Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Mar. 31, 2018 | May 01, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AYTU BIOSCIENCE, INC | |
Entity Central Index Key | 1,385,818 | |
Trading Symbol | AYTU | |
Amendment Flag | false | |
Current Fiscal Year End Date | --06-30 | |
Document Type | 10-Q | |
Document Period End Date | Mar. 31, 2018 | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q3 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 35,888,069 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) | Mar. 31, 2018 | Jun. 30, 2017 |
Current assets | ||
Cash and cash equivalents | $ 12,006,069 | $ 802,328 |
Restricted cash | 75,728 | 75,214 |
Accounts receivable, net | 732,476 | 528,039 |
Inventory, net | 883,820 | 1,312,221 |
Prepaid expenses and other | 896,899 | 310,760 |
Total current assets | 14,594,992 | 3,028,562 |
Fixed assets, net | 260,742 | 647,254 |
Developed technology, net | 19,286 | 1,337,333 |
Customer contracts, net | 77,667 | |
Trade names, net | 2,500 | 164,037 |
Natesto asset, net | 8,242,029 | 9,231,072 |
Goodwill | 238,426 | |
Patents, net | 252,278 | 271,278 |
Deposits | 2,888 | 2,888 |
Total long-term assets | 8,779,723 | 11,969,955 |
Total assets | 23,374,715 | 14,998,517 |
Current liabilities | ||
Accounts payable and other | 3,199,323 | 2,220,400 |
Accrued liabilities | 211,415 | 782,536 |
Accrued compensation | 898,155 | 339,704 |
Current deferred rent | 3,119 | 6,673 |
Current contingent consideration | 29,893 | 261,155 |
Total current liabilities | 4,341,905 | 3,610,468 |
Long-term contingent consideration | 6,162,337 | 7,386,782 |
Long-term deferred rent | 1,451 | |
Warrant derivative liability | 120,146 | |
Total liabilities | 10,624,388 | 10,998,701 |
Commitments and contingencies (Note 6) | ||
Stockholders' equity | ||
Preferred Stock, par value $.0001; 50,000,000 shares authorized; shares issued and outstanding 0 and 0, respectively as of March 31, 2018 and June 30, 2017 | ||
Common Stock, par value $.0001; 100,000,000 shares authorized; shares issued and outstanding 35,820,069 and 824,831, respectively as of March 31, 2018 and June 30, 2017 | 3,582 | 82 |
Additional paid-in capital | 92,551,906 | 73,069,463 |
Accumulated deficit | (79,805,161) | (69,069,729) |
Total stockholders' equity | 12,750,327 | 3,999,816 |
Total liabilities and stockholders' equity | $ 23,374,715 | $ 14,998,517 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Mar. 31, 2018 | Jun. 30, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, par value | $ 0.0001 | $ 0.0001 |
Preferred Stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common Stock, par value | $ 0.0001 | $ 0.0001 |
Common Stock, shares authorized | 100,000,000 | 100,000,000 |
Common Stock, shares issued | 35,820,069 | 824,831 |
Common Stock, shares outstanding | 35,820,069 | 824,831 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Income Statement [Abstract] | ||||
Product revenue | $ 607,473 | $ 893,548 | $ 2,734,995 | $ 2,385,701 |
Total revenue | 607,473 | 893,548 | 2,734,995 | 2,385,701 |
Operating expenses | ||||
Cost of sales | 1,136,833 | 324,438 | 1,809,445 | 1,067,654 |
Research and development | 114,141 | 279,049 | (22,391) | 774,526 |
Research and development - related party (Note 9) | 291,963 | 387,960 | ||
Sales, general and administrative | 4,637,495 | 4,385,145 | 13,809,264 | 13,732,226 |
Sales, general and administrative - related party (Note 9) | 35,767 | 137,311 | ||
Impairment of intangible assets | 1,856,020 | 1,856,020 | ||
Amortization of intangible assets | 387,606 | 437,013 | 1,157,258 | 1,311,043 |
Total operating expenses | 8,132,095 | 5,753,375 | 18,609,596 | 17,410,720 |
Loss from operations | (7,524,622) | (4,859,827) | (15,874,601) | (15,025,019) |
Other (expense) income | ||||
Interest (expense) | (186,629) | (80,722) | (572,155) | (884,187) |
Derivative income | 3,139,971 | 16,662 | 3,957,756 | 212,809 |
Unrealized gain on investment | 230,936 | |||
(Loss) on investment | (292,455) | (292,455) | ||
Other gain | 1,753,568 | 1,753,568 | ||
Total other (expense) | 4,706,910 | (356,515) | 5,139,169 | (732,897) |
Net loss | $ (2,817,712) | $ (5,216,342) | $ (10,735,432) | $ (15,757,916) |
Weighted average number of common shares outstanding | 11,855,413 | 546,931 | 5,009,545 | 378,118 |
Basic and diluted net loss per common share | $ (0.24) | $ (9.54) | $ (2.14) | $ (41.67) |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity (Unaudited) - 9 months ended Mar. 31, 2018 - USD ($) | Total | Preferred Stock | Common Stock | Additional paid-in capital | Accumulated Deficit |
Balance at Jun. 30, 2017 | $ 3,999,816 | $ 82 | $ 73,069,463 | $ (69,069,729) | |
Balance, shares at Jun. 30, 2017 | 824,831 | ||||
Stock-based compensation (unaudited) | 288,010 | 288,010 | |||
Issuance of restricted stock (unaudited) | 158,585 | $ 77 | 158,508 | ||
Issuance of restricted stock (unaudited), shares | 767,000 | ||||
Earn-out payment to Nuelle shareholders (unaudited) | 250,000 | $ 6 | 249,994 | ||
Earn-out payment to Nuelle shareholders (unaudited), shares | 64,150 | ||||
Issuance of preferred and common stock, net of $1,402,831 in cash issuance costs (unaudited) | 6,319,167 | $ 1 | $ 320 | 6,318,846 | |
Issuance of preferred and common stock, net of $1,402,831 in cash issuance costs (unaudited), shares | 2,250 | 3,196,665 | |||
Issuance of preferred stock and common stock, net of $1,294,235 in cash issuance costs (unaudited) | 9,166,425 | $ 1 | $ 2,152 | 9,164,272 | |
Issuance of preferred stock and common stock, net of $1,294,235 in cash issuance costs (unaudited), shares | 3,216 | 21,520,000 | |||
Warrants issued in connection with registered offering (unaudited) | 2,439,360 | 2,439,360 | |||
Preferred stocks converted in common stock (unaudited) | $ (2) | $ 790 | (788) | ||
Preferred stocks converted in common stock (unaudited), shares | (5,466) | 7,896,666 | |||
Warrant exercises (unaudited) | 640,380 | $ 155 | 640,225 | ||
Warrant exercises (unaudited), shares | 1,547,000 | ||||
Issuance of warrants (unaudited) | 179,287 | 179,287 | |||
Warrant amendment (unaudited) | 4,633 | 4,633 | |||
Warrant exercise of derivative warrants (unaudited) | 40,096 | 40,096 | |||
Adjustment for rounding of shares due to stock split (unaudited) | |||||
Adjustment for rounding of shares due to stock split (unaudited), shares | 3,757 | ||||
Net loss (unaudited) | (10,735,432) | (10,735,432) | |||
Balance (unaudited) at Mar. 31, 2018 | $ 12,750,327 | $ 3,582 | $ 92,551,906 | $ (79,805,161) | |
Balance (unaudited), shares at Mar. 31, 2018 | 35,820,069 |
Consolidated Statement of Stoc6
Consolidated Statement of Stockholders' Equity (Parenthetical) (Unaudited) | 9 Months Ended |
Mar. 31, 2018USD ($) | |
Statement of Stockholders' Equity [Abstract] | |
Issuance of preferred and common stock net of issuance cost | $ 1,402,831 |
Issuance of preferred stock, common stock and warrant net of issuance cost | $ 1,294,235 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 9 Months Ended | |
Mar. 31, 2018 | Mar. 31, 2017 | |
Cash flows from operating activities | ||
Net loss | $ (10,735,432) | $ (15,757,916) |
Adjustments to reconcile net loss to cash used in operating activities | ||
Stock-based compensation expense | 288,010 | 2,241,989 |
Depreciation, amortization and accretion | 1,975,448 | 2,263,975 |
Other (gain) | (1,753,568) | |
Issuance of restricted stocks | 158,585 | 655,416 |
Impairment of intangible assets | 1,856,020 | |
Issuance of warrants | 179,287 | |
Derivative (income) | (3,957,756) | (212,809) |
Amortization of prepaid research and development - related party (Note 9) | 335,454 | |
Loss on investment | 61,519 | |
Common stock issued to executives | 509,996 | |
Issuance of warrants to initial investors | 596,434 | |
(Gain) on sale of asset | (428,374) | |
Warrant amendment | 4,633 | 1,507 |
Changes in operating assets and liabilities: | ||
(Increase) in accounts receivable | (204,437) | (180,110) |
Decrease in inventory | 428,401 | 290,984 |
(Increase) in prepaid expenses and other | (586,139) | (126,555) |
Decrease (increase) in accounts payable and other | 967,641 | (307,854) |
(Decrease) in accrued liabilities | (571,121) | (146,290) |
Decrease (increase) in accrued compensation | 558,451 | (355,359) |
(Decrease) in deferred rent | (5,005) | (2,775) |
Net cash used in operating activities | (11,396,982) | (10,560,768) |
Cash flows used in investing activities | ||
Purchases of fixed assets | (74,707) | (53,435) |
Contingent consideration payment | (7,385) | |
Purchase payment for Natesto asset | (6,000,000) | |
Sale of investment in Acerus | 1,071,707 | |
Sale of investment in Acerus cost | (91,864) | |
Installment payments for Primsol asset | (750,000) | |
Sale of Primsol asset | 1,750,000 | |
Net cash used in investing activities | (82,092) | (4,073,592) |
Cash flows from financing activities | ||
Issuance of preferred, common stock and warrants | 11,839,995 | |
Issuance costs related to preferred, common stock and warrants | (1,402,831) | |
Issuance of preferred, common stock and warrants | 12,900,020 | |
Issuance costs related to preferred, common stock and warrants | (1,294,235) | |
Warrant exercises | 640,380 | |
Issuance of common stock to Lincoln Park Capital | 631,481 | |
Costs related to sale of common stock | (24,247) | |
Warrant tender offer | 2,243,281 | |
Warrant tender offer cost | (332,567) | |
Registered offering | 8,602,500 | |
Registered offering costs | (997,865) | |
Over-allotment warrants purchased by placement agents | 2,852 | |
Net cash provided by financing activities | 22,683,329 | 10,125,435 |
Net change in cash, cash equivalents and restricted cash | 11,204,255 | (4,508,925) |
Cash, cash equivalents and restricted cash at beginning of period | 877,542 | 8,054,190 |
Cash, cash equivalents and restricted cash at end of period | 12,081,797 | 3,545,265 |
Non-cash transactions: | ||
Warrants issued to investors and underwriters (see Note 5) | 4,117,997 | |
Contingent consideration included in accounts payable | 11,283 | |
Warrant exercise of derivative warrants | 40,096 | |
Earn-out payment to Nuelle Shareholders | 250,000 | |
Fixed asset purchases included in accounts payable | 58,683 | |
Warrants issued in connection with the equity financing to the placement agents | 292,630 | |
Warrants amended in connection with warrant tender offer | $ 63,183 |
Business, Basis of Presentation
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger | 9 Months Ended |
Mar. 31, 2018 | |
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger [Abstract] | |
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger | Note 1 – Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger Business Aytu BioScience, Inc. (“Aytu”, the “Company” or “we”) was incorporated as Rosewind Corporation on August 9, 2002 in the State of Colorado. Aytu was re-incorporated in the state of Delaware on June 8, 2015. Aytu is a commercial-stage specialty life sciences company concentrating on developing and commercializing products with an initial focus on urological diseases and conditions. Aytu is currently focused on addressing significant medical needs in the areas of hypogonadism, male infertility, and sexual wellness and vitality. Basis of Presentation These unaudited consolidated financial statements represent the financial statements of Aytu and its subsidiary, Aytu Women’s Health, LLC. These unaudited consolidated financial statements should be read in conjunction with Aytu’s Annual Report on Form 10-K for the year ended June 30, 2017, which included all disclosures required by generally accepted accounting principles in the United States (“GAAP”). In the opinion of management, these unaudited consolidated financial statements contain all adjustments necessary to present fairly the financial position of Aytu for the balance sheet, the results of operations and cash flows for the interim periods presented. The results of operations for the period ended March 31, 2018 are not necessarily indicative of expected operating results for the full year. The information presented throughout this report as of and for the period ended March 31, 2018 and 2017 is unaudited. Through a multi-step reverse triangular merger in April 2015, Vyrix Pharmaceuticals, Inc. (“Vyrix’’) and Luoxis Diagnostics, Inc. (“Luoxis’’) merged with and into our Company (herein referred to as the Merger) and we abandoned our pre-merger business plans to solely pursue the specialty healthcare market, including the business of Vyrix and Luoxis. In the Merger, we acquired the RedoxSYS, MiOXSYS and Zertane products. On June 8, 2015, we reincorporated as a domestic Delaware corporation under the Delaware General Corporate Law and changed our name from Rosewind Corporation to Aytu BioScience, Inc., and effected a reverse stock split in which each common stockholder received one share of common stock for every 12.174 shares held. On June 30, 2016, Aytu effected another reverse stock split in which each common stockholder received one share of common stock for every 12 shares held. On August 25, 2017, Aytu effected a third reverse stock split in which each common stockholder received one share of common stock for every 20 shares held (herein referred to collectively as the “Reverse Stock Splits”). All share and per share amounts in this report have been adjusted to reflect the effect of these Reverse Stock Splits. Business Combination—ProstaScint In May 2015, Aytu entered into and closed on an asset purchase agreement with Jazz Pharmaceuticals, Inc. (“Jazz Pharmaceuticals”). Pursuant to the agreement, Aytu purchased assets related to the Jazz Pharmaceuticals’ product known as ProstaScint ® Pursuant to the asset purchase agreement, we were required to make our first revenue share payment to Jazz Pharmaceuticals during the March 31, 2018 quarter which was approximately $7,400. We intend to make our next quarterly revenue share payment to Jazz Pharmaceuticals in the upcoming quarter, which is approximately $11,300. The Company’s allocation of consideration transferred for ProstaScint as of the purchase date of May 20, 2015 was as follows: Fair Value Tangible assets $ 727,000 Intangible assets 1,590,000 Goodwill 74,000 Total assets acquired $ 2,391,000 The intangible assets for ProstaScint were originally recognized upon the closing of the acquisition and included developed technology of $790,000, customer contracts of $720,000 and trade names of $80,000, each of which began amortizing over a ten-year period. At June 30, 2017, the ProstaScint asset was determined to be impaired based upon sales projections at that time and because we decided to discontinue sales of ProstaScint in early fiscal 2019 when our existing supplies of the product will expire. The value for the intangible assets were adjusted to $54,000 for developed technology, $7,000 for trade names and $0 for customer contracts. The amortization expense was $16,000 and $40,000 for the three months ended March 31, 2018 and 2017, respectively. The amortization expense was $40,000 and $120,000 for the nine months ended March 31, 2018 and 2017, respectively. Business Combination—Primsol In October 2015, Aytu entered into and closed on an Asset Purchase Agreement with FSC Laboratories, Inc. (“FSC”). Pursuant to the agreement, Aytu purchased assets related to FSC’s product known as Primsol® (trimethoprim solution), including certain intellectual property and contracts, inventory, work in progress and all marketing and sales assets and materials related solely to Primsol (together, the “Primsol Business”), and assumed certain of FSC’s liabilities, including those related to the sale and marketing of Primsol arising after the closing. Aytu paid $500,000 at closing for the purchase of the Primsol Business, and paid an additional $142,000, of which $102,000 was for inventory and $40,000 for the Primsol