolidated financial statements upon adoption. |
Mineral Rights and Properties,
Mineral Rights and Properties, Net | 3 Months Ended |
Sep. 30, 2023 | |
Mineral Properties, Net [Abstract] | |
Mineral Rights and Properties, Net | 2. Mineral Rights and Properties, Net Mineral rights and properties, net consisted of the following. September 30, June 30, 2023 2023 (in thousands) Mineral properties $ 6,733 $ 6,733 Hydrology wells 547 547 Asset retirement cost, net of accumulated amortization 28 and $ 23 at September 30, 2023 and June 30, 2023, respectively (1) 352 357 Mineral rights and properties, net $ 7,632 $ 7,637 (1) Asset retirement costs represent the carrying value of capitalized costs associated with asset retirement obligations discussed in Note 5. |
Construction in Progress
Construction in Progress | 3 Months Ended |
Sep. 30, 2023 | |
Construction In Progress [Abstract] | |
Construction in Progress | 3. Construction in Progress Construction in progress consisted of the following. September 30, June 30, 2023 2023 (in thousands) Engineering services $ 9,122 $ 9,122 Equipment 32,507 31,692 Construction 23,989 21,579 Injection and recovery wells 4,097 4,002 Capitalized interest 1,782 1,158 Total construction in progress $ 71,497 $ 67,553 |
Properties, Plant and Equipment
Properties, Plant and Equipment, Net | 3 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Properties, Plant and Equipment, Net | 4. Properties, Plant and Equipment, Net Properties, plant and equipment, net consisted of the following. Depreciation Estimated useful September 30, June 30, Asset category method life (in years) 2023 2023 (in thousands) Land N/A — $ 1,533 $ 1,533 Buildings Straight-line 7 - 15 873 873 Vehicles Straight-line 3 - 5 345 345 Plant and equipment Straight-line 5 - 10 676 623 3,427 3,374 Less accumulated depreciation ( 366 ) ( 318 ) Properties, plant and equipment, net $ 3,061 $ 3,056 For the three months ended September 30, 2023 and 2022, we recognized depreciation expense of approximately $ 47 thousand and $ 35 thousand, respectively. |
Asset Retirement Obligations
Asset Retirement Obligations | 3 Months Ended |
Sep. 30, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | 5. Asset Retirement Obligations The change in our ARO during the periods presented and the balance of our accrued reclamation liabilities at the end of each period are set forth below. September 30, June 30, 2023 2023 (in thousands) Asset retirement obligation — beginning of period $ 724 $ 489 Obligation incurred during the period — 31 Revisions to previous estimates (1) — 167 Accretion 17 37 Asset retirement obligation — end of period $ 741 $ 724 (1) The revision for the prior period is attributable to revised cost estimates provided by a third-party engineering firm and was reflected as an increase to mineral rights and properties (see Note 2) . |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 3 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | 6. Accounts Payable and Accrued Liabilities Accounts payable and accrued liabilities consisted of the following at the end of each period presented. September 30, June 30, 2023 2023 (in thousands) Accounts payable - trade (1) $ 1,977 $ 1,492 Accrued expenses 736 1,350 Accrued capital expenditures 4,501 3,386 Accrued payroll 1,370 1,072 Accrued interest 477 1,388 Current portion of debt 41 40 Accounts payable and accrued liabilities $ 9,102 $ 8,728 (1) Includes $ 1,324 thousand and $ 699 thousand related to capital expenditures, respectively. |
Long-term Debt
Long-term Debt | 3 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Long-term Debt | 7. Long-term Debt Long-term debt consisted of the following at the end of each period presented. September 30, June 30, 2023 2023 (in thousands) Convertible note $ 63,561 $ 61,710 Vehicle notes payable 138 148 Total debt 63,699 61,858 Current portion of debt 41 40 Long-term debt 63,658 61,818 Unamortized convertible note discount — embedded conversion feature ( 19,447 ) ( 20,691 ) Unamortized debt issuance costs - convertible note ( 3,248 ) ( 3,456 ) Long-term debt, net $ 40,963 $ 37,671 On August 15, 2023 the Company elected to issue additional notes as payment for $ 1.85 million of interest accrued during the period from February 16, 2023 through August 15, 2023. Interest expense consisted of the following. Three months ended September 30, 2023 2022 (in thousands) Convertible note interest $ 940 $ 269 Vehicle notes payable interest 1 2 Amortization of debt issuance costs and discount — convertible note 1,452 550 Other interest 18 — Gross interest expense 2,411 821 Less: amount capitalized to construction in progress 624 — Interest expense, net of amounts capitalized $ 1,787 $ 821 Effective interest rate — convertible note 23.2 % 23.4 % Convertible Note On August 11, 2022, the Company executed a $ 60 million private placement of Senior Secured Convertible Note (the "Note” or "Convertible Note"), with Bluescape Energy Partners. The Note, which is convertible into the Company's common stock and matures in August 2027 , closed on August 26, 2022. At the Company's election, the Note bears interest at an annual rate of 4.50 % if paid in cash, or at an annual rate of 6.00 % if paid through the issuance of additional notes. Interest is paid semi-annually on February 15 and August 15 of each year. The Note contains a financial covenant requiring us to maintain a cash balance of at least $10 million and is secured by a security interest in substantially all of our assets. The purchaser may convert the Note at any time before August 2027 at a conversion price of $ 17.60 (“Conversion Price”). The Company has the right, at any time on or before the twenty-four (24) month anniversary of the closing date of the Note (“Closing Date”), to convert the Note into the Company's common stock in whole or in part if the closing price of the Company's common stock is at least 200 % of the Conversion Price of the Note (“Threshold Price”) for each of the twenty ( 20 ) consecutive trading days prior to the time we deliver a conversion notice. The Threshold Price for the Company's right to convert the Note decreases to 150 % after the twenty-four (24) month anniversary of the Closing Date and on or before the thirty-six (36) month anniversary of the Closing, and to 130 % at any time after the thirty-six (36) month anniversary of the Closing Date. Due to a provision in the Convertible Note agreement that allowed for a change in the conversion price upon a digressive issuance by the Company within three months of the Closing Date, t he conversion feature of the Note was deemed an embedded derivative requiring separate accounting as a stand-alone derivative instrument (the "Convertible Note Derivative"). The Note was recorded at its face amount of $ 60 million less debt issuance costs of $ 4.2 million and the fair value of the Convertible Note Derivative of $ 24.9 million. The provision resulting in the separate accounting for the conversion feature of the Convertible Note Derivative expired November 26, 2022, and accordingly, the fair value of the Convertible Note Derivative at expiration of the provision was transferred to additional paid-in capital (see Note 8). Fair value information for the Convertible Note and Convertible Note Derivative follows. September 30, June 30, 2023 2023 (in thousands) Fair value of convertible note (Level 2) $ 42,273 $ 40,316 Total fair value of convertible note instrument $ 42,273 $ 40,316 The valuation model for the Convertible Note and related Convertible Note Derivative requires the input of subjective assumptions including expected share price volatility, risk-free interest rate and debt rate. Changes in the input assumptions as well as the Company's underlying share price can materially affect the fair value estimates. Prior to the expiration of the provision that required separate accounting for the Convertible Note Derivative, the changes in fair value of the Convertible Note Derivative materially affected reported net income (loss) but had no related impact on our cash position or cash flows. Changes in the reported fair value of the Convertible Note are not recognized in net income and therefore have no effect on reported net income (loss). The significant assumptions used in the fair value model for the Convertible Note and related Convertible Note Derivative include the following, with a change in volatility and debt rate having the most significant impact on the related fair values. September 30, June 30, 2023 2023 Risk-free interest rate 4.8 % 4.4 % Volatility 50.0 % 50.0 % Debt rate 16.9 % 17.5 % Stock price per share $ 2.26 $ 3.28 On November 6, 2026, the Company entered into a standstill agreement with its Lender and holder of the Convertible Note. Refer to Notes 1 and 13 for additional information. |
