Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Sep. 30, 2015 | Nov. 05, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Document Fiscal Year Focus | 2,016 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | ADAT | |
Entity Registrant Name | AUTHENTIDATE HOLDING CORP | |
Entity Central Index Key | 885,074 | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 42,755,942 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Current assets | ||
Cash and cash equivalents | $ 282 | $ 247 |
Restricted cash | 256 | 256 |
Accounts receivable, net | 217 | 274 |
Inventory, net | 598 | 603 |
Prepaid expenses and other current assets | 437 | 222 |
Total current assets | 1,790 | 1,602 |
Property and equipment, net | 253 | 301 |
Other assets | ||
Licenses, net | 1,811 | 1,904 |
Other assets, net | 334 | 356 |
Total assets | 4,188 | 4,163 |
Current liabilities | ||
Accounts payable, accrued expenses and other liabilities | 2,478 | 2,109 |
Notes payable, net of unamortized discount | 3,169 | 2,150 |
Warrant liability | 373 | 214 |
Deferred revenue | 68 | 67 |
Total current liabilities | 6,088 | 4,540 |
Long-term deferred revenue | 80 | 88 |
Total liabilities | $ 6,168 | $ 4,628 |
Commitments and contingencies (Note 10) | ||
Shareholders' deficit | ||
Preferred stock, $.10 par value; 5,000 shares authorized, Series B, 28 shares and Series D, 665 shares issued and outstanding on September 30, 2015 and June 30, 2015, respectively | $ 69 | $ 69 |
Common stock, $.001 par value; 190,000 shares authorized, 42,195 and 42,116 shares issued and outstanding on September 30, 2015 and June 30, 2015, respectively | 42 | 42 |
Additional paid-in capital | 206,559 | 205,909 |
Accumulated deficit | (208,650) | (206,485) |
Total shareholders' deficit | (1,980) | (465) |
Total liabilities and shareholders' deficit | $ 4,188 | $ 4,163 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2015 | Jun. 30, 2015 |
Preferred stock, par value | $ 0.10 | $ 0.10 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 190,000,000 | 190,000,000 |
Common stock, shares issued | 42,195,000 | 42,116,000 |
Common stock, shares outstanding | 42,195,000 | 42,116,000 |
Series B Redeemable Convertible Preferred Stock [Member] | ||
Preferred stock, shares issued | 28,000 | 28,000 |
Preferred stock, shares outstanding | 28,000 | 28,000 |
Series D Preferred Stock [Member] | ||
Preferred stock, shares issued | 665,000 | 665,000 |
Preferred stock, shares outstanding | 665,000 | 665,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Operations - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues | ||
Hosted software services | $ 382 | $ 508 |
Telehealth products and services | 16 | 544 |
Total revenues | 398 | 1,052 |
Operating expenses | ||
Cost of revenues | 207 | 593 |
Selling, general and administrative | 1,501 | 2,011 |
Product development | 162 | 370 |
Depreciation and amortization | 182 | 189 |
Total operating expenses | 2,052 | 3,163 |
Operating loss | (1,654) | (2,111) |
Other expense | (409) | |
Net loss | $ (2,063) | $ (2,111) |
Basic and diluted loss per common share | $ (0.05) | $ (0.06) |
Comprehensive operations | ||
Net loss | $ (2,063) | $ (2,111) |
Comprehensive loss | $ (2,063) | $ (2,111) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities | ||
Net loss | $ (2,063) | $ (2,111) |
Adjustments to reconcile net loss to net cash used in operating activities | ||
Amortization of debt discount and deferred financing costs | 170 | |
Change in warrant liability | 159 | |
Depreciation and amortization | 182 | 189 |
Share-based compensation | 123 | 139 |
Warrants issued for services | 12 | 2 |
Restricted shares and stock options issued for services | 161 | 99 |
Changes in assets and liabilities | ||
Accounts receivable | 57 | (40) |
Inventory | 5 | 39 |
Prepaid expenses and other current assets | (215) | (157) |
Accounts payable, accrued expenses and other liabilities | 225 | 102 |
Deferred revenue | (7) | 1 |
Net cash used in operating activities | (1,191) | (1,737) |
Cash flows from investing activities | ||
Purchases of property and equipment and other assets | (29) | |
Other intangible assets acquired | (19) | (55) |
Net cash used by investing activities | (19) | (84) |
Cash flows from financing activities | ||
Net proceeds from issuance of preferred and common stock and exercise of warrants | 2,124 | |
Proceeds from issuance of short-term promissory notes | 1,245 | |
Dividends paid | (18) | |
Net cash provided by financing activities | 1,245 | 2,106 |
Net (decrease) increase in cash and cash equivalents | 35 | 285 |
Cash and cash equivalents, beginning of period | 247 | 1,084 |
Cash and cash equivalents, end of period | $ 282 | $ 1,369 |
Basis of Presentation and Liqui
Basis of Presentation and Liquidity | 3 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation and Liquidity | 1. Basis of Presentation and Liquidity The accompanying unaudited condensed consolidated financial statements have been prepared by the company pursuant to the rules and regulations of the Securities and Exchange Commission and, in the opinion of management, reflect all adjustments, consisting of only normal recurring adjustments, necessary for a fair presentation of the results of the interim periods presented. The condensed consolidated financial statements include the accounts of Authentidate Holding Corp. (AHC) and its subsidiaries (collectively, the “company”). All significant intercompany transactions and balances have been eliminated in consolidation. The results of operations for the period ended September 30, 2015 are not necessarily indicative of the results to be expected for the full year. Certain information and footnote disclosures normally included in the annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted. These condensed consolidated financial statements should be read in conjunction with the annual consolidated financial statements and notes thereto included in the company’s Form 10-K for the fiscal year ended June 30, 2015 and the corresponding Management’s Discussion and Analysis of Financial Condition and Results of Operations. The company has incurred significant recurring losses and negative cash flows from operations and our product development activities have required substantial capital investment to date. These factors, among others, raise substantial doubt about our ability to continue as a going concern. Our condensed consolidated financial statements do not include any adjustments that might result from the outcome of this uncertainty. Additionally, on March 6, 2015 we announced that the Department of Veterans Affairs (VA) informed the company that it did not intend to exercise the fourth and final option year under our contract for telehealth products and services. The company’s contract with the VA was originally awarded in April 2011 and consisted of a base year and four one-year option years which were exercisable at the VA’s sole discretion. The current option year under the contract expired on May 15, 2015 and the transition process with the VA was completed by that date. Our VA revenue included both recurring service revenues as well as hardware sales. As a result of the non-renewal of the VA contract we expect to report significantly reduced revenues over the next several quarters and we have taken steps to reduce our operating costs and better align our resources with the growth opportunities we intend to pursue. As a result, we have implemented a number of changes to our business plan with the ultimate goal to increase revenues and generate positive cash flow from operations, including a recalibration of marketing and sales efforts that have already resulted in growth from existing customers and sales to new customers. These changes include cost reductions from reducing our workforce and use of consultants that we made in the third quarter of fiscal 2015 and additional workforce reductions through August 31, 2015. These reductions are expected to reduce operating expenses on an annualized basis. The company has also taken actions to realign our data center operations and has executed an agreement with its landlord to relocate its offices, which are expected to result in additional annualized savings. Since June 2015, the company has completed debt financing transactions resulting in total proceeds of approximately $1.2 million, however, the company has an immediate need for additional capital and is exploring additional potential transactions to improve our capital position, ensure we are able to meet our working capital requirements and provide funds to pay these debt obligations which are due in the next twelve months. Based on its business plan, the company expects its existing resources, revenues generated from operations, net proceeds from our debt financing transactions, other transactions we are considering and proceeds received from the exercise of outstanding warrants (of which there can be no assurance) or a restructuring of outstanding debt obligations (of which there can be no assurance) to satisfy its working capital requirements for at least the next twelve months. If necessary, management of the company believes that it can raise additional equity or debt financing to satisfy its working capital requirements. However, no assurances can be given that we will be able to support our costs or pay debt obligations through revenues derived from operations or generate sufficient cash flow to satisfy our other obligations. Unless we are able to increase revenues substantially or generate additional capital from other transactions, our current cash resources will only satisfy our working capital needs for a limited period of time and we will need to raise additional funds to meet our obligations in the future. In addition to our recently announced letter of intent for a business combination transaction, we are continuing to explore additional potential transactions to improve our capital position to ensure we are able to meet our financing and working capital requirements. Currently, the company does not have any definitive agreements with any third parties for such transactions and there can be no assurances that the company will be successful in completing the transaction contemplated by the letter of intent or in raising additional capital or securing financing when needed or on terms satisfactory to the company. Any inability to obtain required financing on sufficiently favorable terms could have a material adverse effect on our business, results of operations and financial condition. |