Business, for the transfer of the Primsol-related product inventory. We also agreed to pay an additional (a) $500,000 which we paid in April 2016, (b) $500,000 which we paid in July 2016, and (c) $250,000 which we paid in November 2016 (together, the “Installment Payments”). The Company’s allocation of consideration transferred for Primsol as of the purchase date of October 5, 2015 was as follows: Fair Value Tangible assets $ 182,000 Intangible assets 1,470,000 Goodwill 147,000 Total assets acquired $ 1,799,000 Included in tangible assets was $102,000 of inventory and $80,000 of work-in-process inventory. Included in the intangible assets was developed technology of $520,000, customer contracts of $810,000 and trade names of $140,000, each of which was being amortized over a six-year period. Amortization expense of $0 and $61,000 was recognized in the three months ended March 31, 2018 and 2017, respectively. The amortization expense was $0 and $184,000 for the nine months ended March 31, 2018 and 2017, respectively. Divestiture – Primsol In March 2017, we entered into and closed on an Asset Purchase Agreement with Allegis Holdings, LLC (the “Primsol Purchaser”). Pursuant to the agreement, we sold to the Primsol Purchaser all of the assets related to our product known as Primsol, including certain intellectual property and contracts, inventory, work in process and all marketing assets and materials related solely to Primsol (together, the “Primsol Asset”). We retain any liability associated with the Primsol Asset that occurred prior to the closing. The Primsol Purchaser paid us $1,750,000 in cash at the closing for the Primsol Asset. We recognized a gain of approximately $428,000 on the sale which is included in selling, general and administrative expense on our statement of operations. Based on our evaluation of the transaction, and because the Primsol Asset was not a material part of our business, the criteria for discontinued operations was not met. Therefore, the gain is included in continuing operations. License and Supply Agreement—Natesto In April 2016, Aytu entered into and closed a license and supply agreement to acquire the exclusive U.S. rights to distribute Natesto® (testosterone) nasal gel from Acerus Pharmaceuticals Corporation, or Acerus. We acquired the rights effective upon the expiration of the former licensee’s rights, which occurred on June 30, 2016. The license’s term runs for the greater of eight years or until the expiry of the latest to expire patent including claims covering Natesto and until the entry on the market of at least one AB-rated generic product. Aytu made an upfront payment of $2.0 million to Acerus upon execution of the agreement. In October 2016, we paid an additional $2.0 million, and in January 2017, Aytu paid the final upfront payment of $4.0 million. Aytu also purchased, on April 28, 2016, an aggregate of 12,245,411 shares of Acerus common stock for Cdn. $2.5 million (approximately US $2.0 million), with a purchase price per share equal to Cdn. $0.207 or approximately US $0.16 per share. These shares were a held for sale security and were recognized at fair market value. Aytu agreed to refrain from disposing these shares until after August 29, 2016. During the second half of fiscal 2017, Aytu sold all of these shares. The gross proceeds from the sales were $1.1 million, the cost of the sales were $92,000, and we recognized a loss on investment of $1.0 million. In addition to the upfront payments, we agreed to make the following one-time, non-refundable milestone payments to Acerus within 45 days of the occurrence of the below events. The maximum aggregate amount payable under such milestone payments is $37.5 million. ● $2.5 million if net sales during any four consecutive calendar quarter period equal or exceed $25.0 million (the “First Milestone”); the First Milestone payment is required to be paid even if the threshold is not met in the event that the agreement is terminated for any reason other than material breach by Acerus, bankruptcy of either party, or termination by Acerus because it believes the amounts payable to Aytu for agreed upon trial work would no longer make the agreement economically viable for Acerus; ● $5.0 million if net sales during any four consecutive calendar quarter period equal or exceed $50.0 million; ● $7.5 million if net sales during any four consecutive calendar quarter period equal or exceed $75.0 million; ● $10.0 million if net sales during any four consecutive calendar quarter period equal or exceed $100.0 million; and ● $12.5 million if net sales during any four consecutive calendar quarter period equal or exceed $125.0 million. The fair value of the net identifiable Natesto asset acquired was determined to be $10.5 million, which is being amortized over eight years. The amortization expense for each of the three months ended March 31, 2018 and 2017 was $330,000. The amortization expense for each of the nine months ended March 31, 2018 and 2017 was $989,000. The contingent consideration for Natesto was valued at $3.2 million using a Monte Carlo simulation, as of June 30, 2016. As of June 30, 2017, the contingent consideration was revalued and increased to $5.7 million using a Monte Carlo simulation and was based on an increase in estimated future sales of Natesto. The contingent consideration accretion expenses for the three months ended March 31, 2018 and 2017 was $178,000 and $61,000, respectively. The contingent consideration accretion expense for the nine months ended March 31, 2018 and 2017 was $508,000 and $164,000, respectively, resulting in the contingent consideration value of $6.2 million as of March 31, 2018. Merger/Subsidiary In May 2017, Aytu Women’s Health, LLC., (“AWH”) a wholly-owned subsidiary of Aytu, acquired Nuelle, Inc., or Nuelle, a women’s sexual health company. This transaction expanded our product portfolio with the addition of the Fiera ® In the merger, (i) each share of Nuelle common stock and each option or warrant to purchase Nuelle stock were cancelled, and (ii) each share of Nuelle preferred stock was converted into the right to receive shares of Aytu common stock. At the closing, Nuelle preferred stockholders exercised their conversion right, and we issued to the Nuelle preferred stockholders an aggregate of 125,000 shares of our common stock. Nuelle preferred stockholders are entitled to revenue earn-out payments equal to a designated percentage of net sales on tiers of net sales up to $100.0 million, with an average rate for all tiers in the mid-single digit range, and a maximum aggregate payout of $6.9 million. The first $1.0 million of earn-out payments will be paid in shares of our common stock and all other earn-out payments will be comprised of 60% cash and 40% shares of our common stock. The stock portion of any earn-out will be calculated by dividing each Nuelle stockholder’s portion of the earn-out by the average closing price of our common stock for the 10 trading days prior to the earlier of the date we deliver notice to the Nuelle stockholders of the earn-out or any public disclosure by us of the earn-out being due and payable. In addition to the upfront issuance of common stock and revenue earn-out payments, we agreed to make the following one-time payments to the Nuelle stockholders within 90 days of the occurrence of the following events (provided that, the maximum aggregate amount payable under such milestone payments will be $24.0 million): ● Upon achieving the first occurrence of Net Sales of $10.0 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $1.0 million; ● Upon achieving the first occurrence of Net Sales of $17.5 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $1.8 million; ● Upon achieving the first occurrence of Net Sales of $25.0 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $2.5 million; ● Upon achieving the first occurrence of Net Sales of $37.5 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $3.8 million; ● Upon achieving the first occurrence of Net Sales of $50.0 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $5.0 million; and ● Upon achieving the first occurrence of Net Sales of $100.0 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $10.0 million. In the event that we do not make all of the required earn-out payments to the Nuelle stockholders before May 3, 2022, and we also complete a divestiture before May 3, 2022 of any of the products acquired in the transaction, we agreed to pay the Nuelle stockholders a combination of (i) cash in an amount equal to 10% of the value of all cash, securities and other property paid to us in the divestiture (cash is to be 60% of the total consideration), and (ii) shares of our common stock equal to the Nuelle stockholders’ portion of the divestiture payment divided by the average closing price of our common stock for the 10 trading days prior to the earlier of the closing date of the divestiture or the public disclosure of the divestiture (shares of common stock are to be 40% of the total consideration). The Company’s allocation of consideration transferred for Nuelle as of the purchase date May 5, 2017 is as follows: Fair Value Tangible assets $ 2,061,000 Intangible assets 1,540,000 Goodwill 238,000 Total assets acquired $ 3,839,000 Included in the intangible assets is developed technology of $1.3 million, customer contracts of $80,000 and trade names of $160,000, each of which will be amortized over a nine to twelve-year period. Amortization expense of $36,000 and $0 was recognized for the three months ended March 31, 2018 and 2017, respectively. Amortization expense of $108,000 and $0 was recognized for the nine months ended March 31, 2018 and 2017, respectively. Upon the closing of the merger, we assumed liabilities of $47,000. The contingent consideration was valued at $1.9 million using a Monte Carlo simulation, as of May 2017. The contingent consideration accretion expense for the three months ended March 31, 2018 and 2017 was $23,000, and $0, respectively. The contingent consideration accretion expense for the nine months ended March 31, 2018 and 2017 was $64,000, and $0, respectively. During the quarter ended September 30, 2017, we paid the first revenue earn-out payment to Nuelle shareholders of $12,000 issued in Aytu common stock, which represented the revenue earn-out payment for fiscal 2017. During the quarter ended December 31, 2017, we made a $238,000 prepayment, issued in Aytu common stock, which represented the revenue earn-out payment for the remaining balance due on the first $1.0 million in net revenue. At March 31, 2018, the AWH assets were determined to be impaired based upon sales performance and the manufacturer no longer supporting the product. The value for all AWH intangible assets were adjusted to zero. The contingent consideration was revalued to zero as well. Contingent Consideration Balance at June 30, 2017 $ 1,940,000 Increase due to accretion 64,000 Decrease due to contractual payment (250,000 ) Decrease due to remeasurement (1,754,000 ) Balance at March 31, 2018 $ - Adoption of Newly Issued Accounting Pronouncements In May 2017, the FASB issued ASU No. 2017-09, “Compensation-Stock Compensation (Topic 718) Scope of Modification Accounting (ASU 2017-09).” ASU 2017-09 clarifies which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The standard is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted. As of the quarter ended March 31, 2018, the Company has adopted this pronouncement, the impact of which was immaterial. In January 2017, the FASB issued ASU 2017-01, “Business Combinations (Topic 805) Clarifying the Definition of a Business.” The amendment clarifies the definition of a business, which is fundamental in the determination of whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This determination is important given the diverging accounting models used for each type of transaction. The guidance is generally expected to result in fewer transactions qualifying as business combinations. The amendment is effective prospectively for public business entities for annual periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is permitted. As of the quarter ended March 31, 2018, the pronouncement does not apply to the Company, however, if Aytu seeks to purchase additional assets in the future it could have an impact if that purchase is accounted for as a business combination or an asset purchase. Recently Issued Accounting Pronouncements, Not Adopted as of March 31, 2018 In May 2014, the FASB issued ASU 2014-09, Topic 606, Revenue from Contracts with Customers (the “New Revenue Standard”). The amendments in this ASU provide a single model for use in accounting for revenue arising from contracts with customers and supersedes current revenue recognition guidance, including industry-specific revenue guidance. The core principle of the new ASU is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. New disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers are also required. In August 2015, the FASB issued ASU 2015-14 which deferred the effective date of the New Revenue Standard. In 2016, the FASB issued ASU 2016-08, ASU 2016-10, ASU 2016-11, and ASU 2016-12 to clarify, among other things, the implementation guidance related to principal versus agent considerations, identifying performance obligations, and accounting for licenses of intellectual property. The New Revenue Standard is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The amendments in this update are to be applied on a retrospective basis, either to each prior reporting period presented or by presenting the cumulative effect of applying the update recognized at the date of initial application. We will adopt this standard on July 1, 2018, using the modified retrospective method. We continue to progress in our assessment to determine the effect of adoption on our existing revenue arrangements and are nearing final conclusions. We are also finalizing the evaluation of the potential changes to our current policies and processes to ensure we are able to meet the incremental disclosure requirements of the new standard. In January 2017, the FASB issued ASU 2017-04, “Intangibles - Goodwill and Other (Topic 350).” The amendment simplifies the subsequent measurement of goodwill by removing the second step of the two-step impairment test. The amendment requires an entity to perform its annual, or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An impairment charge should be recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The amendment should be applied on a prospective basis. ASU 2017-04 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not believe that adoption of this amendment will have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses” to require the measurement of expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable forecasts. The main objective of this ASU is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The standard is effective for interim and annual reporting periods beginning after December 15, 2019. Early adoption is permitted for interim and annual reporting periods beginning after December 15, 2018. The Company is currently assessing the impact that ASU 2016-13 will have on its consolidated financial statements but does not anticipate there to be a material impact. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for leases for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is currently evaluating the impact of its adoption of this standard on its consolidated financial statements. |
Fixed Assets
Fixed Assets | 9 Months Ended |
Mar. 31, 2018 | |
Fixed Assets [Abstract] | |
