Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Sep. 30, 2018 | Oct. 25, 2018 | |
Document Information [Line Items] | ||
Entity Registrant Name | Aeon Global Health Corp. | |
Entity Central Index Key | 885,074 | |
Trading Symbol | aghc | |
Current Fiscal Year End Date | --06-30 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Common Stock, Shares Outstanding (in shares) | 7,383,706 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2018 | |
Document Fiscal Year Focus | 2,019 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Consolidated Balance Sheets (Cu
Consolidated Balance Sheets (Current Period Unaudited) - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 |
Current assets | ||
Cash and cash equivalents | $ 569,694 | $ 723,352 |
Accounts receivable, net | 2,701,110 | 2,507,304 |
Inventory, net | 407,878 | 453,129 |
Prepaid expenses and other current assets | 79,405 | 54,058 |
Total current assets | 3,758,087 | 3,737,843 |
Property and equipment, net | 1,292,990 | 1,421,097 |
Other assets | ||
Deferred tax asset | 5,816,315 | 5,816,315 |
Total assets | 10,867,392 | 10,975,255 |
Current liabilities | ||
Accounts payable | 1,644,229 | 1,436,897 |
Accrued expenses | 2,029,564 | 2,082,591 |
Accrued commissions | 459,211 | 608,405 |
Accrued dividends | 85,941 | 984,979 |
Accrued income taxes payable | 515,667 | 515,667 |
Accrued interest notes payable | 151,527 | 155,257 |
Deferred rent | 204,452 | 194,628 |
Notes payable | 1,698,169 | 3,049,651 |
Derivative liabilities | 815,001 | 1,323,625 |
Total current liabilities | 7,603,761 | 10,351,700 |
Deferred rent | 157,498 | 135,001 |
Related party notes payable | 1,415,449 | |
Deferred Taxes Payable | ||
Total liabilities | 9,176,708 | 10,486,701 |
Commitments and contingencies | ||
Shareholders’ equity | ||
Preferred stock, $.10 par value; 5,000,000 shares authorized, Series D, 605,000 shares and Series E 25,000 shares issued and outstanding at September 30, 2018, and June 30, 2018, respectively | 63,000 | 63,000 |
Common stock, $.001 par value; 190,000,000 shares authorized, 7,383,706 and 7,249,370 shares issued and outstanding on September 30, 2018, and June 30, 2018 , respectively | 25,714 | 25,579 |
Additional paid-in capital | 46,600,419 | 45,089,337 |
(Accumulated deficit) retained earnings | (44,998,449) | (44,689,362) |
Total shareholders’ equity | 1,690,684 | 488,554 |
Total liabilities and shareholders’ equity | $ 10,867,392 | $ 10,975,255 |
Consolidated Balance Sheets (_2
Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Sep. 30, 2018 | Jun. 30, 2018 |
Preferred stock, par value (in dollars per share) | $ 0.10 | $ 0.10 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 190,000,000 | 190,000,000 |
Common stock, shares issued (in shares) | 7,383,706 | 7,249,370 |
Common stock, shares outstanding (in shares) | 7,383,706 | 7,249,370 |
Series D Convertible Preferred Stock [Member] | ||
Preferred stock, shares issued (in shares) | 605,000 | 605,000 |
Preferred stock, shares outstanding (in shares) | 605,000 | 605,000 |
Series E Convertible Preferred Stock [Member] | ||
Preferred stock, par value (in dollars per share) | $ 30 | |
Preferred stock, shares issued (in shares) | 25,000 | 25,000 |
Preferred stock, shares outstanding (in shares) | 25,000 | 25,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Net revenues | ||
Net revenues | $ 3,741,190 | $ 3,358,052 |
Operating expenses | ||
Cost of revenues | 1,456,650 | 1,128,576 |
Selling, general and administrative | 2,176,977 | 3,072,428 |
Share based compensation | 69,400 | 68,785 |
Depreciation and amortization | 125,777 | 222,584 |
Total operating expenses | 3,828,804 | 4,492,373 |
Operating loss | (87,614) | (1,134,321) |
Other (expense) income | ||
Interest | (48,736) | (27,349) |
Change in fair value of derivative liabilities | 50,966 | 73,291 |
Other | (128,822) | (38,144) |
(126,592) | 7,798 | |
Loss before provision for income taxes | (214,206) | (1,126,523) |
Provision for income taxes | (9,166) | |
Net loss | (223,372) | (1,126,523) |
Less: preferred dividends | (85,715) | (84,550) |
Net loss available to common shareholders | $ (309,087) | $ (1,211,073) |
Loss per share: | ||
Basic loss per common share (in dollars per share) | $ (0.04) | $ (0.17) |
Diluted loss per common share (in dollars per share) | $ (0.04) | $ (0.17) |
Weighted average number of common shares outstanding | ||
Basic (in shares) | 7,365,723 | 7,249,370 |
Diluted (in shares) | 7,365,723 | 7,249,370 |
Fees for Service [Member] | ||
Net revenues | ||
Net revenues | $ 3,537,631 | $ 3,110,382 |
Hosted Software Service [Member] | ||
Net revenues | ||
Net revenues | 199,009 | 243,020 |
Telehealth Product and Service [Member] | ||
Net revenues | ||
Net revenues | $ 4,550 | $ 4,650 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - 3 months ended Sep. 30, 2018 - USD ($) | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Jun. 30, 2018 | 630,000 | 7,249,370 | |||
Balance at Jun. 30, 2018 | $ 63,000 | $ 25,579 | $ 45,089,337 | $ (44,689,362) | $ 488,554 |
Share-based compensation expense | 69,400 | 69,400 | |||
Preferred common stock dividends (in shares) | 134,336 | ||||
Preferred common stock dividends | $ 135 | 984,622 | (85,715) | 899,042 | |
Related party debt restructuring | 457,060 | 457,060 | |||
Net income (loss) | (223,372) | (223,372) | |||
Balance (in shares) at Sep. 30, 2018 | 630,000 | 7,383,706 | |||
Balance at Sep. 30, 2018 | $ 63,000 | $ 25,714 | $ 46,600,419 | $ (44,998,449) | $ 1,690,684 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Cash Flow from operating activities | ||
Net income (loss) | $ (223,372) | $ (1,126,523) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities | ||
Change in fair value of derivative liabilities | (50,966) | (73,291) |
Depreciation and amortization | 125,777 | 222,584 |
Share based compensation | 69,400 | 68,785 |
Changes in assets and liabilities | ||
Accounts receivable | (193,806) | 205,469 |
Inventory | 45,251 | (29,863) |
Prepaid expenses and other current assets | (25,347) | (27,378) |
Accounts payable | 207,332 | (472,295) |
Accrued expenses | 62,746 | 615,322 |
Accrued commissions | (202,993) | 108,515 |
Deferred rent | 32,320 | |
Net cash used in operating activities | (153,658) | (508,675) |
Cash flows from investing activities | ||
Disposal of fixed assets | 33 | |
Net cash provided by investing activities | 33 | |
Net decrease in cash, cash equivalents, and restricted cash | (153,658) | (508,642) |
Cash, cash equivalents, and restricted cash at beginning of year | 723,352 | 1,242,458 |
Cash, cash equivalents, and restricted cash at end of period | 569,694 | 733,816 |
Cash and cash equivalents | 569,694 | 733,816 |
Restricted cash included in restricted bank deposit | ||
Supplemental disclosure of cash paid for: | ||
Income taxes paid | 9,224 | 76,316 |
Non-cash investing and financing activities | ||
Non-cash preferred dividends | 85,715 | 84,550 |
Preferred dividends settled in common stock | $ 984,622 |
Note 1 - Description of Busines
