Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Nov. 30, 2020 | Jan. 06, 2021 | |
Document And Entity Information | ||
Entity Registrant Name | SolarWindow Technologies, Inc. | |
Entity Central Index Key | 0001071840 | |
Document Type | 10-Q | |
Document Period End Date | Nov. 30, 2020 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --08-31 | |
Is Entity's Reporting Status Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 52,964,990 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2021 | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Shell Company | false | |
Entity Incorporation, State or Country Code | NV | |
Entity File Number | 333-127953 | |
Entity Interactive Data Current | Yes |
CONSOLIDATED BALANCE SHEETS (UN
CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) | Nov. 30, 2020 | Aug. 31, 2020 |
Current assets | ||
Cash and cash equivalents | $ 8,549,510 | $ 14,151,523 |
Short-term investments | 5,000,000 | |
Deferred research and development costs | 463,614 | 574,731 |
Prepaid expenses and other current assets | 20,962 | 56,147 |
Total current assets | 14,034,086 | 14,782,401 |
Operating lease right-of-use asset | 42,212 | |
Property and equipment, net of accumulated depreciation of $88,498 and $93,323, respectively | 1,360,503 | 1,349,495 |
Security deposit | 13,537 | 2,200 |
Total assets | 15,408,126 | 16,176,308 |
Current liabilities | ||
Accounts payable and accrued expenses | 64,256 | 53,428 |
Related party payables | 71,967 | 113,186 |
Current maturities of operating lease | 24,828 | |
Total current liabilities | 136,223 | 191,442 |
Non-current operating lease | 17,737 | |
Total long term liabilities | 17,737 | |
Total liabilities | 136,223 | 209,179 |
Stockholders' equity | ||
Preferred stock: $0.10 par value; 1,000,000 shares authorized, no shares issued and outstanding | ||
Common stock: $0.001 par value; 300,000,000 shares authorized, 52,959,323 shares issued and outstanding at November 30, 2020 and August 31, 2020 | 52,959 | 52,959 |
Additional paid-in capital | 77,877,741 | 76,039,209 |
Accumulated other comprehensive income (loss) | 3,277 | |
Retained deficit | (62,662,074) | (60,125,039) |
Total stockholders' equity | 15,271,903 | 15,967,129 |
Total liabilities and stockholders' equity | $ 15,408,126 | $ 16,176,308 |
CONSOLIDATED BALANCE SHEETS (_2
CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - USD ($) | Nov. 30, 2020 | Aug. 31, 2020 |
Current assets | ||
Equipment, net of accumulated depreciation | $ 88,498 | $ 93,323 |
Stockholders' equity (deficit) | ||
Preferred stock, par value | $ 0.10 | $ 0.10 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 52,959,323 | 52,959,323 |
Common stock, shares outstanding | 52,959,323 | 52,959,323 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) | 3 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
Consolidated Statements Of Operations | ||
Revenue | ||
Operating expense | ||
Selling, general and administrative | 1,999,785 | 620,781 |
Research and development | 547,864 | 579,000 |
Total operating expense | 2,547,649 | 1,199,781 |
Loss from operations | (2,547,649) | (1,199,781) |
Other income (expense) | ||
Interest income | 19,389 | 94,503 |
Loss on disposal of assets | (8,775) | |
Total other income (expense) | 10,614 | 94,503 |
Net loss | $ (2,537,035) | $ (1,105,278) |
Basic and Diluted Loss per Common Share | $ (0.05) | $ (0.02) |
Weighted average number of common shares outstanding - basic and diluted | 52,959,323 | 52,959,323 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED) - USD ($) | 3 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
Consolidated Statements Of Comprehensive Income | ||
Net income (loss) | $ (2,537,035) | $ (1,105,278) |
Other comprehensive income (loss): | ||
Foreign currency translation adjustments | 3,277 | |
Comprehensive income (loss) | $ (2,533,758) | $ (1,105,278) |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (UNAUDITED) - USD ($) | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Other Comprehensive Income | Total |
Beginning Balance, Shares at Aug. 31, 2019 | 52,959,323 | ||||
Beginning Balance, Amount at Aug. 31, 2019 | $ 52,959 | $ 71,166,300 | $ (52,771,977) | $ 18,447,282 | |
Stock based compensation due to common stock purchase options | 420,970 | 420,970 | |||
Net loss | (1,105,278) | (1,105,278) | |||
Ending Balance, Shares at Nov. 30, 2019 | 52,959,323 | ||||
Ending Balance, Amount at Nov. 30, 2019 | $ 52,959 | 71,587,270 | (53,877,255) | 17,762,974 | |
Beginning Balance, Shares at Aug. 31, 2020 | 52,959,323 | ||||
Beginning Balance, Amount at Aug. 31, 2020 | $ 52,959 | 76,039,209 | (60,125,039) | 15,967,129 | |
Stock based compensation due to common stock purchase options | 1,838,532 | 1,838,532 | |||
Foreign currency translation adjustments | 3,277 | 3,277 | |||
Net loss | (2,537,035) | (2,537,035) | |||
Ending Balance, Shares at Nov. 30, 2020 | 52,959,323 | ||||
Ending Balance, Amount at Nov. 30, 2020 | $ 52,959 | $ 77,877,741 | $ (62,662,074) | $ 3,277 | $ 15,271,903 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) | 3 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
Cash flows from operating activities | ||
Net loss | $ (2,537,035) | $ (1,105,278) |
Adjustments to reconcile net loss to net cash flows from operating activities | ||
Depreciation | 5,782 | 6,684 |
Stock based compensation expense | 1,838,532 | 420,970 |
Loss on disposal of assets | 8,775 | |
Changes in operating assets and liabilities: | ||
Deferred research and development costs | 111,117 | (77,706) |
Prepaid expenses and other assets | 35,185 | 20,047 |
Accounts payable and accrued expenses | 10,792 | 25,700 |
Operating lease assets and liabilities | (353) | 68 |
Related party payable | (41,219) | 61,047 |
Security deposits | (10,890) | |
Net cash flows from operating activities | (579,314) | (648,468) |
Cash flows used in investing activity | ||
Purchaseof short-term investments | (5,000,000) | |
Capital expenditures | (27,726) | (5,031) |
Proceeds from the sale of assets | 2,161 | |
Net cash flows used in investing activity | (5,025,565) | (5,031) |
Effect of exchange rate changes on cash and cash equivalents | 2,866 | |
Net increase (decrease) in cash and cash equivalents | (5,602,013) | (653,499) |
Cash and cash equivalents at beginning of period | 14,151,523 | 16,604,011 |
Cash and cash equivalents at end of period | 8,549,510 | 15,950,512 |
Supplemental disclosure of cash flow information: | ||
Interest paid in cash | ||
Income taxes paid in cash |
Basis of Presentation and Organ
Basis of Presentation and Organization | 3 Months Ended |
Nov. 30, 2020 | |
Notes to Financial Statements | |