Loss Per Share
Loss Per Share | 3 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Loss Per Share | 2. Loss Per Share The following table sets forth the calculation of basic and diluted loss per share for the periods presented (in thousands, except per share data): Three Months Ended 2015 2014 Net loss $ (2,063 ) $ (2,111 ) Preferred stock dividends (102 ) (101 ) Net loss applicable to common shareholders $ (2,165 ) $ (2,212 ) Weighted average shares 42,192 39,405 Basic and diluted loss per common share $ (0.05 ) $ (0.06 ) All common stock equivalents were excluded from the loss per share calculation for all periods presented because the impact is antidilutive. At September 30, 2015, options (5,577,000), restricted stock units (883,000), warrants (34,769,000), convertible debt (3,600,000), Series D preferred stock (6,125,000) and Series B preferred stock (250,000) were outstanding. At September 30, 2014, options (3,813,000), restricted stock units (910,000), warrants (27,676,000), Series D preferred stock (6,125,000) and Series B preferred stock (250,000) were outstanding. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | 3. Share-Based Compensation Share-based compensation by category is as follows (in thousands): Three Months Ended 2015 2014 SG&A $ 108 $ 124 Product development 10 10 Cost of revenues 5 5 Share-based compensation expense $ 123 $ 139 We computed the estimated fair values of all option-based compensation using the Black-Scholes option pricing model and the assumptions set forth in the following table. We based our estimate of the life of these options on historical averages over the past five years and estimates of expected future behavior. The expected volatility was based on the company’s historical stock volatility. The assumptions used in the company’s Black-Scholes calculations for fiscal 2016 and 2015 are as follows: Risk Free Dividend Volatility Weighted Fiscal year 2016 1.6 % 0 % 85 % 48 Fiscal year 2015 0.6 % 0 % 84 % 48 The Black-Scholes option-pricing model requires the input of highly subjective assumptions. Because the company’s employee stock options have characteristics significantly different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair value estimate, in management’s opinion, the existing models may not provide a reliable single measure of the fair value of share-based compensation for employee stock options. Management will continue to assess the assumptions and methodologies used to calculate estimated fair value of share-based compensation as circumstances change and additional data becomes available over time, which may result in changes to these assumptions and methodologies. Such changes could materially impact the company’s fair value determination. On August 23, 2011, the stockholders approved the 2011 Omnibus Equity Incentive Plan (the 2011 Plan). The 2011 Plan replaces the 2010 Employee Stock Option Plan and the 2001 Non-Executive Director Stock Option Plan. On May 1, 2014, the stockholders approved an amendment to the 2011 Plan to increase the number of shares of common stock available for issuance under the plan by 3,400,000 shares. As amended, the 2011 Plan provides for the issuance of up to 6,750,000 shares of the company’s common stock in connection with stock options, restricted share awards and other stock compensation vehicles. Stock option activity under the company’s stock option plans for employees and non-executive directors for the period ended September 30, 2015 is as follows (in thousands, except per share and average life data): Employees Information Number of Weighted Weighted Aggregate Outstanding June 30, 2015 2,131 $ 2.27 Granted 300 0.30 Expired/Forfeited (322 ) 1.58 Outstanding September 30, 2015 2,109 $ 2.09 6.16 $ 1 Exercisable at September 30, 2015 1,160 $ 2.80 3.58 $ — Expected to vest at September 30, 2015 743 $ 1.26 7.68 $ — Non-Executive Director Information Number of Weighted Weighted Aggregate Outstanding June 30, 2015 2,185 $ 0.62 Granted 1,293 0.27 Expired (10 ) 6.00 Outstanding September 30, 2015 3,468 $ 0.48 8.31 $ 97 Non-executive director options are granted at market price and vest on the grant date. As of September 30, 2015, there were approximately 426,000 restricted stock units outstanding that were granted to employees as of January 15, 2013 and January 28, 2014 in connection with the company’s compensation modification program. These restricted stock units vest when the company achieves cash flow breakeven, as defined. As of September 30, 2015, there was approximately $406,000 of total unrecognized compensation expense related to unvested share-based compensation arrangements that is expected to be recognized over a weighted-average period of 17 months. No options were exercised during the three month periods ended September 30, 2015 and 2014, respectively. The weighted average grant date fair value of options granted during the three month periods ended September 30, 2015 and 2014 was approximately $0.14 and $0.42, respectively. These values were calculated using the Black-Scholes option-pricing model. The total fair value of options vested was $199,000 and $295,000 for the three month periods ended September 30, 2015 and 2014, respectively. In December 2012, the board of directors agreed that all non-employee directors would receive all of their cash director compensation, including amounts payable for committee service, service as a committee chair and per meeting fees, in restricted shares of our common stock or stock options issued at fair value in accordance with the terms of the 2011 Plan for periods ending after December 2012. During the three months ended September 30, 2015, the company issued 78,854 shares of restricted common stock and 496,768 stock options (with a total fair value of approximately $104,000) to certain non-executive directors in connection with this program. In October 2015 the company issued 43,980 shares of restricted common stock (with a fair value of approximately $13,000) to a director under this program for the quarter ended September 30, 2015. During the three months ended September 30, 2015, the board of directors also issued 600,000 stock options (with a total fair value of approximately $57,000) to the interim chief strategy officer for services. |
Pending Acquisition
Pending Acquisition | 3 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Pending Acquisition | 4. Pending Acquisition On August 25, 2015 the company announced that it had entered into a non-binding letter of intent with Peachstate Health Management, LLC d/b/a AEON Clinical Laboratories, an expanding clinical laboratory based in Gainesville, GA (“AEON”) for the acquisition of all of the outstanding membership interests of AEON in exchange for shares of a newly created class of Series E preferred stock of Authentidate (the “Series E Shares”). The letter of intent contemplates the AEON members will be issued Series E Shares convertible into 19.9% of the outstanding shares of the company’s common stock on the date of the closing of the merger transaction, and an additional number of Series E Shares convertible into 5% of the outstanding shares of the company’s common stock upon approval of the merger transaction by the shareholders of the company. If AEON achieves certain financial results during the next four years, the AEON members will be issued additional tranches of Series E Shares which, including the previously issued Series E Shares, will be convertible into 85% of the outstanding shares of the company’s common stock (on a partially diluted basis as defined). The letter of intent also provides for the issuance of Series E Shares as bonus shares for the achievement of certain incremental financial results for the four fiscal years ending December 31, 2019, convertible into 5% of the outstanding shares of the company’s common stock (on a partially diluted basis as defined ). The holders of the Series E Shares will have certain preferential rights, including the right to vote separately as a class to nominate and elect one director for each 10% of the outstanding shares of the company’s common stock into which the outstanding Series E Shares shall be convertible. The letter of intent is non-binding and any agreement is subject to the negotiation and execution of a definitive transaction agreement which may vary from the terms set forth in the letter of intent. Accordingly, there can be no assurance that a definitive agreement will be reached by the parties, or that any agreement will result in the completion of the merger transaction. |
Inventory
Inventory | 3 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Inventory | 5. Inventory In connection with our manufacturing and sales plans for our telehealth service, the company has purchased certain components and contract manufacturing services for the production of the monitoring appliances. These inventory amounts are stated at the lower of cost or market and consist of the following (in thousands): September 30, June 30, Purchased components, net $ 261 $ 261 Finished goods 337 342 Total inventory $ 598 $ 603 |
Other Intangible Assets
Other Intangible Assets | 3 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Other Intangible Assets | 6. Other Intangible Assets The following table sets forth licenses, net and other intangible assets that are included in other assets as follows (in thousands): September 30, 2015 June 30, 2015 Gross Accumulated Net Gross Accumulated Net Useful Life Patents $ 357 $ 282 $ 75 $ 357 $ 276 $ 81 17 Trademarks 226 110 116 214 108 106 20 Acquired technologies 95 75 20 95 72 23 2 Licenses 4,221 2,410 1,811 4,212 2,308 1,904 3 - 10 Total $ 4,899 $ 2,877 $ 2,022 $ 4,878 $ 2,764 $ 2,114 As of September 30, 2015 and June 30, 2015 goodwill amounted to approximately $50,000 and is included in other assets. The company amortizes licenses and other intangible assets under the straight line method. Amortization expense was approximately $113,000 and $88,000 for the three months ended September 30, 2015 and 2014, respectively. Amortization expense for the next five fiscal years and thereafter is expected to be as follows (in thousands): June 30, 2016 $ 416 2017 424 2018 332 2019 304 2020 277 Thereafter 269 $ 2,022 |
Notes Payable