Note 1 - Description of Business, Reverse Merger and Liquidity | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Business Description and Basis of Presentation [Text Block] | 1. Business AEON Global Health Corp. (“AGHC” or the “Company”) and its subsidiaries primarily provides an array of clinical testing services to health care professionals through its wholly-owned subsidiary, Peachstate Health Management, LLC d/b/a AEON Clinical Laboratories (“AEON”). The Company also continues to provide its legacy secure web-based revenue cycle management applications and telehealth products and services that enable healthcare organizations to increase revenues, improve productivity, reduce costs, coordinate care for patients and enhance related administrative and clinical workflows and compliance with regulatory requirements. Web-based services are delivered as Software as a Service (SaaS) to customers interfacing seamlessly with billing, information and records management systems. Going Concern As of the filing date of this Quarterly Report on Form 10 6 $3,113,618 $1,698,169 March 20, 2020 $2.0 $1,415,449 September 30, 2018 June 30, 2020. $81,000, twelve no not The Company's capital requirements have been and will continue to be significant and it is expending significant amounts of capital to develop, promote and market its services. The Company’s available cash and cash equivalents as of September 30, 2018 $570,000 $3,846,000. 10 $457,000 $1,200,000. The Company does not may may may may may may may not third no Management has concluded that due to the conditions described above, there is substantial doubt about the entity’s ability to continue as a going concern. We have evaluated the significance of the conditions in relation to our ability to meet our obligations and believe that our current cash balance and future cash receipts from revenue will provide sufficient capital to continue operations through fiscal 2019. not no |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 2. Summary of Significant Accounting Policies The Company's condensed consolidated financial statements have been prepared in accordance with U.S. GAAP and following the requirements of the Securities and Exchange Commission ("SEC") for interim reporting. As permitted under those rules certain footnotes or other financial information that are normally required by U.S. GAAP can be condensed or omitted. These interim financial statements have been prepared on the same basis as the Company's annual financial statements and, in the opinion of management, reflect all adjustments, consisting only of normal recurring adjustments, which are necessary for a fair statement of the Company's financial information. These interim results are not June 30, 2019 June 30, 2018, 2018 10 The balance sheet as of June 30, 2018 not Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The most sensitive accounting estimates affecting the financial statements are revenue recognition, the allowance for doubtful accounts, depreciation of long-lived assets, fair value of intangible assets and goodwill, amortization of intangible assets, income taxes and associated deferrals and valuation allowances, commitments and contingencies and measurement of derivative liabilities. Accounts Receivable, Net Accounts receivable represent customer obligations due under normal trade terms, net of allowance for doubtful accounts. The allowance for doubtful accounts reflects our best estimate of probable losses inherent in the accounts receivable balance. We determine the allowance based on known troubled accounts, historical experience and other currently available evidence. The allowance for doubtful accounts was approximately $960,000 $942,000 September 30, 2018 June 30, 2018, Fair Value Measurements The Company follows Accounting Standards Codification (“ASC”) 820 10, "Fair Value Measurements and Disclosures" 820 10 820 10 three three 820 10 Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, Level 3 Pricing inputs that are generally unobservable input and not The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lower priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one 3. Concentrations of Credit Risk The Company maintains its cash in bank deposit accounts which, at times, may September 30, 2018 June 30, 2018, $320,000 $473,000 not At September 30, 2018, one $1,116,000. 31% September 30, 2018. Income Taxes The Company accounts for income taxes under an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than enactments of changes in tax laws or rates. The effect on deferred taxes and liabilities of a change in tax rates will be recognized as income or expense in the period that includes the enactment date. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. Management considers the likelihood of changes by taxing authorities in its filed income tax returns and recognizes a liability for or discloses potential changes that management believes are more likely than not not Reclassification Certain prior year amounts have been reclassified to conform to the current year presentation. Recent Accounting Pronouncements In May 2014, 2014 09, Revenue from Contracts with Customers 606 3 10 no three September 30, 2018. In February 2016, 2016 02, Leases , ” twelve December 15, 2018, first 2020 not not In August 2016, 2016 15, Statement of Cash Flows (Topic 230 July 1, 2018 no In May 2017, 217 09, “Compensation-Stock Compensation (Topic 718 December 15, 2017. not 2019 In July 2017, 2017 11, Earnings Per Share (Topic 260 480 815 no no July 1, 2019. In December 2017, No. 118, 740, “Income Taxes ”, December 22,2017, No. 118 December 22, 2017. No. 118 2018 In August 2018, 2018 13. 820 820 3 July 1, 2020. |
Note 3 - Revenue Recognition
Note 3 - Revenue Recognition | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | 3. Revenue Recognition The Company commenced recognizing revenue in accordance with the provisions of ASC 606, Revenue from Contracts with Customers July 1, 2018 95% 93% three September 30, 2018 2017 not 5% 7% three September 30, 2018. The following are descriptions of the AEON business’ portfolios: Healthcare Insurers Reimbursements from healthcare insurers are based on negotiated fee-for-service schedules. Revenues consist of amounts billed net of contractual allowances for differences between amounts billed and the estimated consideration the Company expects to receive from such payers, which considers historical denial and collection experience and the terms of the Company’s contractual arrangements. Adjustments to the allowances, based on actual receipts from the commercial payers, are recorded upon settlement. Collection of consideration the Company expects to receive is normally a function of providing complete and correct billing information to the healthcare insurers within the various filing deadlines and typically occurs within 30 60 Government Payers Reimbursements from government payers are based on fee-for-services schedules set by government authorities, including traditional Medicare and Medicaid. Revenues consist of amounts billed net of contractual allowances for differences between amounts billed and the estimated consideration the Company expects to receive from such payers, which considers historical denial and collection experience and other factors. Adjustments to the allowances, based on accrual receipts from the government payers, are recorded upon settlement. Client Payers Client payers include physicians, hospitals, accountable care organizations, integrated delivery networks, employers and other commercial laboratories and institutions for which services are performed on a wholesale basis and are billed based on negotiated fee schedules. Collection of consideration the Company expects to receive typically occurs within 60 90 Patients Uninsured patients are billed based on established patient fee schedules or fees negotiated with physicians on behalf of their patients. Insured patients (includes coinsurance and deductible responsibilities) are billed based on fees negotiated with healthcare insurers. Collection of billings from patients is subject to credit risk and ability of the patients to pay. Revenues consist of amounts billed net of discounts provided to uninsured patients. Implicit price concessions represent differences between amounts billed and the estimated consideration the Company expects to receive from patients, which considers historical collection experience and other factors including current market conditions. Adjustments to the estimated allowances, based on actual receipts from the patients, are recorded upon settlement. Telehealth The Company enters into contracts with customers that may The approximate percentage of net revenue by type of customer was as follows: Three Months Ended September 30, 2018 Healthcare Insurers 46.9 % Government Payers 23.5 % Client Payers 24.4 % Patient 0.2 % Telehealth 5.0 % Net revenues 100.0 % |
Note 4 - Inventory
Note 4 - Inventory | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Inventory Disclosure [Text Block] | 4 . Inventory Inventory consists of the following: September 30, June 30, 2018 2018 Laboratory testing supplies $ 407,878 $ 453,129 Total inventory $ 407,878 $ 453,129 |