NOTE 1 - Basis of Presentation and Organization | NOTE 1 – Basis of Presentation and Organization Basis of Presentation The accompanying unaudited interim consolidated financial statements of SolarWindow Technologies, Inc. (the “ Company U.S. The preparation of financial statements in conformity with U.S. GAAP 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 financial statements, and the reported amounts of expenses during the reporting periods. Actual results may differ from those estimates. The interim consolidated financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended August 31, 2020. The accompanying unaudited interim consolidated financial statements have been prepared on the same basis as the audited financial statements and include all adjustments (including normal recurring adjustments) necessary for the fair presentation of the Company’s consolidated financial position as of November 30, 2020, results of operations, stockholders’ equity and cash flows for the three months ended November 30, 2020 and 2019. The Company did not record an income tax provision during the periods presented due to net taxable losses. The results of operations for any interim period are not necessarily indicative of the results of operations for the entire year. Organization SolarWindow Technologies, Inc. was incorporated in the State of Nevada on May 5, 1998. Products derived from the Company’s SolarWindow™ technology harvest light energy from the sun and from artificial light sources, by generating electricity from a transparent coating of organic photovoltaic (“ OPV Liquidity and Management’s Plan The Company does not have any commercialized products, has not generated any revenue since inception and has sustained recurring losses and negative cash flows from operations since inception. Due to the “start-up” nature of our business, we expect to incur losses as we continue development of our products and technologies. As of November 30, 2020, the Company had $13,549,510 of cash and cash equivalents and short term investments on hand and working capital of $13,897,863. The Company believes that it currently has sufficient cash to meet its funding requirements over the next twelve months following the issuance of this Quarterly Report on Form 10-Q. However, the Company has experienced and continues to experience negative cash flows from operations, as well as an ongoing requirement for substantial additional capital investment. The Company expects that it may need to raise additional capital to accomplish its business plan. If additional funding is required, the Company expects to seek to obtain that funding through financial or strategic investors. There can be no assurance as to the availability or terms upon which such financing and capital might be available. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Nov. 30, 2020 | |
Notes to Financial Statements | |
NOTE 2 - Summary of Significant Accounting Policies | NOTE 2 – Summary of Significant Accounting Policies Information regarding the Company’s significant accounting policies is contained in Note 2, “Summary of significant accounting policies,” to the consolidated financial statements in the Company’s Annual Report on Form 10-K for the year ended August 31, 2020. Presented below and in the following notes is supplemental information that should be read in conjunction with “Notes to Financial Statements” in the Annual Report. Fiscal quarter The Company’s quarterly periods end on November 30, February 28, May 31, and August 31. The Company’s first quarter in fiscal 2021 and 2020 ended on November 30, 2020 and 2019, respectively. Principles of consolidation On August 24, 2020, the Company formed wholly owned SolarWindow Asia (USA) Corp. as the holding company for SolarWindow Asia Co. Ltd., a company formed in the Republic of Korea for the purpose of expansion into the Asian markets. As of August 31, 2020, the Company had not capitalized the Korean subsidiaries and there were no transactions related to these entities during the year ended August 31, 2020. During our fiscal quarter ended November 30, 2020, the Company capitalized SolarWindow Asia Co. Ltd. with a transfer of $831,000. These consolidated financial statements presented are those of SolarWindow Technologies, Inc. and its wholly owned subsidiaries, SolarWindow Asia (USA) Corp., and SolarWindow Asia Co. Ltd. All significant intercompany balances and transactions have been eliminated. Use of estimates The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the accounting period. The Company considers its accounting policies relating to stock based compensation to be the most significant accounting policy that involves management estimates and judgments. The Company has made accounting estimates based on the facts and circumstances available as of the reporting date. Actual amounts could differ from these estimates, and such differences could be material. Cash and Cash Equivalents Cash and cash equivalents include cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. November 30, 2020 August 31, 2020 Cash and cash equivalents 8,549,510 14,151,523 Short-term investment 5,000,000 - Cash and cash equivalents 13,549,510 14,151,523 Short-term investments The Company determines the balance sheet classification of its investments at the time of purchase and evaluates the classification at each balance sheet date. Money market funds, certificates of deposit, and time deposits with maturities of greater than three months but no more than twelve months are carried at cost, which approximates fair value and are recorded in the consolidated balance sheets in short-term investments. As of November 30, 2020, the short-term investment consists of a fixed-term deposit with a twelve month maturity at the time of purchase on October 1, 2020. Recent accounting pronouncements not yet adopted In December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2019-12, Income Taxes – Simplifying the Accounting for Income Taxes. The guidance removes certain exceptions for recognizing deferred taxes for equity method investments, performing intra period allocation, and calculating income taxes in interim periods. The ASU also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for goodwill and allocating taxes to members of a consolidated group, among others. This guidance is effective for interim and annual reporting periods beginning after December 15, 2020. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have not yet been issued. The transition requirements are dependent upon each amendment within this update and will be applied either prospectively or retrospectively. The adoption of ASU 2019-12 is not expected to have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. Recently adopted accounting pronouncements The Company reviews new accounting standards as issued. Although some of these accounting standards issued or effective after the end of the Company’s previous fiscal year may be applicable, the Company has not identified any standards that the Company believes merit further discussion. The Company believes that none of the new standards will have a significant impact on the consolidated financial statements. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Nov. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
NOTE 3 - Property and Equipment | NOTE 3 – Property and Equipment Property and equipment consists of the following: November 30, August 31, 2020 2019 Computers, office equipment and software $ 14,800 $ 23,709 Furniture and fixtures 27,726 12,634 Product development and manufacturing equipment 113,820 113,820 In-process equipment 1,292,655 1,292,655 Total property and equipment 1,449,001 1,442,818 Accumulated depreciation (88,498 ) (93,323 ) Property and equipment, net $ 1,360,503 $ 1,349,495 During the three months ended November 30, 2020 and 2019, the company purchased $27,726 and $5,031 of property and equipment, respectively. During the three months ended November 30, 2020 and 2019, the Company recognized depreciation expense of $5,782 and $6,684, respectively. As a result of the closure of the Vestal New York office, during the three months ended November 30, 2020, the Company disposed of office equipment, computers and furniture with an historical cost totaling $21,543 and net book value of 10,936. The Company received $2,161 of proceeds from the sale of the assets resulting in a loss of $8,775. |