Notes Payable | 3 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Notes Payable | 7. Notes Payable On January 29, 2015, the company received a short-term loan of $200,000 from a strategic lender pursuant to which we issued a secured promissory note to the lender in the aggregate principal amount of $200,000. The note was secured by a first priority lien on certain equipment owned by the company with a net present value equivalent to the face value of the note, was due and payable on March 30, 2015 and accrued interest at the rate of 6% per annum. The note and accrued interest was repaid on the maturity date. On February 17, 2015, the company entered into a securities purchase agreement with an accredited investor pursuant to which we issued a promissory note in the aggregate principal amount of $100,000 and common stock purchase warrants to purchase up to 80,000 shares of common stock for gross proceeds of $100,000. The note was an unsecured obligation of the company, was not convertible into equity securities of the company and accrued interest at a rate of 8% per annum. The note was due and payable on the six month anniversary of the issue date, subject to the right of the investor to extend the maturity date for up to an additional six months. The net proceeds from this transaction were approximately $92,000. The warrants vested in equal monthly installments over twelve months if the notes were outstanding and, subject to vesting requirements, were exercisable for a period of 54 months commencing on the six month anniversary of the issuance date at an initial exercise price of $1.01 per share. Although the securities purchase agreement that the company entered into with this investor contemplated a second closing for $900,000 of additional proceeds, the second closing did not occur and the company did not receive the additional funds. This note and the vested portion of the warrants were exchanged for notes and warrants issued in the June 8, 2015 transaction discussed below and the warrants issued for this transaction were cancelled. On February 17, 2015, in a separate transaction, the company issued a short-term promissory note in the aggregate principal amount of $950,000 and warrants to purchase 99,500 shares of common stock to an accredited investor for gross proceeds of $950,000. The holder of the short-term note is an entity controlled by Douglas B. Luce, the brother of J. David Luce, a member of the board of directors of the company. The short-term note is an unsecured obligation of the company, is not convertible into equity securities of the company and accrued interest at a rate of 5.76% per annum. The short-term note was due and payable on the first to occur of the one month anniversary of the issue date or the date on which the company received at least $950,000 in proceeds from equity or debt financing. The short-term note contains covenants and events of default customary for similar transactions. The net proceeds from this transaction were approximately $940,000. The warrants are exercisable for a period of 54 months commencing on the six month anniversary of the issuance date and have an initial exercise price of $1.01 per share. On April 3, 2015, the company entered into an amendment agreement with the holder of the $950,000 short-term promissory note in order to amend such note to extend its maturity date from March 19, 2015 to July 2, 2015. In addition, pursuant to the amendment agreement, the company also agreed to grant the holder the right to exchange the principal amount of the short-term note (and unpaid interest thereon) into the securities of the company sold in the next financing, as defined in the amendment agreement. This investor subsequently agreed not to participate in the convertible debt financing for which a closing was held June 8, 2015 and in consideration of such election, the participation right was modified to allow him to exchange such note for comparable securities in an alternative transaction. In consideration of waivers previously granted by the holder of potential events of default under the short-term note and the amendment to extend the maturity date, the company agreed to issue the holder warrants to purchase 3,166,667 shares of common stock of the company. The warrants are exercisable for a period of 54 months commencing six months following the date of issuance and have an exercise price equal to $0.31 per share. Through a series of amendment agreements, the maturity date of this note has been further extended and the interest rate has been increased to 12% per annum in connection with such extensions. The company is engaged in ongoing discussions and negotiations with the holder of this note in order to seek modifications to the terms of the obligation, including extensions of the repayment date. The company anticipates that in order to complete these negotiations, it will be required to grant conversion rights and/or issue additional warrants. On April 24, 2015, the company issued a promissory note in the aggregate principal amount of $500,000 to Lazarus Investment Partners LLLP, the beneficial owner of approximately 29.3% of the company’s common stock, in a private transaction. The note is an unsecured obligation of the company and is not convertible into equity securities of the company. The note was originally due and payable on the first to occur of July 2, 2015 or the date on which the company received at least $900,000 in proceeds from equity or debt financing transactions. Interest on the note was originally 5.76% per annum payable at maturity. The note contains terms and events of default customary for similar transactions. In consideration of the loan, the company and Lazarus entered into a warrant amendment agreement pursuant to which the company agreed to amend certain of the terms of the existing 6,233,636 common stock purchase warrants held by Lazarus to reduce the exercise price of such warrants to $0.25, which was $0.01 above the most recently reported closing consolidated bid price of the company’s common stock prior to the execution of the transaction documents, and to extend the expiration date of the warrants to October 25, 2019. The warrants amended were issued in various transactions from 2010 through 2014 at exercise prices ranging between $0.88 and $2.00. The fair value related to the warrant modifications was recorded as a debt discount and amortized over the term of the new agreement. Through a series of amendment agreements, the maturity date of this note has been further extended and the interest rate has been increased to 12% per annum in connection with such extensions. The company is engaged in ongoing discussions and negotiations with the holder of this note in order to seek modifications to the terms of the obligation, including extensions of the repayment date. The company anticipates that in order to complete these negotiations, it will be required to grant conversion rights and/or issue additional warrants. On June 8, 2015, the company entered into definitive agreements relating to a private placement of up to $3.0 million in principal amount of senior secured convertible notes and common stock purchase warrants. An initial closing for an aggregate principal amount of $900,000 of notes and warrants to purchase 3,626,667 shares of common stock was held on June 8, 2015. Subject to certain limitations, the warrants are exercisable on or after the six month anniversary of the date of issuance at an initial exercise price of $0.30 per share and will expire 54 months from the initial exercise date. In addition, subject to certain limitations, the warrants provide that, beginning six months from issuance, the company shall have the right to cause the holder to exercise the warrants provided that the following conditions are satisfied: (i) the closing bid price of the company’s common stock is at least $0.45 for the 20 consecutive trading days prior to the date of the mandatory exercise notice and (ii) all of the warrants issued in the transaction are called by the company for a mandatory exercise. A final closing for up to $2.1 million of debentures and warrants to purchase 8,400,000 shares of common stock has not occurred. As a condition of the initial closing, the holder of an aggregate principal amount of $100,000 of previously issued promissory notes was required to exchange such notes and certain warrants held by it for senior secured notes and warrants issued in this transaction. These notes, subject to certain exceptions, rank senior to existing and future indebtedness of the company and are secured to the extent and as provided in the security agreement entered into between the company and the purchasers. Each note matures on the one-year anniversary of the issuance date thereof and, subject to certain limitations, is convertible at any time at the option of the holder into shares of the company’s common stock at an initial conversion price of $0.25 per share. Subject to certain exemptions, if the company issues or sells shares of its common stock, rights to purchase shares of its common stock, or securities convertible into shares of its common stock for a price per share that is less than the conversion price then in effect, the conversion price then in effect will be decreased to equal 85% of such lower price and the exercise price of the warrants will be decreased to a lower price based on the amount by which the conversion price of the notes was reduced due to such transaction. The foregoing adjustments to the conversion price will not apply to certain exempt issuances, including issuances pursuant to certain employee benefit plans. In addition, the conversion price is subject to adjustment upon stock splits, reverse stock splits, and similar capital changes. The senior secured notes bear interest at 9% per annum with interest payable upon maturity or on any earlier redemption date. At any time after the issuance date, the company will have the right to redeem all or any portion of the outstanding principal balance of the notes, plus all accrued but unpaid interest at a price equal to 110% of such amount and the holders shall have the right to convert any or all of the amount to be redeemed into common stock prior to redemption. The notes are secured by a first priority lien on the company’s assets related to its “Inscrybe Referral and Order Management” and “Inscrybe Hospital Discharge” solutions. Subject to certain exceptions, the notes contain customary covenants against incurring additional indebtedness and granting additional liens and contain customary events of default. Upon the occurrence of an event of