Convertible Note Derivative
Convertible Note Derivative | 3 Months Ended |
Sep. 30, 2023 | |
Convertible Note Derivative [Abstract] | |
Convertible Note Derivative | 8. Convertible Note Derivative The Convertible Note Derivative, which related to the Convertible Note described above in Note 7, was valued upon initial recognition and at each reporting period at fair value using a with-and-without methodology utilizing a binomial lattice model (Level 3). Changes in the fair value were recognized in Derivative gain (loss) in the statement of operations prior to the derecognition of the Convertible Note Derivative during the quarter ended December 31, 2022. As described above in Note 7, the fair value of the Convertible Note Derivative was transferred to additional paid-in capital during the three months ended December 31, 2022. Refer to Note 7 for additional information about the fair value assumptions utilized on the valuation of the Convertible Note Derivative. The components of changes to the fair value of the Convertible Note Derivative are summarized below. Three months ended September 30, 2022 (in thousands) Convertible note derivative (asset) liability — beginning of period $ — Additions 24,896 Fair value adjustment (gain) loss ( 13,909 ) Convertible note derivative (asset) liability — end of period $ 10,987 |
Financial Instruments and Fair
Financial Instruments and Fair Value Measurements | 3 Months Ended |
Sep. 30, 2023 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments and Fair Value Measurements | 9. Financial Instruments and Fair Value Measurements At September 30, 2023 , cash equivalents as well as trade and other payables approximate their fair value due to their short-term nature. Our financial instruments also consist of environmental reclamation bonds which are invested in certificates of deposit and money market funds which are classified as Level 1, and the Convertible Note Derivative which was classified as Level 3 before its derecognition and transfer to additional paid-in capital during the quarter ended December 31, 2022. The reconciliation of changes in the fair value of the Convertible Note Derivative can be found in Note 8 and fair value as of September 30, 2023 in Note 7. |
Share Based Compensation
Share Based Compensation | 3 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share Based Compensation | 10. Share Based Compensation Share based compensation expense is included in general and administrative expense and consisted of the following for the periods presented. Three months ended September 30, 2023 2022 (in thousands) Share based compensation expense — service based Employee share option plan $ 96 $ 961 2022 Equity Compensation Plan — Options 133 175 2022 Equity Compensation Plan — PSU's 48 — 2022 Equity Compensation Plan — RSU and DSU's 322 164 Total share based compensation expense $ 599 $ 1,300 Stock Options All options outstanding prior to the three-month period ended September 30, 2022 were granted under the predecessor parent company's employee share option plan. New option grants are made under the 2022 Equity Compensation Plan and vest ratably over the vesting period which is generally three years or less. The tables below reflect all options granted under both plans. The significant assumptions used to estimate the fair value of stock option awards granted under the plans during the three months ended September 30, 2023 and 2022, using the Black-Scholes option valuation model are as follows. Three months ended September 30, 2023 2022 Exercise price $ 7.73 $ 25.62 Share price $ 2.46 $ 18.03 Volatility 99 % 79 % Expected term in years 9.6 5.0 Risk-free interest rate 4.3 % 2.91 % Dividend rate Nil Nil The following table summarizes stock option activity for each of the periods presented. Three months ended September 30, 2023 2022 Number of Options Weighted Average Exercise Price Number of Options Weighted Average Exercise Price (In thousands, except per share data) Outstanding at beginning of the period 4,187 $ 10.91 4,874 $ 9.67 Granted 300 7.73 400 25.62 Exercised — — ( 50 ) 5.12 Expired/forfeited ( 278 ) 25.49 — — Outstanding at end of the period 4,209 9.71 5,224 10.94 Vested at the end of the period 3,356 9.83 3,664 8.02 Unvested at the end of the period 853 $ 9.25 1,560 $ 7.15 The weighted average remaining life of vested options at September 30, 2023 and 2022 was 1.2 years and 1.4 years, respectively. As of September 30, 2023 , there was $ 2.4 million of unrecognized compensation cost related to 853 thousand unvested stock options. This cost is expected to be recognized over a weighted-average remaining period of approximately 1.7 years. The following table summarizes the activity for unvested options for each of the periods presented. Three months ended September 30, 2023 2022 Number of Options Weighted Average Grant Date Fair Value per share Number of Options Weighted Average Grant Date Fair Value per share (In thousands, except per share data) Unvested at beginning of the period 838 $ 6.42 1,507 $ 6.05 Granted 300 2.08 400 10.52 Vested ( 7 ) 6.85 ( 347 ) 5.96 Expired/forfeited ( 278 ) 10.48 — — Unvested at end of the period 853 $ 3.57 1,560 $ 7.15 As of September 30, 2023 , all outstanding stock options and vested stock options had no intrinsic value as the exercise prices of the respective options exceeded the Company's stock price on September 30, 2023 . The intrinsic value of stock options exercised during the three months ended September 30, 2022 was $ 0.8 million. There were no options exercised during the three months ended September 30, 2023. Restricted Share Units, Director Share Units and Performance Share Units The following table summarizes restricted share ("RSU"), director restricted share ("DSU") and performance share ("PSU") activity under the 2022 Equity Compensation Plan for each of the periods presented. Serviced-Based Shares Weighted Average Grant Date Fair Value per Share Performance- Based Shares Weighted Average Grant Date Fair Value per Unit Total Shares (In thousands, except per share data) Non-vested shares/units 209.8 $ 6.78 139.1 $ 7.20 348.9 Granted 186.6 2.46 121.6 (1) 2.46 308.2 Vested ( 77.1 ) 6.31 — — ( 77.1 ) Forfeited ( 4.5 ) 14.49 ( 4.5 ) 14.49 ( 9.0 ) Non-vested shares/units 314.8 $ 4.23 256.2 $ 4.82 571.0 Serviced-Based Shares Weighted Average Grant Date Fair Value per Share Performance- Based Shares Weighted Average Grant Date Fair Value per Unit Total Shares (In thousands, except per share data) Non-vested shares/units 48.8 $ 18.03 19.2 $ 12.19 68.0 Granted 101.3 14.67 63.5 (2) 14.79 164.8 Non-vested shares/units 150.1 $ 15.76 82.7 $ 14.23 232.8 (1) During the quarter ended September 30, 2023, approximately 121.6 thousand performance share units were granted, which based on the achievement of certain financial and operational targets, could vest within a range of 0 % to 100 %. The targets are 1) construction of the large-scale commercial facility commencing prior to September 1, 2026; 2) the budget for the large-scale commercial facility remaining within a range of $ 342 - 418 million; and 3) an approved final investment decision in the large-scale commercial facility at a modeled internal rate of return of 20 %. The determination of the percentage of shares that ultimately vest will be made at the three-year anniversary of the grant date based upon achievement of the performance targets over the period. (2) During the quarter ended September 30, 2022, approximately 63.5 thousand performance share units were granted, which based on the achievement of certain operational targets, could vest within a range of 0 % to 100 %. The targets are 1) commissioning and operation of the small-scale facility; 2) obtaining formation flow, head grade and impurity profile data from the small-scale facility; and 3) generating product data to ensure process design for detailed engineering. The determination of the percentage of shares that ultimately vest will be made at the three-year anniversary of the grant date based upon achievement of the performance targets over the period. |