Common Stock and Warrants
Common Stock and Warrants | 3 Months Ended |
Nov. 30, 2020 | |
Notes to Financial Statements | |
NOTE 4 - Common Stock and Warrants | NOTE 4 – Common Stock and Warrants Common Stock At November 30, 2020, the Company had 300,000,000 authorized shares of common stock with a par value of $0.001 per share, 52,959,323 shares of common stock outstanding and 6,001,169 shares reserved for issuance under the Company’s 2006 Long-Term Incentive Plan (the “ 2006 Plan Warrants Each of the Company’s warrants outstanding entitles the holder to purchase one share of the Company’s common stock for each warrant share held. Other than the Series O Warrants and Series P Warrants, all of the following warrants may be exercised on a cashless basis. A summary of the Company’s warrants outstanding and exercisable as of November 30, 2020 and August 31, 2019 is as follows: Shares of Common Stock Issuable from Warrants Outstanding as of Weighted Average November 30, August 31, Exercise Date of Description 2020 2019 Price Issuance Expiration Series M 246,000 246,000 $ 2.34 December 7, 2015 December 31, 2022 Series N 767,000 767,000 $ 3.38 December 31, 2015 December 31, 2022 Series P 213,500 213,500 $ 3.70 March 25, 2016 December 31, 2022 Series R 468,750 468,750 $ 4.00 June 20, 2016 December 31, 2022 Series S-A 300,000 300,000 $ 2.53 July 24, 2017 December 31, 2022 Series S 821,600 821,600 $ 3.42 September 29, 2017 September 29, 2022 Series T 16,666,667 16,666,667 $ 1.70 November 26, 2018 November 26, 2025 Total 19,483,517 19,483,517 |
Stock Options
Stock Options | 3 Months Ended |
Nov. 30, 2020 | |
Notes to Financial Statements | |
NOTE 5 - Stock Options | NOTE 5 - Stock Options Stockholders previously approved 15,000,000 shares for grant under the 2006 Plan. The 2006 Plan was adopted in order to attract and retain the best available personnel for positions of substantial authority and to provide additional incentive to employees and directors to promote the success of the Company’s business. The 2006 Plan provides for the grant of incentive stock options, non-qualified stock options, restricted stock, restricted stock units, stock appreciation rights, and other types of awards to employees, consultants, and directors. Stock option grants pursuant to the 2006 Plan vest either immediately or over zero to five years and expire from six to ten years after the date of grant with the exercise price equal to the fair value of the underlying stock on the date of grant. All shares approved for grant and subsequently forfeited are available for future grant. The Company does not repurchase shares to fulfill the requirements of options that are exercised and therefore issues new shares when options are exercised. The 2006 Plan was approved by stockholders on February 7, 2011 and expires according to its terms on February 7, 2021. The Company measures share-based compensation cost on the grant date, based on the fair value of the award, and recognizes the expense on a straight-line basis over the requisite service period for awards expected to vest. The Company estimated the grant date fair value of stock options using a Black-Scholes valuation model using the following weighted-average assumptions: Three Months Ended November 30, 2020 2019 Expected dividend yield – – Expected stock price volatility 89.44% 82.94 – 86.23% Risk-free interest rate 0.19% 1.40 – 1.69% Expected term (in years)(simplified method) 4.00 4.5 – 5.75 Exercise price $3.42 $2.32 and $3.54 Weighted-average grant date fair-value $2.16 $1.61 and $1.55 A summary of the Company’s stock option activity for the three months ended November 30, 2020 and related information follows: Number of Shares Subject to Option Grants Weighted Average Exercise Price ($) Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($) Outstanding at August 31, 2019 2,777,334 4.31 Grants 5,158,000 4.06 Forfeitures and cancellations (130,600 ) 3.54 Outstanding at August 31, 2020 7,804,734 4.16 Grants 50,000 3.42 Forfeitures and cancellations (37,500 ) 3.54 Outstanding at November 30, 2020 7,817,234 4.16 5.29 27,557,385 Exercisable at November 30, 2020 3,956,434 3.66 6.30 15,789,872 The aggregate intrinsic value in the table above represents the total pretax intrinsic value for all “in-the-money” options (i.e. the difference between the Company’s closing stock price on the last trading day of the period covered by this report and the exercise price, multiplied by the number of shares) that would have been received by the option holders had all in-the-money option holders exercised their vested options on November 30, 2020. The intrinsic value of the option changes based upon the fair market value of the Company’s common stock. Since the closing stock price was $7.65 on November 30, 2020 and 6,386,567 outstanding options have an exercise price below $7.65 per share, as of November 30, 2020, there is $25,886,685 and $14,070,872 of intrinsic value to the totality of the Company’s outstanding stock options and vested options, respectively. Three Months Ended , 2020 On October 19, the Company’s Board granted 50,000 options to Joseph Sierchio, Director, with an exercise price of $3.42, exercisable on a cashless basis any time prior to the Company’s listing of any of its securities for trading on a national stock exchange, six year term and vesting at the rate of 12,500 on the date of grant and 12,500 each anniversary thereafter. Three Months Ended , 2019 On October 9, 2019, the Company granted 153,000 options to an employee with a ten-year term, exercise price of $2.32 per share and vesting at the rate of 1/36th per month. Additionally, on September 16, 2019, the Board granted 5,000 options with a six-year term to a consultant with an exercise price of $3.54 per share and vesting at the rate of 1/20th per quarter. The following table sets forth the share-based compensation cost resulting from stock option grants, including those previously granted and vesting over time, that were recorded in the Company’s Statements of Operations for the three months ended November 30, 2020 and 2019: Three Months Ended November 30, 2020 2019 Stock Compensation Expense: SG&A $ 1,533,824 $ 172,219 R&D 304,708 248,751 Total $ 1,838,532 $ 420,970 As of November 30, 2020, the Company had $5,297,826 of unrecognized compensation cost related to unvested stock options which is expected to be recognized over a period of 3.75 years. The following table summarizes information about stock options outstanding and exercisable at November 30, 2020: Stock Options Outstanding Stock Options Exercisable Range of Number of Shares Weighted Weighted Number Weighted Average Weighted 2.32 153,000 8.86 2.32 55,250 8.86 2.32 2.60 2,500,000 5.59 2.60 1,250,000 5.59 2.60 3.28 7,500 5.96 3.28 7,500 5.96 3.28 3.42 50,000 5.89 3.42 12,500 5.89 3.42 3.46 35,000 5.10 3.46 35,000 5.10 3.46 3.54 1,342,900 7.61 3.54 1,140,350 8.14 3.54 3.66 1,000,000 2.75 3.66 500,000 2.75 3.66 4.87 187,500 6.98 4.87 187,500 6.98 4.87 5.35 1,008,000 7.09 5.35 735,000 7.09 5.35 5.94 33,334 0.06 5.94 33,334 0.06 5.94 6.00 800,000 2.75 6.00 - 2.75 6.00 8.00 700,000 2.75 8.00 - 2.75 8.00 Total 7,817,234 5.29 4.16 3,956,434 6.30 3.66 |
