Document and Entity Information
Document and Entity Information - $ / shares | 6 Months Ended | |
Dec. 31, 2021 | Feb. 07, 2022 | |
Cover [Abstract] | ||
Entity Central Index Key | 0001385818 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Dec. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-38247 | |
Entity Registrant Name | AYTU BIOPHARMA, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 47-0883144 | |
Entity Address, Address Line One | Delaware | |
Entity Address, Address Line Two | Suite 206 | |
Entity Address, City or Town | Englewood | |
Entity Address, State or Province | CO | |
Entity Address, Postal Zip Code | 80112 | |
City Area Code | 720 | |
Local Phone Number | 437-6580 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Entity Listing, Par Value Per Share | $ 0.0001 | |
Trading Symbol | AYTU | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 30,318,168 | |
Current Fiscal Year End Date | --06-30 | |
Document Fiscal Year Focus | 2022 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Current assets | ||
Cash and cash equivalents | $ 35,277 | $ 49,649 |
Restricted cash | 252 | |
Accounts receivable, net | 22,989 | 28,176 |
Inventory, net | 16,558 | 16,339 |
Prepaid expenses | 11,298 | 9,780 |
Other current assets | 1,418 | 1,038 |
Total current assets | 87,540 | 105,234 |
Property and equipment, net | 4,294 | 5,140 |
Operating lease right-of-use asset | 3,845 | 3,563 |
Intangible assets, net | 81,339 | 85,464 |
Goodwill | 46,349 | 65,802 |
Other non-current assets | 457 | 465 |
Total non-current assets | 136,284 | 160,434 |
Total assets | 223,824 | 265,668 |
Current liabilities | ||
Accounts payable and other | 15,604 | 19,255 |
Accrued liabilities | 50,685 | 51,295 |
Accrued compensation | 5,041 | 5,939 |
Short-term line of credit | 7,209 | 7,934 |
Current portion of debt | 16,343 | 16,668 |
Current portion of operating lease liabilities | 1,173 | 940 |
Current portion of fixed payment arrangements | 3,310 | 3,134 |
Current portion of CVR liabilities | 218 | |
Current portion of contingent consideration | 1,206 | 4,055 |
Total current liabilities | 100,571 | 109,438 |
Debt, net of current portion | 129 | 180 |
Operating lease liabilities, net of current portion | 2,716 | 2,624 |
Fixed payment arrangements, net of current portion | 4,623 | 6,324 |
CVR liabilities, net of current portion | 1,392 | 1,177 |
Contingent consideration, net of current portion | 8,297 | 8,002 |
Other non-current liabilities | 560 | 355 |
Total liabilities | 118,288 | 128,100 |
Commitments and contingencies (Note 12) | ||
Stockholders' equity | ||
Preferred Stock, par value $.0001; 50,000,000 shares authorized; no shares issued or outstanding as of December 31, 2021 and June 30, 2021 | ||
Common Stock, par value $.0001; 200,000,000 shares authorized; shares issued and outstanding 30,010,468 and 27,490,412, respectively, as of December 31, 2021 and June 30, 2021 | 3 | 3 |
Additional paid-in capital | 323,231 | 315,864 |
Accumulated deficit | (217,698) | (178,299) |
Total stockholders' equity | 105,536 | 137,568 |
Total liabilities and stockholders' equity | $ 223,824 | $ 265,668 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Jun. 30, 2021 |
Preferred stock | ||
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 | ||
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 30,010,468 | 27,490,412 |
Common stock, shares outstanding | 30,010,468 | 27,490,412 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenues | ||||
Product revenue, net | $ 23,125 | $ 15,147 | $ 45,022 | $ 28,667 |
Revenue from Contract with Customer, Product and Service | Product | Product | Product | Product |
Cost of sales | $ 10,826 | $ 6,251 | $ 20,267 | $ 10,314 |
Gross profit | 12,299 | 8,896 | 24,755 | 18,353 |
Operating expenses | ||||
Research and development | 4,920 | 286 | 7,016 | 469 |
Selling and marketing | 9,660 | 5,705 | 18,957 | 11,531 |
General and administrative | 7,953 | 5,584 | 16,169 | 11,004 |
Acquisition related costs | 1,312 | 1,312 | ||
Impairment of goodwill | 19,453 | |||
Amortization of intangible assets | 1,060 | 1,584 | 2,153 | 3,169 |
Total operating expenses | 23,593 | 14,471 | 63,748 | 27,485 |
Loss from operations | (11,294) | (5,575) | (38,993) | (9,132) |
Other income (expense) | ||||
Other income/(expense), net | 20 | (379) | (20) | (1,130) |
Loss from contingent consideration | (277) | (3,313) | (496) | (3,311) |
Loss on extinguishment of debt | (258) | (258) | ||
Total other expense | (257) | (3,950) | (516) | (4,699) |
Loss before income tax | (11,551) | (9,525) | (39,509) | (13,831) |
Income tax benefit | (3) | 0 | (110) | 0 |
Net loss | $ (11,548) | $ (9,525) | $ (39,399) | $ (13,831) |
Weighted average number of common shares outstanding - basic (in shares) | 26,412,473 | 13,281,904 | 26,003,026 | 12,717,180 |
Weighted average number of common shares outstanding - diluted (in shares) | 26,412,473 | 13,281,904 | 26,003,026 | 12,717,180 |
Basic net loss per common share (in dollars per share) | $ (0.44) | $ (0.72) | $ (1.52) | $ (1.09) |
Diluted net loss per common share (in dollars per share) | $ (0.44) | $ (0.72) | $ (1.52) | $ (1.09) |
Condensed Consolidated Statem_2
Condensed Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Total |
Beginning balance at Jun. 30, 2020 | $ 1 | $ 215,024 | $ (120,010) | |
Beginning balance (in shares) at Jun. 30, 2020 | 12,583,736 | |||
Net loss | (13,831) | $ (13,831) | ||
Stock-based compensation | 963 | |||
Issuance of common stock, net of cash issuance costs | $ 1 | 29,487 | ||
Issuance of common stock, net of cash issuance costs (in shares) | 5,169,076 | |||
Issuance of preferred, common stock related to debt conversion, amount | 1,058 | |||
Issuance of preferred, common stock related to debt conversion, shares | 130,081 | |||
Ending balance at Dec. 31, 2020 | $ 2 | 246,532 | (133,841) | $ 112,693 |
Ending balance (in shares) at Dec. 31, 2020 | 17,882,893 | 17,882,893 | ||
Beginning balance at Sep. 30, 2020 | $ 1 | 215,378 | (124,316) | |
Beginning balance (in shares) at Sep. 30, 2020 | 12,583,736 | |||
Net loss | (9,525) | $ (9,525) | ||
Stock-based compensation | 508 | |||
Issuance of common stock, net of cash issuance costs | $ 1 | 29,588 | ||
Issuance of common stock, net of cash issuance costs (in shares) | 5,169,076 | |||
Issuance of preferred, common stock related to debt conversion, amount | 1,058 | |||
Issuance of preferred, common stock related to debt conversion, shares | 130,081 | |||
Ending balance at Dec. 31, 2020 | $ 2 | 246,532 | (133,841) | $ 112,693 |
Ending balance (in shares) at Dec. 31, 2020 | 17,882,893 | 17,882,893 | ||
Beginning balance at Jun. 30, 2021 | $ 3 | 315,864 | (178,299) | $ 137,568 |
Beginning balance (in shares) at Jun. 30, 2021 | 27,490,412 | |||
Net loss | (39,399) | (39,399) | ||
Stock-based compensation | 2,748 | |||
Stock-based compensation (in shares) | 296,972 | |||
Issuance of common stock, net of cash issuance costs | 4,625 | |||
Issuance of common stock, net of cash issuance costs (in shares) | 2,223,084 | |||
Tax withholding for stock-based compensation | (6) | |||
Ending balance at Dec. 31, 2021 | $ 3 | 323,231 | (217,698) | $ 105,536 |
Ending balance (in shares) at Dec. 31, 2021 | 30,010,468 | 30,010,468 | ||
Beginning balance at Sep. 30, 2021 | $ 3 | 317,647 | (206,150) | |
Beginning balance (in shares) at Sep. 30, 2021 | 27,771,912 | |||
Net loss | (11,548) | $ (11,548) | ||
Stock-based compensation | 1,229 | |||
Stock-based compensation (in shares) | 76,972 | |||
Issuance of common stock, net of cash issuance costs | 4,355 | |||
Issuance of common stock, net of cash issuance costs (in shares) | 2,161,584 | |||
Ending balance at Dec. 31, 2021 | $ 3 | $ 323,231 | $ (217,698) | $ 105,536 |
Ending balance (in shares) at Dec. 31, 2021 | 30,010,468 | 30,010,468 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows $ in Thousands | 3 Months Ended | 6 Months Ended | |
Dec. 31, 2020USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Operating Activities | |||
Net loss | $ (39,399) | $ (13,831) | |
Adjustments to reconcile net loss to cash used in operating activities: | |||
Depreciation, amortization and accretion | 5,352 | 3,905 | |
Impairment of goodwill | 19,453 | ||
Stock-based compensation expense | 2,748 | 963 | |
Loss from contingent considerations | $ 3,313 | 496 | 3,311 |
Amortization of senior debt (premium) discount | (326) | 132 | |
(Gain) loss on sale of equipment | 0 | (50) | 112 |
Gain on termination of lease | (343) | ||
Loss on debt extinguishment | 258 | 258 | |
Inventory write-down | 0 | 349 | 99 |
Other noncash adjustments | (86) | 148 | |
Changes in operating assets and liabilities: | |||
Accounts receivable | 5,186 | (1,973) | |
Inventory | (568) | (3,616) | |
Prepaid expenses and other current assets | (1,896) | 1,817 | |
Accounts payable and other | (3,307) | (3,136) | |
Accrued liabilities | (616) | 1,271 | |
Other operating assets and liabilities, net | 51 | (24) | |
Net cash used in operating activities | (12,613) | (10,907) | |
Investing Activities | |||
Contingent consideration payment | (3,109) | (43) | |
Other investing activities | (28) | 4 | |
Net cash used in investing activities | (3,137) | (39) | |
Financing Activities | |||
Proceeds from issuance of stock | 4,825 | 32,250 | |
Payment of stock issuance costs | (172) | (4,293) | |
Payment made to fixed payment arrangement | (2,746) | (2,786) | |
Payments made to borrowings | (89,632) | (273) | |
Proceeds from borrowings | 88,857 | ||
Other financing activities | (6) | ||
Net cash provided by financing activities | 1,126 | 24,898 | |
Net change in cash, restricted cash and cash equivalents | (14,624) | 13,952 | |
Cash, cash equivalents and restricted cash at beginning of period | 49,901 | 48,333 | |
Cash, cash equivalents and restricted cash at end of period | 62,285 | 35,277 | 62,285 |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheets | |||
Cash and cash equivalents | 62,033 | 35,277 | 62,033 |
Restricted cash | 252 | 252 | |
Total cash, cash equivalents and restricted cash | $ 62,285 | 35,277 | 62,285 |
Supplemental cash flow data | |||
Cash paid for interest | 2,356 | 307 | |
Non-cash investing and financing activities: | |||
Fixed payment arrangements included in accrued liabilities | 1,050 | ||
Issuance of common stock for note conversion | 1,058 | ||
Other noncash investing and financing activities | $ 29 | 43 | |
Warrants issued | $ 356 |
Nature of Business, Financial C
Nature of Business, Financial Condition, Basis of Presentation | 6 Months Ended |
Dec. 31, 2021 | |
Nature of Business, Financial Condition, Basis of Presentation | |
Nature of Business, Financial Condition, Basis of Presentation | 1. Nature of Business, Financial Condition, Basis of Presentation Aytu BioPharma, Inc. (“Aytu”, the “Company” or “we”), is a commercial-stage pharmaceutical company focused on commercializing novel therapeutics and consumer healthcare products. The Company currently operates the Aytu BioPharma business, consisting of the Company’s prescription pharmaceutical products (the “Rx Portfolio”), and the Aytu consumer healthcare products business (the “Consumer Health Portfolio”). The core Rx Portfolio commercial products consists primarily of prescription pharmaceutical products for the treatment of attention deficit hyperactivity disorder ("ADHD"), allergies and vitamin and fluoride deficiency. The Aytu consumer health business is focused on commercializing consumer healthcare products. The Company was incorporated as Rosewind Corporation on August 9, 2002 in the State of Colorado and was re-incorporated in the state of Delaware on June 8, 2015. The Rx Portfolio consists of (i) Adzenys XR-ODT (amphetamine) extended-release orally disintegrating tablets, Cotempla XR-ODT (methylphenidate) extended-release orally disintegrating tablets and Adzenys ER (amphetamine) extended-release oral suspension for the treatment of ADHD, (ii) Poly-Vi-Flor and Tri-Vi-Flor, two complementary prescription fluoride-based supplement product lines containing combinations of fluoride and vitamins in various formulations for infants and children with fluoride deficiency, (iii) Karbinal ER, an extended-release carbinoxamine (antihistamine) suspension indicated to treat numerous allergic conditions, (iv) ZolpiMist, the only U.S. Food & Drug Administration (“FDA”) approved oral spray prescription sleep aid, (v) Tuzistra XR, the only FDA-approved 12-hour codeine-based antitussive syrup and (vi) a generic Tussionex (hydrocodone and chlorpheniramine) (“generic Tussionex”), extended-release oral suspension for the treatment of cough and upper respiratory symptoms of a cold. Adzenys ER was discontinued as of September 30, 2021. The Consumer Health Portfolio consists of over twenty consumer health products competing in large healthcare categories, including diabetes management, pain management, digestive health, sexual and urological health and general wellness, commercialized through direct-to-consumer marketing channels utilizing the Company's proprietary Beyond Human marketing and sales platform and on e-commerce platforms. The Company’s strategy is to continue building its portfolio of revenue-generating products, leveraging its commercial team’s expertise to build leading brands within large therapeutic markets, while also developing a late-stage pipeline focused on pediatric-onset conditions and difficult-to-treat diseases. As of December 31, 2021, the Company had approximately $35.3 million of cash and cash equivalents. The Company’s operations have historically consumed cash and are expected to continue to consume cash. The Company incurred a net loss of approximately $11.5 million and $9.5 million during the three months ended December 31, 2021 and 2020, respectively, and $39.4 million and $13.8 million for the six months ended December 31, 2021 and 2020, respectively. The Company had an accumulated deficit of approximately $217.7 million and $178.3 million as of December 31, 2021 and June 30, 2021, respectively. Cash used in operations was approximately $12.6 million and $10.9 million during the six months ended December 31, 2021 and 2020, respectively. Management plans to focus on executing on its business plan or otherwise reducing its expenses, renegotiating its debt facilities, or raising additional capital in order to meet its obligations. Management believes that the Company has access to capital resources through possible public or private equity offerings, debt financings, or other means; however, the Company cannot provide any assurance that it will be able to raise additional capital or obtain new financing on commercially acceptable terms. If the Company is unable to secure additional capital, it may be required to curtail its operations or delay the execution of its business plan. As of the date of this Report, the Company expects its costs for operations to increase as the Company integrates the Neos acquisition, invests in new product development, and continues to focus on revenue growth through increasing product sales and making additional acquisitions. The Company’s current assets totaling approximately $87.5 million as of December 31, 2021 and the proceeds expected from ongoing product sales will be used to fund existing operations. The Company may continue to access the capital markets from time-to-time. The timing and amount of capital that may be raised is dependent on the terms and conditions upon which investors would require to provide such capital. There is no guarantee that capital will be available on terms favorable to the Company and its stockholders, or at all. The Company believes it has sufficient cash on-hand as of December 31, 2021 to cover potential net cash outflows for at least the twelve months following the filing date of this Quarterly Report. If the Company is unable to raise adequate capital in the future when it is required, the Company's management can adjust its operating plans to reduce the magnitude of the Company's capital need under its existing operating plan. Some of the adjustments that could be made include delays of and reductions to commercial programs, reductions in headcount, narrowing the scope of the Company’s commercial plans or reductions or delays to its research and development programs, or monetization of certain Company assets. Without sufficient operating capital, the Company could be required to relinquish rights to products or renegotiate to maintain such rights on less favorable terms than it would otherwise choose. This may lead to impairment or other charges, which could materially affect the Company’s balance sheet and operating results. Basis of Presentation. |
Significant Accounting Policies
Significant Accounting Policies | 6 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
Significant Accounting Policies | 2. Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. In the accompanying consolidated financial statements, estimates are used for, but not limited to, stock-based compensation, revenue recognition, allowance for doubtful accounts, determination of variable consideration for accruals of chargebacks, administrative fees and rebates, government rebates, returns and other allowances, allowance for inventory obsolescence, valuation of financial instruments and intangible assets, accruals for contingent liabilities, fair value of long-lived assets, goodwill impairment, income tax provision, deferred taxes and valuation allowance, determination of right-of-use assets and lease liabilities, purchase price allocations, and the depreciable lives of long-lived assets. Because of the uncertainties inherent in such estimates, actual results may differ from those estimates. Management periodically evaluates estimates used in the preparation of the financial statements for reasonableness. Prior Period Reclassification Certain prior year amounts in the consolidated balance sheets, statements of earnings and statements of cashflows have been reclassified to conform to the current year presentation, including a reclassification made in the presentation of FDA fees for commercialized product. This was previously included in general and administrative expenses and now is recorded as a component of cost of sales on the consolidated statements of earnings. These reclassifications did not affect operating earnings or other consolidated financial statements for the three and six months ended December 31, 2021 and 2020. Income Taxes The Company calculates its quarterly income tax provision based on estimated annual effective tax rates applied to ordinary income (or loss) and other known items computed and recognized when they occur. There have been no changes in tax law affecting the tax provision during the six months ended December 31, 2021. The impairment of the Aytu BioPharma segment book goodwill changed the net deferred tax liability of $0.2 million recorded as of June 30, 2021 fiscal year end into a net deferred tax liability of $0.1 million as of December 31, 2021. As a result, the Company recognized an income tax benefit of $0.1 million during the six months ended December 31, 2021. There was no income tax expense or benefit during the three and six months ended December 31, 2020. Recent Accounting Pronouncements Not Yet Adopted Financial Instruments Credit Losses ( ASU 2016-13 ). For a complete set of the Company’s significant accounting policies, refer to our Annual Report on Form 10-K for the fiscal year ended June 30, 2021. There have been no significant changes to the Company’s significant accounting policies during the six months ended December 31, 2021. |