Earnings (Loss) Per Common Shar
Earnings (Loss) Per Common Share | 3 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Common Share | 11. Earnings (Loss) Per Common Share The following is the calculation of basic and diluted weighted-average shares outstanding and earnings (loss) per share for the indicated period. Three months ended September 30, 2023 2022 (in thousands, except per share data) Basic earnings (loss) per share: Net income (loss) - numerator $ ( 9,370 ) $ 4,606 Weighted-average shares — denominator 44,221 43,350 Basic earnings (loss) per share $ ( 0.21 ) $ 0.11 Diluted earnings (loss) per share: Net income (loss) $ ( 9,370 ) $ 4,606 Interest expense on convertible note — (1) 819 Net income (loss) - numerator $ ( 9,370 ) $ 5,425 Weighted-average shares (denominator): 44,221 43,350 Dilution effect of stock options and unvested restricted stock units — 1,760 Additional shares assuming conversion of convertible note — (1) 3,409 Weighted-average shares — diluted 44,221 48,519 Diluted earnings (loss) per share $ ( 0.21 ) $ 0.11 Stock options and unvested restricted stock units and performance 4,780 920 (1) Interest expense of $ 2.4 million related to the Convertible Notes for the quarter ended September 30, 2023, and the issuance of 3.6 million additional shares assuming the conversion of the Convertible Note on September 30, 2023 were excluded from the calculation of diluted earnings per share as such effects would be anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 12. Commitments and Contingencies Purchase Obligations We had purchase order commitments of $ 6.8 million for the construction works in progress, equipment, software, drilling and technical reports. Litigation On July 17, 2023, we filed a complaint (the “Complaint”) against a previous construction contractor in the United States District Court for the Central District of California, Eastern Division, alleging, among other things, numerous breaches by the contractor of its contractual obligations to 5EBA under the Procurement and Construction Contract, effective April 26, 2022, by and between 5EBA and the contractor, relating to the construction of the Small-Scale Facility in California (the “Contract”). On August 10, 2023, the contractor filed an answer to the Complaint as well as a counterclaim for, among other things, alleged breaches by 5EBA of its contractual obligations to the contractor under the Contract and has requested relief in the approximate amount of $ 5.5 million. We plan on filing a response disputing the counterclaims asserted by the contractor and reaffirming the grounds for recovery raised in the Complaint. Discovery has begun and is ongoing. An estimate of reasonably possible losses, if any, cannot be made at this time. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Sep. 30, 2023 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events On November 9, 2023, the Company entered into an Agreement with its Lender. The Agreement enables the Company, the Lender and other strategic investors to advance discussions towards a resolution for a recapitalization plan for the Company. Under the Agreement, the parties have agreed to a period of standstill, temporarily allowing the Company to go below its current cash covenant of $ 10 million until December 1, 2023. |
Basis of Financial Statement _2
Basis of Financial Statement Presentation (Policies) | 3 Months Ended |
Sep. 30, 2023 | |
Policy Text Block [Abstract] | |
Basis of Presentation | These unaudited condensed consolidated financial statements (herein after referred to as “financial statements”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and should be read in the context of the consolidated financial statements and footnotes thereto for the year ended June 30, 2023 included in the Company's annual report filed with the Securities and Exchange Commission on Form 10-K, as amended. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of our financial position as of September 30, 2023, results of operations for the three months ended September 30, 2023 and 2022 and cash flows for the three months ended September 30, 2023 and 2022 have been included. Operating results for the three months ended September 30, 2023 are not necessarily indicative of the results that may be expected for the full fiscal year ending June 30, 2024 . |
Basis of Consolidation | Basis of Consolidation The unaudited condensed consolidated financial statements comprise the financial statements of 5E Advanced Materials, Inc. and its wholly owned subsidiaries, American Pacific Borates Pty Ltd. and 5E Boron Americas, LLC (formerly Fort Cady (California) Corporation, "5EBA"), (collectively, “5E,” “we,” “our,” “us” or the “Company”). |
Going Concern | Going Concern Management evaluated whether there are conditions and events, considered in the aggregate, that raise substantial doubt about the Company's ability to continue as a going concern within one year after the date that these condensed consolidated financial statements are issued. When substantial doubt exists, management evaluates whether the mitigating effect of its plans sufficiently alleviates substantial doubt about the Company's ability to continue as a going concern. The mitigating effect of management's plans, however, is only considered if both (1) it is probable that the plans will be effectively implemented within one year after the date that the financial statements are issued, and (2) it is probable that the plans, when implemented, will mitigate the relevant conditions or events that raise substantial doubt about the Company’s ability to continue as a going concern within one year after the date that these condensed consolidated financial statements are issued. In performing this analysis, management excluded certain elements of its operating plan that cannot be considered probable. The future receipt of potential funding from equity or debt issuances cannot be considered probable at this time because these plans are not entirely within management's control as of the date of these condensed consolidated financial statements. During the quarter ended September 30, 2023, Bluescape Special Situations IV (the "Lender"), the holder of the Company's senior secured convertible note (the "Convertible Note"), communicated an immaterial alleged breach of the Convertible Note agreement regarding a nonfinancial covenant. However, the Lender elected not to pursue any remedies related thereto. The Company disagreed with the Lender's contention. As discussed in Note 7, the Convertible Note agreement contains a financial covenant requiring the Company to maintain a cash balance of at least $10 million. On November 9, 2023, the Company entered into a standstill agreement (the "Agreement") with the Lender. The Agreement enables the Company, the Lender and other strategic investors to advance discussions towards a resolution for a recapitalization plan for the Company. Under the Agreement, the parties have agreed to a period of standstill, which pauses rights, remedies, powers, privileges and defenses, temporarily allowing the Company to go below its current cash covenant of $ 10 million until December 1, 2023. If the Company is not able to obtain additional financing and agree to a