Fixed Assets | Note 2 – Fixed Assets Fixed assets are recorded at cost and, once placed in service, are depreciated on a straight-line basis over the estimated useful lives. Leasehold improvements are amortized over the shorter of the estimated economic life or related lease term. Fixed assets consist of the following: Estimated As of As of Useful Lives in years March 31, June 30, Manufacturing equipment 2 - 5 $ 213,000 $ 405,000 Leasehold improvements 3 112,000 111,000 Office equipment, furniture and other 2 - 5 344,000 287,000 Lab equipment 3 - 5 90,000 90,000 Less accumulated depreciation and amortization (498,000 ) (246,000 ) Fixed assets, net $ 261,000 $ 647,000 At March 31, 2018, we determined that the AWH assets were impaired based upon sales performance and the manufacturer no longer supporting the product. This resulted in the write-off of the AWH manufacturing equipment totaling $210,000 (see Note 1). The depreciation and amortization expense was as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 Depreciation and amortization expense $ 91,000 $ 27,000 $ 252,000 $ 72,000 |
Patents
Patents | 9 Months Ended |
Mar. 31, 2018 | |
Patents [Abstract] | |
Patents | Note 3 – Patents The cost of the Luoxis patents were $380,000 when they were acquired in connection with the 2013 formation of Luoxis and are being amortized over the remaining U.S. patent lives of approximately 15 years, which expires in March 2028. Patents consist of the following: As of As of 2018 2017 Patents $ 380,000 $ 380,000 Less accumulated amortization (128,000 ) (109,000 ) Patents, net $ 252,000 $ 271,000 The amortization expense was as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 Amortization expense $ 6,000 $ 6,000 $ 19,000 $ 19,000 |
Income Taxes
Income Taxes | 9 Months Ended |
Mar. 31, 2018 | |
Income Taxes [Abstract] | |
Income Taxes | Note 4 – Income Taxes On December 22, 2017, the U.S. Tax Cuts and Jobs Act (the “Tax Reform Act”) was signed into law by the President of the United States. The Tax Reform Act significantly revised the U.S. corporate income tax regime by, among other things, lowering the U.S. corporate tax rate from 35% to 21% effective January 1, 2018. GAAP requires that the impact of tax legislation be recognized in the period in which the law was enacted. As a result of the Tax Reform Act, the Company recorded a tax expense of $6.6 million due to a re-measurement of deferred tax assets and liabilities at a blended rate in the three months ended December 31, 2017, which is fully offset by a reduction in valuation allowance. The Company recorded additional tax expense of $0.1 million related to re-measurement of deferred tax assets and liabilities in the three months ended March 31, 2018. The tax expense is a provisional amount and the Company’s current best estimate. Any adjustments recorded to the provisional amounts will be included in income from operations as an adjustment to tax expense, net of any related valuation allowance. The provisional amount incorporates assumptions made based upon the Company’s current interpretation of the Tax Reform Act and may change as the Company receives additional clarification and implementation guidance. |
Fair Value Considerations
Fair Value Considerations | 9 Months Ended |
Mar. 31, 2018 | |
Fair Value Considerations [Abstract] | |
Fair Value Considerations | Note 5 – Fair Value Considerations Aytu’s financial instruments include cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued liabilities, warrant derivative liability, and contingent consideration. The carrying amounts of financial instruments, including cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and accrued liabilities approximate their fair value due to their short maturities. The fair value of the warrant derivative liability was valued using the lattice valuation methodology. The fair value of acquisition-related contingent consideration is based on estimated discounted future cash flows and periodic assessments of the probability of occurrence of potential future events. The valuation policies are determined by the Chief Financial Officer and the Company’s Board of Directors is informed of any policy change. Authoritative guidance defines fair value as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in an orderly transaction between market participants at the measurement date. The guidance establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available. Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data obtained from sources independent of Aytu. Unobservable inputs are inputs that reflect Aytu’s assumptions of what market participants would use in pricing the asset or liability developed based on the best information available in the circumstances. The hierarchy is broken down into three levels based on reliability of the inputs as follows: Level 1: Inputs that reflect unadjusted quoted prices in active markets that are accessible to Aytu for identical assets or liabilities; Level 2: Inputs that include quoted prices for similar assets and liabilities in active or inactive markets or that are observable for the asset or liability either directly or indirectly; and Level 3: Unobservable inputs that are supported by little or no market activity. Aytu’s assets and liabilities which are measured at fair value are classified in their entirety based on the lowest level of input that is significant to their fair value measurement. Aytu’s policy is to recognize transfers in and/or out of fair value hierarchy as of the date in which the event or change in circumstances caused the transfer. Aytu has consistently applied the valuation techniques discussed below in all periods presented. The following table presents Aytu’s financial liabilities that were accounted for at fair value on a recurring basis as of March 31, 2018 and June 30, 2017, by level within the fair value hierarchy. Fair Value Measurements Using Level 1 Level 2 Level 3 Total March 31, 2018 LIABILITIES Warrant derivative liability $ - $ - $ 120,000 $ 120,000 Contingent consideration $ - $ - $ 6,192,000 $ 6,192,000 June 30, 2017 LIABILITIES Warrant derivative liability $ - $ - $ - $ - Contingent consideration $ - $ - $ 7,648,000 $ 7,648,000 The warrant derivative liability was valued using the lattice valuation methodology because that model embodies the relevant assumptions that address the features underlying these instruments. The warrants related to the warrant derivative liability are not actively traded and are, therefore, classified as Level 3 liabilities. Significant assumptions in valuing the warrant derivative liability, based on estimates of the value of Aytu common stock and various factors regarding the warrants, were as follows as of issuance and as of March 31, 2018: March 31, At Issuance Warrants: Volatility 179.0 % 188.0 % Equivalent term (years) 4.38 5.00 Risk-free interest rate 2.55 % 1.83 % Dividend yield 0.00 % 0.00 % The following table sets forth a reconciliation of changes in the fair value of the derivative financial liabilities classified as Level 3 in the fair value hierarchy: Derivative Instruments Balance as of June 30, 2017 $ - Warrant issuances 4,118,000 Reclassification of warrant liability to equity upon exercise (40,000 ) Change in fair value included in earnings (3,958,000 ) Balance as of March 31, 2018 $ 120,000 We classify our contingent consideration liability in connection with the acquisition of ProstaScint, Natesto and the merger with Nuelle within Level 3 as factors used to develop the estimated fair value are unobservable inputs that are not supported by market activity. We estimate the fair value of our contingent consideration liability based on projected payment dates, discount rates, probabilities of payment, and projected revenues. Projected contingent payment amounts are discounted back to the current period using a discounted cash flow methodology. The contingent consideration related to the AWH assets was prepaid up to the first $1.0 million in net revenue. Since we will not be able to manufacture more product (see Note 1), we are confident that our revenue for this product will not exceed $1.0 million and therefore, we have adjusted the remaining contingent consideration balance to zero. This adjustment is reflected in other gain on the Consolidated Statement of Operations. We also reduced the contingent consideration for ProstaScint by $25,000 to reflect our updated revenue projections during the period ended March 31, 2018. The following table sets forth a summary of changes in the contingent consideration for the period ended March 31, 2018: Contingent Consideration Balance as of June 30, 2017 $ 7,648,000 Increase due to accretion 591,000 Decrease due to contractual payment (268,000 ) Decrease due to remeasurement (1,779,000 ) Balance as of March 31, 2018 $ 6,192,000 |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 6 – Commitments and Contingencies Commitments and contingencies are described below and summarized by the following as of March 31, 2018: Remaining Total 2018 2019 2020 2021 2022 Thereafter Prescription Database $ 923,000 $ 350,000 $ 573,000 $ - $ - $ - $ - Natesto 15,000,000 - - 2,500,000 5,000,000 - 7,500,000 Office Lease 282,000 36,000 111,000 108,000 27,000 - - $ 16,205,000 $ 386,000 $ 684,000 $ 2,608,000 $ 5,027,000 $ - $ 7,500,000 Prescription Database In May 2016, Aytu entered into an agreement with a vendor that will provide Aytu with prescription information. Aytu agreed to pay approximately $1.9 million over three years for access to the database of prescriptions written for Natesto. The payments have been broken down into quarterly payments. Natesto In April 2016, the Company entered into an agreement with Acerus, whereby Aytu agreed to pay $8.0 million for the exclusive U.S. rights to Natesto (see Note 1). We made the first payment totaling $2.0 million in April 2016, and we made the second installment payment in October 2016. We made the final payment totaling $4.0 million in January 2017. Additionally, Aytu is required to make milestone payments to Acerus. The first milestone payment of $2.5 million must be paid even if the milestone is not reached. As of the date of this report, Aytu anticipates making the second milestone payment of $5.0 million, along with the third milestone payment of $7.5 million upon reaching the milestones. Office Lease In June 2015, Aytu entered into a 37-month operating lease for office space in Raleigh, North Carolina. This lease has initial base rent of $3,000 a month, with total base rent over the term of the lease of approximately $112,000. In September 2015, the Company entered into a 37-month operating lease in Englewood, Colorado. This lease has an initial base rent of $9,000 a month with a total base rent over the term of the lease of approximately $318,000. In October 2017, the Company signed an amendment to the 37-month operating lease in Englewood, Colorado. The amendment extended the lease for an additional 24 months beginning October 1, 2018. The base rent will remain at $9,000 a month. The Company recognizes rent expense on a straight-line basis over the term of each lease. Differences between the straight-line net expenses on rent payments are classified as liabilities between current deferred rent and long-term deferred rent. Rent expense for the respective periods was as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 Rent expense $ 35,000 $ 35,000 $ 105,000 $ 105,000 |
Common Stock
Common Stock | 9 Months Ended |
Mar. 31, 2018 | |
Common Stock [Abstract] | |
Common Stock | Note 7 – Common Stock At March 31, 2018 and June 30, 2017, Aytu had 35,820,069 and 824,831 common shares outstanding, respectively, and no preferred shares outstanding. The Company has 100 million shares of common stock authorized with a par value of $0.0001 per share and 50 million shares of preferred stock authorized with a par value of $0.0001 per share, of which 10,000 are designated Series A Convertible Preferred Stock and 3,216 are designated as Series B Convertible Preferred Stock. Included in the common stock outstanding are 801,750 shares of restricted stock issued to executives, directors, employees and consultants. On August 11, 2017, we entered into a Securities Purchase Agreement with various accredited investors pursuant to which, upon closing on August 15, 2017, we sold Class A and Class B equity units for gross proceeds of approximately $11.8 million. Class A units consist of one (1) share of common stock and a warrant to purchase one and one-half (1.5) shares of common stock and were sold at a price of $3.00 per unit. Class B units consist of one (1) share of our newly created Series A Preferred Stock and warrants to purchase one and one-half (1.5) shares of common stock for each share of common stock into which the Series A Preferred Stock is convertible and were sold at a price of $1,000 per unit to those purchasers who, together with their affiliates and certain related parties, would beneficially own more than 9.99% of our outstanding common stock following the offering. These Series A Preferred stock were convertible into common shares at $3.00 per common share, or an aggregate of 750,000 shares of common stock. In the offering, we issued an aggregate of 3,196,665 shares of our common stock, 2,250 shares of Series A Preferred Stock and warrants to purchase up to an aggregate of 6,314,671 shares of our common stock, which included 394,669 warrants issued to the placement agents as compensation for the transaction. We incurred certain expenses related to this transaction to attorneys and underwriters inclusive of a 9% cash fee and warrants to purchase 10% of the aggregate number of shares issued in the transaction. In connection with the closing of the financing, we terminated the Purchase Agreement, dated as of July 27, 2016, by and between us and Lincoln Park Capital Fund, LLC. The termination was effective on August 16, 2017. In September 2017, Aytu issued 3,018 shares of common stock in connection with the Nuelle earn-out (see Note 1). In October 2017, we made a $238,000 prepayment in Aytu common stock, which represented the revenue earn-out payment for the remaining balance due on the first $1.0 million in net revenue. In October 2017, investors holding Aytu Series A Preferred shares exercised their right to convert 350 Aytu Series A Preferred shares into 116,666 shares of Aytu common stock. In February 2018, investors holding Aytu Series A Preferred shares exercised their right to convert 1,900 Aytu Series A Preferred shares into 633,333 shares of Aytu common stock. On March 6, 2018, Aytu completed an underwritten public offering for total gross proceeds of $12 million, before deducting cash offering costs inclusive of underwriting discounts, commissions and other offering expenses totaling $1.2 million. The securities sold by the Company consist of (i) Class A Units consisting of an aggregate of 19,520,000 shares of our common stock and warrants to purchase an aggregate of 19,520,000 shares of common stock, at a public offering price of $0.45 per Class A Unit, and (ii) Class B Units consisting of 3,216 shares of our Series B Preferred Stock, with a stated value of $1,000 per share, and convertible into an aggregate of 7,146,667 shares of common stock, and warrants to purchase an aggregate of 7,146,667 shares of common stock, at a public offering price of $1,000 per Class B Unit. The warrants have an exercise price of $0.54, are exercisable upon issuance and will expire five years from the date of issuance. The Company granted the underwriters a 45-day option to purchase an additional 4,000,000 shares of common stock and/or warrants to purchase an additional 4,000,000 shares of common stock. In connection with the closing of this offering, the underwriters partially exercised their over-allotment option and purchased an additional 4,000,000 warrants. On March 26, 2018, the underwriters exercised their over-allotment option to purchase an additional 2,000,000 shares of common stock, resulting in gross proceeds of approximately $900,000, before deducting costs of $63,000. In March 2018, investors holding Aytu Series B Preferred shares exercised their right to convert 3,216 Aytu Series B Preferred shares into 7,146,667 shares of Aytu common stock. In March 2018, warrants issued from the registered offerings to purchase an aggregate of 1,547,000 shares of common stock were exercised for aggregate gross proceeds to our Company of approximately $640,000. |