Acquisitions
Acquisitions | 6 Months Ended |
Dec. 31, 2021 | |
Acquisitions | |
Acquisitions | 3. Acquisitions Neos Merger On March 19, 2021, the Company acquired Neos Therapeutics, Inc. (“Neos”), a commercial-stage pharmaceutical company developing and manufacturing central nervous system-focused products (the “Neos Merger”) after approval by the stockholders of Neos on March 18, 2021 and the approval of the consideration to be delivered by the Company in connection with the merger by the shareholders of Aytu, also on March 18, 2021. Upon the effectiveness of the Neos Merger, a subsidiary of the Company merged with and into Neos, and all outstanding Neos common stock was exchanged for approximately 5,472,000 shares of the Company’s common stock. The Company pursued the acquisition of Neos in order to gain scale in the industry, expand its product portfolio and as an opportunity to potentially accelerate the pathway to breakeven. The Company incurred in relation to the Neos Merger (i) approximately $2.9 million of acquisition related costs, recognized as part of operating expense, and (ii) $0.1 million of issuance costs, recognized as a component of stockholders’ equity. The following table summarizes the preliminary fair value of assets acquired and liabilities assumed at the date of acquisition. These are preliminary, pending final evaluation of certain assets and liabilities, and therefore, are subject to revisions that may result in adjustments to the values presented below; March 19, 2021 (In thousands, except share and per-share) Considerations: Fair Value of Aytu Common Stock Total shares issued at close 5,471,804 Estimated fair value per share of Aytu common stock $ 9.73 Estimated fair value of equity consideration transferred $ 53,241 Cash 15,383 Estimated fair value of replacement equity awards 432 Total consideration transferred $ 69,056 March 19, 2021 (In thousands) Total consideration transferred $ 69,056 Recognized amounts of identified assets acquired and liabilities assumed Cash and cash equivalents $ 15,722 Accounts receivable 24,696 Inventory 10,984 Prepaid expenses and other current assets 2,929 Operating leases right-to-use assets 3,515 Property, plant and equipment 5,519 Intangible assets 56,530 Other long-term assets 149 Accounts payable and accrued expenses (56,718) Short-term line of credit (10,707) Long-term debt, including current portion (17,678) Operating lease liabilities (3,515) Other long-term liabilities (82) Total identifiable net assets 31,344 Goodwill $ 37,712 The fair values of intangible assets were determined using variations of the cost approach, excess earnings method and the relief-from-royalties method. The fair value of Neos trade name, in-process R&D and developed product technology, which is the proprietary technology for the development of Adzenys XR-ODT, Adzenys ER, Cotempla XR-ODT and generic Tussionex, were determined using the relief from royalty method. The fair value of developed technology right, which is a proprietary modified-release drug delivery technology, was determined using multi-period excess earnings method. The fair value of RxConnect, which is a developed technology for the Neos-sponsored patient support program that offers affordable and predictable copays to all commercially insured patients, was determined using cost to recreate method. The finite-lived intangible assets are being amortized over a range of between 1 to 18 years. The fair value of the identifiable intangible assets acquired were as follows: March 19, 2021 (In thousands) Identified intangible assets acquired: Developed technology right $ 30,200 Developed products technology 22,700 In-process R&D 2,600 RxConnect 630 Trade name 400 Total intangible assets acquired $ 56,530 Unaudited Pro Forma Information The following supplemental unaudited proforma financial information presents the Company’s results as if the Neos acquisition had occurred on July 1, 2020. The unaudited pro forma results have been prepared based on estimates and assumptions, which management believes are reasonable; however, the results are not necessarily indicative of the consolidated results of operations had the acquisition occurred on July 1, 2020, or of future results of operations: Six Months Ended December 31, 2021 2020 Pro forma Unaudited Unaudited (In thousands) Total revenues, net $ 45,022 $ 52,331 Net loss $ (39,399) $ (23,037) Rumpus Acquisition On April 12, 2021, the Company entered into an asset purchase agreement with Rumpus VEDS, LLC, Rumpus Therapeutics, LLC, Rumpus Vascular, LLC (together with Rumpus VEDS, LLC and Rumpus Therapeutics LLC, “Rumpus”) pursuant to which the Company acquired certain rights and other assets, including key commercial global licenses, relating primarily to the pediatric-onset rare disease development asset enzastaurin (now referred to as AR101), which is a pivotal study-ready therapeutic being studied for the treatment of vascular Ehlers-Danlos Syndrome (“VEDS”). This asset was acquired for an up-front fee of $1.5 million in cash and payment of aggregated fees of $0.6 million. Upon the achievement of certain regulatory and commercial milestones, up to $67.5 million in earn-out payments, which are payable in cash or shares of common stock, generally at the Company’s option, are payable to Rumpus. AR101 (enzastaurin) is an orally available investigational first-in-class small molecule, serine/threonine kinase inhibitor of the PKC beta, PI3K and AKT pathways (see Note 12 and Note 17). |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Dec. 31, 2021 | |
Revenue Recognition | |
Revenue Recognition | 4. Revenue Recognition Contract Balances The Company disaggregated its revenue into three product portfolios. The primary care portfolio is composed of ZolpiMist and Tuzistra. The pediatric portfolio is composed of Adzenys XR-ODT, Cotempla XR-ODT Poly-Vi-Flor, Tri-Vi-Flor, Karbinal ER and a generic Tussionex. The Consumer Health portfolio is composed of consists of over twenty consumer health products competing in large healthcare categories. Revenues by Product Portfolio. Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 (In thousands) Primary care portfolio $ 192 $ 4,097 $ 617 $ 7,130 Pediatric portfolio 14,451 3,115 27,909 5,834 Consumer Health portfolio 8,482 7,935 16,496 15,703 Consolidated revenue $ 23,125 $ 15,147 $ 45,022 $ 28,667 Revenues by Geographic location . Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 (In thousands) U.S. $ 22,547 $ 13,757 $ 43,653 $ 25,901 International 578 1,390 1,369 2,766 Total net revenue $ 23,125 $ 15,147 $ 45,022 $ 28,667 |
Inventories
Inventories | 6 Months Ended |
Dec. 31, 2021 | |
Inventories | |
Inventories | 5. Inventories Inventories consist of raw materials, work in process and finished goods and are recorded at the lower of cost or net realizable value, with cost determined on a first-in, first-out basis. The Company periodically reviews the composition of its inventories to identify obsolete, slow-moving or otherwise unsaleable items. In the event that such items are identified and there are no alternate uses for the inventory, the Company will record a write-down to net realizable value in the period that the impairment is first recognized. The Company wrote down $0.1 million of inventory during the three months ended December 31, 2021, and $0.3 million and $0.1 million during the six months ended December 31, 2021 and 2020, respectively. There was no inventory write-down during the three months ended December 31, 2020. Inventory balances consist of the following: December 31, June 30, 2021 2021 (In thousands) Raw materials $ 2,427 $ 2,269 Work in process 2,173 3,346 Finished goods 11,958 10,724 Inventory, net $ 16,558 $ 16,339 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Dec. 31, 2021 | |
Property and Equipment | |
Property and Equipment | 6. Property and Equipment Properties and equipment are recorded at cost to place into service 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. Property and equipment consist of the following: December 31, June 30, 2021 2021 (In thousands) Manufacturing equipment $ 3,076 $ 3,070 Leasehold improvements 999 959 Office equipment, furniture and other 1,099 1,093 Lab equipment 832 832 Assets under construction 128 198 Less accumulated depreciation and amortization (1,840) (1,012) Property and equipment, net $ 4,294 $ 5,140 Depreciation and amortization expense was $0.4 million and $18,000 for the three months ended December 31, 2021 and 2020, respectively, and $0.8 million and $0.1 million for the six months ended December 31, 2021 and 2020, respectively. During the three and six months ended December 31, 2021, the Company recognized a gain of $0.1 million on sale of equipment. There was no disposal of property and equipment during the three months ended December 31, 2020. During the six months ended December 31, 2020, the Company recognized a loss of $0.1 million on sale of equipment due to termination of leases. |
Leases
Leases | 6 Months Ended |
Dec. 31, 2021 | |
Leases | |
Leases | 7. Leases The Company has entered into various operating lease agreements for certain of its offices, manufacturing facilities and equipment, and finance lease agreements for certain equipment. These leases have original lease periods expiring between 2022 and 2024. Most leases include one or more options to renew and the exercise of a lease renewal option typically occurs at the discretion of both parties. Certain leases also include options to purchase the leased property. For purposes of calculating operating lease liabilities, lease terms are deemed not to include options to extend the lease until it is reasonably certain that the Company will exercise that option. The Company’s lease agreements generally do not contain any material residual value guarantees or material restrictive covenants. Upon the closing of the Neos Merger on March 19, 2021, Neos recognized operating lease ROU asset and lease liability In May 2021, the Company entered into a commercial lease agreement for 6,352 square feet of office in Berwyn, Pennsylvania that was to commence on December 1, 2021 and end on January 31, 2025. On July 19, 2021, the Company and the lessor amended the agreement to move the commencement date from December 1, 2021 to September 1, 2021. The Company recorded an operating lease ROU asset and lease liabilities of $0.5 million in the consolidated balance sheet representing the present value of minimum lease payments using Neos’ estimated borrowing rate of 6.25%. In October 2021, the Company’s Innovus subsidiary entered into a commercial lease agreement for 6,580 square feet of warehouse in Oceanside, California that commenced on December 1, 2021 and ends on December 31, 2026. The Company recorded an operating lease ROU asset and lease liabilities of $0.3 million in the consolidated balance sheet representing the present value of minimum lease payments using Innovus’ estimated borrowing rate of 18.0%. The components of lease expenses are as follows: Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 Statement of Operations Classification (In thousands) Lease cost: Operating lease cost $ 330 $ 30 $ 626 $ 125 Operating expenses Short-term lease cost 26 2 65 5 Operating expenses Finance lease cost: Amortization of leased assets 19 — 37 — Cost of sales Interest on lease liabilities 4 — 8 — Other (expense), net Total net lease cost $ 379 $ 32 $ 736 $ 130 Supplemental balance sheet information related to leases is as follows: December 31, June 30, Balance Sheet Classification 2021 2021 (In thousands) Assets: Operating lease assets $ 3,845 $ 3,563 Operating lease right-of-use asset Finance lease assets 292 329 Property and equipment, net, net Total leased assets $ 4,137 $ 3,892 Liabilities: Current: Operating leases $ 1,173 $ 940 Current portion of operating lease liabilities Finance leases 103 102 Current portion of debt Non-current Operating leases 2,716 2,624 Operating lease liabilities, net of current portion Finance leases 129 180 Debt, net of current portion Total lease liabilities $ 4,121 $ 3,846 Remaining lease term and discount rate used are as follows: December 31, June 30, 2021 2021 Weighted-Average Remaining Lease Term (years) Operating lease assets 3.09 3.42 Finance lease assets 2.23 2.72 Weighted-Average Discount Rate Operating lease assets 7.39 % 6.62 % Finance lease assets 6.43 % 6.41 % Supplemental cash flow information related to lease is as follows: Six Months Ended December 31, 2021 2020 (In thousands) Cash flow classification of lease payments: Operating cash flows from operating leases $ 585 $ 125 Operating cash flows from finance leases $ 8 $ — Financing cash flows from finance leases $ 50 $ — As of December 31, 2021, the maturities of the Company’s future minimum lease payments were as follows: Operating Finance (In thousands) 2022 (remaining 6 months) $ 708 $ 59 2023 1,436 104 2024 1,379 87 2025 749 — 2026 90 — 2027 46 — Total lease payments 4,408 250 Less: Imputed interest (519) (18) Lease liabilities $ 3,889 $ 232 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Dec. 31, 2021 | |
Goodwill and Other Intangible Assets | |
Goodwill and Other Intangible Assets | 8. Goodwill and Other Intangible Assets Since the June 30, 2021 annual goodwill impairment assessment, the Company’s stock price has continued to decline. During the three months ended September 30, 2021, the continued decline was considered a qualitative factor that led Management to reassess as to whether it is more likely than not that the fair value of one or more of the Company’s reporting units is greater than its carrying value. Management’s evaluation of the first step indicated that its Aytu BioPharma segment’s goodwill was potentially impaired. The Company then performed a quantitative impairment test by calculating the fair value of the segment and comparing it to its carrying value. Significant assumptions inherent in the valuation methodologies include, but were not limited to prospective financial information, growth rates, terminal value, discount rates and comparable multiples from publicly traded companies in our industry. Due to the decline in stock price this was an indicator of increased risk primarily increasing the discount rates in the valuation models. The Company determined the fair value of the reporting segment utilizing the discounted cash flow model. As a result of the continued decline in its stock price, the Company risk adjusted its cost of equity, which increased the over-all discount rate. As of September 30, 2021, utilizing the risk adjusted weighted-average discount rate, the fair value of Aytu BioPharma segment was less than its carrying value. As a result, the Company recognized an impairment loss of $19.5 million related to the Aytu BioPharma segment. The quantitative test indicated there was no impairment to the Aytu Consumer Health segment as it resulted in an implied fair value of $5.9 million compared with the $0.5 million carrying value. There was no such impairment during the three months ended December 31, 2021. The Aytu Consumer Health segment, which has $8.6 million goodwill from the March 2020 Innovus merger, reported The change in carrying amount of goodwill by reportable segment is as follows: Aytu BioPharma Aytu Consumer Health Consolidated (In thousands) Balance as of June 30, 2021 $ 57,165 $ 8,637 $ 65,802 Goodwill impairment (19,453) — (19,453) Balance as of December 31, 2021 $ 37,712 $ 8,637 $ 46,349 The Company currently holds the following intangible asset portfolios as of December 31, 2021: (i) Licensed asset, which consists of pharmaceutical product assets that were acquired prior to July 1, 2020; (ii) Product technology rights, acquired from the November 1, 2019 acquisition of a line of prescription pediatric products (“Pediatric Portfolio”) from Cerecor, Inc. and the Neos Merger on March 19, 2021; (iii) Proprietary modified-release drug delivery technology right as a result of the Neos Merger; (iv) Acquired product distribution rights and commercial technology consisting of RxConnect and trade names as a result of the Neos Merger, and patents, trade names and the acquired customer lists from the acquisition of Innovus Pharmaceuticals, Inc. (“Innovus Merger”); (v) Acquired in-process R&D from the Neos Merger related to the NT0502 product candidate for the treatment of sialorrhea. The following table provides the summary of the Company’s intangible assets as of December 31, 2021 and June 30, 2021, respectively. December 31, 2021 Weighted- Average Gross Net Remaining Carrying Accumulated Carrying Life (in Amount Amortization Amount years) (In thousands) Licensed assets $ 3,246 $ (1,662) $ 1,584 3.42 Acquired product technology right 45,400 (5,963) 39,437 12.44 Acquired technology right 30,200 (1,390) 28,810 16.25 Acquired product distribution rights 11,354 (2,827) 8,527 8.09 Acquired in-process R&D 2,600 — 2,600 Indefinite-lived Acquired commercial technology 630 (493) 137 0.25 Acquired trade name 400 (156) 244 1.25 Acquired customer lists 390 (390) — — Total $ 94,220 $ (12,881) $ 81,339 13.13 June 30, 2021 Weighted- Average Gross Remaining Carrying Accumulated Net Carrying Life (in Amount Amortization Amount years) (In thousands) Licensed assets $ 3,246 $ (1,430) $ 1,816 3.92 Acquired product technology right 45,400 (4,160) 41,240 12.88 Acquired technology right 30,200 (501) 29,699 16.75 Acquired product distribution rights 11,354 (2,073) 9,281 8.57 Acquired in-process R&D 2,600 — 2,600 Indefinite-lived Acquired commercial technology 630 (178) 452 0.75 Acquired trade name 400 (56) 344 1.75 Acquired customer lists 390 (358) 32 0.01 Total $ 94,220 $ (8,756) $ 85,464 13.47 The following table summarizes the estimated future amortization expense to be recognized over the next five years and periods thereafter: December 31, (In thousands) 2022 (remaining 6 months) $ 3,914 2023 7,489 2024 7,333 2025 7,099 2026 6,331 2027 6,301 Thereafter 40,272 Total future amortization expense $ 78,739 Certain of the Company’s amortizable intangible assets include renewal options, extending the expected life of the asset. The renewal periods range between approximately 1 to 20 years depending on the license, patent or other agreement. Renewals are accounted for when they are reasonably assured. Intangible assets are amortized using the straight-line method over the estimated useful lives. Amortization expense of intangible assets was $2.0 million and $1.6 million for the three months ended December 31, 2021 and 2020, respectively, and $4.1 million and $3.2 million for the six months ended December 31, 2021 and 2020, respectively. |
