Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Jul. 31, 2017 | Sep. 06, 2017 | |
Document And Entity Information | ||
Entity Registrant Name | PEREGRINE PHARMACEUTICALS INC | |
Entity Central Index Key | 704,562 | |
Document Type | 10-Q | |
Document Period End Date | Jul. 31, 2017 | |
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 Common Stock, Shares Outstanding | 45,096,081 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2,018 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) | Jul. 31, 2017 | Apr. 30, 2017 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 37,256,000 | $ 46,799,000 |
Trade and other receivables | 7,884,000 | 7,742,000 |
Inventories | 24,235,000 | 33,099,000 |
Prepaid expenses | 1,388,000 | 1,460,000 |
Total current assets | 70,763,000 | 89,100,000 |
Property and equipment, net | 24,399,000 | 23,674,000 |
Restricted cash | 1,150,000 | 1,150,000 |
Other assets | 3,963,000 | 4,188,000 |
TOTAL ASSETS | 100,275,000 | 118,112,000 |
CURRENT LIABILITIES: | ||
Accounts payable | 4,013,000 | 5,779,000 |
Accrued clinical trial and related fees | 4,812,000 | 4,558,000 |
Accrued payroll and related costs | 4,844,000 | 6,084,000 |
Deferred revenue | 13,433,000 | 28,500,000 |
Customer deposits | 14,322,000 | 17,017,000 |
Other current liabilities | 963,000 | 993,000 |
Total current liabilities | 42,387,000 | 62,931,000 |
Deferred rent, less current portion | 1,880,000 | 1,599,000 |
Commitments and contingencies | ||
STOCKHOLDERS' EQUITY: | ||
Preferred stock -$0.001 par value; authorized 5,000,000 shares; 1,647,760 issued and outstanding at July 31, 2017 and April 30, 2017, respectively | 2,000 | 2,000 |
Common stock - $0.001 par value; authorized 500,000,000 shares; 45,094,154 and 44,014,040 issued and outstanding at July 31, 2017 and April 30, 2017, respectively | 45,000 | 44,000 |
Additional paid-in-capital | 594,482,000 | 590,971,000 |
Accumulated deficit | (538,521,000) | (537,435,000) |
Total stockholders' equity | 56,008,000 | 53,582,000 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 100,275,000 | $ 118,112,000 |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jul. 31, 2017 | Apr. 30, 2017 |
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 | 1,647,760 | 1,647,760 |
Preferred stock, shares outstanding | 1,647,760 | 1,647,760 |
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 | 45,094,154 | 44,014,040 |
Common stock, shares outstanding | 45,094,154 | 44,014,040 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS (Unaudited) - USD ($) | 3 Months Ended | ||
Jul. 31, 2017 | Jul. 31, 2016 | ||
REVENUES: | |||
Contract manufacturing revenue | $ 27,077,000 | $ 5,609,000 | |
COSTS AND EXPENSES: | |||
Cost of contract manufacturing | 20,448,000 | 3,062,000 | |
Research and development | 3,645,000 | 8,569,000 | |
Selling, general and administrative | 4,213,000 | 5,060,000 | |
Total costs and expenses | 28,306,000 | 16,691,000 | |
LOSS FROM OPERATIONS | (1,229,000) | (11,082,000) | |
OTHER INCOME (EXPENSE): | |||
Interest and other income | 27,000 | 25,000 | |
Interest and other expense | (3,000) | 0 | |
NET LOSS | (1,205,000) | (11,057,000) | |
COMPREHENSIVE LOSS | (1,205,000) | (11,057,000) | |
Series E preferred stock accumulated dividends | (1,442,000) | (1,380,000) | |
NET LOSS ATTRIBUTABLE TO COMMON STOCKHOLDERS | $ (2,647,000) | $ (12,437,000) | |
WEIGHTED AVERAGE COMMON SHARES OUTSTANDING - Basic and Diluted | [1] | 44,773,727 | 34,227,870 |
BASIC AND DILUTED LOSS PER COMMON SHARE | [1] | $ (.06) | $ (.36) |
[1] | All share and per share amounts of our common stock for all periods presented have been retroactively adjusted to reflect the one-for-seven reverse stock split of our issued and outstanding common stock, which took effect on July 10, 2017 (Note 1). |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (1,205,000) | $ (11,057,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Share-based compensation | 485,000 | 837,000 |
Depreciation and amortization | 642,000 | 613,000 |
Changes in operating assets and liabilities: | ||
Trade and other receivables | (142,000) | (4,678,000) |
Inventories | 8,864,000 | (9,088,000) |
Prepaid expenses | 72,000 | 116,000 |
Other non-current assets | 9,000 | 78,000 |
Accounts payable | (2,514,000) | 222,000 |
Accrued clinical trial and related fees | 254,000 | (1,017,000) |
Accrued payroll and related expenses | (1,240,000) | (2,168,000) |
Deferred revenue | (15,067,000) | 11,501,000 |
Customer deposits | (2,695,000) | (2,481,000) |
Other accrued expenses and current liabilities | 46,000 | (819,000) |
Deferred rent, less current portion | 281,000 | 19,000 |
Net cash used in operating activities | (12,210,000) | (17,922,000) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Property and equipment acquisitions | (1,338,000) | (275,000) |
Decrease (increase) in other assets | 935,000 | (100,000) |
Net cash used in investing activities | (403,000) | (375,000) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from issuance of common stock, net of issuance costs of $111,000 and $55,000, respectively | 4,193,000 | 2,115,000 |
Proceeds from exercise of stock options | 34,000 | 0 |
Dividends paid on Series E preferred stock | (1,081,000) | (1,035,000) |
Principal payments on capital lease | (76,000) | 0 |
Net cash provided by financing activities | 3,070,000 | 1,080,000 |
NET DECREASE IN CASH AND CASH EQUIVALENTS | (9,543,000) | (17,217,000) |
CASH AND CASH EQUIVALENTS, beginning of period | 46,799,000 | 61,412,000 |
CASH AND CASH EQUIVALENTS, end of period | 37,256,000 | 44,195,000 |
SCHEDULE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accounts payable and other liabilities for purchase of property and equipment and other assets | $ 748,000 | $ 444,000 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Statement of Cash Flows [Abstract] | ||
Stock Issuance costs | $ 111,000 | $ 55,000 |
1. ORGANIZATION AND BUSINESS DE
1. ORGANIZATION AND BUSINESS DESCRIPTION | 3 Months Ended |
Jul. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND BUSINESS DESCRIPTION | Business Description – Reverse Stock Split The reverse stock split affected all issued and outstanding shares of our common stock, as well as the shares of common stock underlying our stock options, employee stock purchase plan, warrants and the general conversion right with respect to our 10.50% Series E Convertible Preferred Stock (the “Series E Preferred Stock”). |
2. SUMMARY OF SIGNIFICANT ACCOU
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Jul. 31, 2017 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) related to quarterly reports on Form 10-Q. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for a complete set of financial statements. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended April 30, 2017. The condensed consolidated balance sheet at April 30, 2017 has been derived from audited financial statements at that date. The unaudited financial information for the interim periods presented herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial condition and results of operations for the periods presented, with such adjustments consisting only of normal recurring adjustments. Results of operations for interim periods covered by this Quarterly Report on Form 10-Q may not necessarily be indicative of results of operations for the full fiscal year or any other interim period. The unaudited condensed consolidated financial statements include the accounts of Peregrine and Avid. All intercompany accounts and transactions among the consolidated entities have been eliminated in the unaudited condensed consolidated financial statements. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts, as well as disclosures of commitments and contingencies in the financial statements and accompanying notes. Actual results could differ materially from those estimates and assumptions. Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments relating to the recoverability of the recorded assets or the classification of liabilities that may be necessary should it be determined that we are unable to continue as a going concern. At July 31, 2017, we had $37,256,000 in cash and cash equivalents. We have expended substantial funds on the research and development of our product candidates, and funding the operations of Avid. As a result, we have historically experienced losses and negative cash flows from operations since our inception and we expect negative cash flows from operations to continue for the foreseeable future until we can generate sufficient revenue from Avid’s contract manufacturing services to achieve profitability. Therefore, unless and until we are able to generate sufficient revenue from Avid’s contract manufacturing services or from the licensing, partnering, or sale of our product candidate under development, we expect such losses to continue in the foreseeable future, and as a result, we must raise additional capital during fiscal year 2018 in order to fund our operations and to execute our business plans. Historically, we have funded a significant portion of our operations through the issuance of equity. During the three months ended July 31, 2017, we raised $4,304,000 in aggregate gross proceeds from the sale of shares of our common stock under an At Market Issuance Sales Agreement (Note 6). As of July 31, 2017, we had raised the full amount of gross proceeds available to us under the At Market Issuance Sales Agreement (Note 6). As of September 11, 2017, $67,674,000 remained available to us under our effective shelf registration statement (which shelf expires in January 2018), which allows us from time to time to offer and sell shares of our common stock, in one or more offerings, either individually or in combination. Our ability to raise additional capital in the equity markets to fund our obligations in future periods is dependent on a number of factors, including, but not limited to, the market demand for our common stock. The market demand or liquidity of our common stock is subject to a number of risks and uncertainties, including but not limited to, negative economic conditions, adverse market conditions, adverse financial results, and negative research and development results. If we are unable to either (i) raise sufficient capital in the equity markets, (ii) generate additional revenue from Avid, or (iii) license, partner or sell our product candidate in development, or any combination thereof, we may need to further restructure, or cease, our operations. 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. As a result, we have concluded that there is substantial doubt about our ability to continue as a going concern within one year after the date that our accompanying unaudited condensed consolidated financial statements are issued. Cash and Cash Equivalents We consider all short-term investments readily convertible to cash with an initial maturity of three months or less to be cash equivalents. Restricted Cash Under the terms of three separate operating leases related to our facilities, we are required to maintain, as collateral, letters of credit during the terms of such leases. At July 31, 2017 and April 30, 2017, restricted cash of $1,150,000 was pledged as collateral under these letters of credit. Concentrations of Credit Risk and Customer Base Financial instruments that potentially subject us to a significant concentration of credit risk consist of cash and cash equivalents, restricted cash and trade receivables. We maintain our cash and restricted cash balances primarily with one major commercial bank and our deposits held with the bank exceed the amount of government insurance limits provided on our deposits. We are exposed to credit risk in the event of default by the major commercial bank holding our cash and restricted cash balances to the extent of the cash and restricted cash amounts recorded on the accompanying unaudited condensed consolidated balance sheet. 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. At July 31, 2017 and April 30, 2017, approximately 83% and 93%, respectively, of our trade receivables were due from four customers. In addition, contract manufacturing revenue generated by Avid has historically been derived from a small customer base (Note 9). 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 Comprehensive loss is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Comprehensive loss is equal to our net loss for all periods presented. Impairment Long-lived assets are reviewed for impairment in accordance with authoritative guidance for impairment or disposal of long-lived assets. Long-lived assets are reviewed for events or changes in circumstances, which indicate that their carrying value may not be recoverable. Long-lived assets are reported at the lower of carrying amount or fair value less cost to sell. For the three months ended July 31, 2017 and 2016, there were no indicators of impairment of the value of our long-lived assets. Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance prioritizes the inputs used in measuring fair value into the following hierarchy: · 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 July 31, 2017 and April 30, 2017, 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). In addition, there were no transfers between any Levels of the fair value hierarchy during the three months ended July 31, 2017 and 2016. Customer Deposits Customer deposits primarily represent advance billings and/or payments received from Avid’s third-party customers prior to the initiation of contract manufacturing services. Revenue Recognition We currently derive revenue from our contract manufacturing services provided by Avid. 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 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. 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. On occasion, we receive requests from customers to hold product manufactured by Avid on a “bill-and-hold” basis. Revenue is recognized for these “bill-and-hold” arrangements in accordance with the authoritative guidance, which requires, among other things, the existence of a valid business purpose for the arrangement; the “bill-and-hold” arrangement is at the request of the customer; title and risk of ownership must pass to the customer; the product is complete and ready for shipment; a fixed delivery date that is reasonable and consistent with the customer’s business practices; the product has been separated from our inventory; and no further performance obligations by us exist. 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 unaudited condensed consolidated financial statements. We also record a provision for estimated contract losses, if any, in the period in which they are determined. Research and Development Expenses Research and development expenses primarily include (i) payroll and related costs, including share-based compensation associated with research and development personnel, (ii) costs related to clinical trials and preclinical testing of our technologies under development, (iii) costs to develop and manufacture the product candidates, including raw materials and supplies, product testing, depreciation, and facility related expenses, (iv) expenses for research services provided by universities and contract laboratories, including sponsored research funding, and (v) other research and development expenses. Research and development expenses are charged to expense as incurred when these expenditures relate to our research and development efforts and have no alternative future uses. Clinical trial costs are a significant component of our research and development expenses. We have historically contracted with third parties to perform various clinical trial activities on our behalf. 