Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Jul. 11, 2016 | Oct. 31, 2015 | |
Document And Entity Information | |||
Entity Registrant Name | PEREGRINE PHARMACEUTICALS INC | ||
Entity Central Index Key | 704,562 | ||
Document Type | 10-K | ||
Document Period End Date | Apr. 30, 2016 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --04-30 | ||
Is Entity a Well-known Seasoned Issuer? | No | ||
Is Entity a Voluntary Filer? | No | ||
Is Entity's Reporting Status Current? | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Public Float | $ 204,411,929 | ||
Entity Common Stock, Shares Outstanding | 241,456,721 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,016 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) | Apr. 30, 2016 | Apr. 30, 2015 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 61,412,000 | $ 68,001,000 |
Trade and other receivables, net | 2,859,000 | 3,813,000 |
Inventories | 16,186,000 | 7,354,000 |
Prepaid expenses and other current assets, net | 1,351,000 | 1,355,000 |
Total current assets | 81,808,000 | 80,523,000 |
PROPERTY AND EQUIPMENT: | ||
Leasehold improvements | 19,610,000 | 1,538,000 |
Laboratory equipment | 10,257,000 | 5,965,000 |
Furniture, fixtures, office equipment and software | 4,045,000 | 3,991,000 |
Construction-in-progress | 0 | 11,819,000 |
Property and equipment, gross | 33,912,000 | 23,313,000 |
Less accumulated depreciation and amortization | (9,610,000) | (8,189,000) |
Property and equipment, net | 24,302,000 | 15,124,000 |
Restricted cash | 600,000 | 0 |
Other assets | 2,333,000 | 1,817,000 |
TOTAL ASSETS | 109,043,000 | 97,464,000 |
CURRENT LIABILITIES: | ||
Accounts payable | 8,429,000 | 10,385,000 |
Accrued clinical trial and related fees | 7,594,000 | 3,910,000 |
Accrued payroll and related costs | 5,821,000 | 4,606,000 |
Deferred revenue | 10,030,000 | 6,630,000 |
Customer deposits | 24,212,000 | 11,363,000 |
Other current liabilities | 1,488,000 | 437,000 |
Total current liabilities | 57,574,000 | 37,331,000 |
Deferred rent, less current portion | 1,395,000 | 1,098,000 |
Commitments and contingencies | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock - $.001 par value; authorized 5,000,000 shares; issued and outstanding - 1,577,440 and 1,574,764, respectively | 2,000 | 2,000 |
Common stock - $.001 par value; authorized 500,000,000 shares; issued and outstanding - 236,930,485 and 193,346,627, respectively | 237,000 | 193,000 |
Additional paid-in-capital | 559,111,000 | 512,464,000 |
Accumulated deficit | (509,276,000) | (453,624,000) |
Total stockholders' equity | 50,074,000 | 59,035,000 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 109,043,000 | $ 97,464,000 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Apr. 30, 2016 | Apr. 30, 2015 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 1,577,440 | 1,574,764 |
Preferred stock, shares outstanding | 1,577,440 | 1,574,764 |
Common stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares issued | 236,930,485 | 193,346,627 |
Common stock, shares outstanding | 236,930,485 | 193,346,627 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
REVENUES: | |||
Contract manufacturing revenue | $ 44,357,000 | $ 26,744,000 | $ 22,294,000 |
License revenue | 329,000 | 37,000 | 107,000 |
Total revenues | 44,686,000 | 26,781,000 | 22,401,000 |
COSTS AND EXPENSES: | |||
Cost of contract manufacturing | 22,966,000 | 15,593,000 | 13,110,000 |
Research and development | 59,529,000 | 42,996,000 | 27,723,000 |
Selling, general and administrative | 18,551,000 | 18,691,000 | 17,274,000 |
Total costs and expenses | 101,046,000 | 77,280,000 | 58,107,000 |
LOSS FROM OPERATIONS | (56,360,000) | (50,499,000) | (35,706,000) |
OTHER INCOME (EXPENSE): | |||
Interest and other income | 722,000 | 142,000 | 349,000 |
Interest and other expense | (14,000) | (1,000) | (5,000) |
NET LOSS | (55,652,000) | (50,358,000) | (35,362,000) |
COMPREHENSIVE LOSS | (55,652,000) | (50,358,000) | (35,362,000) |
Series E preferred stock accumulated dividends | (4,484,000) | (3,696,000) | (401,000) |
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ (60,136,000) | $ (54,054,000) | $ (35,763,000) |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: Basic and Diluted | 216,265,620 | 182,558,332 | 161,579,649 |
BASIC AND DILUTED LOSS PER COMMON SHARE | $ (.28) | $ (0.30) | $ (0.22) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) | Preferred Stock | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning balance, shares at Apr. 30, 2013 | 0 | 143,768,946 | |||
Beginning balance, value at Apr. 30, 2013 | $ 0 | $ 143,000 | $ 391,521,000 | $ (367,904,000) | $ 23,760,000 |
Series E preferred stock issued for cash, net of issuance costs, shares | 775,000 | ||||
Series E preferred stock issued for cash, net of issuance costs, value | $ 1,000 | 17,916,000 | 17,917,000 | ||
Series E preferred stock dividends | (232,000) | (232,000) | |||
Common stock issued for cash, net of issuance costs, shares | 33,527,369 | ||||
Common stock issued for cash, net of issuance costs, value | $ 34,000 | 53,886,000 | 53,920,000 | ||
Common stock issued under Employee Stock Purchase Plan, shares | 498,050 | ||||
Common stock issued under Employee Stock Purchase Plan, value | $ 1,000 | 544,000 | 545,000 | ||
Common stock issued upon exercise of options, shares | 976,799 | ||||
Common stock issued upon exercise of options, value | $ 1,000 | 943,000 | 944,000 | ||
Common stock issued under restricted stock awards, shares | 100,000 | ||||
Share-based compensation | 6,207,000 | 6,207,000 | |||
Net loss | (35,362,000) | (35,362,000) | |||
Ending balance, shares at Apr. 30, 2014 | 775,000 | 178,871,164 | |||
Ending balance, value at Apr. 30, 2014 | $ 1,000 | $ 179,000 | 470,785,000 | (403,266,000) | 67,699,000 |
Series E preferred stock issued for cash, net of issuance costs, shares | 799,764 | ||||
Series E preferred stock issued for cash, net of issuance costs, value | $ 1,000 | 18,202,000 | 18,203,000 | ||
Series E preferred stock dividends | (3,352,000) | (3,352,000) | |||
Common stock issued for cash, net of issuance costs, shares | 13,665,117 | ||||
Common stock issued for cash, net of issuance costs, value | $ 14,000 | 19,221,000 | 19,235,000 | ||
Common stock issued under Employee Stock Purchase Plan, shares | 497,453 | ||||
Common stock issued under Employee Stock Purchase Plan, value | 608,000 | 608,000 | |||
Common stock issued upon exercise of options, shares | 312,893 | ||||
Common stock issued upon exercise of options, value | 298,000 | 298,000 | |||
Share-based compensation | 6,702,000 | 6,702,000 | |||
Net loss | (50,358,000) | (50,358,000) | |||
Ending balance, shares at Apr. 30, 2015 | 1,574,764 | 193,346,627 | |||
Ending balance, value at Apr. 30, 2015 | $ 2,000 | $ 193,000 | 512,464,000 | (453,624,000) | 59,035,000 |
Series E preferred stock issued for cash, net of issuance costs, shares | 2,676 | ||||
Series E preferred stock issued for cash, net of issuance costs, value | 59,000 | 59,000 | |||
Series E preferred stock dividends | (4,139,000) | (4,139,000) | |||
Common stock issued for cash, net of issuance costs, shares | 42,372,195 | ||||
Common stock issued for cash, net of issuance costs, value | $ 43,000 | 45,152,000 | 45,195,000 | ||
Common stock issued under Employee Stock Purchase Plan, shares | 1,034,397 | ||||
Common stock issued under Employee Stock Purchase Plan, value | $ 1,000 | 539,000 | 540,000 | ||
Common stock issued upon exercise of options, shares | 177,266 | ||||
Common stock issued upon exercise of options, value | 138,000 | 138,000 | |||
Share-based compensation | 4,898,000 | 4,898,000 | |||
Net loss | (55,652,000) | (55,652,000) | |||
Ending balance, shares at Apr. 30, 2016 | 1,577,440 | 236,930,485 | |||
Ending balance, value at Apr. 30, 2016 | $ 2,000 | $ 237,000 | $ 559,111,000 | $ (509,276,000) | $ 50,074,000 |
CONSOLIDATED STATEMENTS OF STO6
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
February 11, 2014 Offering [Member] | |||
Issuance costs | $ 1,458,000 | ||
December 27, 2012 Financing [Member] | |||
Issuance costs | 1,504,000 | ||
Series E Preferred Stock [Member] | |||
Issuance costs | $ 1,000 | $ 1,002,000 | 1,458,000 |
Series E Preferred Stock [Member] | February 11, 2014 Offering [Member] | |||
Issuance costs | 1,458,000 | ||
Series E Preferred Stock [Member] | June 13, 2014 Financing [Member] | |||
Issuance costs | 1,000 | 1,002,000 | |
Common Stock | |||
Issuance costs | 677,000 | 513,000 | $ 1,504,000 |
Common Stock | December 27, 2012 Financing [Member] | |||
Issuance costs | 161,000 | ||
Common Stock | June 13, 2014 Financing [Member] | |||
Issuance costs | 311,000 | $ 352,000 | |
Common Stock | August 7, 2015 Financing [Member] | |||
Issuance costs | 365,000 | ||
Common Stock | October 30, 2015 Financing [Member] | |||
Issuance costs | $ 1,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net loss | $ (55,652,000) | $ (50,358,000) | $ (35,362,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Share-based compensation | 4,898,000 | 6,702,000 | 6,207,000 |
Depreciation and amortization | 1,535,000 | 1,041,000 | 986,000 |
Loss on disposal of property and equipment | 14,000 | 2,000 | 4,000 |
Changes in operating assets and liabilities: | |||
Trade and other receivables, net | 954,000 | (2,481,000) | 330,000 |
Inventories | (8,832,000) | (1,824,000) | (1,191,000) |
Prepaid expenses and other current assets, net | 4,000 | 64,000 | (710,000) |
Restricted cash | (600,000) | 0 | 0 |
Other non-current assets | (325,000) | 12,000 | (94,000) |
Accounts payable | (3,521,000) | 3,278,000 | (391,000) |
Accrued clinical trial and related fees | 3,684,000 | (523,000) | 3,503,000 |
Accrued payroll and related costs | 1,215,000 | 769,000 | 255,000 |
Deferred revenue | 3,400,000 | 1,097,000 | 1,070,000 |
Customer deposits | 12,849,000 | 5,603,000 | (2,299,000) |
Other accrued expenses and current liabilities | 1,051,000 | (52,000) | (464,000) |
Deferred rent, less current portion | (265,000) | 651,000 | (98,000) |
Net cash used in operating activities | (39,591,000) | (36,019,000) | (28,254,000) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Property and equipment acquisitions | (9,324,000) | (9,047,000) | (755,000) |
Decrease (Increase) in other assets | 533,000 | 598,000 | (1,767,000) |
Net cash used in investing activities | (8,791,000) | (8,449,000) | (2,522,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Proceeds from issuance of common stock, net of issuance costs of $677,000, $513,000 and $1,504,000, respectively | 45,195,000 | 19,235,000 | 53,920,000 |
Proceeds from issuance of Series E preferred stock, net of issuance costs of $1,000, $1,002,000 and $1,458,000, respectively | 59,000 | 18,203,000 | 17,917,000 |
Proceeds from issuance of common stock under Employee Stock Purchase Plan | 540,000 | 608,000 | 545,000 |
Proceeds from exercise of stock options | 138,000 | 298,000 | 944,000 |
Dividends paid on preferred stock | (4,139,000) | (3,352,000) | (232,000) |
Principal payments on capital leases | 0 | (13,000) | (32,000) |
Net cash provided by financing activities | 41,793,000 | 34,979,000 | 73,062,000 |
NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS | (6,589,000) | (9,489,000) | 42,286,000 |
CASH AND CASH EQUIVALENTS, beginning of period | 68,001,000 | 77,490,000 | 35,204,000 |
CASH AND CASH EQUIVALENTS, end of period | 61,412,000 | 68,001,000 | 77,490,000 |
SUPPLEMENTAL INFORMATION: | |||
Cash paid for interest | 0 | 0 | 1,000 |
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | |||
Accounts payable and other liabilities for purchase of property and equipment | 1,565,000 | 4,673,000 | 4,000 |
Lease incentives | $ 562,000 | $ 100,000 | $ 0 |
CONSOLIDATED STATEMENTS OF CAS8
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Common Stock | |||
Stock Issuance costs | $ 677,000 | $ 513,000 | $ 1,504,000 |
Series E Preferred Stock [Member] | |||
Stock Issuance costs | $ 1,000 | $ 1,002,000 | $ 1,458,000 |
1. ORGANIZATION AND BUSINESS DE
1. ORGANIZATION AND BUSINESS DESCRIPTION | 12 Months Ended |
Apr. 30, 2016 | |
Organization And Business Description | |
ORGANIZATION AND BUSINESS DESCRIPTION | Organization Business Description – |
2. SUMMARY OF SIGNIFICANT ACCOU
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Apr. 30, 2016 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation Use of Estimates Liquidity and Financial Condition Our ability to continue to fund our operations is highly dependent on the amount of cash and cash equivalents on hand combined with our ability to raise additional capital to support our future operations through one or more methods, including but not limited to, (i) raising additional capital in the equity markets, (ii) generating additional revenue from Avid, or (iii) licensing or partnering our product candidates in development . Historically, we have funded a significant portion of our operations through the issuance of equity. During fiscal year 2016, we raised $45,872,000 in aggregate gross proceeds from the sale of shares of our common stock (Note 5). Subsequent to April 30, 2016 and through July 14, 2016, we raised an additional $2,169,000 in aggregate gross proceeds from the sale of shares of our common stock (Note 12). As of July 14, 2016, $112,445,000 remained available to us under our two effective shelf registration statements, which allows us from time to time to offer and sell shares of our common stock or preferred stock, in one or more offerings, either individually or in combination. O ur ability to raise additional capital in the equity markets to fund our obligations in future periods dependent Although it is difficult to predict all of our future liquidity requirements, we believe that our cash and cash equivalents as of April 30, 2016 combined with the additional proceeds raised subsequent to April 30, 2016 and through July 14, 2016, and the projected cash receipts from manufacturing services will be sufficient to fund our operations through at least the next twelve months, which estimate assumes we raise no additional capital from the capital markets or other potential sources. If we are unable to either (i) raise sufficient capital in the equity markets, (ii) generate additional revenue from Avid, or (iii) license or partner our products in development, or any combination thereof, we may need to delay, scale back, or eliminate some or all our research and development efforts, or restructure our operations, which may include delaying the expansion of our contract manufacturing business. In addition, even if we are able to raise additional capital, it may not be at a price or on terms that are favorable to us. Cash and Cash Equivalents - Restricted Cash - Trade and Other Receivables - Trade receivables are recorded at the invoiced amount net of an allowance for doubtful accounts, if necessary. Other receivables are reported at amounts expected to be collected net of an allowance for doubtful accounts, if necessary. Trade and other receivables, net, at April 30, consist of the following: 2016 2015 Trade receivables (1) $ 2,494,000 $ 3,423,000 Other receivables, net 365,000 390,000 Trade and other receivables, net $ 2,859,000 $ 3,813,000 ______________ (1) Allowance for Doubtful Accounts - Inventories - 2016 2015 Raw materials $ 10,911,000 $ 3,821,000 Work-in-process 5,275,000 3,533,000 Total inventories $ 16,186,000 $ 7,354,000 Property and Equipment, net - Concentrations of Credit Risk and Customer Base Our trade receivables from amounts billed for contract manufacturing services provided by Avid have historically been derived from a small customer base. Most contracts require up-front payments and installment payments during the service period. We perform periodic evaluations of the financial condition of our customers and generally do not require collateral, but we can terminate any contract if a material default occurs. Approximately 98% of our trade receivables balance as of April 30, 2016 (Note 2) represents amounts due from four customers. Approximately 97% of our trade receivables balance as of April 30, 2015 (Note 2) represents amounts due from two customers. In addition, contract manufacturing revenue generated by Avid has historically been derived from a small customer base (Note 10). These customers typically do not enter into long-term contracts because their need for drug supply depends on a variety of factors, including the drug’s stage of development, their financial resources, and, with respect to commercial drugs, demand for the drug in the market. Our future results of operations could be adversely affected if revenue from any one of our primary customers is significantly reduced or eliminated. Comprehensive Loss - Impairment - Fair Value of Financial Instruments - Fair Value Measurements - · Level 1 – Observable inputs, such as unadjusted quoted prices in active markets for identical assets or liabilities. · Level 2 – Observable inputs other than quoted prices included in Level 1, such as assets or liabilities whose values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets. · Level 3 – Unobservable inputs that are supported by little or no market activity and significant to the overall fair value measurement of the assets or liabilities; therefore, requiring the company to develop its own valuation techniques and assumptions. As of April 30, 2016 and 2015, we do not have any Level 2 or Level 3 financial assets or liabilities and our cash equivalents, which are primarily invested in money market funds with one major commercial bank, are carried at fair value