Accrued Liabilities
Accrued Liabilities | 6 Months Ended |
Dec. 31, 2021 | |
Accrued Liabilities | |
Accrued Liabilities | 9. Accrued liabilities Accrued liabilities consist of the following: December 31, June 30, 2021 2021 (In thousands) Accrued program liabilities $ 10,515 $ 8,689 Accrued product-related fees 1,637 2,501 Accrued savings offers 17,995 20,148 Accrued distributor fees 3,156 2,710 Accrued liabilities for trade partners 4,120 5,421 Accrued option exercise and milestone fees 3,050 600 Medicaid liabilities 1,258 1,714 Return reserve 5,781 6,367 Other accrued liabilities* 3,173 3,145 Total accrued liabilities $ 50,685 $ 51,295 * Other accrued liabilities consist of credit card liabilities, taxes payable, accounting fee, samples expense and consultants’ fees, none of which individually represent greater than five percent of total current liabilities |
Debt
Debt | 6 Months Ended |
Dec. 31, 2021 | |
Debt | |
Debt | 10. Debt The Neos Revolving Loan. In the event that, for any reason, all or any portion of the lender’s commitment to make revolving loans is terminated prior to the scheduled maturity date, in addition to the payment of the principal amount and all unpaid accrued interest and other amounts due thereon, Neos is required to pay to the lender a prepayment fee equal to 0.5% of the revolving loan commitment if such event occurs prior to May 11, 2022. Neos may permanently terminate the revolving loan facility with at least five The Agreement contains customary affirmative covenants, negative covenants and events of default, as defined in the Loan Agreement, including covenants and restrictions that, among other things, require Neos to satisfy certain capital expenditure and other financial covenants, and restrict Neos’ ability to incur liens, incur additional indebtedness, engage in mergers and acquisitions or make asset sales without the prior written consent of the Lenders. A failure to comply with these covenants could permit the Lenders to declare Neos’ obligations under the Loan Agreement, together with accrued interest and fees, to be immediately due and payable, plus any applicable additional amounts relating to a prepayment or termination, as described above. In connection with the closing of the Neos Merger, Neos and Eclipse entered into a Consent, Waiver and First Amendment to the Loan Agreement, dated as of March 19, 2021 (the “Eclipse Consent, Waiver and Amendment”). Pursuant to the Consent, Waiver and First Amendment, Eclipse (i) irrevocably waives the right to impose the default rate of interest solely to the extent resulting from the inclusion of a "going concern" qualification in the audited financial statements of Neos on a consolidated basis for the fiscal year ending December 31, 2020 (the “Specified Default), (ii) the right to impose the Default Rate of interest under Section 3.1 of the Loan Agreement, or to collect interest accruing at such Default Rate that Lenders had a lawful right to collect or apply with respect to any such Specified Default, and (iii) makes certain other modifications to the Eclipse Loan Agreement to reflect the consummation of the Neos Merger and the status of Neos as a wholly-owned subsidiary of Aytu, in each case subject to the terms and conditions of the Eclipse Consent, Waiver and Amendment. The interest expense was $0.2 million and $0.3 million for the three and six months ended December 31, 2021, respectively. As of December 31, 2021 $7.2 million borrowing was outstanding under the Revolving Loan and Neos was in compliance with the covenants under the Loan Agreement as amended. The Neos Senior Secured Credit Facility. 66 2/3% 33 1/3% Long-term debt consists of the following; December 31, June 30, 2021 2021 (In thousands) Neos senior secured credit facility, due on May 11, 2022 $ 15,000 $ 15,000 Exit fee 1,000 1,000 Unamortized premium 240 566 Financing leases, maturing through May 2024 232 282 Total debt 16,472 16,848 Less: current portion (16,343) (16,668) Non-current portion of debt $ 129 $ 180 In connection with the Neos Merger, Neos and Deerfield entered into a Consent, Waiver and Sixth Amendment to the Facility, dated as of March 19, 2021 (the “Deerfield Consent, Waiver and Amendment”). Pursuant to the Consent, Waiver and Sixth Amendment, Deerfield (i) consented to certain amendments to the Eclipse loan documents, (ii) irrevocably waive the Going Concern Conditions as described in the Deerfield Consent, Waiver and Amendment and their right to impose the default rate of interest as provided for in the Facility as of May 11, 2016, or to collect interest accruing at such default rate of interest, that the Lenders had a lawful right to collect or apply with respect to any such Event of Default for failure to satisfy such Going Concern Condition, (iii) subject the Company and its subsidiaries to certain restrictive covenants including limitations on the incurrence of debt, granting of liens and transfers of assets of the Company and its subsidiaries and (iv) makes certain other modifications to the Facility to reflect the consummation of the Neos Merger and the status of Neos as a wholly-owned subsidiary of the Company. Such modifications also include the prepayment of $15.0 million by the Company of the principal of the loan that was otherwise due on May 11, 2021 plus any accrued interest thereon through March 19, 2021, plus a make-whole payment equal to the interest that would otherwise have been due on that $15.0 million for the period beginning March 19, 2021 through May 11, 2021. The Sixth Amendment also eliminated the right of Deerfield to convert outstanding amounts of the loans into conversion shares and the right of Neos to make payments to Deerfield in the form of shares of common stock. The Company is a guarantor under the Facility. Pursuant to the terms of the Facility, as amended, the $15.0 million principal prepayment was paid in cash on March 19, 2021, and the carrying amount of the remaining outstanding debt was $16.6 million. As the Neos Merger was accounted for as a business combination, Neos evaluated and determined that the fair value of the remaining outstanding debt was $17.4 million as of March 20, 2021. Accordingly, Neos recorded a premium of $0.8 million, which is the difference between carrying amount and the fair value of the debt and is being amortized into interest expense using the effective interest method over the remaining term of the debt. As of December 31, 2021, the Company was in compliance with the covenants under the Facility as amended. Total interest expense on the Facility, net of premium amortization, was $0.4 million and $0.7 million for the three and six months ended December 31, 2021, respectively. Future principal payments of long-term debt, including financing leases, are as follows: December 31, (In thousands) 2022 $ 16,104 2023 89 2024 39 Future principal payments 16,232 Add unamortized premium 240 Less current portion (16,343) Non-current portion of debt $ 129 |
Fair Value Considerations
Fair Value Considerations | 6 Months Ended |
Dec. 31, 2021 | |
Fair Value Considerations | |
Fair Value Considerations | 11. Fair Value Considerations The Company’s asset and liability classified 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 acquisition-related contingent consideration is based on Monte-Carlo models. The valuation policies are determined by management, 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 the Company. Unobservable inputs are inputs that reflect the Company’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. The Company’s assets and liabilities which are measured at fair value on a recurring basis are classified in their entirety based on the lowest level of input that is significant to their fair value measurement. The Company’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. The Company has consistently applied the valuation techniques discussed below in all periods presented. Recurring Fair Value Measurements The following table presents the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of December 31, 2021 and June 30, 2021, by level within the fair value hierarchy. Fair Value Measurements at December 31, 2021 Quoted Priced in Active Markets Significant for Other Significant Identical Observable Unobservable Fair Value at December 31, Assets Inputs Inputs 2021 (Level 1) (Level 2) (Level 3) (In thousands) Assets: Cash and cash equivalents $ 35,277 $ 35,277 $ — $ — Total $ 35,277 $ 35,277 $ — $ — Liabilities: Contingent consideration $ 9,503 $ — $ — $ 9,503 CVR liability 1,392 — — 1,392 Total $ 10,895 $ — $ — $ 10,895 Fair Value Measurements at June 30, 2021 Quoted Priced in Active Markets Significant for Other Significant Identical Observable Unobservable Fair Value at June 30, Assets Inputs Inputs 2021 (Level 1) (Level 2) (Level 3) (In thousands) Assets: Cash and cash equivalents $ 49,649 $ 49,649 $ — $ — Total $ 49,649 $ 49,649 $ — $ — Liabilities: Contingent consideration $ 12,057 $ — $ — $ 12,057 CVR liability 1,395 — — 1,395 Total $ 13,452 $ — $ — $ 13,452 Contingent Consideration. Tuzistra XR. ZolpiMist. On February 14, 2020, the Company recognized approximately $0.2 million in product related contingent consideration as a result of the February 14, 2020 Innovus Merger. The fair value was based on a discounted value of the future contingent payment using a 30% discount rate based on the estimated risk that the milestones are achieved. As of December 31, 2021 and June 30, 2021, the contingent consideration was $0.3 million. In June 2017, Innovus entered into Exclusive License Agreement (“the UIRD Agreement”) with University of Iowa Research Foundation (“UIRD”) for the use of patent and technology know-how. Pursuant to the agreement, Innovus will pay to UIRD a total milestone payment of $50,000 every other year beginning on July 1, 2021 for a total payment of $0.2 million. The fair value was based on a discounted value of the future contingent payment using a 26% discount rate based on the estimated risk that the milestones would be achieved. The discounted value as of December 31, 2021 and June 30, 2021, was approximately $48,000 and $0.1 million, respectively. During the three months ended December 31, 2021 and 2020, the Company recognized a net loss of $0.3 million and $2.4 million, respectively, in the consolidated statements of operations from changes in fair values of these contingent considerations. During the six months ended December 31, 2021 and 2020, the Company recognized a net loss of $0.5 million and $2.4 million, respectively in the consolidated statements of operations from changes in fair values of these contingent considerations. The total accretion expense included in the consolidated statements of operations related to these contingent considerations was approximately $22,000, and $0.3 million during the three months ended December 31, 2021 and 2020, respectively, and $0.1 million and $0.3 million during the six months ended December 31, 2021 and 2020, respectively. Contingent value rights. Summary of Level 3 Input Changes The following table sets forth a summary of changes to those fair value measures using Level 3 inputs for the three months ended December 31, 2021: CVR Contingent Liability Consideration (In thousands) Balance as of June 30, 2021 $ 1,395 $ 12,057 Included in earnings (3) 555 Purchases, issues, sales and settlements: Settlements — (3,109) Balance as of December 31, 2021 $ 1,392 $ 9,503 Significant Assumptions Significant assumptions used in valuing the contingent consideration were as follows: December 31, 2021 Tuzistra Valuation model Scenario-Based Leveraged Beta 0.66 Market risk premium 6.00 % Risk-free interest rate 1.80 % Discount 14.30 % Company specific discount 15.00 % December 31, 2021 ZolpiMist Valuation method Monte Carlo Leveraged Beta 1.08 Market risk premium 6.00 % Risk-free interest rate 1.90 % Discount 11.50 % Company specific discount 15.00 % Significant assumptions used in valuing the CVRs were as follows: December 31, 2021 Contingent Value Rights Valuation method Monte Carlo Leveraged Beta 0.85 Market risk premium 6.00 % Risk-free interest rate 0.73 % Discount 18.00 % Company specific discount 10.00 % |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies | |
Commitments and Contingencies | 12. Commitments and Contingencies Prescription Database In May 2016, the Company entered into an agreement with a vendor to provide prescription database information. The Company agreed to pay approximately $1.6 million over three years for access to the database of prescriptions for certain products. In January 2020, the Company amended the agreement and agreed to pay an additional $0.6 million to add access to the database of prescriptions written for the Pediatric Portfolio. The agreement was further amended to include all prescriptions written for the Rx Portfolio. Pediatric Portfolio Fixed Payments and Product Milestone The Company has two fixed, periodic payment obligations to an investor (the “Fixed Obligation”). Under the first fixed obligation, the Company was to pay monthly payment of $86,400 beginning November 1, 2019 through January 2021, with a balloon payment of $15.0 million that was to be due in January 2021 (“Balloon Payment Obligation”). A second fixed obligation requires the Company pay a minimum of $100,000 monthly through February 2026, except for $210,767 paid in January 2020. On May 29, 2020, the Company entered into an Early Payment Agreement and Escrow Instruction (the “Early Payment Agreement”) pursuant to which the Company agreed to pay $15.0 million to the investor in early satisfaction of the Balloon Payment Obligation. The parties to the Early Payment Agreement acknowledged and agreed that the remaining fixed payments other than the Balloon Payment Obligation remained due and payable pursuant to the terms of the Agreement, and that nothing in the Early Payment Agreement alters, amends, or waives any provisions or obligations in the Waiver or the Investor agreement other than as expressly set forth therein. The first fixed obligation was fully paid as of January 2021. On June 21, 2021, the Company entered into a Waiver, Release and Consent pursuant to which the Company paid $2.8 million to the investor in early satisfaction of the second fixed obligation. The Company agreed to pay the remaining fixed obligation of $3.0 million in six equal quarterly payments of $0.5 million over the next six quarters commencing September 30, 2021. In addition, the Company acquired a Supply and Distribution Agreement with Tris (the “Karbinal Agreement”), under which the Company is granted the exclusive right to distribute and sell the product in the United States. The initial term of the Karbinal Agreement was 20 years. The Company will pay Tris a royalty equal to 23.5% of net sales. The Karbinal Agreement also contains minimum unit sales commitments, which is based on a commercial year that spans from August 1 through July 31, of 70,000 units annually through 2025. The Company is required to pay Tris a royalty make whole payment of $30 for each unit under the 70,000-unit annual minimum sales commitment through 2025. The Karbinal Agreement make-whole payment is capped at $2.1 million each year. The annual payment is due in August of each year. The Karbinal Agreement also has multiple commercial milestone obligations that aggregate up to $3.0 million based on cumulative net sales, the first of which is triggered at $40.0 million of net revenues. Inventory Purchase Commitment On May 1, 2020, the Company’s Innovus subsidiary entered into a Settlement Agreement and Release (the “Settlement Agreement”) with Hikma Pharmaceuticals USA, Inc. (“Hikma”). Pursuant to the settlement agreement, Innovus has agreed to purchase and Hikma has agreed to manufacture a minimum amount of our branded fluticasone propionate nasal spray USP, 50 mcg per spray (FlutiCare®), under Hikma’s FDA approved ANDA No. 207957 in the U.S. The commitment requires Innovus to purchase three batches of product through fiscal year 2022. The Company has completed the purchase of the first two batches and fully paid the amount under the agreement. The remaining $0.7 million for the batch three purchase is expected to be paid in the third quarter of fiscal year 2022. CVR Liability Upon closing the Innovus Merger, the Company entered into a CVR Agreement. Each CVR entitles its holder to receive its pro rata share, payable in cash or stock, at the option of the Company, of certain payment amounts if the targets are met. If any of the payment amounts are earned, they are to be paid by the end of the first quarter of the calendar year following the year in which they are earned. Multiple revenue milestones can be earned in one year. On March 20, 2021, the Company issued to the CVR holders 103,190 shares of the Company’s common stock to satisfy one of two $1.0 million 2020 milestones, which relates to the Innovus achievement of $30.0 million in revenues during the 2020 calendar year. The $1.0 million 2020 milestone for achieving profitability was not met. The $1.0 million 2021 milestones, which relates to the Innovus achievement of $40.0 million in revenues during the 2021 calendar year and $1.0 million for achieving profitability were not met. Product Contingent Liability In February 2015, Innovus acquired Novalere, which included the rights associated with distributing FlutiCare. As part of the Merger, Innovus is obligated to make five additional payments of $0.5 Pursuant to the University of Iowa Research Foundation (the “UIRD”) Agreement, Innovus will pay to UIRD a total milestone payment of $50,000 every other year beginning on July 1, 2021 for a total payment of $0.2 million. The discounted value as of December 31, 2021, is approximately $48,000. The first milestone cash payment of $50,000 was made in July 2021. Rumpus Earn Out Payments On April 12, 2021, the Company acquired substantially all of the assets of Rumpus, pursuant to which the Company acquired certain rights and other assets, including key commercial global licenses with Denovo Biopharma LLC (“Denovo”) and Johns Hopkins University (“JHU”), relating to AR101, which is a pivotal study-ready therapeutic being studied for the treatment of VEDS. This asset was acquired for an up-front fee of $1.5 million in cash and payment of aggregated fees of $0.6 million to Denovo and JHU. Upon the achievement of certain regulatory and commercial milestones, up to $67.5 million in earn-out payments, which are payable in cash or shares of common stock, generally at the Company’s option, are payable to Rumpus. Under the license agreement with Denovo, the Company assumed the responsibility for paying annual maintenance fees of $25,000, a license option fee of $0.6 million payable in April 2022, and upon the achievement of certain regulatory and commercial milestones, up to $101.7 million, and escalating royalties based on net product sales ranging in percentage from the low teens to the high teens. Finally, under the license agreement with JHU, the Company assumed the responsibility for paying minimum annual royalties escalating from $5,000 to $20,000 beginning in calendar year 2022, royalties of 3.0% of net product sales, and upon the achievement of certain regulatory and commercial milestones, up to $1.6 million. On December 7, 2021, upon receiving Orphan Drug Designation (“ODD”) from the FDA for AR101, a milestone payment of $2.5 million is due and payable to Rumpus in cash or in shares of the Company’s common stock. The $2.5 million milestone payment is included in our accrued liabilities in the condensed consolidated balance sheets as of December 31, 2021. |