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 unaudited condensed consolidated financial statements for the three months ended July 31, 2017 and 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. 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. In addition, we do not perform any research and development activities for any unrelated entities. Share-based Compensation We account for stock options and other share-based awards granted under our equity compensation plans in accordance with the authoritative guidance for share-based compensation. The estimated fair value of share-based payments to employees in exchange for services is measured at the grant date, using a fair value based method, such as a Black-Scholes option valuation model, and is recognized as expense on a straight-line basis over the requisite service periods. The fair value of modifications to share-based awards, if any, is generally estimated using a Black-Scholes option valuation model, unless a lattice model is required. Pursuant to the adoption of ASU 2016-09 (Note 2), forfeitures are recognized as a reduction of share-based compensation expense as they occur. As of July 31, 2017, there were no outstanding share-based awards with market or performance conditions. Basic and Dilutive Net Loss Per Common Share Basic net loss per common share is computed by dividing our net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period excluding the dilutive effects of stock options, shares of common stock expected to be issued under our Employee Stock Purchase Plan (the “ESPP”), warrants, and Series E Preferred Stock outstanding during the period. Diluted net loss per common share is computed by dividing our net loss attributable to common stockholders by the sum of the weighted average number of shares of common stock outstanding during the period plus the potential dilutive effects of stock options, shares of common stock expected to be issued under our ESPP, warrants, and Series E Preferred Stock outstanding during the period. Net loss attributable to common stockholders represents our net loss plus Series E Preferred Stock accumulated dividends. 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). The potential dilutive effect of stock options, shares of common stock expected to be issued under our ESPP, and warrants outstanding during the period are calculated in accordance with the treasury stock method, but are excluded if their effect is anti-dilutive. The potential dilutive effect of our 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 months ended July 31, 2017 and 2016. The calculation of weighted average diluted shares outstanding for the three-month periods ended July 31, 2017 and 2016 excludes the dilutive effect of the following weighted average outstanding stock options and shares of common stock expected to be issued under our ESPP as their impact are anti-dilutive during periods of net loss: July 31, 2017 July 31, 2016 Stock Options 102,074 – ESPP 2,184 2,663 Total 104,258 2,663 The calculation of weighted average diluted shares outstanding for the three-month periods ended July 31, 2017 and 2016 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: July 31, 2017 July 31, 2016 Stock Options 3,602,628 3,980,357 Warrants 39,040 39,040 Series E Preferred Stock 1,978,783 1,894,337 Total 5,620,451 5,913,734 Recently Adopted Accounting Pronouncements Effective May 1, 2017, we adopted Accounting Standards Update (“ASU”) 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory Effective May 1, 2017, we adopted ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes Effective May 1, 2017, we adopted ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting Pending Adoption of Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606): Revenue from Contracts with Customers In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 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 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 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, which will be our fiscal year 2020 beginning May 1, 2019. Early adoption is permitted. We are currently in the process of evaluating the impact of adoption of ASU 2016-02 on our condensed consolidated financial statements and related disclosures. In November 2016, FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting |
3. TRADE AND OTHER RECEIVABLES
3. TRADE AND OTHER RECEIVABLES | 3 Months Ended |
Jul. 31, 2017 | |
Receivables [Abstract] | |
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 consist of the following: July 31, 2017 April 30, 2017 Trade receivables (1) $ 5,452,000 $ 7,274,000 Other receivables 2,432,000 468,000 Total trade and other receivables $ 7,884,000 $ 7,742,000 ______________ (1) We continually monitor our allowance for doubtful accounts for all receivables. We apply judgment in assessing the ultimate realization of our receivables and we estimate an allowance for doubtful accounts based on various factors, such as, the aging of accounts receivable balances, historical experience, and the financial condition of our customers. Based on our analysis of our receivables as of July 31, 2017 and 2016, we determined no allowance for doubtful accounts was necessary. |
4. PROPERTY AND EQUIPMENT
4. PROPERTY AND EQUIPMENT | 3 Months Ended |
Jul. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | Property and equipment is recorded at cost, less accumulated depreciation and amortization. Depreciation and amortization are computed using the straight-line method over the estimated useful lives of the related asset, generally ranging from three to ten years. Amortization of leasehold improvements is calculated using the straight-line method over the shorter of the estimated useful life of the asset or the remaining lease term. Property and equipment, net, consists of the following: July 31, 2017 April 30, 2017 Leasehold improvements $ 20,675,000 $ 20,098,000 Laboratory equipment 11,340,000 10,777,000 Furniture, fixtures, office equipment and software 4,726,000 4,499,000 Total property and equipment 36,741,000 35,374,000 Less accumulated depreciation and amortization (12,342,000 ) (11,700,000 ) Total property and equipment, net $ 24,399,000 $ 23,674,000 Depreciation and amortization expense for the three months ended July 31, 2017 and 2016 was $642,000 and $613,000, respectively. |
5. INVENTORIES
5. INVENTORIES | 3 Months Ended |
Jul. 31, 2017 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | Inventories are recorded at the lower of cost or market (net realizable value) and primarily include raw materials, work-in-process (comprised of raw materials, direct labor and overhead costs associated with in-process manufacturing services), and finished goods (representing manufacturing services completed and ready for shipment) associated with our wholly-owned subsidiary, Avid. Overhead costs allocated to work-in-process inventory are based on the normal capacity of our production facilities and does not include costs from abnormally low production or idle capacity, which are expensed directly to cost of contract manufacturing in the period incurred. During the three months ended July 31, 2017 and 2016, we expensed $900,000 and nil, respectively, in idle capacity costs directly to cost of contract manufacturing in the accompanying condensed consolidated financial statements. Cost is determined by the first-in, first-out method. Inventories consist of the following: July 31, 2017 April 30, 2017 Raw materials $ 10,721,000 $ 11,304,000 Work-in-process 13,514,000 13,755,000 Finished goods – 8,040,000 Total inventories $ 24,235,000 $ 33,099,000 |