Note 5 - Income Taxes
Note 5 - Income Taxes | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 5. Income Taxes The Company's effective tax rate for the three September 30, 2018 2017 3.4% 0.0%, three September 30, 2018, 21% At September 30, 2018, $40,699,000. $34,883,000 not $5,816,000. |
Note 6 - Related Party Notes Pa
Note 6 - Related Party Notes Payable | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Short-term Debt [Text Block] | 6 . Related Party Notes Payable September 30, 2018 June 30, 2018 Interest rate Note Interest rate Principal per annum Payable per annum Secured $ 1,056,875 5% interest paid annually $ 1,056,875 5% interest paid annually 641,294 5% interest paid annually 641,294 5% interest paid annually 1,415,449 7.5% interest paid annually 255,417 5% interest paid annually 591,613 5% interest paid annually 504,452 5% interest paid annually Total $ 3,113,618 Total $ 3,049,651 The principal amount listed above is principal only and does not $49,000 July 1, 2018 September 30, 2018. Fiscal 2018 Exchange Transaction On March 27, 2018, $500,000, Note Amendment Transaction In the Note Amendment Transaction, the holders (the "Senior Holders") of the outstanding principal amount of $2,545,199 twelve March 20, 2019 $1.20 2,120,999 not 1 $255,417 $591,613 825,144 $2.07 $1.22 September 30, 2018 $202,000, not March 20, 2019 Note Exchange Transaction In connection with the Note Amendment Transaction, on March 27, 2018, $500,000, $504,452, March 27, 2018. The Additional Senior Note is the same, in all material respects, as the Senior Notes described above in the Note Amendment Transaction and was convertible into shares of the Company's Common Stock at an initial conversion price of $1.20. 420,376 may first In accordance with ASC 470 50, Debt - Modifications and Extinguishments $247,539 Fiscal 2019 Restructuring Transaction Note Restructuring Transaction On July 19, 2018, As a condition to the effectiveness of the Settlement Agreement, the parties agreed to restructure the loans previously made to the Company by Mr. Roshan and Optimum Ventures, LLC, (together the “Lenders”) and to exchange the existing Senior Notes held by them for a new senior credit instrument pursuant to which they will provide up to $2.0 July 19, 2018 ( “July $1,351,482 Pursuant to the July $2.0 not 7.5% June 30, 2020. The Grid Notes are on parity with an outstanding principal amount of $1,698,169 first may 110% The Grid Notes were issued in consideration of the exchange of (i) an aggregate principal amount of $759,869 $591,613 $1,100,000 $900,000. September 30, 2018 $1,415,449. July 19, 2018. In accordance with ASC 470 50, Debt - Modifications and Extinguishments zero September 30, 2018. In connection with the Note Restructuring Transaction, the Company entered into a consent and amendment agreement with the Convertible Note Holders to obtain their consent to the issuance of the Grid Notes. In consideration thereof, the Company and Convertible Note Holders also agree to extend the maturity date of the Senior Convertible Notes for a period of one March 20, 2020 March 20, 2017, |
Note 7 - Equity
Note 7 - Equity | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 7 . Equity Preferred Stock As of September 30, 2018, 25,000 187,500 $4.00 not $30.00 one 5% September 30, 2018 $9,349 As of September 30, 2018, 605,000 619,154 $9.77139 may not $10.00 June 2016. 5% September 30, 2018, $76,366 The Company's preferred stock takes precedence over Common Stock but ranks below debt in the event of liquidation. In addition, the Series D Convertible Preferred Stock ranks above the Series E Convertible Preferred Stock. Earnings per Share FASB ASC Topic 260, Earnings per Share three September 30, 2018, Three Months Ended September 30, 2018 2017 Basic earnings (loss) per share Net loss $ (223,372) $ (1,126,523 ) Preferred stock dividends (85,715 ) (84,550 ) Net loss available to common shareholders after preferred stock dividends $ (309,087) $ (1,211,073 ) Weighted average shares used in the computation of basic earnings per share 7,365,723 7,249,370 Loss per share - basic $ (0.04) $ (0.17 ) Dilutive earnings (loss) per share Loss available to common shareholders $ (309,087) $ (1,211,073 ) Weighed average shares used in the computation of diluted loss per share 7,365,723 7,249,370 Shares used in the computation of diluted loss per share 7,365,723 7,249,370 Loss per share - diluted $ (0.04) (0.17 ) Common Stock Warrants A schedule of common stock warrant activity for the three September 30, 2018 Warrant Activity Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding June 30, 2018 3,458,826 $ 3.65 3.41 $ - Issued - Expired (61,112 ) $ 11.69 - $ - Outstanding September 30, 2018 3,397,714 $ 3.25 3.30 $ - Exercisable, September 30, 2018 3,397,714 $ 3.25 3.47 $ - Due to the adjustment of the conversion price of the New Senior Notes, the exercise price of outstanding warrants to purchase an aggregate of 825,144 $2.07 $1.22 |
Note 8 - Share-based Compensati
Note 8 - Share-based Compensation | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | 8 . Share-Based Compensation Stock option activity under the Company's stock option plans for employees and non-executive directors for the three September 30, 2018 Employees Information Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Outstanding June 30, 2018 265,346 $ 7.08 6.55 Granted - - - Expired/Forfeited (29,167 ) 3.39 - Outstanding September 30, 2018 236,179 7.54 6.13 Exercisable September 30, 2018 139,751 $ 11.81 4.21 Weighted Weighted Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Non-Executive Director Information Options Price Life (Years) Value Outstanding June 30, 2018 545,059 $ 3.08 7.75 $ - Granted 5,001 0.67 9.93 300 Expired/forfeited - - - Outstanding and exercisable September 30, 2018 550,060 $ 3.04 7.54 $ 300 Share based compensation for the three September 30, 2018 2017 $69,400 $69,000 Restricted stock unit activity under the Company's restricted stock unit plans for employees and non-executive directors for the three September 30, 2018 Number of RSUs Weighted Average Grant Date Fair Value Outstanding June 30, 2018 752,391 $ 1.31 Granted - - Expired/Forfeited (37,000 ) 1.19 Outstanding September 30, 2018 715,391 $ 1.32 |
Note 9 - Earn-out Merger Consid
Note 9 - Earn-out Merger Consideration | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Earn-out Stock Compensation Plan [Text Block] | 9. Earn-Out Merger Consideration Pursuant to the Amended and Restated Agreement and Plan of Merger dated January 26, 2016, May 31, 2016 December 2016 ( three December 31, 2018 ( “2018 85% four December 31,2019 “2019 90% 70,000,000 Subsequently, in connection with the Merger, the parties expressed differences of opinion on the interpretation of certain provisions of the Merger Agreement, the calculation of the number of shares of common stock issued pursuant to the initial tranches of the Earn-out under the Merger Agreement, and the assumption of income tax liabilities for undistributed income earned by AEON prior to the Merger. The Company has also incurred negative cash flow for the calendar years 2016 2017, $760,000 $591,613, March 20, 2019 $1.20 1,126,235 zero The Company, AEON and the Former Members reached an agreement to resolve these matters and entered into the Settlement Agreement in order to: (i) provide a source of working capital to the Company to sustain operations and reduce the additional dilution which could have been caused by the conversion of the Loans; (ii) remove the uncertainty as to the number of shares which may 2018 2019 70,000,000 1,200,000 2018 2019 The parties also resolved all interpretative issues relating to the Merger Agreement and clarified the amount and terms of the Earn-outs as described below. With respect to 2018 2018 $21,483,749 three December 31, 2018. 2018 October 1, 2019, December 31, 2018, 3,000,000 not 2018 three December 31, 2018 75% 2018 October 1, 2019, December 31, 2018, 2,250,000 With respect to the 2019 2019 $32,600,530 four December 31, 2019. 2019 three December 31,2019, 4,000,000 2019 December 31, 2019 75% 2019 three December 31, 2019, 3,000,000 The parties also agreed that if the 2019 not 2018 2018 2018 2018 75% 2018 The Company also agreed that in consideration of the restructuring of the consideration due to the Former Members under the Merger Agreement, it shall issue an aggregate of 2,500,000 pro rata February 28, 2019. As additional consideration to the Company under the Settlement Agreement, the Former Members agreed: (i) to relinquish all demand registration rights; (ii) that the arrangements set forth in the Settlement Agreement fully resolved any and all claims arising out of the Merger Agreement and the transactions contemplated thereby; and (iii) to a general release of claims as against the Company. |