based on quoted market prices for identical securities (Level 1 input). Customer Deposits - Deferred Rent - Revenue Recognition - We recognize revenue in accordance with the authoritative guidance for revenue recognition when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) delivery (or passage of title) has occurred or services have been rendered, (iii) the seller’s price to the buyer is fixed or determinable, and (iv) collectability is reasonably assured. We also comply with the authoritative guidance for revenue recognition regarding arrangements with multiple elements. Revenue arrangements with multiple elements are divided into separate units of accounting if certain criteria are met, including whether the delivered element has stand-alone value to the customer or licensing partner. When deliverables are separable, consideration received is allocated among the separate units based on their respective fair values, and the applicable revenue recognition criteria are applied to each of the separate units, which may require the use of significant judgement. Deliverables are considered separate units of accounting if (1) the delivered item(s) has value to the customer on a stand-alone basis and (2) the arrangement includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control. Arrangement consideration is allocated at the inception of the agreement to all identified units of accounting based on their relative selling price. The relative selling price for each deliverable is determined using vendor specific objective evidence (“VSOE”) of selling price or third-party evidence of selling price if VSOE does not exist. If neither VSOE nor third-party evidence of selling price exists, we use our best estimate of the selling price for the deliverable. The amount of allocable arrangement consideration is limited to amounts that are fixed or determinable. The consideration received is allocated among the separate units of accounting, and the applicable revenue recognition criteria are applied to each of the separate units. Changes in the allocation of the sales price between delivered and undelivered elements can impact revenue recognition but do not change the total revenue recognized under any agreement. Contract Manufacturing Revenue Revenue associated with contract manufacturing services provided by Avid is recognized once the service has been rendered and/or upon shipment (or passage of title) of the product to the customer. For arrangements that include multiple elements, we follow the authoritative guidance for revenue recognition regarding arrangements with multiple deliverables, as described above. In addition, we also follow the authoritative guidance when reporting revenue as gross when we act as a principal versus reporting revenue as net when we act as an agent. For transactions in which we act as a principal, have discretion to choose suppliers, bear credit and inventory risk and perform a substantive part of the services, revenue is recorded at the gross amount billed to a customer and costs associated with these reimbursements are reflected as a component of cost of sales for contract manufacturing services. Any amounts received prior to satisfying our revenue recognition criteria are recorded as deferred revenue or customer deposits in the accompanying consolidated financial statements. We also record a provision for estimated contract losses, if any, in the period in which they are determined. License Revenue License revenue related to licensing agreements associated with our technologies under development primarily consists of non-refundable upfront license fees, non-refundable annual license fees and milestone payments. Non-refundable upfront license fees received under license agreements, whereby continued performance or future obligations are considered inconsequential to the relevant license technology, are recognized as revenue upon delivery of the technology. For licensing agreements that include multiple elements, we follow the authoritative guidance for revenue recognition regarding arrangements with multiple deliverables, as described above. We recognize consideration that is contingent upon the achievement of a milestone in its entirety as revenue in the period in which the milestone is achieved only if the milestone is substantive in its entirety. A milestone is considered substantive when it meets all of the following criteria: · The consideration is commensurate with either the entity’s performance to achieve the milestone or the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the entity’s performance to achieve the milestone; · The consideration relates solely to past performance; and · The consideration is reasonable relative to all of the deliverables and payment terms within the arrangement. A milestone is defined as an event (i) that can only be achieved based in whole or in part on either the entity’s performance or on the occurrence of a specific outcome resulting from the entity’s performance, (ii) for which there is substantive uncertainty at the date the arrangement is entered into that the event will be achieved, and (iii) that would result in additional payments being due to us. The provisions above do not apply to contingent consideration for which payment is either contingent solely upon the passage of time or the result of a counterparty’s performance. We will assess the nature of, and appropriate accounting for, these payments on a case-by-case basis in accordance with the applicable authoritative guidance for revenue recognition. Any amounts received prior to satisfying these revenue recognition criteria are recorded as deferred revenue in the accompanying consolidated financial statements. Research and Development Expenses Clinical trial costs are a significant component of our research and development expenses. We have a history of contracting with third parties that perform various clinical trial activities on our behalf in the ongoing development of our product candidates. The financial terms of these contracts are subject to negotiations and may vary from contract to contract and may result in uneven payment flow. Expenses related to clinical trials are accrued based on our estimates and/or representations from third parties (including clinical research organizations) regarding services performed. If the contracted amounts are modified (for instance, as a result of changes in the clinical trial protocol or scope of work to be performed), we modify our accruals accordingly on a prospective basis. Revisions in the scope of a contract are charged to expense in the period in which the facts that give rise to the revision become reasonably certain. There were no material adjustments for a change in estimate to research and development expenses in the accompanying consolidated financial statements in any of the three years ended April 30, 2016. Under certain research and development agreements, we are obligated to make certain advance payments, including nonrefundable amounts, for goods or services that will be used or rendered for future research and development activities and are deferred and capitalized as prepaid research and development expenses. These advance payments are recognized as an expense in the period the related goods are delivered or the related services are performed. We assess our prepaid research and development expenses for impairment when events or changes in circumstances indicate that the carrying amount of the prepaid expense may not be recoverable or provide future economic benefit. In addition, under certain in-licensing agreements associated with the research and development of our product candidates, we are obligated to pay certain milestone payments based on potential clinical development and regulatory milestones (Note 4). These milestone payments have no alternative future uses (in other research and development projects or otherwise) and therefore have no separate economic values and are expensed as research and development costs at the time the costs are incurred. We have no in-licensed product candidates that have alternative future uses in research and development projects or otherwise. Share-based Compensation Periodically, we grant stock options and other share-based awards to non-employee consultants, which we account for in accordance with the authoritative guidance for share-based compensation. The cost of non-employee services received in exchange for share-based awards are measured based on either the fair value of the consideration received or the fair value of the share-based award issued, whichever is more reliably measurable. In addition, guidance requires share-based compensation related to unvested options and awards issued to non-employees to be recalculated at the end of each reporting period based upon the fair market value on that date until the share-based award has vested, and any cumulative catch-up adjustment to share-based compensation resulting from the re-measurement is recognized in the current period (Note 6). Income Taxes Basic and Dilutive Net Loss Per Common Share The potential dilutive effect of stock options, shares of common stock expected to be issued under our ESPP, and warrants outstanding during the period was calculated in accordance with the treasury stock method, but are excluded if their effect is anti-dilutive. The potential dilutive effect of Series E Preferred Stock outstanding during the period was calculated using the if-converted method assuming the conversion of Series E Preferred Stock as of the earliest period reported or at the date of issuance, if later, but are excluded if their effect is anti-dilutive. However, because the impact of stock options, shares of common stock expected to be issued under our ESPP, warrants, and Series E Preferred Stock are anti-dilutive during periods of net loss, there was no difference between basic and diluted loss per common share amounts for the three years ended April 30, 2016. The calculation of weighted average diluted shares outstanding excludes the dilutive effect of the following weighted average outstanding stock options, shares of common stock expected to be issued under our ESPP, and warrants since their impact are anti-dilutive during periods of net loss, resulting in an anti-dilutive effect as of April 30,: 2016 2015 2014 Stock options 1,764,684 3,833,193 4,576,112 ESPP 265,029 46,992 72,896 Warrants – – 3,802 Total 2,029,713 3,880,185 4,652,810 The calculation of weighted average diluted shares outstanding also excludes the following weighted average outstanding stock options, warrants, and Series E Preferred Stock (assuming the if-converted method), as their exercise prices or conversion price were greater than the average market price of our common stock during the respective periods, resulting in an anti-dilutive effect as of April 30,: 2016 2015 2014 Stock options 19,186,454 8,471,005 5,151,523 Warrants 273,280 273,280 273,280 Series E Preferred Stock 13,251,849 9,879,531 1,253,452 Total 32,711,583 18,623,816 6,678,255 Subsequent to April 30, 2016 and through July 14, 2016, we granted an aggregate of 6,412,057 stock options under a broad based annual grant for fiscal year 2017 (Note 12) and sold an aggregate of 4,526,236 shares of our common stock (Note 12), which are not included in the calculation of basic and dilutive net loss per common share for the year ended April 30, 2016. Pending Adoption of Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606): Revenue from Contracts with Customers Revenue Recognition Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In November 2014, the FASB issued ASU No. 2014-16, Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share is More Akin to Debt or to Equity In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). ASU No. 2016-2 requires an entity to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU No. 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. ASU No. 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, which will be our fiscal year beginning May 1, 2019. Early adoption is permitted. We are currently in the process of evaluating the impact of adoption of ASU No. 2016-02 on our consolidated financial statements and related disclosures. In March 2016, FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718). ASU No. 2016-09 changes certain aspects of accounting for share-based payments to employees and involves several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. Specifically, ASU No. 2016-09 requires that all income tax effects of share-based awards be recognized as income tax expense or benefit in the reporting period in which they occur. Additionally, ASU No. 2016-09 amends existing guidance to allow forfeitures of share-based awards to be recognized as they occur. Previous guidance required that share-based compensation expense include an estimate of forfeitures. ASU No. 2016-09 is effective for annual and interim periods beginning after December 15, 2016, which will be our fiscal year beginning May 1, 2017. Early adoption is permitted. We are currently evaluating the impact the adoption of ASU No. 2016-09 will have on our consolidated financial statements and related disclosures. |
3. COMMITMENTS AND CONTINGENCIE
3. COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Apr. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Operating Leases Lease Execution Date Approximate Square Footage Leased # of Buildings Occupied Initial Lease Term Expiration Date # of Options to Extend Lease Extended Term Expiration Date (1) December 1998 48,000 2 12/31/17 2 12/31/27 May 2010 13,000 1 12/31/17 1 12/31/22 July 2014 40,000 1 7/31/21 2 7/31/31 April 2016 26,000 1 8/31/23 2 8/31/35 April 2016 25,000 1 8/31/23 2 8/31/35 ______________ (1) Extended lease term expiration date assumes we execute all available option(s) to extend lease in accordance with the terms of the lease agreement. The following represents additional information for each of the lease agreements included in the above table: In December 1998, we entered into our first lease agreement (the “First Lease”) with an original lease term of 12 years with two 5-year renewal options and includes scheduled rental increases of approximately 3% every two years. In December 2005, we entered into an amendment with the landlord and extended the original lease term for seven additional years to expire on December 31, 2017, while maintaining our two 5-year renewal options that could extend our lease to December 31, 2027. In May 2010, we entered into a second lease agreement (the “Second Lease”) to lease additional office and research space. The Second Lease includes a 5-year option to extend the lease to December 31, 2022 and includes annual scheduled rental increases of $0.05 per square foot per year. The Second Lease included a tenant improvement allowance of $125,000 which we classified as deferred rent and is being amortized on a straight-line basis over the term of the Second Lease as a reduction to rent expense. Tenant improvements associated with the Second Lease were recorded as leasehold improvements and are being amortized over the shorter of the estimated useful life of the improvements or the remaining life of the Second Lease. In July 2014, we entered into a third lease agreement (the “Third Lease”) to lease vacant warehouse space to expand our manufacturing capacity to support the manufacturing of products in late-stage clinical development to commercial. The Third Lease includes an option to extend the lease term in two 5-year periods to extend the lease to July 31, 2031 and includes scheduled annual rent increases of approximately 3%. In addition, the Third Lease provided for 12.5 months of free rent, lessor improvements of $250,000 and a tenant improvement allowance of $365,000. The lessor improvements and tenant improvement allowance were classified as deferred rent and are being amortized on a straight-line basis over the term of the Third Lease as a reduction to rent expense. In addition, upon completion of the manufacturing facility build-out during fiscal year 2016, certain of these improvements were classified as leasehold improvements and are being amortized over the shorter of the estimated useful life of the improvements or the remaining life of the Third Lease. In April 2016, we entered into a fourth lease agreement (the “Fourth Lease”) to lease additional office space. The Fourth Lease includes two separate option periods to extend the lease term to August 31, 2035 and includes annual scheduled rent increases of approximately 3%. In addition, the Fourth Lease provides for four months of free rent and a tenant improvement allowance of $562,000. The tenant improvement allowance was classified as deferred rent and will be amortized on a straight-line basis over the term of the Fourth Lease as a reduction to rent expense. In addition, tenant improvements classified as leasehold improvements will be amortized over the shorter of the estimated useful life of the improvements or the remaining life of the Fourth Lease. Additionally, under the terms of the Fourth Lease, we are required to maintain, as collateral for the lease, a letter of credit in the amount of $350,000 during the entire term of the Fourth Lease, which amount is included in restricted cash in the accompanying consolidated balance sheets. In April 2016, we entered into a fifth lease agreement (the “Fifth Lease”) to expand our current manufacturing capacity to support clinical manufacturing and other