successful recapitalization plan, its cash balance is expected to fall below $10 million during the fourth calendar quarter of 2023, and an event of default under the Convertible Note agreement would occur. However, it is expected that any recapitalization plan will waive any defaults under the Convertible Note agreement. Management's plans include reduced spending and a pursuit of additional capital through a recapitalization plan. Given that raising additional capital and the achievement of a successful recapitalization plan are not entirely within management's control combined with the expectation of incurring significant operating and development costs in the foreseeable future, there exists substantial doubt regarding the Company's ability to continue as a going concern for a period of one year after the date that these financial statements are issued. If the anticipated recapitalization plan is successfully consummated in the fourth quarter 2023, available liquidity may still not be sufficient to eliminate the aforementioned substantial doubt regarding the Company's ability to continue as a going concern. These financial statements have been prepared on a going concern basis, which contemplates the realization of assets and satisfaction of liabilities in the ordinary course of business and do not include any adjustments relating to the recoverability and classification of recorded asset amounts or the amounts and classification of liabilities that might result from the outcome of the uncertainties described above. |
Financial Instruments | Financial Instruments The Company's financial instruments consist of cash and cash equivalents, a convertible note, vehicle notes, and accounts payable and accrued liabilities. It is management’s opinion that we are not exposed to significant interest, currency or credit risks arising from these financial instruments. The fair values of these instruments, with the exception of the convertible note and vehicle notes, approximate their carrying value. See Note 7 for fair value information related to the convertible notes. |
Concentration of Risk | Concentration of Risk The Company maintains cash deposits at several major banks, which at times may exceed amounts covered by insurance provided by the United States Federal Deposit Insurance Corporation (“FDIC”). Management monitors the financial health of the banks and believes the Company is not exposed to any significant credit risk, and the Company has not experienced any such losses. |
Risk and Uncertainties | Risks and Uncertainties The Company is subject to a number of risks that management believes are similar to those of other companies of similar size in our industry, including but not limited to, the success of our exploration activities, need for significant additional capital (or financing) to fund operating losses, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, and dependence on key individuals. The Company currently generates no revenues from operations and will need to rely on raising additional capital or financing to sustain operations in the long-term. There can be no assurance that management will be successful in its efforts to raise additional capital on terms favorable to the Company, or at all, or in management's ability to adequately reduce expenses, if necessary, to maintain sufficient liquidity or capital resources. Management expects the Company's available liquidity will fall below $10 million within the next 12 months. If we are not able to secure additional financing and our cash balance falls below $10 million, an event of default under the Convertible Note indenture would occur. An event of default would cause our Convertible Note balance outstanding to become immediately due and payable, for which the Company would not have the resources to repay without additional financing. Reclassifications Certain reclassifications have been made to prior years’ reported amounts in order to conform to the current year presentation. These reclassifications did not impact our previously reported net income (loss), stockholders’ equity or cash flows. |
Reclassifications | Reclassifications Certain reclassifications have been made to prior years’ reported amounts in order to conform to the current year presentation. These reclassifications did not impact our previously reported net income (loss), stockholders’ equity or cash flows. |
Recently Issued and Adopted Accounting Pronouncements | Recently Issued and Adopted Accounting Pronouncements From time to time, new accounting pronouncements are issued by the Financial Accounting Standards Board (“FASB”) that are adopted by the Company as of the specified effective date. Unless otherwise discussed, management believes that the impact of recently issued standards did not or will not have a material impact on the Company’s consolidated financial statements upon adoption. |
Mineral Rights and Properties_2
Mineral Rights and Properties, Net (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Mineral Properties, Net [Abstract] | |
Summary of Mineral Rights and Properties | Mineral rights and properties, net consisted of the following. September 30, June 30, 2023 2023 (in thousands) Mineral properties $ 6,733 $ 6,733 Hydrology wells 547 547 Asset retirement cost, net of accumulated amortization 28 and $ 23 at September 30, 2023 and June 30, 2023, respectively (1) 352 357 Mineral rights and properties, net $ 7,632 $ 7,637 (1) Asset retirement costs represent the carrying value of capitalized costs associated with asset retirement obligations discussed in Note 5. |
Construction in Progress (Table
Construction in Progress (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Construction In Progress [Abstract] | |
Summary of Construction in Progress | Construction in progress consisted of the following. September 30, June 30, 2023 2023 (in thousands) Engineering services $ 9,122 $ 9,122 Equipment 32,507 31,692 Construction 23,989 21,579 Injection and recovery wells 4,097 4,002 Capitalized interest 1,782 1,158 Total construction in progress $ 71,497 $ 67,553 |
Properties, Plant and Equipme_2
Properties, Plant and Equipment, Net (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Property, Plant and Equipment [Abstract] | |
Summary of Properties, Plant and Equipment | Properties, plant and equipment, net consisted of the following. Depreciation Estimated useful September 30, June 30, Asset category method life (in years) 2023 2023 (in thousands) Land N/A — $ 1,533 $ 1,533 Buildings Straight-line 7 - 15 873 873 Vehicles Straight-line 3 - 5 345 345 Plant and equipment Straight-line 5 - 10 676 623 3,427 3,374 Less accumulated depreciation ( 366 ) ( 318 ) Properties, plant and equipment, net $ 3,061 $ 3,056 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule Of Change In Asset Retirement Obligation | The change in our ARO during the periods presented and the balance of our accrued reclamation liabilities at the end of each period are set forth below. September 30, June 30, 2023 2023 (in thousands) Asset retirement obligation — beginning of period $ 724 $ 489 Obligation incurred during the period — 31 Revisions to previous estimates (1) — 167 Accretion 17 37 Asset retirement obligation — end of period $ 741 $ 724 (1) The revision for the prior period is attributable to revised cost estimates provided by a third-party engineering firm and was reflected as an increase to mineral rights and properties (see Note 2) . |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Payables and Accruals [Abstract] | |
Summary of Accounts Payable and Accrued Liabilities | Accounts payable and accrued liabilities consisted of the following at the end of each period presented. September 30, June 30, 2023 2023 (in thousands) Accounts payable - trade (1) $ 1,977 $ 1,492 Accrued expenses 736 1,350 Accrued capital expenditures 4,501 3,386 Accrued payroll 1,370 1,072 Accrued interest 477 1,388 Current portion of debt 41 40 Accounts payable and accrued liabilities $ 9,102 $ 8,728 (1) Includes $ 1,324 thousand and $ 699 thousand related to capital expenditures, respectively. |