Lease
Lease | 3 Months Ended |
Nov. 30, 2020 | |
Notes to Financial Statements | |
NOTE 6 - Lease | NOTE 6 – Lease On May 1, 2019, the Company leased office space in Vestal, New York and entered into a Professional Building Lease Agreement (the “ Lease As of November 30, 2020, the Company has not entered into any leases which have not yet commenced which would entitle the Company to significant rights or create additional obligations. The components of Lease expenses are as follows: Three Months Ended November 30, 2020 2020 (a) 2019 Operating lease cost $ 32,648 $ 6,666 Short-term lease costs - - Total net lease costs $ 32,648 $ 6,666 (a) Supplemental balance sheet information related to the Lease is as follows: November 30, August 31, 2020 2019 Operating lease right-of-use asset $ - $ 42,212 Current maturities of operating lease $ - $ 24,828 Non-current operating lease - 17,736 Total operating lease liabilities $ - $ 42,564 Weighted Average remaining lease term (in years): - 1.67 Discount rate: - 5.85 % In September 2020, the Company, through its wholly owned subsidiaries, SolarWindow Asia (USA) Corp. and SolarWindow Asia Co., Ltd., entered a lease for office space in South Korea. The lease has a term of one year from September 23, 2020 through September 23, 2021 with monthly payments of approximately $1,200. |
NOTE 7 - Transactions with Rela
NOTE 7 - Transactions with Related Persons | 3 Months Ended |
Nov. 30, 2020 | |
Related Party Transactions [Abstract] | |
NOTE 7 - Transactions with Related Persons | NOTE 7 - Transactions with Related Persons A related party with respect to the Company is generally defined as any person (i) (and, if a natural person, inclusive of his or her immediate family) that holds 10% or more of the Company’s securities, (ii) that is part of the Company’s management, (iii) that directly or indirectly controls, is controlled by or is under common control with the Company, or (iv) who can significantly influence the financial and operating decisions of the Company. A transaction is considered to be a related party transaction when there is a transfer of resources or obligations between related parties. On August 7, 2017, the Company appointed Jatinder Bhogal to the Board of Directors. Mr. Bhogal has provided consulting services to the Company through his wholly owned company, Vector Asset Management, Inc., pursuant to a Consulting Agreement dated February 1, 2014, as amended on November 11, 2016 and December 1, 2018 (Amendment No. 2). On July 1, 2020 the Company and VAMI entered into an Executive Consulting Agreement, which supersedes the foregoing agreements and pursuant to which Mr. Bhogal, in addition to continuing to serve as a director of the Company will also serve as the Company’s President and Chief Executive Officer. Pursuant to the Consulting Agreements in effect prior to December 1, 2018, Mr. Bhogal received compensation of $5,000 per month. Beginning with Amendment No. 2, Mr. Bhogal received compensation of $18,750 per month and pursuant to the ECA, Mr. Bhogal receives $34,167 per month. Mr. Bhogal also incurs expenses on behalf of the Company which are reimbursed according to the Company’s expense report policy. The Company recognized cash compensation expense in connection with the Consulting Agreements and ECA of $102,500 and $56,250 during the three months ended November 30, 2020 and 2019, respectively. As of November 30, 2020, the Company recognized a related party payable to Mr. Bhogal of $34,167. During the three months ended November 30, 2020 and 2019, the Company received advances of $0 and $73,005, respectively, from Talia Jevan Properties, Inc., a British Columbia corporation wholly-owned by our former Chairman and majority shareholder, Harmel S. Rayat. The Company repaid Talia Jevan Properties $53,251 and $0 during the three months ended November 30, 2020 and 2019. As of November 30, 2020, there were no balances owing to Talia Jevan Properties, Inc. Joseph Sierchio, one of the Company’s directors, has maintained his role as the Company’s General Counsel since its inception as Principal of the law firm of Sierchio & Partners, LLP, and then as a Partner with Satterlee Stephens LLP and beginning in August 2020, as Principal of Sierchio Law, LLP pursuant to an engagement letter which provides for an annual fee of $175,000 in exchange for general counsel services. Mr. Sierchio resigned from the Board effective October 22, 2018, and was reappointed on October 1, 2020. During the three months ended November 30, 2020 and 2019, the Company recognized $43,750 and $43,750 of fees for legal services billed by Sierchio Law, LLP. All related party transactions are recorded at the exchange amount established and agreed to between related parties and are in the normal course of business. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Nov. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
NOTE 8 - Commitments and Contingencies | NOTE 8 – Commitments and Contingencies In September 2020, the Company, through its wholly owned subsidiaries, SolarWindow Asia (USA) Corp. and SolarWindow Asia Co., Ltd., entered a lease for office space in South Korea. The lease has a term of one year from September 23, 2020 through September 23, 2021 with monthly payments of approximately $1,200. During 2019 the Company made payments totaling $1,292,655 towards the purchase of manufacturing equipment with an estimated total cost of $1,803,000. The remaining $510,345 will be paid upon the completion of the equipment once the final specifications have been determined pending optimization of the Company’s product iteration specific to this equipment. For additional information, see “Note 3 – Property and Equipment” located in the footnotes to our financial statements. COVID-19 In December 2019, an outbreak of the COVID-19 virus was reported in Wuhan, China. On March 11, 2020, the World Health Organization declared the COVID-19 virus a global pandemic and on March 13, 2020, President Donald J. Trump declared the virus a national emergency in the United States. This highly contagious disease has spread to most of the countries in the world and throughout the United States, creating a serious impact on customers, workforces and suppliers, disrupting economies and financial markets, and potentially leading to a world-wide economic downturn. It has caused a disruption of the normal operations of many businesses, including the temporary closure or scale-back of business operations and/or the imposition of either quarantine or remote work or meeting requirements for employees, either by government order or on a voluntary basis. The pandemic may adversely affect our operations, our employees and our employee productivity. It may also impact the ability of our subcontractors, partners, and suppliers to operate and fulfill their contractual obligations, and result in an increase in costs, delays or disruptions in performance. Our employees are working remotely and using various technologies to perform their functions. In reaction to the spread of COVID-19 in the United States, many businesses have instituted social distancing policies, including the closure of offices and worksites and deferring planned business activity. The disruption and volatility in the global and domestic capital markets may increase the cost of capital and limit our ability to access capital. Both the health and economic aspects of the COVID-19 virus are highly fluid and the future course of each is uncertain. For these reasons and other reasons that may come to light if the coronavirus pandemic and associated protective or preventative measures expand, we may experience a material adverse effect on our business operations, revenues and financial condition; however, its ultimate impact is highly uncertain and subject to change. |