ancillary services. The Fifth Lease includes two separate option periods to extend the lease term to August 31, 2035 and includes annual scheduled rent increases of approximately 3%. In addition, under the terms of the Fifth Lease, we are required to maintain, as collateral for the lease, a letter of credit in the amount of $250,000 during the entire term of the Fifth Lease, which amount is included in restricted cash in the accompanying consolidated balance sheets. Under each of the aforementioned facility operating leases, we record rent expense on a straight-line basis over the initial term of the lease. The difference between rent expense and the amounts paid under the operating leases is recorded as a deferred rent liability in the accompanying consolidated financial statements. Annual rent expense under the aforementioned facility operating lease agreements totaled $1,265,000, $1,197,000, and $938,000 for the fiscal years ended April 30, 2016, 2015, and 2014, respectively. At April 30, 2016, future minimum lease payments under all non-cancelable operating leases are as follows: Year ending April 30,: Minimum Lease Payments 2017 $ 2,006,000 2018 1,976,000 2019 1,283,000 2020 1,272,000 2021 1,309,000 Thereafter 2,065,000 $ 9,911,000 Legal Proceedings Securities Related Class Action Lawsuit On September 28, 2012, three complaints were filed in the U.S. District Court for the Central District of California (the “District Court”) against us and certain of our executive officers and one consultant (collectively, the “Defendants”) on behalf of certain purchasers of our common stock. The complaints have been brought as purported stockholder class actions, and, in general, include allegations that Defendants violated (i) Section 10(b) of the Exchange Act, and Rule 10b-5 promulgated thereunder and (ii) Section 20(a) of the Exchange Act, by making materially false and misleading statements regarding the interim results of our bavituximab Phase II second-line NSCLC trial, thereby artificially inflating the price of our common stock. The plaintiffs are seeking unspecified monetary damages and other relief. On February 5, 2013, the District Court consolidated the related actions with the low-numbered case (captioned Anderson v. Peregrine Pharmaceuticals, Inc., et al. Derivative Litigation On May 9, 2013, an alleged shareholder filed, purportedly on behalf of us, a derivative lawsuit, captioned Roy v. Steven W. King et al On October 10, 2013, a derivative/class action complaint, captioned Michaeli v. Steven W. King, et al. Other Legal Matters On September 24, 2012, we filed a lawsuit, captioned Peregrine Pharmaceuticals, Inc. v. Clinical Supplies Management, Inc., per se |
4. LICENSING AGREEMENTS
4. LICENSING AGREEMENTS | 12 Months Ended |
Apr. 30, 2016 | |
Licensing Agreements | |
LICENSING AGREEMENTS | In-licensing Agreements The following represents a summary of our key in-licensing agreements covering our products in clinical development. In addition, we do not perform any research and development activities for any unrelated entities. Bavituximab In August 2001 and August 2005, we exclusively in-licensed the worldwide rights to the phosphatidylserine (“PS”)-targeting technology platform from the University of Texas Southwestern Medical Center at Dallas (“UTSWMC”), including bavituximab. In November 2003, we entered into a non-exclusive license agreement with Genentech, Inc. (“Genentech”), to license certain intellectual property rights covering methods and processes for producing antibodies used in connection with the development of our PS-targeting program. In December 2003, we entered into an exclusive commercial license agreement with Avanir Pharmaceuticals, Inc., (“Avanir”) covering the generation of a chimeric monoclonal antibody. In March 2005, we entered into a worldwide non-exclusive license agreement with Lonza Biologics (“Lonza”) for intellectual property and materials relating to the expression of recombinant monoclonal antibodies for use in the manufacture of bavituximab. Under our in-licensing agreements relating to bavituximab, we are obligated to pay future milestone payments based on potential clinical development and regulatory milestones, plus a royalty on net sales and/or a percentage of sublicense income. The applicable royalty rate under each of the foregoing in-licensing agreements is in the low single digits. During fiscal year 2014, we expensed $125,000 associated with milestone obligations under in-licensing agreements covering bavituximab, which is included in research and development expense in the accompanying consolidated statements of operations and comprehensive loss. We did not incur any milestone related expenses during fiscal years 2016 and 2015. The following table provides certain information with respect to each of our in-licensing agreements relating to our bavituximab program. Licensor Agreement Date Total Milestone Obligations Expensed To Date Potential Future Milestone Obligations (1) UTSWMC August 2001 $ 173,000 $ 300,000 UTSWMC August 2005 85,000 375,000 Lonza March 2005 64,000 – (2) Avanir December 2003 100,000 1,000,000 Genentech November 2003 500,000 5,000,000 Total $ 922,000 $ 6,675,000 ______________ (1) Under our current agreements, potential future milestone obligations are due upon achieving certain clinical and regulatory milestones. Based on the current stage of clinical development for bavituximab, future milestone obligations would be due upon submission of a biologics license application in the U.S. and upon FDA approval, which events are currently uncertain and depend on positive clinical trial results. In addition, potential future milestone obligations vary by license agreement (as defined in each license agreement) and certain agreements depend on a valid patent claim, as defined in each of these underlying agreements, at the time the potential milestone is achieved. (2) In the event we utilize a third-party contract manufacturer other than Lonza to manufacture bavituximab for commercial purposes, we would owe Lonza 300,000 pounds sterling per year. We do not expect to incur any milestone related expenses regarding our bavituximab program during fiscal year 2017. In addition, of the total potential future milestone obligations of $6,675,000, up to $6,400,000 would be due upon the first commercial approval of bavituximab pursuant to these in-licensing agreements. However, given the uncertainty of the drug development and the regulatory approval process, we are unable to predict with any certainty when any of these future milestones will occur, if at all. Other In-Licensing Agreement Covering a Third-Party Product Development Program In July 2009, we entered into a patent assignment and sublicense with Affitech whereby we out-licensed exclusive worldwide rights to develop and commercialize certain products under our anti-vascular endothelial growth factor (“VEGF”) intellectual property portfolio as further described in the “Out-Licensing Collaborations” section below. The underlying technology licensed to Affitech was in-licensed from UTSWMC in August 2001 under an exclusive worldwide license agreement. Under the UTSWMC license agreement, as amended, our aggregate future milestone obligations are $375,000 assuming the achievement of all development milestones by Affitech. During fiscal year 2016, we expensed $75,000 associated with milestone obligations under the UTSWMC license agreement, which is included in research and development expense in the accompanying consolidated statements of operations and comprehensive loss. We did not incur any milestone related expenses during fiscal years 2015 and 2014. In addition, we do not expect to incur any milestone related expenses under the UTSWMC license agreement during fiscal year 2017. Out-Licensing Agreements The following represents a summary of our out-licensing agreements by technology platform: Tumor Necrosis Therapy In October 2000, we entered into a licensing agreement with Merck KGaA to out-license a segment of our Tumor Necrosis Therapy technology for use in the application of cytokine fusion proteins. In January 2003, we entered into an amendment to the license agreement, whereby we received an extension to the royalty period from six years to ten years from the date of the first commercial sale. Under the terms of the agreement, we would receive a royalty on net sales if a product is approved under the agreement. Merck KGaA is currently in the clinical development stage of this program. In May 2010, we entered into an assignment agreement and a license agreement (collectively, the “Agreements”) with an unrelated entity to develop our Tumor Necrosis Therapy technologies in certain Asia-Pacific Economic Cooperation countries. We determined, pursuant to the authoritative guidance for revenue recognition for multiple element arrangements applied as of the transaction date, to utilize the residual method to allocate the consideration received under the arrangement. Under the residual method, the amount of consideration allocated to all other elements in the arrangement (delivered and undelivered) equals the total arrangement consideration less the aggregate fair value of the undelivered elements with stand-alone fair value (i.e., manufacturing commitment services). In May 2015, all obligations and commitments associated with the undelivered elements (i.e., manufacturing commitment services) expired in accordance with the terms of the Agreements and therefore, we recognized revenue of $292,000, which amount is included in license revenue in the accompanying consolidated statements of operations and comprehensive loss for the fiscal year ended April 30, 2016. Anti-VEGF In July 2009, we entered into a patent assignment and sublicense (collectively, the “Affitech Agreements”) with Affitech whereby we licensed exclusive worldwide rights to develop and commercialize certain products under our anti-VEGF intellectual property portfolio, including the fully human antibody AT001/r84. In consideration for the rights granted under our anti-VEGF antibody technology platform, we received non-refundable up-front license fees of $250,000. In addition, we received aggregate milestone payments of $1,000,000 associated with the delivery of two preclinical development packages as defined in the Affitech Agreements. We could also receive up to $16,500,000 in future milestone payments based on the achievement of all clinical and regulatory milestones for product approval by Affitech or an affiliate, plus a royalty on net sales, as defined in the Affitech Agreements. These potential future milestone payments payable under the Affitech Agreements entail no performance obligations on our part. Therefore, we expect to recognize revenue on the future potential milestone payments, if any, in accordance with the applicable authoritative guidance for revenue recognition, either when the milestone is achieved, if our future obligations are considered inconsequential, or recognized as revenue on a straight-line basis over a performance obligation period, if continued performance or future obligations exist. To date, no clinical or regulatory milestones as defined in the Affitech Agreements have been achieved by Affitech or an affiliate. In addition, in the event Affitech enters into a sublicense agreement with a non-affiliate for the anti-VEGF technology platform, we shall receive a percentage of all payments received under any such sublicenses, which percentage is determined based on the clinical development stage of the technology platform at the time of any such sublicenses. In accordance with the authoritative guidance for revenue recognition as of the transaction date, the license includes multiple elements that are not separable and, accordingly, were accounted for as a single unit of accounting. In addition, we determined that our obligations would be up to a four-year period and therefore, we recognized the non-refundable up-front license fees of $250,000 and the additional $1,000,000 associated with other deliverables, as defined in the Affitech Agreements, on a straight-line basis over a four-year period through July 2013. We recognized revenue of $37,000, $37,000 and $107,000 during fiscal years 2016, 2015 and 2014, respectively, under the Affitech Agreements, which amounts are included in license revenue in the accompanying consolidated financial statements. In September 2010, Peregrine and Affitech agreed to amend certain terms of the Affitech Agreements for sublicenses entered into by Affitech with non-affiliates for the territories of Brazil, Russia and other countries of the Commonwealth of Independent States (“CIS”) (“September 2010 Amendment”). Under the amended terms, Peregrine agreed to forego its aforementioned sublicense fee equal to forty-five percent (45%) of the payments received by Affitech (after Affitech deducts fifty percent (50%) of its incurred development costs under the program) for the territories of Brazil, Russia, and the CIS, provided however, that Affitech reinvests such sublicense payments toward the further development of AT001/r84 in those territories. In the event Affitech enters into a licensing transaction for AT001/r84 with a non-affiliate in a major pharmaceutical market (defined as U.S., European Union, Switzerland, United Kingdom and/or Japan), Affitech has agreed to reimburse us the aforementioned sublicense fees we agreed to forego that were applied to the AT001/r84 program while Affitech will be eligible to be reimbursed for up to 50% of their development costs in Brazil, Russia and CIS territories. The remaining terms of the Affitech Agreements remain unchanged, including milestone and royalty payments. To date, we have not received any payments from Affitech under the September 2010 Amendment. |
5. STOCKHOLDERS' EQUITY
5. STOCKHOLDERS' EQUITY | 12 Months Ended |
Apr. 30, 2016 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | Stockholder Rights Agreement On March 16, 2006, our Board of Directors adopted a Stockholder Rights Agreement, which was amended and restated on March 16, 2016 (the “Rights Agreement”), that is designed to strengthen the ability of the Board of Directors to protect the interests of our stockholders against potential abusive or coercive takeover tactics and to enable all stockholders the full and fair value of their investment in the event that an unsolicited attempt is made to acquire Peregrine. The Rights Agreement is not intended to prevent an offer the Board of Directors concludes is in the best interest of Peregrine and its stockholders. Under the Rights Agreement, the Board of Directors declared a dividend of one preferred share purchase right (a “Right”) for each share of our common stock held by shareholders of record as of the close of business on March 27, 2006. Each Right entitles holders of each share of our common stock to buy one thousandth (1/1,000th) of a share of Peregrine’s Series D Participating Preferred Stock, par value $0.001 per share, at an exercise price of $11.00 per share, subject to adjustment. The Rights are neither exercisable nor traded separately from our common stock. The Rights will become exercisable and will detach from the common shares if a person or group acquires 15% or more of our outstanding common stock, without prior approval from our Board of Directors, or announces a tender or exchange offer that would result in that person or group owning 15% or more of our common stock. Each Right, when exercised, entitles the holder (other than the acquiring person or group) to receive our common stock (or in certain circumstances, voting securities of the acquiring person or group) with a value of twice the Rights’ exercise price upon payment of the exercise price of the Rights. Peregrine will be entitled to redeem the Rights at $0.001 per Right at any time prior to a person or group achieving the 15% threshold. The Rights will expire on March 16, 2021. Sales of Common Stock and Preferred Stock Our ability to continue fund our operations is highly dependent on the amount of cash and cash equivalents on hand combined with our ability to raise additional capital to support our future operations through one or more methods, including but not limited to, issuing additional equity. Sale of Common Stock During the three fiscal years ended April 30, 2016, we issued shares of our common stock under various financing transactions, as summarized in the following table: Description of Financing Transaction Number of Common Stock Shares Issued Gross Proceeds Raised Fiscal Year 2014 At Market Issuance Sales Agreement dated December 27, 2012 33,527,369 $ 55,424,000 Fiscal Year 2015 At Market Issuance Sales Agreement dated December 27, 2012 3,983,360 $ 6,204,000 At Market Issuance Sales Agreement dated June 13, 2014 9,681,757 $ 13,544,000 13,665,117 $ 19,748,000 Fiscal Year 2016 At Market Issuance Sales Agreement dated June 13, 2014 8,629,738 $ 11,456,000 At Market Issuance Sales Agreement dated August 7, 2015 6,751,651 $ 7,447,000 Equity Distribution Agreement dated August 7, 2015 8,472,288 $ 6,969,000 Common Stock Purchase Agreement dated October 30, 2015 18,518,518 $ 20,000,000 42,372,195 $ 45,872,000 The following represents additional information for each of the financing transactions included in the above table: December 2012 AMI Sales Agreement June 2014 AMI Sales Agreement August 2015 AMI Sales Agreement Equity Distribution Agreement Common Stock Purchase Agreement Sale of Preferred Stock During the three