Note 10 - Fair Value Measuremen
Note 10 - Fair Value Measurements and Other Financial Instruments | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 10 . Fair Value Measurements and Other Financial Instruments The carrying amounts of the Company's financial assets and liabilities, such as cash, accounts receivable, inventory, prepaid expenses, and other current assets, accounts payable and accrued expenses approximate their fair values because of the short maturity of these instruments. In connection with the issuance of a convertible promissory notes as discussed in Note 6, $1,351,482 July 19, 2018 6 not The Company's Level 3 2011 2015. three September 30, 2016 $1,698,169 The Company utilized the following assumptions in valuing the derivative conversion features: Exercise Price $ 1.20 - $ 1.22 Risk free interest rate 2.32 % - 2.93 % Expected volatility 130 % - 200 % Remaining Term (years) 0.47 - 4.82 Fair Value of Financial Assets and Liabilities Measured on a Recurring Basis The fair value of the Company's financial instruments, using the fair value hierarchy under U.S. GAAP detailed in "Fair Value Measurements" 2, The Company uses Level 3 3 The following tables provide a summary of the changes in fair value, including net transfers in and/or out, of all financial assets / (liabilities) measured at the fair value on a recurring basis using significant unobservable inputs during the three September 30, 2018. Convertible Warrants Notes Total Balance - June 30, 2018 $ 505,069 $ 818,556 $ 1,323,625 Change in fair value of derivative liabilities (64,333 ) (444,291) (508,624) Balance - September 30, 2018 $ 440,736 $ 374,265 $ 815,001 Fair value Level 1 Level 2 Level 3 June 30, 2018 Derivative liabilities $ 1,323,625 $ - $ - $ 1,323,625 September 30, 2018 Derivative liabilities $ 815,001 $ - $ - $ 815,001 Of the $508,624 $457,000 July 19, 2018. 6 For the three September 30, 2018 2017, $509,000 $773,000 |
Note 11 - Commitments and Conti
Note 11 - Commitments and Contingencies | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 11 . Commitments and Contingencies In the case captioned Medlogic, LLC and Malena F. Badon v . Peachstate Health M anagement, LLC, et al. 15 th No.: 2015 0151 not Prior to the completion of the merger, AT&T provided various communication services and equipment to the Company, including facsimile lines. AT&T has claimed that the Company owes approximately $500,000 no September 30, 2018. Regarding the termination of the Company’s relationship with certain executives, including the former Chief Executive Officer of Authentidate Holding Corp., O’Connell Benjamin, the Company has been reviewing its severance obligations and the vesting of post-termination provisions. The Company believes it has accrued all related severance costs as of September 30, 2018 June 22, 2016 $341,620 October 30, 2017, no On Mar 3, 2017, 1996, 23, 2017 may, not The Company was the defendant in an action captioned Cogmedix, Inc. v. Authentidate Holding Corp. No.: 1685CV013188. September 6, 2016, December 6, 2013, $227,061, February 15, 2018, $320,638 October 17, 2018, 9 $149,996 June 2019. The Company, its Chief Executive Officer, and certain yet identified persons are defendants in a case captioned Carlotta Miraflor v. Peachstate Health Management, LLC d/b/a Aeon Global Health, et al. October 4, 2017 No.: 5:17 02046 January 3, 2018 July 2017, The Company is the defendant in the case captioned Healthy Practice Solutions, LLC v. Peachstate Health Management, LLC, No.: 18 000042, not On September 15, 2015, six $135,000 first $148,000 18 th 27 th 36 th $121,000 July 2017, first 2018. not The Company is 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 The Company has entered into various agreements by which we may may may third not not September 30, 2018, not |
Note 12 - Related Party Transac
Note 12 - Related Party Transactions | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 12 . Related Party Transactions Except as disclosed herein, the Company has not 5% July 1, 2017. AEON leases its facilities from Centennial Properties of Georgia, LLC under a lease agreement commencing April 2014, January 20, 2016. 12 March 2026. $46,500 $60,000. first three September 2018 2017 $77,000 $144,000, The Company holds certain related party notes payable to certain shareholders and its Chief Executive Officer, as detailed in Note 6. $49,000 $32,000, three September 30, 2018 2017, The Company entered into a lease agreement with Hanif A. ("Sonny") Roshan (the "landlord") for a residential premises at 5455 30517 one January 1, 2018 December 31, 2018 $7,500 first 3% $22,500 $22,500 three September 30, 2018 2017. Certain of the Company's affiliates, including members of its senior management and board, as well as their respective family members and other affiliates, have relationships and agreements among themselves as well as with the Company and its affiliates, that create the potential for both real, as well as perceived, conflicts of interest. These include certain with which the Company does business. The Company does business with Kemah Palms, an entity that is majority owned by the Company's Chairman and CEO, Hanif Roshan. AEON generated approximately $10,000 2018. On September 18, 2018, no 10% three An entity affiliated with the Company’s Chief Executive Officer extended a personal loan of $500,000 |
Note 13 - Segment Information
Note 13 - Segment Information | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | 1 3 . Segment Information The Company is operated as two Selected financial information related to the Company's segments is presented below: Authentidate AEON Total Three Months ended September 30, 2018 Net revenues $ 203,559 $ 3,537,631 $ 3,741,190 Cost of revenues 39,883 1,416,767 1,456,650 Operating expenses 189,841 3,638,963 3,828,804 Operating income (loss) 13,718 (101,332 ) (87,614 ) Net income (loss) 78,793 (302,165) (223,372 ) Three months ended September 30, 2017 Net revenues $ 247,670 $ 3,110,382 $ 3,358,052 Cost of revenues 55,127 1,073,449 1,128,576 Operating expenses 873,385 3,618,988 4,492,373 Operating income (loss) (628,715 ) (505,606 ) (1,134,321 ) Net income (loss) (520,947 ) (605,576) (1,126,523 ) September 30, 2018 Total assets $ 5,967,666 4,899,726 $ 10,867,392 June 30, 2018 Total Assets $ 7,532,512 $ 3,442,743 $ 10,975,255 |
Note 14 - Subsequent Events
Note 14 - Subsequent Events | 3 Months Ended |
Sep. 30, 2018 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 14. The Company was the defendant in an action captioned Cogmedix, Inc. v. Authentidate Holding Corp. No.: 1685CV013188. September 6, 2016, December 6, 2013, $227,061, February 15, 2018, $320,638 October 17, 2018, 9 $149,996 June 2019. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Sep. 30, 2018 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. Intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The most sensitive accounting estimates affecting the financial statements are revenue recognition, the allowance for doubtful accounts, depreciation of long-lived assets, fair value of intangible assets and goodwill, amortization of intangible assets, income taxes and associated deferrals and valuation allowances, commitments and contingencies and measurement of derivative liabilities. |