Net Income (Loss) Per Share
Net Income (Loss) Per Share | 3 Months Ended |
Nov. 30, 2020 | |
Earnings Per Share [Abstract] | |
NOTE 9 - Net Income (Loss) Per Share | NOTE 9 - Net Income (Loss) Per Share The computation of basic earnings per share (“ EPS Following is the computation of basic and diluted net loss per share for the three months ended November 30, 2020 and 2019: Three Months Ended November 30, 2020 2019 Basic and Diluted EPS Computation Numerator: Loss available to common stockholders' $ (2,537,035 ) $ (1,105,278 ) Denominator: Weighted average number of common shares outstanding 52,959,323 52,959,323 Basic and diluted EPS $ (0.05 ) $ (0.02 ) The shares listed below were not included in the computation of diluted losses per share because to do so would have been antidilutive for the periods presented: Stock options 7,817,234 2,935,334 Warrants 19,483,517 19,483,517 Total shares not included in the computation of diluted losses per share 27,300,751 22,418,851 |
Subsequent Events
Subsequent Events | 3 Months Ended |
Nov. 30, 2020 | |
Subsequent Events [Abstract] | |
NOTE 10 - Subsequent Events | NOTE 10 – Subsequent Events Management has reviewed material events subsequent of the period ended November 30, 2020 and through the date of filing of financial statements in accordance with FASB ASC 855 “Subsequent Events”. In managements opinion, no material subsequent events have occurred as of the date of this quarterly report. On December 18, 2020, one of our Directors exercised 16,667 stock options on a cashless basis resulting in the issuance of 5,667 shares of restricted common stock. On December 18, 2020, Mr. John Conklin and the Company entered into an Amendment to the Separation, Consulting and Release of Claims Agreement dated November 24, 2020. Pursuant to the Amendment, no further payments are due to Mr. Conklin and all stock options granted under his employment agreement totaling 1,008,000 are cancelled. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Nov. 30, 2020 | |
Summary Of Significant Accounting Policies | |
Fiscal quarter | Fiscal quarter The Company’s quarterly periods end on November 30, February 28, May 31, and August 31. The Company’s first quarter in fiscal 2021 and 2020 ended on November 30, 2020 and 2019, respectively. |
Principles of consolidation | Principles of consolidation On August 24, 2020, the Company formed wholly owned SolarWindow Asia (USA) Corp. as the holding company for SolarWindow Asia Co. Ltd., a company formed in the Republic of Korea for the purpose of expansion into the Asian markets. As of August 31, 2020, the Company had not capitalized the Korean subsidiaries and there were no transactions related to these entities during the year ended August 31, 2020. During our fiscal quarter ended November 30, 2020, the Company capitalized SolarWindow Asia Co. Ltd. with a transfer of $831,000. These consolidated financial statements presented are those of SolarWindow Technologies, Inc. and its wholly owned subsidiaries, SolarWindow Asia (USA) Corp., and SolarWindow Asia Co. Ltd. All significant intercompany balances and transactions have been eliminated. |
Use of Estimates | Use of estimates The preparation of consolidated financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the accounting period. The Company considers its accounting policies relating to stock based compensation to be the most significant accounting policy that involves management estimates and judgments. The Company has made accounting estimates based on the facts and circumstances available as of the reporting date. Actual amounts could differ from these estimates, and such differences could be material. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. November 30, 2020 August 31, 2020 Cash and cash equivalents 8,549,510 14,151,523 Short-term investment 5,000,000 - Cash and cash equivalents 13,549,510 14,151,523 |
Short-term investments | Short-term investments The Company determines the balance sheet classification of its investments at the time of purchase and evaluates the classification at each balance sheet date. Money market funds, certificates of deposit, and time deposits with maturities of greater than three months but no more than twelve months are carried at cost, which approximates fair value and are recorded in the consolidated balance sheets in short-term investments. As of November 30, 2020, the short-term investment consists of a fixed-term deposit with a twelve month maturity at the time of purchase on October 1, 2020. |
Recent accounting pronouncements not yet adopted | Recent accounting pronouncements not yet adopted In December 2019, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2019-12, Income Taxes – Simplifying the Accounting for Income Taxes. The guidance removes certain exceptions for recognizing deferred taxes for equity method investments, performing intra period allocation, and calculating income taxes in interim periods. The ASU also adds guidance to reduce complexity in certain areas, including recognizing deferred taxes for goodwill and allocating taxes to members of a consolidated group, among others. This guidance is effective for interim and annual reporting periods beginning after December 15, 2020. Early adoption of the standard is permitted, including adoption in interim or annual periods for which financial statements have not yet been issued. The transition requirements are dependent upon each amendment within this update and will be applied either prospectively or retrospectively. The adoption of ASU 2019-12 is not expected to have a material impact on the Company’s consolidated financial position, results of operations, or cash flows. |
Recently adopted accounting pronouncements | Recently adopted accounting pronouncements The Company reviews new accounting standards as issued. Although some of these accounting standards issued or effective after the end of the Company’s previous fiscal year may be applicable, the Company has not identified any standards that the Company believes merit further discussion. The Company believes that none of the new standards will have a significant impact on the consolidated financial statements. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Nov. 30, 2020 | |
Share-based Compensation (monthly) | |
Schedule of Cash and Cash Equivalents | Cash and cash equivalents include cash on hand and highly liquid investments with original maturities of three months or less from the date of purchase. November 30, 2020 August 31, 2020 Cash and cash equivalents 8,549,510 14,151,523 Short-term investment 5,000,000 - Cash and cash equivalents 13,549,510 14,151,523 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Nov. 30, 2020 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consists of the following: November 30, August 31, 2020 2019 Computers, office equipment and software $ 14,800 $ 23,709 Furniture and fixtures 27,726 12,634 Product development and manufacturing equipment 113,820 113,820 In-process equipment 1,292,655 1,292,655 Total property and equipment 1,449,001 1,442,818 Accumulated depreciation (88,498 ) (93,323 ) Property and equipment, net $ 1,360,503 $ 1,349,495 |