fiscal years ended April 30, 2016, we issued shares of our preferred stock under various financing transactions, as summarized in the following table: Description of Financing Transaction Number of Preferred Stock Shares Issued Gross Proceeds Raised Fiscal Year 2014 Initial Public Offering dated February 11, 2014 775,000 $ 19,375,000 Fiscal Year 2015 At Market Issuance Sales Agreement dated June 13, 2014 799,764 $ 19,205,000 Fiscal Year 2016 At Market Issuance Sales Agreement dated June 13, 2014 2,676 $ 60,000 The following represents additional information for each of the financing transactions included in the above table: February 2014 Initial Public Offering We completed the sale of the Firm Shares on February 19, 2014 for aggregate gross proceeds of $17,500,000, before deducting underwriting discounts and commissions and other offering expenses payable by us. In addition, on February 27, 2014, the Underwriters purchased an additional 75,000 shares of our Series E Preferred Stock upon partial exercise of the Overallotment Option at the public offering price of $25.00 per share for aggregate gross proceeds of $1,875,000, before deducting underwriting discounts and commissions and other offering related expenses payable by us. The aggregate gross proceeds we received from the Offering, including the partial exercise of the Overallotment Option, was $19,375,000, before deducting aggregate underwriting discounts and commissions and other offering related expenses of $1,458,000. The Offering was made pursuant to a prospectus supplement filed with the SEC on February 12, 2014 to our shelf registration statement on Form S-3 (File No. 333-193113) which was declared effective by the SEC on January 16, 2014 (“January 2014 Shelf”). June 2014 Series E AMI Sales Agreement Series E Preferred Stock Rights and Preferences On February 12, 2014, we filed with the Secretary of State of the State of Delaware a Certificate of Designations of Rights and Preferences (the “Certificate of Designations”) to designate the Series E Preferred Stock. The Certificate of Designations designated 2,000,000 shares of Series E Preferred Stock out of our 5,000,000 shares of authorized but unissued shares of preferred stock. In addition, the Series E Preferred Stock is classified as permanent equity in accordance with FASB Accounting Standards Codification Topic 480, Distinguishing Liabilities from Equity (i) The holders are entitled to receive a 10.50% per annum cumulative quarterly dividend, payable in cash, on or about the 1 st (ii) The dividend may increase to a penalty rate of 12.50% if: (a) we fail to pay dividends for any four consecutive or nonconsecutive quarterly dividend periods, or (b) once the Series E Preferred Stock becomes initially eligible for listing on a national securities exchange, we fail, for 180 or more consecutive days, to maintain such listing; (iii) Following a change of control of the Company (as defined in the Certificate of Designations) by a person or entity, we (or the acquiring entity) may, at our option, redeem the Series E Preferred Stock, in whole but not in part, within 120 days after the date on which the change of control has occurred for cash, at the redemption price; (iv) We may not redeem the Series E Preferred Stock prior to February 11, 2017 (except following a change of control) and, on and after February 11, 2017, we may redeem the Series E Preferred Stock for cash at our option, from time to time, in whole or in part, at the redemption price; (v) The redemption price is $25.00 per share, plus any accrued and unpaid dividends (whether or not earned or declared) to, but excluding, the redemption date; (vi) The liquidation preference is $25.00 per share, plus any accrued and unpaid dividends (whether or not earned or declared); (vii) The Series E Preferred Stock has no stated maturity date or mandatory redemption and is senior to all of the Company’s other securities; (viii) There is a general conversion right with respect to the Series E Preferred Stock with an initial conversion price of $3.00, a special conversion right upon a change of control, and a market trigger conversion at our option in the event of Market Trigger (as defined in the Certificate of Designations); and (ix) The holders of the Series E Preferred Stock have no voting rights, except as defined in the Certificate of Designations. Series E Preferred Stock Dividends The following table summarizes the Series E Preferred Stock dividend activity during the three fiscal years ended April 30, 2016: Declaration Date Dividend Per Share Annualized Percentage Rate Liquidation Preference Accrual Period Record Date Payment Date Fiscal year 2014 3/11/2014 $0.29890 (1) 10.50% $25.00 2/19/2014 – 3/31/2014 3/21/2014 4/1/2014 Fiscal year 2015 6/10/2014 $0.65625 10.50% $25.00 4/1/2014 – 6/30/2014 6/20/2014 7/1/2014 9/8/2014 $0.65625 10.50% $25.00 7/1/2014 – 9/30/2014 9/19/2014 10/1/2014 12/9/2014 $0.65625 10.50% $25.00 10/1/2014 – 12/31/2014 12/19/2014 1/2/2015 3/10/2015 $0.65625 10.50% $25.00 1/1/2015 – 3/31/2015 3/20/2015 4/1/2015 Fiscal year 2016 6/5/2015 $0.65625 10.50% $25.00 4/1/2015 – 6/30/2015 6/19/2015 7/1/2015 9/8/2015 $0.65625 10.50% $25.00 7/1/2015 – 9/30/2015 9/18/2015 10/1/2015 12/7/2015 $0.65625 10.50% $25.00 10/1/2015 – 12/31/2015 12/18/2015 1/4/2016 3/7/2016 $0.65625 10.50% $25.00 1/1/2016 – 3/31/2016 3/18/2016 4/1/2016 ______________ (1) Dividend per share was pro-rated for the initial accrual period starting February 19, 2014. Shares of Common Stock Authorized and Reserved For Future Issuance We are authorized to issue up to 500,000,000 shares of our common stock. As of April 30, 2016, 236,930,485 shares of our common stock were issued and outstanding. In addition, our common stock outstanding as of April 30, 2016 excluded the following shares of common stock reserved for future issuance: · 39,561,165 shares of common stock reserved for issuance under outstanding option grants and available for issuance under our stock incentive plans; · 1,408,659 shares of common stock reserved for and available for issuance under our ESPP; · 273,280 shares of common stock issuable upon exercise of outstanding warrants; and · 45,745,760 shares of common stock issuable upon conversion of our outstanding Series E Preferred Stock (1) _____________ (1) The Series E Preferred Stock is convertible into a number of shares of our common stock determined by dividing the liquidation preference of $25.00 per share by the conversion price, currently $3.00 per share. If all outstanding Series E Preferred Stock were converted at the $3.00 per share conversion price, the holders of Series E Preferred Stock would receive an aggregate of 13,145,333 shares of our common stock. However, we have reserved the maximum number of shares of our common stock that could be issued upon a change of control event assuming o each outstanding share of could be converted into . |
6. EQUITY COMPENSATION PLANS
6. EQUITY COMPENSATION PLANS | 12 Months Ended |
Apr. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
7. EQUITY COMPENSATION PLANS | Stock Incentive Plans We currently maintain six stock incentive plans referred to as the 2011 Plan, the 2010 Plan, the 2009 Plan, the 2005 Plan, the 2003 Plan, and the 2002 Plan (collectively referred to as the “Stock Plans”). The 2011, 2010, 2009, 2005 and 2003 Plans were approved by our stockholders while the 2002 Plan was not submitted for stockholder approval. The Stock Plans provide for the granting of stock options, restricted stock awards and other forms of share-based awards to purchase shares of our common stock at exercise prices not less than the fair market value of our common stock at the date of grant. As of April 30, 2016, we had an aggregate of 39,561,165 shares of our common stock reserved for issuance under the Stock Plans, of which, 23,751,261 shares were subject to outstanding options and 15,809,904 shares were available for future grants of share-based awards. Stock Options The estimated fair value of stock options are measured at the grant date, using a fair value based method, such as a Black-Scholes option valuation model, and is amortized as compensation expense on a straight-line basis over the requisite service period of the award, which is generally the vesting period. The use of a valuation model requires us to make certain estimates and assumptions with respect to selected model inputs. The expected volatility is based on the daily historical volatility of our common stock covering the estimated expected term. The expected term of options granted reflects actual historical exercise activity and assumptions regarding future exercise activity of unexercised, outstanding options. The risk-free interest rate is based on U.S. Treasury notes with terms within the contractual life of the option at the time of grant. The expected dividend yield assumption is based on our expectation of future dividend payouts. We have never declared or paid any cash dividends on our common stock and currently do not anticipate paying such cash dividends. In addition, guidance requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. The fair value of stock options on the date of grant and the weighted-average assumptions used to estimate the fair value of the stock options using the Black-Scholes option valuation model for fiscal years ended April 30, 2016, 2015 and 2014, were as follows: Year Ended April 30, 2016 2015 2014 Risk-free interest rate 1.66% 1.95% 1.32% Expected life (in years) 5.96 5.74 5.84 Expected volatility 104.74% 111.78% 113.92% Expected dividend yield – – – The following summarizes our stock option transaction activity for fiscal year ended April 30, 2016: Stock Options Shares Weighted Average Exercisable Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (1) Outstanding, May 1, 2015 20,708,672 $1.54 Granted 4,173,260 $1.26 Exercised (177,266 ) $0.79 Canceled or expired (953,405 ) $1.87 Outstanding, April 30, 2016 23,751,261 $1.48 6.68 $ – Exercisable and expected to vest 23,652,443 $1.48 6.67 $ – Exercisable, April 30, 2016 20,153,764 $1.51 6.31 $ – ______________ (1) Aggregate intrinsic value represents the difference between the exercise price of an option and the closing market price of our common stock on April 29, 2016 (the last trading day of fiscal year 2016), which was $0.3541 per share. The weighted-average grant date fair value of options granted to employees during the fiscal years ended April 30, 2016, 2015 and 2014 was $1.01, $1.43 and $1.19 per share, respectively. The aggregate intrinsic value of stock options exercised during the fiscal years ended April 30, 2016, 2015 and 2014 was $93,000, $192,000 and $908,000, respectively. Cash received from stock options exercised during fiscal years ended April 30, 2016, 2015 and 2014, totaled $138,000, $298,000 and $944,000, respectively, net of issuance costs of $1,000, $3,000 and $4,000, respectively. We issue shares of common stock that are reserved for issuance under the Stock Plans upon the exercise of stock options, and we do not expect to repurchase shares of common stock from any source to satisfy our obligations under our compensation plans. As of April 30, 2016, the total estimated unrecognized compensation cost related to non-vested employee stock options was $2,829,000. This cost is expected to be recognized over a weighted average vesting period of 1.56 years based on current assumptions. Restricted Stock Awards During fiscal year ended April 30, 2014, the weighted-average grant date fair value of restricted stock awards granted and vested was $1.39 per share with an aggregate fair value of $139,000. No restricted stock awards were granted or vested during fiscal years ended April 30, 2016 and 2015. As of April 30, 2016, there were no restricted stock awards outstanding, and accordingly, there was no remaining unrecognized compensation cost. Employee Stock Purchase Plan On October 21, 2010, our stockholders approved our 2010 Employee Stock Purchase Plan (the “ESPP”). The ESPP allows eligible employees on a voluntary basis to purchase shares of our common stock directly from us. Under the ESPP, we sell shares to participants at a price equal to the lesser of 85% of the fair market value of our common stock at the (i) beginning of a six-month offering period, or (ii) end of the six-month offering period. The ESPP provides for two six-month offering periods each year; the first offering period begins on the first trading day on or after each November 1; the second offering period begins on the first trading day on or after each May 1. A total of 5,000,000 shares are reserved for issuance under the ESPP, of which 1,408,659 shares remained available to purchase at April 30, 2016, and are subject to adjustment as provided in the ESPP for stock splits, stock dividends, recapitalizations and other similar events. During the fiscal years ended April 30, 2016, 2015 and 2014, 1,034,397, 497,453 and 498,050 shares of our common stock were purchased, respectively, under the ESPP at a weighted average purchase price per share of $0.52, $1.22 and $1.09, respectively. The fair value of the shares purchased under the ESPP were determined using a Black-Scholes option pricing model (see explanation of valuation model inputs above under “Stock Options”), and is recognized as expense on a straight-line basis over the requisite service period (or six-month offering period). The weighted average grant date fair value of purchase rights under the ESPP during fiscal years ended April 30, 2016, 2015 and 2014 was $0.34, $0.56 and $0.55, respectively, based on the following Black-Scholes option valuation model inputs: Year Ended April 30, 2016 2015 2014 Risk-free interest rate 0.18% 0.06% 0.08% Expected life (in years) 0.50 0.50 0.50 Expected volatility 46.14% 63.54% 93.39% Expected dividend yield – – – Share-based Compensation Expense Total share-based compensation expense related to share-based awards issued under our equity compensation plans for the fiscal years ended April 30, 2016, 2015 and 2014 was comprised of the following: 2016 2015 2014 Cost of contract manufacturing $ 41,000 $ 59,000 $ 68,000 Research and development 2,124,000 2,904,000 2,804,000 Selling, general and administrative 2,733,000 3,739,000 3,335,000 Total $ 4,898,000 $ 6,702,000 $ 6,207,000 Share-based compensation from: Stock options $ 4,720,000 $ 6,465,000 $ 5,803,000 Restricted stock awards – – 139,000 ESPP 178,000 237,000 265,000 $ 4,898,000 $ 6,702,000 $ 6,207,000 Share-based compensation expense recorded during fiscal years ended April 30, 2016, 2015 and 2014 associated with share-based awards granted to non-employees amounted to $109,000, $289,000 and $391,000, respectively. As of April 30, 2016, the total estimated unrecognized compensation cost related to non-vested stock options granted to non-employees was $9,000 based on an April 30, 2016 measurement date. This cost is expected to be recognized over a weighted average vesting period of 0.89 years. Due to our net loss position, no tax benefits have been recognized in the consolidated statements of cash flows. |
7. WARRANTS
7. WARRANTS | 12 Months Ended |
Apr. 30, 2016 | |
Warrants and Rights Note Disclosure [Abstract] | |
WARRANTS | No warrants were issued or exercised during fiscal years ended April 30, 2016, 2015 and 2014. As of April 30, 2016, warrants to purchase 273,280 shares of our common stock at an exercise price of $2.47 were outstanding and are exercisable through August 30, 2018. |
8. INCOME TAXES
8. INCOME TAXES | 12 Months Ended |
Apr. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | We are primarily subject to U.S. federal and California state jurisdictions. To our knowledge, all tax years remain open to examination by U.S. federal and state authorities. In addition, in accordance with authoritative guidance, we are required to recognize the impact of an uncertain tax position in the consolidated financial statements when it is more likely than not the position will be sustained upon examination by the tax authorities. An uncertain tax position will not be recognized if it has less than a 50% likelihood of being sustained upon examination by the tax authorities. We had no unrecognized tax benefits from uncertain tax positions as of April 30, 2016 and 2015. It is also our policy, in accordance with authoritative guidance, to recognize interest and penalties related to income tax matters in interest and other expense in our consolidated statements of operations and comprehensive loss. We did not recognize interest or penalties related to income taxes for fiscal years ended April 30, 2016, 2015, and 2014, and we did not accrue for interest or penalties as of April 30, 2016 and 2015. At April 30, 2016, we had total deferred tax assets of $168,395,000. Due to uncertainties surrounding our ability to generate future taxable income to realize these tax assets, a full valuation has been established to offset our total deferred tax assets. Additionally, the future utilization of our net operating loss carry forwards to offset future taxable income may be subject to an annual limitation, pursuant to Internal Revenue Code Section 382, as a result of ownership changes that may have occurred previously or that could occur in the future. A Section 382 analysis was completed as of the fiscal year ended April 30, 2015 and it was determined that no change in ownership had occurred. Ownership changes occurring subsequent to April 30, 2015 may impact the utilization of net operating loss carry forwards and other tax attributes. At April 30, 2016, we had federal net operating loss carry forwards of approximately $384,857,000. The net operating loss carry forwards expire in fiscal years 2019 through 2036. We also have state net operating loss carry forwards of approximately $276,535,000 at April 30, 2016, which begin to expire in fiscal year 2017. In addition, we have approximately $5,956,000 of net operating loss attributable to excess tax deductions on share-based compensation that when utilized, if any, the tax benefit will be booked to additional paid-in-capital. The provision for income taxes consists of the following for the three years ended April 30: 2016 2015 2014 Federal income taxes at statutory rate $ (18,921,000 ) $ (17,122,000 ) $ (12,023,000 ) State income taxes (4,824,000 ) (4,450,000 ) (3,124,000 ) Expiration and adjustments of deferred tax assets 1,580,000 1,790,000 2,751,000 Change in valuation allowance 21,871,000 19,532,000 12,153,000 Other, net 294,000 250,000 243,000 Income tax (expense) benefit $ – $ – $ – Deferred income taxes reflect the net effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts for income tax purposes. Significant components of our deferred tax assets at April 30, 2016 and 2015 are as follows: 2016 2015 Share-based compensation $ 8,806,000 $ 7,119,000 Deferred revenue 4,296,000 2,840,000 Other 2,547,000 2,765,000 Net operating losses 152,746,000 133,800,000 Total deferred tax assets 168,395,000 146,524,000 Less valuation allowance (168,395,000 ) (146,524,000 ) Net deferred tax assets $ – $ – |