Equity Instruments
Equity Instruments | 9 Months Ended |
Mar. 31, 2018 | |
Equity Instruments [Abstract] | |
Equity Instruments | Note 8 – Equity Instruments Share-based Compensation Plans On June 1, 2015, Aytu’s stockholders approved the Aytu BioScience 2015 Stock Option and Incentive Plan (the “2015 Plan”), which, as amended in July 2017, provides for the award of stock options, stock appreciation rights, restricted stock and other equity awards for up to an aggregate of 3.0 million shares of common stock. The shares of common stock underlying any awards that are forfeited, canceled, reacquired by Aytu prior to vesting, satisfied without any issuance of stock, expire or are otherwise terminated (other than by exercise) under the 2015 Plan will be added back to the shares of common stock available for issuance under the 2015 Plan. As of March 31, 2018, we have 2,198,170 shares that are available for grant under the 2015 Plan. In September 2017, Aytu issued 200,000 shares of restricted stock to employees pursuant to the 2015 Plan, which vest in September 2027. In November 2017, 3,000 of these restricted shares were cancelled. Also in November 2017, Aytu issued 495,000 shares of restricted stock to executives, directors and consultants pursuant to the 2015 Plan, which vest in November 2027. In January 2018, Aytu issued 75,000 shares of restricted stock to an officer pursuant to the 2015 Plan, which vest in January 2028. In March 2018, Aytu issued 13,000 shares of restricted stock to employees pursuant to the 2015 Plan, which vest in March 2028. During the three months ended March 31, 2018, 13,000 shares of restricted stock were cancelled. We modified 23,000 shares of restricted stock for accelerated vesting and recognized an increase in aggregate stock compensation expense of $7,400. Restricted stock activity is as follows: Number of Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Life in Years Unvested at June 30, 2017 - $ - - Granted 783,000 $ 1.99 Cancelled (16,000 ) $ 2.02 Unvested at March 31, 2018 767,000 $ 1.99 9.6 Pursuant to the 2015 Stock Plan, 3.0 million shares of the Company’s common stock, are reserved for issuance. The fair value of options granted has been calculated using the Black-Scholes option pricing model. In order to calculate the fair value of the options, certain assumptions are made regarding components of the model, including the estimated fair value of the underlying common stock, the risk-free interest rate, volatility, expected dividend yield and the expected option life. Changes to the assumptions could cause significant adjustments to valuation. Aytu estimates the expected term of granted options based on the average of the vesting term and the contractual term of the options. The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of the grant for treasury securities of similar maturity. Stock option activity is as follows: Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life in Years Outstanding June 30, 2017 38,263 $ 16.31 8.40 Granted - $ - Exercised - $ - Forfeited/Cancelled (3,433 ) $ 16.40 Outstanding March 31, 2018 34,830 $ 16.30 7.39 Exercisable at March 31, 2018 25,989 $ 16.26 7.17 Aytu previously issued 43,000 shares of restricted stock outside the Aytu BioScience 2015 Stock Option and Inventive Plan, which vest in July 2026. The unrecognized expense related to these shares was $1,643,000 as of March 31, 2018 and will be recognized over the 10-year vesting period. During the nine months ended March 31, 2018, the expense related to these awards was $89,000. During the quarter ended December 31, 2017, we modified 8,250 shares of restricted stock for accelerated vesting and recognized a reduction in aggregate stock compensation expense of $36,000. During the quarter ended March 31, 2018, we modified 4,000 shares of restricted stock for accelerated vesting and recognized a reduction in aggregate stock compensation expense of $37,000. Stock-based compensation expense related to the fair value of stock options and restricted stock was included in the statements of operations as selling, general and administrative expenses as set forth in the table below. Aytu determined the fair value of stock compensation as of the date of grant using the Black-Scholes option pricing model and expenses the fair value ratably over the vesting period. The following table summarizes stock-based compensation expense for the stock option and restricted stock issuances for the three and nine months ended March 31, 2018 and 2017: Three Months Ended Nine Months Ended Selling, general and administrative: 2018 2017 2018 2017 Stock options $ 12,000 $ 817,000 $ 288,000 $ 2,242,000 Restricted Stock 55,000 499,000 159,000 656,000 Total share-based compensation expense $ 67,000 $ 1,316,000 $ 447,000 $ 2,898,000 As of March 31, 2018, there was $260,000 of total unrecognized option-based compensation expense related to non-vested stock options. The Company expects to recognize this expense over a weighted-average period of 1.39 years. As of March 31, 2018, there was $3,063,000 of total unrecognized share-based compensation expense related to the non-vested restricted stock. The Company expects to recognize this expense over a weighted-average period of 8.89 years. Warrants A summary of all warrants is as follows: Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Life in Years Outstanding June 30, 2017 286,049 $ 50.29 4.23 Warrants issued in connection with the August 2017 private offering 5,920,002 $ 3.60 Warrants issued to underwriters in connection with the August 2017 private offering 394,669 $ 3.60 Warrants issued in connection with the March 2018 public offering 30,666,667 $ 0.54 Warrants issued to investor 2,000,000 $ 0.54 Warrants exercised (1,547,000 ) $ 0.41 Outstanding March 31, 2018 37,720,387 $ 1.31 4.85 In connection with our August 2017 private offering, we issued warrants to purchase an aggregate of 6,314,671 shares of common stock at an exercise price of $3.60 and a term of five years to investors and underwriters. The remaining outstanding warrants from that offering are accounted for using derivative liability treatment (see Note 5). In connection with our March 2018 public offering, we issued to investors and underwriters warrants to purchase an aggregate of 30,666,667 shares of common stock at an exercise price of $0.54 with a term of five years from March 6, 2018. These warrants are accounted for under equity treatment. Of the 30,666,667 warrants issued in the March 2018 public offering, 47,000 were exercised in March 2018. In March 2018, Aytu BioScience, Inc. entered into a warrant exercise agreement with an investor of the Company’s outstanding warrants. Pursuant to the exercise agreement, the Company agreed to reduce the exercise price of the investor’s warrant to purchase 1,500,000 shares of the Company’s common stock from $3.60 to one cent less than the closing price on the last trading day prior to the exercise date; provided that the investor exercised the warrant for cash by March 23, 2018, and the Company also agreed to issue the investor a new warrant to purchase 2,000,000 shares of the Company’s common stock at an exercise price of $0.54 per share. In accordance with the exercise agreement, the investor exercised the warrant and the Company received net proceeds of $615,000. The new warrant to purchase 2,000,000 shares of the Company’s common stock are accounted for under equity treatment and have a fair value of $179,000. All warrants issued in fiscal 2018 were valued using the lattice option pricing model. In order to calculate the fair value of the warrants, certain assumptions were made, including the selling price or fair market value of the underlying common stock, risk-free interest rate, volatility, expected dividend yield, and contractual life. Changes to the assumptions could cause significant adjustments to valuation. The Company estimated a volatility factor utilizing a weighted average of comparable published betas of peer companies. The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of the grant for treasury securities of similar maturity. Significant assumptions in valuing the warrants issued during the March 31, 2018 quarter are as follows: Warrants: Volatility 180.0 % Equivalent term (years) 5.00 Risk-free interest rate 2.65 % Dividend yield 0.00 % |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Mar. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 9 – Related Party Transactions Executive Stock Purchases Two Aytu executive officers, Joshua Disbrow and Jarrett Disbrow, participated in the August 2017 offering. Each officer purchased 83,333 units. Three Aytu executive officers, Joshua Disbrow, Jarrett Disbrow and David Green, participated in the March 2018 offering. Joshua Disbrow and Jarrett Disbrow each purchased 226,105 units. Mr. Green purchased 66,600 units. Services Agreement In July 2015, Aytu entered into an agreement with Ampio Pharmaceuticals, Inc. (“Ampio”), whereby Aytu agreed to pay Ampio a set amount per month for shared overhead, which included costs related to a shared corporate staff and other miscellaneous overhead expenses. This agreement as amended in November 2015, April 2016, July 2016, January 2017 required a monthly payment of $12,000. This agreement was terminated in June 2017. Ampio was the Company’s largest stockholder during part of this period. Sponsored Research Agreement In June 2013, Luoxis entered into a sponsored research agreement with TRLLC, an entity controlled by Ampio’s director and Chief Scientific Officer, Dr. Bar-Or. The agreement was amended in January 2015 and provided for Luoxis (now Aytu) to pay $6,000 per month to TRLLC in consideration for services related to research and development of the Oxidation Reduction Potential platform. In March 2014, Luoxis also agreed to pay a sum of $615,000 which was being amortized over the contractual term of 60.5 months and was divided between current and long-term on the balance sheet; as of September 2014, this amount had been paid in full. This agreement was terminated in March 2017. |
Segment Information
Segment Information | 9 Months Ended |
Mar. 31, 2018 | |
Segment Information [Abstract] | |
Segment Information | Note 10 – Segment Information We manage our Company and aggregate our operational and financial information in two reportable segments: Aytu and Aytu Women’s Health. The Aytu segment consists of our core male urology products. The Aytu Women’s Health segment contains our women’s health products. Select financial information for these segments is as follows: Three Months Ended Nine Months Ended 2018 2017 2018 2017 Consolidated revenue: Aytu $ 561,000 $ 894,000 $ 2,518,000 $ 2,386,000 Aytu Women's Health 46,000 - 217,000 - Consolidated revenue $ 607,000 $ 894,000 $ 2,735,000 $ 2,386,000 Consolidated net loss: Aytu $ (1,539,000 ) $ (5,216,000 ) $ (8,414,000 ) $ (15,758,000 ) Aytu Women's Health (1,279,000 ) - (2,321,000 ) - Consolidated net loss $ (2,818,000 ) $ (5,216,000 ) $ (10,735,000 ) $ (15,758,000 ) Total consolidated assets: Aytu $ 23,299,000 $ 15,917,000 $ 23,299,000 $ 15,917,000 Aytu Women's Health 76,000 - 76,000 - Total consolidated assets $ 23,375,000 $ 15,917,000 $ 23,375,000 $ 15,917,000 |
Going Concern
Going Concern | 9 Months Ended |
Mar. 31, 2018 | |
Going Concern [Abstract] | |
Going Concern | Note 11 – Going Concern As reflected in the accompanying balance sheet as of March 31, 2018, the Company had approximately $12.1 million in cash including approximately $76,000 in restricted cash. In addition, for the quarter ended March 31, 2018, and for the most recent four quarters ended March 31, 2018, we used an average of $3.8 million of cash per quarter for operating activities. Looking forward, we expect cash used in operating activities to be in the range of historical usage rates, and we expect our revenue to increase. Therefore, it is uncertain as to whether the Company is sufficiently capitalized. Because the Company may not have a large enough cash balance as of March 31, 2018, Accounting Standards Update 2014-15, Presentation of Financial Statements—Going Concern (Subtopic 205-40) requires us to report that there is an indication that substantial doubt about the Company’s ability to continue as a going concern exists. The ability of the Company to continue its operations is dependent on management's plans, which include continuing to build on the historical growth trajectory of Natesto, seeking to acquire cash generating assets and if needed, accessing the capital markets through the sale of our securities. Based on our ability to raise capital in the past as well as our continued growth, the Company believes additional financing will be available and will continue to be available to support the current level of operations for at least the next 12 months from the date of this report. There can be no assurance, however, that such financing will be available on terms which are favorable to the Company, or at all. While Company management believes that its plan to fund ongoing operations will be successful, there is uncertainty due to the Company’s limited operating history and therefore no assurance that its plan will be successfully realized. The accompanying financial statements have been prepared on a going concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. These financial statements do not include any adjustments relating to the recovery of the recorded assets or the classification of the liabilities that might be necessary should the Company be unable to continue as a going concern. |
Business, Basis of Presentati19
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Policies) | 9 Months Ended |
Mar. 31, 2018 | |
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger [Abstract] | |
Basis of Presentation | Basis of Presentation These unaudited consolidated financial statements represent the financial statements of Aytu and its subsidiary, Aytu Women’s Health, LLC. These unaudited consolidated financial statements should be read in conjunction with Aytu’s Annual Report on Form 10-K for the year ended June 30, 2017, which included all disclosures required by generally accepted accounting principles in the United States (“GAAP”). In the opinion of management, these unaudited consolidated financial statements contain all adjustments necessary to present fairly the financial position of Aytu for the balance sheet, the results of operations and cash flows for the interim periods presented. The results of operations for the period ended March 31, 2018 are not necessarily indicative of expected operating results for the full year. The information presented throughout this report as of and for the period ended March 31, 2018 and 2017 is unaudited. Through a multi-step reverse triangular merger in April 2015, Vyrix Pharmaceuticals, Inc. (“Vyrix’’) and Luoxis Diagnostics, Inc. (“Luoxis’’) merged with and into our Company (herein referred to as the Merger) and we abandoned our pre-merger business plans to solely pursue the specialty healthcare market, including the business of Vyrix and Luoxis. In the Merger, we acquired the RedoxSYS, MiOXSYS and Zertane products. On June 8, 2015, we reincorporated as a domestic Delaware corporation under the Delaware General Corporate Law and changed our name from Rosewind Corporation to Aytu BioScience, Inc., and effected a reverse stock split in which each common stockholder received one share of common stock for every 12.174 shares held. On June 30, 2016, Aytu effected another reverse stock split in which each common stockholder received one share of common stock for every 12 shares held. On August 25, 2017, Aytu effected a third reverse stock split in which each common stockholder received one share of common stock for every 20 shares held (herein referred to collectively as the “Reverse Stock Splits”). All share and per share amounts in this report have been adjusted to reflect the effect of these Reverse Stock Splits. |