Trade and Other Accounts Receivable, Policy [Policy Text Block] | Accounts Receivable, Net Accounts receivable represent customer obligations due under normal trade terms, net of allowance for doubtful accounts. The allowance for doubtful accounts reflects our best estimate of probable losses inherent in the accounts receivable balance. We determine the allowance based on known troubled accounts, historical experience and other currently available evidence. The allowance for doubtful accounts was approximately $960,000 $942,000 September 30, 2018 June 30, 2018, |
Revenue Recognition, Policy [Policy Text Block] | Fair Value Measurements The Company follows Accounting Standards Codification (“ASC”) 820 10, "Fair Value Measurements and Disclosures" 820 10 820 10 three three 820 10 Level 1 Quoted market prices available in active markets for identical assets or liabilities as of the reporting date. Level 2 Pricing inputs other than quoted prices in active markets included in Level 1, Level 3 Pricing inputs that are generally unobservable input and not The fair value hierarchy gives the highest priority to quoted prices (unadjusted) in active markets for identical assets or liabilities and the lower priority to unobservable inputs. If the inputs used to measure the financial assets and liabilities fall within more than one 3. |
Concentration Risk, Credit Risk, Policy [Policy Text Block] | Concentrations of Credit Risk The Company maintains its cash in bank deposit accounts which, at times, may September 30, 2018 June 30, 2018, $320,000 $473,000 not At September 30, 2018, one $1,116,000. 31% September 30, 2018. |
Income Tax, Policy [Policy Text Block] | Income Taxes The Company accounts for income taxes under an asset and liability approach that requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been recognized in the Company’s financial statements or tax returns. In estimating future tax consequences, the Company generally considers all expected future events other than enactments of changes in tax laws or rates. The effect on deferred taxes and liabilities of a change in tax rates will be recognized as income or expense in the period that includes the enactment date. A valuation allowance is established when necessary to reduce deferred tax assets to the amount expected to be realized. Management considers the likelihood of changes by taxing authorities in its filed income tax returns and recognizes a liability for or discloses potential changes that management believes are more likely than not not |
Reclassification, Policy [Policy Text Block] | Reclassification Certain prior year amounts have been reclassified to conform to the current year presentation. |
New Accounting Pronouncements, Policy [Policy Text Block] | Recent Accounting Pronouncements In May 2014, 2014 09, Revenue from Contracts with Customers 606 3 10 no three September 30, 2018. In February 2016, 2016 02, Leases , ” twelve December 15, 2018, first 2020 not not In August 2016, 2016 15, Statement of Cash Flows (Topic 230 July 1, 2018 no In May 2017, 217 09, “Compensation-Stock Compensation (Topic 718 December 15, 2017. not 2019 In July 2017, 2017 11, Earnings Per Share (Topic 260 480 815 no no July 1, 2019. In December 2017, No. 118, 740, “Income Taxes ”, December 22,2017, No. 118 December 22, 2017. No. 118 2018 In August 2018, 2018 13. 820 820 3 July 1, 2020. |
Note 3 - Revenue Recognition (T
Note 3 - Revenue Recognition (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Revenue from External Customers by Products and Services [Table Text Block] | Three Months Ended September 30, 2018 Healthcare Insurers 46.9 % Government Payers 23.5 % Client Payers 24.4 % Patient 0.2 % Telehealth 5.0 % Net revenues 100.0 % |
Note 4 - Inventory (Tables)
Note 4 - Inventory (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Inventory, Current [Table Text Block] | September 30, June 30, 2018 2018 Laboratory testing supplies $ 407,878 $ 453,129 Total inventory $ 407,878 $ 453,129 |
Note 6 - Related Party Notes _2
Note 6 - Related Party Notes Payable (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | September 30, 2018 June 30, 2018 Interest rate Note Interest rate Principal per annum Payable per annum Secured $ 1,056,875 5% interest paid annually $ 1,056,875 5% interest paid annually 641,294 5% interest paid annually 641,294 5% interest paid annually 1,415,449 7.5% interest paid annually 255,417 5% interest paid annually 591,613 5% interest paid annually 504,452 5% interest paid annually Total $ 3,113,618 Total $ 3,049,651 |
Note 7 - Equity (Tables)
Note 7 - Equity (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | Three Months Ended September 30, 2018 2017 Basic earnings (loss) per share Net loss $ (223,372) $ (1,126,523 ) Preferred stock dividends (85,715 ) (84,550 ) Net loss available to common shareholders after preferred stock dividends $ (309,087) $ (1,211,073 ) Weighted average shares used in the computation of basic earnings per share 7,365,723 7,249,370 Loss per share - basic $ (0.04) $ (0.17 ) Dilutive earnings (loss) per share Loss available to common shareholders $ (309,087) $ (1,211,073 ) Weighed average shares used in the computation of diluted loss per share 7,365,723 7,249,370 Shares used in the computation of diluted loss per share 7,365,723 7,249,370 Loss per share - diluted $ (0.04) (0.17 ) |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Warrant Activity Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life (Years) Aggregate Intrinsic Value Outstanding June 30, 2018 3,458,826 $ 3.65 3.41 $ - Issued - Expired (61,112 ) $ 11.69 - $ - Outstanding September 30, 2018 3,397,714 $ 3.25 3.30 $ - Exercisable, September 30, 2018 3,397,714 $ 3.25 3.47 $ - |
Note 8 - Share-based Compensa_2
Note 8 - Share-based Compensation (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Share-based Compensation, Stock Options, Activity [Table Text Block] | Employees Information Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life (Years) Outstanding June 30, 2018 265,346 $ 7.08 6.55 Granted - - - Expired/Forfeited (29,167 ) 3.39 - Outstanding September 30, 2018 236,179 7.54 6.13 Exercisable September 30, 2018 139,751 $ 11.81 4.21 Weighted Weighted Average Average Remaining Aggregate Number of Exercise Contractual Intrinsic Non-Executive Director Information Options Price Life (Years) Value Outstanding June 30, 2018 545,059 $ 3.08 7.75 $ - Granted 5,001 0.67 9.93 300 Expired/forfeited - - - Outstanding and exercisable September 30, 2018 550,060 $ 3.04 7.54 $ 300 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity [Table Text Block] | Number of RSUs Weighted Average Grant Date Fair Value Outstanding June 30, 2018 752,391 $ 1.31 Granted - - Expired/Forfeited (37,000 ) 1.19 Outstanding September 30, 2018 715,391 $ 1.32 |
Note 10 - Fair Value Measurem_2
Note 10 - Fair Value Measurements and Other Financial Instruments (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | Exercise Price $ 1.20 - $ 1.22 Risk free interest rate 2.32 % - 2.93 % Expected volatility 130 % - 200 % Remaining Term (years) 0.47 - 4.82 |
Schedule of Derivative Liabilities at Fair Value [Table Text Block] | Convertible Warrants Notes Total Balance - June 30, 2018 $ 505,069 $ 818,556 $ 1,323,625 Change in fair value of derivative liabilities (64,333 ) (444,291) (508,624) Balance - September 30, 2018 $ 440,736 $ 374,265 $ 815,001 |
Fair Value, Liabilities Measured on Recurring and Nonrecurring Basis [Table Text Block] | Fair value Level 1 Level 2 Level 3 June 30, 2018 Derivative liabilities $ 1,323,625 $ - $ - $ 1,323,625 September 30, 2018 Derivative liabilities $ 815,001 $ - $ - $ 815,001 |
Note 13 - Segment Information (
Note 13 - Segment Information (Tables) | 3 Months Ended |
Sep. 30, 2018 | |
Notes Tables | |