Capital Structure
Capital Structure | 6 Months Ended |
Dec. 31, 2021 | |
Capital Structure | |
Capital Structure | 13. Capital Structure The Company has 200 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. As of December 31, 2021 and June 30, 2021, the Company had 30,010,468 and 27,490,412 common shares outstanding, respectively, and zero preferred shares outstanding, respectively. Included in the common stock outstanding are 2,163,040 shares of restricted stock issued to executives, directors and employees. On June 8, 2020, the Company filed a shelf registration statement on Form S-3, which was declared effective by the SEC on June 17, 2020. This shelf registration statement covered the offering, issuance and sale by the Company of up to an aggregate of $100.0 million of its common stock, preferred stock, debt securities, warrants, rights and units (the “2020 Shelf”). As of December 31, 2021, approximately $43.3 million remains available under the 2020 Shelf. On September 28, 2021, the Company filed a shelf registration statement on Form S-3, which was declared effective by the SEC on October 7, 2021. This shelf registration statement covered the offering, issuance and sale by the Company of up to an aggregate of $100.0 million of its common stock, preferred stock, debt securities, warrants, rights and units (the “2021 Shelf”). As of December 31, 2021, the Company has not issued any common stock, preferred stock, debt securities, warrants, rights or units under the 2021 Shelf. On June 4, 2021, the Company entered into a sales agreement with Cantor Fitzgerald & Co., as sales agent, to provide for the offering, issuance and sale by the Company of up to $30.0 million of its common stock from time to time in “at-the-market” offerings under the 2020 Shelf (the “Cantor ATM”). In July 2021, the Company issued 61,500 shares of common stock under the Cantor ATM, with total gross proceeds of approximately $0.3 million before deducting underwriting discounts, commissions, and other offering expenses. During the three months ended December 31, 2021, the Company issued an additional 2,161,584 shares of common stock under the Cantor ATM, with total gross proceeds of approximately $4.5 million before deducting underwriting discounts, commissions, and other offering expenses of $0.2 million. As of December 31, 2021, approximately $12.5 million of the Company’s common stock remained available to be sold pursuant to the Cantor ATM. |
Equity Incentive Plans
Equity Incentive Plans | 6 Months Ended |
Dec. 31, 2021 | |
Equity Incentive Plans | |
Equity Incentive Plans | 14. Equity Incentive Plans Aytu 2015 Plan. Neos 2015 Plan. Stock Options Stock option activity is as follows: Weighted Average Weighted Remaining Number of Average Contractual Options Exercise Price Life in Years Outstanding June 30, 2021 109,588 $ 14.52 8.07 Forfeited/Cancelled (9,355) 6.35 Expired (9,502) 8.10 Outstanding at December 31, 2021 90,731 $ 16.03 8.22 Exercisable at December 31, 2021 47,838 $ 22.99 8.17 As of December 31, 2021, there was $0.3 million of total unrecognized compensation costs adjusted for estimated forfeitures, related to non-vested stock options granted under the Company’s equity incentive plans. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2 years. Restricted Stock On August 2, 2021, the Company granted 220,000 shares of restricted stock, with certain accelerated vesting conditions, to pursuant to the Aytu 2015 Plan, of which 1/3 vest on August 2, 2022 and 1/12 on the first day of each quarter thereafter , subject to continuing employment with the Company through each vesting date until August 2, 2024. These restricted stocks grants have a grant date fair value of $4.02 per-share. On 75,000 shares of restricted stock to pursuant to the Neos 2015 Plan, of which 1/3 vest on October 11, 2022 and 1/12 each quarter thereafter , subject to continuing employment with the Company through each vesting date until October 11, 2024. These restricted stocks grants have a grant date fair value of $2.65 per-share. Restricted stock activity is as follows: Weighted Average Grant Number of Date Fair Shares Value Unvested at June 30, 2021 1,955,268 $ 7.83 Granted 295,000 3.67 Vested (90,836) 7.97 Unvested at December 31, 2021 2,159,432 $ 7.26 As of December 31, 2021, there was $11.9 million of total unrecognized compensation costs adjusted for estimated forfeitures, related to non-vested restricted stock granted under the Company’s equity incentive plan. The unrecognized compensation cost is expected to be recognized over a weighted average period of 3.1 years. The Company previously issued 158 shares of restricted stock outside the Aytu 2015 Plan, which vest in July 2026. The unrecognized expense related to these shares was $0.9 million as of December 31, 2021 and is expected to be recognized over the weighted average period of 4.52 years. Restricted Stock Unit On December 1, 2021, 20,000 shares of restricted stock units, to pursuant to the Aytu 2015 Plan, of which 1/3 vest on December 1, 2022 and 1/12 on the first day of each quarter thereafter, subject to continuing employment with the Company through each vesting date until December 1, 2024. These restricted stocks grants have a grant date fair value of $1.86 per-share. Restricted stock unit activity is as follows: Weighted Average Grant Number of Date Fair Shares Value Unvested at June 30, 2021 78,318 $ 7.20 Granted 20,000 1.86 Vested (1,972) 6.04 Forfeited (62,922) 7.44 Unvested at December 31, 2021 33,424 $ 3.61 As of December 31, 2021, there was $0.1 million of total unrecognized compensation costs adjusted for any estimated forfeitures, related to non-vested RSUs granted under the Company’s equity incentive plans. The unrecognized compensation cost is expected to be recognized over a weighted average period of 2.0 years. Stock-based compensation expense related to the fair value of stock options and restricted stock and RSUs was included in the statements of operations as set forth in the below table: Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 (In thousands) Cost of sales $ 8 $ — $ 17 $ — Research and development 75 — 394 — Selling and marketing 19 — 28 — General and Administrative 1,127 508 2,309 963 Total stock-based compensation expense $ 1,229 $ 508 $ 2,748 $ 963 The stock-based compensation expense included in the table above attributable to stock options was $22,000 and $0.1 million for the three months ended December 31, 2021 and 2020, respectively, and $45,000 and $0.2 million for the six months ended December 31, 2021 and 2020, respectively. The stock-based compensation expense included in the table above attributable to restricted stock was $1.2 million and $0.4 million for the three months ended December 31, 2021 and 2020, respectively, and $2.7 million and 0.8 million for the six months ended December 31, 2021 and 2020, respectively. |
Warrants
Warrants | 6 Months Ended |
Dec. 31, 2021 | |
Warrants | |
Warrants | 15. Warrants On July 1, 2020, 92,302 warrants previously issued to a placement agent with a weighted average exercise price of $15.99 per warrant expired. In addition, during July 2021, 2,205 various other warrants with a weighted average exercise price of $582.50 per warrant to purchase the Company’s shares of common stock expired. As of December 31, 2021, the Company had 24,105 liability warrants outstanding with a weighted-average exercise price of $720.0. These warrants expire on August 25, 2022. A summary of equity-based warrants is as follows: Weighted Average Weighted Remaining Number of Average Contractual Warrants Exercise Price Life in Years Outstanding June 30, 2021 1,254,952 $ 35.85 2.83 Warrants expired (95,670) 114.33 — Outstanding December 31, 2021 1,159,282 $ 29.51 2.72 |
Net Loss Per Common Share
Net Loss Per Common Share | 6 Months Ended |
Dec. 31, 2021 | |
Net Loss Per Common Share | |
Net Loss Per Common Share | 16. Net Loss per Common Share Basic income (loss) per common share is calculated by dividing the net income (loss) available to the common shareholders by the weighted average number of common shares outstanding during that period. Diluted net loss per share reflects the potential of securities that could share in the net loss of the Company. For all periods presented, there is no difference in the number of shares used to compute basic and diluted shares outstanding due to the Company’s net loss position. Restricted stock is considered legally issued and outstanding on the grant date, while RSUs are not considered legally issued and outstanding until the RSUs vest. Once the RSUs vest, equivalent common shares will be issued or issuable to the grantee and therefore the RSUs are not considered for inclusion in total common shares issued and outstanding until vested. The following table sets-forth securities that could be potentially dilutive, but for the three and six months ended December 31, 2021 and 2020 are anti-dilutive, and therefore excluded from the calculation of diluted earnings per share. December 31, 2021 2020 Warrants to purchase common stock - liability classified (Note 15) 24,105 24,105 Warrant to purchase common stock - equity classified (Note 15) 1,159,282 2,379,918 Employee stock options (Note 14) 90,731 76,594 Employee unvested restricted stock (Note 14) 2,159,432 381,686 Employee unvested restricted stock units (Note 14) 33,424 — Total 3,466,974 2,862,303 |
License Agreements
License Agreements | 6 Months Ended |
Dec. 31, 2021 | |
License Agreements | |
Licensing Agreements | 17. License Agreements Rumpus (AR101) In April 2021, the Company acquired substantially all the assets of Rumpus. Through this transaction the Company secured exclusive global rights to AR101 from Denovo in the fields of rare genetic pediatric onset or congenital disorders outside of oncology. AR101 is a pivotal study-ready therapeutic candidate initially targeting the treatment of VEDS. Under the terms of the transaction, the Company paid an upfront fee of $1.5 million and aggregated fees of $0.6 million to Denovo and JHU. Upon the achievement of certain regulatory and commercial milestones, the Company will pay Rumpus up to $67.5 million in earn-out payments, which are payable in cash or shares of common stock, generally at the Company’s option. In addition, the Company received assignments of third-party licenses from Denovo and JHU and took over royalty obligations and performance-based milestones under these licenses. On December 7, 2021 the FDA granted ODD to AR101 for the treatment of Ehlers-Danlos Syndrome, which includes the treatment of VEDS. As a result of this designation, a milestone payment of $2.5 million is due and payable to Rumpus in cash or in shares of the Company’s common stock. The $2.5 million milestone payment is included in our accrued liabilities in the condensed consolidated balance sheets as of December 31, 2021. In addition, on December 13, 2021 the FDA has cleared the IND application for AR101, enabling the Company to proceed with initiating a pivotal clinical trial for AR101 in VEDS. The PREVEnt Trial will assess the safety and efficacy of enzastaurin in COL3A1-confirmed VEDS patients. Healight In April 2020, the Company entered into a licensing agreement with Cedars-Sinai Medical Center to secure worldwide rights to various potential esophageal and nasopharyngeal uses of Healight, an investigational medical device platform technology. Healight has demonstrated safety and efficacy in a proof-of-concept clinical study in SARS-CoV-2 patients, and the Company plans to advance this technology to further assess its safety and efficacy in additional randomized, controlled human studies, initially focused on SARS-CoV-2 patients. The agreement with Cedars-Sinai grants the Company a license to all patent and development related technology rights for the intra-corporeal therapeutic use of ultraviolet light in the field of endotracheal and nasopharyngeal applications. The term of the agreement is on a country-by-country basis and will expire on the latest of the date upon which the last to expire valid claim shall expire, ten years after the first bona fide commercial sale of such licensed product in a country, or the expiration of any market exclusivity period granted by a regulatory agency. Pursuant to the terms of the agreement, the Company paid an initial $0.3 million license fee and approximately $0.1 million in earlier patent prosecution fees. On November 23, 2021 the U.S. Patent and Trademark Office (the “USPTO”) issued a U.S. patent for the Healight ultraviolet-A light-based respiratory catheter to Cedars-Sinai Medical Center. The U.S. Patent Number 11,179,575, titled “Internal Ultraviolet Therapy,” is the first issued patent protecting the Healight investigational device and covers methods of treating a patient for an infectious condition inside the patient's body through the insertion of a UV-light-emitting delivery tube inside a respiratory cavity of the patient at specific UV-A light wavelengths. The term of this patent extends to August of 2040. NeuRx In October 2018, Neos entered into an Exclusive License Agreement (“NeuRx License”) with NeuRx Pharmaceuticals LLC (“NeuRx”), pursuant to which NeuRx granted Neos an exclusive, worldwide, royalty-bearing license to research, develop, manufacture, and commercialize certain pharmaceutical products containing NeuRx’s proprietary compound designated as NRX-101, referred to by Neos as NT0502. NT0502 is a new chemical entity that is being developed by Neos for the treatment of sialorrhea, which is excessive salivation or drooling. Under the NeuRx License, Neos made an upfront payment of $0.2 million to NeuRx upon the execution of the agreement. Neos made a payment of $0.2 million following receipt of notice of allowance of the first Licensed Patent by the United States Patent and Trademark Office (“USPTO”), as defined in the NeuRx License. Such Licensed Patent subsequently was issued by the USPTO. In April 2020, Neos met the completion of the first Pilot PK Study milestone, as defined in the NeuRx License, triggering the cash payment of $0.3 million. Neos may in the future be required to make certain development and milestone payments and royalties based on annual net sales, as defined in the NeuRx License. Royalties are to be paid on a country-by-country and licensed product-by-licensed product basis, during the period of time beginning on the first commercial sale of such licensed product in such country and continuing until the later of: (i) the expiration of the last-to-expire valid claim in any licensed patent in such country that covers such licensed product in such country; and/or (ii) expiration of regulatory exclusivity of such licensed product in such country. Teva On October 31, 2017, Neos received a paragraph IV certification from Teva Pharmaceuticals USA, Inc. (“Teva”) advising Neos that Teva has filed an Abbreviated New Drug Application (“ANDA”) with the FDA for a generic version of Cotempla XR-ODT, in connection with seeking to market its product prior to the expiration of patents covering Cotempla XR-ODT. On December 13, 2017, Neos filed a patent infringement lawsuit in federal district court in the District of Delaware against Teva alleging that Teva infringed Neos’ Cotempla XR-ODT patents. On December 21, 2018, Neos and Teva entered into a Settlement Agreement (the “Teva Settlement Agreement”) and a Licensing Agreement (the “Teva Licensing Agreement” and collectively with the Teva Settlement Agreement, the “Teva Agreement”) that resolved all ongoing litigation involving Neos’ Cotempla XR-ODT patents and Teva’s ANDA. Under the Teva Licensing Agreement, Neos granted Teva a non-exclusive license to certain patents owned by Neos by which Teva has the right to manufacture and market its generic version of Cotempla XR-ODT under its ANDA beginning on July 1, 2026, or earlier under certain circumstances. The Teva Licensing Agreement has been submitted to the applicable governmental agencies. Actavis On July 25, 2016, Neos received a paragraph IV certification from Actavis Laboratories FL, Inc. (“Actavis”) advising Neos that Actavis had filed an ANDA with the FDA for a generic version of Adzenys XR-ODT. On September 1, 2016, Neos filed a patent infringement lawsuit in federal district court against Actavis alleging that Actavis infringed Neos’ Adzenys XR-ODT patents. On October 17, 2017, Neos entered into a Settlement Agreement (the “Actavis Settlement Agreement”) and a Licensing Agreement (the “Actavis Licensing Agreement” and collectively with the Actavis Settlement Agreement, the “Actavis Agreement”) with Actavis that resolved all ongoing litigation involving Neos’ Adzenys XR-ODT patents and Actavis’s ANDA. Under the Actavis Licensing Agreement, Neos granted Actavis a non-exclusive license to certain patents owned by Neos by which Actavis has the right to manufacture and market its generic version of Adzenys XR-ODT under its ANDA beginning on September 1, 2025, or earlier under certain circumstances. The Actavis Licensing Agreement has been submitted to the applicable governmental agencies. Shire In July 2014, Neos entered into a Settlement Agreement and an associated License Agreement (the “2014 License Agreement”) with Shire LLC (“Shire”) for a non-exclusive license to certain patents for certain activities with respect to Neos’ New Drug Application (the “NDA”) No. 204326 for an extended-release orally disintegrating amphetamine polistirex tablet. In accordance with the terms of the 2014 License Agreement, following the receipt of the approval from the FDA for Adzenys XR-ODT, Neos paid an up-front, non-refundable license fee of an amount less than $1.0 million in February 2016. Neos is paying a single digit royalty on net sales of Adzenys XR-ODT during the life of the patents. In March 2017, Neos entered into a License Agreement (the “2017 License Agreement”) with Shire, pursuant to which Shire granted Neos a non-exclusive license to certain patents owned by Shire for certain activities with respect to Neos’ NDA No. 204325 for an extended-release amphetamine oral suspension. In accordance with the terms of the 2017 License Agreement, following the receipt of the approval from the FDA for Adzenys ER, Neos paid an up-front, non-refundable license fee of an amount less than $1.0 million in October 2017. Neos is paying a single digit royalty on net sales of Adzenys ER during the life of the patents. Adzenys ER was discontinued as of September 30, 2021. The royalties are recorded as cost of goods sold in the same period as the net sales upon which they are calculated. Additionally, each of the 2014 and 2017 License Agreements contains a covenant from Shire not to file a patent infringement suit against Neos alleging that Adzenys XR-ODT or Adzenys ER, respectively, infringes the Shire patents. |