default under the notes, a holder may require the company to repay all or a portion of its notes in cash, at a price equal to 110% of the principal and accrued and unpaid interest. The company also agreed to file a registration statement covering the resale of the shares of the company’s common stock issuable upon conversion of the notes and exercise of the warrants and to use commercially reasonable efforts to have the registration declared effective in a timely manner. The Company will be subject to certain monetary penalties, as defined in the agreement if the registration statement is not filed, does not become effective on a timely basis, or does not remain available for the resale, as such term is defined in the registration rights agreement. On August 7, 2015, the company issued a senior secured promissory note in the aggregate principal amount of $320,000 to an accredited investor in a private transaction dated August 7, 2015. The note is due and payable on December 31, 2015 and interest shall accrue on the note at the rate of 10.0% per annum. The note is not convertible into equity securities of the company and it contains terms and events of default customary for similar transactions. The note is secured by a first priority lien on certain of our assets, as described in a security agreement entered into between the company and the purchaser dated as of August 7, 2015. In consideration of the loan, the company and the purchaser entered into a warrant amendment agreement pursuant to which the company agreed to amend certain of the terms of the existing 5,474,829 common stock purchase warrants currently held by the purchaser and an affiliate to reduce the exercise price of such warrants to $0.17 and to extend the expiration date of the warrants to December 13, 2019. The warrants amended were issued in various transactions from 2012 through 2013 at exercise prices ranging between $0.95 and $1.34. The fair value related to the warrant modifications was recorded as a debt discount and is being amortized over the term of the new agreement. The purchaser is an entity affiliated with J. David Luce, a member of our board of directors. The company is using the net proceeds from the transaction for general business and working capital purposes. On August 26, 2015, the company issued promissory notes in the aggregate principal amount of $400,000 to Lazarus Investment Partners LLLP, the beneficial owner of approximately 29.0% of the company’s common stock, and an entity affiliated with J. David Luce, a member of our board of directors, in a private transaction. The notes are unsecured obligations of the company and are not convertible into equity securities of the company. The notes bear interest at 20% per annum, payable in arrears, and are due upon the earlier of (i) August 26, 2016, or (ii) within 30 days of the closing of the contemplated acquisition, merger or similar transaction with Peachstate Health Management, LLC (d/b/a AEON Clinical Laboratories) as described above, or a similar alternative acquisition, merger or similar transaction with an unaffiliated third party, or (iii) the closing of a sale of equity or debt securities of the company, or series of closings, as part of the same transaction, of equity or debt securities within a period of 90 days, in the gross amount of at least $5,000,000 in cash proceeds. The holders have the right, at their option, to convert interest and principal due on the note into any alternative financing that may be undertaken by the company while the notes are outstanding. In September 2015, the company issued promissory notes in the aggregate principal amount of $525,000 to accredited investors in a private transaction. The notes are unsecured and are not convertible into equity securities of the company. The notes bear interest at 20% per annum, payable in arrears, and are due upon the earlier of (i) September 18, 2016, or (ii) within 30 days of the closing of a sale of equity or debt securities of the company, or series of closings, as part of the same transaction, of equity or debt securities within a period of 90 days, in the gross amount of at least $5,000,000 in cash proceeds. The company also issued the investors warrants to purchase an aggregate of 1,050,000 shares of common stock. The warrants are exercisable commencing twelve months following their issuance for a period of 54 months at an exercise price of $0.30 per share. These closings are part of an offering of up to $1 million of notes and 2 million warrants. Except for the June 8, 2015 transaction, the company allocated the proceeds from the note transactions to the notes and the related warrants based on the relative fair values of such instruments using the fair value of the notes at a market rate of interest and the fair value of the warrants based on the Black-Scholes option pricing model and the applicable assumptions set forth in Note 3 of Notes to Condensed Consolidated Financial Statements. These allocations resulted in effective interest rates for the $100,000 note of approximately 39% per annum, for the $950,000 note of approximately 65% per annum, for the $500,000 note of approximately 71% per annum, for the $800,000 senior secured note of approximately 36% per annum, for the $320,000 secured note of approximately 63%, for the $400,000 note of approximately 20% and for the $525,000 notes of approximately 54%, respectively. However, since the subjective nature of the inputs for the option pricing and other models used to calculate fair values can materially affect fair value estimates, in management’s opinion, such models may not provide a reliable single measure of the fair value of the warrants and the resulting effective interest rates. In connection with the note transactions the company recorded promissory notes of $3,595,000, debt discount of $913,000, an initial warrant liability of $214,000, non-cash loss on extinguishments discussed below of $557,000 and additional paid-in-capital of $1,256,000 related to the fair value of the warrants. As a result of the ratchet provision included in the June 8, 2015 transaction, the company recorded a warrant liability and a debt discount based on the fair value of the warrants issued in connection with the new senior secured note. As discussed more fully in Note 13 of Notes to Condensed Consolidated Financial Statements, the company is required to revalue these warrants at the end of each reporting period. In connection with the modifications of the $950,000 and $100,000 short-term notes discussed above, the company issued additional warrants and agreed to modifications that, for accounting purposes, resulted in the extinguishment of the old notes and the creation of new notes. Accordingly, the company recorded non-cash losses on extinguishment of approximately $557,000 as other expense in the fourth quarter ended June 30, 2015. The non-cash amortization of the debt discount of $127,000 and deferred financing costs of $43,000 is included in other expense for the three months ended September 30, 2015. There was no amortization for the three months ended September 30, 2014. The following table sets forth the notes and unamortized debt discount (in thousands): September 30, June 30, 2015 2015 Notes payable Secured notes payable $ 1,220 $ 900 Unsecured notes payable 2,375 1,450 Unamortized debt discount (426 ) (200 ) Notes payable $ 3,169 $ 2,150 |
Preferred Stock
Preferred Stock | 3 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Preferred Stock | 8. Preferred Stock As of September 30, 2015, there are 28,000 shares of Series B preferred stock outstanding. The Series B preferred stock was originally issued in a private financing in October 1999 and the conversion and redemption features were amended in October 2002 to provide for the rights and obligations described in this note. The company has the right to repurchase the outstanding Series B preferred stock at a redemption price equal to $25.00 per share, plus accrued and unpaid dividends. The holder of such shares has the right to convert shares of preferred stock into an aggregate of 250,000 shares of our common stock at a conversion rate of $2.80 per share. In the event the company elects to redeem these securities, the holder will be able to exercise its conversion right subsequent to the date that we issue a notice of redemption but prior to the deemed redemption date as would be set forth in such notice. At September 30, 2015, the company has accrued dividends in the amount of $17,500 which remain unpaid and are due December 31, 2015. As of September 30, 2015, there are 665,000 shares of Series D convertible preferred stock outstanding. The Series D preferred stock was issued in June 2013 in connection with the cancelation of an aggregate principal amount of $6,500,000 of senior secured notes and can be converted by the holders into an aggregate of 6,125,024 shares of common stock at an initial conversion rate of $1.08571 per share. The holders of such shares have the right to convert the preferred shares at anytime commencing on the six month anniversary of the issue date; however, the shares received upon conversion may not be offered or sold except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The company has the right to repurchase the outstanding Series D preferred stock at a redemption price equal to $10.00 per share, plus accrued and unpaid dividends, beginning two years after issuance and to require holders to convert their Series D preferred stock beginning three years after issuance. Dividends on the Series D preferred stock accrue at a rate of 5% per annum and are payable semi-annually in cash or stock at the company’s option. At September 30, 2015, the company has accrued dividends in the amount of approximately $83,100 which remain unpaid and are due December 31, 2015. |
Shareholder's Equity