Long-term Debt (Tables)
Long-term Debt (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Debt Disclosure [Abstract] | |
Summary of Debt Disclosure | Long-term debt consisted of the following at the end of each period presented. September 30, June 30, 2023 2023 (in thousands) Convertible note $ 63,561 $ 61,710 Vehicle notes payable 138 148 Total debt 63,699 61,858 Current portion of debt 41 40 Long-term debt 63,658 61,818 Unamortized convertible note discount — embedded conversion feature ( 19,447 ) ( 20,691 ) Unamortized debt issuance costs - convertible note ( 3,248 ) ( 3,456 ) Long-term debt, net $ 40,963 $ 37,671 |
Summary of Interest Expense | Interest expense consisted of the following. Three months ended September 30, 2023 2022 (in thousands) Convertible note interest $ 940 $ 269 Vehicle notes payable interest 1 2 Amortization of debt issuance costs and discount — convertible note 1,452 550 Other interest 18 — Gross interest expense 2,411 821 Less: amount capitalized to construction in progress 624 — Interest expense, net of amounts capitalized $ 1,787 $ 821 Effective interest rate — convertible note 23.2 % 23.4 % |
Summary of Fair Value Information for Convertible Instrument | Fair value information for the Convertible Note and Convertible Note Derivative follows. September 30, June 30, 2023 2023 (in thousands) Fair value of convertible note (Level 2) $ 42,273 $ 40,316 Total fair value of convertible note instrument $ 42,273 $ 40,316 |
Summary of Significant Assumptions used in Fair Value Model with Change in Volatility and Debt Rate | The significant assumptions used in the fair value model for the Convertible Note and related Convertible Note Derivative include the following, with a change in volatility and debt rate having the most significant impact on the related fair values. September 30, June 30, 2023 2023 Risk-free interest rate 4.8 % 4.4 % Volatility 50.0 % 50.0 % Debt rate 16.9 % 17.5 % Stock price per share $ 2.26 $ 3.28 On November 6, 2026, the Company entered into a standstill agreement with its Lender and holder of the Convertible Note. Refer to Notes 1 and 13 for additional information. |
Convertible Note Derivative (Ta
Convertible Note Derivative (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Convertible Note Derivative [Abstract] | |
Schedule of Components of Changes to Fair Value of Convertible Note Derivative | The components of changes to the fair value of the Convertible Note Derivative are summarized below. Three months ended September 30, 2022 (in thousands) Convertible note derivative (asset) liability — beginning of period $ — Additions 24,896 Fair value adjustment (gain) loss ( 13,909 ) Convertible note derivative (asset) liability — end of period $ 10,987 |
Share Based Compensation (Table
Share Based Compensation (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount | Share based compensation expense is included in general and administrative expense and consisted of the following for the periods presented. Three months ended September 30, 2023 2022 (in thousands) Share based compensation expense — service based Employee share option plan $ 96 $ 961 2022 Equity Compensation Plan — Options 133 175 2022 Equity Compensation Plan — PSU's 48 — 2022 Equity Compensation Plan — RSU and DSU's 322 164 Total share based compensation expense $ 599 $ 1,300 |
Summary of Share-based Payment Award, Stock Options, Valuation Assumptions | The significant assumptions used to estimate the fair value of stock option awards granted under the plans during the three months ended September 30, 2023 and 2022, using the Black-Scholes option valuation model are as follows. Three months ended September 30, 2023 2022 Exercise price $ 7.73 $ 25.62 Share price $ 2.46 $ 18.03 Volatility 99 % 79 % Expected term in years 9.6 5.0 Risk-free interest rate 4.3 % 2.91 % Dividend rate Nil Nil |
Summary of Share-based Payment Arrangement, Activity | The following table summarizes stock option activity for each of the periods presented. Three months ended September 30, 2023 2022 Number of Options Weighted Average Exercise Price Number of Options Weighted Average Exercise Price (In thousands, except per share data) Outstanding at beginning of the period 4,187 $ 10.91 4,874 $ 9.67 Granted 300 7.73 400 25.62 Exercised — — ( 50 ) 5.12 Expired/forfeited ( 278 ) 25.49 — — Outstanding at end of the period 4,209 9.71 5,224 10.94 Vested at the end of the period 3,356 9.83 3,664 8.02 Unvested at the end of the period 853 $ 9.25 1,560 $ 7.15 |
Summary of Nonvested Share Activity | Three months ended September 30, 2023 2022 Number of Options Weighted Average Grant Date Fair Value per share Number of Options Weighted Average Grant Date Fair Value per share (In thousands, except per share data) Unvested at beginning of the period 838 $ 6.42 1,507 $ 6.05 Granted 300 2.08 400 10.52 Vested ( 7 ) 6.85 ( 347 ) 5.96 Expired/forfeited ( 278 ) 10.48 — — Unvested at end of the period 853 $ 3.57 1,560 $ 7.15 |
Share-based Compensation Arrangements by Share-based Payment Award, Performance-based Units, Vested and Expected to Vest | The following table summarizes restricted share ("RSU"), director restricted share ("DSU") and performance share ("PSU") activity under the 2022 Equity Compensation Plan for each of the periods presented. Serviced-Based Shares Weighted Average Grant Date Fair Value per Share Performance- Based Shares Weighted Average Grant Date Fair Value per Unit Total Shares (In thousands, except per share data) Non-vested shares/units 209.8 $ 6.78 139.1 $ 7.20 348.9 Granted 186.6 2.46 121.6 (1) 2.46 308.2 Vested ( 77.1 ) 6.31 — — ( 77.1 ) Forfeited ( 4.5 ) 14.49 ( 4.5 ) 14.49 ( 9.0 ) Non-vested shares/units 314.8 $ 4.23 256.2 $ 4.82 571.0 Serviced-Based Shares Weighted Average Grant Date Fair Value per Share Performance- Based Shares Weighted Average Grant Date Fair Value per Unit Total Shares (In thousands, except per share data) Non-vested shares/units 48.8 $ 18.03 19.2 $ 12.19 68.0 Granted 101.3 14.67 63.5 (2) 14.79 164.8 Non-vested shares/units 150.1 $ 15.76 82.7 $ 14.23 232.8 (1) During the quarter ended September 30, 2023, approximately 121.6 thousand performance share units were granted, which based on the achievement of certain financial and operational targets, could vest within a range of 0 % to 100 %. The targets are 1) construction of the large-scale commercial facility commencing prior to September 1, 2026; 2) the budget for the large-scale commercial facility remaining within a range of $ 342 - 418 million; and 3) an approved final investment decision in the large-scale commercial facility at a modeled internal rate of return of 20 %. The determination of the percentage of shares that ultimately vest will be made at the three-year anniversary of the grant date based upon achievement of the performance targets over the period. (2) During the quarter ended September 30, 2022, approximately 63.5 thousand performance share units were granted, which based on the achievement of certain operational targets, could vest within a range of 0 % to 100 %. The targets are 1) commissioning and operation of the small-scale facility; 2) obtaining formation flow, head grade and impurity profile data from the small-scale facility; and 3) generating product data to ensure process design for detailed engineering. The determination of the percentage of shares that ultimately vest will be made at the three-year anniversary of the grant date based upon achievement of the performance targets over the period. |
Earnings (Loss) Per Common Sh_2
Earnings (Loss) Per Common Share (Tables) | 3 Months Ended |