Schedule of Segment Reporting Information, by Segment [Table Text Block] | Authentidate AEON Total Three Months ended September 30, 2018 Net revenues $ 203,559 $ 3,537,631 $ 3,741,190 Cost of revenues 39,883 1,416,767 1,456,650 Operating expenses 189,841 3,638,963 3,828,804 Operating income (loss) 13,718 (101,332 ) (87,614 ) Net income (loss) 78,793 (302,165) (223,372 ) Three months ended September 30, 2017 Net revenues $ 247,670 $ 3,110,382 $ 3,358,052 Cost of revenues 55,127 1,073,449 1,128,576 Operating expenses 873,385 3,618,988 4,492,373 Operating income (loss) (628,715 ) (505,606 ) (1,134,321 ) Net income (loss) (520,947 ) (605,576) (1,126,523 ) September 30, 2018 Total assets $ 5,967,666 4,899,726 $ 10,867,392 June 30, 2018 Total Assets $ 7,532,512 $ 3,442,743 $ 10,975,255 |
Note 1 - Description of Busin_2
Note 1 - Description of Business, Reverse Merger and Liquidity (Details Textual) - USD ($) | Nov. 07, 2018 | Oct. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2017 |
Short-term Debt, Total | $ 1,415,449 | ||||
Cash and Cash Equivalents, at Carrying Value, Ending Balance | 569,694 | 723,352 | $ 733,816 | ||
Working Capital (Deficit) | 3,846,000 | ||||
Subsequent Event [Member] | |||||
Cash and Cash Equivalents, at Carrying Value, Ending Balance | $ 0 | $ 457,000 | |||
Estimated Monthly Operational Requirement | 1,200,000 | ||||
Subsequent Event [Member] | Grid Notes [Member] | |||||
Debt Instrument, Face Amount | 2,000,000 | ||||
Secured Debt, Total | 1,415,449 | ||||
Subsequent Event [Member] | Secured Notes Maturing on June 15, 2018 [Member] | |||||
Debt Instrument, Face Amount | 81,000 | ||||
Subsequent Event [Member] | Subordinated Secured Note Payable [Member] | Former Chief Financial Officer [Member] | Accrued Expenses [Member] | |||||
Due to Related Parties, Total | 1,698,169 | ||||
Secured Convertible Note Payable [Member] | |||||
Short-term Debt, Total | $ 3,049,651 | ||||
Debt Instrument, Face Amount | $ 3,113,618 | ||||
Secured Convertible Note Payable [Member] | Subsequent Event [Member] | |||||
Short-term Debt, Total | $ 3,113,618 |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Details Textual) | 3 Months Ended | |
Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | |
Allowance for Doubtful Accounts Receivable, Current, Ending Balance | $ 960,000 | $ 942,000 |
Cash, Uninsured Amount | 320,000 | $ 473,000 |
One Customer [Member] | ||
Accounts Receivable, Net, Total | $ 1,116,000 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | ||
Number of Major Customers | 1 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | One Customer [Member] | ||
Concentration Risk, Percentage | 31.00% |
Note 3 - Revenue Recognition (D
Note 3 - Revenue Recognition (Details Textual) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Percentage of Revenues | 100.00% | |
Lab Test [Member] | ||
Percentage of Revenues | 95.00% | 93.00% |
Telehealth [Member] | ||
Percentage of Revenues | 5.00% | 7.00% |
Note 3 - Revenue Recognition -
Note 3 - Revenue Recognition - Revenues by Type of Customers (Details) | 3 Months Ended |
Sep. 30, 2018 | |
Percentage of net revenue | 100.00% |
Healthcare Insurers [Member] | |
Percentage of net revenue | 46.90% |
Government Payers [Member] | |
Percentage of net revenue | 23.50% |
Client Payers [Member] | |
Percentage of net revenue | 24.40% |
Patient [Member] | |
Percentage of net revenue | 0.20% |
Telehealth [Member] | |
Percentage of net revenue | 5.00% |
Note 4 - Inventory - Inventory
Note 4 - Inventory - Inventory (Details) - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 |
Laboratory testing supplies | $ 407,878 | $ 453,129 |
Total inventory | $ 407,878 | $ 453,129 |
Note 5 - Income Taxes (Details
Note 5 - Income Taxes (Details Textual) - USD ($) | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2019 | |
Effective Income Tax Rate Reconciliation, Percent, Total | 3.40% | 0.00% | |
Deferred Tax Assets, Net, Total | $ 40,699,000 | ||
Deferred Tax Assets, Valuation Allowance, Total | 34,883,000 | ||
Deferred Tax Assets, Operating Loss Carryforwards, Total | $ 5,816,000 | ||
Scenario, Forecast [Member] | |||
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 21.00% |
Note 6 - Related Party Notes _3
Note 6 - Related Party Notes Payable (Details Textual) | Jul. 19, 2018USD ($) | Jun. 30, 2018USD ($)$ / shares | Mar. 27, 2018USD ($)$ / sharesshares | Sep. 30, 2018USD ($) | Mar. 26, 2018$ / shares |
Interest Payable, Current | $ 155,257 | $ 151,527 | |||
Short-term Debt, Total | 1,415,449 | ||||
New Notes Warrants [Member] | |||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | shares | 825,144 | ||||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ / shares | $ 1.22 | $ 2.07 | |||
Note Restructuring Transaction [Member] | AEON Global Health Corp [Member] | Lenders [Member] | |||||
Debt Agreement, Maximum Borrowing Capacity | $ 2,000,000 | ||||
Chief Executive Officer [Member] | AEON Global Health Corp [Member] | |||||
Short-term Debt, Total | $ 760,000 | ||||
Chief Executive Officer [Member] | Grid Notes [Member] | AEON Global Health Corp [Member] | |||||
Debt Instrument, Face Amount | 1,100,000 | ||||
Short-term Debt, Total | 759,869 | ||||
Optimum Ventures, LLC [Member] | AEON Global Health Corp [Member] | |||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 1.20 | ||||
Debt Instrument, Convertible, Number of Equity Instruments | 1,126,235 | ||||
Short-term Debt, Total | $ 591,613 | ||||
Optimum Ventures, LLC [Member] | Grid Notes [Member] | AEON Global Health Corp [Member] | |||||
Debt Instrument, Face Amount | 900,000 | ||||
Short-term Debt, Total | 591,613 | 1,415,449 | |||
Lenders [Member] | |||||
Debt Instrument, Face Amount | 1,351,482 | ||||
Lenders [Member] | Grid Notes [Member] | |||||
Debt Instrument, Face Amount | $ 2,000,000 | ||||
Debt Instrument, Interest Rate, Stated Percentage | 7.50% | ||||
Lenders [Member] | Grid Notes [Member] | AEON Global Health Corp [Member] | |||||
Debt Instrument, Redemption Price, Percentage | 110.00% | ||||
Promissory Notes [Member] | Chief Executive Officer [Member] | |||||
Debt Instrument, Face Amount | $ 500,000 | ||||
Secured Convertible Note Payable [Member] | |||||
Debt Instrument, Face Amount | 3,113,618 | ||||
Short-term Debt, Total | $ 3,049,651 | ||||
Paid-in-Kind Interest | 0 | ||||
Secured Convertible Note Payable [Member] | New Notes [Member] | |||||
Debt Instrument, Face Amount | $ 2,545,199 | ||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 1.20 | ||||
Debt Instrument, Convertible, Number of Equity Instruments | 2,120,999 | ||||
Interest Payable, Current | $ 202,000 | ||||
Gain (Loss) on Extinguishment of Debt, Total | $ (247,539) | ||||
Secured Convertible Note Payable [Member] | Additional Senior Note [Member] | |||||
Debt Instrument, Face Amount | $ 504,452 | ||||
Debt Instrument, Convertible, Conversion Price | $ / shares | $ 1.20 | ||||
Debt Instrument, Convertible, Number of Equity Instruments | 420,376 | ||||
Secured Convertible Note Payable [Member] | Original Notes [Member] | AEON Global Health Corp [Member] | |||||
Debt Instrument, Face Amount | $ 1,698,169 | ||||
Secured Convertible Note Payable [Member] | Chief Executive Officer [Member] | New Notes [Member] | |||||
Debt Instrument, Face Amount | $ 255,417 | ||||
Secured Convertible Note Payable [Member] | Optimum Ventures, LLC [Member] | New Notes [Member] | |||||
Debt Instrument, Face Amount | $ 591,613 |
Note 6 - Related Party Notes _4
Note 6 - Related Party Notes Payable - Related Party Notes Payable (Details) - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 |
Related party notes payable | $ 1,415,449 | |
Secured Convertible Note Payable [Member] | ||
Related party notes payable, principal | 3,113,618 | |
Related party notes payable | $ 3,049,651 | |
Secured Convertible Note Payable [Member] | Lender One [Member] | ||
Related party notes payable, principal | $ 1,056,875 | |
Debt instrument, stated percentage | 5.00% | 5.00% |
Related party notes payable | $ 1,056,875 | |
Secured Convertible Note Payable [Member] | Lender Two [Member] | ||
Related party notes payable, principal | $ 641,294 | |
Debt instrument, stated percentage | 5.00% | 5.00% |
Related party notes payable | $ 641,294 | |
Secured Convertible Note Payable [Member] | Lender Three [Member] | ||