6. STOCKHOLDERS' EQUITY
6. STOCKHOLDERS' EQUITY | 3 Months Ended |
Jul. 31, 2017 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | Sales of Common Stock 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, issuing additional equity. During the three months ended July 31, 2017, we issued shares of our common stock under the following agreement: AMI Sales Agreement Series E Preferred Stock Dividend On June 6, 2017, 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, 2017 through June 30, 2017. The cash dividend of $1,081,000 was paid on July 3, 2017 to holders of the Series E Preferred Stock of record on June 19, 2017. 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 July 31, 2017, 45,094,154 shares of our common stock were issued and outstanding. In addition, our common stock outstanding as of July 31, 2017 excluded the following shares of our common stock reserved for future issuance: · 5,612,106 shares of common stock reserved for issuance under outstanding option grants and available for issuance under our stock incentive plans; · 1,359,736 shares of common stock reserved for and available for issuance under our Employee Stock Purchase Plan; · 39,040 shares of common stock issuable upon exercise of outstanding warrants; and · 6,826,435 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 $21.00 per share. If all of our outstanding Series E Preferred Stock were converted at the $21.00 per share conversion price, the holders of our Series E Preferred Stock would receive an aggregate of 1,961,619 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 $5.985 per share or less. In this scenario, each outstanding share of our Series E Preferred Stock could be converted into 4.18 shares of our common stock, representing the Share Cap. |
7. EQUITY COMPENSATION PLANS
7. EQUITY COMPENSATION PLANS | 3 Months Ended |
Jul. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
EQUITY COMPENSATION PLANS | Stock Incentive Plans As of July 31, 2017, we had an aggregate of 5,612,106 shares of our common stock reserved for issuance under our stock incentive plans, of which, 4,022,136 shares were subject to outstanding options and 1,589,970 shares were available for future grants of share-based awards. The following summarizes our stock option transaction activity for the three months ended July 31, 2017: Stock Options Shares Weighted Average Exercisable Price Outstanding, May 1, 2017 4,081,548 $ 8.77 Granted 20,213 $ 4.43 Exercised (9,959 ) $ 3.43 Canceled or expired (69,666 ) $ 10.45 Outstanding, July 31, 2017 4,022,136 $ 8.73 Employee Stock Purchase Plan We have reserved a total of 2,142,857 shares of our common stock to be purchased under our ESPP, of which 1,359,736 shares remained available to purchase at July 31, 2017, and are subject to adjustment as provided in the ESPP for stock splits, stock dividends, recapitalizations and other similar events. 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 May 1; the second offering period begins on the first trading day on or after each November 1. No shares of our common stock were purchased under the ESPP during the three months ended July 31, 2017 as the current six-month offering period ends on October 31, 2017. Share-Based Compensation Total share-based compensation expense related to share-based awards issued under our equity compensation plans is included in the accompanying unaudited condensed consolidated statements of operations as follows: Three Months Ended July 31, 2017 2016 Cost of contract manufacturing $ – $ 42,000 Research and development 269,000 370,000 Selling, general and administrative 216,000 425,000 Total share-based compensation expense $ 485,000 $ 837,000 Share-based compensation from: Stock options $ 409,000 $ 731,000 Employee stock purchase plan 76,000 106,000 $ 485,000 $ 837,000 As of July 31, 2017, the total estimated unrecognized compensation cost related to non-vested employee stock options was $1,570,000. This cost is expected to be recognized over a weighted average vesting period of 1.43 years based on current assumptions. |
8. WARRANTS
8. WARRANTS | 3 Months Ended |
Jul. 31, 2017 | |
Warrants and Rights Note Disclosure [Abstract] | |
WARRANTS | No warrants were issued or exercised during the three months ended July 31, 2017. As of July 31, 2017, warrants to purchase 39,040 shares of our common stock at an exercise price of $17.29 were outstanding and are exercisable through August 30, 2018. |
9. SEGMENT REPORTING
9. SEGMENT REPORTING | 3 Months Ended |
Jul. 31, 2017 | |
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 is summarized as follows: Three Months Ended July 31, 2017 2016 Contract manufacturing services revenue $ 27,077,000 $ 5,609,000 Cost of contract manufacturing services 20,448,000 3,062,000 Gross profit 6,629,000 2,547,000 Research and development expense (3,645,000 ) (8,569,000 ) Selling, general and administrative expense (4,213,000 ) (5,060,000 ) Other income (expense), net 24,000 25,000 Net loss $ (1,205,000 ) $ (11,057,000 ) Revenue generated from our contract manufacturing services segment was derived from a limited number of customers. The percentages below represent revenue derived from each customer as a percentage of total contract manufacturing services revenue: Three Months Ended July 31, 2017 2016 Halozyme Therapeutics, Inc. 78% 65% Customer A 6% 29% Other customers 16% 6% Total 100% 100% In addition, during the three months ended January 31, 2017 and 2016, contract manufacturing services revenue was derived solely from U.S. based customers. Our long-lived assets are located in the U.S. and consist of leasehold improvements, laboratory equipment, furniture and fixtures, office equipment and software and are net of accumulated depreciation. Long-lived assets by segment consist of the following: July 31, 2017 April 30, 2017 Long-lived Assets, net: Contract manufacturing services $ 23,901,000 $ 22,599,000 Products in research and development 498,000 1,075,000 Total $ 24,399,000 $ 23,674,000 |
10. COMMITMENTS AND CONTINGENCI
10. COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Jul. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | Legal Proceedings On October 10, 2013, a derivative and class action complaint, captioned Michaeli v. Steven W. King, et al. · The non-employee directors agreed to pay or cause to be paid $1,500,000 to us, which amount is included in trade and other receivables at July 31, 2017 and as a reduction to selling, general and administrative expense in the accompanying unaudited condensed consolidated financial statements for the three months ended July 31, 2017 (payment was received by the Company in full in August 2017). · Our Board of Directors agreed to reprice all of the stock options granted to the non-employee directors and executive officers (other than one executive officer whose employment terminated in 2013) on December 27, 2012, from $8.26 per share to $17.01, representing the closing price of our common stock on January 7, 2013 (as adjusted for the one-for-seven reverse stock split effected on July 7, 2017). · The non-employee directors agreed to an annual compensation cap (cash and stock compensation) for a two-year period equal to the greater of: (i) $400,000 (comprised of compensation both for service as a director of Peregrine Pharmaceuticals, Inc. and for services as a director of Avid Bioservices, Inc.); or (ii) the 75th percentile of compensation paid by our peer group to their non-employee directors, as determined by an independent