Shareholder's Equity | 3 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Shareholder's Equity | 9. Shareholder’s Equity The changes in shareholders’ equity for the three months ended September 30, 2015 are summarized as follows (in thousands): Preferred Common Additional Accumulated Total Balance, June 30, 2015 $ 69 $ 42 $ 205,909 $ (206,485 ) $ (465 ) Preferred stock dividends (102 ) (102 ) Share-based compensation expense 123 123 Restricted shares and stock options issued for services 161 161 Warrants issued for services 12 12 Warrants issued with debt 354 354 Net loss (2,063 ) (2,063 ) Balance, September 30, 2015 $ 69 $ 42 $ 206,559 $ (208,650 ) $ (1,980 ) During the three months ended September 30, 2015 there were no stock options or warrants exercised. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 10. Commitments and Contingencies During fiscal 2009, the company purchased certain inventory components under arrangements that required payment only after such components where actually used in production. Based on the company’s current production plans we have determined that these components will not be used and we offset the inventory balance for undelivered items against the related accounts payable balance during the quarter ended March 31, 2015. Additionally, we intend to return approximately $0.2 million of such items that are included in the inventory and accounts payable balances as of September 30, 2015. The vendor that provided these components is currently disputing this arrangement and is requesting payment for these items. The company believes the amount at issue is approximately $1.2 million and intends to vigorously contest this assertion. Management does not believe that the ultimate resolution of this matter will have a material adverse effect on our consolidated financial position, results of operations or cash flows. We are also subject to claims and litigation arising in the ordinary course of business. Our management considers that any liability from any reasonably foreseeable disposition of such claims and litigation, individually or in the aggregate, would not have a material adverse effect on our consolidated financial position, results of operations or cash flows. We are not currently engaged in any other litigation which would be anticipated to have a material adverse effect on our financial condition or results of operations. We have entered into employment agreements with our chief executive officer, chief financial officer and interim chief strategy officer that specify the executive’s current compensation, benefits and perquisites, the executive’s entitlements upon termination of employment, and other employment rights and responsibilities. In connection with the termination of the company’s employment relationship with its former chief executive officer and president in February 2015, the company is presently reviewing its severance obligations to him and the vesting and other post-termination provisions of certain of the unexercised stock options and other unvested stock options and unvested restricted stock units held by him as of the effective date of his separation from the company. We have entered into various agreements by which we may be obligated to indemnify the other party with respect to certain matters. Generally, these indemnification provisions are included in contracts arising in the normal course of business under which we customarily agree to hold the indemnified party harmless against losses arising from a breach of representations related to such matters as intellectual property rights. Payments by us under such indemnification clauses are generally conditioned on the other party making a claim. Such claims are generally subject to challenge by us and to dispute resolution procedures specified in the particular contract. Further, our obligations under these arrangements may be limited in terms of time and/or amount and, in some instances, we may have recourse against third parties for certain payments made by us. It is not possible to predict the maximum potential amount of future payments under these indemnification agreements due to the conditional nature of our obligations and the unique facts of each particular agreement. Historically, we have not made any payments under these agreements that have been material individually or in the aggregate. As of September 30, 2015, we are not aware of any obligations under such indemnification agreements that would require material payments. |
Income Taxes
Income Taxes | 3 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes The company continues to recognize its tax benefits which are fully offset by a valuation allowance due to the uncertainty that the deferred tax assets will be realized. We will continue to evaluate the realizability of our net deferred tax assets and may record additional benefits in future earnings if we determine the realization of these assets is more likely than not. |
Other Expense
Other Expense | 3 Months Ended |
Sep. 30, 2015 | |
Other Income and Expenses [Abstract] | |
Other Expense | 12. Other Expense Other expense consists of the following (in thousands): Three Months Ended September 30, 2015 2014 Amortization of debt discount $ (127 ) $ — Amortization of deferred financing costs (43 ) — Interest expense (80 ) — Change in fair value of warrant liability (159 ) — Total other expense $ (409 ) $ — The amortization of debt discount and deferred financing costs for fiscal 2016 relates to the notes discussed in Note 7 of Notes to Condensed Consolidated Financial Statements. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 13. Fair Value Measurements The company measures fair value for financial assets and liabilities in accordance with the provisions of the accounting guidance regarding fair value measurements. The guidance utilizes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels. A brief description of those three levels is as follows: • Level 1: Observable inputs such as quoted prices in active markets for identical assets or liabilities. • Level 2: Inputs other than quoted prices for identical assets or liabilities that are observable for the asset or liability, either directly or indirectly. • Level 3: Significant unobservable inputs. The company’s assets and liabilities subject to fair value measurements as of September 30, 2015 and June 30, 2015 are as follows (in thousands): Fair Value Measurements Using Fair Value Hierarchy Fair value Level 1 Level 2 Level 3 September 30, 2015 Warrant liability $ 373 $ — $ — $ 373 Total $ 373 $ — $ — $ 373 June 30, 2015 Warrant liability $ 214 $ — $ — $ 214 Total $ 214 $ — $ — $ 214 The warrant liability represents the fair value of the warrants issued by the company that have reset features. The company is required to revalue the warrant liability at the end of each reporting period and record a non-cash gain or loss in the statement of operations for the change in the fair value of the warrant liability in the period in which the change occurs. The fair value of the warrant liability is estimated using an adjusted Black-Scholes model and the applicable level 1 and level 2 inputs disclosed in Note 3 of Notes to Condensed Consolidated Financial Statements and an unobservable level 3 input regarding the likelihood of a reset occurring. Since the company uses a level 3 input, the warrant liability in included in the level 3 category in the table above. Estimating fair value requires the input of highly subjective assumptions and because changes in such assumptions can materially affect the fair value estimate, in management’s opinion, the existing models may not provide a reliable single measure of the fair value of the related assets or liabilities. For the three months ended September 30, 2015, the company recorded a non-cash loss of approximately $159,000 in other expense for the change in fair value of the warrant liability. For the three months ended September 30, 2014, there were no gains or losses resulting from the fair value measurement of assets or liabilities. |
Accounting Standards Adopted in
Accounting Standards Adopted in Fiscal 2016 | 3 Months Ended |
Sep. 30, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
Accounting Standards Adopted in Fiscal 2016 | 14. Accounting Standards Adopted in Fiscal 2016 The company has not adopted any FASB Accounting Standards Updates (ASU) during fiscal 2016. |
Common Stock Warrants
Common Stock Warrants | 3 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Common Stock Warrants | 15. Common Stock Warrants During the three months ended September 30, 2015, the company issued warrants to purchase shares of its common stock as follows. The company issued 100,000 warrants to a consultant for services with an exercise price of $0.19 per share. These warrants have a five year life and, are exercisable beginning six months after the grant date. Under this consulting arrangement, the company may grant up to an additional 800,000 warrants to this consultant based on the achievement of performance targets. Unless such performance targets are achieved, no additional warrants would be issued under this arrangement. The fair value of these warrants, as determined by the Black Scholes Model, was charged to operations on the grant date. Further, as discussed more fully in Notes 7 of Notes to Condensed Consolidated Financial Statements, the company issued warrants to purchase 1,050,000 shares of the company’s common stock in connection with the issuance of promissory notes in September 2015. A schedule of common stock warrant activity is as follows (in thousands, except per share and average life data): Number of Weighted Weighted Aggregate Outstanding, June 30, 2015 33,669 $ 0.84 Issued 1,150 0.29 Expired (50 ) 1.40 Outstanding, September 30, 2015 34,769 0.67 3.49 $ 916 Exercisable, September 30, 2015 26,425 $ 0.97 3.12 $ 916 |
Other Subsequent Events
Other Subsequent Events | 3 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Other Subsequent Events | 16. Other Subsequent Events In October 2015, the company issued promissory note in the aggregate principal amount of $450,000 to Peachstate Medical Holdings LLC, d/b/a AEON Clinical Laboratories in a private transaction. The note is unsecured and is not convertible into equity securities of the company. The note bears interest at 20% per annum, payable in arrears, and is due upon the earlier of (i) October 28, 2016, or (ii) within 30 days of the closing of a sale of equity or debt securities of the company, or series of closings, as part of the same transaction, of equity or debt securities within a period of 90 days, in the gross amount of at least $5,000,000 in cash proceeds. The company also issued the investor warrants to purchase an aggregate of 1,000,000 shares of common stock. The warrants are exercisable commencing twelve months following their issuance for a period of 54 months at an exercise price of $0.30 per share. |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Earnings Per Share [Abstract] | |