Segment Reporting
Segment Reporting | 6 Months Ended |
Dec. 31, 2021 | |
Segment Reporting | |
Segment Reporting | 18. Segment reporting The Company’s chief operating decision maker (“CODM”), who is the Company’s Chief Executive Officer, allocates resources and assesses performance based on financial information of the Company. The CODM reviews financial information presented for each reportable segment for purposes of making operating decisions and assessing financial performance. The Company manages and aggregates its operational and financial information in accordance with two reportable segments: Aytu BioPharma and Aytu Consumer Health. The Aytu BioPharma segment consists of the Company’s prescription products. The Aytu Consumer Health segment contains the Company’s consumer healthcare products. Select financial information for these segments is as follows: Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 (In thousands) (In thousands) Consolidated revenue: Aytu BioPharma $ 14,643 $ 7,212 $ 28,526 $ 12,964 Aytu Consumer Health 8,482 7,935 16,496 15,703 Consolidated revenue $ 23,125 $ 15,147 $ 45,022 $ 28,667 Consolidated net loss: Aytu BioPharma $ (9,591) $ (8,268) $ (36,048) $ (11,218) Aytu Consumer Health (1,957) (1,257) (3,351) (2,613) Consolidated net loss $ (11,548) $ (9,525) $ (39,399) $ (13,831) December 31, June 30, 2021 2021 (In thousands) Total assets: Aytu BioPharma $ 194,419 $ 236,449 Aytu Consumer Health 29,405 29,219 Consolidated assets $ 223,824 $ 265,668 |
Subsequent Events
Subsequent Events | 6 Months Ended |
Dec. 31, 2021 | |
Subsequent Events | |
Subsequent Events | 19. Subsequent Events On January 26, 2022, the Company entered into a Loan and Security Agreement (the “Avenue Capital Agreement”) with Avenue Venture Opportunities Fund II, L.P., Avenue Venture Opportunities Fund II, L.P. and Avenue Capital Management II, L.P. (collectively, “Avenue Capital”). Pursuant to the Avenue Capital Agreement, Avenue Capital (i) provided a term loan (the “Avenue Capital Loan”) in the principal amount of $15.0 million, at an interest rate of the greater of prime and 3.25%, plus 7.4%, with a three-year term, consisting of 18 monthly payments of interest only followed by equal monthly payments of principal and accrued interest (with the interest-only period being extended up to 36 months contingent upon the Obligors achieving certain milestones) and (ii) permitted the Avenue Capital Loan proceeds to be used towards the full repayment of the Neos Senior Secured Credit Facility with Deerfield. As consideration for entering into the Avenue Capital Agreement, Aytu issued warrants to the Avenue Capital Lenders valued at $1,050,000, and exercisable to shares of the Company’s common stock at per share exercise price equal to $1.21 (subject to adjustment) (the “Warrants”). The Warrants are immediately exercisable and expire on January 31, 2027. In connection with the Avenue Capital Agreement, the Company entered into a Consent, Waiver and Second Amendment to Loan and Security Agreement, dated as of January 26, 2022 (the “Eclipse Consent, Waiver and Second Amendment”). The Eclipse Consent, Waiver and Second Amendment, among other modifications, extends the maturity date of the Loan Agreement with Eclipse to January 26, 2025 and reduces the availability under the Loan Agreement from $25.0 million to $12.5 million. |
Summary of Significant Accounti
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2021 | |
Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amount of revenues and expenses during the reporting period. In the accompanying consolidated financial statements, estimates are used for, but not limited to, stock-based compensation, revenue recognition, allowance for doubtful accounts, determination of variable consideration for accruals of chargebacks, administrative fees and rebates, government rebates, returns and other allowances, allowance for inventory obsolescence, valuation of financial instruments and intangible assets, accruals for contingent liabilities, fair value of long-lived assets, goodwill impairment, income tax provision, deferred taxes and valuation allowance, determination of right-of-use assets and lease liabilities, purchase price allocations, and the depreciable lives of long-lived assets. Because of the uncertainties inherent in such estimates, actual results may differ from those estimates. Management periodically evaluates estimates used in the preparation of the financial statements for reasonableness. |
Prior Period Reclassification | Prior Period Reclassification Certain prior year amounts in the consolidated balance sheets, statements of earnings and statements of cashflows have been reclassified to conform to the current year presentation, including a reclassification made in the presentation of FDA fees for commercialized product. This was previously included in general and administrative expenses and now is recorded as a component of cost of sales on the consolidated statements of earnings. These reclassifications did not affect operating earnings or other consolidated financial statements for the three and six months ended December 31, 2021 and 2020. |
Income Taxes | Income Taxes The Company calculates its quarterly income tax provision based on estimated annual effective tax rates applied to ordinary income (or loss) and other known items computed and recognized when they occur. There have been no changes in tax law affecting the tax provision during the six months ended December 31, 2021. The impairment of the Aytu BioPharma segment book goodwill changed the net deferred tax liability of $0.2 million recorded as of June 30, 2021 fiscal year end into a net deferred tax liability of $0.1 million as of December 31, 2021. As a result, the Company recognized an income tax benefit of $0.1 million during the six months ended December 31, 2021. There was no income tax expense or benefit during the three and six months ended December 31, 2020. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted Financial Instruments Credit Losses ( ASU 2016-13 ). For a complete set of the Company’s significant accounting policies, refer to our Annual Report on Form 10-K for the fiscal year ended June 30, 2021. There have been no significant changes to the Company’s significant accounting policies during the six months ended December 31, 2021. |
Acquisitions (Tables)
Acquisitions (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Acquisitions | |
Schedule of assets acquired and liabilities assumed | March 19, 2021 (In thousands, except share and per-share) Considerations: Fair Value of Aytu Common Stock Total shares issued at close 5,471,804 Estimated fair value per share of Aytu common stock $ 9.73 Estimated fair value of equity consideration transferred $ 53,241 Cash 15,383 Estimated fair value of replacement equity awards 432 Total consideration transferred $ 69,056 March 19, 2021 (In thousands) Total consideration transferred $ 69,056 Recognized amounts of identified assets acquired and liabilities assumed Cash and cash equivalents $ 15,722 Accounts receivable 24,696 Inventory 10,984 Prepaid expenses and other current assets 2,929 Operating leases right-to-use assets 3,515 Property, plant and equipment 5,519 Intangible assets 56,530 Other long-term assets 149 Accounts payable and accrued expenses (56,718) Short-term line of credit (10,707) Long-term debt, including current portion (17,678) Operating lease liabilities (3,515) Other long-term liabilities (82) Total identifiable net assets 31,344 Goodwill $ 37,712 |
Schedule of intangible assets acquired | March 19, 2021 (In thousands) Identified intangible assets acquired: Developed technology right $ 30,200 Developed products technology 22,700 In-process R&D 2,600 RxConnect 630 Trade name 400 Total intangible assets acquired $ 56,530 |
Schedule of Pro forma information | Six Months Ended December 31, 2021 2020 Pro forma Unaudited Unaudited (In thousands) Total revenues, net $ 45,022 $ 52,331 Net loss $ (39,399) $ (23,037) |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Revenue Recognition | |
Schedule of disaggregation of revenue | Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 (In thousands) Primary care portfolio $ 192 $ 4,097 $ 617 $ 7,130 Pediatric portfolio 14,451 3,115 27,909 5,834 Consumer Health portfolio 8,482 7,935 16,496 15,703 Consolidated revenue $ 23,125 $ 15,147 $ 45,022 $ 28,667 |
Schedule of product revenues by geographic location | Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 (In thousands) U.S. $ 22,547 $ 13,757 $ 43,653 $ 25,901 International 578 1,390 1,369 2,766 Total net revenue $ 23,125 $ 15,147 $ 45,022 $ 28,667 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Inventories | |
Schedule of Inventory balances | December 31, June 30, 2021 2021 (In thousands) Raw materials $ 2,427 $ 2,269 Work in process 2,173 3,346 Finished goods 11,958 10,724 Inventory, net $ 16,558 $ 16,339 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Property and Equipment | |
Schedule of property and equipment | December 31, June 30, 2021 2021 (In thousands) Manufacturing equipment $ 3,076 $ 3,070 Leasehold improvements 999 959 Office equipment, furniture and other 1,099 1,093 Lab equipment 832 832 Assets under construction 128 198 Less accumulated depreciation and amortization (1,840) (1,012) Property and equipment, net $ 4,294 $ 5,140 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Leases | |
Schedule of components of lease expenses | Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 Statement of Operations Classification (In thousands) Lease cost: Operating lease cost $ 330 $ 30 $ 626 $ 125 Operating expenses Short-term lease cost 26 2 65 5 Operating expenses Finance lease cost: Amortization of leased assets 19 — 37 — Cost of sales Interest on lease liabilities 4 — 8 — Other (expense), net Total net lease cost $ 379 $ 32 $ 736 $ 130 |
Schedule of balance sheet information related to leases | December 31, June 30, Balance Sheet Classification 2021 2021 (In thousands) Assets: Operating lease assets $ 3,845 $ 3,563 Operating lease right-of-use asset Finance lease assets 292 329 Property and equipment, net, net Total leased assets $ 4,137 $ 3,892 Liabilities: Current: Operating leases $ 1,173 $ 940 Current portion of operating lease liabilities Finance leases 103 102 Current portion of debt Non-current Operating leases 2,716 2,624 Operating lease liabilities, net of current portion Finance leases 129 180 Debt, net of current portion Total lease liabilities $ 4,121 $ 3,846 |
Schedule of remaining lease term and discount rate | December 31, June 30, 2021 2021 Weighted-Average Remaining Lease Term (years) Operating lease assets 3.09 3.42 Finance lease assets 2.23 2.72 Weighted-Average Discount Rate Operating lease assets 7.39 % 6.62 % Finance lease assets 6.43 % 6.41 % |
Schedule of supplemental cash flow information related to leases | Six Months Ended December 31, 2021 2020 (In thousands) Cash flow classification of lease payments: Operating cash flows from operating leases $ 585 $ 125 Operating cash flows from finance leases $ 8 $ — Financing cash flows from finance leases $ 50 $ — |
Schedule of maturities of future minimum lease payments, operating leases | Operating Finance (In thousands) 2022 (remaining 6 months) $ 708 $ 59 2023 1,436 104 2024 1,379 87 2025 749 — 2026 90 — 2027 46 — Total lease payments 4,408 250 Less: Imputed interest (519) (18) Lease liabilities $ 3,889 $ 232 |
Schedule of maturities of future minimum lease payments, finance leases | Operating Finance (In thousands) 2022 (remaining 6 months) $ 708 $ 59 2023 1,436 104 2024 1,379 87 2025 749 — 2026 90 — 2027 46 — Total lease payments 4,408 250 Less: Imputed interest (519) (18) Lease liabilities $ 3,889 $ 232 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Goodwill and Other Intangible Assets | |
Schedule of change in carrying amount of goodwill | Aytu BioPharma Aytu Consumer Health Consolidated (In thousands) Balance as of June 30, 2021 $ 57,165 $ 8,637 $ 65,802 Goodwill impairment (19,453) — (19,453) Balance as of December 31, 2021 $ 37,712 $ 8,637 $ 46,349 |
Schedule of finite lived intangible assets | December 31, 2021 Weighted- Average Gross Net Remaining Carrying Accumulated Carrying Life (in Amount Amortization Amount years) (In thousands) Licensed assets $ 3,246 $ (1,662) $ 1,584 3.42 Acquired product technology right 45,400 (5,963) 39,437 12.44 Acquired technology right 30,200 (1,390) 28,810 16.25 Acquired product distribution rights 11,354 (2,827) 8,527 8.09 Acquired in-process R&D 2,600 — 2,600 Indefinite-lived Acquired commercial technology 630 (493) 137 0.25 Acquired trade name 400 (156) 244 1.25 Acquired customer lists 390 (390) — — Total $ 94,220 $ (12,881) $ 81,339 13.13 June 30, 2021 Weighted- Average Gross Remaining Carrying Accumulated Net Carrying Life (in Amount Amortization Amount years) (In thousands) Licensed assets $ 3,246 $ (1,430) $ 1,816 3.92 Acquired product technology right 45,400 (4,160) 41,240 12.88 Acquired technology right 30,200 (501) 29,699 16.75 Acquired product distribution rights 11,354 (2,073) 9,281 8.57 Acquired in-process R&D 2,600 — 2,600 Indefinite-lived Acquired commercial technology 630 (178) 452 0.75 Acquired trade name 400 (56) 344 1.75 Acquired customer lists 390 (358) 32 0.01 Total $ 94,220 $ (8,756) $ 85,464 13.47 |
Schedule of Indefinite lived intangible assets | December 31, 2021 Weighted- Average Gross Net Remaining Carrying Accumulated Carrying Life (in Amount Amortization Amount years) (In thousands) Licensed assets $ 3,246 $ (1,662) $ 1,584 3.42 Acquired product technology right 45,400 (5,963) 39,437 12.44 Acquired technology right 30,200 (1,390) 28,810 16.25 Acquired product distribution rights 11,354 (2,827) 8,527 8.09 Acquired in-process R&D 2,600 — 2,600 Indefinite-lived Acquired commercial technology 630 (493) 137 0.25 Acquired trade name 400 (156) 244 1.25 Acquired customer lists 390 (390) — — Total $ 94,220 $ (12,881) $ 81,339 13.13 June 30, 2021 Weighted- Average Gross Remaining Carrying Accumulated Net Carrying Life (in Amount Amortization Amount years) (In thousands) Licensed assets $ 3,246 $ (1,430) $ 1,816 3.92 Acquired product technology right 45,400 (4,160) 41,240 12.88 Acquired technology right 30,200 (501) 29,699 16.75 Acquired product distribution rights 11,354 (2,073) 9,281 8.57 Acquired in-process R&D 2,600 — 2,600 Indefinite-lived Acquired commercial technology 630 (178) 452 0.75 Acquired trade name 400 (56) 344 1.75 Acquired customer lists 390 (358) 32 0.01 Total $ 94,220 $ (8,756) $ 85,464 13.47 |
Schedule of future amortization expense | December 31, (In thousands) 2022 (remaining 6 months) $ 3,914 2023 7,489 2024 7,333 2025 7,099 2026 6,331 2027 6,301 Thereafter 40,272 Total future amortization expense $ 78,739 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Accrued Liabilities | |
Schedule of Accrued liabilities | December 31, June 30, 2021 2021 (In thousands) Accrued program liabilities $ 10,515 $ 8,689 Accrued product-related fees 1,637 2,501 Accrued savings offers 17,995 20,148 Accrued distributor fees 3,156 2,710 Accrued liabilities for trade partners 4,120 5,421 Accrued option exercise and milestone fees 3,050 600 Medicaid liabilities 1,258 1,714 Return reserve 5,781 6,367 Other accrued liabilities* 3,173 3,145 Total accrued liabilities $ 50,685 $ 51,295 * Other accrued liabilities consist of credit card liabilities, taxes payable, accounting fee, samples expense and consultants’ fees, none of which individually represent greater than five percent of total current liabilities |
Debt (Tables)
Debt (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Debt | |
Schedule of long term debt | December 31, June 30, 2021 2021 (In thousands) Neos senior secured credit facility, due on May 11, 2022 $ 15,000 $ 15,000 Exit fee 1,000 1,000 Unamortized premium 240 566 Financing leases, maturing through May 2024 232 282 Total debt 16,472 16,848 Less: current portion (16,343) (16,668) Non-current portion of debt $ 129 $ 180 |
Schedule of future principal payments of long term debt | December 31, (In thousands) 2022 $ 16,104 2023 89 2024 39 Future principal payments 16,232 Add unamortized premium 240 Less current portion (16,343) Non-current portion of debt $ 129 |
Fair Value Considerations (Tabl
Fair Value Considerations (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Fair Value Considerations | |
Schedule of fair value on a recurring basis | Fair Value Measurements at December 31, 2021 Quoted Priced in Active Markets Significant for Other Significant Identical Observable Unobservable Fair Value at December 31, Assets Inputs Inputs 2021 (Level 1) (Level 2) (Level 3) (In thousands) Assets: Cash and cash equivalents $ 35,277 $ 35,277 $ — $ — Total $ 35,277 $ 35,277 $ — $ — Liabilities: Contingent consideration $ 9,503 $ — $ — $ 9,503 CVR liability 1,392 — — 1,392 Total $ 10,895 $ — $ — $ 10,895 Fair Value Measurements at June 30, 2021 Quoted Priced in Active Markets Significant for Other Significant Identical Observable Unobservable Fair Value at June 30, Assets Inputs Inputs 2021 (Level 1) (Level 2) (Level 3) (In thousands) Assets: Cash and cash equivalents $ 49,649 $ 49,649 $ — $ — Total $ 49,649 $ 49,649 $ — $ — Liabilities: Contingent consideration $ 12,057 $ — $ — $ 12,057 CVR liability 1,395 — — 1,395 Total $ 13,452 $ — $ — $ 13,452 |
Schedule of changes in Level 3 inputs | CVR Contingent Liability Consideration (In thousands) Balance as of June 30, 2021 $ 1,395 $ 12,057 Included in earnings (3) 555 Purchases, issues, sales and settlements: Settlements — (3,109) Balance as of December 31, 2021 $ 1,392 $ 9,503 |
Schedule of significant assumptions used in valuation | Significant assumptions used in valuing the contingent consideration were as follows: December 31, 2021 Tuzistra Valuation model Scenario-Based Leveraged Beta 0.66 Market risk premium 6.00 % Risk-free interest rate 1.80 % Discount 14.30 % Company specific discount 15.00 % December 31, 2021 ZolpiMist Valuation method Monte Carlo Leveraged Beta 1.08 Market risk premium 6.00 % Risk-free interest rate 1.90 % Discount 11.50 % Company specific discount 15.00 % Significant assumptions used in valuing the CVRs were as follows: December 31, 2021 Contingent Value Rights Valuation method Monte Carlo Leveraged Beta 0.85 Market risk premium 6.00 % Risk-free interest rate 0.73 % Discount 18.00 % Company specific discount 10.00 % |