compensation consultant. · The Board of Directors agreed, contingent upon, and within three (3) months following, the FDA’s approval of bavituximab for marketing in the United States, to increase the authorized number of directors from four to five, and appoint an appropriate and suitable independent candidate to serve as the fifth member. · In addition, we agreed to several governance changes related to our equity award practices and compensation disclosures. The new governance procedures must be implemented within ninety (90) days following the approval of the Settlement and maintained for a period of three (3) years thereafter. The new governance procedures generally require that (i) all equity awards be made in compliance with all applicable laws, rules and regulations, (ii) an independent third party compensation consultant review the process by which stock options and other equity awards are granted, (iii) equity award practices are overseen by a newly appointed Chief Compliance Officer (who may be an existing executive officer), (iv) the Board of Directors establish a uniform, pre-set time for all annual equity grants, (v) the Compensation Committee review and approve all compensation disclosures in our proxy statements, (vi) an independent third party compensation consultant advise the Compensation Committee annually with regard to non-employee director compensation, (vii) all grants of options to officers and directors be approved only at a meeting of the Compensation Committee, and not by unanimous written consent, and (viii) beginning with its proxy statement for the 2017 annual meeting of stockholders, we provide enhanced disclosure regarding non-employee director compensation. |
11. SUBSEQUENT EVENTS
11. SUBSEQUENT EVENTS | 3 Months Ended |
Jul. 31, 2017 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | Corporate Restructuring On August 9, 2017, our Board of Directors approved, and management commenced, a restructuring plan designed to reduce operating costs and better position the Company to achieve overall profitability while we pursue strategic options for our research and development assets. Under this restructuring plan, which is expected to be completed in October 2017, we have reduced our overall workforce by 60 employees (or 20%). In addition, the a ffected employees are eligible to receive severance payments based on years of service, contingent upon an affected employee’s execution (and non-revocation) of a separation agreement, which includes a general release of claims against the Company. As a result, Series E Preferred Stock Dividend On September 5, 2017, 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 July 1, 2017 through September 30, 2017. The cash dividend is payable on October 2, 2017 to holders of the Series E Preferred Stock of record on September 18, 2017. |
2. SUMMARY OF SIGNIFICANT ACC18
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Jul. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and with the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) related to quarterly reports on Form 10-Q. Accordingly, they do not include all of the information and disclosures required by U.S. GAAP for a complete set of financial statements. These unaudited condensed consolidated financial statements and notes thereto should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended April 30, 2017. The condensed consolidated balance sheet at April 30, 2017 has been derived from audited financial statements at that date. The unaudited financial information for the interim periods presented herein reflects all adjustments which, in the opinion of management, are necessary for a fair presentation of the financial condition and results of operations for the periods presented, with such adjustments consisting only of normal recurring adjustments. Results of operations for interim periods covered by this Quarterly Report on Form 10-Q may not necessarily be indicative of results of operations for the full fiscal year or any other interim period. The unaudited condensed consolidated financial statements include the accounts of Peregrine and Avid. All intercompany accounts and transactions among the consolidated entities have been eliminated in the unaudited condensed consolidated financial statements. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts, as well as disclosures of commitments and contingencies in the financial statements and accompanying notes. Actual results could differ materially from those estimates and assumptions. |
Going Concern | Going Concern The accompanying condensed consolidated financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The financial statements do not include any adjustments relating to the recoverability of the recorded assets or the classification of liabilities that may be necessary should it be determined that we are unable to continue as a going concern. At July 31, 2017, we had $37,256,000 in cash and cash equivalents. We have expended substantial funds on the research and development of our product candidates, and funding the operations of Avid. As a result, we have historically experienced losses and negative cash flows from operations since our inception and we expect negative cash flows from operations to continue for the foreseeable future until we can generate sufficient revenue from Avid’s contract manufacturing services to achieve profitability. Therefore, unless and until we are able to generate sufficient revenue from Avid’s contract manufacturing services or from the licensing, partnering, or sale of our product candidate under development, we expect such losses to continue in the foreseeable future, and as a result, we must raise additional capital during fiscal year 2018 in order to fund our operations and to execute our business plans. Historically, we have funded a significant portion of our operations through the issuance of equity. During the three months ended July 31, 2017, we raised $4,304,000 in aggregate gross proceeds from the sale of shares of our common stock under an At Market Issuance Sales Agreement (Note 6). As of July 31, 2017, we had raised the full amount of gross proceeds available to us under the At Market Issuance Sales Agreement (Note 6). As of September 11, 2017, $67,674,000 remained available to us under our effective shelf registration statement (which shelf expires in January 2018), which allows us from time to time to offer and sell shares of our common stock, in one or more offerings, either individually or in combination. Our ability to raise additional capital in the equity markets to fund our obligations in future periods is dependent on a number of factors, including, but not limited to, the market demand for our common stock. The market demand or liquidity of our common stock is subject to a number of risks and uncertainties, including but not limited to, negative economic conditions, adverse market conditions, adverse financial results, and negative research and development results. If we are unable to either (i) raise sufficient capital in the equity markets, (ii) generate additional revenue from Avid, or (iii) license, partner or sell our product candidate in development, or any combination thereof, we may need to further restructure, or cease, our operations. 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. As a result, we have concluded that there is substantial doubt about our ability to continue as a going concern within one year after the date that our accompanying unaudited condensed consolidated financial statements are issued. |
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all short-term investments readily convertible to cash with an initial maturity of three months or less to be cash equivalents. |