9. BENEFIT PLAN
9. BENEFIT PLAN | 12 Months Ended |
Apr. 30, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
BENEFIT PLAN | During fiscal year 1997, we adopted a 401(k) benefit plan (the “Plan”) for all full-time employees who are at least the age of 21 and have three or more months of continuous service. The Plan provides for employee contributions of up to 100% of their compensation on a tax deferred basis up to the maximum amount permitted by the Internal Revenue Code. We are not required to make matching contributions under the Plan and we made no matching contributions to the Plan since its inception through December 2009. Effective January 2010, we voluntarily agreed to match 50% of employee contributions of up to the first 6% of a participant’s annual eligible compensation for all Plan contributions, subject to certain IRS limitations. In addition, we have the ability to make additional discretionary matching contributions as defined in the Plan amendment. Under the Plan, each participating employee is fully vested in his or her contributions to the Plan and our contributions to the Plan will fully vest after six years of service. The expense related to our matching contributions to the Plan was $543,000, $454,000, and $300,000 for the fiscal years ended April 30, 2016, 2015, and 2014, respectively. |
10. SEGMENT REPORTING
10. SEGMENT REPORTING | 12 Months Ended |
Apr. 30, 2016 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | Our business is organized into two reportable operating segments and both operate in the U.S. Peregrine is engaged in the research and development of monoclonal antibodies for the treatment of cancer. Avid is engaged in providing contract manufacturing services for third-party customers on a fee-for-service basis while also supporting our internal drug development efforts. The accounting policies of the operating segments are the same as those described in Note 2. We evaluate the performance of our contract manufacturing services segment based on gross profit or loss from third-party customers. However, our products in the research and development segment are not evaluated based on gross profit or loss, but rather based on scientific progress of the technologies. As such, gross profit or loss is only provided for our contract manufacturing services segment in the below table. All revenues shown below are derived from transactions with third-party customers. Segment information for the fiscal years ended April 30, 2016, 2015 and 2014 is summarized as follows: 2016 2015 2014 Contract manufacturing services revenue $ 44,357,000 $ 26,744,000 $ 22,294,000 Cost of contract manufacturing services 22,966,000 15,593,000 13,110,000 Gross profit $ 21,391,000 $ 11,151,000 $ 9,184,000 Revenue from products in research and development $ 329,000 $ 37,000 $ 107,000 Research and development expense (59,529,000 ) (42,996,000 ) (27,723,000 ) Selling, general and administrative expense (18,551,000 ) (18,691,000 ) (17,274,000 ) Other income (expense), net 708,000 141,000 344,000 Net loss $ (55,652,000 ) $ (50,358,000 ) $ (35,362,000 ) Revenue generated from our contract manufacturing services segment during fiscal years ended April 30, 2016, 2015 and 2014 was derived from a limited number of customers. The percentages below represent revenue derived from each customer (and geographical location) as a percentage of total contract manufacturing services revenue: Customer Geographic Location 2016 2015 2014 Halozyme Therapeutics, Inc. U.S. 69% 79% 91% Customer A U.S. 26 12 – Other customers U.S./non-U.S. 5 9 9 Total 100% 100% 100% In addition, we attribute contract manufacturing services revenue to the individual countries where the customer is headquartered. Contract manufacturing services revenue from customers are summarized by geographic location in the following table: 2016 2015 2014 U.S. $ 44,357,000 $ 26,715,000 $ 22,225,000 Non-U.S. – 29,000 69,000 Total $ 44,357,000 $ 26,744,000 $ 22,294,000 Revenue generated from our products in our research and development segment during fiscal years ended April 30, 2016, 2015 and 2014 were directly related to license revenue recognized under licensing agreements with unrelated entities (Note 4). Our long-lived assets are located in the U.S. and consist of leasehold improvements, laboratory equipment, furniture and fixtures, office equipment and software, construction-in-progress and are net of accumulated depreciation. Long-lived assets by segment as of April 30, 2016 and 2015 consist of the following: 2016 2015 Long-lived Assets, net: Contract manufacturing services $ 22,783,000 $ 12,800,000 Products in research and development 1,519,000 2,324,000 Total $ 24,302,000 $ 15,124,000 |
11. SELECTED QUARTERLY FINANCIA
11. SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | 12 Months Ended |
Apr. 30, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) | Selected quarterly financial information for each of the two most recent fiscal years is as follows: Quarter Ended April January October July April January October July 2016 2016 2015 2015 2015 2015 2014 2014 Net revenues $ 18,783,000 $ 6,709,000 $ 9,523,000 $ 9,671,000 $ 9,308,000 $ 5,677,000 $ 6,300,000 $ 5,496,000 Gross profit (a) $ 9,062,000 $ 2,776,000 $ 4,782,000 $ 4,771,000 $ 4,550,000 $ 2,564,000 $ 2,124,000 $ 1,913,000 Loss from operations $ (11,915,000 ) $ (16,867,000 ) $ (13,824,000 ) $ (13,754,000 ) $ (12,169,000 ) $ (13,022,000 ) $ (12,137,000 ) $ (13,171,000 ) Net loss $ (11,884,000 ) $ (16,847,000 ) $ (13,198,000 ) $ (13,723,000 ) $ (12,135,000 ) $ (12,994,000 ) $ (12,100,000 ) $ (13,129,000 ) Series E preferred stock accumulated dividends (b) $ (1,380,000 ) $ (1,380,000 ) $ (1,380,000 ) $ (1,378,000 ) $ (1,378,000 ) $ (1,033,000 ) $ (1,031,000 ) $ (1,028,000 ) Net loss attributable to common stockholders $ (13,264,000 ) $ (18,227,000 ) $ (14,578,000 ) $ (15,101,000 ) $ (13,513,000 ) $ (14,027,000 ) $ (13,131,000 ) $ (14,157,000 ) Basic and diluted loss per common share $ (0.05 ) $ (0.08 ) $ (0.07 ) $ (0.08 ) $ (0.07 ) $ (0.08 ) $ (0.07 ) $ (0.08 ) ________________ (a) Gross profit represents contract manufacturing revenue less cost of contract manufacturing. (b) Series E preferred stock accumulated dividends include dividends declared for the period (regardless of whether or not the dividends have been paid) and dividends accumulated for the period (regardless of whether or not the dividends have been declared). |
12. SUBSEQUENT EVENTS
12. SUBSEQUENT EVENTS | 12 Months Ended |
Apr. 30, 2016 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | Sale of Common Stock Equity Distribution Agreement August 2015 AMI Sales Agreement Broad Based Annual Grant of Stock Options On June 2, 2016, our Compensation Committee of the Board of Directors approved a broad based annual grant of stock options for fiscal year 2017 to substantially all of our employees, our three non-employee directors and one consultant to purchase an aggregate of 6,412,057 shares of our common stock at an exercise price of $0.5001. These stock options were granted under our 2011 Stock Incentive Plan and vest quarterly in equal installments over a two year period. Series E Preferred Stock Dividend On June 2, 2016, our Board of Directors declared a quarterly cash dividend of $0.65625 per share on our Series E Preferred Stock. The dividend payment is equivalent to an annualized 10.50% per share, based on the $25.00 per share stated liquidation preference, accruing from April 1, 2016 through June 30, 2016. The cash dividend of $1,035,000 was paid on July 1, 2016 to holders of the Series E Preferred Stock of record on June 17, 2016. |
SCHEDULE II - VALUATION OF QUAL
SCHEDULE II - VALUATION OF QUALIFYING ACCOUNTS | 12 Months Ended |
Apr. 30, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION OF QUALIFYING ACCOUNTS | Balance at Balance beginning at end Description of period Additions Deductions of period Valuation reserve for trade and other receivables, and unbilled amounts Year ended April 30, 2014 $ 108,000 $ – $ (3,000 ) $ 105,000 Year ended April 30, 2015 $ 105,000 $ – $ (8,000 ) $ 97,000 Year ended April 30, 2016 $ 97,000 $ – $ (97,000 ) $ – |
2. SUMMARY OF SIGNIFICANT ACC22
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Apr. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation |
Use of Estimates | Use of Estimates |
Liquidity and Financial Condition | Liquidity and Financial Condition Our ability to continue to fund our operations is highly dependent on the amount of cash and cash equivalents on hand combined with our ability to raise additional capital to support our future operations through one or more methods, including but not limited to, (i) raising additional capital in the equity markets, (ii) generating additional revenue from Avid, or (iii) licensing or partnering our product candidates in development . Historically, we have funded a significant portion of our operations through the issuance of equity. During fiscal year 2016, we raised $45,872,000 in aggregate gross proceeds from the sale of shares of our common stock (Note 5). Subsequent to April 30, 2016 and through July 14, 2016, we raised an additional $2,169,000 in aggregate gross proceeds from the sale of shares of our common stock (Note 12). As of July 14, 2016, $112,445,000 remained available to us under our two effective shelf registration statements, which allows us from time to time to offer and sell shares of our common stock or preferred stock, in one or more offerings, either individually or in combination. O ur ability to raise additional capital in the equity markets to fund our obligations in future periods dependent Although it is difficult to predict all of our future liquidity requirements, we believe that our cash and cash equivalents as of April 30, 2016 combined with the additional proceeds raised subsequent to April 30, 2016 and through July 14, 2016, and the projected cash receipts from manufacturing services will be sufficient to fund our operations through at least the next twelve months, which estimate assumes we raise no additional capital from the capital markets or other potential sources. If we are unable to either (i) raise sufficient capital in the equity markets, (ii) generate additional revenue from Avid, or (iii) license or partner our products in development, or any combination thereof, we may need to delay, scale back, or eliminate some or all our research and development efforts, or restructure our operations, which may include delaying the expansion of our contract manufacturing business. In addition, even if we are able to raise additional capital, it may not be at a price or on terms that are favorable to us. |
Cash and Cash Equivalents | Cash and Cash Equivalents - |
Restricted cash | Restricted Cash - |
Trade and Other Receivables | Trade and Other Receivables - Trade receivables are recorded at the invoiced amount net of an allowance for doubtful accounts, if necessary. Other receivables are reported at amounts expected to be collected net of an allowance for doubtful accounts, if necessary. Trade and other receivables, net, at April 30, consist of the following: 2016 2015 Trade receivables (1) $ 2,494,000 $ 3,423,000 Other receivables, net 365,000 390,000 Trade and other receivables, net $ 2,859,000 $ 3,813,000 ______________ (1) |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts - |
Inventories | Inventories - 2016 2015 Raw materials $ 10,911,000 $ 3,821,000 Work-in-process 5,275,000 3,533,000 Total inventories $ 16,186,000 $ 7,354,000 |
Property and Equipment, net | Property and Equipment, net - |
Concentrations of Credit Risk and Customer Base | Concentrations of Credit Risk and Customer Base Our trade receivables from amounts billed for contract manufacturing services provided by Avid have historically been derived from a small customer base. Most contracts require up-front payments and installment payments during the service period. We perform periodic evaluations of the financial condition of our customers and generally do not require collateral, but we can terminate any contract if a material default occurs. Approximately 98% of our trade receivables balance as of April 30, 2016 (Note 2) represents amounts due from four customers. Approximately 97% of our trade receivables balance as of April 30, 2015 (Note 2) represents amounts due from two customers. In addition, contract manufacturing revenue generated by Avid has historically been derived from a small customer base (Note 10). These customers typically do not enter into long-term contracts because their need for drug supply depends on a variety of factors, including the drugÂ’s stage of development, their financial resources, and, with respect to commercial drugs, demand for the drug in the market. Our future results of operations could be adversely affected if revenue from any one of our primary customers is significantly reduced or eliminated. |
Comprehensive Loss | Comprehensive Loss - |
Impairment | Impairment - |
Fair Value of Financial Instruments | Fair Value of Financial Instruments - |
Fair Value Measurements | Fair Value Measurements - · Level 1 – Observable inputs, such as unadjusted quoted prices in active markets for identical assets or liabilities. · Level 2 – Observable inputs other than quoted prices included in Level 1, such as assets or liabilities whose values are based on quoted market prices in markets where trading occurs infrequently or whose values are based on quoted prices of instruments with similar attributes in active markets. · Level 3 – Unobservable inputs that are supported by little or no market activity and significant to the overall fair value measurement of the assets or liabilities; therefore, requiring the company to develop its own valuation techniques and assumptions. As of April 30, 2016 and 2015, we do not have any Level 2 or Level 3 financial assets or liabilities and our cash equivalents, which are primarily invested in money market funds with one major commercial bank, are carried at fair value based on quoted market prices for identical securities (Level 1 input). |
Customer Deposits | Customer Deposits - |
Deferred Rent | Deferred Rent - |