Equity Incentive Plans (Tables)
Equity Incentive Plans (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Equity Incentive Plans | |
Stock option activity | Weighted Average Weighted Remaining Number of Average Contractual Options Exercise Price Life in Years Outstanding June 30, 2021 109,588 $ 14.52 8.07 Forfeited/Cancelled (9,355) 6.35 Expired (9,502) 8.10 Outstanding at December 31, 2021 90,731 $ 16.03 8.22 Exercisable at December 31, 2021 47,838 $ 22.99 8.17 |
Restricted stock activity | Weighted Average Grant Number of Date Fair Shares Value Unvested at June 30, 2021 1,955,268 $ 7.83 Granted 295,000 3.67 Vested (90,836) 7.97 Unvested at December 31, 2021 2,159,432 $ 7.26 |
Restricted stock units activity | Weighted Average Grant Number of Date Fair Shares Value Unvested at June 30, 2021 78,318 $ 7.20 Granted 20,000 1.86 Vested (1,972) 6.04 Forfeited (62,922) 7.44 Unvested at December 31, 2021 33,424 $ 3.61 |
Stock-based compensation expense | Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 (In thousands) Cost of sales $ 8 $ — $ 17 $ — Research and development 75 — 394 — Selling and marketing 19 — 28 — General and Administrative 1,127 508 2,309 963 Total stock-based compensation expense $ 1,229 $ 508 $ 2,748 $ 963 |
Warrants (Tables)
Warrants (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Warrants | |
Schedule of equity-based warrants | Weighted Average Weighted Remaining Number of Average Contractual Warrants Exercise Price Life in Years Outstanding June 30, 2021 1,254,952 $ 35.85 2.83 Warrants expired (95,670) 114.33 — Outstanding December 31, 2021 1,159,282 $ 29.51 2.72 |
Net Loss Per Common Share (Tabl
Net Loss Per Common Share (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Net Loss Per Common Share | |
Antidilutive securities excluded from the computation of earnings per share | December 31, 2021 2020 Warrants to purchase common stock - liability classified (Note 15) 24,105 24,105 Warrant to purchase common stock - equity classified (Note 15) 1,159,282 2,379,918 Employee stock options (Note 14) 90,731 76,594 Employee unvested restricted stock (Note 14) 2,159,432 381,686 Employee unvested restricted stock units (Note 14) 33,424 — Total 3,466,974 2,862,303 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 6 Months Ended |
Dec. 31, 2021 | |
Segment Reporting | |
Segment financial information | Three Months Ended Six Months Ended December 31, December 31, 2021 2020 2021 2020 (In thousands) (In thousands) Consolidated revenue: Aytu BioPharma $ 14,643 $ 7,212 $ 28,526 $ 12,964 Aytu Consumer Health 8,482 7,935 16,496 15,703 Consolidated revenue $ 23,125 $ 15,147 $ 45,022 $ 28,667 Consolidated net loss: Aytu BioPharma $ (9,591) $ (8,268) $ (36,048) $ (11,218) Aytu Consumer Health (1,957) (1,257) (3,351) (2,613) Consolidated net loss $ (11,548) $ (9,525) $ (39,399) $ (13,831) December 31, June 30, 2021 2021 (In thousands) Total assets: Aytu BioPharma $ 194,419 $ 236,449 Aytu Consumer Health 29,405 29,219 Consolidated assets $ 223,824 $ 265,668 |
Nature of Business, Financial_2
Nature of Business, Financial Condition, Basis of Presentation - Product Information (Details) | 6 Months Ended |
Dec. 31, 2021product | |
Consumer Health Portfolio | Minimum | |
Revenue Recognition | |
Number of products | 20 |
Nature of Business, Financial_3
Nature of Business, Financial Condition, Basis of Presentation - General Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Cash, cash equivalents and restricted cash | ||||||
Cash, cash equivalents and restricted cash | $ 35,277 | $ 62,285 | $ 35,277 | $ 62,285 | $ 49,901 | $ 48,333 |
Net loss | ||||||
Net loss | (11,548) | $ (9,525) | (39,399) | (13,831) | ||
Accumulated deficit | ||||||
Accumulated deficit | (217,698) | (217,698) | (178,299) | |||
Operating activities | ||||||
Cash used in operations | (12,613) | $ (10,907) | ||||
Current assets | ||||||
Current assets | $ 87,540 | $ 87,540 | $ 105,234 |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies - Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 | |
Deferred tax liabilities | |||||
Deferred tax liabilities | $ 100 | $ 100 | $ 200 | ||
Income tax expense (benefit) | |||||
Income tax benefit | $ (3) | $ 0 | $ (110) | $ 0 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Recent Accounting Pronouncements (Details) | Dec. 31, 2021 |
Accounting Standards Update 2016-13 | |
Recent Accounting Pronouncements | |
Change in Accounting Principle, Accounting Standards Update, Adopted | false |
Acquisitions - General Informat
Acquisitions - General Information (Details) - USD ($) $ in Thousands | Mar. 19, 2021 | Dec. 31, 2020 | Dec. 31, 2020 |
General information | |||
Acquisition related costs | $ 1,312 | $ 1,312 | |
Neos Therapeutics, Inc. | |||
Date of acquisition | |||
Business acquisition, effective date of acquisition | Mar. 19, 2021 | ||
General information | |||
Business acquisition, equity interest issued or issuable, number of shares (in shares) | 5,471,804 | ||
Acquisition related costs | $ 2,900 | ||
Issuance costs | $ 100 |
Acquisitions - Consideration (D
Acquisitions - Consideration (Details) - Neos Therapeutics, Inc. $ / shares in Units, $ in Thousands | Mar. 19, 2021USD ($)$ / sharesshares |
Consideration | |
Total shares issued (in shares) | shares | 5,471,804 |
Estimated fair value per share of Aytu common stock (in dollars per share) | $ / shares | $ 9.73 |
Estimated fair value of equity consideration transferred | $ 53,241 |
Cash payment for business acquisition | 15,383 |
Estimated fair value of replacement equity awards | 432 |
Total consideration transferred | $ 69,056 |
Acquisitions - Assets Acquired
Acquisitions - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 | Mar. 19, 2021 |
Recognized amounts of identifiable assets acquired, and liabilities assumed | |||
Goodwill | $ 46,349 | $ 65,802 | |
Neos Therapeutics, Inc. | |||
Recognized amounts of identifiable assets acquired, and liabilities assumed | |||
Total consideration transferred | $ 69,056 | ||
Cash and cash equivalents | 15,722 | ||
Accounts receivable | 24,696 | ||
Inventory | 10,984 | ||
Prepaid expenses and other current assets | 2,929 | ||
Operating leases right-to-use assets | 3,515 | ||
Property, plant and equipment | 5,519 | ||
Intangible assets | 56,530 | ||
Other long-term assets | 149 | ||
Accounts payable and accrued expenses | (56,718) | ||
Short-term line of credit | (10,707) | ||
Long-term debt, including current portion | (17,678) | ||
Operating lease liabilities | (3,515) | ||
Other long-term liabilities | (82) | ||
Total identifiable net assets | 31,344 | ||
Goodwill | $ 37,712 |
Acquisitions - Identifiable Int
Acquisitions - Identifiable Intangible Assets Acquired - General Information (Details) - Neos Therapeutics, Inc. | 6 Months Ended |
Dec. 31, 2021 | |
Minimum | |
Acquisitions | |
Estimated useful lives | 1 year |
Maximum | |
Acquisitions | |
Estimated useful lives | 18 years |
Acquisitions - Identifiable I_2
Acquisitions - Identifiable Intangible Assets Acquired - Tabular Disclosure (Details) - Neos Therapeutics, Inc. $ in Thousands | Mar. 19, 2021USD ($) |
Identifiable intangible assets acquired | |
Indefinite-lived intangible assets acquired | $ 2,600 |
Total intangible assets acquired | 56,530 |
Developed Technology Right | |
Identifiable intangible assets acquired | |
Finite-lived intangible assets acquired | 30,200 |
Developed Products Technology | |
Identifiable intangible assets acquired | |
Finite-lived intangible assets acquired | 22,700 |
RXConnect | |
Identifiable intangible assets acquired | |
Finite-lived intangible assets acquired | 630 |
Trade Name | |
Identifiable intangible assets acquired | |
Finite-lived intangible assets acquired | $ 400 |
Acquisitions - Unaudited Pro Fo
Acquisitions - Unaudited Pro Forma Results (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Acquisitions | ||
Total revenues, net | $ 45,022 | $ 52,331 |
Net (loss) | $ (39,399) | $ (23,037) |
Acquisitions - Asset Acquisitio
Acquisitions - Asset Acquisitions (Details) - Rumpus $ in Millions | Apr. 12, 2021USD ($) |
Asset acquisitions | |
Cash transferred | $ 1.5 |
Payment of aggregated fees | 0.6 |
Contingent consideration | $ 67.5 |
Revenue Recognition - Contract
Revenue Recognition - Contract Balances (Details) | 6 Months Ended | |
Dec. 31, 2021USD ($)item | Jun. 30, 2021USD ($) | |
Contract with customer asset | ||
Contract with customer asset | $ 0 | $ 21,000 |
Contract with customer liability | ||
Contract with customer liability | $ 200,000 | $ 200,000 |
Number of product portfolios | item | 3 |
Revenue Recognition - Revenues
Revenue Recognition - Revenues by Product Portfolio (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2021USD ($)product | Dec. 31, 2020USD ($) | |
Revenue Recognition | ||||
Revenue from contract with customer | $ 23,125 | $ 15,147 | $ 45,022 | $ 28,667 |
Primary Care Portfolio | ||||
Revenue Recognition | ||||
Revenue from contract with customer | 192 | 4,097 | 617 | 7,130 |
Pediatric Portfolio | ||||
Revenue Recognition | ||||
Revenue from contract with customer | 14,451 | 3,115 | 27,909 | 5,834 |
Consumer Health Portfolio | ||||
Revenue Recognition | ||||
Revenue from contract with customer | $ 8,482 | $ 7,935 | $ 16,496 | $ 15,703 |
Consumer Health Portfolio | Minimum | ||||
Revenue Recognition | ||||
Number of Products | product | 20 |
Revenue Recognition - Revenue_2
Revenue Recognition - Revenues by Geographic Location (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue Recognition | ||||
Revenue from contract with customer | $ 23,125 | $ 15,147 | $ 45,022 | $ 28,667 |
U.S. | ||||
Revenue Recognition | ||||
Revenue from contract with customer | 22,547 | 13,757 | 43,653 | 25,901 |
International | ||||
Revenue Recognition | ||||
Revenue from contract with customer | $ 578 | $ 1,390 | $ 1,369 | $ 2,766 |
Inventories - Write-down (Detai
Inventories - Write-down (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Inventory write-down | ||||
Inventory write-down | $ 100 | $ 0 | $ 349 | $ 99 |
Inventories - Tabular Disclosur
Inventories - Tabular Disclosure (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Inventory, net | ||
Raw materials | $ 2,427 | $ 2,269 |
Work in process | 2,173 | 3,346 |
Finished goods | 11,958 | 10,724 |
Inventory, net | $ 16,558 | $ 16,339 |
Property and Equipment - Tabula
Property and Equipment - Tabular Disclosure (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Property, Plant and Equipment | ||
Less accumulated depreciation and amortization | $ (1,840) | $ (1,012) |
Property and equipment, net | 4,294 | 5,140 |
Manufacturing Equipment | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 3,076 | 3,070 |
Leasehold Improvements | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 999 | 959 |
Office Equipment, Furniture and Other | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 1,099 | 1,093 |
Lab Equipment | ||
Property, Plant and Equipment | ||
Property and equipment, gross | 832 | 832 |
Asset under Construction | ||
Property, Plant and Equipment | ||
Property and equipment, gross | $ 128 | $ 198 |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Depreciation expense | ||||
Depreciation expense | $ 400 | $ 18 | $ 800 | $ 100 |
Loss on sale of equipment | ||||
Loss on sale of equipment | $ 100 | $ 0 | $ 50 | $ (112) |
Leases - General Information (D
Leases - General Information (Details) $ in Thousands | 6 Months Ended | ||||
Dec. 31, 2021USD ($) | Oct. 31, 2021USD ($)ft² | Sep. 01, 2021USD ($)ft² | Jun. 30, 2021USD ($) | Mar. 19, 2021USD ($) | |
Operating leases | |||||
Operating lease right-of-use asset | $ 3,845 | $ 3,563 | |||
Operating lease liabilities | $ 3,889 | ||||
Operating lease, borrowing rate (as a percent) | 18.00% | ||||
Finance leases | |||||
Lessee, Operating Lease, Existence of Option to Extend [true false] | true | ||||
Lessee, Finance Lease, Existence of Option to Extend [true false] | true | ||||
Office Space and Manufacturing Facilities, Grand Prairie, Texas | |||||
Operating leases | |||||
Operating lease right-of-use asset | $ 3,500 | ||||
Operating lease liabilities | $ 3,500 | ||||
Operating lease, borrowing rate (as a percent) | 6.70% | ||||
Finance leases | |||||
Finance leases, interest rate (as a percent) | 5.90% | ||||
Office, Berwyn, Pennsylvania | |||||
Operating leases | |||||
Area leased | ft² | 6,352 | ||||
Operating lease right-of-use asset | $ 500 | ||||
Operating lease liabilities | $ 500 | ||||
Operating lease, borrowing rate (as a percent) | 6.25% | ||||
Warehouse in Oceanside, California | |||||
Operating leases | |||||
Area leased | ft² | 6,580 | ||||
Operating lease right-of-use asset | $ 300 | ||||
Operating lease liabilities | $ 300 |
Leases - Net Lease Cost (Detail
Leases - Net Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Net lease cost | ||||
Operating lease cost | $ 330 | $ 30 | $ 626 | $ 125 |
Short-term lease cost | 26 | 2 | 65 | 5 |
Amortization of leased assets | 19 | 37 | ||
Interest on lease liabilities | 4 | 8 | ||
Total net lease cost | $ 379 | $ 32 | $ 736 | $ 130 |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Assets and Liabilities, Lessee [Abstract] | ||
Operating lease assets | $ 3,845 | $ 3,563 |
Finance lease assets | $ 292 | $ 329 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position | Property and equipment, net | Property and equipment, net |
Total leased assets | $ 4,137 | $ 3,892 |
Current portion of operating lease liabilities | 1,173 | 940 |
Finance leases, current | $ 103 | $ 102 |
Finance Lease, Liability, Current, Statement of Financial Position | Current portion of debt | Current portion of debt |
Operating lease liabilities, net of current portion | $ 2,716 | $ 2,624 |
Finance leases, long-term | $ 129 | $ 180 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position | Debt, net of current portion | Debt, net of current portion |
Total lease liabilities | $ 4,121 | $ 3,846 |
Leases - Remaining Lease Term a
Leases - Remaining Lease Term and Weighted-average Discount Rate (Details) | Dec. 31, 2021 | Jun. 30, 2021 |
Leases | ||
Operating lease assets, weighted-average remaining lease term (years) | 3 years 1 month 2 days | 3 years 5 months 1 day |
Finance lease assets, weighted-average remaining lease term (years) | 2 years 2 months 23 days | 2 years 8 months 19 days |
Operating lease assets, weighted-average discount rate | 7.39% | 6.62% |
Finance lease assets, weighted-average discount rate | 6.43% | 6.41% |
Leases - Cash Flow Information
Leases - Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Leases | ||
Operating cash flows from operating leases | $ 585 | $ 125 |
Operating cash flows from finance leases | 8 | |
Financing cash flows from finance leases | $ 50 |
Leases - Operating Leases - Fut
Leases - Operating Leases - Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Operating leases | |
2022 (remaining 6 months) | $ 708 |
2023 | 1,436 |
2024 | 1,379 |
2025 | 749 |
2026 | 90 |
2027 | 46 |
Total lease payments | $ 4,408 |
Leases - Operating Leases - Gro
Leases - Operating Leases - Gross Difference (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Operating leases | |
Total lease payments | $ 4,408 |
Less: Imputed interest | (519) |
Lease liabilities | $ 3,889 |
Leases - Finance Leases - Futur
Leases - Finance Leases - Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Finance leases | |
2022 (remaining 6 months) | $ 59 |
2023 | 104 |
2024 | 87 |
Total lease payments | $ 250 |
Leases - Finance Leases - Gross
Leases - Finance Leases - Gross Difference (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Finance leases | |
Total lease payments | $ 250 |
Less: Imputed interest | (18) |
Lease liabilities | $ 232 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill Impairment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | |
Impairment | ||||
Goodwill impairment | $ 19,453 | |||
Goodwill | $ 46,349 | 46,349 | $ 65,802 | |
Aytu BioPharma | ||||
Impairment | ||||
Goodwill impairment | $ 19,500 | 19,453 | ||
Goodwill | 37,712 | 37,712 | 57,165 | |
Aytu Consumer Health | ||||
Impairment | ||||
Goodwill impairment | 0 | |||
Goodwill, fair value disclosure | 5,900 | |||
Goodwill | 8,637 | $ 500 | 8,637 | $ 8,637 |
Segment reporting, carrying value | $ (1,500) | $ (1,500) |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Change in Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | |
Goodwill | |||
Goodwill, beginning balance | $ 65,802 | $ 65,802 | |
Goodwill impairment | (19,453) | ||
Goodwill, ending balance | $ 46,349 | 46,349 | |
Aytu BioPharma | |||
Goodwill | |||
Goodwill, beginning balance | 57,165 | 57,165 | |
Goodwill impairment | (19,500) | (19,453) | |
Goodwill, ending balance | 37,712 | 37,712 | |
Aytu Consumer Health | |||
Goodwill | |||
Goodwill, beginning balance | 500 | 8,637 | 8,637 |
Goodwill impairment | 0 | ||
Goodwill, ending balance | $ 8,637 | $ 500 | $ 8,637 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Finite-lived Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Finite-lived intangible assets | ||
Accumulated amortization | $ (12,881) | $ (8,756) |
Finite-lived intangible assets, net | 78,739 | |
Licensed assets | ||
Finite-lived intangible assets | ||
Finite-lived intangible assets, gross carrying amount | 3,246 | 3,246 |
Accumulated amortization | (1,662) | (1,430) |
Finite-lived intangible assets, net | 1,584 | 1,816 |
Product Technology Right | ||
Finite-lived intangible assets | ||
Finite-lived intangible assets, gross carrying amount | 45,400 | 45,400 |
Accumulated amortization | (5,963) | (4,160) |
Finite-lived intangible assets, net | 39,437 | 41,240 |
Developed Technology Right | ||
Finite-lived intangible assets | ||
Finite-lived intangible assets, gross carrying amount | 30,200 | 30,200 |
Accumulated amortization | (1,390) | (501) |
Finite-lived intangible assets, net | 28,810 | 29,699 |
Product distribution rights | ||
Finite-lived intangible assets | ||
Finite-lived intangible assets, gross carrying amount | 11,354 | 11,354 |
Accumulated amortization | (2,827) | (2,073) |
Finite-lived intangible assets, net | 8,527 | 9,281 |
Commercial technology | ||
Finite-lived intangible assets | ||
Finite-lived intangible assets, gross carrying amount | 630 | 630 |
Accumulated amortization | (493) | (178) |
Finite-lived intangible assets, net | 137 | 452 |
Trade Name | ||
Finite-lived intangible assets | ||
Finite-lived intangible assets, gross carrying amount | 400 | 400 |
Accumulated amortization | (156) | (56) |
Finite-lived intangible assets, net | 244 | 344 |
Customer lists | ||
Finite-lived intangible assets | ||
Finite-lived intangible assets, gross carrying amount | 390 | 390 |
Accumulated amortization | $ (390) | (358) |