Restricted Cash | Restricted Cash Under the terms of three separate operating leases related to our facilities, we are required to maintain, as collateral, letters of credit during the terms of such leases. At July 31, 2017 and April 30, 2017, restricted cash of $1,150,000 was pledged as collateral under these letters of credit. |
Concentrations of Credit Risk and Customer Base | Concentrations of Credit Risk and Customer Base Financial instruments that potentially subject us to a significant concentration of credit risk consist of cash and cash equivalents, restricted cash and trade receivables. We maintain our cash and restricted cash balances primarily with one major commercial bank and our deposits held with the bank exceed the amount of government insurance limits provided on our deposits. We are exposed to credit risk in the event of default by the major commercial bank holding our cash and restricted cash balances to the extent of the cash and restricted cash amounts recorded on the accompanying unaudited condensed consolidated balance sheet. 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. At July 31, 2017 and April 30, 2017, approximately 83% and 93%, respectively, of our trade receivables were due from four customers. In addition, contract manufacturing revenue generated by Avid has historically been derived from a small customer base (Note 9). 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 | Comprehensive Loss Comprehensive loss is defined as the change in equity during a period from transactions and other events and circumstances from non-owner sources. Comprehensive loss is equal to our net loss for all periods presented. |
Impairment | Impairment Long-lived assets are reviewed for impairment in accordance with authoritative guidance for impairment or disposal of long-lived assets. Long-lived assets are reviewed for events or changes in circumstances, which indicate that their carrying value may not be recoverable. Long-lived assets are reported at the lower of carrying amount or fair value less cost to sell. For the three months ended July 31, 2017 and 2016, there were no indicators of impairment of the value of our long-lived assets. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The guidance prioritizes the inputs used in measuring fair value into the following hierarchy: · 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 July 31, 2017 and April 30, 2017, 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). In addition, there were no transfers between any Levels of the fair value hierarchy during the three months ended July 31, 2017 and 2016. |
Customer Deposits | Customer Deposits Customer deposits primarily represent advance billings and/or payments received from Avid’s third-party customers prior to the initiation of contract manufacturing services. |
Revenue Recognition | Revenue Recognition We currently derive revenue from our contract manufacturing services provided by Avid. 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 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. 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. On occasion, we receive requests from customers to hold product manufactured by Avid on a “bill-and-hold” basis. Revenue is recognized for these “bill-and-hold” arrangements in accordance with the authoritative guidance, which requires, among other things, the existence of a valid business purpose for the arrangement; the “bill-and-hold” arrangement is at the request of the customer; title and risk of ownership must pass to the customer; the product is complete and ready for shipment; a fixed delivery date that is reasonable and consistent with the customer’s business practices; the product has been separated from our inventory; and no further performance obligations by us exist. 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 unaudited condensed consolidated financial statements. We also record a provision for estimated contract losses, if any, in the period in which they are determined. |
Research and Development Expenses | Research and Development Expenses Research and development expenses primarily include (i) payroll and related costs, including share-based compensation associated with research and development personnel, (ii) costs related to clinical trials and preclinical testing of our technologies under development, (iii) costs to develop and manufacture the product candidates, including raw materials and supplies, product testing, depreciation, and facility related expenses, (iv) expenses for research services provided by universities and contract laboratories, including sponsored research funding, and (v) other research and development expenses. Research and development expenses are charged to expense as incurred when these expenditures relate to our research and development efforts and have no alternative future uses. Clinical trial costs are a significant component of our research and development expenses. We have historically contracted with third parties to perform various clinical trial activities on our behalf. 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 unaudited condensed consolidated financial statements for the three months ended July 31, 2017 and 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. 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. In addition, we do not perform any research and development activities for any unrelated entities. |
Share-based Compensation | Share-based Compensation We account for stock options and other share-based awards granted under our equity compensation plans in accordance with the authoritative guidance for share-based compensation. The estimated fair value of share-based payments to employees in exchange for services is measured at the grant date, using a fair value based method, such as a Black-Scholes option valuation model, and is recognized as expense on a straight-line basis over the requisite service periods. The fair value of modifications to share-based awards, if any, is generally estimated using a Black-Scholes option valuation model, unless a lattice model is required. Pursuant to the adoption of ASU 2016-09 (Note 2), forfeitures are recognized as a reduction of share-based compensation expense as they occur. As of July 31, 2017, there were no outstanding share-based awards with market or performance conditions. |
Basic and Dilutive Net Loss Per Common Share | Basic and Dilutive Net Loss Per Common Share Basic net loss per common share is computed by dividing our net loss attributable to common stockholders by the weighted average number of shares of common stock outstanding during the period excluding the dilutive effects of stock options, shares of common stock expected to be issued under our Employee Stock Purchase Plan (the “ESPP”), warrants, and Series E Preferred Stock outstanding during the period. Diluted net loss per common share is computed by dividing our net loss attributable to common stockholders by the sum of the weighted average number of shares of common stock outstanding during the period plus the potential dilutive effects of stock options, shares of common stock expected to be issued under our ESPP, warrants, and Series E Preferred Stock outstanding during the period. Net loss attributable to common stockholders represents our net loss plus Series E Preferred Stock accumulated dividends. 