Revenue Recognition | Revenue Recognition - We recognize revenue in accordance with the authoritative guidance for revenue recognition when all of the following criteria are met: (i) persuasive evidence of an arrangement exists, (ii) delivery (or passage of title) has occurred or services have been rendered, (iii) the seller’s price to the buyer is fixed or determinable, and (iv) collectability is reasonably assured. We also comply with the authoritative guidance for revenue recognition regarding arrangements with multiple elements. Revenue arrangements with multiple elements are divided into separate units of accounting if certain criteria are met, including whether the delivered element has stand-alone value to the customer or licensing partner. When deliverables are separable, consideration received is allocated among the separate units based on their respective fair values, and the applicable revenue recognition criteria are applied to each of the separate units, which may require the use of significant judgement. Deliverables are considered separate units of accounting if (1) the delivered item(s) has value to the customer on a stand-alone basis and (2) the arrangement includes a general right of return relative to the delivered item(s), delivery or performance of the undelivered item(s) is considered probable and substantially in our control. Arrangement consideration is allocated at the inception of the agreement to all identified units of accounting based on their relative selling price. The relative selling price for each deliverable is determined using vendor specific objective evidence (“VSOE”) of selling price or third-party evidence of selling price if VSOE does not exist. If neither VSOE nor third-party evidence of selling price exists, we use our best estimate of the selling price for the deliverable. The amount of allocable arrangement consideration is limited to amounts that are fixed or determinable. The consideration received is allocated among the separate units of accounting, and the applicable revenue recognition criteria are applied to each of the separate units. Changes in the allocation of the sales price between delivered and undelivered elements can impact revenue recognition but do not change the total revenue recognized under any agreement. Contract Manufacturing Revenue Revenue associated with contract manufacturing services provided by Avid is recognized once the service has been rendered and/or upon shipment (or passage of title) of the product to the customer. For arrangements that include multiple elements, we follow the authoritative guidance for revenue recognition regarding arrangements with multiple deliverables, as described above. In addition, we also follow the authoritative guidance when reporting revenue as gross when we act as a principal versus reporting revenue as net when we act as an agent. For transactions in which we act as a principal, have discretion to choose suppliers, bear credit and inventory risk and perform a substantive part of the services, revenue is recorded at the gross amount billed to a customer and costs associated with these reimbursements are reflected as a component of cost of sales for contract manufacturing services. Any amounts received prior to satisfying our revenue recognition criteria are recorded as deferred revenue or customer deposits in the accompanying consolidated financial statements. We also record a provision for estimated contract losses, if any, in the period in which they are determined. License Revenue License revenue related to licensing agreements associated with our technologies under development primarily consists of non-refundable upfront license fees, non-refundable annual license fees and milestone payments. Non-refundable upfront license fees received under license agreements, whereby continued performance or future obligations are considered inconsequential to the relevant license technology, are recognized as revenue upon delivery of the technology. For licensing agreements that include multiple elements, we follow the authoritative guidance for revenue recognition regarding arrangements with multiple deliverables, as described above. We recognize consideration that is contingent upon the achievement of a milestone in its entirety as revenue in the period in which the milestone is achieved only if the milestone is substantive in its entirety. A milestone is considered substantive when it meets all of the following criteria: · The consideration is commensurate with either the entity’s performance to achieve the milestone or the enhancement of the value of the delivered item(s) as a result of a specific outcome resulting from the entity’s performance to achieve the milestone; · The consideration relates solely to past performance; and · The consideration is reasonable relative to all of the deliverables and payment terms within the arrangement. A milestone is defined as an event (i) that can only be achieved based in whole or in part on either the entity’s performance or on the occurrence of a specific outcome resulting from the entity’s performance, (ii) for which there is substantive uncertainty at the date the arrangement is entered into that the event will be achieved, and (iii) that would result in additional payments being due to us. The provisions above do not apply to contingent consideration for which payment is either contingent solely upon the passage of time or the result of a counterparty’s performance. We will assess the nature of, and appropriate accounting for, these payments on a case-by-case basis in accordance with the applicable authoritative guidance for revenue recognition. Any amounts received prior to satisfying these revenue recognition criteria are recorded as deferred revenue in the accompanying consolidated financial statements. |
Research and Development Expenses | Research and Development Expenses Clinical trial costs are a significant component of our research and development expenses. We have a history of contracting with third parties that perform various clinical trial activities on our behalf in the ongoing development of our product candidates. The financial terms of these contracts are subject to negotiations and may vary from contract to contract and may result in uneven payment flow. Expenses related to clinical trials are accrued based on our estimates and/or representations from third parties (including clinical research organizations) regarding services performed. If the contracted amounts are modified (for instance, as a result of changes in the clinical trial protocol or scope of work to be performed), we modify our accruals accordingly on a prospective basis. Revisions in the scope of a contract are charged to expense in the period in which the facts that give rise to the revision become reasonably certain. There were no material adjustments for a change in estimate to research and development expenses in the accompanying consolidated financial statements in any of the three years ended April 30, 2016. Under certain research and development agreements, we are obligated to make certain advance payments, including nonrefundable amounts, for goods or services that will be used or rendered for future research and development activities and are deferred and capitalized as prepaid research and development expenses. These advance payments are recognized as an expense in the period the related goods are delivered or the related services are performed. We assess our prepaid research and development expenses for impairment when events or changes in circumstances indicate that the carrying amount of the prepaid expense may not be recoverable or provide future economic benefit. In addition, under certain in-licensing agreements associated with the research and development of our product candidates, we are obligated to pay certain milestone payments based on potential clinical development and regulatory milestones (Note 4). These milestone payments have no alternative future uses (in other research and development projects or otherwise) and therefore have no separate economic values and are expensed as research and development costs at the time the costs are incurred. We have no in-licensed product candidates that have alternative future uses in research and development projects or otherwise. |
Share-based Compensation | Share-based Compensation Periodically, we grant stock options and other share-based awards to non-employee consultants, which we account for in accordance with the authoritative guidance for share-based compensation. The cost of non-employee services received in exchange for share-based awards are measured based on either the fair value of the consideration received or the fair value of the share-based award issued, whichever is more reliably measurable. In addition, guidance requires share-based compensation related to unvested options and awards issued to non-employees to be recalculated at the end of each reporting period based upon the fair market value on that date until the share-based award has vested, and any cumulative catch-up adjustment to share-based compensation resulting from the re-measurement is recognized in the current period (Note 6). |
Income Taxes | Income Taxes |
Basic and Dilutive Net Loss Per Common Share | Basic and Dilutive Net Loss Per Common Share The potential dilutive effect of stock options, shares of common stock expected to be issued under our ESPP, and warrants outstanding during the period was calculated in accordance with the treasury stock method, but are excluded if their effect is anti-dilutive. The potential dilutive effect of Series E Preferred Stock outstanding during the period was calculated using the if-converted method assuming the conversion of Series E Preferred Stock as of the earliest period reported or at the date of issuance, if later, but are excluded if their effect is anti-dilutive. However, because the impact of stock options, shares of common stock expected to be issued under our ESPP, warrants, and Series E Preferred Stock are anti-dilutive during periods of net loss, there was no difference between basic and diluted loss per common share amounts for the three years ended April 30, 2016. The calculation of weighted average diluted shares outstanding excludes the dilutive effect of the following weighted average outstanding stock options, shares of common stock expected to be issued under our ESPP, and warrants since their impact are anti-dilutive during periods of net loss, resulting in an anti-dilutive effect as of April 30,: 2016 2015 2014 Stock options 1,764,684 3,833,193 4,576,112 ESPP 265,029 46,992 72,896 Warrants – – 3,802 Total 2,029,713 3,880,185 4,652,810 The calculation of weighted average diluted shares outstanding also excludes the following weighted average outstanding stock options, warrants, and Series E Preferred Stock (assuming the if-converted method), as their exercise prices or conversion price were greater than the average market price of our common stock during the respective periods, resulting in an anti-dilutive effect as of April 30,: 2016 2015 2014 Stock options 19,186,454 8,471,005 5,151,523 Warrants 273,280 273,280 273,280 Series E Preferred Stock 13,251,849 9,879,531 1,253,452 Total 32,711,583 18,623,816 6,678,255 Subsequent to April 30, 2016 and through July 14, 2016, we granted an aggregate of 6,412,057 stock options under a broad based annual grant for fiscal year 2017 (Note 12) and sold an aggregate of 4,526,236 shares of our common stock (Note 12), which are not included in the calculation of basic and dilutive net loss per common share for the year ended April 30, 2016. |
Pending Adoption of Recent Accounting Pronouncements | Pending Adoption of Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers (Topic 606): Revenue from Contracts with Customers Revenue Recognition Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern In November 2014, the FASB issued ASU No. 2014-16, Derivatives and Hedging (Topic 815): Determining Whether the Host Contract in a Hybrid Financial Instrument Issued in the Form of a Share is More Akin to Debt or to Equity In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory In November 2015, the FASB issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842). ASU No. 2016-2 requires an entity to recognize right-of-use assets and lease liabilities on its balance sheet and disclose key information about leasing arrangements. ASU No. 2016-02 offers specific accounting guidance for a lessee, a lessor and sale and leaseback transactions. Lessees and lessors are required to disclose qualitative and quantitative information about leasing arrangements to enable a user of the financial statements to assess the amount, timing and uncertainty of cash flows arising from leases. ASU No. 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, which will be our fiscal year beginning May 1, 2019. Early adoption is permitted. We are currently in the process of evaluating the impact of adoption of ASU No. 2016-02 on our consolidated financial statements and related disclosures. In March 2016, FASB issued ASU No. 2016-09, Compensation - Stock Compensation (Topic 718). ASU No. 2016-09 changes certain aspects of accounting for share-based payments to employees and involves several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. Specifically, ASU No. 2016-09 requires that all income tax effects of share-based awards be recognized as income tax expense or benefit in the reporting period in which they occur. Additionally, ASU No. 2016-09 amends existing guidance to allow forfeitures of share-based awards to be recognized as they occur. Previous guidance required that share-based compensation expense include an estimate of forfeitures. ASU No. 2016-09 is effective for annual and interim periods beginning after December 15, 2016, which will be our fiscal year beginning May 1, 2017. Early adoption is permitted. We are currently evaluating the impact the adoption of ASU No. 2016-09 will have on our consolidated financial statements and related disclosures. |
2. SUMMARY OF SIGNIFICANT ACC23
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Apr. 30, 2016 | |
Accounting Policies [Abstract] | |
Trade and Other Receivables | 2016 2015 Trade receivables (1) $ 2,494,000 $ 3,423,000 Other receivables, net 365,000 390,000 Trade and other receivables, net $ 2,859,000 $ 3,813,000 ______________ (1) |
Inventories | 2016 2015 Raw materials $ 10,911,000 $ 3,821,000 Work-in-process 5,275,000 3,533,000 Total inventories $ 16,186,000 $ 7,354,000 |
Antidilutive Shares | The calculation of weighted average diluted shares outstanding excludes the dilutive effect of the following weighted average outstanding stock options, shares of common stock expected to be issued under our ESPP, and warrants since their impact are anti-dilutive during periods of net loss, resulting in an anti-dilutive effect as of April 30,: 2016 2015 2014 Stock options 1,764,684 3,833,193 4,576,112 ESPP 265,029 46,992 72,896 Warrants – – 3,802 Total 2,029,713 3,880,185 4,652,810 The calculation of weighted average diluted shares outstanding also excludes the following weighted average outstanding stock options, warrants, and Series E Preferred Stock (assuming the if-converted method), as their exercise prices or conversion price were greater than the average market price of our common stock during the respective periods, resulting in an anti-dilutive effect as of April 30,: 2016 2015 2014 Stock options 19,186,454 8,471,005 5,151,523 Warrants 273,280 273,280 273,280 Series E Preferred Stock 13,251,849 9,879,531 1,253,452 Total 32,711,583 18,623,816 6,678,255 |
3. COMMITMENTS AND CONTINGENC24
3. COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Apr. 30, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of operating leases | Lease Execution Date Approximate Square Footage Leased # of Buildings Occupied Initial Lease Term Expiration Date # of Options to Extend Lease Extended Term Expiration Date (1) December 1998 48,000 2 12/31/17 2 12/31/27 May 2010 13,000 1 12/31/17 1 12/31/22 July 2014 40,000 1 7/31/21 2 7/31/31 April 2016 26,000 1 8/31/23 2 8/31/35 April 2016 25,000 1 8/31/23 2 8/31/35 ______________ (1) Extended lease term expiration date assumes we execute all available option(s) to extend lease in accordance with the terms of the lease agreement. |
Future minimum lease payments under all non-cancelable operating leases | Year ending April 30,: Minimum Lease Payments 2017 $ 2,006,000 2018 1,976,000 2019 1,283,000 2020 1,272,000 2021 1,309,000 Thereafter 2,065,000 $ 9,911,000 |
4. LICENSING AGREEMENTS (Tables
4. LICENSING AGREEMENTS (Tables) | 12 Months Ended |
Apr. 30, 2016 | |
Licensing Agreements | |
Schedule of licensing agreements | Licensor Agreement Date Total Milestone Obligations Expensed To Date Potential Future Milestone Obligations (1) UTSWMC August 2001 $ 173,000 $ 300,000 UTSWMC August 2005 85,000 375,000 Lonza March 2005 64,000 – (2) Avanir December 2003 100,000 1,000,000 Genentech November 2003 500,000 5,000,000 Total $ 922,000 $ 6,675,000 ______________ (1) Under our current agreements, potential future milestone obligations are due upon achieving certain clinical and regulatory milestones. Based on the current stage of clinical development for bavituximab, future milestone obligations would be due upon submission of a biologics license application in the U.S. and upon FDA approval, which events are currently uncertain and depend on positive clinical trial results. In addition, potential future milestone obligations vary by license agreement (as defined in each license agreement) and certain agreements depend on a valid patent claim, as defined in each of these underlying agreements, at the time the potential milestone is achieved. (2) In the event we utilize a third-party contract manufacturer other than Lonza to manufacture bavituximab for commercial purposes, we would owe Lonza 300,000 pounds sterling per year. |
5. STOCKHOLDERS' EQUITY (Tables
5. STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Apr. 30, 2016 | |
Common Stock | |
Schedule of stock issued under financing transactions | Description of Financing Transaction Number of Common Stock Shares Issued Gross Proceeds Raised Fiscal Year 2014 At Market Issuance Sales Agreement dated December 27, 2012 33,527,369 $ 55,424,000 Fiscal Year 2015 At Market Issuance Sales Agreement dated December 27, 2012 3,983,360 $ 6,204,000 At Market Issuance Sales Agreement dated June 13, 2014 9,681,757 $ 13,544,000 13,665,117 $ 19,748,000 Fiscal Year 2016 At Market Issuance Sales Agreement dated June 13, 2014 8,629,738 $ 11,456,000 At Market Issuance Sales Agreement dated August 7, 2015 6,751,651 $ 7,447,000 Equity Distribution Agreement dated August 7, 2015 8,472,288 $ 6,969,000 Common Stock Purchase Agreement dated October 30, 2015 18,518,518 $ 20,000,000 42,372,195 $ 45,872,000 |
Preferred Stock | |
Schedule of stock issued under financing transactions | Description of Financing Transaction Number of Preferred Stock Shares Issued Gross Proceeds Raised Fiscal Year 2014 Initial Public Offering dated February 11, 2014 775,000 $ 19,375,000 Fiscal Year 2015 At Market Issuance Sales Agreement dated June 13, 2014 799,764 $ 19,205,000 Fiscal Year 2016 At Market Issuance Sales Agreement dated June 13, 2014 2,676 $ 60,000 |