Finite-lived intangible assets, net | $ 32 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Weighted-average Remaining Life (Details) - Weighted Average | 6 Months Ended | 12 Months Ended |
Dec. 31, 2021 | Jun. 30, 2021 | |
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, weighted-average remaining life | 13 years 1 month 17 days | 13 years 5 months 19 days |
Licensed assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, weighted-average remaining life | 3 years 5 months 1 day | 3 years 11 months 1 day |
Product Technology Right | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, weighted-average remaining life | 12 years 5 months 8 days | 12 years 10 months 17 days |
Developed Technology Right | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, weighted-average remaining life | 16 years 3 months | 16 years 9 months |
Product distribution rights | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, weighted-average remaining life | 8 years 1 month 2 days | 8 years 6 months 25 days |
Commercial technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, weighted-average remaining life | 3 months | 9 months |
Trade Name | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, weighted-average remaining life | 1 year 3 months | 1 year 9 months |
Customer lists | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets, weighted-average remaining life | 3 days |
Goodwill and Other Intangible_7
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Intangible assets | ||
Indefinite-lived intangible assets | $ 2,600 | $ 2,600 |
Intangible assets, gross carrying amount | 94,220 | 94,220 |
Accumulated amortization | (12,881) | (8,756) |
Intangible assets, net carrying amount | $ 81,339 | $ 85,464 |
Goodwill and Other Intangible_8
Goodwill and Other Intangible Assets - Estimated Future Amortization Expense (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Estimated future amortization expense | |
2022 (remaining 6 months) | $ 3,914 |
2023 | 7,489 |
2024 | 7,333 |
2025 | 7,099 |
2026 | 6,331 |
2027 | 6,301 |
Thereafter | 40,272 |
Finite-lived intangible assets, net | $ 78,739 |
Goodwill and Other Intangible_9
Goodwill and Other Intangible Assets - Renewal Options (Details) | 6 Months Ended |
Dec. 31, 2021 | |
Minimum | |
Finite-lived intangible assets | |
Finite-lived intangible asset, period before next renewal or extension (years) | 1 year |
Maximum | |
Finite-lived intangible assets | |
Finite-lived intangible asset, period before next renewal or extension (years) | 20 years |
Goodwill and Other Intangibl_10
Goodwill and Other Intangible Assets - Amortization Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Other Intangible Assets | ||||
Total amortization expense | $ 2,000 | $ 1,600 | $ 4,100 | $ 3,200 |
Amortization of intangible assets | $ 1,060 | $ 1,584 | $ 2,153 | $ 3,169 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Accrued Liabilities | ||
Accrued program liabilities | $ 10,515 | $ 8,689 |
Accrued product-related fees | 1,637 | 2,501 |
Accrued savings offers | 17,995 | 20,148 |
Accrued distributor fees | 3,156 | 2,710 |
Accrued liabilities for trade partners | 4,120 | 5,421 |
Accrued option exercise and milestone fees | 3,050 | 600 |
Medicaid liabilities | 1,258 | 1,714 |
Return reserve | 5,781 | 6,367 |
Other accrued liabilities | 3,173 | 3,145 |
Total accrued liabilities | $ 50,685 | $ 51,295 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) $ in Thousands | Mar. 19, 2021 | Oct. 02, 2019 | May 11, 2016 | Dec. 31, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | Mar. 20, 2021 |
Debt | |||||||
Unamortized premium | $ 240 | $ 240 | |||||
Deerfield Private Design Fund III LP | |||||||
Debt | |||||||
Debt borrowing structure (as a percent) | 66.67% | ||||||
Deerfield Partners | |||||||
Debt | |||||||
Debt borrowing structure (as a percent) | 33.33% | ||||||
Neos Therapeutics, Inc. | Loan Agreement | |||||||
Debt | |||||||
Maximum borrowing capacity | $ 25,000 | 25,000 | 25,000 | ||||
Maximum borrowing capacity portion available for short-term swingline loans | $ 2,500 | ||||||
Percentage of eligible accounts receivable against which short-term swingline loans may be made | 85.00% | ||||||
Unused capacity commitment fee percentage | 0.50% | ||||||
Period of notice required before prepaying the debt instrument | 5 days | ||||||
Interest expense | 200 | 300 | |||||
Outstanding amount | 7,200 | 7,200 | |||||
Neos Therapeutics, Inc. | Loan Agreement | Event Occurs After October 2, 2021 but Before May 11, 2022 | |||||||
Debt | |||||||
Prepayment fee percentage | 0.50% | ||||||
Neos Therapeutics, Inc. | Loan Agreement | London Interbank Offered Rate (LIBOR) | |||||||
Debt | |||||||
Basis spread on variable rate | 4.50% | ||||||
Neos Therapeutics, Inc. | Senior secured credit facility, due on May 11, 2022. | |||||||
Debt | |||||||
Face amount | $ 60,000 | ||||||
Percentage of prepayment premium on principal prepaid | 6.25% | ||||||
Long-term debt | $ 15,600 | ||||||
Long-term debt current maturities | $ 600 | ||||||
Interest rate | 12.95% | ||||||
Cash on deposit | $ 5,000 | ||||||
Repayments of debt | 15,000 | ||||||
Carrying amount of the remaining outstanding debt | 16,600 | 15,000 | 15,000 | $ 15,000 | |||
Fair value of the remaining outstanding debt | $ 17,400 | ||||||
Non-refundable exit fee | $ 1,000 | ||||||
Unamortized premium | 240 | 240 | $ 566 | $ 800 | |||
Interest expense | $ 400 | $ 700 |
Debt - Long-term Debt (Details)
Debt - Long-term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 | Mar. 20, 2021 | Mar. 19, 2021 |
Debt | ||||
Unamortized premium | $ 240 | |||
Finance Lease, Liability | 232 | |||
Less current portion | (16,343) | $ (16,668) | ||
Long-term Debt and Lease Obligation | 129 | 180 | ||
Senior secured credit facility, due on May 11, 2022. | Neos Therapeutics, Inc. | ||||
Debt | ||||
Senior secured credit facility, due on May 11, 2022 | 15,000 | 15,000 | $ 16,600 | |
Exit fee | 1,000 | 1,000 | ||
Unamortized premium | 240 | 566 | $ 800 | |
Finance Lease, Liability | 232 | 282 | ||
Total debt | 16,472 | 16,848 | ||
Less current portion | (16,343) | (16,668) | ||
Long-term Debt and Lease Obligation | $ 129 | $ 180 |
Debt - Long-term Debt Maturitie
Debt - Long-term Debt Maturities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Debt | ||
2022 | $ 16,104 | |
2023 | 89 | |
2024 | 39 | |
Future principal payments | 16,232 | |
Add unamortized premium | 240 | |
Less current portion | (16,343) | $ (16,668) |
Long-term Debt and Lease Obligation | $ 129 | $ 180 |
Fair Value Considerations - Fin
Fair Value Considerations - Financial Liabilities, Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Assets: | ||
Cash and cash equivalents | $ 35,277 | $ 49,649 |
Total | 35,277 | 49,649 |
Liabilities: | ||
Contingent consideration | 9,503 | 12,057 |
CVR liability | 1,392 | 1,395 |
Total | 10,895 | 13,452 |
Level 1 | ||
Assets: | ||
Cash and cash equivalents | 35,277 | 49,649 |
Total | 35,277 | 49,649 |
Level 3 | ||
Liabilities: | ||
Contingent consideration | 9,503 | 12,057 |
CVR liability | 1,392 | 1,395 |
Total | $ 10,895 | $ 13,452 |
Fair Value Considerations - Con
Fair Value Considerations - Contingent Consideration (Details) $ in Thousands | Jul. 01, 2021USD ($) | Dec. 31, 2021USD ($)item | Dec. 31, 2020USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Jun. 30, 2021USD ($) | Feb. 14, 2020USD ($) | Nov. 02, 2018USD ($) | Jun. 11, 2018USD ($) |
Fair Value Considerations | |||||||||
Payment for contingent consideration liability | $ 300 | $ 2,400 | $ 500 | $ 2,400 | |||||
Contingent consideration accretion expense | 277 | 3,313 | 496 | 3,311 | |||||
Accretion expense | 22 | $ 300 | 100 | $ 300 | |||||
Tuzistra XR | |||||||||
Fair Value Considerations | |||||||||
Contingent consideration | $ 8,500 | $ 8,500 | $ 11,000 | $ 8,800 | |||||
Number of milestones achieved | item | 0 | ||||||||
Milestone payments made | $ 3,000 | ||||||||
Tuzistra XR | Discount | |||||||||
Fair Value Considerations | |||||||||
Discounted value of future contingent payment | 0.1430 | 0.1430 | |||||||
ZolpiMist | |||||||||
Fair Value Considerations | |||||||||
Contingent consideration | $ 700 | $ 700 | 700 | $ 2,600 | |||||
Number of milestones achieved | item | 0 | ||||||||
Milestone payments made | $ 0 | ||||||||
ZolpiMist | Discount | |||||||||
Fair Value Considerations | |||||||||
Discounted value of future contingent payment | 0.1150 | 0.1150 | |||||||
Innovus | |||||||||
Fair Value Considerations | |||||||||
Contingent consideration | $ 300 | $ 300 | 300 | $ 200 | |||||
Innovus | University of Iowa Research Foundation | |||||||||
Fair Value Considerations | |||||||||
Contingent consideration | 48 | 48 | $ 100 | ||||||
Milestone payments made | $ 50 | ||||||||
License agreement milestone payment payable | 50 | 50 | |||||||
Total milestone payments | $ 200 | $ 200 | |||||||
Innovus | Discount | |||||||||
Fair Value Considerations | |||||||||
Discounted value of future contingent payment | 0.30 | ||||||||
Innovus | Discount | University of Iowa Research Foundation | |||||||||
Fair Value Considerations | |||||||||
Discounted value of future contingent payment | 0.26 | 0.26 |
Fair Value Considerations - C_2
Fair Value Considerations - Contingent Value Rights (Details) - Innovus - USD ($) $ in Thousands | Mar. 20, 2021 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2021 |
Fair Value Considerations | |||||||
Additional maximum contingent consideration | $ 16,000 | $ 16,000 | |||||
Maximum shares to be issued to settle CVR shares | 470,000 | ||||||
Number of shares issued to contingent value rights share holders | 103,190 | 123,820 | |||||
Contingent value rights amount | $ 2,000 | ||||||
First milestone | $ 30,000 | 24,000 | $ 24,000 | ||||
Gain (loss) from change in fair value of CVR | 44 | $ (100) | $ 900 | ||||
CVR liability | $ 1,400 | 1,400 | $ 1,400 | ||||
Milestone 2021 | |||||||
Fair Value Considerations | |||||||
Contingent value rights amount | 1,000 | ||||||
First milestone | 40,000 | ||||||
Milestone not met during the year | 1,000 | ||||||
Milestone 2020 | |||||||
Fair Value Considerations | |||||||
Contingent value rights amount | 1,000 | ||||||
First milestone | $ 30,000 | ||||||
Milestone not met during the year | $ 1,000 |
Fair Value Considerations - Uno
Fair Value Considerations - Unobservable Inputs Reconciliation, Liabilities (Details) $ in Thousands | 6 Months Ended |
Dec. 31, 2021USD ($) | |
Contingent Value Rights | |
Summary of Level 3 input changes | |
Beginning balance | $ 1,395 |
Included in earnings | (3) |
Ending balance | 1,392 |
Contingent Consideration | |
Summary of Level 3 input changes | |
Beginning balance | 12,057 |
Included in earnings | 555 |
Settlements | (3,109) |
Ending balance | $ 9,503 |
Fair Value Considerations - Val
Fair Value Considerations - Valuation Assumptions (Details) | Dec. 31, 2021 |
ZolpiMist | |
Significant assumptions | |
Business Combination, Contingent Consideration, Liability, Valuation Technique | us-gaap:ValuationTechniqueOptionPricingModelMember |
Leveraged Beta | |
Significant assumptions | |
Contingent value rights, measurement input | 0.85 |
Leveraged Beta | Tuzistra XR | |
Significant assumptions | |
Contingent consideration, measurement input | 0.66 |
Leveraged Beta | ZolpiMist | |
Significant assumptions | |
Contingent consideration, measurement input | 1.08 |
Market risk premium | |
Significant assumptions | |
Contingent value rights, measurement input | 0.0600 |
Market risk premium | Tuzistra XR | |
Significant assumptions | |
Contingent consideration, measurement input | 0.0600 |
Market risk premium | ZolpiMist | |
Significant assumptions | |
Contingent consideration, measurement input | 0.0600 |
Risk-free interest rate | |
Significant assumptions | |
Contingent value rights, measurement input | 0.0073 |
Risk-free interest rate | Tuzistra XR | |
Significant assumptions | |
Contingent consideration, measurement input | 0.0180 |
Risk-free interest rate | ZolpiMist | |
Significant assumptions | |
Contingent consideration, measurement input | 0.0190 |
Discount | |
Significant assumptions | |
Contingent value rights, measurement input | 0.1800 |
Discount | Tuzistra XR | |
Significant assumptions | |
Contingent consideration, measurement input | 0.1430 |
Discount | ZolpiMist | |
Significant assumptions | |
Contingent consideration, measurement input | 0.1150 |
Company specific discount | |
Significant assumptions | |
Contingent value rights, measurement input | 0.1000 |
Company specific discount | Tuzistra XR | |
Significant assumptions | |
Contingent consideration, measurement input | 0.1500 |
Company specific discount | ZolpiMist | |
Significant assumptions | |
Contingent consideration, measurement input | 0.1500 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | Jul. 01, 2021USD ($) | Jun. 21, 2021USD ($) | Apr. 12, 2021USD ($) | Mar. 20, 2021USD ($)shares | May 29, 2020USD ($) | Mar. 31, 2020USD ($)shares | Aug. 31, 2021USD ($) | Jan. 31, 2020USD ($) | May 31, 2016USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 07, 2021USD ($) | Jul. 31, 2021USD ($) | Jun. 30, 2021USD ($) | Jan. 31, 2021USD ($) | Feb. 14, 2020USD ($) | Nov. 01, 2019USD ($) | Feb. 28, 2015USD ($) |
Rumpus | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Up-front fee | $ 1,500,000 | |||||||||||||||||||
Payment of aggregated fees | 600,000 | |||||||||||||||||||
Contingent consideration | 67,500,000 | |||||||||||||||||||
Karbinal Agreement | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Supply and distribution commitment, period (in Years) | 20 years | |||||||||||||||||||
Percentage of net sales on royalty | 23.50% | |||||||||||||||||||
Maximum yearly make-whole payment | $ 2,100,000 | $ 2,100,000 | ||||||||||||||||||
Tris Pharma, Inc. | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Minimum sales per year | 70,000 | |||||||||||||||||||
Tris Pharma, Inc. | Karbinal Agreement | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Minimum sales per year | 70,000 | |||||||||||||||||||
Make-whole payment per unit for sales under minimum | $ 30 | |||||||||||||||||||
Maximum milestone obligations | $ 3,000,000 | |||||||||||||||||||
First milestone, minimum net revenues | $ 40,000,000 | |||||||||||||||||||
Innovus | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Number of shares issued to contingent value rights share holders | shares | 103,190 | 123,820 | ||||||||||||||||||
Contingent value rights amount | $ 2,000,000 | |||||||||||||||||||
First milestone | $ 30,000,000 | 24,000,000 | 24,000,000 | |||||||||||||||||
Second milestone | 40,000,000 | |||||||||||||||||||
Gain (loss) from change in fair value of CVR | 44,000 | $ (100,000) | $ 900,000 | |||||||||||||||||
Contingent consideration | 300,000 | 300,000 | $ 300,000 | $ 200,000 | ||||||||||||||||
Innovus | University of Iowa Research Foundation | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Total milestone payments | 200,000 | 200,000 | ||||||||||||||||||
Contingent consideration | 48,000 | 48,000 | $ 100,000 | |||||||||||||||||
Milestone payment payable | 50,000 | 50,000 | ||||||||||||||||||
Milestone payments made | $ 50,000 | |||||||||||||||||||
Novalere | Innovus | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Number of Payments | 5 | |||||||||||||||||||
Total milestone payments | $ 500,000 | |||||||||||||||||||
Contingent consideration | 300,000 | 300,000 | ||||||||||||||||||
Prescription Database | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Payment | $ 1,600,000 | |||||||||||||||||||
Term of payment | 3 years | |||||||||||||||||||
Prescription Database | The Pediatric Portfolio | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Payment | $ 600,000 | |||||||||||||||||||
First Pediatric Portfolio Fixed Obligation | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Monthly payment | $ 86,400 | |||||||||||||||||||
Balloon payment | $ 15,000,000 | |||||||||||||||||||
Repayments Of Fixed Obligation | $ 15,000,000 | |||||||||||||||||||
Second Pediatric Portfolio Fixed Obligation | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Monthly payment | $ 100,000 | |||||||||||||||||||
Payments For Fixed Obligations To Investor | $ 2,800,000 | $ 210,767 | ||||||||||||||||||
Repayments Of Fixed Obligation | 3,000,000 | |||||||||||||||||||
Inventories | Hikma Pharmaceuticals USA, Inc. | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Payment | $ 700,000 | 700,000 | ||||||||||||||||||
Rumpus Earn Out Payments | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Annual Maintenance Fee Payable | $ 2,500,000 | |||||||||||||||||||
Over Next Six Quarters Commencing September 30, 2021 | Second Pediatric Portfolio Fixed Obligation | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Repayments Of Fixed Obligation | $ 500,000 | |||||||||||||||||||
Milestone 2021 | Innovus | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Contingent value rights amount | 1,000,000 | |||||||||||||||||||
First milestone | $ 40,000,000 | |||||||||||||||||||
Milestone not met during the year | $ 1,000,000 | |||||||||||||||||||
In-process R&D | Rumpus | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Up-front fee | 1,500,000 | |||||||||||||||||||
Payment of aggregated fees | 600,000 | |||||||||||||||||||
Contingent consideration | 67,500,000 | |||||||||||||||||||
In-process R&D | Maximum | Rumpus | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Contingent consideration | 67,500,000 | |||||||||||||||||||
In-process R&D | Denovo Biopharma L L C | Rumpus | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Contingent consideration | 101,700,000 | |||||||||||||||||||
Annual Maintenance Fee Payable | 25,000 | |||||||||||||||||||
License Option Fee Payable | 600,000 | |||||||||||||||||||
In-process R&D | Johns Hopkins University | Rumpus | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Contingent consideration | 1,600,000 | |||||||||||||||||||
Minimum annual royalties | $ 5,000 | |||||||||||||||||||
Percentage of revenues on royalty payments | 3.00% | |||||||||||||||||||
In-process R&D | Beginning 2022 | Johns Hopkins University | Rumpus | ||||||||||||||||||||
Commitments and Contingencies | ||||||||||||||||||||
Minimum annual royalties | $ 20,000 |
Capital Structure - Common and
Capital Structure - Common and Preferred Stock (Details) - $ / shares | Dec. 31, 2021 | Jun. 30, 2021 |
Common stock | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares outstanding | 30,010,468 | 27,490,412 |
Preferred stock | ||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, par value | $ 0.0001 | $ 0.0001 |
Preferred stock, shares outstanding | 0 | 0 |
Capital Structure - Restricted
Capital Structure - Restricted Stock (Details) - shares | Dec. 31, 2021 | Jun. 30, 2021 |
Equity Incentive Plan | ||
Common stock, shares outstanding | 30,010,468 | 27,490,412 |
Restricted Stock | ||
Equity Incentive Plan | ||
Common stock, shares outstanding | 2,163,040 |
Capital Structure - Stock Offer