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). The potential dilutive effect of stock options, shares of common stock expected to be issued under our ESPP, and warrants outstanding during the period are calculated in accordance with the treasury stock method, but are excluded if their effect is anti-dilutive. The potential dilutive effect of our 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 months ended July 31, 2017 and 2016. The calculation of weighted average diluted shares outstanding for the three-month periods ended July 31, 2017 and 2016 excludes the dilutive effect of the following weighted average outstanding stock options and shares of common stock expected to be issued under our ESPP as their impact are anti-dilutive during periods of net loss: July 31, 2017 July 31, 2016 Stock Options 102,074 – ESPP 2,184 2,663 Total 104,258 2,663 The calculation of weighted average diluted shares outstanding for the three-month periods ended July 31, 2017 and 2016 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: July 31, 2017 July 31, 2016 Stock Options 3,602,628 3,980,357 Warrants 39,040 39,040 Series E Preferred Stock 1,978,783 1,894,337 Total 5,620,451 5,913,734 |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements Effective May 1, 2017, we adopted Accounting Standards Update (“ASU”) 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory Effective May 1, 2017, we adopted ASU 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes Effective May 1, 2017, we adopted ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting |
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”) 2014-09, Revenue from Contracts with Customers (Topic 606): Revenue from Contracts with Customers In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). ASU 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 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 2016-02 is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, which will be our fiscal year 2020 beginning May 1, 2019. Early adoption is permitted. We are currently in the process of evaluating the impact of adoption of ASU 2016-02 on our condensed consolidated financial statements and related disclosures. In November 2016, FASB issued ASU 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash In May 2017, the FASB issued ASU 2017-09, Compensation - Stock Compensation (Topic 718): Scope of Modification Accounting |
2. SUMMARY OF SIGNIFICANT ACC19
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICY (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
ESPP [Member] | |
Schedule of antidilutive shares | July 31, 2017 July 31, 2016 Stock Options 102,074 – ESPP 2,184 2,663 Total 104,258 2,663 |
Stock Options, Warrants, and Series E Preferred Stock (assuming the if-converted method) [Member] | |
Schedule of antidilutive shares | July 31, 2017 July 31, 2016 Stock Options 3,602,628 3,980,357 Warrants 39,040 39,040 Series E Preferred Stock 1,978,783 1,894,337 Total 5,620,451 5,913,734 |
3. TRADE AND OTHER RECEIVABLES
3. TRADE AND OTHER RECEIVABLES (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Receivables [Abstract] | |
Trade and other receivables | July 31, 2017 April 30, 2017 Trade receivables (1) $ 5,452,000 $ 7,274,000 Other receivables 2,432,000 468,000 Total trade and other receivables $ 7,884,000 $ 7,742,000 ______________ (1) |
4. PROPERTY AND EQUIPMENT (Tabl
4. PROPERTY AND EQUIPMENT (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | July 31, 2017 April 30, 2017 Leasehold improvements $ 20,675,000 $ 20,098,000 Laboratory equipment 11,340,000 10,777,000 Furniture, fixtures, office equipment and software 4,726,000 4,499,000 Total property and equipment 36,741,000 35,374,000 Less accumulated depreciation and amortization (12,342,000 ) (11,700,000 ) Total property and equipment, net $ 24,399,000 $ 23,674,000 |
5. INVENTORIES (Tables)
5. INVENTORIES (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Inventory Disclosure [Abstract] | |
Schedule of inventories | July 31, 2017 April 30, 2017 Raw materials $ 10,721,000 $ 11,304,000 Work-in-process 13,514,000 13,755,000 Finished goods – 8,040,000 Total inventories $ 24,235,000 $ 33,099,000 |
7. EQUITY COMPENSATION PLANS (T
7. EQUITY COMPENSATION PLANS (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Schedule of stock option transaction activity | Stock Options Shares Weighted Average Exercisable Price Outstanding, May 1, 2017 4,081,548 $ 8.77 Granted 20,213 $ 4.43 Exercised (9,959 ) $ 3.43 Canceled or expired (69,666 ) $ 10.45 Outstanding, July 31, 2017 4,022,136 $ 8.73 |
Schedule of share-based compensation expense | Three Months Ended July 31, 2017 2016 Cost of contract manufacturing $ – $ 42,000 Research and development 269,000 370,000 Selling, general and administrative 216,000 425,000 Total share-based compensation expense $ 485,000 $ 837,000 Share-based compensation from: Stock options $ 409,000 $ 731,000 Employee stock purchase plan 76,000 106,000 $ 485,000 $ 837,000 |
9. SEGMENT REPORTING (Tables)
9. SEGMENT REPORTING (Tables) | 3 Months Ended |
Jul. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment information | Three Months Ended July 31, 2017 2016 Contract manufacturing services revenue $ 27,077,000 $ 5,609,000 Cost of contract manufacturing services 20,448,000 3,062,000 Gross profit 6,629,000 2,547,000 Research and development expense (3,645,000 ) (8,569,000 ) Selling, general and administrative expense (4,213,000 ) (5,060,000 ) Other income (expense), net 24,000 25,000 Net loss $ (1,205,000 ) $ (11,057,000 ) |
Customer Revenue | Three Months Ended July 31, 2017 2016 Halozyme Therapeutics, Inc. 78% 65% Customer A 6% 29% Other customers 16% 6% Total 100% 100% |
Schedule of long-lived assets by segment | July 31, 2017 April 30, 2017 Long-lived Assets, net: Contract manufacturing services $ 23,901,000 $ 22,599,000 Products in research and development 498,000 1,075,000 Total $ 24,399,000 $ 23,674,000 |
1. ORGANIZATION AND BUSINESS 25
1. ORGANIZATION AND BUSINESS DESCRIPTION (Details Narrative) | 3 Months Ended |
Jul. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reverse stock split | On July 7, 2017, we effected a reverse stock split of our outstanding shares of common stock at a ratio of one-for-seven. The reverse stock split took effect with the opening of trading on July 10, 2017. |
2. SUMMARY OF SIGNIFICANT ACC26
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Antidilutive shares) - shares | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Stock Options [Member] | ||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 102,074 | 0 |
ESPP [Member] | ||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 2,184 | 2,663 |
Options and ESPP Warrants [Member] | ||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 104,258 | 2,663 |
2. SUMMARY OF SIGNIFICANT ACC27
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details - Antidilutive shares, If-Converted) - If-Converted Method [Member] - shares | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Stock Options [Member] | ||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 3,602,628 | 3,980,357 |
Warrants [Member] | ||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 39,040 | 39,040 |
Series E Preferred Stock [Member] | ||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 1,978,783 | 1,894,337 |
Options, Warrants and Series E Preferred Stock [Member] | ||
Antidilutive shares excluded from calculation of weighted average diluted shares outstanding | 5,620,451 | 5,913,734 |
2. SUMMARY OF SIGNIFICANT ACC28
2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | ||||
Jul. 31, 2017 | Jul. 31, 2016 | Sep. 11, 2017 | Apr. 30, 2017 | Apr. 30, 2016 | |
Cash and cash equivalents | $ 37,256,000 | $ 44,195,000 | $ 46,799,000 | $ 61,412,000 | |
Restricted cash pledged as collateral | 1,150,000 | $ 1,150,000 | |||
Asset impairment charges | $ 0 | $ 0 | |||
Accounts Receivable [Member] | Four Customers [Member] | |||||
Concentration percentage | 83.00% | 93.00% | |||
Common Stock [Member] | |||||