Business Combination | Business Combination—ProstaScint In May 2015, Aytu entered into and closed on an asset purchase agreement with Jazz Pharmaceuticals, Inc. (“Jazz Pharmaceuticals”). Pursuant to the agreement, Aytu purchased assets related to the Jazz Pharmaceuticals’ product known as ProstaScint ® Pursuant to the asset purchase agreement, we were required to make our first revenue share payment to Jazz Pharmaceuticals during the March 31, 2018 quarter which was approximately $7,400. We intend to make our next quarterly revenue share payment to Jazz Pharmaceuticals in the upcoming quarter, which is approximately $11,300. The Company’s allocation of consideration transferred for ProstaScint as of the purchase date of May 20, 2015 was as follows: Fair Value Tangible assets $ 727,000 Intangible assets 1,590,000 Goodwill 74,000 Total assets acquired $ 2,391,000 The intangible assets for ProstaScint were originally recognized upon the closing of the acquisition and included developed technology of $790,000, customer contracts of $720,000 and trade names of $80,000, each of which began amortizing over a ten-year period. At June 30, 2017, the ProstaScint asset was determined to be impaired based upon sales projections at that time and because we decided to discontinue sales of ProstaScint in early fiscal 2019 when our existing supplies of the product will expire. The value for the intangible assets were adjusted to $54,000 for developed technology, $7,000 for trade names and $0 for customer contracts. The amortization expense was $16,000 and $40,000 for the three months ended March 31, 2018 and 2017, respectively. The amortization expense was $40,000 and $120,000 for the nine months ended March 31, 2018 and 2017, respectively. Business Combination—Primsol In October 2015, Aytu entered into and closed on an Asset Purchase Agreement with FSC Laboratories, Inc. (“FSC”). Pursuant to the agreement, Aytu purchased assets related to FSC’s product known as Primsol® (trimethoprim solution), including certain intellectual property and contracts, inventory, work in progress and all marketing and sales assets and materials related solely to Primsol (together, the “Primsol Business”), and assumed certain of FSC’s liabilities, including those related to the sale and marketing of Primsol arising after the closing. Aytu paid $500,000 at closing for the purchase of the Primsol Business, and paid an additional $142,000, of which $102,000 was for inventory and $40,000 for the Primsol Business, for the transfer of the Primsol-related product inventory. We also agreed to pay an additional (a) $500,000 which we paid in April 2016, (b) $500,000 which we paid in July 2016, and (c) $250,000 which we paid in November 2016 (together, the “Installment Payments”). The Company’s allocation of consideration transferred for Primsol as of the purchase date of October 5, 2015 was as follows: Fair Value Tangible assets $ 182,000 Intangible assets 1,470,000 Goodwill 147,000 Total assets acquired $ 1,799,000 Included in tangible assets was $102,000 of inventory and $80,000 of work-in-process inventory. Included in the intangible assets was developed technology of $520,000, customer contracts of $810,000 and trade names of $140,000, each of which was being amortized over a six-year period. Amortization expense of $0 and $61,000 was recognized in the three months ended March 31, 2018 and 2017, respectively. The amortization expense was $0 and $184,000 for the nine months ended March 31, 2018 and 2017, respectively. Divestiture – Primsol In March 2017, we entered into and closed on an Asset Purchase Agreement with Allegis Holdings, LLC (the “Primsol Purchaser”). Pursuant to the agreement, we sold to the Primsol Purchaser all of the assets related to our product known as Primsol, including certain intellectual property and contracts, inventory, work in process and all marketing assets and materials related solely to Primsol (together, the “Primsol Asset”). We retain any liability associated with the Primsol Asset that occurred prior to the closing. The Primsol Purchaser paid us $1,750,000 in cash at the closing for the Primsol Asset. We recognized a gain of approximately $428,000 on the sale which is included in selling, general and administrative expense on our statement of operations. Based on our evaluation of the transaction, and because the Primsol Asset was not a material part of our business, the criteria for discontinued operations was not met. Therefore, the gain is included in continuing operations. License and Supply Agreement—Natesto In April 2016, Aytu entered into and closed a license and supply agreement to acquire the exclusive U.S. rights to distribute Natesto® (testosterone) nasal gel from Acerus Pharmaceuticals Corporation, or Acerus. We acquired the rights effective upon the expiration of the former licensee’s rights, which occurred on June 30, 2016. The license’s term runs for the greater of eight years or until the expiry of the latest to expire patent including claims covering Natesto and until the entry on the market of at least one AB-rated generic product. Aytu made an upfront payment of $2.0 million to Acerus upon execution of the agreement. In October 2016, we paid an additional $2.0 million, and in January 2017, Aytu paid the final upfront payment of $4.0 million. Aytu also purchased, on April 28, 2016, an aggregate of 12,245,411 shares of Acerus common stock for Cdn. $2.5 million (approximately US $2.0 million), with a purchase price per share equal to Cdn. $0.207 or approximately US $0.16 per share. These shares were a held for sale security and were recognized at fair market value. Aytu agreed to refrain from disposing these shares until after August 29, 2016. During the second half of fiscal 2017, Aytu sold all of these shares. The gross proceeds from the sales were $1.1 million, the cost of the sales were $92,000, and we recognized a loss on investment of $1.0 million. In addition to the upfront payments, we agreed to make the following one-time, non-refundable milestone payments to Acerus within 45 days of the occurrence of the below events. The maximum aggregate amount payable under such milestone payments is $37.5 million. ● $2.5 million if net sales during any four consecutive calendar quarter period equal or exceed $25.0 million (the “First Milestone”); the First Milestone payment is required to be paid even if the threshold is not met in the event that the agreement is terminated for any reason other than material breach by Acerus, bankruptcy of either party, or termination by Acerus because it believes the amounts payable to Aytu for agreed upon trial work would no longer make the agreement economically viable for Acerus; ● $5.0 million if net sales during any four consecutive calendar quarter period equal or exceed $50.0 million; ● $7.5 million if net sales during any four consecutive calendar quarter period equal or exceed $75.0 million; ● $10.0 million if net sales during any four consecutive calendar quarter period equal or exceed $100.0 million; and ● $12.5 million if net sales during any four consecutive calendar quarter period equal or exceed $125.0 million. The fair value of the net identifiable Natesto asset acquired was determined to be $10.5 million, which is being amortized over eight years. The amortization expense for each of the three months ended March 31, 2018 and 2017 was $330,000. The amortization expense for each of the nine months ended March 31, 2018 and 2017 was $989,000. The contingent consideration for Natesto was valued at $3.2 million using a Monte Carlo simulation, as of June 30, 2016. As of June 30, 2017, the contingent consideration was revalued and increased to $5.7 million using a Monte Carlo simulation and was based on an increase in estimated future sales of Natesto. The contingent consideration accretion expenses for the three months ended March 31, 2018 and 2017 was $178,000 and $61,000, respectively. The contingent consideration accretion expense for the nine months ended March 31, 2018 and 2017 was $508,000 and $164,000, respectively, resulting in the contingent consideration value of $6.2 million as of March 31, 2018. Merger/Subsidiary In May 2017, Aytu Women’s Health, LLC., (“AWH”) a wholly-owned subsidiary of Aytu, acquired Nuelle, Inc., or Nuelle, a women’s sexual health company. This transaction expanded our product portfolio with the addition of the Fiera ® In the merger, (i) each share of Nuelle common stock and each option or warrant to purchase Nuelle stock were cancelled, and (ii) each share of Nuelle preferred stock was converted into the right to receive shares of Aytu common stock. At the closing, Nuelle preferred stockholders exercised their conversion right, and we issued to the Nuelle preferred stockholders an aggregate of 125,000 shares of our common stock. Nuelle preferred stockholders are entitled to revenue earn-out payments equal to a designated percentage of net sales on tiers of net sales up to $100.0 million, with an average rate for all tiers in the mid-single digit range, and a maximum aggregate payout of $6.9 million. The first $1.0 million of earn-out payments will be paid in shares of our common stock and all other earn-out payments will be comprised of 60% cash and 40% shares of our common stock. The stock portion of any earn-out will be calculated by dividing each Nuelle stockholder’s portion of the earn-out by the average closing price of our common stock for the 10 trading days prior to the earlier of the date we deliver notice to the Nuelle stockholders of the earn-out or any public disclosure by us of the earn-out being due and payable. In addition to the upfront issuance of common stock and revenue earn-out payments, we agreed to make the following one-time payments to the Nuelle stockholders within 90 days of the occurrence of the following events (provided that, the maximum aggregate amount payable under such milestone payments will be $24.0 million): ● Upon achieving the first occurrence of Net Sales of $10.0 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $1.0 million; ● Upon achieving the first occurrence of Net Sales of $17.5 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $1.8 million; ● Upon achieving the first occurrence of Net Sales of $25.0 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $2.5 million; ● Upon achieving the first occurrence of Net Sales of $37.5 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $3.8 million; ● Upon achieving the first occurrence of Net Sales of $50.0 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $5.0 million; and ● Upon achieving the first occurrence of Net Sales of $100.0 million over any sequential four calendar quarter period, Aytu will make a one-time payment to the Nuelle security holders of an amount equal to $10.0 million. In the event that we do not make all of the required earn-out payments to the Nuelle stockholders before May 3, 2022, and we also complete a divestiture before May 3, 2022 of any of the products acquired in the transaction, we agreed to pay the Nuelle stockholders a combination of (i) cash in an amount equal to 10% of the value of all cash, securities and other property paid to us in the divestiture (cash is to be 60% of the total consideration), and (ii) shares of our common stock equal to the Nuelle stockholders’ portion of the divestiture payment divided by the average closing price of our common stock for the 10 trading days prior to the earlier of the closing date of the divestiture or the public disclosure of the divestiture (shares of common stock are to be 40% of the total consideration). The Company’s allocation of consideration transferred for Nuelle as of the purchase date May 5, 2017 is as follows: Fair Value Tangible assets $ 2,061,000 Intangible assets 1,540,000 Goodwill 238,000 Total assets acquired $ 3,839,000 Included in the intangible assets is developed technology of $1.3 million, customer contracts of $80,000 and trade names of $160,000, each of which will be amortized over a nine to twelve-year period. Amortization expense of $36,000 and $0 was recognized for the three months ended March 31, 2018 and 2017, respectively. Amortization expense of $108,000 and $0 was recognized for the nine months ended March 31, 2018 and 2017, respectively. Upon the closing of the merger, we assumed liabilities of $47,000. The contingent consideration was valued at $1.9 million using a Monte Carlo simulation, as of May 2017. The contingent consideration accretion expense for the three months ended March 31, 2018 and 2017 was $23,000, and $0, respectively. The contingent consideration accretion expense for the nine months ended March 31, 2018 and 2017 was $64,000, and $0, respectively. During the quarter ended September 30, 2017, we paid the first revenue earn-out payment to Nuelle shareholders of $12,000 issued in Aytu common stock, which represented the revenue earn-out payment for fiscal 2017. During the quarter ended December 31, 2017, we made a $238,000 prepayment, issued in Aytu common stock, which represented the revenue earn-out payment for the remaining balance due on the first $1.0 million in net revenue. At March 31, 2018, the AWH assets were determined to be impaired based upon sales performance and the manufacturer no longer supporting the product. The value for all AWH intangible assets were adjusted to zero. The contingent consideration was revalued to zero as well. Contingent Consideration Balance at June 30, 2017 $ 1,940,000 Increase due to accretion 64,000 Decrease due to contractual payment (250,000 ) Decrease due to remeasurement (1,754,000 ) Balance at March 31, 2018 $ - |
Adoption of Newly Issued Accounting Pronouncements | Adoption of Newly Issued Accounting Pronouncements In May 2017, the FASB issued ASU No. 2017-09, “Compensation-Stock Compensation (Topic 718) Scope of Modification Accounting (ASU 2017-09).” ASU 2017-09 clarifies which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The standard is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted. As of the quarter ended March 31, 2018, the Company has adopted this pronouncement, the impact of which was immaterial. In January 2017, the FASB issued ASU 2017-01, “Business Combinations (Topic 805) Clarifying the Definition of a Business.” The amendment clarifies the definition of a business, which is fundamental in the determination of whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This determination is important given the diverging accounting models used for each type of transaction. The guidance is generally expected to result in fewer transactions qualifying as business combinations. The amendment is effective prospectively for public business entities for annual periods beginning after December 15, 2017, including interim periods within those periods. Early adoption is permitted. As of the quarter ended March 31, 2018, the pronouncement does not apply to the Company, however, if Aytu seeks to purchase additional assets in the future it could have an impact if that purchase is accounted for as a business combination or an asset purchase. |