Sep. 30, 2023 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Weighted-Average Shares Outstanding and Earnings (Loss) per Share (EPS) | The following is the calculation of basic and diluted weighted-average shares outstanding and earnings (loss) per share for the indicated period. Three months ended September 30, 2023 2022 (in thousands, except per share data) Basic earnings (loss) per share: Net income (loss) - numerator $ ( 9,370 ) $ 4,606 Weighted-average shares — denominator 44,221 43,350 Basic earnings (loss) per share $ ( 0.21 ) $ 0.11 Diluted earnings (loss) per share: Net income (loss) $ ( 9,370 ) $ 4,606 Interest expense on convertible note — (1) 819 Net income (loss) - numerator $ ( 9,370 ) $ 5,425 Weighted-average shares (denominator): 44,221 43,350 Dilution effect of stock options and unvested restricted stock units — 1,760 Additional shares assuming conversion of convertible note — (1) 3,409 Weighted-average shares — diluted 44,221 48,519 Diluted earnings (loss) per share $ ( 0.21 ) $ 0.11 Stock options and unvested restricted stock units and performance 4,780 920 (1) Interest expense of $ 2.4 million related to the Convertible Notes for the quarter ended September 30, 2023, and the issuance of 3.6 million additional shares assuming the conversion of the Convertible Note on September 30, 2023 were excluded from the calculation of diluted earnings per share as such effects would be anti-dilutive. |
Basis of Financial Statement _3
Basis of Financial Statement Presentation - Additional Information (Details) $ in Millions | 3 Months Ended |
Sep. 30, 2023 USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Financial covenant, description | Convertible Note agreement contains a financial covenant requiring the Company to maintain a cash balance of at least $10 million. On November 9, 2023, the Company entered into a standstill agreement (the "Agreement") with the Lender. The Agreement enables the Company, the Lender and other strategic investors to advance discussions towards a resolution for a recapitalization plan for the Company. Under the Agreement, the parties have agreed to a period of standstill, which pauses rights, remedies, powers, privileges and defenses, temporarily allowing the Company to go below its current cash covenant of $10 million until December 1, 2023. If the Company is not able to obtain additional financing and agree to a successful recapitalization plan, its cash balance is expected to fall below $10 million during the fourth calendar quarter of 2023, and an event of default under the Convertible Note agreement would occur. However, it is expected that any recapitalization plan will waive any defaults under the Convertible Note agreement. |
Cash covenant | $ 10 |
Mineral Rights and Properties_3
Mineral Rights and Properties, Net - Summary of Mineral Rights and Properties, Net (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 | |
Mineral Properties Net [Line Items] | |||
Mineral rights and properties, net | $ 7,632 | $ 7,637 | |
Mineral properties [Member] | |||
Mineral Properties Net [Line Items] | |||
Mineral rights and properties, net | 6,733 | 6,733 | |
Hydrology Wells [Member] | |||
Mineral Properties Net [Line Items] | |||
Mineral rights and properties, net | 547 | 547 | |
Asset Retirement Cost [Member] | |||
Mineral Properties Net [Line Items] | |||
Mineral rights and properties, net | [1] | $ 352 | $ 357 |
[1] Asset retirement costs represent the carrying value of capitalized costs associated with asset retirement obligations discussed in Note 5. |
Mineral Rights and Properties_4
Mineral Rights and Properties, Net - Summary of Mineral Rights and Properties, Net (Parenthetical) (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Asset Retirement Cost [Member] | ||
Mineral Properties Net [Line Items] | ||
Asset retirement cost, accumulated amortization | $ 28 | $ 23 |
Construction in Progress - Summ
Construction in Progress - Summary of Construction in Progress (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Construction In Progress [Line Items] | ||
Total construction in progress | $ 71,497 | $ 67,553 |
Engineering services [Member] | ||
Construction In Progress [Line Items] | ||
Total construction in progress | 9,122 | 9,122 |
Equipment [Member] | ||
Construction In Progress [Line Items] | ||
Total construction in progress | 32,507 | 31,692 |
Construction [Member] | ||
Construction In Progress [Line Items] | ||
Total construction in progress | 23,989 | 21,579 |
Injection and recovery wells [Member] | ||
Construction In Progress [Line Items] | ||
Total construction in progress | 4,097 | 4,002 |
Capitalized Interest [Member] | ||
Construction In Progress [Line Items] | ||
Total construction in progress | $ 1,782 | $ 1,158 |
Properties, Plant and Equipme_3
Properties, Plant and Equipment, Net - Summary of Properties, Plant and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | $ 3,427 | $ 3,374 |
Less accumulated depreciation | (366) | (318) |
Properties, plant and equipment, net | 3,061 | 3,056 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | $ 1,533 | 1,533 |
Property, Plant and Equipment, Depreciation Method [Extensible Enumeration] | us-gaap:NoDepreciationMethodMember | |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | $ 873 | 873 |
Property, Plant and Equipment, Depreciation Method [Extensible Enumeration] | us-gaap:StraightLineDepreciationMethodMember | |
Buildings [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 15 years | |
Buildings [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 7 years | |
Vehicles [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | $ 345 | 345 |
Property, Plant and Equipment, Depreciation Method [Extensible Enumeration] | us-gaap:StraightLineDepreciationMethodMember | |
Vehicles [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 5 years | |
Vehicles [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 3 years | |
Plant and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Properties, plant and equipment, Gross | $ 676 | $ 623 |
Property, Plant and Equipment, Depreciation Method [Extensible Enumeration] | us-gaap:StraightLineDepreciationMethodMember | |
Plant and equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 10 years | |
Plant and equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life (in years) | 5 years |
Properties, Plant and Equipme_4
Properties, Plant and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expense | $ 47 | $ 35 |
Asset Retirement Obligations -
Asset Retirement Obligations - Schedule Of Change In Asset Retirement Obligation (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Jun. 30, 2023 | ||
Asset Retirement Obligation [Abstract] | ||||
Asset retirement obligation - beginning of period | $ 724 | $ 489 | $ 489 | |
Obligation incurred during the period | 31 | |||
Revisions to previous estimates | [1] | 167 | ||
Accretion | 17 | $ 3 | 37 | |
Asset retirement obligation - end of period | $ 741 | $ 724 | ||
[1] The revision for the prior period is attributable to revised cost estimates provided by a third-party engineering firm and was reflected as an increase to mineral rights and properties (see Note 2) |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Liabilities - Summary of Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 | |
Payables and Accruals [Abstract] | |||
Accounts payable - trade | [1] | $ 1,977 | $ 1,492 |
Accrued expenses | 736 | 1,350 | |
Accrued capital expenditures | 4,501 | 3,386 | |
Accrued payroll | 1,370 | 1,072 | |
Accrued interest | 477 | 1,388 | |
Current portion of debt | 41 | 40 | |
Accounts payable and accrued liabilities | $ 9,102 | $ 8,728 | |
[1] Includes $ 1,324 thousand and $ 699 thousand related to capital expenditures, respectively. |
Accounts Payable and Accrued _4
Accounts Payable and Accrued Liabilities - Summary of Accounts Payable and Accrued Liabilities (Parenthetical) (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Payables and Accruals [Abstract] | ||
Capital expenditure included in trade accounts payable | $ 1,324 | $ 699 |
Long-term Debt - Summary of Deb
Long-term Debt - Summary of Debt Disclosure (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Debt Instrument [Line Items] | ||
Total debt | $ 63,699 | $ 61,858 |
Current portion of debt | 41 | 40 |
Long-term debt | 63,658 | 61,818 |
Unamortized convertible note discount - embedded conversion feature | (19,447) | (20,691) |