Common Stock and Warrants (Tabl
Common Stock and Warrants (Tables) | 3 Months Ended |
Nov. 30, 2020 | |
Common Stock And Warrants Tables | |
Warrants outstanding and exercisable | A summary of the Company’s warrants outstanding and exercisable as of November 30, 2020 and August 31, 2019 is as follows: Shares of Common Stock Issuable from Warrants Outstanding as of Weighted Average November 30, August 31, Exercise Date of Description 2020 2019 Price Issuance Expiration Series M 246,000 246,000 $ 2.34 December 7, 2015 December 31, 2022 Series N 767,000 767,000 $ 3.38 December 31, 2015 December 31, 2022 Series P 213,500 213,500 $ 3.70 March 25, 2016 December 31, 2022 Series R 468,750 468,750 $ 4.00 June 20, 2016 December 31, 2022 Series S-A 300,000 300,000 $ 2.53 July 24, 2017 December 31, 2022 Series S 821,600 821,600 $ 3.42 September 29, 2017 September 29, 2022 Series T 16,666,667 16,666,667 $ 1.70 November 26, 2018 November 26, 2025 Total 19,483,517 19,483,517 |
Stock Options (Tables)
Stock Options (Tables) | 3 Months Ended |
Nov. 30, 2020 | |
Stock Options Tables | |
Assumptions | The Company estimated the grant date fair value of stock options using a Black-Scholes valuation model using the following weighted-average assumptions: Three Months Ended November 30, 2020 2019 Expected dividend yield – – Expected stock price volatility 89.44% 82.94 – 86.23% Risk-free interest rate 0.19% 1.40 – 1.69% Expected term (in years)(simplified method) 4.00 4.5 – 5.75 Exercise price $3.42 $2.32 and $3.54 Weighted-average grant date fair-value $2.16 $1.61 and $1.55 |
Stock option activity | A summary of the Company’s stock option activity for the three months ended November 30, 2020 and related information follows: Number of Shares Subject to Option Grants Weighted Average Exercise Price ($) Weighted Average Remaining Contractual Term (years) Aggregate Intrinsic Value ($) Outstanding at August 31, 2019 2,777,334 4.31 Grants 5,158,000 4.06 Forfeitures and cancellations (130,600 ) 3.54 Outstanding at August 31, 2020 7,804,734 4.16 Grants 50,000 3.42 Forfeitures and cancellations (37,500 ) 3.54 Outstanding at November 30, 2020 7,817,234 4.16 5.29 27,557,385 Exercisable at November 30, 2020 3,956,434 3.66 6.30 15,789,872 |
Share-based compensation cost | The following table sets forth the share-based compensation cost resulting from stock option grants, including those previously granted and vesting over time, that were recorded in the Company’s Statements of Operations for the three months ended November 30, 2020 and 2019: Three Months Ended November 30, 2020 2019 Stock Compensation Expense: SG&A $ 1,533,824 $ 172,219 R&D 304,708 248,751 Total $ 1,838,532 $ 420,970 |
Stock options outstanding and exercisable | The following table summarizes information about stock options outstanding and exercisable at November 30, 2020: Stock Options Outstanding Stock Options Exercisable Range of Number of Shares Weighted Weighted Number Weighted Average Weighted 2.32 153,000 8.86 2.32 55,250 8.86 2.32 2.60 2,500,000 5.59 2.60 1,250,000 5.59 2.60 3.28 7,500 5.96 3.28 7,500 5.96 3.28 3.42 50,000 5.89 3.42 12,500 5.89 3.42 3.46 35,000 5.10 3.46 35,000 5.10 3.46 3.54 1,342,900 7.61 3.54 1,140,350 8.14 3.54 3.66 1,000,000 2.75 3.66 500,000 2.75 3.66 4.87 187,500 6.98 4.87 187,500 6.98 4.87 5.35 1,008,000 7.09 5.35 735,000 7.09 5.35 5.94 33,334 0.06 5.94 33,334 0.06 5.94 6.00 800,000 2.75 6.00 - 2.75 6.00 8.00 700,000 2.75 8.00 - 2.75 8.00 Total 7,817,234 5.29 4.16 3,956,434 6.30 3.66 |
Lease (Tables)
Lease (Tables) | 3 Months Ended |
Nov. 30, 2020 | |
Notes to Financial Statements | |
Components of lease expenses | The components of Lease expenses are as follows: Three Months Ended November 30, 2020 2020 (a) 2019 Operating lease cost $ 32,648 $ 6,666 Short-term lease costs - - Total net lease costs $ 32,648 $ 6,666 |
Supplemental balance sheet information related to Lease | Supplemental balance sheet information related to the Lease is as follows: November 30, August 31, 2020 2019 Operating lease right-of-use asset $ - $ 42,212 Current maturities of operating lease $ - $ 24,828 Non-current operating lease - 17,736 Total operating lease liabilities $ - $ 42,564 Weighted Average remaining lease term (in years): - 1.67 Discount rate: - 5.85 % |
Net Income (Loss) Per Share (Ta
Net Income (Loss) Per Share (Tables) | 3 Months Ended |
Nov. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Net Income (Loss) Per Share (Tables) | Following is the computation of basic and diluted net loss per share for the three months ended November 30, 2020 and 2019: Three Months Ended November 30, 2020 2019 Basic and Diluted EPS Computation Numerator: Loss available to common stockholders' $ (2,537,035 ) $ (1,105,278 ) Denominator: Weighted average number of common shares outstanding 52,959,323 52,959,323 Basic and diluted EPS $ (0.05 ) $ (0.02 ) The shares listed below were not included in the computation of diluted losses per share because to do so would have been antidilutive for the periods presented: Stock options 7,817,234 2,935,334 Warrants 19,483,517 19,483,517 Total shares not included in the computation of diluted losses per share 27,300,751 22,418,851 |
Basis of Presentation and Org_2
Basis of Presentation and Organization (Details Narrative) - USD ($) | 3 Months Ended | |
Nov. 30, 2020 | Aug. 31, 2020 | |
Basis Of Presentation Organization And Going Concern Details Narrative Abstract | ||
State of incorporation | NV | |
Date of incorporation | May 5, 1998 | |
Cash and cash equivalents and short term investments on hand | $ 13,549,510 | $ 14,151,523 |
Working capital | $ 13,897,863 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - USD ($) | Nov. 30, 2020 | Aug. 31, 2020 | Nov. 30, 2019 | Aug. 31, 2019 |
Summary Of Significant Accounting Policies Details Abstract | ||||
Cash and cash equivalents | $ 8,549,510 | $ 14,151,523 | $ 15,950,512 | $ 16,604,011 |
Short-term investment | 5,000,000 | |||
Cash and cash equivalents | $ 13,549,510 | $ 14,151,523 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details Narrative) | 3 Months Ended |
Nov. 30, 2020USD ($) | |
Solar Window Asia [Member] | |
Consideration Transferred | $ 831,000 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) | Nov. 30, 2020 | Aug. 31, 2020 |
Total Property and Equipment | $ 1,449,001 | $ 1,442,818 |
Accumulated depreciation | (88,498) | (93,323) |
Property and Equipment,Net | 1,360,503 | 1,349,495 |
Computers, office equipment and software [Member] | ||
Total Property and Equipment | 14,800 | 23,709 |
Furniture and Fixtures [Member] | ||
Total Property and Equipment | 27,726 | 12,634 |
Product Development and Manufacturing Equipment [Member] | ||
Total Property and Equipment | 113,820 | 113,820 |
In process equipment [Member] | ||
Total Property and Equipment | $ 1,292,655 | $ 1,292,655 |
Property and Equipment (Detai_2
Property and Equipment (Details Narrative) - USD ($) | 3 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
Purchase of property and equipment | $ 27,726 | $ 5,031 |
Depreciation Expenses | 5,782 | 6,684 |
Proceeds from Sales Assets | 2,161 | |
Vestal New York [Member] | ||