Capital Structure - Stock Offerings (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Jul. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Sep. 28, 2021 | Jun. 04, 2021 | Jun. 08, 2020 | |
Capital Structure | |||||||
Offering costs | $ 172 | $ 4,293 | |||||
Shelf Registration 2020 | |||||||
Capital Structure | |||||||
Shelf registration, amount authorized | $ 100,000 | ||||||
Shelf registration remaining amount available for sale | $ 43,300 | 43,300 | |||||
At-the-market Offering | Cantor Fitzgerald & Co | |||||||
Capital Structure | |||||||
Sales agreement, amount authorized for issuance | $ 30,000 | ||||||
Issuance of common stock, net of cash issuance costs (in shares) | 61,500 | 2,161,584 | |||||
Issuance of common stock, net of cash issuance costs | $ 300 | $ 4,500 | |||||
Offering costs | 200 | ||||||
Shelf registration remaining amount available for sale | $ 12,500 | $ 12,500 | |||||
Shelf Registration 2021 | |||||||
Capital Structure | |||||||
Shelf registration, amount authorized | $ 100,000 |
Equity Incentive Plans - Genera
Equity Incentive Plans - General Information (Details) - shares | Apr. 19, 2021 | Dec. 31, 2021 | Jun. 30, 2021 | Apr. 18, 2021 | Mar. 19, 2021 | Feb. 13, 2020 | Jul. 31, 2017 |
Equity Incentive Plan | |||||||
Number of options outstanding (in shares) | 90,731 | 109,588 | |||||
Restricted Stock | |||||||
Equity Incentive Plan | |||||||
Unvested units outstanding (in shares) | 2,159,432 | 1,955,268 | |||||
Restricted Stock Units | |||||||
Equity Incentive Plan | |||||||
Unvested units outstanding (in shares) | 33,424 | 78,318 | |||||
Aytu 2015 Plan | |||||||
Equity Incentive Plan | |||||||
Number of shares authorized (in shares) | 5,000,000 | 3,000,000 | |||||
Number of shares available for grant (in shares) | 2,603,044 | ||||||
Aytu 2015 Plan | Share-based Payment Arrangement, Option | |||||||
Equity Incentive Plan | |||||||
Term of award | 10 years | ||||||
Aytu 2015 Plan | Share-based Payment Arrangement, Option | Minimum | |||||||
Equity Incentive Plan | |||||||
Vesting period | 3 years | ||||||
Aytu 2015 Plan | Share-based Payment Arrangement, Option | Maximum | |||||||
Equity Incentive Plan | |||||||
Vesting period | 4 years | ||||||
Aytu 2015 Plan | Restricted Stock | Minimum | |||||||
Equity Incentive Plan | |||||||
Vesting period | 4 years | ||||||
Aytu 2015 Plan | Restricted Stock | Maximum | |||||||
Equity Incentive Plan | |||||||
Vesting period | 10 years | ||||||
Aytu 2015 Plan | Restricted Stock Units | |||||||
Equity Incentive Plan | |||||||
Vesting period | 4 years | ||||||
Neos 2015 Plan | |||||||
Equity Incentive Plan | |||||||
Number of options outstanding (in shares) | 69,721 | ||||||
Registered shares of common stock (in shares) | 105,449 | ||||||
Number of shares available for grant (in shares) | 1,218,997 | 1,255,310 | |||||
Neos 2015 Plan | Share-based Payment Arrangement, Option | |||||||
Equity Incentive Plan | |||||||
Term of award | 10 years | ||||||
Neos 2015 Plan | Share-based Payment Arrangement, Option | Minimum | |||||||
Equity Incentive Plan | |||||||
Vesting period | 1 year | ||||||
Neos 2015 Plan | Share-based Payment Arrangement, Option | Maximum | |||||||
Equity Incentive Plan | |||||||
Vesting period | 4 years | ||||||
Neos 2015 Plan | Restricted Stock Units | |||||||
Equity Incentive Plan | |||||||
Unvested units outstanding (in shares) | 35,728 |
Equity Incentive Plans - Stock
Equity Incentive Plans - Stock Option Activity (Details) - $ / shares | 6 Months Ended | 12 Months Ended |
Dec. 31, 2021 | Jun. 30, 2021 | |
Number of Options | ||
Number of options outstanding, beginning balance | 109,588 | |
Forfeited/cancelled | (9,355) | |
Expired | (9,502) | |
Number of options outstanding, ending balance | 90,731 | 109,588 |
Weighted Average Exercise Price | ||
Weighted average exercise price outstanding, beginning balance | $ 14.52 | |
Forfeited/cancelled | 6.35 | |
Expired | 8.10 | |
Weighted average exercise price outstanding, ending balance | $ 16.03 | $ 14.52 |
Additional information | ||
Outstanding, weighted average remaining contractual life (Year) | 8 years 2 months 19 days | 8 years 25 days |
Number of options exercisable | 47,838 | |
Weighted average exercise price exercisable | $ 22.99 | |
Weighted average remaining contractual life in years exercisable | 8 years 2 months 1 day |
Equity Incentive Plans - Restri
Equity Incentive Plans - Restricted Stock - General Information (Details) - $ / shares | Dec. 01, 2021 | Oct. 11, 2021 | Aug. 02, 2021 | Dec. 31, 2021 |
Restricted Stock | ||||
Equity Incentive Plan | ||||
Granted (in shares) | 295,000 | |||
Granted, weighted average grant date fair value (in dollars per share) | $ 3.67 | |||
Restricted Stock | Aytu 2015 Plan | Management | ||||
Equity Incentive Plan | ||||
Granted (in shares) | 220,000 | |||
Granted, weighted average grant date fair value (in dollars per share) | $ 4.02 | |||
Restricted Stock | Aytu 2015 Plan | Management | Tranche One | ||||
Equity Incentive Plan | ||||
Vesting percentage | 33.33% | |||
Restricted Stock | Aytu 2015 Plan | Management | Tranche Two | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Aytu 2015 Plan | Management | Tranche Three | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Aytu 2015 Plan | Management | Tranche Four | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Aytu 2015 Plan | Management | Tranche Five | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Aytu 2015 Plan | Management | Tranche Six | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Aytu 2015 Plan | Management | Tranche Seven | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Aytu 2015 Plan | Management | Tranche Eight | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Aytu 2015 Plan | Management | Tranche Nine | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Neos 2015 Plan | Management | ||||
Equity Incentive Plan | ||||
Granted (in shares) | 75,000 | |||
Granted, weighted average grant date fair value (in dollars per share) | $ 2.65 | |||
Restricted Stock | Neos 2015 Plan | Management | Tranche One | ||||
Equity Incentive Plan | ||||
Vesting percentage | 33.33% | |||
Restricted Stock | Neos 2015 Plan | Management | Tranche Two | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Neos 2015 Plan | Management | Tranche Three | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Neos 2015 Plan | Management | Tranche Four | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Neos 2015 Plan | Management | Tranche Five | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Neos 2015 Plan | Management | Tranche Six | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Neos 2015 Plan | Management | Tranche Seven | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock | Neos 2015 Plan | Management | Tranche Eight | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock Units | ||||
Equity Incentive Plan | ||||
Granted (in shares) | 20,000 | |||
Granted, weighted average grant date fair value (in dollars per share) | $ 1.86 | |||
Restricted Stock Units | Aytu 2015 Plan | Management | ||||
Equity Incentive Plan | ||||
Granted (in shares) | 20,000 | |||
Granted, weighted average grant date fair value (in dollars per share) | $ 1.86 | |||
Restricted Stock Units | Aytu 2015 Plan | Management | Tranche One | ||||
Equity Incentive Plan | ||||
Vesting percentage | 33.33% | |||
Restricted Stock Units | Aytu 2015 Plan | Management | Tranche Two | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock Units | Aytu 2015 Plan | Management | Tranche Three | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock Units | Aytu 2015 Plan | Management | Tranche Four | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock Units | Aytu 2015 Plan | Management | Tranche Five | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock Units | Aytu 2015 Plan | Management | Tranche Six | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock Units | Aytu 2015 Plan | Management | Tranche Seven | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% | |||
Restricted Stock Units | Aytu 2015 Plan | Management | Tranche Eight | ||||
Equity Incentive Plan | ||||
Vesting percentage | 8.33% |
Equity Incentive Plans - Rest_2
Equity Incentive Plans - Restricted Stock - Activity (Details) - Restricted Stock | 6 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Number of Shares | |
Unvested outstanding, beginning balance (in shares) | shares | 1,955,268 |
Granted (in shares) | shares | 295,000 |
Vested (in shares) | shares | (90,836) |
Unvested outstanding, ending balance (in shares) | shares | 2,159,432 |
Weighted Average Grant Date Fair Value | |
Unvested, weighted average grant date fair value outstanding, beginning balance (in dollars per share) | $ / shares | $ 7.83 |
Granted (in dollars per share) | $ / shares | 3.67 |
Vested (in dollars per share) | $ / shares | 7.97 |
Unvested, weighted average grant date fair value outstanding, ending balance (in dollars per share) | $ / shares | $ 7.26 |
Equity Incentive Plans - Rest_3
Equity Incentive Plans - Restricted Stock - Additional Information (Details) - Restricted Stock - shares | Dec. 31, 2021 | Jun. 30, 2021 |
Equity Incentive Plan | ||
Unvested units outstanding (in shares) | 2,159,432 | 1,955,268 |
Non-plan | ||
Equity Incentive Plan | ||
Unvested units outstanding (in shares) | 158 |
Equity Incentive Plans - Rest_4
Equity Incentive Plans - Restricted Stock Unit Activity (Details) - Restricted Stock Units | 6 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Number of Shares | |
Unvested outstanding, beginning balance (in shares) | shares | 78,318 |
Granted (in shares) | shares | 20,000 |
Vested (in shares) | shares | (1,972) |
Forfeited (in shares) | shares | (62,922) |
Unvested outstanding, ending balance (in shares) | shares | 33,424 |
Weighted Average Grant Date Fair Value | |
Unvested, weighted average grant date fair value outstanding, beginning balance (in dollars per share) | $ / shares | $ 7.20 |
Granted (in dollars per share) | $ / shares | 1.86 |
Vested | $ / shares | 6.04 |
Forfeited (in dollars per share) | $ / shares | 7.44 |
Unvested, weighted average grant date fair value outstanding, ending balance (in dollars per share) | $ / shares | $ 3.61 |
Equity Incentive Plans - Unreco
Equity Incentive Plans - Unrecognized Compensation Costs (Details) $ in Millions | 6 Months Ended |
Dec. 31, 2021USD ($) | |
Unrecognized compensation costs | |
Unrecognized compensation costs, options | $ 0.3 |
Share-based Payment Arrangement, Option | |
Unrecognized compensation costs | |
Unrecognized compensation costs, period for recognition | 2 years |
Restricted Stock | Aytu 2015 Plan | |
Unrecognized compensation costs | |
Unrecognized compensation costs, excluding options | $ 11.9 |
Unrecognized compensation costs, period for recognition | 3 years 1 month 6 days |
Restricted Stock | Non-plan | |
Unrecognized compensation costs | |
Unrecognized compensation costs, excluding options | $ 0.9 |
Unrecognized compensation costs, period for recognition | 4 years 6 months 7 days |
Restricted Stock Units | |
Unrecognized compensation costs | |
Unrecognized compensation costs, excluding options | $ 0.1 |
Unrecognized compensation costs, period for recognition | 2 years |
Equity Incentive Plans - Stock-
Equity Incentive Plans - Stock-based Compensation Expense - Tabular Disclosure (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-based compensation expense | ||||
Total share-based compensation expense | $ 1,229 | $ 508 | $ 2,748 | $ 963 |
Cost of Sales | ||||
Stock-based compensation expense | ||||
Total share-based compensation expense | 8 | 17 | ||
Research and development | ||||
Stock-based compensation expense | ||||
Total share-based compensation expense | 75 | 394 | ||
Selling and Marketing | ||||
Stock-based compensation expense | ||||
Total share-based compensation expense | 19 | 28 | ||
General and Administrative | ||||
Stock-based compensation expense | ||||
Total share-based compensation expense | $ 1,127 | $ 508 | $ 2,309 | $ 963 |
Equity Incentive Plans - Stoc_2
Equity Incentive Plans - Stock-based Compensation Expense - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-based compensation expense | ||||
Stock-based compensation expense | $ 1,229 | $ 508 | $ 2,748 | $ 963 |
Share-based Payment Arrangement, Option | ||||
Stock-based compensation expense | ||||
Stock-based compensation expense | 22 | 100 | 45 | 200 |
Restricted Stock | ||||
Stock-based compensation expense | ||||
Stock-based compensation expense | $ 1,200 | $ 400 | $ 2,700 | $ 800 |
Warrants - General Information
Warrants - General Information (Details) - $ / shares | Jul. 01, 2020 | Jul. 31, 2021 | Dec. 31, 2021 | Jun. 30, 2021 |
Equity Warrants | ||||
Warrants | ||||
Warrants expired (in shares) | 95,670 | |||
Outstanding warrants (in shares) | 1,159,282 | 1,254,952 | ||
Equity Warrants | Weighted Average | ||||
Warrants | ||||
Warrants expired (in dollars per share) | $ 114.33 | |||
Exercise price of warrants (in dollars per share) | $ 29.51 | $ 35.85 | ||
Placement Agent Warrants | ||||
Warrants | ||||
Warrants expired (in shares) | 92,302 | |||
Placement Agent Warrants | Weighted Average | ||||
Warrants | ||||
Warrants expired (in dollars per share) | $ 15.99 | |||
Other Warrants Expired | ||||
Warrants | ||||
Warrants expired (in shares) | 2,205 | |||
Other Warrants Expired | Weighted Average | ||||
Warrants | ||||
Warrants expired (in dollars per share) | $ 582.50 | |||
Liability Warrants | ||||
Warrants | ||||
Outstanding warrants (in shares) | 24,105 | |||
Liability Warrants | Weighted Average | ||||
Warrants | ||||
Exercise price of warrants (in dollars per share) | $ 720 |
Warrants - Equity-based Warrant
Warrants - Equity-based Warrants Activity (Details) - Equity Warrants - $ / shares | 6 Months Ended | 12 Months Ended |
Dec. 31, 2021 | Jun. 30, 2021 | |
Warrants | ||
Outstanding, number of warrants (in shares) | 1,254,952 | |
Warrants expired (in shares) | (95,670) | |
Outstanding, number of warrants (in shares) | 1,159,282 | 1,254,952 |
Outstanding, weighted average remaining contractual life | 2 years 8 months 19 days | 2 years 9 months 29 days |
Weighted Average | ||
Warrants | ||
Outstanding, exercise price (in dollars per share) | $ 35.85 | |
Warrants expired (in dollars per share) | 114.33 | |
Outstanding, exercise price (in dollars per share) | $ 29.51 | $ 35.85 |
Net Loss Per Common Share (Deta
Net Loss Per Common Share (Details) - shares | 6 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Antidilutive securities | 3,466,974 | 2,862,303 |
Liability Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Antidilutive securities | 24,105 | 24,105 |
Equity Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Antidilutive securities | 1,159,282 | 2,379,918 |
Share-based Payment Arrangement, Option | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Antidilutive securities | 90,731 | 76,594 |
Restricted Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Antidilutive securities | 2,159,432 | 381,686 |
Restricted Stock Units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | ||
Antidilutive securities | 33,424 |
License Agreements (Details)
License Agreements (Details) - USD ($) $ in Millions | Apr. 12, 2021 | Apr. 30, 2020 | Oct. 31, 2018 | Oct. 31, 2017 | Feb. 29, 2016 | Dec. 07, 2021 |
Milestone amount payable | $ 2.5 | |||||
Cedars-Sinai Medical Center | ||||||
License agreement term | 10 years | |||||
License fee | $ 0.3 | |||||
Patent prosecution fees | 0.1 | |||||
License Agreement 2014 | Maximum | Neos Therapeutics, Inc. | ||||||
Lump sum non-refundable license fee | $ 1 | |||||
License Agreement 2017 | Maximum | Neos Therapeutics, Inc. | ||||||
Lump sum non-refundable license fee | $ 1 | |||||
NeuRx License, Royalty Bearing License Agreement | ||||||
Payments for license agreement | $ 0.2 | |||||
Payments for contingent consideration on license agreement | $ 0.3 | |||||
Rumpus | ||||||
Contingent consideration | $ 67.5 | |||||
Cash transferred | 1.5 | |||||
Payment of aggregated fees | 0.6 | |||||
In-process R&D | Rumpus | ||||||
Contingent consideration | 67.5 | |||||
Cash transferred | 1.5 | |||||
Payment of aggregated fees | 0.6 | |||||
In-process R&D | Rumpus | Maximum | ||||||
Contingent consideration | $ 67.5 |
Segment Reporting - General Inf
Segment Reporting - General Information (Details) - segment | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting | ||||
Number of reportable segments | 2 | 2 | 2 | 2 |
Segment Reporting - Consolidate
Segment Reporting - Consolidated Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting | ||||
Revenue from contract with customer | $ 23,125 | $ 15,147 | $ 45,022 | $ 28,667 |
Aytu BioPharma | ||||
Segment Reporting | ||||
Revenue from contract with customer | 14,643 | 7,212 | 28,526 | 12,964 |
Aytu Consumer Health | ||||
Segment Reporting | ||||
Revenue from contract with customer | $ 8,482 | $ 7,935 | $ 16,496 | $ 15,703 |
Segment Reporting - Consolida_2
Segment Reporting - Consolidated Net Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting | ||||
Net loss | $ (11,548) | $ (9,525) | $ (39,399) | $ (13,831) |
Aytu BioPharma | ||||
Segment Reporting | ||||
Net loss | (9,591) | (8,268) | (36,048) | (11,218) |
Aytu Consumer Health | ||||
Segment Reporting | ||||
Net loss | $ (1,957) | $ (1,257) | $ (3,351) | $ (2,613) |
Segment Reporting - Total Asset
Segment Reporting - Total Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Jun. 30, 2021 |
Segment Reporting | ||
Assets | $ 223,824 | $ 265,668 |
Aytu BioPharma | ||
Segment Reporting | ||
Assets | 194,419 | 236,449 |
Aytu Consumer Health | ||
Segment Reporting | ||
Assets | $ 29,405 | $ 29,219 |
Subsequent Events (Details)
Subsequent Events (Details) | Jan. 26, 2022USD ($)payment$ / shares | Dec. 31, 2021USD ($) | Oct. 02, 2019USD ($) |
Loan Agreement | Neos Therapeutics, Inc. | |||
Subsequent Events | |||
Maximum borrowing capacity | $ 25,000,000 | $ 25,000,000 | |
Subsequent Event | Avenue Capital Lenders Common Stock Warrants | |||
Subsequent Events | |||
Class of warrant or right, securities called by warrants or rights, value | $ 1,050,000 | ||
Exercise price of warrants (in dollars per share) | $ / shares | $ 1.21 | ||
Class of warrant or right, date from which warrants or rights exercisable | Jan. 26, 2022 | ||
Subsequent Event | Avenue Capital Loan, Term Loan | |||
Subsequent Events | |||
Debt instrument, issuance date | Jan. 26, 2022 | ||
Face amount | $ 15,000,000 | ||
Debt instrument term | 3 years | ||
Debt instrument, number of monthly interest only payments | payment | 18 | ||
Debt instrument, monthly interest only payments, extended term | 36 months | ||
Subsequent Event | Avenue Capital Loan, Term Loan | Prime rate | |||
Subsequent Events | |||
Debt instrument, minimum variable rate before basis spread (as a percent) | 3.25% | ||
Debt instrument, basis spread on variable rate (as a percent) | 7.40% | ||
Subsequent Event | Loan Agreement | Neos Therapeutics, Inc. | |||
Subsequent Events | |||
Maximum borrowing capacity | $ 12,500,000 |