Schedule of preferred stock dividends | Declaration Date Dividend Per Share Annualized Percentage Rate Liquidation Preference Accrual Period Record Date Payment Date Fiscal year 2014 3/11/2014 $0.29890 (1) 10.50% $25.00 2/19/2014 – 3/31/2014 3/21/2014 4/1/2014 Fiscal year 2015 6/10/2014 $0.65625 10.50% $25.00 4/1/2014 – 6/30/2014 6/20/2014 7/1/2014 9/8/2014 $0.65625 10.50% $25.00 7/1/2014 – 9/30/2014 9/19/2014 10/1/2014 12/9/2014 $0.65625 10.50% $25.00 10/1/2014 – 12/31/2014 12/19/2014 1/2/2015 3/10/2015 $0.65625 10.50% $25.00 1/1/2015 – 3/31/2015 3/20/2015 4/1/2015 Fiscal year 2016 6/5/2015 $0.65625 10.50% $25.00 4/1/2015 – 6/30/2015 6/19/2015 7/1/2015 9/8/2015 $0.65625 10.50% $25.00 7/1/2015 – 9/30/2015 9/18/2015 10/1/2015 12/7/2015 $0.65625 10.50% $25.00 10/1/2015 – 12/31/2015 12/18/2015 1/4/2016 3/7/2016 $0.65625 10.50% $25.00 1/1/2016 – 3/31/2016 3/18/2016 4/1/2016 ______________ (1) Dividend per share was pro-rated for the initial accrual period starting February 19, 2014. |
6. EQUITY COMPENSATION PLANS (T
6. EQUITY COMPENSATION PLANS (Tables) | 12 Months Ended |
Apr. 30, 2016 | |
Share-based compensation expense | 2016 2015 2014 Cost of contract manufacturing $ 41,000 $ 59,000 $ 68,000 Research and development 2,124,000 2,904,000 2,804,000 Selling, general and administrative 2,733,000 3,739,000 3,335,000 Total $ 4,898,000 $ 6,702,000 $ 6,207,000 Share-based compensation from: Stock options $ 4,720,000 $ 6,465,000 $ 5,803,000 Restricted stock awards – – 139,000 ESPP 178,000 237,000 265,000 $ 4,898,000 $ 6,702,000 $ 6,207,000 |
Stock Options | |
Fair value valuation assumptions | Year Ended April 30, 2016 2015 2014 Risk-free interest rate 1.66% 1.95% 1.32% Expected life (in years) 5.96 5.74 5.84 Expected volatility 104.74% 111.78% 113.92% Expected dividend yield – – – |
Schedule of stock option transaction activity | Stock Options Shares Weighted Average Exercisable Price Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value (1) Outstanding, May 1, 2015 20,708,672 $1.54 Granted 4,173,260 $1.26 Exercised (177,266 ) $0.79 Canceled or expired (953,405 ) $1.87 Outstanding, April 30, 2016 23,751,261 $1.48 6.68 $ – Exercisable and expected to vest 23,652,443 $1.48 6.67 $ – Exercisable, April 30, 2016 20,153,764 $1.51 6.31 $ – ______________ (1) Aggregate intrinsic value represents the difference between the exercise price of an option and the closing market price of our common stock on April 29, 2016 (the last trading day of fiscal year 2016), which was $0.3541 per share. |
Employee Stock Purchase Plan [Member] | |
Schedule of Share Based Payment Award Employee Stock Purchase Plan Valuation Assumptions Table Text Block | Year Ended April 30, 2016 2015 2014 Risk-free interest rate 0.18% 0.06% 0.08% Expected life (in years) 0.50 0.50 0.50 Expected volatility 46.14% 63.54% 93.39% Expected dividend yield – – – |
8. INCOME TAXES (Tables)
8. INCOME TAXES (Tables) | 12 Months Ended |
Apr. 30, 2016 | |
Income Tax Disclosure [Abstract] | |
Provision for income taxes | 2016 2015 2014 Federal income taxes at statutory rate $ (18,921,000 ) $ (17,122,000 ) $ (12,023,000 ) State income taxes (4,824,000 ) (4,450,000 ) (3,124,000 ) Expiration and adjustments of deferred tax assets 1,580,000 1,790,000 2,751,000 Change in valuation allowance 21,871,000 19,532,000 12,153,000 Other, net 294,000 250,000 243,000 Income tax (expense) benefit $ – $ – $ – |
Deferred income taxes | 2016 2015 Share-based compensation $ 8,806,000 $ 7,119,000 Deferred revenue 4,296,000 2,840,000 Other 2,547,000 2,765,000 Net operating losses 152,746,000 133,800,000 Total deferred tax assets 168,395,000 146,524,000 Less valuation allowance (168,395,000 ) (146,524,000 ) Net deferred tax assets $ – $ – |
10. SEGMENT REPORTING (Tables)
10. SEGMENT REPORTING (Tables) | 12 Months Ended |
Apr. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment information | 2016 2015 2014 Contract manufacturing services revenue $ 44,357,000 $ 26,744,000 $ 22,294,000 Cost of contract manufacturing services 22,966,000 15,593,000 13,110,000 Gross profit $ 21,391,000 $ 11,151,000 $ 9,184,000 Revenue from products in research and development $ 329,000 $ 37,000 $ 107,000 Research and development expense (59,529,000 ) (42,996,000 ) (27,723,000 ) Selling, general and administrative expense (18,551,000 ) (18,691,000 ) (17,274,000 ) Other income (expense), net 708,000 141,000 344,000 Net loss $ (55,652,000 ) $ (50,358,000 ) $ (35,362,000 ) |
Customer Revenue | Customer Geographic Location 2016 2015 2014 Halozyme Therapeutics, Inc. U.S. 69% 79% 91% Customer A U.S. 26 12 – Other customers U.S./non-U.S. 5 9 9 Total 100% 100% 100% |
Customer revenue by geographic location | 2016 2015 2014 U.S. $ 44,357,000 $ 26,715,000 $ 22,225,000 Non-U.S. – 29,000 69,000 Total $ 44,357,000 $ 26,744,000 $ 22,294,000 |
Long-lived assets | 2016 2015 Long-lived Assets, net: Contract manufacturing services $ 22,783,000 $ 12,800,000 Products in research and development 1,519,000 2,324,000 Total $ 24,302,000 $ 15,124,000 |
11. SELECTED QUARTERLY FINANC30
11. SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Tables) | 12 Months Ended |
Apr. 30, 2016 | |
Quarterly Financial Information Disclosure [Abstract] | |
Selected quarterly financial information for each of the two most recent fiscal | Selected quarterly financial information for each of the two most recent fiscal years is as follows: Quarter Ended April January October July April January October July 2016 2016 2015 2015 2015 2015 2014 2014 Net revenues $ 18,783,000 $ 6,709,000 $ 9,523,000 $ 9,671,000 $ 9,308,000 $ 5,677,000 $ 6,300,000 $ 5,496,000 Gross profit (a) $ 9,062,000 $ 2,776,000 $ 4,782,000 $ 4,771,000 $ 4,550,000 $ 2,564,000 $ 2,124,000 $ 1,913,000 Loss from operations $ (11,915,000 ) $ (16,867,000 ) $ (13,824,000 ) $ (13,754,000 ) $ (12,169,000 ) $ (13,022,000 ) $ (12,137,000 ) $ (13,171,000 ) Net loss $ (11,884,000 ) $ (16,847,000 ) $ (13,198,000 ) $ (13,723,000 ) $ (12,135,000 ) $ (12,994,000 ) $ (12,100,000 ) $ (13,129,000 ) Series E preferred stock accumulated dividends (b) $ (1,380,000 ) $ (1,380,000 ) $ (1,380,000 ) $ (1,378,000 ) $ (1,378,000 ) $ (1,033,000 ) $ (1,031,000 ) $ (1,028,000 ) Net loss attributable to common stockholders $ (13,264,000 ) $ (18,227,000 ) $ (14,578,000 ) $ (15,101,000 ) $ (13,513,000 ) $ (14,027,000 ) $ (13,131,000 ) $ (14,157,000 ) Basic and diluted loss per common share $ (0.05 ) $ (0.08 ) $ (0.07 ) $ (0.08 ) $ (0.07 ) $ (0.08 ) $ (0.07 ) $ (0.08 ) ________________ (a) Gross profit represents contract manufacturing revenue less cost of contract manufacturing. (b) Series E preferred stock accumulated dividends include dividends declared for the period (regardless of whether or not the dividends have been paid) and dividends accumulated for the period (regardless of whether or not the dividends have been declared). |
2. SUMMARY OF SIGNIFICANT ACC31
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Receivables) - USD ($) | Apr. 30, 2016 | Apr. 30, 2015 | |
Accounting Policies [Abstract] | |||
Trade receivables | [1] | $ 2,494,000 | $ 3,423,000 |
Other receivables, net | 365,000 | 390,000 | |
Trade and other receivables, net | $ 2,859,000 | $ 3,813,000 | |
[1] | Represents amounts billed for contract manufacturing services provided by Avid. |
2. SUMMARY OF SIGNIFICANT ACC32
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Inventories) - USD ($) | Apr. 30, 2016 | Apr. 30, 2015 |
Accounting Policies [Abstract] | ||
Raw materials | $ 10,911,000 | $ 3,821,000 |
Work-in-process | 5,275,000 | 3,533,000 |
Total inventories | $ 16,186,000 | $ 7,354,000 |
2. SUMMARY OF SIGNIFICANT ACC33
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Antidilutive shares) - shares | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Dilutive effect of shares on diluted shares outstanding | 2,029,713 | 3,880,185 | 4,652,810 |
Stock Options | |||
Dilutive effect of shares on diluted shares outstanding | 1,764,684 | 3,833,193 | 4,576,112 |
Employee Stock Purchase Plan [Member] | |||
Dilutive effect of shares on diluted shares outstanding | 265,029 | 46,992 | 72,896 |
Warrants | |||
Dilutive effect of shares on diluted shares outstanding | 0 | 0 | 3,802 |
2. SUMMARY OF SIGNIFICANT ACC34
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Antidilutive shares, conversion price) - shares | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Dilutive effect of shares on diluted shares outstanding | 2,029,713 | 3,880,185 | 4,652,810 |
Conversion Price greater than Market Price [Member] | |||
Dilutive effect of shares on diluted shares outstanding | 32,711,583 | 18,623,816 | 6,678,255 |
Stock Options | |||
Dilutive effect of shares on diluted shares outstanding | 1,764,684 | 3,833,193 | 4,576,112 |
Stock Options | Conversion Price greater than Market Price [Member] | |||
Dilutive effect of shares on diluted shares outstanding | 19,186,454 | 8,471,005 | 5,151,523 |
Warrants | |||
Dilutive effect of shares on diluted shares outstanding | 0 | 0 | 3,802 |
Warrants | Conversion Price greater than Market Price [Member] | |||
Dilutive effect of shares on diluted shares outstanding | 273,280 | 273,280 | 273,280 |
Series E Preferred Stock [Member] | Conversion Price greater than Market Price [Member] | |||
Dilutive effect of shares on diluted shares outstanding | 13,251,849 | 9,879,531 | 1,253,452 |
2. SUMMARY OF SIGNIFICANT ACC35
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 2 Months Ended | 12 Months Ended | |||
Jul. 14, 2016 | Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | Apr. 30, 2013 | |
Cash and cash equivalents | $ 61,412,000 | $ 68,001,000 | $ 77,490,000 | $ 35,204,000 | |
Proceeds from issuance of equity | 45,872,000 | ||||
Amounts remaining under registration statements | $ 112,445,000 | ||||
Restricted cash pledged as collateral | 600,000 | 0 | |||
Allowance for doubtful accounts - other receivables | $ 0 | $ 5,000 | |||
Estimated useful lives of property and equipment | 3 to 10 years | ||||
Concentration risk percentage | 100.00% | 100.00% | 100.00% | ||
Subsequent Event [Member] | |||||
Proceeds from issuance of equity | $ 2,169,000 | ||||
Stock options granted, shares | 6,412,057 | ||||
Common stock issued for cash, net of issuance costs, shares | 4,526,236 | ||||
Accounts Receivable [Member] | Four Customers [Member] | |||||
Concentration risk percentage | 98.00% | ||||
Accounts Receivable [Member] | Two Customers [Member] | |||||
Concentration risk percentage | 97.00% |
3. COMMITMENTS AND CONTINGENC36
3. COMMITMENTS AND CONTINGENCIES (Details-Schedule of leases) | 12 Months Ended |
Apr. 30, 2016ft²Number | |
Approximate square footage leased | ft² | 152,000 |
Lease 1 [Member] | |
Approximate square footage leased | ft² | 48,000 |
Number of buildings occupied | 2 |
Initial lease term expiration date | Dec. 31, 2017 |
Number of options to extend lease | 2 |
Extended lease term expiration date | Dec. 31, 2027 |
Lease 2 [Member] | |
Approximate square footage leased | ft² | 13,000 |
Number of buildings occupied | 1 |
Initial lease term expiration date | Dec. 31, 2017 |
Number of options to extend lease | 1 |
Extended lease term expiration date | Dec. 31, 2022 |
Lease 3 [Member] | |
Approximate square footage leased | ft² | 40,000 |
Number of buildings occupied | 1 |
Initial lease term expiration date | Jul. 31, 2021 |
Number of options to extend lease | 2 |
Extended lease term expiration date | Jul. 31, 2031 |
Lease 4 [Member] | |
Approximate square footage leased | ft² | 26,000 |
Number of buildings occupied | 1 |
Initial lease term expiration date | Aug. 31, 2023 |
Number of options to extend lease | 2 |
Extended lease term expiration date | Aug. 31, 2035 |
Lease 5 [Member] | |
Approximate square footage leased | ft² | 25,000 |
Number of buildings occupied | 1 |
Initial lease term expiration date | Aug. 31, 2023 |
Number of options to extend lease | 2 |
Extended lease term expiration date | Aug. 31, 2035 |
3. COMMITMENTS AND CONTINGENC37
3. COMMITMENTS AND CONTINGENCIES (Details-future lease payments) | Apr. 30, 2016USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 2,006,000 |
2,018 | 1,976,000 |
2,019 | 1,283,000 |
2,020 | 1,272,000 |
2,021 | 1,309,000 |
Thereafter | 2,065,000 |
Operating Leases, Future Minimum Payments Due | $ 9,911,000 |
3. COMMITMENTS AND CONTINGENC38
3. COMMITMENTS AND CONTINGENCIES (Details Narrative) | 12 Months Ended | ||
Apr. 30, 2016USD ($)ft² | Apr. 30, 2015USD ($) | Apr. 30, 2014USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |||
Square footage leased | ft² | 152,000 | ||
Annual rent expense | $ | $ 1,265,000 | $ 1,197,000 | $ 938,000 |
4. LICENSING AGREEMENTS (Detail
4. LICENSING AGREEMENTS (Details) | Apr. 30, 2016USD ($) |
Total Milestone Obligations Expensed To Date | $ 922,000 |
Potential Future Milestone Obligations | 6,675,000 |
UTSWMC August 2001 | |
Total Milestone Obligations Expensed To Date | 173,000 |
Potential Future Milestone Obligations | 300,000 |
UTSWMC August 2005 | |
Total Milestone Obligations Expensed To Date | 85,000 |
Potential Future Milestone Obligations | 375,000 |
Lonza March 2005 | |
Total Milestone Obligations Expensed To Date | 64,000 |
Potential Future Milestone Obligations | 0 |
Avanir December 2003 | |
Total Milestone Obligations Expensed To Date | 100,000 |
Potential Future Milestone Obligations | 1,000,000 |
Genentech November 2003 | |
Total Milestone Obligations Expensed To Date | 500,000 |
Potential Future Milestone Obligations | $ 5,000,000 |
4. LICENSING AGREEMENTS (Deta40
4. LICENSING AGREEMENTS (Details Narrative) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Research and development expense | $ 59,529,000 | $ 42,996,000 | $ 27,723,000 |
License revenue | 329,000 | 37,000 | 107,000 |
Bavituximab Program [Member] | Milestone Obligations Expense [Member] | |||
Research and development expense | 0 | 125,000 | |
Bavituximab Program [Member] | Milestone Obligations Expense [Member] | |||
Research and development expense | 0 | ||
UTSWMC License [Member] | Milestone Obligations Expense [Member] | |||
Research and development expense | 75,000 | 0 | 0 |
Affitech Agreements [Member] | |||
License revenue | $ 37,000 | $ 37,000 | $ 107,000 |
5. STOCKHOLDERS EQUITY (Details
5. STOCKHOLDERS EQUITY (Details - Common stock issuances) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Gross proceeds raised | $ 45,195,000 | $ 19,235,000 | $ 53,920,000 |
Common Stock | |||
Number of common stock shares issued, shares | 42,372,195 | 13,665,117 | 33,527,369 |
Gross proceeds raised | $ 45,872,000 | $ 197,480,000 | $ 55,424,000 |
December 27, 2012 Financing [Member] | Common Stock | |||
Number of common stock shares issued, shares | 3,983,360 | 33,527,369 | |
Gross proceeds raised | $ 6,204,000 | $ 55,424,000 | |
June 13, 2014 Financing [Member] | Common Stock | |||
Number of common stock shares issued, shares | 8,629,738 | 9,681,757 | |
Gross proceeds raised | $ 11,456,000 | $ 13,544,000 | |
August 7, 2015 Financing [Member] | Common Stock | |||
Number of common stock shares issued, shares | 6,751,651 | ||
Gross proceeds raised | $ 7,447,000 | ||
Equity Distribution Agreement [Member] | Common Stock | |||
Number of common stock shares issued, shares | 8,472,288 | ||
Gross proceeds raised | $ 6,969,000 | ||
October 30, 2015 Financing [Member] | Common Stock | |||
Number of common stock shares issued, shares | 18,518,518 | ||
Gross proceeds raised | $ 20,000,000 |
5. STOCKHOLDERS EQUITY (Detai42
5. STOCKHOLDERS EQUITY (Details - Preferred stock issuances) - Series E Preferred Stock [Member] - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
June 13, 2014 Financing [Member] | |||
Number of preferred stock shares issued | 2,676 | 799,764 | |
Gross proceeds raised | $ 60,000 | $ 19,205,000 | |
February 11, 2014 Offering [Member] | |||
Number of preferred stock shares issued | 775,000 | ||
Gross proceeds raised | $ 19,375,000 |
5. STOCKHOLDERS EQUITY (Detai43
5. STOCKHOLDERS EQUITY (Details - Preferred Stock Dividends) - Series E Preferred Stock [Member] - $ / shares | 12 Months Ended | ||
Apr. 30, 2015 | Apr. 30, 2014 | ||
Dividend paid April 1, 2014 [Member] | |||
Declaration Date | Mar. 11, 2014 | ||
Dividend per share | [1] | $ 0.29890 | |
Annualized percentage rate | 10.50% | ||
Liquidation preference | $ 25 | ||
Accrual period | 2/19/2014 - 3/31/2014 | ||
Record date | Mar. 21, 2014 | ||
Payment date | Apr. 1, 2014 | ||
Dividend paid July 1, 2014 [Member] | |||
Declaration Date | Jun. 10, 2014 | ||
Dividend per share | $ 0.65625 | ||
Annualized percentage rate | 10.50% | ||
Liquidation preference | $ 25 | ||
Accrual period | 4/1/2014 - 6/30/2014 | ||
Record date | Jun. 20, 2014 | ||
Payment date | Jul. 1, 2014 | ||
Dividend paid October 1, 2014 [Member] | |||
Declaration Date | Sep. 8, 2014 | ||
Dividend per share | $ 0.65625 | ||
Annualized percentage rate | 10.50% | ||
Liquidation preference | $ 25 | ||
Accrual period | 7/1/2014 - 9/30/2014 | ||
Record date | Sep. 19, 2014 | ||
Payment date | Oct. 1, 2014 | ||
Dividend paid January 2, 2015 [Member] | |||
Declaration Date | Dec. 9, 2014 | ||
Dividend per share | $ 0.65625 | ||
Annualized percentage rate | 10.50% | ||
Liquidation preference | $ 25 | ||
Accrual period | 10/1/2014 - 12/31/2014 | ||
Record date | Dec. 19, 2014 | ||
Payment date | Jan. 2, 2015 | ||
Dividend paid April 1, 2015 [Member] | |||
Declaration Date | Mar. 10, 2015 | ||
Dividend per share | $ 0.65625 | ||
Annualized percentage rate | 10.50% | ||
Liquidation preference | $ 25 | ||
Accrual period | 1/1/2015 - 3/31/2015 | ||
Record date | Mar. 20, 2015 | ||
Payment date | Apr. 1, 2015 | ||