Recently Issued Accounting Pronouncements, Not Adopted as of March 31, 2018 | Recently Issued Accounting Pronouncements, Not Adopted as of March 31, 2018 In May 2014, the FASB issued ASU 2014-09, Topic 606, Revenue from Contracts with Customers (the “New Revenue Standard”). The amendments in this ASU provide a single model for use in accounting for revenue arising from contracts with customers and supersedes current revenue recognition guidance, including industry-specific revenue guidance. The core principle of the new ASU is that revenue should be recognized to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods and services. New disclosures about the nature, amount, timing and uncertainty of revenue and cash flows arising from contracts with customers are also required. In August 2015, the FASB issued ASU 2015-14 which deferred the effective date of the New Revenue Standard. In 2016, the FASB issued ASU 2016-08, ASU 2016-10, ASU 2016-11, and ASU 2016-12 to clarify, among other things, the implementation guidance related to principal versus agent considerations, identifying performance obligations, and accounting for licenses of intellectual property. The New Revenue Standard is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. Early adoption is permitted. The amendments in this update are to be applied on a retrospective basis, either to each prior reporting period presented or by presenting the cumulative effect of applying the update recognized at the date of initial application. We will adopt this standard on July 1, 2018, using the modified retrospective method. We continue to progress in our assessment to determine the effect of adoption on our existing revenue arrangements and are nearing final conclusions. We are also finalizing the evaluation of the potential changes to our current policies and processes to ensure we are able to meet the incremental disclosure requirements of the new standard. In January 2017, the FASB issued ASU 2017-04, “Intangibles - Goodwill and Other (Topic 350).” The amendment simplifies the subsequent measurement of goodwill by removing the second step of the two-step impairment test. The amendment requires an entity to perform its annual, or interim goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount. An impairment charge should be recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The amendment should be applied on a prospective basis. ASU 2017-04 is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. The Company does not believe that adoption of this amendment will have a material impact on its consolidated financial statements. In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses” to require the measurement of expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and reasonable forecasts. The main objective of this ASU is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The standard is effective for interim and annual reporting periods beginning after December 15, 2019. Early adoption is permitted for interim and annual reporting periods beginning after December 15, 2018. The Company is currently assessing the impact that ASU 2016-13 will have on its consolidated financial statements but does not anticipate there to be a material impact. In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842).” The new standard establishes a right-of-use (ROU) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than 12 months. Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. The new standard is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. A modified retrospective transition approach is required for leases for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. The Company is currently evaluating the impact of its adoption of this standard on its consolidated financial statements. |
Business, Basis of Presentati20
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
ProstaScint [Member] | |
Business Description And Basis Of Presentation [Line Items] | |
Schedule of allocation on consideration transferred | Fair Value Tangible assets $ 727,000 Intangible assets 1,590,000 Goodwill 74,000 Total assets acquired $ 2,391,000 |
Primsol [Member] | |
Business Description And Basis Of Presentation [Line Items] | |
Schedule of allocation on consideration transferred | Fair Value Tangible assets $ 182,000 Intangible assets 1,470,000 Goodwill 147,000 Total assets acquired $ 1,799,000 |
Nuelle [Member] | |
Business Description And Basis Of Presentation [Line Items] | |
Schedule of allocation on consideration transferred | Fair Value Tangible assets $ 2,061,000 Intangible assets 1,540,000 Goodwill 238,000 Total assets acquired $ 3,839,000 |
AWH assets [Member] | |
Business Description And Basis Of Presentation [Line Items] | |
Schedule of contingent consideration | Contingent Consideration Balance at June 30, 2017 $ 1,940,000 Increase due to accretion 64,000 Decrease due to contractual payment (250,000 ) Decrease due to remeasurement (1,754,000 ) Balance at March 31, 2018 $ - |
Fixed Assets (Tables)
Fixed Assets (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Fixed Assets [Abstract] | |
Schedule of fixed assets and depreciation expense | Estimated As of As of Useful Lives in years March 31, June 30, Manufacturing equipment 2 - 5 $ 213,000 $ 405,000 Leasehold improvements 3 112,000 111,000 Office equipment, furniture and other 2 - 5 344,000 287,000 Lab equipment 3 - 5 90,000 90,000 Less accumulated depreciation and amortization (498,000 ) (246,000 ) Fixed assets, net $ 261,000 $ 647,000 Three Months Ended Nine Months Ended 2018 2017 2018 2017 Depreciation and amortization expense $ 91,000 $ 27,000 $ 252,000 $ 72,000 |
Patents (Tables)
Patents (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Patents [Abstract] | |
Schedule of patents | As of As of 2018 2017 Patents $ 380,000 $ 380,000 Less accumulated amortization (128,000 ) (109,000 ) Patents, net $ 252,000 $ 271,000 |
Schedule of amortization expense | Three Months Ended Nine Months Ended 2018 2017 2018 2017 Amortization expense $ 6,000 $ 6,000 $ 19,000 $ 19,000 |
Fair Value Considerations (Tabl
Fair Value Considerations (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Business Acquisition, Contingent Consideration [Line Items] | |
Summary of fair value on a recurring basis | Fair Value Measurements Using Level 1 Level 2 Level 3 Total March 31, 2018 LIABILITIES Warrant derivative liability $ - $ - $ 120,000 $ 120,000 Contingent consideration $ - $ - $ 6,192,000 $ 6,192,000 June 30, 2017 LIABILITIES Warrant derivative liability $ - $ - $ - $ - Contingent consideration $ - $ - $ 7,648,000 $ 7,648,000 |
Summary of reconciliation of changes in the fair value of financial liabilities classified as Level 3 in the fair valued hierarchy | Derivative Instruments Balance as of June 30, 2017 $ - Warrant issuances 4,118,000 Reclassification of warrant liability to equity upon exercise (40,000 ) Change in fair value included in earnings (3,958,000 ) Balance as of March 31, 2018 $ 120,000 |
Contingent Consideration [Member] | |
Business Acquisition, Contingent Consideration [Line Items] | |
Summary of changes in the contingent consideration | Contingent Consideration Balance as of June 30, 2017 $ 7,648,000 Increase due to accretion 591,000 Decrease due to contractual payment (268,000 ) Decrease due to remeasurement (1,779,000 ) Balance as of March 31, 2018 $ 6,192,000 |
Aytu Common Stock [Member] | |
Business Acquisition, Contingent Consideration [Line Items] | |
Summary of significant assumptions in valuing the warrant derivative liability | March 31, At Issuance Warrants: Volatility 179.0 % 188.0 % Equivalent term (years) 4.38 5.00 Risk-free interest rate 2.55 % 1.83 % Dividend yield 0.00 % 0.00 % |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Commitments and Contingencies [Abstract] | |
Schedule of commitments and contingencies | Remaining Total 2018 2019 2020 2021 2022 Thereafter Prescription Database $ 923,000 $ 350,000 $ 573,000 $ - $ - $ - $ - Natesto 15,000,000 - - 2,500,000 5,000,000 - 7,500,000 Office Lease 282,000 36,000 111,000 108,000 27,000 - - $ 16,205,000 $ 386,000 $ 684,000 $ 2,608,000 $ 5,027,000 $ - $ 7,500,000 |
Schedule of rent expense | Three Months Ended Nine Months Ended 2018 2017 2018 2017 Rent expense $ 35,000 $ 35,000 $ 105,000 $ 105,000 |
Equity Instruments (Tables)
Equity Instruments (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of restricted stock activity | Number of Shares Weighted Average Grant Date Fair Value Weighted Average Remaining Contractual Life in Years Unvested at June 30, 2017 - $ - - Granted 783,000 $ 1.99 Cancelled (16,000 ) $ 2.02 Unvested at March 31, 2018 767,000 $ 1.99 9.6 |
Schedule of stock option activity | Number of Options Weighted Average Exercise Price Weighted Average Remaining Contractual Life in Years Outstanding June 30, 2017 38,263 $ 16.31 8.40 Granted - $ - Exercised - $ - Forfeited/Cancelled (3,433 ) $ 16.40 Outstanding March 31, 2018 34,830 $ 16.30 7.39 Exercisable at March 31, 2018 25,989 $ 16.26 7.17 |
Summary of stock-based compensation expense | Three Months Ended Nine Months Ended Selling, general and administrative: 2018 2017 2018 2017 Stock options $ 12,000 $ 817,000 $ 288,000 $ 2,242,000 Restricted Stock 55,000 499,000 159,000 656,000 Total share-based compensation expense $ 67,000 $ 1,316,000 $ 447,000 $ 2,898,000 |
Summary of all warrants | Number of Warrants Weighted Average Exercise Price Weighted Average Remaining Contractual Life in Years Outstanding June 30, 2017 286,049 $ 50.29 4.23 Warrants issued in connection with the August 2017 private offering 5,920,002 $ 3.60 Warrants issued to underwriters in connection with the August 2017 private offering 394,669 $ 3.60 Warrants issued in connection with the March 2018 public offering 30,666,667 $ 0.54 Warrants issued to investor 2,000,000 $ 0.54 Warrants exercised (1,547,000 ) $ 0.41 Outstanding March 31, 2018 37,720,387 $ 1.31 4.85 |
Warrant [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary of significant assumptions in valuing the warrant derivative liability | Warrants: Volatility 180.0 % Equivalent term (years) 5.00 Risk-free interest rate 2.65 % Dividend yield 0.00 % |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Mar. 31, 2018 | |
Segment Information [Abstract] | |
Schedule of financial information | Three Months Ended Nine Months Ended 2018 2017 2018 2017 Consolidated revenue: Aytu $ 561,000 $ 894,000 $ 2,518,000 $ 2,386,000 Aytu Women's Health 46,000 - 217,000 - Consolidated revenue $ 607,000 $ 894,000 $ 2,735,000 $ 2,386,000 Consolidated net loss: Aytu $ (1,539,000 ) $ (5,216,000 ) $ (8,414,000 ) $ (15,758,000 ) Aytu Women's Health (1,279,000 ) - (2,321,000 ) - Consolidated net loss $ (2,818,000 ) $ (5,216,000 ) $ (10,735,000 ) $ (15,758,000 ) Total consolidated assets: Aytu $ 23,299,000 $ 15,917,000 $ 23,299,000 $ 15,917,000 Aytu Women's Health 76,000 - 76,000 - Total consolidated assets $ 23,375,000 $ 15,917,000 $ 23,375,000 $ 15,917,000 |
Business, Basis of Presentati27
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Details) - USD ($) | Mar. 31, 2018 | Jun. 30, 2017 | May 05, 2017 | Oct. 05, 2015 | May 20, 2015 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 238,426 | ||||
ProstaScint [Member] | |||||
Business Acquisition [Line Items] | |||||
Tangible assets | $ 727,000 | ||||
Intangible assets | 1,590,000 | ||||
Goodwill | 74,000 | ||||
Total assets acquired | $ 2,391,000 | ||||
Primsol [Member] | |||||
Business Acquisition [Line Items] | |||||
Tangible assets | $ 182,000 | ||||
Intangible assets | 1,470,000 | ||||
Goodwill | 147,000 | ||||
Total assets acquired | $ 1,799,000 | ||||
Nuelle [Member] | |||||
Business Acquisition [Line Items] | |||||
Tangible assets | $ 2,061,000 | ||||
Intangible assets | 1,540,000 | ||||
Goodwill | 238,000 | ||||
Total assets acquired | $ 3,839,000 |
Business, Basis of Presentati28
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Details 1) - AWH assets [Member] | 9 Months Ended |
Mar. 31, 2018USD ($) | |
Contingent Consideration | |
Balance as of June 30, 2017 | $ 1,940,000 |
Decrease due to contractual payment | 64,000 |
Increase due to accretion | $ (250,000) |
Decrease due to remeasurement | (1,754,000) |
Balance as of March 31, 2018 |
Business, Basis of Presentati29
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Details Textual) - USD ($) | Oct. 05, 2015 | Oct. 31, 2017 | Mar. 31, 2017 | Oct. 31, 2015 | May 31, 2015 | Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Jun. 30, 2017 | Sep. 30, 2015 | May 20, 2015 |
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Stockholders' equity, reverse stock split, description | On June 8, 2015, we reincorporated as a domestic Delaware corporation under the Delaware General Corporate Law and changed our name from Rosewind Corporation to Aytu BioScience, Inc., and effected a reverse stock split in which each common stockholder received one share of common stock for every 12.174 shares held. On June 30, 2016, Aytu effected another reverse stock split in which each common stockholder received one share of common stock for every 12 shares held. On August 25, 2017, Aytu effected a third reverse stock split in which each common stockholder received one share of common stock for every 20 shares held (herein referred to collectively as the "Reverse Stock Splits"). All share and per share amounts in this report have been adjusted to reflect the effect of these Reverse Stock Splits. | |||||||||||
Contingent consideration | $ 6,162,337 | $ 6,162,337 | $ 7,386,782 | |||||||||
Amortization of intangible assets | 387,606 | $ 437,013 | 1,157,258 | $ 1,311,043 | ||||||||
Inventory from primsol business | $ 102,000 | |||||||||||
Cash | 12,100,000 | 12,100,000 | ||||||||||
Primsol [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Upfront amount | 142,000 | |||||||||||
Inventory from primsol business | $ 102,000 | |||||||||||
Work-in-process inventory | 80,000 | |||||||||||
ProstaScint [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Net identifiable asset acquired | $ 2,391,000 | |||||||||||
Contingent consideration | $ 227,000 | |||||||||||
Upfront amount | $ 1,000,000 | |||||||||||
Maximum aggregate payout for sale | 2,500,000 | |||||||||||
Contingent consideration valued | 664,000 | |||||||||||
Transfer of related product inventory | 500,000 | |||||||||||
Contingent consideration was initially revalued | 30,000 | 30,000 | ||||||||||
Amortization of intangible assets | 16,000 | 40,000 | 40,000 | 120,000 | ||||||||
Percentage of net sales | 8.00% | |||||||||||
Contingent consideration accretion | 19,000 | 19,000 | ||||||||||
ProstaScint [Member] | Developed Technology Rights [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Amortization of intangible assets | 54,000 | |||||||||||
ProstaScint [Member] | Trade Names [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Amortization of intangible assets | 7,000 | |||||||||||
ProstaScint [Member] | Customer Contracts [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Amortization of intangible assets | 0 | |||||||||||
ProstaScint [Member] | Discounted Cash Flow Method [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Contingent consideration was initially revalued | $ 54,000 | |||||||||||
Jazz Pharmaceuticals, Inc [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Share-based payment | 7,400 | |||||||||||
Inventory from primsol business | 11,300 | |||||||||||
Jazz Pharmaceuticals, Inc [Member] | Prosta Scint [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Net identifiable asset acquired | $ 2,400,000 | |||||||||||
Jazz Pharmaceuticals, Inc [Member] | Prosta Scint [Member] | Developed Technology Rights [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Intangible assets | 790,000 | |||||||||||
Jazz Pharmaceuticals, Inc [Member] | Prosta Scint [Member] | Trade Names [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Intangible assets | 80,000 | |||||||||||