Calculation of Basic and Diluted Loss Per Share | The following table sets forth the calculation of basic and diluted loss per share for the periods presented (in thousands, except per share data): Three Months Ended 2015 2014 Net loss $ (2,063 ) $ (2,111 ) Preferred stock dividends (102 ) (101 ) Net loss applicable to common shareholders $ (2,165 ) $ (2,212 ) Weighted average shares 42,192 39,405 Basic and diluted loss per common share $ (0.05 ) $ (0.06 ) |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Share-Based Compensation Expense by Category | Share-based compensation by category is as follows (in thousands): Three Months Ended 2015 2014 SG&A $ 108 $ 124 Product development 10 10 Cost of revenues 5 5 Share-based compensation expense $ 123 $ 139 |
Summary of Estimated Fair Value of Share-Based Compensation Using Black-Scholes Option Pricing Model and Assumptions | The assumptions used in the company’s Black-Scholes calculations for fiscal 2016 and 2015 are as follows: Risk Free Dividend Volatility Weighted Fiscal year 2016 1.6 % 0 % 85 % 48 Fiscal year 2015 0.6 % 0 % 84 % 48 |
Summary of Stock Option Activity under Stock Option Plans for Employees and Non-Executive Directors | Stock option activity under the company’s stock option plans for employees and non-executive directors for the period ended September 30, 2015 is as follows (in thousands, except per share and average life data): Employees Information Number of Weighted Weighted Aggregate Outstanding June 30, 2015 2,131 $ 2.27 Granted 300 0.30 Expired/Forfeited (322 ) 1.58 Outstanding September 30, 2015 2,109 $ 2.09 6.16 $ 1 Exercisable at September 30, 2015 1,160 $ 2.80 3.58 $ — Expected to vest at September 30, 2015 743 $ 1.26 7.68 $ — Non-Executive Director Information Number of Weighted Weighted Aggregate Outstanding June 30, 2015 2,185 $ 0.62 Granted 1,293 0.27 Expired (10 ) 6.00 Outstanding September 30, 2015 3,468 $ 0.48 8.31 $ 97 |
Inventory (Tables)
Inventory (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | These inventory amounts are stated at the lower of cost or market and consist of the following (in thousands): September 30, June 30, Purchased components, net $ 261 $ 261 Finished goods 337 342 Total inventory $ 598 $ 603 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Net Licenses and Other Intangible Assets | The following table sets forth licenses, net and other intangible assets that are included in other assets as follows (in thousands): September 30, 2015 June 30, 2015 Gross Accumulated Net Gross Accumulated Net Useful Life Patents $ 357 $ 282 $ 75 $ 357 $ 276 $ 81 17 Trademarks 226 110 116 214 108 106 20 Acquired technologies 95 75 20 95 72 23 2 Licenses 4,221 2,410 1,811 4,212 2,308 1,904 3 - 10 Total $ 4,899 $ 2,877 $ 2,022 $ 4,878 $ 2,764 $ 2,114 |
Amortization Expense | Amortization expense for the next five fiscal years and thereafter is expected to be as follows (in thousands): June 30, 2016 $ 416 2017 424 2018 332 2019 304 2020 277 Thereafter 269 $ 2,022 |
Notes Payable (Tables)
Notes Payable (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Notes and Unamortized Debt Discount | The following table sets forth the notes and unamortized debt discount (in thousands): September 30, June 30, 2015 2015 Notes payable Secured notes payable $ 1,220 $ 900 Unsecured notes payable 2,375 1,450 Unamortized debt discount (426 ) (200 ) Notes payable $ 3,169 $ 2,150 |
Shareholder's Equity (Tables)
Shareholder's Equity (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Changes in Shareholders' Equity | The changes in shareholders’ equity for the three months ended September 30, 2015 are summarized as follows (in thousands): Preferred Common Additional Accumulated Total Balance, June 30, 2015 $ 69 $ 42 $ 205,909 $ (206,485 ) $ (465 ) Preferred stock dividends (102 ) (102 ) Share-based compensation expense 123 123 Restricted shares and stock options issued for services 161 161 Warrants issued for services 12 12 Warrants issued with debt 354 354 Net loss (2,063 ) (2,063 ) Balance, September 30, 2015 $ 69 $ 42 $ 206,559 $ (208,650 ) $ (1,980 ) |
Other Expense (Tables)
Other Expense (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Other Income and Expenses [Abstract] | |
Summary of Other Expense | Other expense consists of the following (in thousands): Three Months Ended September 30, 2015 2014 Amortization of debt discount $ (127 ) $ — Amortization of deferred financing costs (43 ) — Interest expense (80 ) — Change in fair value of warrant liability (159 ) — Total other expense $ (409 ) $ — |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Fair Value Disclosures [Abstract] | |
Assets and Liabilities Subject To Fair Value Measurements | The company’s assets and liabilities subject to fair value measurements as of September 30, 2015 and June 30, 2015 are as follows (in thousands): Fair Value Measurements Using Fair Value Hierarchy Fair value Level 1 Level 2 Level 3 September 30, 2015 Warrant liability $ 373 $ — $ — $ 373 Total $ 373 $ — $ — $ 373 June 30, 2015 Warrant liability $ 214 $ — $ — $ 214 Total $ 214 $ — $ — $ 214 |
Common Stock Warrants (Tables)
Common Stock Warrants (Tables) | 3 Months Ended |
Sep. 30, 2015 | |
Equity [Abstract] | |
Schedule of Common Stock Warrant Activity | A schedule of common stock warrant activity is as follows (in thousands, except per share and average life data): Number of Weighted Weighted Aggregate Outstanding, June 30, 2015 33,669 $ 0.84 Issued 1,150 0.29 Expired (50 ) 1.40 Outstanding, September 30, 2015 34,769 0.67 3.49 $ 916 Exercisable, September 30, 2015 26,425 $ 0.97 3.12 $ 916 |
Basis of Presentation and Liq31
Basis of Presentation and Liquidity - Additional Information (Detail) $ in Millions | 3 Months Ended |
Sep. 30, 2015USD ($) | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Proceeds from debt financing transactions | $ 1.2 |
Loss Per Share - Calculation of
Loss Per Share - Calculation of Basic and Diluted Loss Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (2,063) | $ (2,111) |
Preferred stock dividends | (102) | (101) |
Net loss applicable to common shareholders | $ (2,165) | $ (2,212) |
Weighted average shares | 42,192 | 39,405 |
Basic and diluted loss per common share | $ (0.05) | $ (0.06) |
Loss Per Share - Additional Inf
Loss Per Share - Additional Information (Detail) - shares | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Convertible Debt [Member] | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Antidilutive securities outstanding | (3,600,000) | |
Options [Member] | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Antidilutive securities outstanding | (5,577,000) | (3,813,000) |
Restricted Stock Units [Member] | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Antidilutive securities outstanding | (883,000) | (910,000) |
Warrants [Member] | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Antidilutive securities outstanding | (34,769,000) | (27,676,000) |
Series D Preferred Stock [Member] | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Antidilutive securities outstanding | (6,125,000) | (6,125,000) |
Series B Preferred Stock [Member] | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Antidilutive securities outstanding | (250,000) | (250,000) |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Share-Based Compensation Expense by Category (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | $ 123 | $ 139 |
SG&A [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | 108 | 124 |
Product Development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | 10 | 10 |
Cost of Revenues [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||
Share-based compensation expense | $ 5 | $ 5 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) | May. 01, 2014 | Oct. 31, 2015 | Sep. 30, 2015 | Sep. 30, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Assumptions for estimated fair value of share based compensation | Historical averages over the past five years and estimates of expected future behavior. | |||
Unrecognized compensation expense related to unvested share-based compensation arrangements | $ 406,000 | |||
Unrecognized compensation expense expected to be recognized over a weighted average period | 17 months | |||
Stock options exercised | 0 | 0 | ||
Weighted average grant date fair value of options granted | $ 0.14 | $ 0.42 | ||
Total fair value of options vested | $ 199,000 | $ 295,000 | ||
Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted stock units outstanding | 426,000 | |||
2011 Omnibus Equity Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common stock shares available for issuance | 6,750,000 | |||
Increase the number of shares of common stock available for issuance | 3,400,000 | |||
2011 Plan [Member] | Non-Executive [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options issued | 496,768 | |||
Fair value of stock options issued | $ 104,000 | |||
Fair value of restricted common stock issued | $ 104,000 | |||
2011 Plan [Member] | Non-Executive [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted common stock shares issued | 78,854 | |||
2011 Plan [Member] | Chief Strategy Officer [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock options issued | 600,000 | |||
Fair value of stock options issued | $ 57,000 | |||
2011 Plan [Member] | Subsequent Event [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Fair value of restricted common stock issued | $ 13,000 | |||
2011 Plan [Member] | Subsequent Event [Member] | Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Restricted common stock shares issued | 43,980 |
Share-Based Compensation - Su36
Share-Based Compensation - Summary of Estimated Fair Value of Share-Based Compensation using Black-Scholes Option Pricing Model and Assumptions (Detail) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2015 | Jun. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Risk Free Interest Rate | 1.60% | 0.60% |
Dividend Yield | 0.00% | 0.00% |
Volatility Factor | 85.00% | 84.00% |
Weighted Average Expected Option Life (Months) | 48 months | 48 months |
Share-Based Compensation - Su37
Share-Based Compensation - Summary of Stock Option Activity under Stock Option Plans for Employees and Non-Executive Directors (Detail) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended |
Sep. 30, 2015USD ($)$ / sharesshares | |
Employees Information [Member] | |
Number of Options | |
Outstanding, Balance | shares | 2,131 |
Granted | shares | 300 |
Expired/Forfeited | shares | (322) |
Outstanding, Balance | shares | 2,109 |
Exercisable, Balance | shares | 1,160 |