Disposal of Fixd Assets | 10,936 | |
Proceeds from Sales Assets | 2,161 | |
Gain (Loss) on Disposition of Assets | $ 8,775 |
Common Stock and Warrants (Deta
Common Stock and Warrants (Details) - $ / shares | 3 Months Ended | |
Nov. 30, 2020 | Aug. 31, 2020 | |
Shares of Common Stock Issuable from Warrants | 19,483,517 | 19,483,517 |
Weighted Average Exercise Price | $ 4.16 | |
Series M warrants [Member] | ||
Shares of Common Stock Issuable from Warrants | 246,000 | 246,000 |
Weighted Average Exercise Price | $ 2.34 | $ 2.34 |
Expiration | Dec. 31, 2022 | |
Date of Issuance | Dec. 7, 2015 | |
Series N warrants [Member] | ||
Shares of Common Stock Issuable from Warrants | 767,000 | 767,000 |
Weighted Average Exercise Price | $ 3.38 | $ 3.38 |
Expiration | Dec. 31, 2022 | |
Date of Issuance | Dec. 31, 2015 | |
Series P warrants [Member] | ||
Shares of Common Stock Issuable from Warrants | 213,500 | 213,500 |
Weighted Average Exercise Price | $ 3.70 | $ 3.70 |
Expiration | Dec. 31, 2022 | |
Date of Issuance | Mar. 25, 2016 | |
Series R warrants [Member] | ||
Shares of Common Stock Issuable from Warrants | 468,750 | 468,750 |
Weighted Average Exercise Price | $ 4 | $ 4 |
Expiration | Dec. 31, 2022 | |
Date of Issuance | Jun. 20, 2016 | |
Series S-A warrants [Member] | ||
Shares of Common Stock Issuable from Warrants | 300,000 | 300,000 |
Weighted Average Exercise Price | $ 2.53 | $ 2.53 |
Expiration | Dec. 31, 2022 | |
Date of Issuance | Jul. 24, 2017 | |
Series S warrants [Member] | ||
Shares of Common Stock Issuable from Warrants | 821,600 | 821,600 |
Weighted Average Exercise Price | $ 3.42 | $ 3.42 |
Expiration | Sep. 29, 2022 | |
Date of Issuance | Sep. 29, 2017 | |
Series T warrants [Member] | ||
Shares of Common Stock Issuable from Warrants | 16,666,667 | 16,666,667 |
Weighted Average Exercise Price | $ 1.70 | $ 1.70 |
Expiration | Nov. 26, 2025 | |
Date of Issuance | Nov. 26, 2018 |
Common Stock and Warrants (De_2
Common Stock and Warrants (Details Narrative) - $ / shares | Nov. 30, 2020 | Aug. 31, 2020 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 52,959,323 | 52,959,323 |
Common stock, shares outstanding | 52,959,323 | 52,959,323 |
October 10, 2006 [Member] | 2006 Incentive Stock Option Plan [Member] | ||
Reserved for issuance under long term incentive plan | 6,001,169 |
Stock Options (Details)
Stock Options (Details) - USD ($) | 3 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
Expected dividend yield | ||
Expected stock price volatility | 89.44% | |
Risk-free interest rate | 0.19% | |
Expected term (in years)(simplified method) | 4 years | |
Exercise price | $ 3.42 | |
Weighted-average grant date fair-value | $ 2.16 | |
Minimum [Member] | ||
Expected stock price volatility | 82.94% | |
Risk-free interest rate | 1.40% | |
Expected term (in years)(simplified method) | 4 years 6 months | |
Exercise price | $ 2.32 | |
Weighted-average grant date fair-value | $ 1.61 | |
Maximum [Member] | ||
Expected stock price volatility | 86.23% | |
Risk-free interest rate | 1.69% | |
Expected term (in years)(simplified method) | 5 years 9 months | |
Exercise price | $ 3.54 | |
Weighted-average grant date fair-value | $ 1.55 |
Stock Options (Details 1)
Stock Options (Details 1) - USD ($) | 3 Months Ended | 12 Months Ended |
Nov. 30, 2020 | Aug. 30, 2019 | |
Number of Options | ||
Outstanding Ending | 7,817,234 | |
Exercisable Ending | 3,956,434 | |
Weighted Average Exercise Price | ||
Grants | $ 3.42 | |
Weighted-average exercise price Ending | 4.16 | |
Exercisable Ending | $ 3.66 | |
Weighted Average Remaining Contractual Term | ||
Outstanding Ending | 5 years 3 months 15 days | |
Aggregate Intrinsic Value | ||
Outstanding Ending | $ 25,886,685 | |
Stock Option [Member] | ||
Number of Options | ||
Outstanding Beginning | 7,804,734 | 2,777,334 |
Grants | 50,000 | 5,158,000 |
Forfeitures and cancellations | (37,500) | (130,600) |
Outstanding Ending | 7,817,234 | 7,804,734 |
Exercisable Ending | 3,956,434 | |
Weighted Average Exercise Price | ||
Weighted-average exercise price Beginning | $ 4.31 | |
Grants | $ 3.42 | 4.06 |
Forfeitures and cancellations | 3.54 | 3.54 |
Weighted-average exercise price Ending | 4.16 | $ 4.16 |
Exercisable Ending | $ 3.66 | |
Weighted Average Remaining Contractual Term | ||
Outstanding Ending | 5 years 3 months 15 days | |
Exercisable Ending | 6 years 3 months 19 days | |
Aggregate Intrinsic Value | ||
Outstanding Ending | $ 27,557,385 | |
Exercisable Ending | $ 15,789,872 |
Stock Options (Details 2)
Stock Options (Details 2) - USD ($) | 3 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
Stock Compensation Expense: | ||
SG&A | $ 1,533,824 | $ 172,219 |
R&D | 304,708 | 248,751 |
Total stock based compensation expense | $ 1,838,532 | $ 420,970 |
Stock Options (Details 3)
Stock Options (Details 3) | 3 Months Ended |
Nov. 30, 2020$ / sharesshares | |
Number of Shares Subject to Outstanding Options | shares | 7,817,234 |
Weighted average contractural life (years) | 5 years 3 months 15 days |
Weighted-average exercise price | $ / shares | $ 4.16 |
Number of Shares Subject to options exercisable | shares | 3,956,434 |
Weighted average contractural life (years) of options exercisable | 6 years 3 months 19 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 3.66 |
$2.32 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 153,000 |
Weighted average contractural life (years) | 8 years 10 months 10 days |
Weighted-average exercise price | $ / shares | $ 2.32 |
Number of Shares Subject to options exercisable | shares | 55,250 |
Weighted average contractural life (years) of options exercisable | 8 years 10 months 10 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 2.32 |
$2.60 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 2,500,000 |
Weighted average contractural life (years) | 5 years 7 months 2 days |
Weighted-average exercise price | $ / shares | $ 2.6 |
Number of Shares Subject to options exercisable | shares | 1,250,000 |
Weighted average contractural life (years) of options exercisable | 5 years 7 months 2 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 2.6 |
$3.28 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 7,500 |
Weighted average contractural life (years) | 5 years 11 months 15 days |
Weighted-average exercise price | $ / shares | $ 3.28 |
Number of Shares Subject to options exercisable | shares | 7,500 |
Weighted average contractural life (years) of options exercisable | 5 years 11 months 15 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 3.28 |
$3.42 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 50,000 |
Weighted average contractural life (years) | 5 years 10 months 21 days |
Weighted-average exercise price | $ / shares | $ 3.42 |
Number of Shares Subject to options exercisable | shares | 12,500 |
Weighted average contractural life (years) of options exercisable | 5 years 10 months 21 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 3.42 |
$3.46 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 35,000 |
Weighted average contractural life (years) | 5 years 1 month 6 days |
Weighted-average exercise price | $ / shares | $ 3.46 |
Number of Shares Subject to options exercisable | shares | 35,000 |
Weighted average contractural life (years) of options exercisable | 5 years 1 month 6 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 3.46 |
$3.54 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 1,342,900 |