Jazz Pharmaceuticals, Inc [Member] | Prosta Scint [Member] | Customer Contracts [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Intangible assets | $ 720,000 | |||||||||||
Primsol [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Net identifiable asset acquired | 1,799,000 | |||||||||||
Upfront amount | 500,000 | |||||||||||
Transfer of related product inventory | 40,000 | |||||||||||
Amortization of intangible assets | $ 0 | 61,000 | $ 0 | 184,000 | ||||||||
Primsol [Member] | Selling, General and Administrative Expenses [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Recognized gain | $ 428,000 | |||||||||||
Cash | $ 1,750,000 | $ 1,750,000 | $ 1,750,000 | |||||||||
Primsol [Member] | Paid On April Two Thousand Sixteen [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Upfront amount | 500,000 | |||||||||||
Primsol [Member] | Paid on July ,2016 [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Upfront amount | 500,000 | |||||||||||
Primsol [Member] | Paid in November 2016 [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Upfront amount | $ 250,000 | |||||||||||
Primsol [Member] | Developed Technology Rights [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Intangible assets | 520,000 | |||||||||||
Primsol [Member] | Trade Names [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Amortization of intangible assets | 140,000 | |||||||||||
Primsol [Member] | Customer Contracts [Member] | ||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | ||||||||||||
Intangible assets | $ 810,000 |
Business, Basis of Presentati30
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Details Textual 1) $ / shares in Units, $ / shares in Units, $ in Millions | Mar. 06, 2018USD ($) | Aug. 11, 2017USD ($) | Oct. 31, 2017USD ($) | May 31, 2017USD ($)shares | Jan. 31, 2017USD ($) | Oct. 31, 2016USD ($) | Apr. 28, 2016USD ($)$ / sharesshares | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2017USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | May 05, 2017USD ($) | Apr. 28, 2016CAD ($)$ / shares |
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Unrealized gain/loss on investment | $ 230,936 | ||||||||||||||||
Amortization of intangible assets | 387,606 | 437,013 | 1,157,258 | 1,311,043 | |||||||||||||
Net sales | 607,473 | 893,548 | 2,734,995 | 2,385,701 | |||||||||||||
Stock issued for first earn-out payment to nuelle shareholders | 250,000 | ||||||||||||||||
Gross proceeds from the sales | $ 12,000,000 | $ 11,800,000 | |||||||||||||||
Revenue earn out payment | $ 238,000 | ||||||||||||||||
Third Upfront [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Final upfront payment | $ 4,000,000 | ||||||||||||||||
Natesto [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Stock issued aggregate shares | shares | 12,245,411 | ||||||||||||||||
Net identifiable asset acquired | 10,500,000 | 10,500,000 | |||||||||||||||
Upfront amount | $ 2,000,000 | 2,000,000 | |||||||||||||||
Contingent consideration valued | 6,200,000 | $ 5,700,000 | $ 3,200,000 | ||||||||||||||
Purchase of common stock value | $ 2,000,000 | $ 2.5 | |||||||||||||||
Purchase price per share | (per share) | $ 0.16 | $ 0.207 | |||||||||||||||
Amortization of intangible assets | 330,000 | 330,000 | 989,000 | 989,000 | |||||||||||||
Contingent consideration accretion expenses | 178,000 | 61,000 | $ 508,000 | 164,000 | |||||||||||||
Maximum aggregate amount payable milestone payments, description | One-time, non-refundable milestone payments to Acerus within 45 days of the occurrence of the below events. The maximum aggregate amount payable under such milestone payments is $37.5 million. | ||||||||||||||||
Natesto [Member] | License and Supply Agreement [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Total of cost of sale | $ 92,000 | ||||||||||||||||
Gross proceeds from the sales | 1,100,000 | ||||||||||||||||
Natesto [Member] | License and Supply Agreement [Member] | First Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | $ 2,500,000 | ||||||||||||||||
Sales revenue target | 25,000,000 | ||||||||||||||||
Natesto [Member] | License and Supply Agreement [Member] | Second Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | 5,000,000 | ||||||||||||||||
Sales revenue target | 50,000,000 | ||||||||||||||||
Natesto [Member] | License and Supply Agreement [Member] | Forth Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | 10,000,000 | ||||||||||||||||
Sales revenue target | 100,000,000 | ||||||||||||||||
Natesto [Member] | License and Supply Agreement [Member] | Fifth Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | 12,500,000 | ||||||||||||||||
Sales revenue target | 125,000,000 | ||||||||||||||||
Natesto [Member] | License and Supply Agreement [Member] | Third Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | 7,500,000 | ||||||||||||||||
Sales revenue target | $ 75,000,000 | ||||||||||||||||
Nuelle [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Stock issued aggregate shares | shares | 125,000 | ||||||||||||||||
Net identifiable asset acquired | $ 3,839,000 | ||||||||||||||||
Contingent consideration valued | $ 1,900,000 | ||||||||||||||||
Maximum aggregate payout for sale | $ 6,900,000 | ||||||||||||||||
Amortization of intangible assets | 36,000 | 0 | 108,000 | 0 | |||||||||||||
Contingent consideration accretion expenses | 23,000 | $ 0 | $ 64,000 | $ 0 | |||||||||||||
Maximum aggregate amount payable milestone payments, description | One-time payments to the Nuelle stockholders within 90 days of the occurrence of the following events (provided that, the maximum aggregate amount payable under such milestone payments will be $24.0 million). | ||||||||||||||||
Subsidiaries payment, description | The first $1.0 million of earn-out payments will be paid in shares of our common stock and all other earn-out payments will be comprised of 60% cash and 40% shares of our common stock. | ||||||||||||||||
Merger subsidiaries, description | In the event that we do not make all of the required earn-out payments to the Nuelle stockholders before May 3, 2022, and we also complete a divestiture before May 3, 2022 of any of the products acquired in the transaction, we agreed to pay the Nuelle stockholders a combination of (i) cash in an amount equal to 10% of the value of all cash, securities and other property paid to us in the divestiture (cash is to be 60% of the total consideration), and (ii) shares of our common stock equal to the Nuelle stockholders' portion of the divestiture payment divided by the average closing price of our common stock for the 10 trading days prior to the earlier of the closing date of the divestiture or the public disclosure of the divestiture (shares of common stock are to be 40% of the total consideration). | ||||||||||||||||
One-time, non-refundable payments | $ 10,000,000 | ||||||||||||||||
Sales revenue target | 100,000,000 | ||||||||||||||||
Net sales | 100,000,000 | ||||||||||||||||
Liabilities assumed | $ 47,000 | ||||||||||||||||
Stock issued for first earn-out payment to nuelle shareholders | $ 12,000 | ||||||||||||||||
Intangible assets, trade names | $ 1,540,000 | ||||||||||||||||
Nuelle [Member] | Minimum [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Intangible assets amortized period | 9 years | ||||||||||||||||
Nuelle [Member] | Maximum [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Intangible assets amortized period | 12 years | ||||||||||||||||
Nuelle [Member] | Developed technology [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Intangible assets, trade names | 1,300,000 | $ 1,300,000 | |||||||||||||||
Nuelle [Member] | Trade names [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Intangible assets, trade names | 160,000 | 160,000 | |||||||||||||||
Nuelle [Member] | Customer contracts [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Intangible assets, trade names | $ 80,000 | 80,000 | |||||||||||||||
Nuelle [Member] | First Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | 1,000,000 | ||||||||||||||||
Sales revenue target | 10,000,000 | ||||||||||||||||
Nuelle [Member] | Second Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | 1,800,000 | ||||||||||||||||
Sales revenue target | 17,500,000 | ||||||||||||||||
Nuelle [Member] | Forth Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | 3,800,000 | ||||||||||||||||
Sales revenue target | 37,500,000 | ||||||||||||||||
Nuelle [Member] | Fifth Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | 5,000,000 | ||||||||||||||||
Sales revenue target | 50,000,000 | ||||||||||||||||
Nuelle [Member] | Third Milestone [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
One-time, non-refundable payments | 2,500,000 | ||||||||||||||||
Sales revenue target | $ 25,000,000 | ||||||||||||||||
Aytu [Member] | |||||||||||||||||
Business, Basis of Presentation, Business Combinations, Divestitures, License/Supply Agreement and Merger (Textual) | |||||||||||||||||
Revenue earn out payment | $ 238,000 | $ 1,000,000 |
Fixed Assets (Details)
Fixed Assets (Details) - USD ($) | 9 Months Ended | |
Mar. 31, 2018 | Jun. 30, 2017 | |
Property, Plant and Equipment [Line Items] | ||
Less accumulated depreciation and amortization | $ (498,000) | $ (246,000) |
Fixed assets, net | 260,742 | 647,254 |
Manufacturing equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | $ 213,000 | 405,000 |
Manufacturing equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives in years | 2 years | |
Manufacturing equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives in years | 5 years | |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives in years | 3 years | |
Fixed assets, gross | $ 112,000 | 111,000 |
Office equipment, furniture and other [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | $ 344,000 | 287,000 |
Office equipment, furniture and other [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives in years | 2 years | |
Office equipment, furniture and other [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives in years | 5 years | |
Lab equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Fixed assets, gross | $ 90,000 | $ 90,000 |
Lab equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives in years | 3 years | |
Lab equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Lives in years | 5 years |
Fixed Assets (Details 1)
Fixed Assets (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Fixed Assets [Abstract] | ||||
Depreciation and amortization expense | $ 91,000 | $ 27,000 | $ 252,000 | $ 72,000 |
Fixed Assets (Details Textual)
Fixed Assets (Details Textual) | Mar. 31, 2018USD ($) |
AWH manufacturing equipment [Member] | |
Fixed Assets (Textual) | |
Write-off of the AWH manufacturing equipment | $ 210,000 |
Patents (Details)
Patents (Details) - USD ($) | Mar. 31, 2018 | Jun. 30, 2017 |
Finite-Lived Intangible Assets [Line Items] | ||
Patents, net | $ 252,278 | $ 271,278 |
Patents [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Patents | 380,000 | 380,000 |
Less accumulated amortization | (128,000) | (109,000) |
Patents, net | $ 252,000 | $ 271,000 |
Patents (Details 1)
Patents (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization expense | $ 387,606 | $ 437,013 | $ 1,157,258 | $ 1,311,043 |
Patents [Member] | ||||
Finite-Lived Intangible Assets [Line Items] | ||||
Amortization expense | $ 6,000 | $ 6,000 | $ 19,000 | $ 19,000 |
Patents (Details Textual)
Patents (Details Textual) - Luoxis Patents [Member] | 9 Months Ended |
Mar. 31, 2018USD ($) | |
Patents (Textual) | |
Fair value of appraisal | $ 380,000 |
Amortized over the lives term | 15 years |
Finite lived intangible assets expire date | Mar. 31, 2028 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | Dec. 22, 2017 | Mar. 31, 2018 | Dec. 31, 2017 |
Income Taxes (Textual) | |||
Tax expense | $ 6.6 | ||
Tax rate, description | The Tax Reform Act significantly revised the U.S. corporate income tax regime by, among other things, lowering the U.S. corporate tax rate from 35% to 21% effective January 1, 2018. | ||
Additional tax expense | $ 0.1 |
Fair Value Considerations (Deta
Fair Value Considerations (Details) - USD ($) | Mar. 31, 2018 | Jun. 30, 2017 |
LIABILITIES | ||
Warrant derivative liability | $ 120,146 | |
Contingent consideration | 6,162,337 | 7,386,782 |
Fair Value Measurements Using [Member] | ||
LIABILITIES | ||
Warrant derivative liability | 120,000 | |
Contingent consideration | 6,192,000 | 7,648,000 |
Level 1 [Member] | Fair Value Measurements Using [Member] | ||
LIABILITIES | ||
Warrant derivative liability | ||
Contingent consideration | ||
Level 2 [Member] | Fair Value Measurements Using [Member] | ||
LIABILITIES | ||
Warrant derivative liability | ||
Contingent consideration | ||
Level 3 [Member] | Fair Value Measurements Using [Member] | ||
LIABILITIES | ||
Warrant derivative liability | 120,000 | |
Contingent consideration | $ 6,192,000 | $ 7,648,000 |
Fair Value Considerations (De39
Fair Value Considerations (Details 1) - Aytu Common Stock [Member] | 9 Months Ended |
Mar. 31, 2018 | |
Warrants: | |
Volatility | 179.00% |
Equivalent term (years) | 4 years 4 months 17 days |
Risk-free interest rate | 2.55% |
Dividend yield | 0.00% |
At Issuance [Member] | |
Warrants: | |
Volatility | 188.00% |
Equivalent term (years) | 5 years |
Risk-free interest rate | 1.83% |
Dividend yield | 0.00% |
Fair Value Considerations (De40
Fair Value Considerations (Details 2) - Level 3 [Member] | 9 Months Ended |
Mar. 31, 2018USD ($) | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Balance as of June 30, 2017 | |
Warrant issuances | 4,118,000 |
Reclassification of warrant liability to equity upon exercise | (40,000) |
Change in fair value included in earnings | (3,958,000) |
Balance as of March 31, 2018 | $ 120,000 |
Fair Value Considerations (De41
Fair Value Considerations (Details 3) - Contingent Consideration [Member] | 9 Months Ended |
Mar. 31, 2018USD ($) | |
Contingent Consideration | |
Balance as of June 30, 2017 | $ 7,648,000 |
Increase due to accretion | 591,000 |
Decrease due to contractual payment | $ (268,000) |
Decrease due to remeasurement | (1,779,000) |
Balance as of March 31, 2018 | $ 6,192,000 |
Fair Value Considerations (De42
Fair Value Considerations (Details Textual) | 9 Months Ended |
Mar. 31, 2018USD ($) | |
Fair Value Considerations (Textual) | |
Contingent consideration, description | The contingent consideration related to the AWH assets was prepaid up to the first $1.0 million in net revenue. Since we will not be able to manufacture more product (see Note 1), we are confident that our revenue for this product will not exceed $1.0 million and therefore, we have adjusted the remaining contingent consideration balance to zero. |
Adjusted amount of contingent consideration for ProstaScint | $ 25,000 |
Commitments and Contingencies43
Commitments and Contingencies (Details) | Mar. 31, 2018USD ($) |
Commitments and Contingencies [Line Items] | |
Remaining 2,018 | $ 386,000 |
2,019 | 684,000 |
2,020 | 2,608,000 |
2,021 | 5,027,000 |
2,022 | |
Thereafter | 7,500,000 |
Total | 16,205,000 |
Prescription database [Member] | |
Commitments and Contingencies [Line Items] | |
Remaining 2,018 | 350,000 |
2,019 | 573,000 |
2,020 | |
2,021 | |
2,022 | |
Thereafter | |
Total | 923,000 |
Natesto [Member] | |
Commitments and Contingencies [Line Items] | |
Remaining 2,018 | |
2,019 | |
2,020 | 2,500,000 |
2,021 | 5,000,000 |
2,022 | |
Thereafter | 7,500,000 |
Total | 15,000,000 |
Office Lease [Member] | |
Commitments and Contingencies [Line Items] | |
Remaining 2,018 | 36,000 |
2,019 | 111,000 |
2,020 | 108,000 |
2,021 | 27,000 |
2,022 | |
Thereafter | |
Total | $ 282,000 |
Commitments and Contingencies44
Commitments and Contingencies (Details 1) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Commitments and Contingencies [Abstract] | ||||
Rent expense | $ 35,000 | $ 35,000 | $ 105,000 | $ 105,000 |