Related party notes payable, principal | $ 1,415,449 | |
Debt instrument, stated percentage | 7.50% | 5.00% |
Related party notes payable | $ 255,417 | |
Secured Convertible Note Payable [Member] | Lender Four [Member] | ||
Related party notes payable, principal | ||
Debt instrument, stated percentage | 5.00% | |
Related party notes payable | $ 591,613 | |
Secured Convertible Note Payable [Member] | Lender Five [Member] | ||
Related party notes payable, principal | ||
Debt instrument, stated percentage | 5.00% | |
Related party notes payable | $ 504,452 |
Note 7 - Equity (Details Textua
Note 7 - Equity (Details Textual) - USD ($) | 3 Months Ended | |||
Sep. 30, 2018 | Jun. 30, 2018 | Mar. 27, 2018 | Mar. 26, 2018 | |
Preferred Stock, Par or Stated Value Per Share | $ 0.10 | $ 0.10 | ||
New Notes Warrants [Member] | ||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights | 825,144 | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights | $ 1.22 | $ 2.07 | ||
Series E Convertible Preferred Stock [Member] | ||||
Preferred Stock, Shares Outstanding, Ending Balance | 25,000 | 25,000 | ||
Convertible Preferred Stock, Aggregate Shares Issued upon Conversion | 187,500 | |||
Convertible Preferred Stock, Conversion Price | $ 4 | |||
Preferred Stock, Par or Stated Value Per Share | $ 30 | |||
Preferred Stock, Period Following Issuance Date to Initiate Redemption | 1 year | |||
Preferred Stock, Dividend Rate, Percentage | 5.00% | |||
Dividends Payable | $ 9,349 | |||
Series D Convertible Preferred Stock [Member] | ||||
Preferred Stock, Shares Outstanding, Ending Balance | 605,000 | 605,000 | ||
Convertible Preferred Stock, Aggregate Shares Issued upon Conversion | 619,154 | |||
Convertible Preferred Stock, Conversion Price | $ 9.77139 | |||
Preferred Stock, Dividend Rate, Percentage | 5.00% | |||
Dividends Payable | $ 76,366 | |||
Preferred Stock, Redemption Price Per Share | $ 10 |
Note 7 - Equity - Earnings Per
Note 7 - Equity - Earnings Per Share (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Basic earnings (loss) per share | ||
Net loss | $ (223,372) | $ (1,126,523) |
Preferred stock dividends | (85,715) | (84,550) |
Net loss available to common shareholders after preferred stock dividends | $ (309,087) | $ (1,211,073) |
Weighted average shares used in the computation of basic earnings per share (in shares) | 7,365,723 | 7,249,370 |
Loss per share - basic (in dollars per share) | $ (0.04) | $ (0.17) |
Dilutive earnings (loss) per share | ||
Loss available to common shareholders | $ (309,087) | $ (1,211,073) |
Weighed average shares used in the computation of diluted loss per share (in shares) | 7,365,723 | 7,249,370 |
Shares used in the computation of diluted loss per share (in shares) | 7,365,723 | 7,249,370 |
Loss per share - diluted (in dollars per share) | $ (0.04) | $ (0.17) |
Note 7 - Equity - Warrant Activ
Note 7 - Equity - Warrant Activity (Details) - Warrant [Member] - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Jun. 30, 2018 | |
Warrants outstanding (in shares) | 3,458,826 | |
Warrants outstanding, weighted average exercise price per share (in dollars per share) | $ 3.65 | |
Warrants outstanding, weighted average remaining contractual life (Year) | 3 years 109 days | 3 years 149 days |
Warrants outstanding, aggregate intrinsic value | ||
Warrants issued (in shares) | ||
Warrants issued, weighted average exercise price per share (in dollars per share) | ||
Warrants expired (in shares) | (61,112) | |
Warrants expired, weighted average exercise price per share (in dollars per share) | $ 11.69 | |
Warrants outstanding (in shares) | 3,397,714 | 3,458,826 |
Warrants outstanding, weighted average exercise price per share (in dollars per share) | $ 3.25 | $ 3.65 |
Warrants exercisable (in shares) | 3,397,714 | |
Warrants exercisable, weighted average exercise price per share (in dollars per share) | $ 3.25 | |
Warrants exercisable, weighted average remaining contractual life (Year) | 3 years 171 days | |
Warrants exercisable, aggregate intrinsic value |
Note 8 - Share-based Compensa_3
Note 8 - Share-based Compensation (Details Textual) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Allocated Share-based Compensation Expense, Total | $ 69,400 | $ 69,000 |
Note 8 - Share-based Compensa_4
Note 8 - Share-based Compensation - Stock Option Activity (Details) - USD ($) | 3 Months Ended | 12 Months Ended |
Sep. 30, 2018 | Jun. 30, 2018 | |
Employees [Member] | ||
Outstanding, beginning of period (in shares) | 265,346 | |
Outstanding, weighted average exercise price (in dollars per share) | $ 7.08 | |
Outstanding, average remaining contractual life (Year) | 6 years 47 days | 6 years 200 days |
Number of options granted (in shares) | ||
Granted, weighted average exercise price (in dollars per share) | ||
Granted, average remaining contractual life (Year) | ||
Number of options expired/forfeited (in shares) | (29,167) | |
Expired/forfeited, weighted average exercise price (in dollars per share) | $ 3.39 | |
Expired/forfeited, average remaining contractual life (Year) | ||
Outstanding, end of period (in shares) | 236,179 | 265,346 |
Outstanding, weighted average exercise price (in dollars per share) | $ 7.54 | $ 7.08 |
Exercisable (in shares) | 139,751 | |
Exercisable, weighted average exercise price (in dollars per share) | $ 11.81 | |
Exercisable, average remaining contractual life (Year) | 4 years 76 days | |
Non-Executives [Member] | ||
Outstanding, beginning of period (in shares) | 545,059 | |
Outstanding, weighted average exercise price (in dollars per share) | $ 3.08 | |
Outstanding, average remaining contractual life (Year) | 7 years 197 days | 7 years 273 days |
Number of options granted (in shares) | 5,001 | |
Granted, weighted average exercise price (in dollars per share) | $ 0.67 | |
Granted, average remaining contractual life (Year) | 9 years 339 days | |
Number of options expired/forfeited (in shares) | ||
Expired/forfeited, weighted average exercise price (in dollars per share) | ||
Expired/forfeited, average remaining contractual life (Year) | ||
Outstanding, end of period (in shares) | 550,060 | 545,059 |
Outstanding, weighted average exercise price (in dollars per share) | $ 3.04 | $ 3.08 |
Outstanding, aggregate intrinsic value | $ 300 | |
Granted, aggregate intrinsic value | 300 | |
Expired/forfeited, aggregate intrinsic value |
Note 8 - Share-based Compensa_5
Note 8 - Share-based Compensation - Restricted Stock Unit Activity (Details) - Restricted Stock Units (RSUs) [Member] | 3 Months Ended |
Sep. 30, 2018$ / sharesshares | |
Number of RSUs outstanding (in shares) | shares | 752,391 |
RSUs outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 1.31 |
Number of RSUs granted (in shares) | shares | |
RSUs granted, weighted average grant date fair value (in dollars per share) | $ / shares | |
Number of RSUs expired/forfeited (in shares) | shares | (37,000) |
RSUs expired/forfeited, weighted average grant date fair value (in dollars per share) | $ / shares | $ 1.19 |
Number of RSUs outstanding (in shares) | shares | 715,391 |
RSUs outstanding, weighted average grant date fair value (in dollars per share) | $ / shares | $ 1.32 |
Note 9 - Earn-out Merger Cons_2
Note 9 - Earn-out Merger Consideration (Details Textual) - USD ($) | Jul. 19, 2018 | Jun. 30, 2018 | Sep. 30, 2018 |
Short-term Debt, Total | $ 1,415,449 | ||
AEON Global Health Corp [Member] | |||
Number of Shares of the Company’s Common Stock Issued Presented as Percentage of Issued and Outstanding Shares If EBITDA Level Is Achieved for Three Years | 85.00% | ||
Number of Shares of the Company’s Common Stock Issued Presented as Percentage of Issued and Outstanding Shares If EBITDA Level Is Achieved for Four Years | 90.00% | ||
Number of Shares Issuable upon Achievement of Earnout | 1,200,000 | 70,000,000 | |
The 2018 Earnout Presented as Amount of EBITDA for Three Years | $ 21,483,749 | ||
Fixed Numbers of Shares Issuable If the 2018 Earnout Achieved | 3,000,000 | ||
Percentage of 2018 Earnout Target Required for Three Years | 75.00% | ||