[1] | Dividend per share was pro-rated for the initial accrual period starting February 19, 2014. |
5. STOCKHOLDERS' EQUITY (Detail
5. STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) | 12 Months Ended | ||||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | Jul. 14, 2016 | ||
Amounts remaining under registration statements | $ 112,445,000 | ||||
Stock Incentive Plans [Member] | |||||
Common shares reserved for issuance | 39,561,165 | ||||
Employee Stock Purchase Plan [Member] | |||||
Common shares reserved for issuance | 5,000,000 | ||||
Warrants | |||||
Common shares reserved for issuance | 273,280 | ||||
Common Stock | |||||
Number of common stock shares issued, shares | 42,372,195 | 13,665,117 | 33,527,369 | ||
Issuance costs | $ 677,000 | $ 513,000 | $ 1,504,000 | ||
Series E Preferred Stock [Member] | |||||
Issuance costs | $ 1,000 | 1,002,000 | 1,458,000 | ||
Common shares reserved for issuance | [1] | 45,745,760 | |||
December 2012 AMI Agreement | |||||
Aggregate gross proceeds available in offering | 75,000,000 | ||||
Proceeds from sale of common stock, gross | 75,000,000 | ||||
Amounts remaining under registration statements | $ 0 | ||||
June 2014 AMI Agreement | Common Stock | |||||
Aggregate gross proceeds available in offering | $ 25,000,000 | ||||
Proceeds from sale of common stock, gross | 25,000,000 | ||||
Amounts remaining under registration statements | $ 0 | ||||
June 2014 AMI Agreement | Series E Preferred Stock [Member] | |||||
Number of common stock shares issued, shares | 2,676 | 799,764 | |||
Issuance costs | $ 1,000 | $ 1,002,000 | |||
Amounts remaining under registration statements | 10,735,000 | ||||
Proceeds from sale of preferred stock, gross | 60,000 | $ 19,205,000 | |||
August 2015 AMI Sales Agreement [Member[ | |||||
Aggregate gross proceeds available in offering | 30,000,000 | ||||
Amounts remaining under registration statements | 22,553,000 | ||||
Equity Distribution Agreement [Member] | |||||
Aggregate gross proceeds available in offering | 20,000,000 | ||||
Amounts remaining under registration statements | $ 13,031,000 | ||||
Equity Distribution Agreement [Member] | Common Stock | |||||
Number of common stock shares issued, shares | 8,472,288 | ||||
Common Stock Purchase Agreement [Member] | |||||
Number of common stock shares issued, shares | 18,518,518 | ||||
Proceeds from sale of common stock, gross | $ 20,000,000 | ||||
Issuance costs | $ 1,000 | ||||
February 2014 Initial Public Offering [Member] | |||||
Issuance costs | 1,458,000 | ||||
Proceeds from sale of preferred stock, gross | $ 19,375,000 | ||||
February 2014 Initial Public Offering [Member] | Series E Preferred Stock [Member] | |||||
Number of common stock shares issued, shares | 775,000 | ||||
Issuance costs | $ 1,458,000 | ||||
[1] | The Series E Preferred Stock is convertible into a number of shares of our common stock determined by dividing the liquidation preference of $25.00 per share by the conversion price, currently $3.00 per share. If all outstanding Series E Preferred Stock were converted at the $3.00 per share conversion price, the holders of Series E Preferred Stock would receive an aggregate of 13,145,333 shares of our common stock. However, we have reserved the maximum number of shares of our common stock that could be issued upon a change of control event assuming our shares of common stock are acquired for consideration of $0.855 per share or less. In this scenario, each outstanding share of Series E Preferred Stock could be converted into 29 shares of our common stock, representing the Share Cap. |
6. EQUITY COMPENSATION PLANS (D
6. EQUITY COMPENSATION PLANS (Details - Assumptions) - Stock Options | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Risk-free interest rate | 1.66% | 1.95% | 1.32% |
Expected life (in years) | 5 years 11 months 16 days | 5 years 8 months 27 days | 5 years 10 months 2 days |
Expected volatility | 104.74% | 111.78% | 113.92% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
6. EQUITY COMPENSATION PLANS 46
6. EQUITY COMPENSATION PLANS (Details - Option activity) - Stock Options | 12 Months Ended | |
Apr. 30, 2016USD ($)$ / sharesshares | ||
Number of Options | ||
Number of Options Outstanding, Beginning | shares | 20,708,672 | |
Number of Options Granted | shares | 4,173,260 | |
Number of Options Exercised | shares | (177,266) | |
Number of Options Cancelled or Expired | shares | (953,405) | |
Number of Options Outstanding, Ending | shares | 23,751,261 | |
Exercisable and expected to vest | shares | 23,652,443 | |
Exercisable at period end | shares | 20,153,764 | |
Weighted Average Exercise Price | ||
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 1.54 | |
Weighted Average Exercise Price Granted | $ / shares | 1.26 | |
Weighted Average Exercise Price Exercised | $ / shares | 0.79 | |
Weighted Average Exercise Price Canceled | $ / shares | 1.87 | |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | 1.48 | |
Weighted Average Exercise Price, Exercisable and expected to vest | $ / shares | 1.48 | |
Weighted Average Exercise Price Exercisable, at period end | $ / shares | $ 1.51 | |
Weighted Average Remaining Contractual Life (in years) | ||
Weighted Average Remaining Contractual Life (in years) Outstanding | 6 years 8 months 5 days | |
Weighted Average Remaining Contractual Life (in years) Vested and expected to vest | 6 years 8 months 1 day | |
Weighted Average Remaining Contractual Life (in years) Exercisable, at period end | 6 years 3 months 22 days | |
Aggregate Intrinsic Value | ||
Aggregate Intrinsic Value Outstanding | $ | $ 0 | [1] |
Aggregate Intrinsic Value vested and expected to vest | $ | 0 | [1] |
Aggregate Intrinsic Value Exercisable at period end | $ | $ 0 | [1] |
[1] | Aggregate intrinsic value represents the difference between the exercise price of an option and the closing market price of our common stock on April 29, 2016 (the last trading day of fiscal year 2016), which was $0.3541 per share. |
6. EQUITY COMPENSATION PLANS 47
6. EQUITY COMPENSATION PLANS (Details - Assumptions Employss Stock Purchase Plan) - Employee Stock Purchase Plan [Member] | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Risk-free interest rate | 0.18% | 0.06% | 0.08% |
Expected life (in years) | 6 months | 6 months | 6 months |
Expected volatility | 46.14% | 63.54% | 93.39% |
Expected dividend yield | 0.00% | 0.00% | 0.00% |
6. EQUITY COMPENSATION PLANS 48
6. EQUITY COMPENSATION PLANS (Details - Share based compensation) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Share based compensation | $ 4,898,000 | $ 6,702,000 | $ 6,207,000 |
Cost of contract manufacturing | |||
Share based compensation | 41,000 | 59,000 | 68,000 |
Research and development | |||
Share based compensation | 2,124,000 | 2,904,000 | 2,804,000 |
Selling, general and administrative | |||
Share based compensation | $ 2,733,000 | $ 3,739,000 | $ 3,335,000 |
6. EQUITY COMPENSATION PLANS 49
6. EQUITY COMPENSATION PLANS (Details - Share-based compensation awards) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Share based compensation | $ 4,898,000 | $ 6,702,000 | $ 6,207,000 |
Stock Options | |||
Share based compensation | 4,720,000 | 6,465,000 | 5,803,000 |
Restricted Stock Awards [Member] | |||
Share based compensation | 0 | 0 | 139,000 |
Employee Stock Purchase Plan [Member] | |||
Share based compensation | $ 178,000 | $ 237,000 | $ 265,000 |
6. EQUITY COMPENSATION PLANS 50
6. EQUITY COMPENSATION PLANS (Details Narrative) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Cash received from stock options exercised | $ 138,000 | $ 298,000 | $ 944,000 |
Non Employee [Member] | |||
Unrecognized compensation costs related to non-vested stock options | $ 9,000 | ||
Unrecognized compensation cost weighted average vesting period | 10 months 21 days | ||
Share-based compensation expense | $ 109,000 | $ 289,000 | $ 391,000 |
Stock Incentive Plans [Member] | |||
Common shares reserved for issuance | 39,561,165 | ||
Share-based awards [Member] | |||
Common shares reserved for issuance | 15,809,904 | ||
Stock Option [Member] | |||
Common shares reserved for issuance | 23,751,261 | ||
Weighted-average grant date fair value of options granted | $ 1.01 | $ 1.43 | $ 1.19 |
Aggregate intrinsic value of stock options exercised | $ 93,000 | $ 192,000 | $ 908,000 |
Cash received from stock options exercised | 138,000 | 298,000 | 944,000 |
Issuance costs | 1,000 | 3,000 | 4,000 |
Unrecognized compensation costs related to non-vested stock options | $ 2,829,000 | ||
Unrecognized compensation cost weighted average vesting period | 1 year 6 months 22 days | ||
Restricted Stock Awards [Member] | |||
Unrecognized compensation costs related to non-vested stock options | $ 0 | $ 0 | $ 0 |
Weighted average grant date fair value, other than options | $ 1.39 | ||
Aggregate fair value, other than options | $ 139,000 | ||
Restricted stock awards granted | 0 | 0 | |
Restricted stock awards vested | 0 | 0 | |
Employee Stock Purchase Plan [Member] | |||
Common shares reserved for issuance | 5,000,000 | ||
Shares available for purchase | 1,408,659 | ||
ESOP shares purchased | 1,034,397 | 497,453 | 498,050 |
ESPO weighted average purchase price | $ 0.52 | $ 1.22 | $ 1.09 |
Common stock issued under ESPP plan, shares purchased | 1,034,397 | 497,453 | 498,050 |
Weighted average grant date fair value, other than options | $ 0.34 | $ 0.56 | $ 0.55 |
7. WARRANTS (Details Narratives
7. WARRANTS (Details Narratives) - Warrants - $ / shares | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Warrants outstanding | 273,280 | ||
Warrants outstanding exercise price | $ 2.47 | ||
Warrants issued | 0 | 0 | 0 |
Warrants exercised | 0 | 0 | 0 |
Warrants exercisable through date | Aug. 30, 2018 |
8. INCOME TAXES (Details - Prov
8. INCOME TAXES (Details - Provision for Income taxes) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Income Tax Disclosure [Abstract] | |||
Federal income taxes at statutory rate | $ (18,921,000) | $ (17,122,000) | $ (12,023,000) |
State income taxes | (4,824,000) | (4,450,000) | (3,124,000) |
Expiration and adjustments of deferred tax assets | 1,580,000 | 1,790,000 | 2,751,000 |
Change in valuation allowance | 21,871,000 | 19,532,000 | 12,153,000 |
Other, net | 294,000 | 250,000 | 243,000 |
Income tax (expense) benefit | $ 0 | $ 0 | $ 0 |
8. INCOME TAXES (Details - Defe
8. INCOME TAXES (Details - Deferred income taxes) - USD ($) | Apr. 30, 2016 | Apr. 30, 2015 |
Income Tax Disclosure [Abstract] | ||
Share-based compensation | $ 8,806,000 | $ 7,119,000 |
Deferred revenue | 4,296,000 | 2,840,000 |
Other | 2,547,000 | 2,765,000 |
Net operating losses | 152,746,000 | 133,800,000 |
Total deferred tax assets | 168,395,000 | 146,524,000 |
Less valuation allowance | (168,395,000) | (146,524,000) |
Net deferred tax assets | $ 0 | $ 0 |
8. INCOME TAXES (Details Narrat
8. INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Unrecognized tax benefits from uncertain tax positions | $ 0 | $ 0 | |
Income tax penalties or interest | 0 | 0 | $ 0 |
Income tax penalties or interest accrued | 0 | 0 | |
Net operating loss attributable to excess tax deductions on share-based compensation | 5,956,000 | ||
Total deferred tax assets | 168,395,000 | $ 146,524,000 | |
State and Local Jurisdiction [Member] | |||
Net operating loss carry forward | $ 276,535,000 | ||
Operating loss carryforward expiration dates | 2,017 | ||
Domestic Country [Member] | |||
Net operating loss carry forward | $ 384,857,000 | ||
Operating loss carryforward expiration dates | 2019 through 2036 |
9. BENEFIT PLAN (Details Narrat
9. BENEFIT PLAN (Details Narrative) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |||
Matching contributions | $ 543,000 | $ 454,000 | $ 300,000 |
10. SEGMENT REPORTING (Details
10. SEGMENT REPORTING (Details - Summary) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Segment Reporting [Abstract] | |||||||||||
Contract manufacturing services revenue | $ 44,357,000 | $ 26,744,000 | $ 22,294,000 | ||||||||
Cost of contract manufacturing services | 22,966,000 | 15,593,000 | 13,110,000 | ||||||||
Gross profit | $ 9,062,000 | $ 2,776,000 | $ 4,782,000 | $ 4,771,000 | $ 4,550,000 | $ 2,564,000 | $ 2,124,000 | $ 1,913,000 | 21,391,000 | 11,151,000 | 9,184,000 |
Revenue from products in research and development | 329,000 | 37,000 | 107,000 | ||||||||
Research and development expense | (59,529,000) | (42,996,000) | (27,723,000) | ||||||||
Selling, general and administrative expense | (18,551,000) | (18,691,000) | (17,274,000) | ||||||||
Other income (expense), net | 708,000 | 141,000 | 344,000 | ||||||||
Net loss | $ (11,884,000) | $ (16,847,000) | $ (13,198,000) | $ (13,723,000) | $ (12,135,000) | $ (12,994,000) | $ (12,100,000) | $ (13,129,000) | $ (55,652,000) | $ (50,358,000) | $ (35,362,000) |
10. SEGMENT REPORTING (Detail57
10. SEGMENT REPORTING (Details - Percentage breakdown) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Customer revenue as a percentage of revenue | 100.00% | 100.00% | 100.00% |
Halozyme Therapeutics, Inc [Member] | |||
Customer revenue as a percentage of revenue | 69.00% | 79.00% | 91.00% |
Customer A [Member] | |||
Customer revenue as a percentage of revenue | 26.00% | 12.00% | 0.00% |
Other Customers | |||
Customer revenue as a percentage of revenue | 5.00% | 9.00% | 9.00% |
10. SEGMENT REPORTING (Detail58
10. SEGMENT REPORTING (Details - Segment Revenue ) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Contract manufacturing revenue | $ 44,357,000 | $ 26,744,000 | $ 22,294,000 |
U.S, [Member] | |||
Contract manufacturing revenue | 44,357,000 | 26,715,000 | 22,225,000 |
Non-U.S, [Member] | |||
Contract manufacturing revenue | $ 0 | $ 29,000 | $ 69,000 |
10. SEGMENT REPORTING (Detail59
10. SEGMENT REPORTING (Details - Long-lived assets) - USD ($) | Apr. 30, 2016 | Apr. 30, 2015 |
Long-lived assets | $ 24,302,000 | $ 15,124,000 |
Contract manufacturing services [Member] | ||
Long-lived assets | 22,783,000 | 12,800,000 |
Products in research and development [Member] | ||
Long-lived assets | $ 1,519,000 | $ 2,324,000 |
11. SELECTED QUARTERLY FINANC60
11. SELECTED QUARTERLY FINANCIAL DATA (UNAUDITED) (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||||||||
Apr. 30, 2016 | Jan. 31, 2016 | Oct. 31, 2015 | Jul. 31, 2015 | Apr. 30, 2015 | Jan. 31, 2015 | Oct. 31, 2014 | Jul. 31, 2014 | Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Net revenues | $ 18,783,000 | $ 6,709,000 | $ 9,523,000 | $ 9,671,000 | $ 9,308,000 | $ 5,677,000 | $ 6,300,000 | $ 5,496,000 | $ 44,686,000 | $ 26,781,000 | $ 22,401,000 |
Gross profit | 9,062,000 | 2,776,000 | 4,782,000 | 4,771,000 | 4,550,000 | 2,564,000 | 2,124,000 | 1,913,000 | 21,391,000 | 11,151,000 | 9,184,000 |
Loss from operations | (11,915,000) | (16,867,000) | (13,824,000) | (13,754,000) | (12,169,000) | (13,022,000) | (12,137,000) | (13,171,000) | |||
Net loss | (11,884,000) | (16,847,000) | (13,198,000) | (13,723,000) | (12,135,000) | (12,994,000) | (12,100,000) | (13,129,000) | (55,652,000) | (50,358,000) | (35,362,000) |
Series E preferred stock accumulated dividends | (1,380,000) | (1,380,000) | (1,380,000) | (1,378,000) | (1,378,000) | (1,033,000) | (1,031,000) | (1,028,000) | |||
Net loss attributable to common stockholders | $ (13,264,000) | $ (18,227,000) | $ (14,578,000) | $ (15,101,000) | $ (13,513,000) | $ (14,027,000) | $ (13,131,000) | $ (14,157,000) | $ (60,136,000) | $ (54,054,000) | $ (35,763,000) |
Basic and diluted loss per common share | $ (.05) | $ (.08) | $ (.07) | $ (.08) | $ (0.07) | $ (0.08) | $ (0.07) | $ (0.08) | $ (.28) | $ (0.30) | $ (0.22) |
12. SUBSEQUENT EVENTS (Details
12. SUBSEQUENT EVENTS (Details Narrative) - USD ($) | 2 Months Ended | 12 Months Ended |
Jul. 14, 2016 | Apr. 30, 2016 | |
Proceeds from issuance of equity | $ 45,872,000 | |
Amounts remaining under registration statements | $ 112,445,000 | |
Stock Options | ||
Options granted, exercise price | $ 1.26 | |
Equity Distribution Agreement [Member] | ||
Amounts remaining under registration statements | $ 13,031,000 | |
August 2015 AMI Sales Agreement [Member[ | ||
Amounts remaining under registration statements | $ 22,553,000 | |
Subsequent Event [Member] | ||
Number of common stock shares issued, shares | 4,526,236 | |
Proceeds from issuance of equity | $ 2,169,000 | |
Options granted | 6,412,057 | |
Subsequent Event [Member] | Series E Preferred Stock [Member] | ||
Dividend paid | $ 1,035,000 | |
Dividend declared date | Jun. 2, 2016 | |
Dividend date of record | Jun. 17, 2016 | |
Subsequent Event [Member] | Stock Options | 2011 Stock Incentive Plan [Member] | ||
Options granted | 6,412,057 | |
Options granted, exercise price | $ .5001 | |
Subsequent Event [Member] | Equity Distribution Agreement [Member] | ||
Number of common stock shares issued, shares | 2,649,318 | |
Proceeds from issuance of equity | $ 1,232,000 | |
Amounts remaining under registration statements | $ 11,799,000 | |
Subsequent Event [Member] | August 2015 AMI Sales Agreement [Member[ | ||
Number of common stock shares issued, shares | 1,876,918 | |
Proceeds from issuance of equity | $ 937,000 | |
Amounts remaining under registration statements | $ 21,616,000 |
SCHEDULE II - VALUATION (Detail
SCHEDULE II - VALUATION (Details) - USD ($) | 12 Months Ended | ||
Apr. 30, 2016 | Apr. 30, 2015 | Apr. 30, 2014 | |
Valuation and Qualifying Accounts [Abstract] | |||
Valuation reserve, beginning balance | $ 97,000 | $ 105,000 | $ 108,000 |
Additions | 0 | 0 | 0 |
Deductions | (97,000) | (8,000) | (3,000) |
Valuation reserve, ending balance | $ 0 | $ 97,000 | $ 105,000 |