Unamortized debt issuance costs - convertible note | (3,248) | (3,456) |
Long-term debt, net | 40,963 | 37,671 |
Convertible Note [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | 63,561 | 61,710 |
Vehicle Notes Payable [Member] | ||
Debt Instrument [Line Items] | ||
Total debt | $ 138 | $ 148 |
Long-term Debt - Summary of Int
Long-term Debt - Summary of Interest Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Debt Disclosure [Abstract] | ||
Convertible note interest | $ 940 | $ 269 |
Vehicle notes payable interest | 1 | 2 |
Amortization of debt issuance costs and discount - convertible note | 1,452 | 550 |
Other Interest | 18 | 0 |
Gross interest expense | 2,411 | 821 |
Less: amount capitalized to construction in progress | 624 | 0 |
Interest expense, net of amounts capitalized | $ 1,787 | $ 821 |
Effective interest rate - convertible note | 23.20% | 23.40% |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Aug. 11, 2022 USD ($) Days $ / shares | Sep. 30, 2023 USD ($) | Aug. 15, 2023 USD ($) | Jun. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Jun. 30, 2022 USD ($) | |
Debt Instrument [Line Items] | ||||||
Debt issuance costs | $ 3,248 | $ 3,456 | ||||
Convertible note derivative liability | $ 10,987 | $ 0 | ||||
Senior Secured Convertible Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 60,000 | |||||
Debt instrument maturity date description | 2027 | |||||
Interest payment frequency | semi-annually | |||||
Debt instrument, convertible, conversion price | $ / shares | $ 17.6 | |||||
Debt instrument, convertible, threshold trading days | Days | 20 | |||||
Additional notes issued as payment for accrued interest | $ 1,850 | |||||
Debt issuance costs | $ 4,200 | |||||
Convertible note derivative liability | $ 24,900 | |||||
Senior Secured Convertible Notes | Debt Conversion On Or Before The24 Month From Closing Date | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, convertible, threshold percentage of stock price trigger | 200% | |||||
Senior Secured Convertible Notes | Debt Conversion After24 Months But Before36 Months From Closing Date | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, convertible, threshold percentage of stock price trigger | 150% | |||||
Senior Secured Convertible Notes | Debt Conversion After36 Months From Closing Date | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, convertible, threshold percentage of stock price trigger | 130% | |||||
Senior Secured Convertible Notes | Debt Instrument Repayable By Cash | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 4.50% | |||||
Senior Secured Convertible Notes | Debt Instrument Repayable By Issuing Additional Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate, stated percentage | 6% | |||||
Level 2 | ||||||
Debt Instrument [Line Items] | ||||||
Fair value of convertible note | $ 42,273 | $ 40,316 |
Long-term Debt - Summary of Fai
Long-term Debt - Summary of Fair Value Information for Convertible Instrument (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Jun. 30, 2023 |
Debt Instrument [Line Items] | ||
Total fair value of convertible note instrument | $ 42,273 | $ 40,316 |
Level 2 | ||
Debt Instrument [Line Items] | ||
Fair value of convertible note | $ 42,273 | $ 40,316 |
Long-term Debt - Summary of Sig
Long-term Debt - Summary of Significant Assumptions used in Fair Value Model with Change in Volatility and Debt Rate (Details) - Convertible Note Derivative [Member] | Sep. 30, 2023 $ / shares | Jun. 30, 2023 $ / shares |
Debt Instrument [Line Items] | ||
Stock price per share | $ 2.26 | $ 3.28 |
Risk-free Interest Rate [Member] | ||
Debt Instrument [Line Items] | ||
Derivative liability, measurement input | 4.8 | 4.4 |
Volatility [Member] | ||
Debt Instrument [Line Items] | ||
Derivative liability, measurement input | 50 | 50 |
Debt Rate [Member] | ||
Debt Instrument [Line Items] | ||
Derivative liability, measurement input | 16.9 | 17.5 |
Convertible Note Derivative - S
Convertible Note Derivative - Schedule of Components of Changes to Fair Value of Convertible Note Derivative (Details) $ in Thousands | 3 Months Ended |
Sep. 30, 2022 USD ($) | |
Convertible Note Derivative [Abstract] | |
Convertible note derivative (asset) liability - beginning of period | $ 0 |
Additions | 24,896 |
Fair value adjustment (gain) loss | (13,909) |
Convertible note derivative (asset) liability - end of period | $ 10,987 |
Shared Based Compensation - Sha
Shared Based Compensation - Share-based payment arrangement, expensed and capitalized, amount (Details) - General and Administrative Expense [Member] - Service Based Compensation [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Allocated share based compensation | $ 599 | $ 1,300 |
RSU and DSU's [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Allocated share based compensation | 322 | 164 |
Employee Share Option Plan [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Allocated share based compensation | 96 | 961 |
PSU's | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Allocated share based compensation | 48 | 0 |
2022 Equity Compensation Plan - Options [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Allocated share based compensation | $ 133 | $ 175 |
Share Based Compensation - Summ
Share Based Compensation - Summary of share-based payment award, stock options, valuation assumptions (Details) - Black Scholes [Member] - $ / shares | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Exercise price | $ 7.73 | $ 25.62 |
Share price | $ 2.46 | $ 18.03 |
Volatility | 99% | 79% |
Expected term in years | 9 years 7 months 6 days | 5 years |
Risk-free interest rate | 4.30% | 2.91% |
Dividend rate | 0% | 0% |
Share Based Compensation - Su_2
Share Based Compensation - Summary Of Share-Based Payment Arrangement, Activity (Detail) - $ / shares shares in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of Options, Outstanding at beginning of the period | 4,187 | 4,874 |
Number of Options, Granted | 300 | 400 |
Number of Options, Exercised | 0 | (50) |
Number of Options, Expired/forfeited | (278) | 0 |
Number of Options, Outstanding at end of period | 4,209 | 5,224 |
Number of Options, Vested at the end of the period | 3,356 | 3,664 |
Number of Options, Unvested options at end of the period | 853 | 1,560 |
Weighted Averaged Exercise Price, Outstanding at beginning of the period | $ 10.91 | $ 9.67 |
Weighted Averaged Exercise Price, Granted | 7.73 | 25.62 |
Weighted Averaged Exercise Price, Exercised | 0 | 5.12 |
Weighted Averaged Exercise Price, Expired/forfeited | 25.49 | 0 |
Weighted Averaged Exercise Price, Outstanding at end of period | 9.71 | 10.94 |
Weighted Averaged Exercise Price, Vested at the end of the period | 9.83 | 8.02 |
Weighted Averaged Exercise Price, Unvested at the end of the period | $ 9.25 | $ 7.15 |
Share Based Compensation - Su_3
Share Based Compensation - Summary of Nonvested Share Activity (Details) - $ / shares shares in Thousands | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Payment Arrangement [Abstract] | ||
Number of Options, Unvested options at beginning of the period | 838 | 1,507 |
Number of Options, Granted | 300 | 400 |
Number of Options, Vested | (7) | (347) |
Number of Options, Expired/forfeited | (278) | 0 |
Number of Options, Unvested options at end of the period | 853 | 1,560 |
Weighted Average Grant Date Fair Value per share, Unvested options at beginning of the period | $ 6.42 | $ 6.05 |
Weighted Average Grant Date Fair Value per share, Granted | 2.08 | 10.52 |
Weighted Average Grant Date Fair Value per share, Vested | 6.85 | 5.96 |
Weighted Average Grant Date Fair Value per share, Expired/forfeited | 10.48 | 0 |
Weighted Average Grant Date Fair Value per share, Unvested options at end of the period | $ 3.57 | $ 7.15 |
Share Based Compensation - The
Share Based Compensation - The Activity for our Incentive Plan (Details) - 2022 Equity Compensation Plan [Member] - $ / shares | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Restricted Share ("RSU"), Director Restricted Share ("DSU") and Performance Share Units ("PSU") | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Beginning balance | 348,900 | 68,000 |