Fixed Numbers of Shares Issuable If 2018 EBITDA for Three Years Is Met | $ 2,250,000 | ||
The 2019 Earnout Presented as Amount of EBITDA for Three Years | $ 32,600,530 | ||
Fixed Numbers of Shares Issuable If the 2019 Earnout Achieved | 4,000,000 | ||
Percentage of 2019 Earnout Target Required for Three Years | 75.00% | ||
Fixed Numbers of Shares Issuable If 2019 EBITDA for Three Years Is Met | 3,000,000 | ||
Number of Additional Shares Issuable in Consideration of Restructuring | 2,500,000 | ||
AEON Global Health Corp [Member] | Chief Executive Officer [Member] | |||
Short-term Debt, Total | $ 760,000 | ||
AEON Global Health Corp [Member] | Optimum Ventures, LLC [Member] | |||
Short-term Debt, Total | $ 591,613 | ||
Debt Instrument, Convertible, Conversion Price | $ 1.20 | ||
Debt Instrument, Convertible, Number of Equity Instruments | 1,126,235 |
Note 10 - Fair Value Measurem_3
Note 10 - Fair Value Measurements and Other Financial Instruments (Details Textual) - USD ($) | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jul. 19, 2018 | |
Convertible Notes Payable, Total | $ 1,698,169 | ||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings | (508,624) | $ (773,000) | |
Adjustment to Additional Paid in Capital, Related Party Debt Restructuring | $ 457,060 | ||
Lenders [Member] | |||
Debt Instrument, Face Amount | $ 1,351,482 |
Note 10 - Fair Value Measurem_4
Note 10 - Fair Value Measurements and Other Financial Instruments - Valuation Techniques (Details) | Sep. 30, 2018yr |
Minimum [Member] | Measurement Input, Exercise Price [Member] | |
Derivative valuation assumption | 1.2 |
Minimum [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Derivative valuation assumption | 0.0232 |
Minimum [Member] | Measurement Input, Price Volatility [Member] | |
Derivative valuation assumption | 1.3 |
Minimum [Member] | Measurement Input, Expected Term [Member] | |
Derivative valuation assumption | 0.47 |
Maximum [Member] | Measurement Input, Exercise Price [Member] | |
Derivative valuation assumption | 1.22 |
Maximum [Member] | Measurement Input, Risk Free Interest Rate [Member] | |
Derivative valuation assumption | 0.0293 |
Maximum [Member] | Measurement Input, Price Volatility [Member] | |
Derivative valuation assumption | 2 |
Maximum [Member] | Measurement Input, Expected Term [Member] | |
Derivative valuation assumption | 4.82 |
Note 10 - Fair Value Measurem_5
Note 10 - Fair Value Measurements and Other Financial Instruments - Summary in Changes in Fair Value (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2018 | Sep. 30, 2017 | |
Balance, beginning of period | $ 1,323,625 | |
Change in fair value of derivative liabilities | (508,624) | $ (773,000) |
Balance, end of period | 815,001 | |
Warrant [Member] | ||
Balance, beginning of period | 505,069 | |
Change in fair value of derivative liabilities | (64,333) | |
Balance, end of period | 440,736 | |
Convertible Notes [Member] | ||
Balance, beginning of period | 818,556 | |
Change in fair value of derivative liabilities | (444,291) | |
Balance, end of period | $ 374,265 |
Note 10 - Fair Value Measurem_6
Note 10 - Fair Value Measurements and Other Financial Instruments - Derivative Liabilities (Details) - USD ($) | Sep. 30, 2018 | Jun. 30, 2018 |
Derivative liabilities | $ 815,001 | $ 1,323,625 |
Fair Value, Inputs, Level 1 [Member] | ||
Derivative liabilities | ||
Fair Value, Inputs, Level 2 [Member] | ||
Derivative liabilities | ||
Fair Value, Inputs, Level 3 [Member] | ||
Derivative liabilities | $ 815,001 | $ 1,323,625 |
Note 11 - Commitments and Con_2
Note 11 - Commitments and Contingencies (Details Textual) | Oct. 17, 2018USD ($) | Feb. 15, 2018USD ($) | Sep. 06, 2016USD ($) | Jun. 22, 2016USD ($) | Sep. 15, 2015USD ($) | Sep. 30, 2018USD ($) |
Offices in New Jersey [Member] | ||||||
Lessee, Operating Lease, Term of Contract | 6 years | |||||
Offices in New Jersey [Member] | Letter of Credit [Member] | ||||||
Repayments of Debt | $ 121,000 | |||||
Offices in New Jersey [Member] | Minimum [Member] | ||||||
Operating Leases, Yearly Rent Expense | 135,000 | |||||
Offices in New Jersey [Member] | Maximum [Member] | ||||||
Operating Leases, Yearly Rent Expense | $ 148,000 | |||||
Alleged Amount Owed to AT&T [Member] | ||||||
Loss Contingency, Damages Sought, Value | $ 500,000 | |||||
Severance Compensation Arbitration Filed by Former CEO [Member] | ||||||
Loss Contingency, Damages Sought, Value | $ 341,620 | |||||
Cogmedix, Inc. v. Authentidate Holding Corp [Member] | ||||||
Loss Contingency, Damages Sought, Value | $ 227,061 | |||||
Litigation Settlement, Amount Awarded to Other Party | $ 320,638 | |||||
Cogmedix, Inc. v. Authentidate Holding Corp [Member] | Subsequent Event [Member] | ||||||
Litigation Settlement, Amount Awarded to Other Party, Number of Monthly Installments | 9 | |||||
Litigation Settlement, Amount Awarded to Other Party, Monthly Installments | $ 149,996 |
Note 12 - Related Party Trans_2
Note 12 - Related Party Transactions (Details Textual) - USD ($) | Sep. 18, 2018 | Jan. 01, 2017 | Jan. 20, 2016 | Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 |
Interest Expense, Related Party | $ 49,000 | $ 32,000 | ||||
Centennial Properties of Georgia, LLC [Member] | ||||||
Shared Services Agreement, Term | 3 years | |||||
Kemah Palms [Member] | ||||||
Revenue from Related Parties | $ 10,000 | |||||
Entity Affiliated with Chief Executive Officer [Member] | ||||||
Due from Related Parties, Total | 500,000 | |||||
Facilities Leased [Member] | Centennial Properties of Georgia, LLC [Member] | ||||||
Lessee, Operating Lease, Term of Contract | 12 years | |||||
Operating Leases, Rent Expense, Net, Total | 77,000 | 144,000 | ||||
Facilities Leased [Member] | Centennial Properties of Georgia, LLC [Member] | Minimum [Member] | ||||||
Operating Leases, Monthly Rent Expense | $ 46,500 | |||||
Facilities Leased [Member] | Centennial Properties of Georgia, LLC [Member] | Maximum [Member] | ||||||
Operating Leases, Monthly Rent Expense | $ 60,000 | |||||
Residential Premises Leased [Member] | Hanif A. Roshan [Member] | ||||||
Lessee, Operating Lease, Term of Contract | 1 year | |||||
Operating Leases, Monthly Rent Expense | $ 7,500 | |||||
Operating Leases, Rent Expense, Net, Total | $ 22,500 | $ 22,500 | ||||
Operating Leases, Increase in Rent Expense Upon Each Renewal | 3.00% |
Note 13 - Segment Information_2
Note 13 - Segment Information (Details Textual) | 3 Months Ended |
Sep. 30, 2018 | |
Number of Operating Segments | 2 |
Note 13 - Segment Information -
Note 13 - Segment Information - Selected Financial Information (Details) - USD ($) | 3 Months Ended | ||
Sep. 30, 2018 | Sep. 30, 2017 | Jun. 30, 2018 | |
Net revenues | $ 3,741,190 | $ 3,358,052 | |
Cost of revenues | 1,456,650 | 1,128,576 | |
Operating expenses | 3,828,804 | 4,492,373 | |
Operating income (loss) | (87,614) | (1,134,321) | |
Net income (loss) | (223,372) | (1,126,523) | |
Total assets | 10,867,392 | $ 10,975,255 | |
Web-based Software [Member] | |||
Net revenues | 203,559 | 247,670 | |
Cost of revenues | 39,883 | 55,127 | |
Operating expenses | 189,841 | 873,385 | |
Operating income (loss) | 13,718 | (628,715) | |
Net income (loss) | 78,793 | (520,947) | |
Total assets | 5,967,666 | 7,532,512 | |
Laboratory Testing Services [Member] | |||
Net revenues | 3,537,631 | 3,110,382 | |
Cost of revenues | 1,416,767 | 1,073,449 | |
Operating expenses | 3,638,963 | 3,618,988 | |
Operating income (loss) | (101,332) | (505,606) | |
Net income (loss) | (302,165) | $ (605,576) | |
Total assets | $ 4,899,726 | $ 3,442,743 |
Note 14 - Subsequent Events (De
Note 14 - Subsequent Events (Details Textual) - Cogmedix, Inc. v. Authentidate Holding Corp [Member] | Oct. 17, 2018USD ($) | Feb. 15, 2018USD ($) | Sep. 06, 2016USD ($) |
Loss Contingency, Damages Sought, Value | $ 227,061 | ||
Litigation Settlement, Amount Awarded to Other Party | $ 320,638 | ||
Subsequent Event [Member] | |||
Litigation Settlement, Amount Awarded to Other Party, Number of Monthly Installments | 9 | ||
Litigation Settlement, Amount Awarded to Other Party, Monthly Installments | $ 149,996 |