Commitments and Contingencies Disclosure [Text Block] | 8. Commitments and Contingencies Class Action Lawsuit Related to Press Release On May 22, 2015, the first of three lawsuits was filed against IsoRay, Inc. and two of its then-current officers Dwight Babcock (the Company’s retired CEO) and Brien Ragle (the Company’s former CFO) related to a press release issued on May 20, 2015 regarding a May 19 online publication of the peer-reviewed article in the journal Brachytherapy On March 9, 2017, the parties settled this matter and the court entered an order and final judgment that (i) dismissed with prejudice and released the claims asserted in the complaint against the defendants, including IsoRay, and (ii) approved the payment of the $3,537,500 settlement fund (paid by IsoRay’s insurers), minus the payment of attorneys' fees and costs to plaintiff's counsel, to members of the settlement class. This lawsuit is concluded. Derivative Complaint Related to Shareholder Value On September 29, 2016, a purported shareholder derivative complaint captioned Kitley v. Babcock, et al., No. 0:16-cv-03297, was filed on behalf of the Company in the U.S. District Court for the District of Minnesota against certain of the Company’s current and former officers and directors. The complaint alleges that the defendants breached their fiduciary duties by causing the Company to issue allegedly false and misleading statements in a May 20, 2015 press release the same press release at issue in the settled securities class action concerning the results from a peer reviewed study of the Company’s Cesium-131 isotope seeds and mesh product for the treatment of non-small cell lung cancers. The complaint brings claims of breach of fiduciary duty, gross mismanagement, and unjust enrichment, and seeks unspecified compensatory damages, changes in corporate governance, and attorney’s fees and costs. Because the complaint is derivative in nature, it does not seek monetary damages from the Company. The Company may be obligated pursuant to indemnification obligations to advance fees and costs incurred by the individuals defending against the action. The Company has applicable directors and officers insurance policies. On November 17, 2016, the defendants filed a motion to dismiss the complaint. On January 23, 2017, instead of opposing defendants’ motion, plaintiffs filed an amended complaint. On March 9, 2017, defendants moved to dismiss the amended complaint. On April 20, 2017, plaintiffs filed an opposition to defendants’ motion. Defendants’ reply in support of the motion is due May 17, 2017. Class Action Lawsuit Related to Equity Plans On January 31, 2017, a putative class action complaint captioned Griffith, et al. v. LaVoy, et al. The Company, members of the Board, and the former director and officer of the Company vigorously deny that they violated Minnesota law and, as to the non-company defendants, that they breached any fiduciary duty. No awards were issued to then-outside directors under the 2014 Plan. No awards made to anyone under the 2014 Plan have been exercised. No awards were issued under the 2016 Plan. In order to correct mistakes, if any, in connection with the approvals of these Plans or the issuance of these equity awards under the 2014 Plan, the Company reached an agreement in principle with the plaintiffs to settle this lawsuit in order to remedy the claims alleged in the complaint and to eliminate the burden and expense of further litigation. This settlement in principle includes an agreement to seek approval of the 2014 Plan and approval of prior grants under the 2014 Plan, each from shareholders pursuant to the higher voting threshold imposed by Minnesota corporate laws, and cancel the 2016 Plan altogether. The Company has called a Special Meeting of the Shareholders, to be held on June 15, 2017, primarily to seek these approvals. As part of the settlement in principle, the parties have agreed to either (a) negotiate an attorneys’ fee award for plaintiffs’ counsel or (b) if an agreement cannot be reached, accept the court’s decision as to an appropriate attorneys’ fee award. We cannot at this time estimate the attorneys’ fee award. Irradiation Services Agreement On November 29, 2016, IsoRay Medical, Inc. (Medical), a wholly owned subsidiary of IsoRay entered into an Irradiation Services Agreement (MURR Agreement) with the Curators of the University of Missouri, a public corporation of the State of Missouri, on behalf of its University of Missouri Research Reactor (MURR). The MURR Agreement replaces the month-to-month informal arrangement between Medical and MURR and provides Medical with access to reactor space for the irradiation of natural or enriched barium to produce Ba-131, which is used by Medical to produce Cesium-131 for use in its product. The MURR Agreement has a term of five years concluding November 29, 2021 and will automatically renew for successive twelve-month periods unless terminated by either party, and can be terminated by either party upon three months written notice. The MURR Agreement does not require minimum orders or obligate Medical to future minimum payments. Isotope Purchase Agreement In December 2015, the Company completed negotiations with The Open Joint Stock Company <<Isotope>> (located in Russia) for the purchase of Cesium-131 manufactured by the Institute of Nuclear Materials. The total purchase agreement provides the Company with a one year supply of Cesium-131. The agreement was set to expire on March 31, 2017, however on December 22, 2016, the Company agreed to an addendum extending the expiration period to December 31, 2017. Operating Lease Agreements The Company leases office and laboratory space under an operating lease. The lease may be terminated by either party with a six month written notice. The Company agreed to a modification which became effective November 1, 2016 to extend the lease termination date to April 30, 2021. The lease terms require monthly lease payments and include a contractually permitted annual rent increase based on changes in the CPI index. Future minimum lease payments under this operating lease are as follows (in thousands): Year ending June 30, Amount 2017 $ 70 2018 281 2019 281 2020 281 2021 234 $ 1,147 Collaborative Development Agreement On March 13, 2017, Medical entered into a Collaborative Development Agreement (CDA) with GammaTile, LLC to further develop a brachytherapy medical device for the treatment of cancerous tumors in the brain and to seek regulatory approval for the new product. As the project manager Medical will incur all costs in connection with the collaboration project which will be shared equally by both parties and date back to November 8, 2016 when they informally began the collaboration. In accordance with ASC 808 “Collaborative Arrangements”, this activity is accounted for as a collaborative arrangement and is reported on the financial statements under “Research and development: Collaboration arrangements, net of reimbursement.” As of March 31, 2017 costs incurred in connection with the collaboration agreement total approximately $322,000 of which GammaTile LLC has been invoiced approximately $161,000 and paid approximately $42,000. |