Expected to vest, Balance | shares | 743 |
Weighted Average Exercise Price | |
Outstanding, Balance | $ 2.27 |
Granted | 0.30 |
Expired/Forfeited | 1.58 |
Outstanding, Balance | 2.09 |
Exercisable, Balance | 2.80 |
Expected to vest, Balance | $ 1.26 |
Weighted Average Remaining Contractual Life (Years) | |
Outstanding, Balance | 6 years 1 month 28 days |
Exercisable, Balance | 3 years 6 months 29 days |
Expected to vest, Balance | 7 years 8 months 5 days |
Aggregate Intrinsic Value | |
Outstanding September 30, 2015 | $ | $ 1 |
Exercisable, Balance | $ | 0 |
Expected to vest, Balance | $ | $ 0 |
Non-Executive Director Information [Member] | |
Number of Options | |
Outstanding, Balance | shares | 2,185 |
Granted | shares | 1,293 |
Expired | shares | (10) |
Outstanding, Balance | shares | 3,468 |
Weighted Average Exercise Price | |
Outstanding, Balance | $ 0.62 |
Granted | 0.27 |
Expired | 6 |
Outstanding, Balance | $ 0.48 |
Weighted Average Remaining Contractual Life (Years) | |
Outstanding, Balance | 8 years 3 months 22 days |
Aggregate Intrinsic Value | |
Outstanding September 30, 2015 | $ | $ 97 |
Pending Acquisition - Additiona
Pending Acquisition - Additional Information (Detail) - Peachstate Health Management, LLC [Member] - Series E Preferred Stock [Member] | Aug. 25, 2015 |
Business Acquisition [Line Items] | |
Preferred stock conversion percentage on closing of merger transaction | 19.90% |
Preferred stock conversion percentage on approval of merger transaction | 5.00% |
Preferred stock conversion percentage | 85.00% |
Preferred stock minimum holding percentage for preferential rights | 10.00% |
Threshold period for issuance of additional tranches of shares | 4 years |
Bonus Shares [Member] | |
Business Acquisition [Line Items] | |
Preferred stock conversion percentage | 5.00% |
Inventory - Schedule of Invento
Inventory - Schedule of Inventory (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Inventory Disclosure [Abstract] | ||
Purchased components, net | $ 261 | $ 261 |
Finished goods | 337 | 342 |
Total inventory | $ 598 | $ 603 |
Other Intangible Assets - Net L
Other Intangible Assets - Net Licenses and Other Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Jun. 30, 2015 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 4,899 | $ 4,878 |
Accumulated Amortization | 2,877 | 2,764 |
Net Book Value | 2,022 | 2,114 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 357 | 357 |
Accumulated Amortization | 282 | 276 |
Net Book Value | $ 75 | 81 |
Useful Life In Years | 17 years | |
Trademarks [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 226 | 214 |
Accumulated Amortization | 110 | 108 |
Net Book Value | $ 116 | 106 |
Useful Life In Years | 20 years | |
Acquired Technologies [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 95 | 95 |
Accumulated Amortization | 75 | 72 |
Net Book Value | $ 20 | 23 |
Useful Life In Years | 2 years | |
Licenses [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 4,221 | 4,212 |
Accumulated Amortization | 2,410 | 2,308 |
Net Book Value | $ 1,811 | $ 1,904 |
Minimum [Member] | Licenses [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life In Years | 3 years | |
Maximum [Member] | Licenses [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life In Years | 10 years |
Other Intangible Assets - Addit
Other Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 50,000 | $ 50,000 | |
Amortization expense | $ 113,000 | $ 88,000 |
Other Intangible Assets - Amort
Other Intangible Assets - Amortization Expense (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,016 | $ 416 | |
2,017 | 424 | |
2,018 | 332 | |
2,019 | 304 | |
2,020 | 277 | |
Thereafter | 269 | |
Net Book Value | $ 2,022 | $ 2,114 |
Notes Payable - Additional Info
Notes Payable - Additional Information (Detail) - USD ($) | Aug. 26, 2015 | Aug. 07, 2015 | Jun. 08, 2015 | Apr. 24, 2015 | Apr. 03, 2015 | Feb. 17, 2015 | Jan. 29, 2015 | Sep. 30, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2014 | Jun. 30, 2014 | Jun. 30, 2013 |
Debt Instrument [Line Items] | |||||||||||||
Proceeds from issuance of short-term promissory notes | $ 1,245,000 | ||||||||||||
Issuance of warrants | 5,474,829 | ||||||||||||
Net proceeds from issuance of short term promissory notes | $ 1,000,000 | ||||||||||||
Warrants, exercisable period | 54 months | ||||||||||||
Exercise price of warrants | $ 0.17 | $ 0.30 | $ 0.30 | ||||||||||
Warrant expiration date | Dec. 13, 2019 | ||||||||||||
Common stock price per share | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||
Issuance of warrants to purchase common stock | 1,050,000 | ||||||||||||
Warrants exercisable commencing period | 12 months | ||||||||||||
Warrants offered or issued | 2,000,000 | ||||||||||||
Debt discount | $ 426,000 | $ 426,000 | $ 200,000 | ||||||||||
Additional paid-in-capital related to issuance of warrants | 12,000 | ||||||||||||
Warrant liability | 373,000 | 373,000 | 214,000 | ||||||||||
Amortization of debt discount | 127,000 | $ 0 | |||||||||||
Amortization of deferred financing costs | 43,000 | $ 0 | |||||||||||
Senior Secured Convertible Notes [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument interest rate | 9.00% | ||||||||||||
Aggregate principal amount of promissory notes | $ 900,000 | ||||||||||||
Issuance of warrants | 3,626,667 | ||||||||||||
Debt instrument expiration period | 1 year | ||||||||||||
Warrants, exercisable period | 54 months | ||||||||||||
Exercise price of warrants | $ 0.30 | ||||||||||||
Debt instrument consecutive trading days | 20 days | ||||||||||||
Class of warrant of right exercised | $ 2,100,000 | ||||||||||||
Issuance of warrants to purchase common stock | 8,400,000 | ||||||||||||
Debt instrument conversion price | $ 0.25 | ||||||||||||
Debt instrument conversion price percentage decreased | 85.00% | ||||||||||||
Debt instrument redemption price percentage | 110.00% | ||||||||||||
Senior Secured Notes [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Aggregate principal amount of promissory notes | $ 7,350,000 | $ 7,350,000 | |||||||||||
Effective interest rate of notes | 36.00% | 36.00% | |||||||||||
Warrant liability | $ 214,000 | $ 214,000 | |||||||||||
Promissory Note [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Issuance of warrants | 1,050,000 | 1,050,000 | |||||||||||
Lazarus Investment Partners LLLP [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument maturity date | Jul. 2, 2015 | ||||||||||||
Debt instrument interest rate | 5.76% | 12.00% | 12.00% | ||||||||||
Aggregate principal amount of promissory notes | $ 500,000 | $ 500,000 | $ 500,000 | ||||||||||
Exercise price of warrants | $ 0.25 | ||||||||||||
Proceeds to be raised from other financing sources to repay the note | $ 900,000 | ||||||||||||
Ownership percentage by noncontrolling owners | 29.30% | 29.30% | |||||||||||
Warrants held by related party | 6,233,636 | ||||||||||||
Increase in exercise price of warrant | $ 0.01 | ||||||||||||
Warrant expiration date | Oct. 25, 2019 | ||||||||||||
Effective interest rate of notes | 71.00% | 71.00% | |||||||||||
Private Placement [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Aggregate principal amount of promissory notes | $ 3,000,000 | ||||||||||||
Promissory Note, With 8% [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument interest rate | 8.00% | ||||||||||||
Aggregate principal amount of promissory notes | $ 100,000 | $ 100,000 | $ 100,000 | $ 100,000 | |||||||||
Issuance of warrants | 80,000 | ||||||||||||
Gross proceeds from issuance of common stock and warrants | $ 100,000 | ||||||||||||
Debt instrument expiration period | 6 months | ||||||||||||
Net proceeds from issuance of short term promissory notes | $ 92,000 | ||||||||||||
Warrants, exercisable period | 54 months | ||||||||||||
Exercise price of warrants | $ 1.01 | ||||||||||||
Additional proceeds from notes payable | $ 900,000 | ||||||||||||
Effective interest rate of notes | 39.00% | 39.00% | |||||||||||
Promissory Note 5.76% Interest Rate [Member] | Luce Promissory Note [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument interest rate | 5.76% | ||||||||||||
Aggregate principal amount of promissory notes | $ 950,000 | $ 950,000 | $ 950,000 | ||||||||||
Issuance of warrants | 3,166,667 | 99,500 | |||||||||||
Net proceeds from issuance of short term promissory notes | $ 940,000 | ||||||||||||
Warrants, exercisable period | 54 months | 54 months | |||||||||||
Exercise price of warrants | $ 0.31 | $ 1.01 | |||||||||||
Proceeds to be raised from other financing sources to repay the note | $ 950,000 | ||||||||||||
Effective interest rate of notes | 65.00% | 65.00% | |||||||||||
Debt instrument carrying amount | $ 3,595,000 | $ 3,595,000 | |||||||||||
Debt discount | 913,000 | 913,000 | |||||||||||
Additional paid-in-capital related to issuance of warrants | 1,256,000 | ||||||||||||
Promissory Note 5.76% Interest Rate [Member] | Prior to Amendment [Member] | Luce Promissory Note [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument maturity date | Mar. 19, 2015 | ||||||||||||
Promissory Note 5.76% Interest Rate [Member] | Post Amendment [Member] | Luce Promissory Note [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument maturity date | Jul. 2, 2015 | ||||||||||||
Promissory Note 12% Interest Rate [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument interest rate | 12.00% | ||||||||||||
Promissory Note 5.76% and 8% Interest Rate[Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Gain or loss on the extinguishment | $ 557,000 | ||||||||||||
Senior Secured Promissory Note 10.0% Interest Rate [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument interest rate | 10.00% | ||||||||||||
Aggregate principal amount of promissory notes | $ 320,000 | $ 320,000 | $ 320,000 | ||||||||||
Effective interest rate of notes | 63.00% | 63.00% | |||||||||||
20% Promissory Note [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Aggregate principal amount of promissory notes | $ 400,000 | $ 400,000 | |||||||||||
Effective interest rate of notes | 20.00% | 20.00% | |||||||||||
20% Promissory Note [Member] | Promissory Note [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument interest rate | 20.00% | 20.00% | 20.00% | ||||||||||
Aggregate principal amount of promissory notes | $ 400,000 | $ 525,000 | $ 525,000 | ||||||||||