Granted | 308,200 | 164,800 |
Vested | (77,100) | |
Forfeited | (9,000) | |
Ending balance | 571,000 | 232,800 |
Serviced-Based Shares [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Beginning balance | 209,800 | 48,800 |
Granted | 186,600 | 101,300 |
Vested | (77,100) | |
Forfeited | (4,500) | |
Ending balance | 314,800 | 150,100 |
Weighted Average Grant Date Fair Value per Share, Beginning balance | $ 6.78 | $ 18.03 |
Weighted Average Grant Date Fair Value per Share, Granted | 2.46 | 14.67 |
Weighted Average Grant Date Fair Value per Share, Vested | 6.31 | |
Weighted Average Grant Date Fair Value per Share, Forfeited | 14.49 | |
Weighted Average Grant Date Fair Value per Share, Ending balance | $ 4.23 | $ 15.76 |
Performance-Based Shares [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Beginning balance | 139,100 | 19,200 |
Granted | 121,600 | 63,500 |
Vested | 0 | |
Forfeited | (4,500) | |
Ending balance | 256,200 | 82,700 |
Weighted Average Grant Date Fair Value per Share, Beginning balance | $ 7.2 | $ 12.19 |
Weighted Average Grant Date Fair Value per Share, Granted | 2.46 | 14.79 |
Weighted Average Grant Date Fair Value per Share, Vested | 0 | |
Weighted Average Grant Date Fair Value per Share, Forfeited | 14.49 | |
Weighted Average Grant Date Fair Value per Share, Ending balance | $ 4.82 | $ 14.23 |
Share Based Compensation - Th_2
Share Based Compensation - The Activity for our Incentive Plan (Parenthetical) (Details) - 2022 Equity Compensation Plan [Member] - Performance-Based Shares [Member] - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share based compensation share based award equity instruments other than options granted during the period | 121,600 | 63,500 |
Modeled internal rate of return | 20% | |
Maximum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share based compensation share based award equity instruments other than options vesting percentage | 100% | 100% |
Budget for large-scale commercial facility remaining amount | $ 418 | |
Minimum [Member] | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Share based compensation share based award equity instruments other than options vesting percentage | 0% | 0% |
Budget for large-scale commercial facility remaining amount | $ 342 |
Share Based Compensation - Addi
Share Based Compensation - Additional Information (Detail) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2023 | Sep. 30, 2022 | Mar. 31, 2023 | Jun. 30, 2023 | Jun. 30, 2022 | Mar. 31, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Stock options vesting period | 3 years | |||||
Share based compensation by share based award options outstanding and unvested | 853 | 1,560 | 838 | 1,507 | 1,560 | |
Exercise of stock options | $ 0 | $ 256 | ||||
2022 Equity Compensation Plan [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Share based compensation by share based award options outstanding and unvested | 853 | |||||
Share based compensation by share based award unvested options unrecognized compensation | $ 2,400 | |||||
Share based compensation by share based award non vested options intrinsic value | $ 0 | |||||
Share based compensation by share based award aggregate instrinsic value of stock options excercised | $ 800 | |||||
2022 Equity Compensation Plan [Member] | Fully Vested [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Share based compensation by share based award options vested and expected to vest weighted average remaining contractual term | 1 year 2 months 12 days | 1 year 4 months 24 days | ||||
2022 Equity Compensation Plan [Member] | Employee Stock Option [Member] | ||||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||||||
Share based compensation by share based award total compensation not yet recognized period for recognition | 1 year 8 months 12 days |
Earnings (Loss) Per Common Sh_3
Earnings (Loss) Per Common Share - Calculation of Basic and Diluted Weighted-Average Shares Outstanding and Earnings (Loss) per Share (EPS) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | ||
Basic earnings (loss) per share: | |||
Net income (loss) - numerator | $ (9,370) | $ 4,606 | |
Weighted-average shares - denominator | 44,221 | 43,350 | |
Basic earnings (loss) per share | $ (0.21) | $ 0.11 | |
Diluted earnings (loss) per share: | |||
Net income (loss) | $ (9,370) | $ 4,606 | |
Interest expense on convertible note | 0 | [1] | 819 |
Net income (loss) - numerator | $ (9,370) | $ 5,425 | |
Weighted-average shares (denominator): | 44,221 | 43,350 | |
Dilution effect of stock options and unvested restricted stock units and performance share units outstanding at end of period | 0 | 1,760 | |
Additional shares assuming conversion of convertible note | 0 | [1] | 3,409 |
Weighted-average shares - diluted | 44,221 | 48,519 | |
Diluted earnings (loss) per share | $ (0.21) | $ 0.11 | |
Stock options and unvested restricted stock units and performance share units excluded due to anti-dilutive effect | 4,780 | 920 | |
[1] Interest expense of $ 2.4 million related to the Convertible Notes for the quarter ended September 30, 2023, and the issuance of 3.6 million additional shares assuming the conversion of the Convertible Note on September 30, 2023 were excluded from the calculation of diluted earnings per share as such effects would be anti-dilutive. |
Earnings (Loss) Per Common Sh_4
Earnings (Loss) Per Common Share - Calculation of Basic and Diluted Weighted-Average Shares Outstanding and Earnings (Loss) per Share (EPS) (Parenthetical) (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Interest expense on convertible note | $ 0 | [1] | $ 819 |
Additional shares assuming conversion of convertible note | 0 | [1] | 3,409 |
Convertible Note [Member] | |||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | |||
Interest expense on convertible note | $ 2,400 | ||
Additional shares assuming conversion of convertible note | 3,600 | ||
[1] Interest expense of $ 2.4 million related to the Convertible Notes for the quarter ended September 30, 2023, and the issuance of 3.6 million additional shares assuming the conversion of the Convertible Note on September 30, 2023 were excluded from the calculation of diluted earnings per share as such effects would be anti-dilutive. |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Millions | Aug. 10, 2023 | Sep. 30, 2023 |
Commitments and Contingencies [Line Items] | ||
Purchase commitments | $ 6.8 | |
Contractual obligations under contract | $ 5.5 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Nov. 06, 2023 | Sep. 30, 2023 | |
Subsequent Event [Line Items] | ||
Cash covenant | $ 10 | |
Financial covenant, description | Convertible Note agreement contains a financial covenant requiring the Company to maintain a cash balance of at least $10 million. On November 9, 2023, the Company entered into a standstill agreement (the "Agreement") with the Lender. The Agreement enables the Company, the Lender and other strategic investors to advance discussions towards a resolution for a recapitalization plan for the Company. Under the Agreement, the parties have agreed to a period of standstill, which pauses rights, remedies, powers, privileges and defenses, temporarily allowing the Company to go below its current cash covenant of $10 million until December 1, 2023. If the Company is not able to obtain additional financing and agree to a successful recapitalization plan, its cash balance is expected to fall below $10 million during the fourth calendar quarter of 2023, and an event of default under the Convertible Note agreement would occur. However, it is expected that any recapitalization plan will waive any defaults under the Convertible Note agreement. | |
Subsequent Event [Member] | ||
Subsequent Event [Line Items] | ||
Cash covenant | $ 10 | |
Financial covenant, description | Under the Agreement, the parties have agreed to a period of standstill, temporarily allowing the Company to go below its current cash covenant of $10 million until December 1, 2023. |