Weighted average contractural life (years) | 7 years 7 months 10 days |
Weighted-average exercise price | $ / shares | $ 3.54 |
Number of Shares Subject to options exercisable | shares | 1,140,350 |
Weighted average contractural life (years) of options exercisable | 8 years 1 month 20 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 3.54 |
$3.66 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 1,000,000 |
Weighted average contractural life (years) | 2 years 9 months |
Weighted-average exercise price | $ / shares | $ 3.66 |
Number of Shares Subject to options exercisable | shares | 500,000 |
Weighted average contractural life (years) of options exercisable | 2 years 9 months |
Weighted-average exercise price of options exercisable | $ / shares | $ 3.66 |
$4.87 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 187,500 |
Weighted average contractural life (years) | 6 years 11 months 23 days |
Weighted-average exercise price | $ / shares | $ 4.87 |
Number of Shares Subject to options exercisable | shares | 187,500 |
Weighted average contractural life (years) of options exercisable | 6 years 11 months 23 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 4.87 |
$5.35 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 1,008,000 |
Weighted average contractural life (years) | 7 years 1 month 2 days |
Weighted-average exercise price | $ / shares | $ 5.35 |
Number of Shares Subject to options exercisable | shares | 735,000 |
Weighted average contractural life (years) of options exercisable | 7 years 1 month 2 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 5.35 |
$5.94 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 33,334 |
Weighted average contractural life (years) | 22 days |
Weighted-average exercise price | $ / shares | $ 5.94 |
Number of Shares Subject to options exercisable | shares | 33,334 |
Weighted average contractural life (years) of options exercisable | 22 days |
Weighted-average exercise price of options exercisable | $ / shares | $ 5.94 |
$6.00 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 800,000 |
Weighted average contractural life (years) | 2 years 9 months |
Weighted-average exercise price | $ / shares | $ 6 |
Number of Shares Subject to options exercisable | shares | |
Weighted average contractural life (years) of options exercisable | 2 years 9 months |
Weighted-average exercise price of options exercisable | $ / shares | $ 6 |
$8.00 Per Share [Member] | |
Number of Shares Subject to Outstanding Options | shares | 700,000 |
Weighted average contractural life (years) | 2 years 9 months |
Weighted-average exercise price | $ / shares | $ 8 |
Number of Shares Subject to options exercisable | shares | |
Weighted average contractural life (years) of options exercisable | 2 years 9 months |
Weighted-average exercise price of options exercisable | $ / shares | $ 8 |
Stock Options (Details Narrativ
Stock Options (Details Narrative) - USD ($) | 3 Months Ended | 12 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | Aug. 30, 2019 | |
Closing stock price | $ 7.65 | ||
Option outstanding | 6,386,567 | ||
Option exercise price | $ 7.65 | ||
Aggregate intrinsic value of options | $ 25,886,685 | ||
Aggregate intrinsic value of options vested | 14,070,872 | ||
Share based compensation expenses not yet recognized | $ 5,297,826 | ||
Share based compensation recognition period | 3 years 9 months | ||
Stock Option [Member] | |||
Stock options exercise price | $ 3.54 | $ 3.54 | |
Aggregate intrinsic value of options | $ 27,557,385 | ||
Stock Option [Member] | Director [Member] | |||
Stock options exercise price | $ 3.42 | ||
Stock options granted | 50,000 | ||
Option grant term | 6 years | ||
Stock Option [Member] | Employee [Member] | |||
Stock options exercise price | $ 2.32 | ||
Stock options granted | 153,000 | ||
Option grant term | 10 years | ||
2006 Incentive Stock Option Plan [Member] | |||
Stock options approved for grant | 15,000,000 | ||
Maturity date | Nov. 30, 2020 |
Lease (Details)
Lease (Details) - USD ($) | 3 Months Ended | ||
Nov. 30, 2020 | [1] | Nov. 30, 2019 | |
Notes to Financial Statements | |||
Operating lease cost | $ 32,648 | $ 6,666 | |
Short-term lease costs | |||
Total net lease costs | $ 32,648 | $ 6,666 | |
[1] | Represents 3 months of rent expense at $2,222 per month, $26,400 lease termination fee and ($418) of unrecognized interest expense. |
Lease (Details 1)
Lease (Details 1) - USD ($) | Nov. 30, 2020 | Aug. 31, 2020 |
Notes to Financial Statements | ||
Operating lease right-of-use asset | $ 42,212 | |
Current maturities of operating lease | 24,828 | |
Non-current operating lease | 17,737 | |
Total operating lease liabilities | $ 42,564 | |
Weighted Average remaining lease term (in years): | 1 year 8 months 2 days | |
Discount rate: | 5.85% |
Lease (Details Narrative)
Lease (Details Narrative) | 3 Months Ended |
Nov. 30, 2020USD ($) | |
Notes to Financial Statements | |
Lease Term | 3 years |
Lease description | The Lease has an initial term of three years through May 1, 2022 with monthly rent due of $2,200 for the first two years and $2,266 during year three. |
Rent expense | $ 418 |
Transactions with Related Perso
Transactions with Related Persons (Details Narrative) - USD ($) | Jul. 01, 2020 | Dec. 02, 2018 | Aug. 07, 2017 | Nov. 30, 2020 | Nov. 30, 2019 | Aug. 31, 2020 |
Mr. Bhogal [Member] | ||||||
Related party payable | $ 34,167 | |||||
Mr. Bhogal [Member] | Consulting Agreement [Member] | ||||||
Share-based Compensation (monthly) | $ 34,167 | $ 5,000 | $ 18,750 | |||
Related party expense | $ 102,500 | $ 56,250 | ||||
Talia Jevan Properties, Inc [Member] | ||||||
Related party payable | $ 0 | |||||
Proceeds from related party debt | 0 | 73,005 | ||||
Repayment of related party debt | 53,251 | 0 | ||||
Satterlee Stephens[Member] | ||||||
Legal services | $ 43,750 | $ 43,750 |
Commitments and Contingencies (
Commitments and Contingencies (Details Narrative) | 12 Months Ended |
Aug. 31, 2020USD ($) | |
Estimated cost | $ 1,803,000 |
Cost of equipment description | The remaining $510,345 will be paid upon the completion of the equipment once the final specifications have been determined pending optimization of the Company’s product iteration specific to this equipment. |
South Korea [Member] | |
Lease description | The lease has a term of one year from September 23, 2020 through September 23, 2021. |
Operating lease expenses | $ 1,200 |
Frequency of payment | Monthly |
Net Income (Loss) Per Share (De
Net Income (Loss) Per Share (Details) - USD ($) | 3 Months Ended | |
Nov. 30, 2020 | Nov. 30, 2019 | |
Numerator: | ||
Loss available to common stockholders' | $ (2,537,035) | $ (1,105,278) |
Denominator: | ||
Weighted average number of common shares outstanding | 52,959,323 | 52,959,323 |
Basic and diluted EPS | $ (0.05) | $ (0.02) |
The shares listed below were not included in the computation of diluted losses per share because to do so would have been antidilutive for the periods presented: | ||
Stock options | 7,817,234 | 2,935,334 |
Warrants | 19,483,517 | 19,483,517 |
Total shares not included in the computation of diluted losses per share | 27,300,751 | 22,418,851 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - Subsequent Event [Member] | 1 Months Ended |
Dec. 18, 2020shares | |
John Conklin | |
Common stock cancelled | 1,008,000 |
Director [Member] | |
Stock options exercised | 16,667 |
Issuance of restricted common stock | 5,667 |