Maturity date, description | (i) August 26, 2016, or (ii) within 30 days of the closing of the contemplated acquisition, merger or similar transaction with Peachstate Health Management, LLC (d/b/a AEON Clinical Laboratories) as described above, or a similar alternative acquisition, merger or similar transaction with an unaffiliated third party, or (iii) the closing of a sale of equity or debt securities of the company, or series of closings, as part of the same transaction, of equity or debt securities within a period of 90 days, in the gross amount of at least $5,000,000 in cash proceeds. | ||||||||||||
Unsecured Promissory Note 20% Interest Rate [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Aggregate principal amount of promissory notes | $ 525,000 | $ 525,000 | |||||||||||
Effective interest rate of notes | 54.00% | 54.00% | |||||||||||
Minimum [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Exercise price of warrants | $ 0.95 | ||||||||||||
Minimum [Member] | Senior Secured Convertible Notes [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Common stock price per share | $ 0.45 | ||||||||||||
Minimum [Member] | Lazarus Investment Partners LLLP [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Exercise price of warrants | $ 0.88 | ||||||||||||
Maximum [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Exercise price of warrants | $ 1.34 | ||||||||||||
Maximum [Member] | Lazarus Investment Partners LLLP [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Exercise price of warrants | $ 2 | ||||||||||||
Secured Promissory Note [Member] | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Proceeds from issuance of short-term promissory notes | $ 200,000 | ||||||||||||
Issuance of secured promissory notes | $ 200,000 | ||||||||||||
Debt instrument maturity date | Mar. 30, 2015 | ||||||||||||
Debt instrument interest rate | 6.00% |
Notes Payable - Schedule of Not
Notes Payable - Schedule of Notes and Unamortized Debt Discount (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Notes payable | ||
Secured notes payable | $ 1,220 | $ 900 |
Unsecured notes payable | 2,375 | 1,450 |
Unamortized debt discount | (426) | (200) |
Notes payable | $ 3,169 | $ 2,150 |
Preferred Stock - Additional In
Preferred Stock - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Jun. 30, 2015 | |
Preferred Stock [Line Items] | ||
Principal amount of senior secured notes | $ 1,220,000 | $ 900,000 |
Series B Preferred Stock [Member] | ||
Preferred Stock [Line Items] | ||
Preferred stock, shares outstanding | 28,000 | |
Preferred stock redemption price per share | $ 25 | |
Conversion rate of common stock per share | $ 2.80 | |
Conversion of preferred stock and accrued dividends into common stock shares | 250,000 | |
Accrued dividend | $ 17,500 | |
Series D Preferred Stock [Member] | ||
Preferred Stock [Line Items] | ||
Preferred stock, shares outstanding | 665,000 | 665,000 |
Preferred stock redemption price per share | $ 10 | |
Conversion rate of common stock per share | $ 1.08571 | |
Conversion of preferred stock and accrued dividends into common stock shares | 6,125,024 | |
Accrued dividend | $ 83,100 | |
Accrued dividend rate | 5.00% | |
Preferred stock repurchased period | 2 years | |
Preferred stock conversion period | 3 years | |
Principal amount of senior secured notes | $ 6,500,000 |
Shareholder's Equity - Changes
Shareholder's Equity - Changes in Shareholders' Equity (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Stockholders Equity [Line Items] | ||
Beginning balance | $ (465) | |
Preferred stock dividends | (102) | $ (101) |
Share-based compensation expense | 123 | |
Restricted shares and stock options issued for services | 161 | |
Warrants issued for services | 12 | |
Warrants issued with debt | 354 | |
Net loss | (2,063) | $ (2,111) |
Ending balance | (1,980) | |
Preferred Stock [Member] | ||
Stockholders Equity [Line Items] | ||
Beginning balance | 69 | |
Ending balance | 69 | |
Common Stock [Member] | ||
Stockholders Equity [Line Items] | ||
Beginning balance | 42 | |
Ending balance | 42 | |
Additional Paid-in Capital [Member] | ||
Stockholders Equity [Line Items] | ||
Beginning balance | 205,909 | |
Share-based compensation expense | 123 | |
Restricted shares and stock options issued for services | 161 | |
Warrants issued for services | 12 | |
Warrants issued with debt | 354 | |
Ending balance | 206,559 | |
Accumulated Deficit [Member] | ||
Stockholders Equity [Line Items] | ||
Beginning balance | (206,485) | |
Preferred stock dividends | (102) | |
Net loss | (2,063) | |
Ending balance | $ (208,650) |
Shareholder's Equity - Addition
Shareholder's Equity - Additional Information (Detail) - shares | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Equity [Abstract] | ||
Stock options exercised | 0 | 0 |
Warrants exercised | 0 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | Sep. 30, 2015USD ($) |
Contingencies And Commitments [Line Items] | |
Amount at issue with regard to purchase arrangement | $ 1.2 |
Inventory and Accounts Payable [Member] | |
Contingencies And Commitments [Line Items] | |
Amount intended to be returned | $ 0.2 |
Other Expense - Summary of Othe
Other Expense - Summary of Other Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Other Income and Expenses [Abstract] | ||
Amortization of debt discount | $ (127) | $ 0 |
Amortization of deferred financing costs | (43) | $ 0 |
Interest expense | (80) | |
Change in fair value of warrant liability | (159) | |
Total other expense | $ (409) |
Fair Value Measurements - Asset
Fair Value Measurements - Assets and Liabilities Subject To Fair Value Measurements (Detail) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 30, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability | $ 373 | $ 214 |
Warranty Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability | 373 | 214 |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability | 373 | 214 |
Level 3 [Member] | Warranty Liability [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Warrant liability | $ 373 | $ 214 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Fair Value Disclosures [Abstract] | ||
Gains or losses resulting from fair value measurement of financial assets included in earnings | $ 0 | |
Change in fair value of warrant liability | $ 159,000 |
Common Stock Warrants - Additio
Common Stock Warrants - Additional Information (Detail) - $ / shares | 3 Months Ended | |
Sep. 30, 2015 | Aug. 07, 2015 | |
Class of Warrant or Right [Line Items] | ||
Warrant exercise price per share | $ 0.30 | $ 0.17 |
Issuance of warrants to purchase common stock | 5,474,829 | |
Promissory Note [Member] | ||
Class of Warrant or Right [Line Items] | ||
Issuance of warrants to purchase common stock | 1,050,000 | |
Consultant for Services [Member] | ||
Class of Warrant or Right [Line Items] | ||
Warrants issued to consultant for services | 100,000 | |
Warrant exercise price per share | $ 0.19 | |
Warrants life | 5 years | |
Class of warrant or right number of warrants issued based on achievement of performance targets | 800,000 | |
Class of warrant or right number of warrants to be issued unless performance targets achieved | 0 |
Common Stock Warrants - Schedul
Common Stock Warrants - Schedule of Common Stock Warrant Activity (Detail) - Warrants [Member] $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended |
Sep. 30, 2015USD ($)$ / sharesshares | |
Number of Shares | |
Outstanding, Beginning balance | shares | 33,669 |
Warrants issued | shares | 1,150 |
Warrants expired | shares | (50) |
Outstanding, Ending balance | shares | 34,769 |
Exercisable, September 30, 2015 | shares | 26,425 |
Weighted Average Exercise Price Per Share | |
Outstanding, Beginning balance | $ 0.84 |
Warrants issued | 0.29 |
Warrants expired | 1.40 |
Outstanding, Ending balance | 0.67 |
Exercisable, September 30, 2015 | $ 0.97 |
Weighted Average Remaining Contractual Life (Years) | |
Outstanding, September 30, 2015 | 3 years 5 months 27 days |
Exercisable, September 30, 2015 | 3 years 1 month 13 days |
Aggregate Intrinsic Value | |
Outstanding, September 30, 2015 | $ | $ 916 |
Exercisable, September 30, 2015 | $ | $ 916 |
Other Subsequent Events - Addit
Other Subsequent Events - Additional Information (Detail) - USD ($) | Aug. 26, 2015 | Aug. 07, 2015 | Oct. 31, 2015 | Sep. 30, 2015 |
Subsequent Event [Line Items] | ||||
Issuance of warrants to purchase common stock | 1,050,000 | |||
Warrants exercisable commencing period | 12 months | |||
Warrants, exercisable period | 54 months | |||
Warrant exercise price per share | $ 0.17 | $ 0.30 | ||
Warrant expiration date | Dec. 13, 2019 | |||
20% Promissory Note [Member] | ||||
Subsequent Event [Line Items] | ||||
Aggregate principal amount of promissory notes | $ 400,000 | |||
Promissory Note [Member] | 20% Promissory Note [Member] | ||||
Subsequent Event [Line Items] | ||||
Aggregate principal amount of promissory notes | $ 400,000 | $ 525,000 | ||
Debt instrument interest rate | 20.00% | 20.00% | ||
Maturity date, description | (i) August 26, 2016, or (ii) within 30 days of the closing of the contemplated acquisition, merger or similar transaction with Peachstate Health Management, LLC (d/b/a AEON Clinical Laboratories) as described above, or a similar alternative acquisition, merger or similar transaction with an unaffiliated third party, or (iii) the closing of a sale of equity or debt securities of the company, or series of closings, as part of the same transaction, of equity or debt securities within a period of 90 days, in the gross amount of at least $5,000,000 in cash proceeds. | |||
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Proceeds from notes payable | $ 5,000,000 | |||
Issuance of warrants to purchase common stock | 1,000,000 | |||
Warrants exercisable commencing period | 12 months | |||
Warrants, exercisable period | 54 months | |||
Warrant exercise price per share | $ 0.30 | |||
Warrant expiration date | Oct. 28, 2016 | |||
Subsequent Event [Member] | Promissory Note [Member] | 20% Promissory Note [Member] | ||||
Subsequent Event [Line Items] | ||||
Debt instrument interest rate | 20.00% | |||
Maturity date, description | (i) October 28, 2016, or (ii) within 30 days of the closing of a sale of equity or debt securities of the company, or series of closings, as part of the same transaction, of equity or debt securities within a period of 90 days, in the gross amount of at least $5,000,000 in cash proceeds. | |||
Subsequent Event [Member] | Peachstate Medical Holdings LLC [Member] | Promissory Note [Member] | ||||
Subsequent Event [Line Items] | ||||
Aggregate principal amount of promissory notes | $ 450,000 |