Commitments and Contingencies45
Commitments and Contingencies (Details Textual) - USD ($) | 1 Months Ended | |||||||
Oct. 31, 2017 | Jan. 31, 2017 | Oct. 31, 2016 | May 31, 2016 | Apr. 30, 2016 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2018 | |
Commitments and Contingencies (Textual) | ||||||||
Installment payments | $ 8,000,000 | |||||||
Natesto [Member] | ||||||||
Commitments and Contingencies (Textual) | ||||||||
Installment payments | $ 4,000,000 | $ 2,000,000 | $ 2,000,000 | |||||
First milestone payment | $ 2,500,000 | |||||||
Second milestone payment | 5,000,000 | |||||||
Third milestone payment | $ 7,500,000 | |||||||
Prescription Database [Member] | ||||||||
Commitments and Contingencies (Textual) | ||||||||
Installment payments | $ 1,900,000 | |||||||
Office Lease [Member] | ||||||||
Commitments and Contingencies (Textual) | ||||||||
Initial base rent | $ 9,000 | $ 9,000 | $ 3,000 | |||||
Operating leases, Term | 37 months | 37 months | 37 months | |||||
Rent expenses | $ 318,000 | $ 112,000 |
Common Stock (Details)
Common Stock (Details) - USD ($) | Mar. 06, 2018 | Aug. 11, 2017 | Feb. 28, 2018 | Oct. 31, 2017 | Mar. 31, 2018 | Sep. 30, 2017 | Jun. 30, 2017 |
Common Stock (Textual) | |||||||
Common stock, par value | $ 0.0001 | $ 0.0001 | |||||
Common stock, shares authorized | 100,000,000 | 100,000,000 | |||||
Common stock, shares outstanding | 35,820,069 | 824,831 | |||||
Preferred stock, par value | $ 0.0001 | $ 0.0001 | |||||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | |||||
Preferred stock, shares issued | 0 | 0 | |||||
Preferred stock, shares outstanding | 0 | 0 | |||||
Gross proceeds | $ 12,000,000 | $ 11,800,000 | |||||
Sale of stock, description | The securities sold by the Company consist of (i) Class A Units consisting of an aggregate of 19,520,000 shares of our common stock and warrants to purchase an aggregate of 19,520,000 shares of common stock, at a public offering price of $0.45 per Class A Unit, and (ii) Class B Units consisting of 3,216 shares of our Series B Preferred Stock, with a stated value of $1,000 per share, and convertible into an aggregate of 7,146,667 shares of common stock, and warrants to purchase an aggregate of 7,146,667 shares of common stock, at a public offering price of $1,000 per Class B Unit. The warrants have an exercise price of $0.54, are exercisable upon issuance and will expire five years from the date of issuance. The Company granted the underwriters a 45-day option to purchase an additional 4,000,000 shares of common stock and/or warrants to purchase an additional 4,000,000 shares of common stock. In connection with the closing of this offering, the underwriters partially exercised their over-allotment option and purchased an additional 4,000,000 warrants. On March 26, 2018, the underwriters exercised their over-allotment option to purchase an additional 2,000,000 shares of common stock, resulting in gross proceeds of approximately $900,000, before deducting costs of $63,000. | ||||||
Revenue earn out payment | $ 238,000 | ||||||
Other offering expenses | $ 1,200,000 | ||||||
Aytu issued shares of common stock | 3,018 | ||||||
Preferred Stock [Member] | |||||||
Common Stock (Textual) | |||||||
Preferred stocks converted in common stock | 1,900 | 350 | (5,466) | ||||
Issuance of restricted stock, shares | |||||||
Issued of common stock payment to Nuelle Shareholders for fiscal 2018 | |||||||
Warrant exercises (unaudited), shares | |||||||
Common Stock [Member] | |||||||
Common Stock (Textual) | |||||||
Common stock, shares outstanding | 801,750 | ||||||
Gross proceeds | $ 640,000 | ||||||
Preferred stocks converted in common stock | 633,333 | 116,666 | 7,896,666 | ||||
Stock issued in offering | 3,196,665 | ||||||
Warrants to purchase of common stock | 1,547,000 | ||||||
Issuance of restricted stock, shares | 767,000 | ||||||
Issued of common stock payment to Nuelle Shareholders for fiscal 2018 | 64,150 | ||||||
Warrant exercises (unaudited), shares | 1,547,000 | ||||||
Aytu common stock [Member] | |||||||
Common Stock (Textual) | |||||||
Revenue earn out payment | $ 1,000,000 | ||||||
Series A Preferred Stock [Member] | |||||||
Common Stock (Textual) | |||||||
Preferred stock, shares issued | 10,000 | ||||||
Price per share | $ 3 | ||||||
Preferred stocks converted in common stock | 750,000 | ||||||
Stock issued in offering | 2,250 | ||||||
Cash fee, percentage | 9.00% | ||||||
Warrants purchase, percentage | 10.00% | ||||||
Warrants to purchase of common stock | 6,314,671 | ||||||
Warrants issued to underwriters as compensation for transaction | 394,669 | ||||||
Class A Units [Member] | |||||||
Common Stock (Textual) | |||||||
Sale of stock, description | Class A units consist of one (1) share of common stock and a warrant to purchase one and one-half (1.5) shares of common stock and were sold at a price of $3.00 per unit. | ||||||
Class B Units [Member] | |||||||
Common Stock (Textual) | |||||||
Sale of stock, description | Class B units consist of one (1) share of our newly created Series A Preferred Stock and warrants to purchase one and one-half (1.5) shares of common stock for each share of common stock into which the Series A Preferred Stock is convertible and were sold at a price of $1,000 per unit to those purchasers who, together with their affiliates and certain related parties, would beneficially own more than 9.99% of our outstanding common stock following the offering. | ||||||
Series B Preferred Stock [Member] | |||||||
Common Stock (Textual) | |||||||
Preferred stocks converted in common stock | 3,216 | ||||||
Aytu issued shares of common stock | 7,146,667 | ||||||
Series A Convertible Preferred Stock [Member] | |||||||
Common Stock (Textual) | |||||||
Stock designated shares | 10,000 | ||||||
Series B Convertible Preferred Stock [Member] | |||||||
Common Stock (Textual) | |||||||
Stock designated shares | 3,216 |
Equity Instruments (Details)
Equity Instruments (Details) - Restricted Stock [Member] | 9 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Restricted Stock, Number of Shares | |
Unvested restricted shares, Beginning | shares | |
Granted | shares | 783,000 |
Cancelled | shares | (16,000) |
Unvested restricted shares outstanding, Ending | shares | 767,000 |
Restricted Stock, Weighted Average Grant Price | |
Unvested restricted shares, Weighted Average Grant Date Fair Value, Beginning | $ / shares | |
Granted, Weighted Average Grant Date Fair Value | $ / shares | 1.99 |
Cancelled, Weighted Average Grant Date Fair Value | $ / shares | 2.02 |
Unvested restricted shares, weighted average grant price, Ending | $ / shares | $ 1.99 |
Restricted stock, Weighted Average Remaining Contractual Life in Years | |
Unvested, Weighted Average Remaining Contractual Life in Years | 9 years 7 months 6 days |
Equity Instruments (Details 1)
Equity Instruments (Details 1) - Stock options [Member] | 9 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of Options | |
Number of Options Outstanding, Beginning Balance | shares | 38,263 |
Number of Options, Granted | shares | |
Number of Options, Exercised | shares | |
Number of Options, Forfeited/Cancelled | shares | (3,433) |
Number of Options Outstanding, Ending Balance | shares | 34,830 |
Number of Options, Exercisable | shares | 25,989 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price, Beginning Balance | $ / shares | $ 16.31 |
Weighted Average Exercise Price, Granted | $ / shares | |
Weighted Average Exercise Price, Exercised | $ / shares | |
Weighted Average Exercise Price, Forfeited/Cancelled | $ / shares | 16.40 |
Weighted Average Exercise Price, Ending Balance | $ / shares | 16.30 |
Weighted Average Exercise Price, Exercisable | $ / shares | $ 16.26 |
Weighted Average Remaining Contractual Life in Years | |
Weighted Average Remaining Contractual Life in Years, Outstanding, Beginning Balance | 8 years 4 months 24 days |
Weighted Average Remaining Contractual Life in Years, Outstanding, Ending Balance | 7 years 4 months 20 days |
Weighted Average Remaining Contractual Life in Years, Exercisable | 7 years 2 months 1 day |
Equity Instruments (Details 2)
Equity Instruments (Details 2) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 67,000 | $ 1,316,000 | $ 447,000 | $ 2,898,000 |
Stock options [Member] | Selling, general and administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | 12,000 | 817,000 | 288,000 | 2,242,000 |
Restricted Stock [Member] | Selling, general and administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Total share-based compensation expense | $ 55,000 | $ 499,000 | $ 159,000 | $ 656,000 |
Equity Instruments (Details 3)
Equity Instruments (Details 3) | 9 Months Ended |
Mar. 31, 2018$ / sharesshares | |
Number of Warrants | |
Number of Warrants Outstanding, Beginning Balance | shares | 286,049 |
Warrants issued in connection with the August 2017 private offering | shares | 5,920,002 |
Warrants issued to underwriters in connection with the August 2017 private offering | shares | 394,669 |
Warrants issued in connection with the March 2018 public offering | shares | 30,666,667 |
Warrants issued to investor | shares | 2,000,000 |
Warrants exercised | shares | (1,547,000) |
Number of Warrants Outstanding, Ending Balance | shares | 37,720,387 |
Weighted Average Exercise Price | |
Weighted Average Exercise Price, Outstanding Beginning Balance | $ / shares | $ 50.29 |
Warrants issued in connection with the August 2017 private offering | $ / shares | 3.60 |
Warrants issued to underwriters in connection with the August 2017 private offering | $ / shares | 3.60 |
Warrants issued in connection with the March 2018 public offering | $ / shares | 0.54 |
Warrants issued to investor | $ / shares | 0.54 |
Warrants exercised | $ / shares | 0.41 |
Weighted Average Exercise Price, Outstanding Ending Balance | $ / shares | $ 1.31 |
Weighted Average Remaining Contractual Life in Years | |
Weighted Average Remaining Contractual Life in Years, Outstanding, Beginning Balance | 4 years 2 months 23 days |
Weighted Average Remaining Contractual Life in Years, Outstanding, Ending Balance | 4 years 10 months 6 days |
Equity Instruments (Details 4)
Equity Instruments (Details 4) - Warrant [Member] | 9 Months Ended |
Mar. 31, 2018 | |
Warrants: | |
Volatility | 180.00% |
Equivalent term (years) | 5 years |
Risk-free interest rate | 2.65% |
Dividend yield | 0.00% |
Equity Instruments (Details Tex
Equity Instruments (Details Textual) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Jan. 31, 2018 | Nov. 30, 2017 | Sep. 30, 2017 | Aug. 31, 2017 | Mar. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Jun. 01, 2015 | |
Equity Instruments (Textual) | |||||||||
Unrecognized expense share-based compensation expense | $ 260,000 | $ 260,000 | |||||||
Stock-based compensation expense | $ 288,010 | $ 2,241,989 | |||||||
Warrants issued | 47,000 | 47,000 | |||||||
Unrecognized share-based compensation expense | $ 3,063,000 | $ 3,063,000 | |||||||
Weighted-average period | 8 years 10 months 21 days | ||||||||
Expense related to awards | $ 89,000 | ||||||||
New warrant to purchase shares | 2,000,000 | ||||||||
Equity fair value | $ 179,000 | $ 179,000 | |||||||
Restricted stock [Member] | |||||||||
Equity Instruments (Textual) | |||||||||
Warrants exercise price | $ 1.99 | ||||||||
Public offering [Member] | |||||||||
Equity Instruments (Textual) | |||||||||
Warrants issued | 47,000 | 47,000 | |||||||
Aytu [Member] | |||||||||
Equity Instruments (Textual) | |||||||||
Warrants to purchase of common stock | 1,500,000 | ||||||||
Warrants exercise price | $ 3.60 | ||||||||
Aytu [Member] | Restricted stock [Member] | |||||||||
Equity Instruments (Textual) | |||||||||
Restricted stock, Shares | 4,000 | ||||||||
Stock-based compensation expense | $ 37,000 | ||||||||
Warrants [Member] | |||||||||
Equity Instruments (Textual) | |||||||||
Warrants to purchase of common stock | 6,314,671 | 2,000,000 | |||||||
Warrants exercise price | $ 3.60 | $ 0.54 | |||||||
Warrants exercise price term | 5 years | ||||||||
Net proceeds | $ 615,000 | ||||||||
Warrants [Member] | Public offering [Member] | |||||||||
Equity Instruments (Textual) | |||||||||
Warrants to purchase of common stock | 30,666,667 | ||||||||
Warrants exercise price | $ 0.54 | ||||||||
Warrants exercise price term | 5 years | ||||||||
Warrants issued | 30,666,667 | 30,666,667 | |||||||
2015 Stock Option and Incentive Plan [Member] | |||||||||
Equity Instruments (Textual) | |||||||||
Aggregate shares of common stock | 3,000,000 | 3,000,000 | 3,000,000 | ||||||
Unrecognized expense share-based compensation expense | $ 1,643,000 | $ 1,643,000 | |||||||
Grant purchase | 2,198,170 | ||||||||
Restricted stock, Shares | 75,000 | 3,000 | 200,000 | 13,000 | 8,250 | 43,000 | |||
Vesting expiry date | 10 years | ||||||||
Stock-based compensation expense | $ 36,000 | ||||||||
Vesting expiry date, description | January 2,028 | September 2,027 | July 2,026 | ||||||
2015 Stock Option and Incentive Plan [Member] | Executives, directors and consultants pursuant [Member] | |||||||||
Equity Instruments (Textual) | |||||||||
Restricted stock, Shares | 495,000 | ||||||||
Vesting expiry date, description | November 2,027 | ||||||||
2015 Stock Option and Incentive Plan [Member] | Aytu [Member] | |||||||||
Equity Instruments (Textual) | |||||||||
Restricted stock, Shares | 23,000 | 13,000 | |||||||
Stock-based compensation expense | $ 7,400 | ||||||||
Vesting expiry date, description | March 2,028 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 1 Months Ended | 9 Months Ended | |||
Aug. 31, 2017 | Jul. 31, 2015 | Jan. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2018 | |
Joshua Disbrow [Member] | |||||
Related Party Transactions (Textual) | |||||
Stock purchases offering | 83,333 | 226,105 | |||
Jarrett Disbrow [Member] | |||||
Related Party Transactions (Textual) | |||||
Stock purchases offering | 83,333 | 226,105 | |||
Mr. Green [Member] | |||||
Related Party Transactions (Textual) | |||||
Stock purchases offering | 66,600 | ||||
Services Agreement [Member] | |||||
Related Party Transactions (Textual) | |||||
Monthly payment | $ 12,000 | ||||
Agreement term, description | This agreement was terminated in June 2017. | ||||
Sponsored Research Agreement [Member] | |||||
Related Party Transactions (Textual) | |||||
Monthly payment | $ 6,000 | ||||
Agreement term, description | This agreement was terminated in March 2017. | ||||
Amount agreed to pay | $ 615,000 | ||||
Contractual term | 60 months 15 days |
Segment Information (Details)
Segment Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2018 | Mar. 31, 2017 | Mar. 31, 2018 | Mar. 31, 2017 | Jun. 30, 2017 | |
Consolidated revenue: | |||||
Consolidated revenue | $ 607,473 | $ 893,548 | $ 2,734,995 | $ 2,385,701 | |
Consolidated net loss: | |||||
Consolidated net loss | (2,817,712) | (5,216,342) | (10,735,432) | (15,757,916) | |
Total consolidated assets: | |||||
Total consolidated assets | 23,374,715 | 15,917,000 | 23,374,715 | 15,917,000 | $ 14,998,517 |
Aytu [Member] | |||||
Consolidated revenue: | |||||
Consolidated revenue | 561,000 | 894,000 | 2,518,000 | 2,386,000 | |
Consolidated net loss: | |||||
Consolidated net loss | (1,539,000) | (5,216,000) | (8,414,000) | (15,758,000) | |
Total consolidated assets: | |||||
Total consolidated assets | 23,299,000 | 15,917,000 | 23,299,000 | 15,917,000 | |
Aytu Women's Health [Member] | |||||
Consolidated revenue: | |||||
Consolidated revenue | 46,000 | 217,000 | |||
Consolidated net loss: | |||||
Consolidated net loss | (1,279,000) | (2,321,000) | |||
Total consolidated assets: | |||||
Total consolidated assets | $ 76,000 | $ 76,000 |
Going Concern (Details)
Going Concern (Details) | 9 Months Ended |
Mar. 31, 2018USD ($) | |
Going Concern (Textual) | |
Cash | $ 12,100,000 |
Restricted cash | 76,000 |
Cash for operating activities | $ 3,800,000 |