Gross proceeds from issuance of equity | $ 4,304,000 | ||||
Series E Preferred Stock [Member] | Subsequent Event [Member] | |||||
Amount remaining under shelf registration statements | $ 67,674,000 |
3. TRADE AND OTHER RECEIVABLE29
3. TRADE AND OTHER RECEIVABLES (Details) - USD ($) | Jul. 31, 2017 | Apr. 30, 2017 | |
Receivables [Abstract] | |||
Trade receivables | [1] | $ 5,452,000 | $ 7,274,000 |
Other receivables, net | 2,432,000 | 468,000 | |
Total trade and other receivables, net | $ 7,884,000 | $ 7,742,000 | |
[1] | Represents amounts billed for contract manufacturing services provided by Avid. |
3. TRADE AND OTHER RECEIVABLE30
3. TRADE AND OTHER RECEIVABLES (Details Narrative) - USD ($) | Jul. 31, 2017 | Apr. 30, 2017 |
Receivables [Abstract] | ||
Allowance for doubtful accounts | $ 0 | $ 0 |
4. PROPERTY AND EQUIPMENT (Deta
4. PROPERTY AND EQUIPMENT (Details) - USD ($) | Jul. 31, 2017 | Apr. 30, 2017 |
Property, Plant and Equipment [Abstract] | ||
Leasehold improvements | $ 20,675,000 | $ 20,098,000 |
Laboratory equipment | 11,340,000 | 10,777,000 |
Furniture, fixtures, office equipment and software | 4,726,000 | 4,499,000 |
Total property and equipment | 36,741,000 | 35,374,000 |
Less accumulated depreciation and amortization | (12,342,000) | (11,700,000) |
Total property and equipment, net | $ 24,399,000 | $ 23,674,000 |
4. PROPERTY AND EQUIPMENT (De32
4. PROPERTY AND EQUIPMENT (Details Narrative) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation and amortization | $ 642,000 | $ 613,000 |
5. INVENTORIES (Details)
5. INVENTORIES (Details) - USD ($) | Jul. 31, 2017 | Apr. 30, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 10,721,000 | $ 11,304,000 |
Work-in-process | 13,514,000 | 13,755,000 |
Finished goods | 0 | 8,040,000 |
Total inventories | $ 24,235,000 | $ 33,099,000 |
5. INVENTORIES (Details Narrati
5. INVENTORIES (Details Narrative) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Cost of contract manufacturing | $ 20,448,000 | $ 3,062,000 |
Idle Capacity Costs [Member] | ||
Cost of contract manufacturing | $ 900,000 | $ 0 |
6. STOCKHOLDERS' EQUITY (Detail
6. STOCKHOLDERS' EQUITY (Details Narrative) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Commissions and other issuance costs | $ 111,000 | $ 55,000 |
June 2017 [Member] | ||
Liquidation preference | $ 25 | |
Stock Incentive Plans [Member] | ||
Shares reserved for future issuance | 5,612,106 | |
ESPP [Member] | ||
Shares reserved for future issuance | 1,359,736 | |
Warrants [Member] | ||
Shares reserved for future issuance | 39,040 | |
Common Stock [Member] | ||
Proceeds from issuance of stock | $ 4,304,000 | |
Common Stock [Member] | August 2015 AMI Sales Agreement [Member] | ||
Remaining Aggregate Gross Proceeds Available Under Agreement | 0 | |
Proceeds from issuance of stock | $ 4,304,000 | |
Shares issued, new | 1,051,258 | |
Commissions and other issuance costs | $ 111,000 | |
Series E Preferred Stock [Member] | ||
Shares reserved for future issuance | 6,826,435 | |
Series E Preferred Stock [Member] | June 2017 [Member] | ||
Declaration Date | Jun. 6, 2017 | |
Dividend per share | $ 0.65625 | |
Annualized percentage rate | 10.50% | |
Accrual period | April 1, 2017 through June 30, 2017 | |
Record date | Jun. 19, 2017 | |
Payment date | Jul. 3, 2017 | |
Dividend paid | $ 1,081,000 |
7. EQUITY COMPENSATION PLANS (D
7. EQUITY COMPENSATION PLANS (Details - Option activity) | 3 Months Ended |
Jul. 31, 2017$ / sharesshares | |
Number of Options | |
Number of Options Outstanding, Beginning | shares | 4,081,548 |
Number of Options Granted | shares | 20,213 |
Number of Options Exercised | shares | (9,959) |
Number of Options Cancelled or Expired | shares | (69,666) |
Number of Options Outstanding, Ending | shares | 4,022,136 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price Outstanding, Beginning | $ / shares | $ 8.77 |
Weighted Average Exercise Price Granted | $ / shares | 4.43 |
Weighted Average Exercise Price Exercised | $ / shares | 3.43 |
Weighted Average Exercise Price Canceled | $ / shares | 10.45 |
Weighted Average Exercise Price Outstanding, Ending | $ / shares | $ 8.73 |
7. EQUITY COMPENSATION PLANS 37
7. EQUITY COMPENSATION PLANS (Details - Share based compensation) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Share based compensation | $ 485,000 | $ 837,000 |
Cost of contract manufacturing [Member] | ||
Share based compensation | 0 | 42,000 |
Research and development [Member] | ||
Share based compensation | 269,000 | 370,000 |
Selling, general and administrative [Member] | ||
Share based compensation | 216,000 | 425,000 |
Stock Options [Member] | ||
Share based compensation | 409,000 | 731,000 |
ESPP [Member] | ||
Share based compensation | $ 76,000 | $ 106,000 |
7. EQUITY COMPENSATION PLANS 38
7. EQUITY COMPENSATION PLANS (Details Narrative) | 3 Months Ended |
Jul. 31, 2017USD ($)shares | |
Employees [Member] | |
Unrecognized compensation cost | $ | $ 1,570,000 |
Unrecognized cost amortization period | 1 year 5 months 5 days |
2010 ESPP [Member] | |
Shares authorized under plan | 2,142,857 |
Shares available to purchase | 1,359,736 |
Stock Incentive Plans [Member] | |
Shares reserved for future issuance | 5,612,106 |
Stock Options [Member] | |
Shares reserved for future issuance | 4,022,136 |
Share-based awards [Member] | |
Shares reserved for future issuance | 1,589,970 |
8. WARRANTS (Details Narrative)
8. WARRANTS (Details Narrative) | 3 Months Ended |
Jul. 31, 2017$ / sharesshares | |
Warrants and Rights Note Disclosure [Abstract] | |
Warrants issued | 0 |
Warrants exercised | 0 |
Warrants outstanding | 39,040 |
Warrant exercise price | $ / shares | $ 17.29 |
Warrants exercisable expiration date | Aug. 30, 2018 |
9. SEGMENT REPORTING (Details)
9. SEGMENT REPORTING (Details) - USD ($) | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Segment Reporting [Abstract] | ||
Contract manufacturing services revenue | $ 27,077,000 | $ 5,609,000 |
Cost of contract manufacturing services | 20,448,000 | 3,062,000 |
Gross profit | 6,629,000 | 2,547,000 |
Research and development expense | (3,645,000) | (8,569,000) |
Selling, general and administrative expense | (4,213,000) | (5,060,000) |
Other income (expense), net | 24,000 | 25,000 |
Net loss | $ (1,205,000) | $ (11,057,000) |
9. SEGMENT REPORTING (Details -
9. SEGMENT REPORTING (Details - Percentage breakdown) - Sales Revenue, Net [Member] | 3 Months Ended | |
Jul. 31, 2017 | Jul. 31, 2016 | |
Customer revenue as a percentage of revenue | 100.00% | 100.00% |
Halozyme Therapeutics [Member] | ||
Customer revenue as a percentage of revenue | 78.00% | 65.00% |
Customer A [Member] | ||
Customer revenue as a percentage of revenue | 6.00% | 29.00% |
Other Customers [Member] | ||
Customer revenue as a percentage of revenue | 16.00% | 6.00% |
9. SEGMENT REPORTING (Details42
9. SEGMENT REPORTING (Details - Long lived assets) - USD ($) | Jul. 31, 2017 | Apr. 30, 2017 |
Long-lived assets | $ 24,399,000 | $ 23,674,000 |
Contract Manufacturing Services [Member] | ||
Long-lived assets | 23,901,000 | 22,599,000 |
Products in research and development [Member] | ||
Long-lived assets | $ 498,000 | $ 1,075,000 |
11. SUBSEQUENT EVENTS (Details
11. SUBSEQUENT EVENTS (Details Narrative) - $ / shares | 1 Months Ended | 3 Months Ended |
Sep. 05, 2017 | Oct. 31, 2017 | |
Subsequent Event [Member] | ||
Restructuring charge estimate | $1.1 million and $1.7 million | |
Series E Preferred Stock [Member] | September 2016 [Member] | ||
Declaration Date | Sep. 5, 2017 | |
Dividend per share | $ 0.65625 | |
Annualized percentage rate | 10.50% | |
Liquidation preference | $ 25 | |
Accrual period | July 1, 2017 through September 30, 2017 | |
Record date | Sep. 18, 2017 | |
Payment date | Oct. 2, 2017 |